Federal Lobbyist Contract (Ferguson Group)
SERVICE PROVIDER AGREEMENT
Federal Lobbyist Service
This SERVICE PROVIDER AGREEMENT is made and entered into this;;J!:L_day of JUvt€...c, 2008, between
the Board of County Commissioners ofCOLLlER COUNTY, a political subdivision of the STATE OF FLORIDA
hereinafter referred to as the "COUNTY" and The Ferguson Group, LLC, whose address is 1130 Connecticut
Avenue, N.W. Suite 300, Washington, D.C. 20036, hereinafter referred to as the "PROVIDER".
WITNESSETH
WHEREAS, the COUNTY desires to obtain the Lobbyist services of said PROVIDER as further described herein;
and,
WHEREAS, the PROVIDER hereby celtifies that it has been granted and possesses valid, current licenses to do
business in the State of Florida and in Collier County, Florida, isslled by the respective State Board and Government
Agencies responsible for regulating and licensing the services to be provided and performed by the PROVIDER
pursuant to this Agreement; and,
WHEREAS, the PROVIDER has reviewed the services required pursuant to this Agreement and is qualified, willing
and able to provide and perfonn all such services in accordance with the provisions, conditions and terms hereinafter
set forth.
NOW, THEREFORE, in consideration of the foregoing, and the terms and provisions as contained herein, the
parties agree that a Contract shall exist between them consisting ofthe rollowing:
ARTICLE 1.0 -SCOPE OF SERVICES
PROVIDER hereby agrees to provide and perform the Services required as set forth in EXHIBIT "A", entitled
"SCOPE OF SERVICES", which is attached hereto and made apart of this Agreement.
ARTICLE 2.0 -DEFINITIONS
2.1 COUNTY shall mean the Board of County Commissioners of Collier County, a political subdivision ofthe State
of Florida, and all officials and employees.
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2.2 PROVIDER shall mean the individual, firm or entity offering services which, by execution of this Agreement,
shall be legally obligated, responsible, and liable for providing and performing any and all ofthe services, work and
materials, including services and/or the work of sub-contractors, required under the covenants, terms and provisions
contained in this Agreement.
2.3 SERVICES shall mean all services, work, materials, and all related professional, technical and administrative
activities that are necessary to perform and complete the services required pursuant to the terms and provisions of
this Agreement.
2.4 ADDITIONAL SERVICES shall mean any additional services that the COUNTY may request and authorize, in
writing, which arc not included in the Scope of Services as set forth in Aliicle 1.0 above.
2.5 CHANGE ORDER OR AMENDMENT shall mean a written document executed by both parties to this
Agreement setting forth such changes as may be requested and authorized in writing by the COUNTY.
ARTICLE 3.0 -OBLIGA nONS OF THE PROVIDER
The obligations of the PROVIDER with respect to all the Basic Services and Additional Services authorized
pursuant to this Agreement shall include, but not be limited to the follO\ving:
3.1 LICENSES. The PROVIDER agrees to obtain and maintain throughout the terms of this Contract all such
licenses as are required to do business in the State of Florida and in Collier County, Florida, including, but not
limited to, licenses required by the respective State Boards and other governmental agencies responsible for
regulating and licensing the services provided and performed by the PROVIDER.
3.2 QUALIFIED PERSONNEL. The PROVIDER agrees that when the services to be provided and performed relate
to a professional service(s) which, under Florida Statutes, requires a license, certificate of authorization, or other
form of legal entitlement to practice such services, to employ and/or retain only qualified personnel to be in charge
of all Basic Services and Additional Services to be provided pursuant to this Agreement.
3.3 STANDARDS OF PROFESSIONAL SERVICE. The PROVIDER agrees to provide and perfonn all services
pursuant to this Agreement in accordance with generally accepted standards of professional practice and, in
accordance with the laws, statutes, ordinances, codes, rules, regulations and requirements of governmental agencies
which regulate or have jurisdiction over the services to be provided and/or performed by the PROVIDER.
3.4 CORRECTION OF ERRORS, OMISSIONS OR OTHER DEFICIENCIES
(I) Responsibilitv to Correct. The PROVIDER agrees to be responsible for the professional quality,
technical adequacy and accuracy, timely completion, and the coordination of all data, studies, repOIis, memoranda,
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other documents and other services, work and materials performed, provided, and/or furnished by PROVIDER. The
PROVIDER shall, without additional compensation, correct or revise any errors, omissions or other deficiencies in
such data, studies and other services, work and materials resulting from the negligent act, errors or omissions or
intentional misconduct of PROVIDER.
(2) Countv's Approval Shall Not Relieve Provider of Responsibilitv. Neither review, approval, nor
acceptance by COUNTY of data, studies, reports, memoranda, and incidental professional services, work and
materials furnished hereunder by the PROVIDER, shall in any way relieve PROVIDER ofresponsibility for the
adequacy, completeness and accuracy of its services, work and materials. Neither the COUNTY'S review, approval
or acceptance of, nor payment for, any part afthe PROVIDER'S services, work and materials shall be construed to
operate as a waiver of any of the COUNTY'S rights under this Agreement, or any cause of action it may have arising
out of the performance of this Agreement.
