#08-5073 (RWA, Inc.)
Contract 08-5073
Immokalee CRA Master Plan Update & Related Services
THIS AGREEMENT is made and entered into this ~day of J '~n"--
2008, by and between the Board of County Commissioners for Collier County, Florida, a
political subdivision of the State of Florida (hereinafter referred to as the "COUNTY" or
"OWNER") and RWA, Inc., authorized to do business in the State of Florida, whose business
address is 6610 Willow Park Drive, Suite 200, Naples, Florida 34109 (hereinafter referred to as
the "CONSUL TANT").
WIT N E SSE T H:
WHEREAS, the OWNER desires to obtain services of the CONSULTANT concerning
Immokalee CRA Master Plan Update & Related Services (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 the provision of those
services; and
WHEREAS, the CONSULTANT represents that it has expertise in the type of 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:
F.[
ARTICLE ONE
CONSULTANT'S RESPONSIBILITY
1.1. CONSULTANT shall provide to OWNER Consultant services for the Immokalee CRA
Master Plan Update & Related Services in all phases of the Project to which this Agreement
applies.
1.2. The Basic Services to be performed by CONSULTANT hereunder are set forth in the
Scope of Services described in detail in Schedule A. The total cornpensation to be paid
CONSULTANT by the OWNER for all Basic Services is set forth in Article Five and Schedule B,
"Basis of Compensation", which is attached hereto and incorporated herein.
1.3. The CONSULTANT agrees to obtain and maintain throughout the period of this Agreement
all such licenses as are required to do business in the State of Florida and in Collier County,
Florida, including, but not lirnited to, all licenses required by the respective state boards and
other governrnental agencies responsible for regulating and licensing the professional services
to be provided and performed by the CONSULTANT pursuant to this Agreement.
1.4. The CONSULTANT agrees that, when the services to be provided hereunder relate to a
professional service which, under Florida Statutes, requires a license, certificate of authorization
or other form of legal entitlement to practice such services, it shall employ and/or retain only
qualified personnel to provide such services to OWNER.
1.5. CONSULTANT designates Robert J. Mulhere, AICP, a qualified licensed professional to
serve as the CONSULTANT'S project coordinator (hereinafter referred to as the "Project
Coordinator"). The Project Coordinator is authorized and responsible to act on behalf of the
CONSULTANT with respect to directing, coordinating and administering all aspects of the
services to be provided and perforrned under this Agreement. Further, the Project Coordinator
has full authority to bind and obligate the CONSULTANT on all matters arising out of or relating
to this Agreement. The CONSULTANT agrees that the Project Coordinator shall devote
F.2
whatever time is required to satisfactorily manage the services to be provided and performed by
the CONSULTANT hereunder.
The Project Coordinator shall not be removed by
CONSULTANT from the Project without OWNER'S prior written approval, and if so removed
must be immediately replaced with a person acceptable to OWNER.
1.6. CONSULTANT agrees, within fourteen (14) calendar days of receipt of a written request
from Owner to promptly remove and replace the Project Coordinator, or any other personnel
employed or retained by the CONSULTANT, or any subconsultants or subcontractors or any
personnel of any such subconsultants or subcontractors engaged by the CONSULTANT to
provide and perform services or work pursuant to the requirements of this Agreement, said
request may be made with or without cause. Any personnel so removed must be immediately
replaced with a person acceptable to OWNER.
1.7. The CONSULTANT represents to the OWNER that it has expertise in the type of
professional services that will be performed pursuant to this Agreement and has extensive
experience with projects similar to the Project required hereunder. The CONSULTANT agrees
that all services to be provided by CONSULTANT pursuant to this Agreement shall be subject
to the OWNER'S review and approval and shall be in accordance with the generally accepted
standards of professional practice in the State of Florida, as well as in accordance with all
applicable laws, statutes, ordinances, codes, rules, regulations and requirements of any
governmental agencies, including the Florida Building Code where applicable, which regulate or
have jurisdiction over the Project or the services to be provided and performed by
CONSULTANT hereunder.
In the event of any conflicts in these requirements, the
CONSULTANT shall notify the OWNER of such conflict and utilize its best professional
judgment to advise OWNER regarding resolution of each such conflict.
1.7.1 The County reserves the right to deduct portions of the (monthly) invoiced (task) amount
for the following: Tasks not completed within the expressed time frame, including required
F-3
deliverables, incomplete and/or deficient documents, failure to comply with local, state and/or
federal requirements and/or codes and ordinances applicable to Consultant's performance of
the work as related to the project. This list is not deemed to be all-inclusive, and the County
reserves the right to make sole determination regarding deductions. After notification of
deficiency, if the Consultant fails to correct the deficiency within the specified timeframe, these
funds would be forfeited by the Consultant. The County may also deduct or charge the
Consultant for services and/or items necessary to correct the deficiencies directly related to the
Consultant's non-performance whether or not the County obtained substitute performance.
1.8. CONSULTANT agrees not to divulge, furnish or make available to any third person, firm or
organization, without OWNER'S prior written consent, or unless incident to the proper
performance of the CONSULTANT'S obligations hereunder, or in the course of judicial or
legislative proceedings where such information has been properly subpoenaed, any non-public
information concerning the services to be rendered by CONSULTANT hereunder, and
CONSULTANT shall require all of its employees, agents, subconsultants and subcontractors to
comply with the provisions of this paragraph. CONSULTANT shall provide OWNER prompt
written notice of any such subpoenas.
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.
,-4
ARTICLE TWO
ADDITIONAL SERVICES OF CONSULTANT
If authorized in writing by OWNER through a Change Order to this Agreement, CONSULTANT
shall furnish or obtain from others Additional Services of the types listed in Article Two herein.
The agreed upon scope, compensation and schedule for Additional Services shall be set forth
in the Amendment authorizing those Additional Services. With respect to the individuals with
authority to authorize Additional Services under this Agreement, such authority will be as
established in OWNER'S Purchasing Policy and Administrative Procedures in effect at the time
such services are authorized. These services will be paid for by OWNER as indicated in Article
Five and Schedule B. Except in an emergency endangering life or property, any Additional
Services must be approved in writing via a Change Order to this Agreement prior to starting
such services. OWNER will not be responsible for the costs of Additional Services commenced
without such express prior written approval. Failure to obtain such prior written approval for
Additional Services will be deemed: (i) a waiver of any claim by CONSULTANT for such
Additional Services and (ii) an admission by CONSULTANT that such Work is not additional but
rather a part of the Basic Services required of CONSULTANT hereunder. If OWNER
determines that a change in the Agreement is required because of the action taken by
CONSULTANT in response to an emergency, a Change Order 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:
F-5
2.1. Preparation of applications and supporting documents (except those already to be
furnished under this Agreement) for private or governmental grants, loans, bond issues or
advances in connection with the Project.
2.2. Services resulting from significant changes in the general scope, extent or character of the
Project or its design including, but not limited to, changes in size, complexity, or OWNER'S
schedule; 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. 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).
F-o
2.8 Additional services rendered by CONSULTANT in connection with the Project, not otherwise
provided for in this Agreement or not customarily furnished in Collier County as part of the Basic
Services in accordance with generally accepted professional practice.
ARTICLE THREE
OWNER'S RESPONSIBILITIES
3.1. The OWNER shall designate in writing a project manager to act as OWNER'S
representative with respect to the services to be rendered under this Agreement (hereinafter
referred to as the "Project Manager"). The Project Manager shall have 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;
,-7
(c) Upon request from CONSULTANT, assist CONSULTANT by placing at
CONSULTANT'S disposal all available information in the OWNER'S
possession pertinent to the Project, including existing drawings, specifications,
previous reports and any other data relative to the Project;
(d) Arrange for access to and make all provisions for CONSULTANT to enter the
Project site to perform the services to be provided by CONSULTANT under
this Agreement; and
(e) Provide notice to CONSULTANT of any deficiencies or defects discovered by
the OWNER with respect to the services to be rendered by CONSULTANT
hereunder.
