#09-5127 (URS Corporation Southern)
Contract 09-5127
Professional Design & Related Services for Dynamic Message Signs (DMS)
PROFESSIONAL SERVICES AGREEMENT
THIS AGREEMENT is made and entered into this IY" day of , ) Ctv) '-'-".r'1
20o~l, 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 URS Corporation Southern, authorized to do business in the State of Florida,
whose business address is 7650 Corporate Center Drive, Suite 401, Miami, FL 33126
(hereinafter referred to as the "CONSUL TANT").
WIT N E SSE T H:
WHEREAS, the OWNER desires to obtain the professional Design and Related
services of the CONSULTANT concerning Dynamic Message Signs (hereinafter referred to as
the "Project"), said services being more fully described in Schedule A, "Scope of Services",
which is attached hereto and incorporated herein;
WHEREAS, the CONSULTANT has submitted a proposal for provision of those services;
and
WHEREAS, the CONSULTANT represents that it has expertise in the type of
professional services that will be required for the Project.
NOW, THEREFORE, in consideration of the mutual covenants and provisions contained
herein, the parties hereto agree as follows:
ARTICLE ONE
CONSULTANT'S RESPONSIBILITY
1.1. CONSULTANT shall provide to OWNER professional Design and 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 compensation to be paid
CONSULTANT by the OWNER for all Basic Services is set forth in Article Five and Schedule B,
"Basis of Compensation", which is attached hereto and incorporated herein.
1.3. The CONSULTANT agrees to obtain and maintain throughout the period of this
Agreement all such licenses as are required to do business in the State of Florida and in Collier
County, Florida, including, but not limited to, all licenses required by the respective state boards
and other governmental agencies responsible for regulating and licensing the professional
services to be provided and performed by the CONSULTANT pursuant to this Agreement.
1.4. The CONSULTANT agrees that, when the services to be provided hereunder relate to a
professional service which, under Florida Statutes, requires a license, certificate of authorization
or other form of legal entitlement to practice such services, it shall employ and/or retain only
qualified personnel to provide such services to OWNER.
1.5. CONSULTANT designates Michael Nardone, Vice President, 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 performed under this Agreement. Further, the Project Coordinator
has full authority to bind and obligate the CONSULTANT on all matters arising out of or relating
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to this Agreement. The CONSULTANT agrees that the Project Coordinator shall devote
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. OWNER'S approval of
the design documents in no way relieves CONSULTANT of its obligation to deliver complete
and accurate documents necessary for successful construction of the Project.
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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
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
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common naming conventions (i.e. right-of-way - ROW, centerlines - CL, edge-of-pavement _
EOP, etc) , and adhere to industry standard CAD specifications.
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 an Amendment to this Agreement prior to starting such
services. OWNER will not be responsible for the costs of Additional Services commenced
without such express prior written approval. Failure to obtain such prior written approval for
Additional Services will be deemed: (i) a waiver of any claim by CONSULTANT for such
Additional Services and (ii) an admission by CONSULTANT that such Work is not additional but
rather a part of the Basic Services required of CONSULTANT hereunder. If OWNER
determines that a change in the Agreement is required because of the action taken by
CONSULTANT in response to an emergency, an Amendment shall be issued to document the
consequences of the changes or variations, provided that CONSULTANT has delivered written
notice to OWNER of the emergency within forty-eight (48) hours from when CONSULTANT
knew or should have known of its occurrence. Failure to provide the forty-eight (48) hour written
notice noted above, waives CONSULTANT'S right it otherwise may have had to seek an
adjustment to its compensation or time of performance under this Agreement. The following
services, if not otherwise specified in Schedule A as part of Basic Services, shall be Additional
Services:
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2.1. Preparation of applications and supporting documents as noted in Exhibit A throuah C
(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, OWNER'S
schedule or character of construction; and revising studies, reports, design documents or
Contract Documents previously accepted by OWNER when such revisions are required by
changes in laws, rules, regulations, ordinances, codes or orders enacted subsequent to and not
reasonably anticipated prior to the preparation of such studies, reports or documents, or are due
to any other causes beyond CONSULTANT'S control and fault.
2.3 Providing renderings or models for OWNER'S use.
2.4 Investigations and studies involving detailed consideration of operations, maintenance
and overhead expenses; the preparation of feasibility studies, cash flow and economic
evaluations, rate schedules and appraisals; and evaluating processes available for licensing and
assisting OWNER in obtaining such process licensing.