3.5 LIABILITY -PROVIDER TO HOLD COUNTY HARMLESS. The PROVIDER shall be liable and agrees to be
liable for, and shall indemnity, defend and hold the COUNTY harmless for any and all claims, suits, judgments or
damages, losses and expenses including court costs, expert witness and professional consultation services, and
attorneys' fees arising out of the PROVIDER'S e11'01'S, omissions, and/or negligence. The PROVIDER shall not be
liable to, nor be required to indemnify the COUNTY for any portions of damages arising out of any error, omission,
and/or negligence of the COUNTY, its employees, agents, or representatives.
3.6 NOT TO DIVULGE CERTAIN INFORMATION. PROVIDER agrees, during the term ofthis Agreement, not
to divulge, furnish or make available to any third person, firm, or organization, without the COUNTY'S prior written
consent, or unless incident to the proper performance of PROVIDER'S obligations hereunder. or as provided for or
required by law, 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 PROVIDER, AND PROVIDER
shall require all of its employees and sub-contractor(s) to comply with the provisions of this paragraph.
3.7 RESPONSIBILITY FOR ESTIMATES. In the event the services required pursuant to this Agreement include
the PROVIDER preparing and submitting to the COUNTY any cost estimates, the PROVIDER, by exercise of his
experience and judgment shall develop its best cost estimates and shall be held accountable, responsible and liable
fi)f the accuracy, completeness, and correctness of any and all such cost estimates to the extent provided hereafter.
3.8 ADDITIONAL SERVICES. Should the COUNTY request the PROVIDER to provide and perfo11n professional
services under this contract which are not set forth in EXHIBIT" A", the PROVIDER agrees to provide and perfonn
such ADDITIONAL SERVICES as may be agreed to in writing by both parties to this Agreement.
ADDITIONAL SERVICES shall be administered and executed as "CHANGE ORDERS" under the Agreement. The
Provider shall not provide or perform, nor shall the COUNTY incur Of accept any obligation to compensate the
PROVIDER for any ADDITIONAL SERVICES, unless the parties shall execute a written CHANGE ORDER.
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Each such CHANGE ORDER shall set forth a description of (I) the Scope of the ADDITIONAL SERVICES
requested; (2) the basis of compensation; and (3) the period of time and/or schedule for performing and completing
the ADDITIONAL SERVICES.
ARTICLE 4.0 -COMPENSATION AND METHOD OF PAYMENT
4.1 BASIC SERVICES. The COUNTY shall pay the PROVIDER for all requested and authorized basic services
rendered hereunder by the PROVIDER and completed in accordance with the requirements, provisions, and/or terms
of this Agreement as set forth in Exhibit "8" which is attached hereto and made a part of this Agreement. Total
yearly compensation shall not exceed One llundred Seven Thousand dollars ($107,000) per year without prior
written approval from the County Manager or his designee. Yearly compensation shall not increase in an amount
greater than five percent (5%) of the previous year's compensation.
4.2 ADDITIONAL SERVICES. The COUNTY shall pay the PROVIDER for all ADDITIONAL SERVICES as
have been requested and authorized by the COUNTY and agreed to in \vriting by both parties to this Agreement, and
according to the terms for compensation and payment of said ADDITIONAL SERVICES as set fOlth in Section 3.8.
4.3 METHOD OF PAYMENT
(I) Monthlv Statement. The PROVIDER shall be entitled to submit not more than one invoice statement to
the COUNTY each calendar month covering services rendered and completed during the preceding calendar month.
The PROVIDER'S invoice statement(s) shall be itemized to correspond, to the basis of compensation as set forth in
the Agreement or CHANGE ORDER(S). The PROVIDER'S invoice statements shall contain a breakdown of
charges, description ofservice(s) and work provided and/or performed, and, where appropriate, supportive
documentation of charges consistent with the basis of compensation set forth in the Agreement or in CHANGE
ORDER(S).
(2) Payment Schedule. The COUNTY shall pay the PROVIDER for the performance of this Agreement
upon completion of the work as accepted and approved by the Deputy County Manager or their designee pursuant to
Exhibit "8", hereto attached and incorporated herein by reference. Payment will be made upon receipt of a proper
invoice and in compliance with Section 218.70 F.S. otherwise known as the "Local Government Prompt Payment
Act".
4.4 PAYMENT WHEN SERVICES ARE TERMINATED AT THE CONVENIENCE OF THE COUNTY. In the
event oftennination of this Agreement at the convenience of the COUNTY, the COUNTY shall compensate the
PROVIDER for: (I) all services performed prior to the effective date of termination; (2) reimbursable expenses then
due; and (3) reasonable expenses incurred by the PROVIDER in affecting the termination of services and work, and
incurred by the submittal to the COUNTY of any documents.