ARTICLE FOUR
TIME
4.1. Services to be rendered by CONSULTANT shall be commenced subsequent to the
execution of this Agreement upon written Notice to Proceed from OWNER for all or any
designated portion of the Project and shall be performed and completed in accordance with the
Project Milestone Schedule attached hereto and made a part hereof as Schedule C. Time is of
the essence with respect to the performance of this Agreement.
4.2. Should CONSULTANT be obstructed or delayed in the prosecution or completion of its
services as a result of unforeseeable causes beyond the control of CONSULTANT, and not due
to its own fault or neglect, including but not restricted to acts of nature or of public enemy, acts
of government or of the OWNER, fires, floods, epidemics, quarantine regulations, strikes or
lock-outs, then CONSULTANT shall notify OWNER in writing within five (5) working days after
commencement of such delay, stating the specific cause or causes thereof, or be deemed to
have waived any right which CONSULTANT may have had to request a time extension for that
specific delay.
4.3. No interruption, interference, inefficiency, suspension or delay in the commencement or
progress of CONSULTANT'S services from any cause whatsoever, including those for which
F-8
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 one hundred eighty (180) calendar days,
CONSULTANT'S compensation shall be equitably adjusted, with respect to those services that
have not yet been performed, to reflect the incremental increase in costs experienced by
CONSULTANT, if any, as a result of such delays.
4.4 Should the CONSULTANT fail to commence, provide, perform or complete any of the
services to be provided hereunder in a timely manner, in addition to any other rights or
remedies available to the OWNER hereunder, the OWNER at its sole discretion and option may
withhold any and all payments due and owing to the CONSULTANT until such time as the
CONSULTANT resumes performance of its obligations hereunder in such a manner so as to
reasonably establish to the OWNER's satisfaction that the CONSULTANT'S performance is or
will shortly be back on schedule.
4.5 In no event shall any approval by OWNER authorizing CONSULTANT to continue
performing Work under this Agreement or any payment issued by OWNER to CONSULTANT
be deemed a waiver of any right or claim OWNER may have against CONSULTANT for delay
or any other damages hereunder.
,-9
ARTICLE FIVE
COMPENSATION
5.1. Compensation and the manner of payment of such compensation by the OWNER for
services rendered hereunder by CONSULTANT shall be as prescribed in Schedule B, entitled
"Basis of Compensation", which is attached hereto and made a part hereof.
ARTICLE SIX
OWNERSHIP OF DOCUMENTS
6.1. Upon the completion or termination of this Agreement, as directed by OWNER,
CONSULTANT shall deliver to OWNER copies or originals of all records, documents, drawings,
notes, tracings, plans, Auto CADD files, specifications, maps, evaluations, reports and other
technical data, other than working papers, prepared or developed by or for CONSULTANT
under this Agreement ("Project Documents"). OWNER shall specify whether the originals or
copies of such Project Documents are to be delivered by CONSULTANT. CONSULTANT shall
be solely responsible for all costs associated with delivering to OWNER the Project Documents.
CONSULTANT, at its own expense, may retain copies of the Project Documents for its files and
internal use.
6.2. Notwithstanding anything in this Agreement to the contrary and without requiring
OWNER to pay any additional compensation, CONSULTANT hereby grants to OWNER a
nonexclusive, irrevocable license in all of the Project Documents for OWNER'S use on this
Project. CONSULTANT warrants to OWNER that it has full right and authority to grant this
license to OWNER. Further, CONSULTANT consents to OWNER'S use of the Project
Documents to complete the Project following CONSULTANT'S termination for any reason or to
perform additions to or remodeling, replacement or renovations of the Project. CONSULTANT
also acknowledges OWNER may be making Project Documents available for review and
information to various third parties and hereby consents to such use by OWNER.
1'.10
ARTICLE SEVEN
MAINTENANCE OF RECORDS
7 .1. CONSULTANT will keep adequate records and supporting documentation which concern
or reflect its services hereunder. The records and documentation will be retained by
CONSULTANT for a minimum of five (5) years from (a) the date of termination of this
Agreement or (b) the date the Project is completed, whichever is later, or such later date as
may be required by law. OWNER, or any duly authorized agents or representatives of
OWNER, shall, free of charge, have the right to audit, inspect and copy all such records and
documentation as often as they deem necessary during the period of this Agreement and
during 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.
F-II
9.2 All insurance shall be from responsible companies duly authorized to do business in the
State of Florida.
9.3 All insurance policies required by this Agreement shall include the following provisions
and conditions by endorsement to the policies:
9.3.1. All insurance policies, other than the Business Automobile policy,
Professional Liability policy, and the Workers Compensation policy,
provided by CONSULTANT to meet the requirements of this Agreement
shall name Collier County Board of County Commissioners, Collier
County, Florida, as an additional insured as to the operations of
CONSULTANT under this Agreement and shall contain a severability of
interests provisions.
9.3.2. Companies issuing the insurance policy or policies shall have no recourse
against OWNER for payment of premiums or assessments for any
deductibles which all are at the sole responsibility and risk of
CONSULTANT.
9.3.3. All insurance coverages of CONSULTANT shall be primary to any
insurance or self-insurance program carried by OWNER applicable to this
Project, and the "Other Insurance" provisions of any policies obtained by
CONSULTANT shall not apply to any insurance or self-insurance program
carried by OWNER applicable to this Project.
9.3.4. The Certificates of Insurance must identify the specific Project name, as
well as the site location and address (if any).
9.3.5. All insurance policies shall be fully performable in Collier County, Florida,
and shall be construed in accordance with the laws of the State of Florida.
9.4. CONSULTANT, its subconsultants and OWNER shall waive all rights against each other
for damages covered by insurance to the extent insurance proceeds are paid and
received by OWNER, except such rights as they may have to the proceeds of such
insurance held by any of them.
9.5 All insurance companies from whom CONSULTANT obtains the insurance policies
required hereunder must meet the following minimum requirements:
9.5.1. The insurance company must be duly licensed and authorized by the
Department of Insurance of the State of Florida to transact the
appropriate insurance business in the State of Florida.
9.5.2. The insurance company must have a current A. M. Best financial
rating of "Class VI" or higher.
1'.12
ARTICLE TEN
SERVICES BY CONSULTANT'S OWN STAFF
10.1. The services to be performed hereunder shall be performed by CONSULTANT'S own
staff, unless otherwise authorized in writing by the OWNER. The employment of, contract with,
or use of the services of any other person or firm by CONSULTANT, as independent consultant
or otherwise, shall be subject to the prior written approval of the OWNER. No provision of this
Agreement shall, however, be construed as constituting an agreement between the OWNER
and any such other person or firm. Nor shall anything in this Agreement be deemed to give any
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. CONSULTANT 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 CONSULTANT is liable for all the acts or omiSSions of its subconsultants or
subcontractors. By appropriate written agreement, the CONSULTANT shall require each
subconsultant or subcontractor, to the extent of the Services to be performed by the
subconsultant or subcontractor, to be bound to the CONSULTANT by the terms of this
Agreement, and to assume toward the CONSULTANT all the obligations and responsibilities
which the CONSULTANT, by this Agreement, assumes toward the OWNER. Each
subconsultant or subcontract agreement shall preserve and protect the rights of the OWNER
under this Agreement with respect to the Services to be performed by the subconsultant or
subcontractor so that the subconsulting or subcontracting thereof will not prejudice such rights.
Where appropriate, the CONSULTANT shall require each subconsultant or subcontractor to
enter into similar agreements with its sub-subconsultants or sub-subcontractors.
1"-13
10.4 CONSULTANT acknowledges and agrees that OWNER is a third party beneficiary of
each contract entered into between CONSULTANT and each subconsultant or subcontractor,
however nothing in this Agreement shall be construed to create any contractual relationship
between OWNER and any subconsultant or subcontractor. Further, all such contracts shall
provide that, at Owner's discretion, they are assignable to OWNER upon any termination of this
Agreement.