2.5. Furnishing services of independent professional associates and consultants for other
than the Basic Services to be provided by CONSULTANT hereunder.
2.6. Services during travel outside of Collier and Lee Counties required of CONSULTANT and
directed by OWNER, other than visits to the Project site or OWNER's office.
2.7 Preparation of operating, maintenance and staffing manuals, except as otherwise
provided for herein.
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2.8. Preparing to serve or serving as a CONSULTANT or witness for OWNER in any litigation,
or other legal or administrative proceeding, involving the Project (except for assistance in
consultations which are included as part of the Basic Services to be provided herein).
2.9 Additional services rendered by CONSULTANT in connection with the Project, not
otherwise provided for in this Agreement or not customarily furnished in Collier 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;
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(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;
(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, shop drawings,
product literature, previous reports and any other data relative to the Project;
(d) Arrange for access to and make all provisions for CONSULTANT to enter the
Project site to perform the services to be provided by CONSULTANT under this
Agreement; and
(e) Provide notice to CONSULTANT of any deficiencies or defects discovered by the
OWNER with respect to the services to be rendered by CONSULTANT hereunder.
ARTICLE FOUR
TIME
4.1. Services to be rendered by CONSULTANT shall be commenced subsequent to the
execution of this Agreement upon written Notice to Proceed from OWNER for all or any
designated portion of the Project and shall be performed and completed in accordance with the
Project Milestone Schedule attached hereto and made a part hereof as Schedule C. Time is of
the essence with respect to the performance of this Agreement.
4.2. Should CONSULTANT be obstructed or delayed in the prosecution or completion of its
services as a result of unforeseeable causes beyond the control of CONSULTANT, and not due
to its own fault or neglect, including but not restricted to acts of nature or of public enemy, acts
of government or of the OWNER, fires, floods, epidemics, quarantine regulations, strikes or
lock-outs, then CONSULTANT shall notify OWNER in writing within five (5) working days after
commencement of such delay, stating the specific cause or causes thereof, or be deemed to
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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
OWNER may be responsible in whole or in part, shall relieve CONSULTANT of its duty to
perform or give rise to any right to damages or additional compensation from OWNER.
CONSULTANT'S sole remedy against OWNER will be the right to seek an extension of time to
its schedule provided, however, the granting of any such time extension shall not be a condition
precedent to the aforementioned "No Damage For Delay" provision. This paragraph shall
expressly apply to claims for early completion, as well as claims based on late completion.
Provided, however, if through no fault or neglect of CONSULTANT, the services to be provided
hereunder have been delayed for a total of 180 calendar days, 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.
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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.
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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.
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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, which are to be provided in the form
attached as Attachment I to Schedule D, 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 I nsurance 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.
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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 F is a listing of all key personnel CONSULTANT intends to assign
to the Project to perform the Services required hereunder. Such personnel shall be committed
to this Project in accordance with the percentages noted in Schedule F. CONSULTANT also
has identified each subconsultant and subcontractor it intends to utilize on the Project in
Schedule F. All personnel, subconsultants and subcontractors identified in Schedule F 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.
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Where appropriate, the CONSULTANT shall require each subconsultant or subcontractor to
enter into similar agreements with its sub-subconsultants or sub-subcontractors.
1 0.4 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
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codes of conduct, or (e) CONSULTANT'S failure to perform or abide by the terms and
conditions of this Agreement, or (f) for any other just cause. The OWNER may so terminate this
Agreement, in whole or in part, by giving the CONSULTANT seven (7) calendar days written
notice of the material default.
12.2. If, after notice of termination of this Agreement as provided for in paragraph 12.1 above, it
is determined for any reason that CONSULTANT was not in default, or that its default was
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.
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12.5. The OWNER shall have the power to suspend all or any portions of the services to be
provided by CONSULTANT hereunder upon giving CONSULTANT two (2) calendar days prior
written notice of such suspension. If all or any portion of the services to be rendered hereunder
are so suspended, the CONSULTANT'S sole and exclusive remedy shall be to seek an
extension of time to its schedule in accordance with the procedures set forth in Article Four
herein.
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 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.
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ARTICLE THIRTEEN
TRUTH IN NEGOTIATION REPRESENTATIONS
13.1. 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.