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4.5 PAYMENT WHEN SERVICES ARE SUSPENDED. In the event the COUNTY suspends the PROVIDER'S
services or work on all or part of the services required by this Agreement, the COUNTY shall compensate the
PROVIDER for all services performed prior to the efTective date of suspension and reimbursable expenses then due
and any reasonable expenses incurred or associated with, or as a result of such suspension.
4.6 NON-ENTITLEMENT TO ANTICIPATED FEES IN THE EVENT OF SERVICE TERMINATION,
SUSPENSION, ELIMINATION, CANCELLATION AND/OR DECREASE IN SCOPE OF SERVICES. In the
event the services required pursuant to this Agreement are terminated, eliminated, canceled, or decreased due to: (I)
termination; (2) suspension in whole or in part; and (3) and/or are modified by the subsequent issuance of CHANGE
ORDER(S), the PROVIDER shall not be entitled to receive compensation for anticipated professional fees, profit,
general and administrative overhead expenses or for any other anticipated income or expense which may be
associated with the services which are terminated, suspended, eliminated, cancelled or decreased.
ARTICLE 5.0 -TIME AND SCHEDULE OF PERFORMANCE
5.1 NOTICE TO PROCEED. Following the execution of this Agreement by both parties, and after the PROVIDER
has complied with the insurance requirements set forth hereinafter, the COUNTY shall issue the PROVIDER a
WRITTEN NOTICE TO PROCEED. Following the issuance of such NOTICE TO PROCEED the PROVIDER
shall be authorized to commence work and the PROVIDER thereafter shall commence work promptly and shall
carry on all such services and work as may be required in a timely and diligent manner to completion.
5.2 TIME OF PERFORMANCE. The PROVIDER agrees to complete the Basic Services as listed per Exhibit "A".
Provision of said services shall commence beginning August 1,2008 and ending on July 31,2010 v-lith the option of
renewal for five (5) additional one (I )-year renewals.
Should the PROVIDER be obstructed or delayed in the prosecution or completion of its obligations under this
Agreement as a result of causes beyond-the control of the PROVIDER, or its sub-consultant(s) and/or sub-
contractor(s), and not due to their fault or neglect, the PROVIDER shall notify the COUNTY, in writing, within five
(5) calendar days after the commencement of such delay, stating the cause(s) thereof and requesting an extension of
the PROVIDER'S time of performance.
Upon receipt of the PROVIDER'S request for an extension of time, the COUNTY shall grant the extension if the
COUNTY determines the delay(s) encountered by the PROVIDER, or its sub-consultant(s) and/or sub-contractor(s),
is due to unforeseen causes and not attributable to their fault or neglect.
5.3 PROVIDER WORK SCHEDULE. The PROVIDER shall be required as a condition of this Agreement to
prepare and submit to the COUNTY, on a monthly basis, commencing with the issuance of the NOTICE TO
PROCEED, a PROVIDER'S WORK SCIIEDULE. The WORK SCHEDULE shall set forth the time and manpower
scheduled for all of the various tasks required to provide, perform and complete all of the services and work required
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for completion of the various tasks of the project services as set forth in EXHIBIT "An, pursuant to this Agreement
in such a manner that the PROVIDER'S planned and actual work progress can be readily determined. The
PROVIDER'S WORK SCHEDULE of planned and actual work progress shall be updated and submitted by the
PROVIDER to the COUNTY on a monthly basis.
5.4 FAILURE TO PERFORM IN A TIMELY MANNER. Should the PROVIDER fail to commence, provide,
perfonn, and/or complete any of the services and work required pursuant to this Agreement in a timely and diligent
manner, the COUNTY may consider such failure as justifiable cause to terminate this Agreement. As an alternative
to tennination, the COUNTY at its option may, upon written notice to the PROVIDER, withhold any or all
payments due and owing to the PROVIDER, not to exceed the amount of the compensation for the work in dispute,
until such time as the PROVIDER resumes performance of his obligations in such a manner as to get back on
schedule in accordance with the time and schedule of perfonnance requirements as set forth in this Agreement.
ARTICLE 6.0 -SECURING AGREEMENT
The PROVIDER warrants that the PROVIDER has not employed or retained any company or person other than a
bona lide employee working solely for the PROVIDER to solicit or secure this Agreement and that the PROVIDER
has not paid or agreed to pay any person, company, corporation or finn other than a bona fide employee working
solely for the PROVIDER any fee, commission, percentage, gift:, or any other consideration contingent upon or
resulting from the a\vard or making of this Agreement.
ARTICLE 7.0 -ASSIGNMENT TRANSFER AND SUB-CONTRACTS
The PROVIDER shall not assign or transfer any of its rights, benefits or obligations hereunder, except for transfers
that result from: (I) the merger or consolidation of PROVIDER with a third party; or (2) the disestablishment of the
PROVIDER'S professional practice and the establishment of the successor PROVIDER Nor shall the PROVIDER
sub-contract any of its service obligations hereunder to third parties without prior written approval of the COUNTY.
The PROVIDER shall have the right, subject to the COUNTY'S prior written approval, to employ other persons
and/or firms to serve as sub-contractors to PROVIDER in connection with the PROVIDER performing services and
work pursuant to the requirements of this Agreement.
