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Agenda 03/11/2025 Item #16E 1 (Assumption Agreement assigning all rights, duties, benefits, and obligations to WSP USA, Inc. for various agreements)3/11/2025 Item # 16.E.1 ID# 2025-676 Executive Summary Recommendation to approve an Assumption Agreement assigning all rights, duties, benefits, and obligations to WSP USA Inc., concerning the following Agreements: (1) No. 18-7469, “CEI Services for Big Corkscrew Island Regional Park,” (2) No. 18-7432-CE, “Professional Services Library – Civil Engineering Category (Fixed Term Continuing Contract),” (3) No. 18-7432-SW, “Professional Services Solid & Hazardous Waste Management (Fixed Term Continuing Contract),” (4) No. 18-7432-AR “Professional Services Library Architectural Study, Planning & Design (Fixed Term Continuing Contract)”, and (5) No. 18-7432-ME “Professional Services Library Mechanical, Electrical, Plumbing & Technology Engineering Category (Fixed Term Continuing Contract).” OBJECTIVE: To assign all rights, duties, benefits, and obligations concerning Agreement Nos. 18-7469, 18-7432-CE, 18-7432-SW, 18-7432-AR, and 18-7432-ME to WSP USA, Inc. as a result of a merger. CONSIDERATIONS: The County awarded and entered into the following Agreements with Wood Environment & Infrastructure Solutions, Inc.: (1) No. 18-7469, “CEI Services for Big Corkscrew Island Regional Park,” on December 11, 2018 (Agenda Item 11.G), (2) No. 18-7432-CE, “Professional Services Library – Civil Engineering Category (Fixed Term Continuing Contract),” on February 25, 2020 (Agenda Item 16.E.7), (3) No. 18-7432-SW, “Professional Services Solid & Hazardous Waste Management (Fixed Term Continuing Contract),” on March 10, 2020 (Agenda Item 16.E.3), (4) No. 18-7432-AR, “Professional Services Library Architectural Study, Planning & Design (Fixed Term Continuing Contract),” on April 28, 2020 (Agenda Item 16.E.10), and (5) No. 18-7432-ME, “Professional Services Library Mechanical, Electrical, Plumbing & Technology Engineering Category (Fixed Term Continuing Contract),” (Agenda Item 16.E.5) (collectively referred to as the “Agreements”). On September 21, 2022, Wood Environment & Infrastructure Solutions, Inc. underwent an administrative name change and became WSP USA Environment & Infrastructure, Inc. On December 31, 2024, WSP USA Environment & Infrastructure, Inc. merged with WSP USA Inc. as presented in the “Agreement and Plan of Merger,” which is attached to the Assumption Agreement as Exhibit A. As a result of the merger, WSP USA, Inc. wishes to formally assume all responsibilities, obligations, and duties under the above- referenced Agreements. WSP USA Inc. is registered to transact business in Florida and represents and warrants that it is now the successor in interest to the above Agreements with the County. Staff obtained documentation of the merger, along with other necessary business documents from WSP USA, Inc., which have been reviewed and accepted by the County Attorney’s Office. Staff recommends approval of the attached Assumption Agreement assigning all rights, duties, benefits, and obligations under the Agreements, including any amendments thereto, to WSP USA Inc. This item is consistent with the Collier County strategic plan objective to provide continual planning and operational support services to County divisions. FISCAL IMPACT: There is no fiscal impact associated with this Executive Summary. GROWTH MANAGEMENT IMPACT: There is no growth management impact associated with this Executive Summary. LEGAL CONSIDERATIONS: This item is approved as to form and legality and requires majority vote for Board approval. —SRT RECOMMENDATIONS: To approve an Assumption Agreement assigning all rights, duties, benefits, and obligations to WSP USA, Inc., concerning the following Agreements (1) No. 18-7469, “CEI Services for Big Corkscrew Island Regional Park,” (2) No. 18-7432-CE, “Professional Services Library – Civil Engineering Category (Fixed Term Page 2813 of 4027 3/11/2025 Item # 16.E.1 ID# 2025-676 Continuing Contract),” (3) No. 18-7432-SW, “Professional Services Solid & Hazardous Waste Management (Fixed Term Continuing Contract),” (4) No. 18-7432-AR “Professional Services Library Architectural Study, Planning & Design (Fixed Term Continuing Contract)”, and (5) No. 18-7432-ME “Professional Services Library Mechanical, Electrical, Plumbing & Technology Engineering Category (Fixed Term Continuing