ARTICLE ELEVEN
WAIVER OF CLAIMS
11.1. CONSULTANT'S acceptance of final payment shall constitute a full waiver of any and all
claims, except for insurance company subrogation claims, by it against OWNER arising out of
this Agreement or otherwise related to the Project, and except those previously made in writing
in accordance with the terms of this Agreement and identified by CONSULTANT as unsettled at
the time of the final payment. Neither the acceptance of CONSULTANT'S services nor
payment by OWNER shall be deemed to be a waiver of any of OWNER'S rights against
CONSULTANT.
ARTICLE TWELVE
TERMINATION OR SUSPENSION
12.1. CONSULTANT shall be considered in material default of this Agreement and such default
will be considered cause for OWNER to terminate this Agreement, in whole or in part, as further
set forth in this section, for any of the following reasons: (a) CONSULTANT'S failure to begin
services under the Agreement within the times specified under the Notice(s) to Proceed, or (b)
CONSULTANT'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
F-14
this Agreement, in whole or In part, by giving the CONSULTANT seven (7) calendar days
written notice of the material default.
12.2. If, after notice of termination of this Agreement as provided for in paragraph 12.1 above, it
is determined for any reason that CONSULTANT was not in default, or that its default was
excusable, or that OWNER otherwise was not entitled to the remedy against CONSULTANT
provided for in paragraph 12.1, then the notice of termination given pursuant to paragraph 12.1
shall be deemed to be the notice of termination provided for in paragraph 12.3, below, and
CONSULTANT's remedies against OWNER shall be the same as and be limited to those
afforded CONSULTANT under paragraph 12.3, below.
12.3. OWNER shall have the right to terminate this Agreement, in whole or in part, without
cause upon seven (7) calendar days written notice to CONSULTANT. In the event of such
termination for convenience, CONSULTANT'S recovery against OWNER shall be limited to that
portion of the fee earned through the date of termination, together with any retainage withheld
and any costs reasonably incurred by CONSULTANT that are directly attributable to the
termination, but CONSULTANT shall not be entitled to any other or further recovery against
OWNER, including, but not limited to, anticipated fees or profits on work not required to be
performed. CONSULTANT must mitigate all such costs to the greatest extent reasonably
possible.
12.4. Upon termination and as directed by Owner, the CONSULTANT shall deliver to the
OWNER all original papers, records, documents, drawings, models, and other material set forth
and described in this Agreement, including those described in Section 6, that are in
CONSULTANT'S possession or under its control.
12.5. The OWNER shall have the power to suspend all or any portions of the services to be
provided by CONSULTANT hereunder upon giving CONSULTANT two (2) calendar days prior
written notice of such suspension. If all or any portion of the services to be rendered hereunder
are so suspended, the CONSULTANT'S sole and exclusive remedy shall be to seek an
1'-15
extension of time to its schedule in accordance with the procedures set forth in Article Four
herein.
12.6 In the event (i) OWNER fails to make any undisputed payment to CONSULTANT within
forty-five (45) days after such payment is due or such other time as required by Florida's Local
Government Prompt Payment Act or (ii) OWNER otherwise persistently fails to fulfill some
material obligation owed by OWNER to CONSULTANT under this Agreement, and (ii) OWNER
has failed to cure such default within fourteen (14) days of receiving written notice of same from
CONSULTANT, then CONSULTANT may stop its performance under this Agreement until such
default is cured, after giving OWNER a second fourteen (14) days written notice of
CONSULTANT's intention to stop performance under the Agreement. If the Services are so
stopped for a period of one hundred and twenty (120) consecutive days through no act or fault
of the CONSULTANT or its subconsultant or subcontractor or their agents or employees or any
other persons performing portions of the Services under contract with the CONSULTANT, the
CONSULTANT may terminate this Agreement by giving written notice to OWNER of
CONSULTANT'S intent to terminate this Agreement. If OWNER does not cure its default within
fourteen (14) days after receipt of CONSULTANT'S written notice, CONSULTANT may, upon
fourteen (14) additional days' written notice to the OWNER, terminate the Agreement and
recover from the Owner payment for Services performed through the termination date, but in no
event shall CONSULTANT be entitled to payment for Services not performed or any other
damages from Owner.
ARTICLE THIRTEEN
CONFLICT OF INTEREST
13.1. CONSULTANT represents that it presently has no interest and shall acquire no interest,
either direct or indirect, which would conflict in any manner with the performance of services
required hereunder. CONSULTANT further represents that no persons having any such
interest shall be employed to perform those services.
F-I G
ARTICLE FOURTEEN
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, by fax, or by
United States Postal Service Department, first class mail service, postage prepaid, addressed
to the following OWNER'S address of record:
Board of County Commissioners,
Collier County Florida
Purchasing Department, Building H
3301 Tamiami Trail East
Naples, FI. 34112
Attention: Stephen Y. Carnell, Purchasing/General Services Director
Telephone: 239-252-8371
Fax: 239-732-0844
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, by fax or by the United
States Postal Service Department, first class mail service, postage prepaid, addressed to the
following CONSULTANT'S address of record:
RWA, Inc.
6610 Willow Park Drive, Suite 200
Naples, Florida 34109
Telephone: 239-597-0575
Fax: 239-597-0578
Attention: Robert J. Mulhere, AICP
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.
r.17
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
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.
F.18
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 SCHEDULE
Schedule 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
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.
1'-19
CONSULTANT'S compensation shall be adjusted to exclude any sums by which OWNER
determines the compensation was increased due to inaccurate, incomplete, or noncurrent wage
rates and other factual unit costs.
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
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
F.20
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 County, 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
County shall have the discretion to unilaterally terminate this agreement immediately.
,
F-21
IN WITNESS WHEREOF, the parties hereto have executed this Agreement for Immokalee CRA
Master Plan Update & Related Services the day and year first written above.
ATTEST:
BOARD OF COUNTY COMMISSIONERS FOR
COLLIER COUNTY, FLORIDA,
Dwight E. B\QcJ<;,'E;Mr.~
~".,'", . .
By:
,c:....
.{~
By..,~ ~
Tom Henning, Chairman
Date:
<9
"~
0..,
, 'U-'~L \
Approved as to form and
legal s fficiency:
t..
---
.
Assi nt County Attorney
;T'fPF J;",. WI'2\G.tfT
Print Name
RWA, Inc.
/ )
1!,~ (~~
itness
I _____
~/: C Yn/?e/.1~-' [7fJ
Print Name
JiILUt ' j. iJJ!idc
Witness
BY:~
(
?c..~ +- J. MI..L~ ~><(~;\'IOr ~~
Typed Name and Title '
Gf: at (, vi f-/(7[
Print Name
Item # \ [0 f' 1:-
Deputy Cler
F-22
Schedule 8.:_ .5.CQP..E.QE SERVICES
Primary Task 1:
Immokalee Area Master Plan (lAMP) Adoption
Subtask 1.1: Coordinate with Coliler County Comprehensive Planning Department comments and
recommendations on the current Draft Immokalee Area Master Plan (lAMP), to Include creation of one overlay
with specific planning zones and submit Growth Management Plan (GMP) Amendment appiicatlon to Collier
County. This will require meeting and working with Comprehensive Planning staff, and assembling all
supporting data and analysis to develop a final draft "Transmittal" lAMP for consideration by local appointed
advisory boards and for review and Transmittal action by the BCe. It Is assumed that as part of this task,
additional pubiic outreach and stakehoider meetings will be required.
Subtask 1.2: It is assumed that the Project Manager and other key members of the RWA Team will take a lead
role in coordination and presentation of the Transmittal Draft lAMP to the Environmental Advisory Committee
(EAC), Collier County Planning Commission (CCPC), and Collier County Board of County Commissioners (BCC).
These are very important meetings requiring full preparation participation.
Subtask 1.3: The RWA Team will prepare and coordinate any further revisions (based upon BCC direction) for
lAMP Transmittal to the Department of Community Affairs (DCA) and other reviewing entities/agencies.
Subtask 1.4: Within two to three weeks after Transmittal, key members of the consultant team will travel to
Tallahassee to meet with DCA staff in advance of their detailed review. The purpose of this meeting would be
to explain the overall purpose and intent and to address any issues of concern or questions DCA staff may
have. It is deemed to be beneficial to meet with DCA in person, and the cost of this trip is included in estimated
fee schedule.