ARTICLE 8.0 -APPLICABLE LA W
The laws, rules and regulations of the State of Florida, or the laws, rules and regulations of the United States, shall
govern this Agreement when providing services funded by the United States government.
ARTICLE 9.0 -NON-DlSCRIMINA TION
The PROVIDER for itself, its successors in interest, and assigns, as part of the consideration thereof, does hereby
covenant and agree that in the furnishing of services to the COUNTY hereunder, no person 011 the grounds of race,
color, national origin, handicap, or sex shall be excluded from participation in, denied the benefits of: or otherwise
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be subjected to discrimination. Should PROVIDER authorize another person with the COUNTY'S prior written
consent, to provide services to the COUNTY hereunder, PROVIDER shall obtain from such person a written
agreement pursuant to which such person shall, with respect to the services vvhich he is authorized to provide,
undertake for himself the obligations contained in this Section.
ARTICLE 10.0 -INSURANCE
10.1 INSURANCE COVERAGE TO BE OBTAINED
(I) The PROVIDER shall obtain and maintain such insurance or self-insurance as will protect him from:
(A) Claims under Workers' Compensation laws, Disability Benefit laws, or other similar employee
benefit laws;
(B) Claims for damages because of bodily injury, occupational sickness or disease or death of his
employees including claims insured by usual personal injury liability coverage;
(C) Claims for damages because of bodily injury, sickness or disease, or death of any person other
than his employees including claims insured by usual personal injury liability coverage; and
(D) From claims for injury to or destruction oftangib]e propeliy including loss or use resulting
there from, any or all of which claims may arise out of, or result from, the services, work and operations
carried out pursuant to and under the requirements of this Agreement, whether such services, work and
operations be by the PROVIDER, its employees, or by any sub-consultant(s), sub-contractor(s), or anyone
employed by or under the supervision of any of them, or for whose acts any of them may be ]egally liable.
(2) The insurance protection set forth hereinabove shall be obtained for not less than the limits of liability
specified hereinafter, or as required by law, whichever is greater.
(3) The PROVIDER shall require, and shall be responsible for insuring, throughout the time that this
Agreement is in effect, that any and all of its sub-contractors obtains and maintains until the completion of that sub-
contractor's work, such of the insurance coverage's described herein and as are required by law to be provided on
behaIfoftheir employees and others.
(4) The PROVIDER shall obtain, have and maintain during the entire period Oflhis Agreement all such
insurance or a self-insurance program as set forth and required herein.
10.2 PROVIDER REQUIRED TO FILE INSUR^NCE CERTIFICA TE(S)
(I) The PROVIDER, within fourteen (14) calendar days from receipt of the COUNTY'S written Notice of
Award, shall submit to the COUNTY all such insurance certificates or self-insurance program documentation as are
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required under this Agreement. Failure of the PROVIDER to submit such certificates and documents within the
required time shall be considered cause for the COUNl Y to find the PROVIDER in default and terminate the
contract. Before thc PROVIDER shall commence any service or work pursuant to the rcquirements of this
Agreement, the PROVIDER shall obtain and maintain insurance coverage's ofthe types and to the limits specified
hereinafter, and the PROVIDER shall file with the COUNTY certificates of all such insurance coverage's.
(2) All such insurance certificates shall be in a form and underwritten by an insurance company(s)
acceptable to the COUNTY and licensed in the State of Florida.
(3) Each Certificate of Insurance or self-insurance program documentation shall be submitted to the
COUNTY in triplicate.
(4) Each Certificate of Insurance shall include the following:
(A) The name and type of policy and coverage's provided,
(B) The amount or limit applicable to each coverage provided:
(C) The date of expiration of coverage.
(D) The designation of the Collier County Board of County Commissioners both as an additional
insured and as a certificate holder (This requirement is excepted for Professional Liability Insurance and for
Workers' Compensation Insurance): and
(E) Cancellation - Should any ofthe described policies be cancelled before the, expiration date
thereof, the issuing company will endeavor to mail thirty (30) days written notice to the CCliificate Holder
named.
(5) If the initial, or any subsequently issued Certificate of Insurance expires prior to the completion of the
work or termination of this Agreement, the PROVIDER shall furnish to the COUNTY renewal or replacement
Certificate(s) of Insurance not later than thirty (30) calendar days prior to the date oftheir expiration.
Failure of the PROVIDER to provide the COUNTY with such renewal certificate(s) shall be justification for the
COUNTY to tenninate this Agreement.
ARTICLE 11.0 -INSURANCE COVERAGES REOUIRED
The PROVIDER shall obtain and maintain the following insurance coverage's:
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(I) WORKERS' COMPENSA TION. Coverage to comply for all employees for Statutory Limits in
compliance with the applicable State and Federal laws. In addition, the policy shall include the following:
(A) Employer's Liability with a minimum limit per accident in accordance with statutory
requirements, or a minimum limit of$100,000 for each accident, whichever limit is greater.