Contract),” and authorize the Chairman to sign the attached Assumption Agreement. PREPARED BY: Prepared by: Viviana Giarimoustas, Procurement Contracts Manager, Procurement Services Division ATTACHMENTS: 1. AssumptionVS_WSP USA 2. COI_WSP 3. WSP_Affidavit Regarding Labor Page 2814 of 4027 Page 2815 of 4027 Page 2816 of 4027 Page 2817 of 4027 Page 2818 of 4027 Page 2819 of 4027 Page 2820 of 4027 Page 2821 of 4027 Page 2822 of 4027 Page 2823 of 4027 Page 2824 of 4027 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY 5/21/2024 Arthur J.Gallagher Risk Management Services,LLC 300 Madison Avenue 28th Floor New York NY 10017 AJG Service Team 212-994-7020 GGB.WSPUS.CertRequests@ajg.com Liberty Insurance Corporation 42404 WSPGLOB-01 Zurich American Insurance Company 16535WSPUSAInc. One Penn Plaza New York,NY 10119 American Guarantee and Liability Ins Co 26247 AXIS Surplus Insurance Company 26620 539102470 B X 3,500,000 X 3,500,000 10,000 3,500,000 7,000,000 X Y GLO 9835819-11 5/1/2024 5/1/2025 4,000,000 A D 5,000,000 X Y AS7-621-094060-034 P-001-001008908-03 5/1/2024 5/1/2024 5/1/2025 5/1/2025 XS COMB.SINGLE LIMIT 5,000,000 C X X 3,000,000AUC00144386-08 5/1/2024 5/1/2025 3,000,000 X 250,000 A A A X N WA7-62D-094060-014 WA7-62D-095609-074 WC7-621-094060-914 5/1/2024 5/1/2024 5/1/2024 5/1/2025 5/1/2025 5/1/2025 2,000,000 2,000,000 2,000,000 THIRTY (30)DAYS NOTICE OF CANCELLATION. Contract 18-7432-CE Collier County Board of County Commissioners are included as an additional insured under the captioned Commercial General Liability included as an additional insured under the captioned Commercial General Liability and Automobile Liability Automobile Liability Policies on a primary and non-contributory basis if and to the extent required by basis if and to the extent required by written contract. Collier County Board of County Commissioners 3295 Tamiami Trail E. Naples FL 34112 Page 2825 of 4027 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY 10/23/2024 Arthur J.Gallagher Risk Management Services,LLC 300 Madison Ave 28th Floor New York NY 10017 AJG Service Team 212-994-7020 ggb.wspus.certrequests@ajg.com QBE Specialty Insurance Company 11515 WSPGLOB-01 WSP USA INC. One Penn Plaza New York,NY 10119 1538968727 A Professional Liability CLAIMS-MADE QPL0022630 11/1/2024 10/31/2025 Per Claim Aggregate $1,000,000 $1,000,000 THIRTY (30)DAYS NOTICE OF CANCELLATION. Contract 18-7432-CE Collier County Board of County Commissioners 3295 Tamiami Trail E. Naples FL 34112 USA Page 2826 of 4027 CONTRACT, RENEWAL, OR EXTENSION REQUEST FORM Version: 2025.1 AFFIDAVIT REGARDING LABOR AND SERVICES Effective July 1, 2024, pursuant to § 787.06(13), Florida Statutes, when a contract is executed, renewed, or extended between a nongovernmental entity and a governmental entity, the nongovernmental entity must provide the governmental entity with an affidavit signed by an officer or a representative of the nongovernmental entity under penalty of perjury attesting that the nongovernmental entity does not use coercion for labor or services. Nongovernmental Entity’s Name: Address: Phone Number: Authorized Representative’s Name: Authorized Representative’s Title: Email Address: AFFIDAVIT I, _______________________________(Name of Authorized Representative), as authorized representative attest that _____________________________(Name of Nongovernmental Entity) does not use coercion for labor or services as defined in § 787.06, Florida Statutes. Under penalty of perjury, I declare that I have read the foregoing Affidavit and that the facts stated in it are true. _________________________________ (Signature of authorized representative) _________________________ Date STATE OF _______________ ________COUNTY OF __ ___ Sworn to (or affirmed) and subscribed before me, by means of ☐ physical presence or ☐ online notarization this _____ day of ________ , 20___, by_________________ (Name of Affiant), who as identification or are personally known to me. ____________________________________ Notary Public _____________________________________ Commission Expires Personally Known ☐ OR Produced Identification ☐ Type of Identification Produced: __________________________________________________ WSP USA Inc. 5170 Peachtree Road, Bldg. 100, Ste. 300, Atlanta, GA 30341 lauren.slocum@wsp.com Senior Paralegal Lauren Slocum 770-492-8289 Lauren Slocum WSP USA Inc. February 20, 2025 Georgia Gwinnett 08/31/2027 Page 2827 of 4027