Subtask 1.5: After reviewing the draft iAMP (within 60 days of Transmittal), DCA will issue an Objection,
Recommendation, and Comment (ORC) report. The RWA Team will coordinate the process of addressing any
concerns raised by DCA. Objections are binding. That is, failure to adequately address objections raised in the
ORC will result in a finding on Non.Compllance by DCA. Recommendations and Comments are not binding, but
it is advisable to consider any Recommendations or Comments. The RWA Team will coordinate with the eRA
Staff, County Planning staff, and the CRA Board and IAMPVC to address the issues raised In the ORe.
Substantive issues will require additional public and stakeholder outreach and input. The RWA Team will
coordinate an ORC response and a final draft Adoption lAMP for submission to Comprehensive Planning staff
for review and for scheduling of Adoption Hearings
Subtask 1.6: The RWA Team will take the lead In presenting the final draft Adoption lAMP to the EAC (if
necessary) and to the CCPC and BCe.
Deliverables: 1.) Monthly Reports providing Consultant activities and progress, status of relevant Primary
Tasks, summary of community and stakeholder outreach, as well as any other issues of significance. Note: This
Task will occur throughout the project. 2.) Final Approved Amendments to the lAMP (found to be "In
Compliances" by DCA).
To commence:
To be completed:
June 30, 2008
June 08, 2009
A-I
Primary Task 2: Immokalee Area land Development Code Adoption
Subtask 2.1: Develop a set of land development codes that implement the goals set forth in the lAMP. The
RWA Team will work with CRA staff (and other staff as applicable), as well as the CRA Board and iAMPVC, to
draft a comprehensive set of zoning regulations that implement the lAMP Goals, Objectives, and Polices. It will
be critical to have significant community and stakeholder involvement, including outreach to residents,
landowners, and business owners. This will necessitate significant outreach, including outreach in English,
Spanish and Creole. This Task will require the greatest amount of effort and time, and is therefore anticipated
to commence as soon as a contract is executed.
This can be accomplished in several ways, but it is anticipated that it will be accomplished through either a
comprehensive zoning overlay (applicable to the Immokalee Urban Area), or with the creation of a separate
and distinct zoning ordinance for the Immokalee Urban Area.
Subtask 2.2: Draft land development code language for inclusion into the Collier County Growth
Management Plan. This Task is a little unclear. Typically, Land Development Regulations (DRs) are found in
land codes or zoning ordinances, as these can easily be amended and do not require State of Florida DA
oversight. It is therefore assumed that what is desired by this Task is the creation of one or more Gaps that will
provide overriding intent, directions, and authority for the creation of Immokalee-specific zoning regulations
(called for in Primary Task 2.1). These land development and/or zoning related GOPs, to be included in the
lAMP, would clarify the Community vision and desires as they relate to the built environment in urban
Immokalee, as well as land uses, aesthetics (open space, buffers, planting materials, signage, etc.), and other
development/urban area related matters such as vehicular use and pedestrian accommodations, and so forth.
These should establish the big picture, while the implementation detail wili be provided for in the Immokalce
Urban Area overlay or separate zoning code.
Subtask 2.3: Approval and adoption of land development codes by the County. The RWA Team will take the
final draft land development codes for the lmmokalee Urban Area, as well as any written explanations, data
and analysis, justification, renderings, other graphics, and so forth, and present the recommended codes to the
appointed and elected boards for their review and approval, and address any issues or concerns through that
process. These appointed and elected boards include: the Development Services Advisory Board (DSAC); the
Environmental Advisory Board (EAC), and the Collier County Planning Commission (CCPC) (2 to 3 meetings),
and the Board of County Commissioners (BeC).
Deliverables: 1.) Monthly Reports providing Consultant activities and progress, status of relevant Primary
Tasks; summary of community and stakeholder outreach, as well as any other issues of significance. 2.) First
written Draft of Zoning Overlay/Zoning Code (no later than 90 days after lAMP Adoption). 3.) Second written
Draft of Zoning Overlay/Zoning Code (no later than 90 days after review of first draft by CRA and Planning
Staff, and CRA Board and IAMPVC. 4.) Written executive summary report, final draft zoning overlay, ail data
and analysis, exhibits, graphics and so forth, for review by appointed and elected boards (30 days in advance of
first scheduled Board hearings, usually DSAC). 5.) Final approved ordinance adopting Immokalee Area zoning
regulations.
To commence:
To be completed:
June 30, 2008
November 20, 2009
A-2
Primary Task 3: Immokalee Area Transportation Plan
Subtask 3.1: Develop and analyze current transportation conditions and deficiencies. To maintain
consistency with current Collier County practices, existing conditions will be documented in the format
established by the transportation component of the Collier County Annual Update and Inventory Report
(AUIR). Tindai Oliver & Associates (TOA) developed this format for Collier County, and has advanced it into
more sophisticated transportation planning data management systems, and has built growth management
concepts around the information such reports can provide.
Subtask 3.2: Forecast future transportation conditions, including planned improvements. Since the
Immokalee area is just beginning to grow, the current treatment of the area in Collier County Is not well.
refined. Refinement and some supplemental traffic count and roadway inventory data collection will be
required. Overall transportation system conditions can be summarized to track trends (is the system
improving or degrading?), to identify and monitor specific locations of deficiency, and to identify needed
improvements.
Subtask 3.3: Evaluate the changes and impacts the build-out of lAMP goals and objectives on the
transportation conditions. Future transportation demands and network conditions will be evaluated by
appiying the Lee/Collier transportation system planning model, a model that is maintained jointly by FOOT and
the Lee and Collier County Metropolitan Planning Organizations. The model will be refined to reflect expected
development patterns. A long-term transportation system "vision}} plan that sets forth needed corridors for
transportation will be developed. This is a critical step for two reasons: First} it is important to identify the
corridors needed to support the long.term plan so that short.term development approval decisions do not
preclude the long-term solutions for transportation; and second, so that individual developers can design their
projects to be compatible with the intended function of the transportation system.
Subtask 3-4: Identify improvements to mitigate the impacts and/or effects of the lAMP goals and
objectives. The future needs and solutions will be documented in technical reports using GIS mapping and the
transportation system database developed in the initial system documentation task. The technical reports will
be suitable for use as IItechnical support documents" common to local government comprehensive plans. A
series of policies to support the implementation of the transportation system plan will also be developed.
These policies will address the financial aspects, corridor preservation aspects, and the growth
management/concurrency-related aspects of implementing the plan. The key issues in this process will be the
sources from which revenues will be generated} in what proportion they will be generated from each source}
the timing and cash.flow demands of the needed facilities, and the implications for location and timing of
development and form of level of service standards that will be used to govern development approvals.
A short-term transportation plan (ten-year horizon) should also be developed to guide initiai improvements to
the transportation system. The short-term plan may be either very apparent from the assessment of existing
conditions or may evolve as specific development proposals are advanced. The plan will be developed in an
interactive format with workshops allowing input from agency and all stakeholders.
Deliverables: 1.) Monthly Reports providing Consultant activities and progress, status of relevant Primary
Tasks, summary of community and stakeholder outreach, as well as any other issues of significance. 2.) The
Future Needs Technical Report (s) with GIS mapping and transportation system database. The technical report
(s) will be suitable for use as ((technical support documents/' such as is common to local government
comprehensive plans. 3.) A series of policies to support the implementation of the transportation system plan
will also be developed. These policies will address the financial aspects} corridor preservation aspects, and the
growth management/concurrency.related aspects of implementing the plan.
To commence:
To be completed:
June 30, 2008
February 13,2009
A-3
Primary Task 4: Immokalee Area Capital Improvements Plan
Subtask 4.1: Collect Capital Improvements Source Data. The initial step of the update of the CIP is a
thorough review and evaluation of the current capital improvement programs of the key stakeholder groups.
This evaluation will provide a familiarity with shared development objectives and capital improvement
schedules of the participating stakeholder groups. This information will serve as the base from which the
Immokaiee CRA CIP will be developed and fine tuned through discussion with the stakeholder groups.