(B) Notice of Cancellation and/or Restriction -The policy must be endorsed to provide the
COUNTY with thirty (30) days prior written notice of cancellation and/or restriction.
(2) COMMERCIAL GENERAL LIABILITY. Coverage must be afforded on a form no more restrictive
than the latest edition of the Commercial General Liability Policy filed by the Insurance Services Ottice and shall
include the following:
(A) Minimum limits of$200,000 per occurrence and $300,000 aggregate for Bodily Injury
Liability and a minimum limit of$300,OOO for Property Damage Liability, or a minimum combined single
limit of $1 ,000,000.
(B) Contractual coverage applicable to this specific Agreement including any hold harmless andlor
such indemnification agreement.
(3) BUSINESS AUTOMOBILE LIABILITY. Coverage must be afforded on a form
no more restrictive than the latest edition of the Business Automobile Liability Policy filed by the Insurance
Services Office and must include the following:
(A) Minimum limits of$IOO,OOO per person and $300,000 per accident for Bodily Injury Liability
and a minimum limit of$IOO,OOO for Property Damage Liability, or a minimum combined single limit of
$300,000.
(B) Coverage shall include owned vehicles, hired and non-owned vehicles, and employee non-
ownership.
ARTICLE 12.0 -DUTIES AND OBLIGATIONS IMPOSED ON THE PROVIDER
The duties and obligations imposed upon the PROVIDER by this Agreement and the rights and remedies available
hereunder shaH be in addition to, and not a limitation of, any otherwise imposed or available by law or statute.
ARTICLE 13.0 -OWNERSHIP AND TRANSFER OF DOCUMENTS
All documents such as payment records, notes, computer files, evaluations, reports and other records and data
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relating to the services specifically prepared or developed by the PROVIDER under this Agreement shall be the
property of the PROVIDER until the PROVIDER has been paid for performing the services and work required to
produce such documents.
Upon completion or termination of this Agreement, all of the above documents to the extent requested by the
COUNTY shall be delivered to the COUNTY or to any subsequent PROVIDER within thirty (30) calendar days.
The PROVIDER, at its expense, may make and retain copies of all documents delivered to the COUNTY for
reference and internal use.
ARTICLE 14.0 -MAINTENANCE OF RECORDS
The PROVIDER will keep and maintain adequate records and supporting documentation applicable to all of the
services, work, information, expense, costs, invoices and materials provided and perfonncd pursuant to the
requirements of this Agreement. Said records and documentation will be retained by the PROVIDER for a minimum
of five (5) years from the date of termination Oflhis Agreement, or for such period as required by lav./.
The COUNTY and its authorized agents shall, with reasonable prior notice, have the right to audit, inspect and copy
all such records and documentation as often as the COUNTY deems necessary during the period of this Agreement,
and during the period as set forth in the paragraph above; provided, however, such activity shall be conducted only
during nom lal business hours of the PROVIDER and at the expense of the COUNTY.
ARTICLE 15.0 -HEADINGS
The headings of the Articles, Sections, Exhibits, 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 contained in such Articles,
Section, Exhibits and Attachments.
ARTICLE 16.0 -ENTIRE AGREEMENT
This Agreement, including the referenced Exhibits and Attachments, constitutes the entire Agreement between the
parties and shall supersede all prior agreements or understandings, written or oral, relating to the matters set forth
herein.
ARTICLE 17.0 -NOTICES AND ADDRESS
17.1 NOTICES BY PROVIDER TO COUNTY All notices required and/or made pursuant to this agreement to be
given to the PROVIDER to the COUNTY shall be in writing and shall be given by the United States Postal Service
or faxed to the following COUNTY address of record :
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Collier County Manager's Office
330 I Tamiami Trail East
Naples, FL 34112
Attention: Me. .James Mudd
Fax: 239-252-40 I 0
17.2 NOTICES BY AUTHORITY TO PROVIDER All notices required and/or made pursuant to this Agreement to
be given by the COUNTY to the PROVIDER shall be made in writing and shall be given by the United States Postal
Service or faxed to the following PROVIDER'S address of record:
The Ferguson GrouD. LLC.
1130 Connecticut Avenue, N.W. Suite 300,
Washington. D.C. 20036
Attn: Val Gelnovatch
Fax: 202-331-1598
l7.3 CHANGE OF ADDRESS. Either party may change its address and/or fax number by written notice to the other
party given in accordance with the requirements of this Article.
ARTICLE 18.0 -TERMINATION
This Agreement may be terminated by the COUNTY at its convenience, or due to the fault of the PROVIDER, by
giving thirty (30) calendar days written notice to the PROVIDER
The Provider may request that this Agreen1ent be terminated by submitting a \vritten notice to the COUNTY dated
not less than thirty (30) calendar days prior to the requested termination date and stating the reason(s) for such a
request. However, the COUNTY reserves the right to accept, or not accept the termination request submitted by the
PROVIDER, and no such tennination request submitted by the PROVIDER shall become effective until
PROVIDER is notified, in writing, .by the COUNTY of its acceptance. If the PROVIDER is adjudged bankrupt or
insolvent; if it makes a general assignment for the benefit of its creditors; if a trustee or receiver is appointed for the
PROVIDER or for any of its property; or ifit files a petition to take advantage of any debtor's act or to reorganize
under the bankruptcy or similar laws; or ifit disregards the authority of the COUNTY'S designated representatives;
or ifit otherwise violates any provisions of this Agreement; or for any other just cause, the COUNTY may, without
prejudice to any other right or remedy, and after giving the PROVIDER written notice, terminate this Agreement.
