Backup Documents 03/11/2025 Item #16K 4 ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP 1 6 K 4
TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO
THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE
Print on pink paper. Attach to original document. The completed routing slip and original documents are to be forwarded to the County Attorney Office
at the time the item is placed on the agenda. All completed routing slips and original documents must be received in the County Attorney Office no later
than Monday preceding the Board meeting.
** ROUTING SLIP**
Complete routing lines#1 through#2 as appropriate for additional signatures,dates,and/or information needed. If the document is already complete with the
exception of the Chairman's signature,draw a line through routin_• lines#1 through#2,complete the checklist,and forward to the County Attomey Office.
Route to Addressee(s) (List in routing order) Office Initials Date
1.
2. (Enter your Dept here)
3. County Attorney Office County Attorney Office 31,, 3
4. BCC Office Board of County BS by MB
Commissioners [s] 3f25
5. Minutes and Records Clerk of Court's Office
PRIMARY CONTACT INFORMATION
Normally the primary contact is the person who created/prepared the Executive Summary. Primary contact information is needed in the event one of the
addressees above may need to contact staff for additional or missing information.
Name of Primary Staff Madison Bird Phone Number 2939
Contact/Department
Agenda Date Item was Agenda Item Number
Approved by the BCC
Type of Document(s) Number of Original
Attached SC ff Ieinli,f Documents Attached I
PO number or account J
number if document is
to be recorded
INSTRUCTIONS & CHECKLIST
Initial the Yes column or mark"N/A" in the Not Applicable column,whichever is Yes N/A(Not
appropriate. (Initial) Applicable)
1. Does the document require the chairman's signature?(stamped unless otherwise stated) MB
2. Does the document need to be sent to another agency for additional signatures? If yes, N/A
provide the Contact Information(Name;Agency;Address;Phone)on an attached sheet.
3. Original document has been signed/initialed for legality. (All documents to be signed by MB
the Chairman,with the exception of most letters,must be reviewed and signed by the
Office of the County Attorney.)
4. All handwritten strike-through and revisions have been initialed by the County Attorney MB
Office and all other parties except the BCC Chairman and the Clerk to the Board.
5. The Chairman's signature line date has been entered as the date of BCC approval of the MB
document or the final negotiated contract date whichever is applicable.
6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's MB
signature and initials are required.
7. In most cases(some contracts are an exception),the original document and this routing slip N/A
should be provided to the County Attorney Office at the time the item is uploaded to the
agenda. Some documents are time sensitive and require forwarding to Tallahassee within a
certain time frame or the BCC's actions are nullified. Be aware of your deadlines!
8. The document was approved by the BCC on 3/ and all changes made during
the meeting have been incorporated in the attac ed document. The County Attorney ' l 4 option for
Office has reviewed the changes, if applicable. Os line.
9. Initials of attorney verifying that the attached document is the version approved by the A is no
BCC,all changes directed by the BCC have been made,and the document is ready for the 5ier 1717
Chairman's signature.
I:Forms/County Forms/BCC Forms/Original Documents Routing Slip WWS Original 9.03.04;Revised 1.26.05;2.24.05; 11/30/12;4/22/16;9/10/21
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SETTLEMENT AGREEMENT
This SETTLEMENT AGREEMENT (hereinafter referred to as the "Agreement") is made
and entered into between Quality Enterprises USA, Inc. ("QE") and the Board of County
Commissioners for Collier County, Florida ("CC"), collectively referred to as the"Parties".
WHEREAS, a dispute arose between the Parties over a Design-Build Agreement solicited
as RPS # 20-7708 (hereafter the "Contract")for the Design Build of Veteran Memorial Boulevard
Extension-Phase I (the "Project"); and
WHEREAS, the Parties previously partially resolved their differences with respect to all
claims asserted by QE on the Project (see Partial Settlement Agreement dated April 24, 2024,
Agenda Item 16.K,8, and the Amendment to Partial Settlement Agreement dated January 28,
2025, Agenda Item 16.K.4), with the exception of QE's request for Change Order No. 3 pertaining
to a separate claim seeking compensation allegedly arising from differing site conditions that
required greater quantities of embankment/excavation work than contemplated based upon the
bid criteria issued by CC (the "Embankment Claim"); and
WHEREAS,the Parties having engaged in good faith efforts since late April 2024 to reach
a compromise of this remaining disputed Embankment Claim and now wish to memorialize the
agreed upon settlement of that claim in writing.
NOW THEREFORE, in consideration of the foregoing premises and the following mutual
promises (the receipt and sufficiency of such consideration being acknowledged by all Parties),
the Parties hereby agree as follows:
1. Recitals. The foregoing recitals are true and correct and are incorporated by
reference.
2. Effective Date. The "Effective Date" of this Agreement is the date that the Board
of County Commissioners executes the Agreement contemporaneously with its approval at the
next available Board meeting.
3. Denial of Liability. No Party is admitting wrongdoing, fault, or liability of any
nature by entering into this Agreement.