The timely completion of this task will involve the provision of the definitive information from authorized
representatives of the participating stakeholder groups. For example, when gathering information from
Collier County Government, the information would ideally be provided from a single, authoritative point of
contact, such as the Finance Director, rather than individual Department Heads. This would ensure timely
provision of the latest, official, non-conflicting, capital improvement data. Without this single, authoritative
point of contact, the collection of the capital improvements source data could take longer than allowed for in
the cost estimate and the proposed project schedule. This same point of contact would be responsible for the
provision of comments and revisions to draft plans presented to the stakeholder groups.
Subtask 4.2: Content Development Capital Improvements Plan Draft. A Draft Capital Improvements Plan
will be developed that is based on the initial discussions with the key stakeholder groups, the information
gathered during other phases of the lmmokalee eRA Master Plan update, and evaluation of the current capital
improvements plans of the key stakeholder groups. This Draft CIP will contain proposed preliminary capital
improvements items for consideration by the key stakeholder groups. The Draft CIP will be distributed for
review by each of the key stakeholder groups. Comments and revisions received from the each of the groups,
including identification of alternate proposed projects, or the addition or deletion of projects will be
incorporated into a revised draft C!P. As stated above, identification of a single point of contact, or project
manager for each of the key stakeholder groups is recommended to ensure timely provision of the review
comments and recommendations.
Subtask 4.3: Document and Coordinate the Draft Capital Improvement Plan. The revised draft Immokalee
CRA Capital Improvement Plan will be provided to the key stakeholder groups for further evaluation and
comment. RWA Team staff will meet with the authorized single point of contact, or project manager for each
of the key stakeholder groups, to discuss in detail, the proposed items identified within the revised draft
Immokalee CRA CiP Plan.
This second revision cycle ensures a very high level of coordination and continued dialogue between the key
stakeholder groups. This ensures the creation of consensus regarding the Immokalee CRA improvement
objectives and also maximizes the opportunity to identify complementary projects or leverage opportunities
that may be contained in the key stakeholder groups individual capital improvement plans.
Subtask 4.4: Final Capital Improvements Plan Development. Upon completion of the second review and
revision cycle, and the individual stakeholder group interviews and discussion, the RWA Team wi!! assemble the
final Immokalee CRA Capital Improvements Plan for incorporation into the updated immokalee CRA Master
Plan.
Deliverables: 1.) Monthly Reports providing Consultant activities and progress, status of Primary Tasks,
summary of community and stakeholder outreach, as well as other issues of significance. 2.) A summary report
of key stakeholder groups current capital improvement plans including identification and evaluation of
projects, programs and improvements that may affect the Immokalee CRA. 3.) A draft, of the initiallmmokalee
CRA Capital Improvements Plan, reflecting the comments of the key stakeholder groups. 4.) Revised (second
revision), final draft ofthe Immokalee CRA CIP. 5.) A final (approved) version of the Immokalee CRA CIP.
To commence:
To be completed:
June 30, 2008
November 17, 2009
AA
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
of:
All monthly status reports and invoices shall be mailed to the attention
Penny Phillippi, Executive Director
Immokalee CRA
310 Alachua Street
Immokalee, Florida 34142
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.
B-1
-
ITEM LUMP SUM FEE FOR: FEE PAYMENT SCHEDULE
1 Immokalee Area Master Plan $75,050.00 Percentage Complete
(lAMP) Adoption
2 Immokalee Area Land $140,600.00 Percentage Complete
Development Code Adoption
3 Immokalee Area Transportation $128,725.00 Percentage Complete
Plan
4 Immokalee Area Capital $41,800.00 Percentage Complete
Improvements Plan
TOTAL FEE $386,175.00 --
B.2.2. The fees noted in Section 2.1. shall constitute the lump sum amount of Three
Hundred Eighty-Six Thousand One Hundred Seventy-Five Dollars ($386,175.00) to
be paid to CONSULTANT for the performance of the Basic Services.
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.
B2.4. The compensation provided for under Sections 2.1 of this Schedule B, shall be
the total and complete amount payable to CONSULTANT for the Basic Services
to be performed under the provisions of this Agreement, and shall include the
cost of all materials, equipment, supplies and out-of-pocket expenses incurred in
the performance of all such services.
B.2.5 Notwithstanding anything in the Agreement to the contrary, CONSULTANT
acknowledges and agrees that in the event of a dispute concerning payments for
Services performed under this Agreement, CONSULTANT shall continue to
perform the Services required of it under this Agreement, as directed by
OWNER, pending resolution of the dispute provided that OWNER continues to
pay to CONSULTANT all amounts that OWNER does not dispute are due and
payable.
3. SCHEDULE OF PAYMENTS:
B.3.1. CONSULTANT shall submit, with each of the monthly status reports provided for
under Section 1.1 of this Schedule B, an invoice for fees earned in the
performance of Basic Services and Additional Services during the subject billing
month. Notwithstanding anything herein to the contrary, the CONSULTANT shall
submit no more than one invoice per month for all fees earned that month for
8-2
both Basic Services and Additional Services. Invoices shall be reasonably
substantiated, identify the services rendered and must be submitted in triplicate
in a form and manner required by Owner. Additionally, the number of the
purchase order granting approval for such services shall appear on all invoices.
B.3.2. Invoices not properly prepared (mathematical errors, billing not reflecting actual
work done, no signature, etc.) shall be returned to CONSULTANT for correction.
Invoices shall be submitted on CONSULTANT'S letterhead and must include the
Purchase Order Number and 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 and for reimbursable expenses will be made monthly upon
presentation of a detailed invoice with supporting documentation.
B.3.4 Unless specific rates have been established in Attachment 1, attached to this
Schedule B, CONSULTANT agrees that, with respect to any subconsultant or
subcontractor to be utilized by CONSULTANT for Additional Services,
CONSULTANT shall be limited to a maximum markup of five percent (5%) on the
fees and expenses associated with such subconsultants and subcontractors.
B.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:
B.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.
B.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.
B.3A.1.3. Permit Fees required by the Project
B.3.4.1.4 Expense of overtime work requiring higher than regular rates
approved in advance and in writing by OWNER.
B.3.4.1.5 Expense of models for the County's use.
B-3
B.3.4.1.6 Other items on request and approved in writing by the OWNER.
B.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.
13.4
Attachment 1 to Schedule B
Professional Consultant Positions
Rate
Principal'
Sen ior Project Manager'
Project Manger3
$180.00/hr.
$160.00/hr.
$130.00/hr
Design Engineer/ AICP Certified Planner
$110.00/hr
Engineering Intern (EI)/Surveying Intern
$90.00/hr
Technical Support Positions'
Rate
Technician
$70.00/hr
Senior Technician
$85.00/hr
GIS Analyst
$90.00/hr
Administrative Support Positions'
Rate
Project Coordinator I
$55.00
Project Coordinator II
$65.00
Administrative Assistant I
$40.00
Administrative Assistant II
$50.00
[Refers to a professional with ownership in a finn that is part of the RWA Team, and significant experience in the
relevant field, and, where applicable, licensure in the State of Florida to practice as a professional engineer (PE), or
professional surveyor/mapper (PLS or PSM), or certification by the American Institute of Certified Planners (AlCP).
2 Refers to a professional with at least 10 years of professional experience in the relevant field, including significant
project management experience, and where applicable, licensure in the State of Florida to practice as a professional
engineer (PE), or professional surveyor/mapper (PLS or PSM), or certification by the American Institute of Certified
planners (AlCP).
3 Refers to a professional with professional experience in the relevant field, including project management
experience, and where applicable, licensure in the State of Florida to practice as a professional engineer (PE), or
professional surveyor/mapper (PLS or PSM), or certification by the American Institute of Certified planners (AICP).
4 The term technician refers to either an AutoCAD technician or a planning technician. Senor Technician
classification has significantly greater training, experience and qualifications.