ARTICLE 19.0 -MODIFICATIONS
Any modifications to this Agreement shall be in compliance with the County Purchasing Policy and Administrative
Procedures in effect at the time such modifications are authorized. Modifications to the terms and provisions of this
Agreement shall only be valid when issued in writing. In the event of any conllicts between the requirements,
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provisions, and/ or tenns of this Agreement and any written contract modifications(s), the contract modification(s)
shall take precedence.
ARTICLE 20.0 -ACCEPTANCE
Acceptance of this Agreement shall be indicated by the signature of the duly authorized representative of the parties
in the space provided.
ARTICLE 21.0 - CONFLICT OF INTEREST
As a condition of this AGREEMENT, PROVIDER shall provide a list of any businesses and/or organizations to
whom the firm has any afllliation or obligations within the past five (5) years; whether paid or donated, which could
be construed by the COUNTY as a conflict of interest. PROVIDER must also include the following information:
I. Provide full disclosure of information on any work performed for private interests within the past (2) years, which
may be in conflict with the work to be perfonned for the COUNTY under this contract, especially work that is not
yet completed.
2. Declaration of commitment not to pursue any private sector work \vithin the limits of the COUNTY contract or
directly affected by the COUNTY contract.
PROVIDER 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. PROVIDER further represents
that no persons having any such interest shall be employed to perform those services.
ARTICLE 22.0- DISPUTE RESOLUTION
Prior to the initiation of any action or proceeding permitted by this Agreement to resolve disputes between the
parties, the parties shall make a good faith effort to resolve any such disputes by negotiation. The negotiation shall
be attended by representatives of CONSULTANT with full decision-making authority and by OWNER'S staff
person who would make the presentation of any settlement reached during negotiations to OWNER for approval.
failing resolution, and prior to the commencement of depositions in any litigation between the parties arising out of
this Agreement, the parties shall attempt to resolve the dispute through Mediation before an agreed-upon Circuit
Court Mediator certified by the State of Florida. The mediation shall be attended by representatives of
CONSULTANT with full decision-making authority and by OWNER'S staff person who would make the
presentation of any settlement reached at mediation to OWNER'S board for approval. Should either party fail to
submit to mediation as required hereunder, the other party may obtain a court order requiring mediation under
section 44.102, Fla. Stat.
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 23.0 - APPROPRIATION
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It is further understood and agreed by and between the parties herein that this agreement is subject to appropriation
by the Board of County Commissioners.
ARTICLE 24.0 PROHIBlTlON OF GIFTS TO COUNTY EMPLOYEES
_No organization or individual shall offer or give, either directly or indirectly, any favor, gift, loan, fee, service or
other item of value to any County employee, as set forth in Chapter 112, Part Ill, Florida Statutes, Collier County
Ethics Ordinance No. 2004-05, and County Administrative Procedure 5311. Violation of this provision may result
in one or more of the following consequences: a. Prohibition by the individual, finn, and/or any employee of the
firm from contact with County staff for a specified period of time; b. Prohibition by the individual and/or firm rrom
doing business with the County for a specified period oftime, including but not limited to: submitting bids, RFP,
and/or quotes; and, c. immediate termination of any contract held by the individual and/or firm for cause.
ARTICLE 25.0 IMMIGRATION LA W COMPLIANCE
By executing and entering into this agreement, the Contractor 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, ct seq. and regulations relating thertJto, as either may be amended. Failure by
the Contractor 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.
By signing this AGREEMENT, a principal ofthe tinn certifies that the t1rm will comply fully with the provisions of
this section.
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IN WITNESS WHEREOF, the parties have executed this Agreement effective the day and year
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APPROVED AS TO FORM AND
LEGAL SUfFICIENCY: ilL-. /I ~ _
BY: ~{Jff!.oWil,~
Assistant County Attorney
DATE: /' g oS
BOARD OF COUNTY COMMISSIONERS
FOR COLLIER COUNTY, FLORIDA, A
POLITICAL SU DIVISION F THE STATE
OF FLORID
BY:
Tom Henning, Chairman
DATE: 7' 8'02
Provider Name:
By:
Typed/Printed Title and Name
.----
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14
EXHIBIT A
BASIC SERVICES
GENERAL SCOPE STATEMENT
The Provider shall provide and perfonn the following professional services which shall constitute the GENERAL
SCOPE of the SERVICES under the covenants, terms, and provisions of this SERVICE PROVIDER
AGREEMENT:
Provide tor representation of Collier County government to ensure that the County's interests are best
represented in securing federal funding.