13.2. In accordance with provisions of Section 287.055, (5)(a), Florida Statutes, the
CONSULTANT agrees to execute the required Truth-In-Negotiation Certificate, attached hereto
and incorporated herein as Schedule E, certifying that wage rates and other factual unit costs
supporting the compensation for CONSULTANT'S services to be provided under this
Agreement are accurate, complete and current at the time of the Agreement. The
CONSULTANT agrees that the original Agreement price and any additions thereto shall be
adjusted to exclude any significant sums by which the OWNER determines the Agreement price
was increased due to inaccurate, incomplete, or non-current wage rates and other factual unit
costs. All such adjustments shall be made within one (1) year following the end of this
Agreement.
ARTICLE FOURTEEN
CONFLICT OF INTEREST
14.1. 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.
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ARTICLE FIFTEEN
MODIFICATION
15.1. 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 SIXTEEN
NOTICES AND ADDRESS OF RECORD
16.1. 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
Fax: 239-732-0844
16.2. 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:
URS Corporation Southern
7650 Corporate Center Drive, Suite 401
Miami, Florida 33126
Telephone: 305-884-8900
Attn: Michael Nardone, Vice President
16.3. Either party may change its address of record by written notice to the other party given in
accordance with requirements of this Article.
18
ARTICLE SEVENTEEN
MISCELLANEOUS
17.1. 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.
17.2. No modification, waiver, suspension or termination of the Agreement or of any terms
thereof shall impair the rights or liabilities of either party.
17.3. This Agreement is not assignable, or otherwise transferable in whole or in part, by
CONSULTANT without the prior written consent of OWNER.
17.4. 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.
17.5. 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.
17.6. 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.
17.7 Unless otherwise expressly noted herein, all representations and covenants of the parties
shall survive the expiration or termination of this Agreement.
19
17.8 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.
17.9 The terms and conditions of the following Schedules attached hereto are by this
reference incorporated herein:
Exhibit A LOCAL AGENCY PROGRAM (LAP) REQUIREMENTS
Exhibit B TERMS FOR FEDERAL AID CONTRACTS
Exhibit C LOCAL AGENCY PROGRAM (LAP) FORMS
Schedule A SCOPE OF SERVICES
Schedule B BASIS OF COMPENSATION
Schedule C PROJECT MILESTONE SCHEDULE
Schedule D INSURANCE COVERAGE
Schedule E TRUTH IN NEGOTIATION CERTIFICATE
Schedule F KEY PERSONNEL, SUBCONSUL TANTS AND
SUBCONTRACTORS
ARTICLE EIGHTEEN
APPLICABLE LAW
18.1. 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.
20
ARTICLE NINETEEN
SECURING AGREEMENT/PUBLIC ENTITY CRIMES
19.1 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. At the time this Agreement is
executed, CONSULTANT shall sign and deliver to OWNER the Truth-In-Negotiation Certificate
identified in Article 13 and attached hereto and made a part hereof as Schedule E.
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.
19.2 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."
21
ARTICLE TWENTY
DISPUTE RESOLUTION
20.1 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 mediation as
required hereunder, the other party may obtain a court order requiring mediation under section
44.102, Fla. Stat.
20.2 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 21
IMMIGRATION LAW COMPLIANCE
21.1 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
sea. 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.
22
IN WITNESS WHEREOF, the parties hereto have executed this Professional Services
Agreement for 09-5127 Professional Design and Related Services for Dynamic Message
Signs the day and year first written above.
ATTEST:
BOARD OF COUNTY COMMISSIONERS FOR
COLLIER COUNTY, FLORIDA,
Dwight E. Brockyelerk
By: D.U~L"~~ 0 ~.
Date:~
.~. .,~.... ,
,ttllatri ioa~'"
Approved as to form and
legal ~:ncy:
Assistant Coun Attorney
By:
Tom Henning,
,
URS Corporation Southern
, ," /
hdi:( #ri~
First Witness
By:
~
Signature
'/0')0 OSrz"',,,-,,,i
tType/print witness namet
~~
J OV'U'\I'\t\, ""truC,
tType/print witness namet
/vt d. a...J f\kaJ ,) ,.>4... I 1/ P
Typed signature and title
Item# ~
~:da H3n1
~d !-'C1&-oq
23
EXHIBIT A
Local Agency Program (LAP) Requirements
REQUIRED SUBMISSIONS
The Consultant has submitted the following forms and certifications provided in Exhibit C:
1. Consultant Affidavit
2. Certification Regarding Debarment (Form 375-030-32)
3. Truth-In-Negotiation Certification (Form 375-030-30)
4. Certification for Disclosure of Lobbying Activities (Form 375-030-33)
5. DSE Participation Statement (Form 375-030-21)
6. Bid Opportunity List (Form 375-040-62)
Certification Reaardina Debarment
shall be executed by an officer of the firm, associates or corporation submitting the proposal,
and shall be sworn to before a person who is authorized by law to administer oaths.