5 Project Coordinators are assigned to a project, typically form start to finish, and are responsible for all project
related data entry, cOITcspondence and maintenance thereof, project research, project scheduling, and other
important and often fairly complex tasks that do not necessarily need to be handled directly by a professional
consultant. Administrative Assistants handle all tasks as assigned by the project manager or other professional
consultant which are typically clerical in nature.
8.5
:;f
; ~
II
~~ [ ~: l H i ~ ! , i ~~ , i I , u I i
! ~' l i ! ... -~ ! !
> , I" "' , , , ! , ~ t ! ! , ,
~ , i ! , I i i f [ 0 I I ! , ,
i ; t , , ;
i i 0 j , I 1 j j !
j , J , 1 1 j I ,
, , [ l j
i , , ! ! , , i i [ i I . ,
~ , , , !
, ! , !
, , i ~ i , f ~ ~ , J
U , , 1 , I
, , , I , ~ , , I I l
, ! ; , , j i ; I
. 1 I , J ! j I l , i
, ~ ! r 1J .
. , I , I I ! ; i I
, 9
, 0 I ~ I
, I 3 E ,
. , , 0 i 0
5 , ~
, ! ! , ,
i ,
i , i ,
i j !
1
,
,
01
. J
J [})
l 0
:Y
(j)
, J ~
J c
, f---"
n (j)
r
f---" +" . J n
,
!
,
, U
,
,
,
,
..J t i+{..h
, r ~
; (
,
,
~..t' c
. /i ~
..H~
. .
. . "
.
i .
~
("
IJ
H
2~
~~
~~
ill
~
,
~ >' ;. - ."
2 J ~. i I 11 f f ,i';~
i .. f f jI i . :-. · ,,:i ~ t ~
" ~ ~ ,;; [ r, ,~. i i' ?!~. ] " ~. t ~ t ~
. o' j . . ' - , · , I
"II '!l_.~o!!..:. . "..,1...:1..: i !j i H H !l
,:"i 'li!!I'1
~ ~ ~ '" 3'
~ ~ .r "
r [
I I 1 ! ,
i , " i I ! ! <
i ! , . ! < < <
. . ,
, ! ! . . ,
! i I i i
I
<
,
I.
i
I
()
I
N
,
" '
! .>
]
~
A
]
,
I
..U
!
[
,
f
If'C,] ]
/"
11 !. [ft ] [}_r
[J1F'
~~]
<>
i
!<;:,
t ~. ~
j f f
~ t '"
i
,
.
j
w
,.
~
,
9-. t
[ 0
g ~
,
~
<
I
~
This certificate is executed bv Libertv Mutual Insurance Grolla as reSDects sllch insurance as is afforded bv those comoanies BM0068
Certificate of Insurance
111is certificate is issued as a matter of infonnation only and confers no rights upon the certificate holder. TIlis certificate is not an insurance policy and does not affinnative!y or negatively amcnd, extend, or
alter the coverage afforded by the policies listed below. Policy limits are no less than tho,e listed, although policies may include additional sublimits not listed below, Policy limits may be reduced by claims
or otberna'lIlents
This is to certify that (Name and address ofInsured)
~ Libertx
~ Mutual"
RW A, me.
6610 WILLOW PARK
SUITE 200
NAPLES, FL 34109
lS, at the Issue date ofthis cemficate, lllSured by the Company lmder the pohcY(les) listed below. TIle lIlsurance afforded by the listed pohCY(les) IS subject to all tlleir tenns, exclusions and conditions and
is not altered hv an" reauirement, tenn or condition of any contract or other docnment with resoect to which this certificate may be issued.
Exniration TVDe EffJEXD. Date(s) Policy Number(s) Limits of Liabilitv
Continuous* 03/13/2008 /03/13/2009 WC2-151-287965-018 Coverage afforded under WC law of Employers Liability
e- the following states:
e- Extended Bodily Injury By Accident
X Policy Term FL $1,000,000 Eaeh Accident
Bodily Injury By Disease
$1,000,000 Policy Limit
'Yorkers Compensation Bodily Injury By Disease
$1,000,000 Eaeh Person
General Aggregate~Other than Prod/Completed Operations
General Liability
Products/Completed Operations Aggregate
R Claims Made
Occurrence Bodily Injury and Property Damage Liability Per
Occurrence
I Retro Date I Personal and Advertising Injury Per Person /
Or9anization
Other Liability I Other Liability
Each Accident - Single Limit ~ B. I. and P. D. Combined
Automobile Liability
Each Person
- Owned
- Non-Owned Each Accident or Occurrence
I-{ired
Each Accident or Occurrence
C RFP #08-5073Immokalee eRA Master Plan Update & Related Services
0
M
M
E
N
T
S
IMPORTANT If the certificate holder is an ADDtTlONAL 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 forms 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 endorsements.
The following applies only with respect to insurance for motor carriels registered in Florida; As provided for in Fla. Stat ~ 320.02(5)(e), the listed insurance policy may not be cancelled on less than 30 days written notice by the insurer
to the Department ofH"0' Safety & Motor Vehicles, such 30 days notice to commence from date notice is received by trre Department
Notice of cancellation: (not applicable unless a number of days is entered below), Before the stated expiration date Ihe company wilt not cancel or reduce the insurance afforded under the above
policies until atlcast30 days notice ofsuch cancellation has been nla.il~d 10
Office: TAMPA, FL Phone; 813-264-6588 ~' 12 .:d:.~'
/ ,./,,,--' . 1<<~~~?1-. -
Certificate Holder; LEE STEINBERGER
Collier County Board of County Commissioners Authorized Renrcscntative
2800 Horseshoe Drive
Naples, FL 34104
Date Issued: 06/05/2008 Prepared By: EC
ACORDm CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DDIYYYY)
06/05/2008
PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
Gulfshore Insurance, Inc. ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
4100 Goodlelte Road N, #100 HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
Naples, FL 34103.3303
239 261-3646 INSURERS AFFORDING COVERAGE NAIC#
INSURED INSURER A: Maryland Casualty Company
RWA, Inc. INSURER B:
6610 Willow Park Drive # 200 INSURER c:
Naples, FL 34109-7909 INSURER D:
INSURER E:
Client#. 40467
RWAIN
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 DR
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.
l~lRR ~DD TYPE OF INSURANCE POLICY NUMBER P~1-i~\~~fGgtWE Pg~fJ/~~,~~I~N LIMITS
NSR
A ~NERAL LIABILITY PPS43178459 03/31/08 03/31/09 EACH OCCURRENCE '1 000000
X COMMERCIAL GENERAL LIABILITY S~~~~~J9l:~~N~Er? nee\ .1 000000
1 CLAIMS MADE [X] OCCUR MED EXP (Anyone person) '10000
- PERSONAL & ADV INJURY .1 000000
- GENERAL AGGREGATE $2 000 000
~'L AGG~EnE ILlMIT APnS PER PRODUCTS - COMP/OP AGG .2 000 000
PRO-
POLICY JECT LOC
A ~TOMOBILE LIABILITY PPS43178459 03/31/08 03/31/09 COMBINED SINGLE LIMIT
1<.. ANY AUTO (Eaaccidenl) '1,000,000
- ALL OWNED AUTOS f30DIL Y INJURY
.
SCHEDULED AUTOS (per person)
'---
1<.. HIRED AUTOS SODIL Y INJURY
.
1<.. NON-OWNED AUTOS (Per accident)
PROPERTY DAMAGE .
(Per accident)
:=rAGE LIABILITY AUTO ONLY - EA ACCIDENT .
ANY AUTO OTHER THAN EAACC .
AUTO ONLY: AGe $
A iJ~SSIUMBRELLA LIABILITY PPS43178459 03/31/08 03/31/09 EACH OCCURRENCE .5 000 000
X OCCUR D CLAIMS MADE AGGREGATE .5 000 000
$
~ ~EDUCTIBLE $
X RETENTION .0 $
WORKERS COMPENSATION AND 1_ WC STATU- IOJ~-
EMPLOYERS' LIABILITY
ANY PROPRIETOR/PARTNER/EXECUTIVE EL EACH ACCIDENT S
OFFICER/MEMBER EXCLUDED? E,L. DISEASE - EA EMPLOYEE $
If yes, describe under E.L. DISEASE - POLICY LIMIT .