1.0 PROVIDER shall perform the following services:
(a) Advocate the COUNTY's federal legislative program, secure sponsors for necessary bills,
amendments, resolutions, represent the interest of the COUNTY before legislative and executive
branches of the federal government and their respective departments, agencies, offices, committees,
and other federal governmental units, and identify other areas of interest and concern to COUNTY,
including the identification of grants and other types of federal funding \vhich may be available to
assist the COUNTY in its infrastructure investments and advocate those interest and concerns on
behalf of COUNTY.
(b) Confer with the County Manager and such other COUNTY personnel as the County Manager may
designate on all organizational planning and program activity which may have an impact on
COUNTY's ability to make the best use offederal programs.
(c) Review federal executive proposals, proposed and adopted administrative rules and regulations,
legislation under consideration, and other developments for the purpose of advising COUNTY of those
items which may have an impact on COUNTY policies and/or programs.
(d) Secure and furnish such detailed information as may be available on federal programs and grants in
which the COUNTY indicates an interest or which may be of potential benefit to COUNTY.
(e) Upon request of the County Manager or his designee, review and comment on COUNTY's proposals
which are being prepared for submission to Congress, the Administration, and federal agencies.
(I) On COUNTY's behalf; establish contacts with federal agencies, supervise, and monitor COUNTY
funding applications under consideration by such agencies.
(g) Consult with COUNTY regarding any proposed fonnula changes in federal programs to determine
their impact on COUNTY and take the necessary steps, including advocating formula changes for the
COUNTY, as determined by the County Manager or his designee.
(h) Identify opportunities for Collier County officials to appear before congressional committees and
members of Congress to testify or discuss issues of concern to the COUNTY and to provide research
materials, written testimony, or other assistance, if requested, for use by COUNTY officials in
conjunction with their appearance or meetings.
(i) Provide such other services and representations as are typically performed or provided by
governmental lobbyists, as designated by the County Manager or his designee. Such services may
include, but are not limited to, participation in associations or coalitions with similar objectives as the
COUNTY or coordinating activities with lobbying representatives of other public or private entities
where issues of common interest exist and such a coordinated lobbying effort will clearly benefit the
COUNTY.
OJ In accordance with the federal legislative priorities established by the County Commission, PROVIDER
shall submit a monthly written report to the County Manager outlining and describing the activities
15
undertaken to accomplish each assignment. PROVIDER agrees to apply its in-house expertise and
strategy development to accomplish specific assignments of the COUNTY.
(k) Assist COUNTY in researching and preparing draft legislation to be proposed and presented to
legislative representatives.
(I) Provide a minimum of three (3) professional presentations to the Collier County Board of County
Commissioners on a schedule to be determined by the County Manager or his designee.
2.0 The County will 110t be restricted to utilizing, on an exclusive basis, the services of The Fenwson GrouP. LLC.
The County may, at times, need additional specialized lobbying services, which will be solicited on an independent
basis.
16
EXHIBIT B
COMPENSATION AND METHOD OF PA YMENT
Section 1.
BASIC- SERVICES/TASK(S)
The COUNTY shall compensate the PROVIDER for providing and performing the Task(s) set forth and enumerated
in EXHIBIT "A", entitled "SCOPE OF SERVICES", as follows:
T ASK TITLE
Lobbyist Services as outlined in
Exhibit A, Basic Services
COMPENSATION
$8,916 per month
inclusive of expenses
Not to Exceed
$107,000
per year inclusive
of expenses
Compensation shall be inclusive of all costs. Payment shall be full compensation for all services, labor, tools,
equipment, travel and any other items required for project completion and/or completion of services.
Section 2
ADDITIONAL SERVICES
The COUNTY shall compensate the PROVIDER for such ADDITIONAL SERVICES as are requested and
authorized in writing for such amounts or on slIch a basis as Illay be mutually agreed to in writing by both parties
to this Agreement. The basis and/or amount of compensation to be paid to the PROVIDER for ADDITIONAL
SERVICES requested and authorized in writing by the COUNTY shall be as set forth in Article 3.8 of this
Agreement
17
/~
A,C'C>RD"
CERTIFICATE OF LIABILITY INSURANCE
DATE (MMIDDNYYY)
PRODUCER
State Farm Insurance, Pat Dady - Agent
15215 Shady Grove Road, Suite 102
Rockville, MD 20850-3235
4/08/2008
THIS CERTIFICATE IS ISSUED AS MATTER OF INFORMATION
ONL Y AND CONFERS NO RIGHTS UPON THE CERTIFICATE
HOLDER, THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
AL TER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
.~'
INSURERS AFFORDING COVERAGE
NAtC#
INSURED
THE FERGUSON GROUP LLC
SUITE 300
1130 CONNECTICUT AVE NW
WASHINGTON DC 20036-3981
INSURER A: Sta'.:e Farm F'ire and casualty Company
INSURER B
INSURER C.