Truth-in-Neaotiations Certification
shall be executed by an officer of the firm, associates or corporation submitting the proposal,
and shall be sworn to before a person who is authorized by law to administer oaths.
Certification for Disclosure of Lobbvina Activities
shall be submitted by the proposed Prime Consultant and Sub-consultants. If a Standard
Form-LL has previously been submitted to a government agency and there has been no
material change, a copy of the previous submission is sufficient.
DBE Participation Statement
shall be completed even if the Consultant does not intend to utilize a DBE firm.
The County encourages DBE firms to compete for County professional services projects, and
also encourages non-DBE consultants to use DBE firms as sub-consultants. However, use of
DBE sub-consultants is not mandatory and no preference points will be given in the selection
process for DBE participation. Consultants are required indicate their intention regarding DBE
participation in the DBE Participation Statement contained in Exhibit C to this Request for
Proposal and to submit that statement with their technical proposal.
Bid Opportunity List
Federal law requires states to maintain a database of all firms that are participating or
attempting to participate in DOT-assisted contracts. To assist the County in this endeavor,
consultants are requested to submit the Bidder's Opportunity List contained in Exhibit C to this
Request for Proposal with their technical proposal. The list should include yourself as well as
any prospective sub-consultant that you contacted or who has contacted you regarding this
project. However, any firm previously shown on such a list need not be included.
24
EXHIBIT B
Terms For Federal Aid Contracts
The following terms apply to all contracts in which services involve the expenditure of federal
funds:
A. It is understood and agreed that all rights of the Department relating to inspection, review,
approval, patents, copyrights, and audit of the work, tracing, plans specifications, maps
data, and coast records relating to this Agreement shall also be reserved and held by
authorized representatives of the United States of America.
B. It is understood and agreed that, in order to permit federal participation, no supplemental
agreement of any nature may be entered into by the parties hereto with regard to the work
to be performed hereunder without the approval of U.S.D.O.T., anything to the contrary in
this Agreement notwithstanding.
C. Compliance with Regulations: The Consultant shall comply with the regulations of the U.S.
Department of Transportation relative to nondiscrimination in federally-assisted programs
of the U,S. Department of Transportation (Title 49, Code of Federal Regulation "CFR", Part
21, hereinafter referred to as the Regulations), which are herein incorporated by reference
and made a part of the contract.
D. Nondiscrimination: The Consultant, with regard to the work performed by him after award
and prior to completion of the contract work, will not discriminate on the grounds of race,
color, religion, sex or national origin in the selection and retention of subcontractors,
including procurements of material, and leases of equipment. The consultant will not
participate either directly or indirectly in the discrimination prohibited by 49 CFR Section
21.5 of the program set forth in Appendix B of the Regulations.
E. SOLICITATIONS FOR SUBCONTRACTS, INCLUDING PROCUREMENTS OF
MATERIALS AND EQUIPMENT: In all solicitations made by competitive bidding or
negotiation made by the Consultant for work to be performed under a subcontract,
including procurements of materials and leases of equipment, each potential
subcontractor, supplier or lessor shall be notified by a consultant of the consultant's
obligations under this contract and the regulations relative to nondiscrimination on the
grounds of race, color religion, sex or national origin.
E. INFORMATION AND REPORTS: The Consultant will provide all information and reports
required by the Regulations, or orders and instructions issued pursuant thereto, and will
permit access to its books, records, accounts, other sources of information, and its facilities
as may be determined by the Department or U.S. Department of Transportation to be
pertinent to ascertain compliance with such Regulations, orders and instructions. Where
any information required of the Consultant is in the exclusive possession of another who
fails or refuses to furnish this information, the Consultant shall certify to the Department, or
the U.S. Department of Transportation, as appropriate, and shall set forth what efforts it
has made to obtain the information.
G. SANCTIONS OF NONCOMPLIANCE: In the event of the Consultant's noncompliance with
the nondiscrimination provisions of this contract, the State of Florida Department of
25
Transportation shall impose such contract sanctions as it or the U.S. Department of
Transportation may determine to be appropriate, including but not limited to,
1. withholding of payments to the Consultant under the contract until the Consultant
complies and/or
2. cancellation, termination or suspensions of the Contract, in whole or in part.