SPECIAL PROVISIONS below
OTHER
DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS
Project: RFP#08-5073 Immokalee CRA Master Plan Update & Related Services
*30 Days Notice of Cancellation, Except 10 Days for Non Payment
Collier County Board of County Commisioners is Named as Additional Insured As Respects to
General Liability Only.
CERTIFICATE HOLDER
CANCELLATION
Collier County Board
of County Commissioners
Naples, FL
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION
DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL ~ DAYS WRITTEN
NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL
IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR
ACORD 25 (2001/08) 1 of 2
#S333501/M329015
LJA
@ ACORD CORPORATION 1988
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 Of producer, and the certificate holder, nor does it
affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon.
ACORD 25.5 (2001/08)
2 of 2
#S333501/M329015
ACORQ CERTIFICATE OF LIABILITY INSURANCE I DATE (MMIOOfYYYY)
'" 06/05/2008
PRODUCER (201)262-1200 FAX (201)262-7810 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
Fenner & Esler Agency, Inc. ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
467 Kinderkamack Road HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
P. O. Box 60
Oradell, NJ 07649-0060 INSURERS AFFORDING COVERAGE NAIC#
INSURED RWA, Inc. INSURER A: Beazley Insurance Company
6610 Willow Park Drive INSURER B:
Suite 200 INSURER c:
Naples, FL 34109 INSURER 0:
INSURER E:
COVERAGE"
THE POUCIES 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 VV1TH 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 SHOVVN MAY HAVE BEEN REDUCED BY PAID CLAIMS
II.Nl'~ ~ TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION LIMITS
~NERALLlABILlTY EACH OCCURRENCE $
COMMERCIAL GENERAL LIABILITY DAMAGE TO RENTED $
l CLJl.IMS MADE D OCCUR MED EXP (Anyone person) $
c- PERSONAL & ADV INJURY S
c- GENERAL AGGREGATE $
h'L AGG~r~rlllMIT APnS PER PRODUCTS - COMP/OP AGG $
POLICY ~r8T LOC
~TOMOBILE LIABILITY COMBINED SINGLE LIMIT $
ANY AUTO (Eaaccident)
-
- ALL OWNED AUTOS BODilY INJURY
{Per person) ,
- SCHEDULED AUTOS -.
- HIRED AUTOS BODILY INJURY
(Per accident) $
'- NON-OWNED AUTOS
'- PROPERTY DAMAGE $
(Per accident)
~RAGE LIABILITY AUTO ONLY - EA ACCIDENT $
ANY AUTO OTHER THAN EAACC $
AUTO ONLY' AGG $
=:JESS/UMBRELLA LIABILITY EACH OCCURRENCE $
OCCUR D CLAIMS MADE AGGREGATE $
$
~ DEDUCTIBLE $
RETENTION $ $
WORKERS COMPENSATION AND I T~"T~;,~C I IOJ~'
EMPLOYERS' LIABILITY
ANY PROPRIETOR/PARTNER/EXECUTIVE EL EACH ACCIDENT $
OFFICER/MEMBER EXCLUDED? E,L DISEASE - EA EMPLOYE $
If yes, describe under
SPECIAL PROVISIONS below E.L, DISEASE - POLICY LIMIT $
OTHy' V15KSJ08PNPM 03/01/2008 03/01/2009 Per Claim limit $2,000,000
Pro essional Liability
A laims Made Form Aggregate limit $4,000,000
~ESCRIPTION OF OPERATIONS f LOCATIONS f VEHICLES { EXCLUSIONS ADDED BY ENDORSEMENT { SPECIAL PROVISIONS
E: RFP #08-5073 Immokalee CRA Master Plan Update & Related Services
CERTIFICATE HnLDE<> CANCELLATION
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BefORE THE
EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL
.2L DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,
BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY
Collier County Board of County Commissioners OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES.
Naples, FL AUTHORIZEP REPRESENlA liVE ?L-k---
Kevin Esler/JEAN
ACORD 25 (2001/08)
@ACORDCORPORATION 1988
IMPORT ANT
II 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 olthe 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 Of producer, and the certificate holder, nor does it
affirmatively or negatively amend, extend Of alter the coverage afforded by the policies listed thereon.
ACORD 25 (2001/08)
SCHEDULE D
INSURANCE COVERAGE
(1) The amounts and types of insurance coverage shall conform to the following
minimum requirements with the use of Insurance Services Office (ISO) forms and endorsements
or their equivalents. If CONSULTANT has any self-insured retentions or deductibles under any
of the below listed minimum required coverages, CONSULTANT must identify on the Certificate
of Insurance the nature and amount of such self-insured retentions or deductibles and provide
satisfactory evidence of financial responsibility for such obligations. All self-insured retentions or
deductibles will be CONSULTANT'S sole responsibility.
(2) The insurance required by this Agreement shall be written for not less than the limits
specified herein or required by law, whichever is greater.
(3) Coverages shall be maintained without interruption from the date of commencement
of the services until the date of completion and acceptance of the Project by the OWNER or as
specified in this Agreement, whichever is longer.
(4) Certificates of insurance (3 copies) acceptable to the OWNER shall be filed with the
OWNER within ten (10) calendar days after Notice of Award is received by CONSULTANT
evidencing the fact that CONSULTANT has acquired and put in place the insurance coverages
and limits required hereunder. In addition, certified, true and exact copies of all insurance
polices required shall be provided to OWNER, on a timely basis, if requested by OWNER. Such
certificates shall contain a provision that coverages afforded under the policies will not be
canceled or allowed to expire until at least thirty (30) days prior written notice has been given to
the OWNER. CONSULTANT shall also notify OWNER, in a like manner, within twenty-four (24)
hours after receipt, of any notices of expiration, cancellation, non-renewal or material change in
coverages or limits received by CONSULTANT from its insurer, and nothing contained herein
shall relieve CONSULTANT of this requirement to provide notice. In the event of a reduction in
the aggregate limit of any policy to be provided by CONSULTANT hereunder, CONSULTANT
Il.1
shall immediately take steps to have the aggregate limit reinstated to the full extent permitted
under such policy.
(5) All insurance coverages of the CONSULTANT shall be primary to any insurance or
self insurance program carried by the OWNER applicable to this Project
(6) The acceptance by OWNER of any Certificate of Insurance does not constitute
approval or agreement by the OWNER that the insurance requirements have been satisfied or
that the insurance policy shown on the Certificate of Insurance is in compliance with the
requirements of this Agreement.
(7) CONSULTANT shall require each of its subconsultants to procure and maintain, until
the completion of the subconsultant's services, insurance of the types and to the limits specified
in this Section except to the extent such insurance requirements for the subconsultant are
expressly waived in writing by the OWNER.
(8) Should at any time the CONSULTANT not maintain the insurance coverages required
herein, the OWNER may terminate the Agreement or at its sole discretion shall be authorized to
purchase such coverages and charge the CONSULTANT for such coverages purchased. If
CONSULTANT fails to reimburse OWNER for such costs within thirty (30) days after demand,
OWNER has the right to offset these costs from any amount due CONSULTANT under this
Agreement or any other agreement between OWNER and CONSULTANT. The OWNER shall
be under no obligation to purchase such insurance, nor shall it be responsible for the coverages
purchased or the insurance company or companies used. The decision of the OWNER to
purchase such insurance coverages shall in no way be construed to be a waiver of any of its
rights under the Agreement.
(9) If the initial, or any subsequently issued Certificate of Insurance expires prior to the
completion of the services required hereunder or termination of the Agreement, the
CONSULTANT shall furnish to the OWNER, in triplicate, renewal or replacement Certificate(s)
D2
. ___'__'__". '._...._r____
of Insurance not later than three (3) business days after the renewal of the policy(ies). Failure of
the Contractor to provide the OWNER with such renewal certificate(s) shall be deemed a
material breach by CONSULTANT and OWNER may terminate the Agreement for cause.