INSURER 0
INSURER E
25143
COVERAGES
THE POliCIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOlWlTHSTANOING
ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR
MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH
POLICIES, AGGRE~TE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. .- .----
INSR ADD'L PgA~~~:~~g~lE Pg~;;I~~=N
lrR INSRC TYPE OF INSURANCE POL.ICY NUMBER LIMITS
X X ~ERAL LIABILITY 99-BU-8962 7 4/8/08 4/8/09 EACH OCCURRENCE . 1,000,000
2. :JMcMERCIAL GENERAL LIABILITY ~~a~~s Ea occurrencel . 100,OCO
tx CLAIMS MADE ~ OCCUR MED EXP (Anv one oel'$Onl . 5,000
Hired Auto PERSONAL 8. ADV INJURY . 0
X Nonowned Auto GENERAL AGGREGATE . 2,000,000
GEN'lAGGREGr\TE L.MT N'P\..ESPER PROOUCTS - CQM>iOP AGG . 2,000,000
~-, ;-r"':l'Ro -n,
POLICY JECT LOC
~TOMOBILE LIABILITY COMBINED SINGLE LIMIT .
(Eaaccidenl)
- ANY AUTO --~
- ALL OWNED AUTOS BODilY INJURY .
(Per person)
- SCHEDULED AUTOS - --.-
- HIRED AUTOS BODILY INJURY .
(Peraccidenl)
- NON-OWNED AUTOS ___u ..----
- PROPERTY DAMAGE .
(Per accident)
~RAGE LIABILITY AUTO ONLY - EA ACCIDENT .
ANY AUTO OTHER THAN EA ACC .
AUTO ONLY
AGG .
X ! EXCESS/UMBRELLA LIABILITY 99 BU 8978- t 4/8/08 4/8/09 EACH OCCURRENCE . 4,000,000
~ OCCUR D CLAIMS MADE AGGREGATE . 4,000,000
~ ~EDUCTIBLE .
.
X RETENTION .10000. .
WORKERS COMPENSATION AND 99-M3-2306-1 4/8/08 4/8/09 ~';'" STATU,I I OTH-
X EMPLOYERS' LIABILITY ORY LIMITS X ER
ANY PROPRIETORfPARTNER/EXECUTIVE E.L EACH ACCIDENT . 1,000,000
OFFICERlMEMBER EXCLUDED? 1,000,000
~PE~I~s~~b~v~~~S below E.L DISEASE - EA EMPLOYEE .
E.L DISEASE - POLICY LIMIT . 1,000,000
OTHER
DESCRIPTION OF OPERATIONS I L.OCATIONS I VEHICLES I EXCL.USIONS ADDED BY ENDORSEMENT I SPECIAL. PROVISIONS
Legislative Lobbyist
CERTIFICATE HOLDER
Collier County Government
Attn: Kelsy Ward
3301 E Tamiami Trail
Naples, FL 34112
CANCELLATION
1326<19 03.13-2007
e reg's ra IOn no IceS In Ica e owners Ip 0
SHOULD AfN OF THE ABOVE DESCRJBED POLICIES BE CANCEU.ED BEFORE THE EXPIRATION
DATE THEREOF, THE ISSUING INSURER WIL.L. ENDEAVOR TO MAIL. ...n.. DAYS WRITTEN
NOTlCE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAlL.URE TO 00 so SHALL
IMPOSE NO OBLIGATION OR LIABILITY OF ANY KINO UPON THE INSURER, ITS AGENTS OR
REPRESENTATIVES.
AUTHORIZED REPRESENTATIVE
Pat Oady, Agent 301-9~8-4414
e mar S y elr respe Ive owners
IMPORTANT
If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement
on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).
If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may
require an endorsement. A statement on this certificate does not confer rights to the certificate
holder in lieu of such endorsement(s).
DISCLAIMER
The Certificate of Insurance on the reverse side of this form does not constitute a contract between
the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it
affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon.
ACORD 25 (2001/08)
. .
FC6609
Page 1 of 1
SECTION II ADDITIONAL INSURED ENDORSEMENT
Policy No.: 99-BU-8962-7
Named Insured:
THE FERGUSON GROUP LLC
STE 300
1130 CONNECTICUT AVE NW
WASHINGTON DC 20036-3981
.,.n.....
A
U<lVUHCf,
Additional Insured (include address):
COLLIER COUNTY GOVERNMENT
ATTN: KELSY WARD
3301 E TAMIAMI TRAIL
NAPLES FL 34112
WHO IS AN INSURED, under SECTION II DESIGNATION OF INSURED, is amended to include as an insured the
Additional Insured shown above. but only to the extent that Iiabilrty is Imposed on that Additional Insured solely because
of your work performed for that Additional Insured shown above.
Any inslJfBf1ce provided Ie the A<:kIilional I nsured shall only apply will> '8Spact to a cl;llm made or suit brought for
damages for which you are provided coverage.
The Pnmary Insurance coverage below applies only when there IS an "X" in the box.
o Primary Insurance. The insurance provided to the Additional Insured shown above shall be primary insurance.
Any insurance carried by the Additional Insured shall be noncontributory with respect to coverage provided to
you.
All other provisions of the poliCY apply.
FE-6609