H. INCORPORATION OR PROVISIONS: The Consultant will include the provisions of
Paragraph A through H in every subcontract, including procurements of materials and
leases of equipment unless exempt by the Regulations, order, or instructions issued
pursuant thereto. The Consultant will take such action with respect to any subcontract or
procurement as the State of Florida Department of Transportation or the U.S. Department
of Transportation may direct as a means of enforcing such provisions, including sanctions
for noncompliance; provided, however, that, in the event a Consultant becomes involved
in, or is threatened with litigation with a subcontractor or supplier as a result of such
direction, the Consultant may request the State to enter into such litigation to protect the
interests of the State, and, in addition, the Consultant may request the United Stated to
enter into such litigation to protect the interests of the United States.
I. INTEREST OF MEMBERS OF CONGRESS: No member of or delegate to the Congress
of the United States shall be admitted to any share or part of this contract or to any benefit
arising there from.
J. INTEREST OF PUBLIC OFFICIALS: No member, officer, or employee of the public body or
of a local public body during his tenure or for one year thereafter shall be any interest,
direct or indirect, in this contract or the proceeds thereof. For purposes of this provision,
public body shall include municipalities and other political subdivisions of States, and public
corporations, boards, and commissions established under the laws of any State.
K. PARTICIPATION BY MINORITY BUSINESS ENTERPRISES: The Consultant shall agree
to abide by statements in Paragraph (1) and (2) which follow. These statements shall be
included in all subsequent agreements between the Consultant and any Sub-consultant or
contractor.
1. "Policy: It is the policy of the Department of Transportation that minority business
enterprises as defined in 49 CFR Part 23 shall have the maximum opportunity to
participate in the performance of contracts financed in whole or in part with Federal funds
under this agreement. Consequently, the MBE requirements of 49 CFR Part 23 applies to
this agreement.
2. "MBE OBLIGATION: The recipient or its contractor agrees to ensure that minority
business enterprises, as defined in 49 CFR Part 23, have the maximum opportunity to
participate in the performance of contracts and subcontracts financed in whole or in part
with Federal Funds provided under this agreement. In this regard, all recipients or
contractors shall take all necessary and reasonable steps in accordance with 49 CFR
Part 23, have the maximum opportunity to participate in the performance of contracts and
subcontracts finance in whole or in part with Federal funds provided under this agreement.
In this regard, all recipients or contractors shall take all necessary and reasonable steps in
accordance with 49 CFR Part 23 to ensure that minority business enterprises have the
26
maximum opportunity to compete for and perform contracts. Recipients and their
contractors shall not discriminate on the basis of race, color, national origin, or sex in the
award and performance of DOT-assisted contracts."
L. It is mutually understood and agreed that the willful falsification, distortion or
misrepresentation with respect to any facts related to the project(s) described in this
Agreement is a violation of the Federal Law. Accordingly, Unites States Code, Title 18,
Section 1020, is herby incorporated by reference and made a part of this Agreement.
M. It is understood and agreed that if the Consultant at any time learns that the certification it
provided the Department in compliance with 49 CFR, Section 23.51, was erroneous when
submitted or has become erroneous by reason changed circumstances, the Consultant
shall provide immediate written notice to the Department. It is further agreed that the
clause titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary
Exclusion - Lower Tier Covered Transaction" as set forth in 49 CFR, Section 29.510, shall
be included by the Consultant in all lower tier covered transactions and in all
aforementioned federal regulation.
N. The Department herby certifies that neither the consultant nor the consultant's
representative have been required by the Department, directly or indirectly as an express
or implied condition in connection with obtaining or carrying out this contract, to
1, employ or retain, or agree to employ or retain, any firm or person, or
2. pay, or agree to pay, to any firm, person, or organization, any fee, contribution,
donation, or consideration of any kind;
The Department further acknowledges that this agreement will be furnished to a federal
agency, in connection with this contract involving participation of Federal-Aid funds, and is
subject to applicable State and Federal Laws, both criminal and civil.