4. Payment. Within 20 days of the Effective Date of this Agreement, the Collier
County Clerk shall pay to QE the total sum of$382,600.40, which represents a compromise as
to the quantity of embankment fill material between the quantity claimed by QE's consultants and
which was incorporated into the Project, and the quantity of embankment fill material arrived at
by CC's consultant's modeling based upon four cross sections relied upon to establish an
estimate of the embankment fill necessary to construct the Project. The above figure represents
11,960 cubic yards of embankment fill material multiplied at the previously negotiated rate of
$31.99 per cubic yard established in Change Order Number 1 to the Contract.
5. Release and Discharge.
a. QE: Except for the obligations set forth herein, QE hereby releases, acquits,
satisfies, and forever discharges CC (including any and all employees, officers,
•
directors, successors, assigns, legal representatives, insurers, attorneys and
agents of CC) of and from any and all, and all manner of action and actions,
cause and causes of action, claims under the Florida Local Government Prompt
Payment Act, suits, debts, dues, sums of money, accounts, reckonings, bonds,
bills, specialties, covenants, contracts, controversies, agreements, promises,
CA l)
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variances, trespasses, damages,judgments, executions, claims, and demands
whatsoever, in law or in equity, relative to the Project, which QE had, now has,
or which any employees, officers, directors, successors, assigns, legal
representatives, insurers, attorneys or agents of QE hereinafter can, shall or
may have arising out of, or relating to the Contract from the beginning of the
world to the day of this Agreement.
b. CC: Except for the obligations set forth herein, and Warranty work that QE is
required to perform related to the Project, CC hereby releases, acquits, fi
satisfies, and forever discharges QE (including employees, officers, directors,
successors, assigns, legal representatives, insurers, attorneys and agents of
QE) of and from any and all, and all manner of action and actions, cause and
causes of action, claims for liquidated damages, suits, debts, dues, sums of
money, accounts, reckonings, bonds, bills, specialties, covenants, contracts,
controversies, agreements, promises, variances, trespasses, damages,
judgments, executions, claims, and demands whatsoever, in law or in equity,
relative to the Project, which CC ever had, now has, or which any employees,
officers, directors, successors, assigns, legal representatives, insurers,
attorneys, agents, heirs or assigns of CC hereinafter can, shall or may have
arising out of, or relating to the Contract from the beginning of the world to the
day of this Agreement.
6. Enforcement of the Settlement Agreement. This Agreement is subject to
enforcement under Rule 1.700, et seq. of the Florida Rules of Civil Procedure, as if this settlement
were the result of a court-ordered mediation conference. The Agreement is the joint product of
the Parties and shall not be construed against any Party as the drafter.
7. Governing Law and Venue. This Agreement and all other documents executed
in connection with this Agreement are governed by and shall be interpreted under Florida law.
The sole and exclusive venue for any litigation among the Parties that may arise out of, or is
related to this Agreement, or any documents executed in connection with this Agreement shall be
a court of competent jurisdiction in and for Collier County, Florida.
8. Enforceability. In the event that any provision of this Agreement is found to be
void or unenforceable by a court of competent jurisdiction, the remaining provisions, in whole or
in part, shall continue to be enforceable to the greatest extent allowed by law and to the same
extent as if the void or unenforceable provision were omitted from the Agreement.
9. Cooperation. The Parties hereby agree to cooperate and work in good faith to
carry out the terms of this Agreement and to execute or prepare any other documentation
necessary to effectuate the terms of this Agreement.
10. Acknowledgement of Independent Counsel. The Parties hereto acknowledge
and affirm that they:
a. Have each been represented by separate legal counsel, or they have
had the opportunity to consult with legal counsel as to their respective
rights and responsibilities hereunder;
b. Have entered into this Agreement intentionally and voluntarily, and in
doing so are not acting under any duress or coercion; and
c. Have read or have had read to them, and understand all terms and
provisions of this Agreement.
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11. Entire Settlement Agreement. This Agreement contains the entire agreement
between the Parties, and all prior or contemporaneous negotiations or representations regarding
the Embankment Claim are merged into this Agreement.
12. Paragraph Headings. Captions and paragraph headings in this Agreement are
for convenience and reference only and do not define, describe, extend or limit the scope or intent
of this Agreement or any provision herein.
13. Attorney's Fees for Breach of Agreement. In the event any Party breaches this
Agreement, the party having to enforce this Agreement shall be entitled to recover its attorney's
fees and costs, through litigation and any and all appeals.
14. Counterparts and Facsimile Signatures. This Agreement may be executed in
counterparts with each copy being deemed an original. A facsimile signature on this Agreement
will be deemed to be equivalent to an original signature.
IN WITNESS WHEREOF, the Parties hereto, by an authorized person or agent, have
executed this Agreement on the date on the date indicated herein.
ATTEST:
BOARD OF COUNTY COMMISSIONERS
Crystal K. Kinzel,'C of the Circuit COLLIER COUNTY, FLORIDA
Court and,Co r r
By: By:
Burt L. Saunders, Chairman
Dated:
(SEAL), -.AtteRf as to Chairman's
signature only
QUALITY ENTERPRISES USA, INC.
By:
Print Name: Louis J Gaudio
Dated: 2/26/2025 Its: Vice President
Approved to form and le alit :
By: .mac
tt R. ach,
Deputy County Attorney
3 Q