WORKERS' COMPENSATION AND EMPLOYERS' LIABILITY
Required by this Agreement? _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
0-3
(4) Maritime Coverage (Jones Act) shall be maintained where applicable to the
completion of the work.
~Applicable _X_ Not Applicable
COMMERCIAL GENERAL LIABILITY
Required by this Agreement? _X_ Yes ~ No
(1) Commercial General Liability Insurance, written on an "occurrence" basis, shall be
maintained by the CONSULTANT. Coverage will include, but not be limited to, Bodily Injury,
Property Damage, Personal Injury, Contractual Liability for this Agreement, Independent
Contractors, Broad Form Property Damage including Completed Operations and Products and
Completed Operations Coverage. Products and Completed Operations coverage shall be
maintained for a period of not less than five (5) years following the completion and acceptance
by the OWNER of the work under this Agreement. Limits of Liability shall not be less than the
following:
General Aggregate
Products/Completed Operations Aggregate
Personal and Advertising Injury
Each Occurrence
Fire Damage
General Aggregate
Products/Completed Operations Aggregate
Personal and Advertising Injury
Each Occurrence
Fire Damage
_X_General Aggregate
Products/Completed Operations Aggregate
Personal and Advertising Injury
Each Occurrence
Fire Damage
DA
$300,000
$300,000
$300,000
$300,000
$ 50,000
$500,000
$500,000
$500,000
$500,000
$ 50,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$ 50,000
(2) The General Aggregate Limit shall apply separately to this Project and the policy shall
be endorsed using the following endorsement wording. "This endorsement modifies insurance
provided under the following: Commercial General Liability Coverage Part. The General
Aggregate Limit under LIMITS OF INSURANCE applies separately to each of your projects
away from premises owned by or rented to you." Applicable deductibles or self-insured
retentions shall be the sole responsibility of CONSULTANT. Deductibles or self-insured
retentions carried by the CONSULTANT shall be subject to the approval of the Risk
Management Director or his/her designee.
(3) The OWNER shall be named as an Additional Insured and the policy shall be
endorsed that such coverage shall be primary to any similar coverage carried by the OWNER.
(4) Coverage shall be included for explosion, collapse or underground property damage
claims.
(5) Watercraft Liability coverage shall be carried by the CONSULTANT or the
SUBCONSUL TANT in limits of not less than the Commercial General Liability limit shown in
subparagraph (1) above if applicable to the completion of the Services under this Agreement.
_ Applicable _X_ Not Applicable
(7) Aircraft Liability coverage shall be carried by the CONSULTANT or the
SUBCONSUL TANT in limits of not less than $5,000,000 each occurrence if applicable to the
completion of the Services under this Agreement.
_ Applicable _X_ Not Applicable
AUTOMOBILE LIABILITY INSURANCE
Required by this Agreement?
X Yes
No
D-)
(1) Automobile Liability Insurance shall be maintained by the CONSULTANT for the
ownership, maintenance or use of any owned, non-owned or hired vehicle with limits of not less
than:
_X_ Bodily Injury & Property Damage - $ 500,000
Bodily Injury & Property Damage - $1,000,000
UMBRELLA LIABILITY
(1) Umbrella Liability may be maintained as part of the liability insurance of the
CONSULTANT and, if so, such policy shall be excess of the Employers' Liability, Commercial
General Liability, and Automobile Liability coverages required herein and shall include all
coverages on a "following form" basis.
(2) The policy shall contain wording to the effect that, in the event of the exhaustion of
any underlying limit due to the payment of claims, the Umbrella policy will "drop down" to apply
as primary insurance.
PROFESSIONAL LIABILITY INSURANCE
Required by this Agreement?
X Yes
--
No
(1) Professional Liability Insurance shall be maintained by the CONSULTANT to insure
its legal liability for claims arising out of the performance of professional services under this
Agreement. CONSULTANT waives its right of recover against OWNER as to any claims under
this insurance. Such insurance shall have limits of not less than:
_ $ 500,000 each claim and in the aggregate
_X_ $1,000,000 each claim and in the aggregate
_ $2,000,000 each claim and in the aggregate
[J.n
_ $5,000,000 each claim and in the aggregate
(2) Any deductible applicable to any claim shall be the sole responsibility of the
CONSULTANT. Deductible amounts are subject to the approval of the OWNER.
(3) The CONSULTANT shall continue this coverage for this Project for a period of not
less than five (5) years following completion and acceptance of the Project by the OWNER.
(4) The policy retroactive date will always be prior to the date services were first
performed by CONSULTANT or OWNER, and the date will not be moved forward during the
term of this Agreement and for five years thereafter. CONSULTANT shall promptly submit
Certificates of Insurance providing for an unqualified written notice to OWNER of any
cancellation of coverage or reduction in limits, other than the application of the aggregate limits
provision. In addition, CONSULTANT shall also notify OWNER by certified mail, within twenty-
four (24) hours after receipt, of any notices of expiration, cancellation, non-renewal or material
change in coverages or limits received by CONSULTANT from its insurer. In the event of more
than a twenty percent (20%) reduction in the aggregate limit of any policy, CONSULTANT shall
immediately take steps to have the aggregate limit reinstated to the full extent permitted under
such policy. CONSULTANT shall promptly submit a certified, true copy of the policy and any
endorsements issued or to be issued on the policy if requested by OWNER.
VALUABLE PAPERS INSURANCE
(1) In the sole discretion of the County, CONSULTANT may be required to purchase
valuable papers and records coverage for plans, specifications, drawings, reports, maps, books,
blueprints, and other printed documents in an amount sufficient to cover the cost of recreating or
reconstructing valuable papers or records utilized during the term of this Agreement.
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
1)-7
OWNER'S insurance representative, to pursue the maximum credit available from the
professional liability carrier for a reduction in the premium of CONSULTANTS professional
liability policy. If no credit is available from CONSULTANT'S current professional policy
underwriter, then CONSULTANT agrees to pursue the maximum credit available on the next
renewal policy, if a renewal occurs during the term of the project policy (and on any subsequent
professional liability policies that renew during the term of the project policy). CONSULTANT
agrees that any such credit will fully accrue to OWNER. Should no credit accrue to OWNER,
OWNER and CONSULTANT, agree to negotiate in good faith a credit on behalf of OWNER for
the provision of project-specific professional liability insurance policy in consideration for a
reduction in CONSULTANT'S self-insured retention and the risk of uninsured or underinsured
consultants.
(2) CONSULTANT agrees to provide the following information when requested by OWNER
or OWNER'S Project Manager:
a. The date the professional liability insurance renews.
b. Current policy limits.
c. Current deductibles/self-insured retention.
d. Current underwriter.
e. Amount (in both dollars and percent) the underwriter will give as a credit if the
policy is replaced by an individual project policy.
f. Cost of professional insurance as a percent of revenue.
g. Affirmation that the design firm will complete a timely project errors and omissions
application.
(3) If OWNER elects to purchase a project professional liability policy, CONSULTANT to be
insured will be notified and OWNER will provide professional liability insurance, naming
CONSULTANT and its professional subconsultants as named insureds.
END OF SCHEDULE 0
D-8
S(;h~dul~]:~EY PERSONNEL
Key Project Team Members
. Robert J. Mulhere, AICP, Principal in Charge, Project Manager
. Patrick Vanasse, AICP, Planning Manager
. Christopher O. Scott, AICP, Planning Project Leader
. Paula McMichael, AICP, Senior Planner
. William E. Oliver, P.E., Transportation Project Leader (Tindale Oliver)
. Robert P. Wallace, P.E., Transportation Consultant (Tindale Oliver)
. Fabricio Ponce, P.E., Transportation Engineer (Tindale Oliver)
. Doug Coxon, Senior Transportation Project Manager (Tindale Oliver)
. Barbara M. Davis, AICP, Transportation Project Manager (Tindale Oliver)
. Tracy L. Crowe, AICP, President/Principal Planner (Land Design innovations)
. John Jones, Senior Planner (land Design Innovations)
. Noah Standridge, Specialty Planning Consultant
E-l