O. The Consultant hereby certified that it has not:
1. employed or retained for a commission, percentage, brokerage, contingent fee, or
other consideration, any firm or person (other than a bona fide employee working solely for
the above contractor) to solicit or secure this contract;
2. agreed, as an express or implied condition for obtaining this contract, to employ or
retain the services of any firm or person in connection with carrying out this contract; or
3. paid, or agreed to pay, to any firm, organization or person (other than a bona fide
employee working solely for the above contractor) any fee contribution, donation, or
consideration of any kind for, or in connection with, procuring or carrying out the contract.
The consultant further acknowledges that this agreement will be furnished to the State of
Florida Department of Transportation and a federal agency in connection with this contract
involving participation of Federal-Aid funds, and is subject to applicable State and Federal
Laws, both criminal and civil.
27
EXHIBIT C
~~~ri~!llL!\N I~LJJ!}::\~]J.
srAIFoi
n)IJNrVOl
Florida
~.MiamhOade~~
lk:f~lJC: Ill~. UO!.: Ulxk'f~iglll.',J JUlhnnl~. r'':l\l\llillh j1Ilf)/1lr.:,j i l)all!')__~. ~Nobemb.eL14#20Q8>
\~11O \\';\.S SW\)fH lllld ~1\'S
lie h' r.tIeL~Vlce President
f.I-._."umJl!RS.CQIP()Hlti.QrLS.QYthelnh ,,(lke III {COit> tUl\t l'lllh:'-___~__
~~~NapJesandMiaml,Elorjda
,
ill", Ullllll.-d linn 1-'> submltttu).\ Ilk LlILto.:h..,! PfUP'lSl.llli'r
1^,,,n"'IC'Ij;_REf'..tO~HIZU'[Qfe~~iQm:d. D_e,sjgl1,&.BeIQ\egSe[vj~e~ fQrDYDQmj~~Me~ssage~S!gmJDMSL
FllliJOi;.lill l'tnJ<-'t;t I Il(s}_
:, I' N,i!";l
111 ~_COllieL__~_~
('llllfl!lfl;;"t .-llltll11
jh~ nlll,lilt h.11> 1!l;1lk .hh!:=t:I1L lHl\lilr;. ;1jI,] H1hWtTS Ilw. ,dli.LI\'11 hl'l(.'[ 1\1"''11 hi",l\\ll \'n:mkd:},:
.1 Onl\" oue pmpos,11 (nt Ihc ltl'tWI.'.f~I~-r""1Kctl Illt~I""l:t \\''illl-: :"\lbmilh.'.J, Ulkk."f 11u: :\.11l~ III dith:h..nt lliHllt". UJl<.! the prnpflscf 1Iil.'; Ikl lllhilJ\,,'idl
tllt...:lclil illlh~ fin!) ili iIJlOdlt:r I,,(,~r lhr Ilk: 911lC \\'1I~
Ndth.'f Ihe llfHufil or tilt: rUlJI l\:iS ilif~'"t~lly Uf lndir\.-Xlh ~'1lhv't"xlll1 1Ul) agtlVf~'lL j'Hr11dl\Olkd in auy i:ollll"ioll, or nlflCf\\l:;c IlIb"'l1 :mv
iWliun in rcstrninl Ill'ih.-c (otnp.:litl...C prtdng in .."t)ftl\tXt\;ltl .....llh the HUll'.,\ pH'1lot.V11 ,~n flit.: jll.n..'..: l'lU}\'''\,:1 '11\1-; Sf<l(""1l...'1l1 :-:hldl f..~tHd lit>:
dl:>Cl~i~'n Or pnCll1(.: dlln untd tI\I: comt;fdi{l(IOf d&: CXI..'\:ult(Jl'l oftlli.' C(lfF..'mltant. A!tf\.,,\:UlCltl 1"1 this pmit.',;:1
l. NeIther Ilk: tirlll nor ll~ illlihato.'S, ll{lf am (JU'; ,t'.So..:Llh...1 walt Ilk"1n l.s l'l'I,~Hlh ~kl"'Ht\l..L SIi'>f':l\l:k"d nr OU1Cr\\1~ In",'hplbh.. Inllll
1t.'Ulklp;1tiHj! in CflllU,kt lclimgs hy :HlY :.1i1it' H~'.:r;';\" in ,my ~till...(l( Ilk: FII W A
Ncilhcr tho; finn. lk)f l1n~ dIkeI'. diu.:dpf, ..'mJ1JI)~",'>: Ilf Un: lhlll HI' an\' ..If tl:i ;dl',liuh.-:.> hi'l~ t'l:\~1l tttmiuillly nf dvilly dl<l'~t.-J \\ilh ;mtilm\t
\'wl:tlil\flK or hml Ct1llvidion:: Of ,ludguX:J1H JI..'\:ulllllg frnm "lKh dl;dg,i::{ llk'fc h(l\\." IX"t!1l no dWl]l":> Hf sllh...'iIUt:nl l;l'I,U\'1ctions (Of ,lIl:
uUlllrml ad llJlrJo.'l :1ilh~ ill fl.-Jcr<:-tl ww whidl illhtl~l',J haw. huh...'ty. COHxpltiu.:~, publit: <;d1ilHit:I, C\l,\.'li{ I~jr mailer" prt.'Yhlu"h-,h.'4:lo~'d {,j
flH' llt:p:ulllltml .1fl<11il,;t! in ('iI~ No \ "J "'111\ Iflt" ('k'1 k f'I',\tt<I\() l'H..,,'<.",hllf!'>, III mal'ptirahk. ....-11I-o..'t lV/AI
S. llu::, 'llli\L,\"il jfldu"l~ thwlo"lIJ~ I,r 1..'1111'j(IY.......-" \.. tl\' \......\,' I;h.I1t.:.;d ,If I.:Vltyj<tc~1 of Cl'H{WU ,,;tullc:;. "hik 1Il1hc ,,'mlllm- uf mwlh-:T ;;('llltl1llH
.::::- - -'"
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Swmlll!) ;md ~lh'iCnhcd ~Ihh~ lll~ IhiH ,_~J4__
tby (If Novemb~I
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!t.h C('It ~Sl' In I "plfe'" tI
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AllY ~mkOi;-: of l,;()lIU:J-I\Jil iillltifl~ pmlii:ll\ltl11g rh)p.)..~tS WIll J)(('llkk tlK11 h.:Ulf)llltHU iI.' PWfJc:tSC:r\ till ~lit;h J'lh llHd ~lll~l)..~b thl1i~ In
p'';ll;tltit:o';' .mJ n...:str<uut:;; wader fJpplil.~ahJt:: StUI~ ;uu.! Fl."l.k..fitl1.Aw,
I'IH WOSFHS ON ALL I)EPAI{TMENT i'kOJFe rs !\.It !~I slUN ANI).fIn J\ClI '1'1 US AH If)/\ \TI 10 FJ\t.'H PR01"tk"!\J
~.,.".:!;. GAYLES. PAYNE
~ MY COMMISSION # D0492898
~If()rf'.~.f ,,:XPlRES: 1)('('.1.5.200)
(407j39B.{l'S:l AorldflNolllryS......ioflcom
~
1 of 6
!$r...w.Of' fl.()ft~ Off<,..JHW:ur C)t'. Ht'o'H$f.....;'HlI'tl0f<
CERTIFICATION REGARDING DEBARMENT, SUSPENSION,
INELIGIBILITY AND VOLUNTARY EXCLUSION FOR FEDERAL
AID CONTRACTS
(Compliance wilh 49CFR. Section 29.510)
(AppendiX B Certification]
l1Z.d
II is certified thai neither the below identified firm nor Us plinclpals are presenlty suspended, proposed for
debarment. declared ineligible, or volunlarily excluded from par1iclpalion in lhis t<ansaclion by any federal
depallm"nl or agency.
Name of Consullsnl:
~
Aulholized Signalure Michael Nardone. PG
By
Dale: 11/141'OOR
Tille: Vice Pr<,<ident
!MIrY"tion. lor Certification
1" By signing and aubm1tlinQ this certifk:81:!on wilh the Pf'o~os4llhe: pr~e-. \clWtf tiel p.arhc.lpaOl. Is ptOYidlnog 1h* cettiticatlon
set OUl below.
'2. TI'le- certlfJCallon In ,Nt- clalJM.. a malona\ re~abOn of fa.ct upon ~h rctl~oco was placed wl'lQn 1f1Ul tTa1lNcliO-I'I was
entered into. I' It is Jatar tfeletmlned that the! pmr.pec:ttve Iowertiet" pa~nt Ia1owlOQ!Y rerldered an erfoneouaeertiOcetlon,ln
"lddltlooto oth~r remed'les. .valfebte totM f'edl!!(al ~efnn'Ht'nI, th. Oepar1menl: mOlY pur&UC' ilvai1.t>>e Iltmedles. Induding
$U'Sp<:rn>tot'l al'\dlot dvbarm~ot.
3, Tho prOllperdi~o lower tier pa~P4nt ~IC pl'ovHt~ lmf1'H:diille lIWrtlen notleo 10 the peftloOO 19 which this pcoposal is aubmltfed, If
at any tll:M the- prO$peClive lower H6f pait.le1pan1leitrM that lis Cert:tfliClltlOn- W8$ &rr0tl0ll0t.l'& Whit" submitted Of hu bee6me
e(tClO~U$ by rea$Ofl of changed UCIJrT$tilnl;~'<
4. Th~ lElff11S 'co...ered ttanwcbon', 'dObarr.d', '.u~ndO(f, 'ino~bko'. ~ VOl CX}....0<l't;d trlthtection':periicip*nf', 'pelBOn', prlmarV
co...ered transacUol'l', 'principal', 'plopoNf. and 'Volunl.anty exctlJd~, 88 ~e<f en thiacla1J:M, ~.ve lno m~ning$. &et out in U'te
DefinitlOO'i,and Coverage sectionsof' the rulol. tm~nting E):.e<<!tiv4 OfdCt 12$49. '(Oil n'li)l-conl&d: the pemn 10 whJCh Il'1is
Pfoposalts being submitted for ~1A:;e in attaining ~ copy of thoSe r'ffiulatioos"
5. T1'1o plospectiV(J lO>.Wr tier participant agrees by liUbr'rJttinQ thi:a p-opoul that.lhouid the proposed OO~(ed tnlnsect~n be
el1tlU~ l(Ito, it _MI' nOI know\ng.t)t orUet into ony lower IleT covll'red IJ.~ """h a person who is deban-td. ~n<fed, 4C(;tored
me:ligiblf, or yolunhmly t1~Iud8d from .p.1Irticipati()f1 in INs to'Jered tntMOCtion. unlns avthortzed byfhe o.partmonl: orageney with
whkh-lhrs trsMbCHon onginatl;td
6. The prospective lower her pattlc:4p~nt fut1het ~e'e$ by klbmlting. un proposal thai I wltl includ~ this ~Jauae hUed ~Appendi)( B:
Certlllcal100 Rl!gardWlll O@barmenl, S\sjl@nclon. Iilelglbllily gnd VoIllI'IaIy EIICI_ - LOWO, n.r Cbl'llre<! rronueUon". I'Mhout
modlllcatiM. in ell lowet tier C(W4HM tJana.aeti()na Il'ld n &11 ~Ut~ tor lower ber <;QWre<llranMC(\on&.
7 A paniclpanl in. cover~d trar\&aGIKHt ffHtY (~upon . c.ertificahon 0( II ~I.".e ptntiClp.8nt Jfl a lowe, ti&f cO\l'Orod l1an>>-aelion
thai tlhl noi dl!b.!.Ined. ~1100d, "*igibltl'..or VW~IJtty exc.1uOed from the covWecltTanQCliClO, urileu It knows 1hJtthe
t<lllillc81ion Is enoneous, A p.r1Ic:lpanl ""Y <*id.lhe ",,"hod Ind 1'"'Iooney by ""ieh Ii ~.'"lIni_l,", eIlgibH<y of" prillcioal.
Each par6c:fpaot may. but.. not te(luw"ed to., check the HOOp(OCU'QfMnC; lJit
8 NQl.Nng contained in the foregOing 'Shd boa conalrutd to teq\.Jr. ntabtiflhme:nt ('It , &ys(em 01 fe-eofOa ill order t() Jencf.r in QOOd
fajlh the cor1il\calion te-qolrtd bylrnt. diU$tl. The kOo:WtQOge and information at. parti(:.ipanl am not IeqUired to exe~ lhat which
IS norml'llly poM%Md by 8 p'ud~ pet'foOn It I the on:lioary coura.e 0( tJuf(nft$ cklallMg$_
9 ElCC~pt (or rr;aflMd~ .dhor.ized unde-f por~r.ph 5 or 1heM- lnatrucuone, It. PN1iClpanl in 8 c.QV.,eQ uaofI.ACtJon knowlngly
8rl1811> iolo 8 10l'l8r ti8r covered tmm;action wlh g ~ \1110 III tllIJlIMod. dollarIod. lMiDi!>I8, b( ,olulllal11y 8~elud6d frOlT\
p.arttcfplIUon In this. trana.action, in .ddiltion to ~hef' remeod_ avafl.bIe to lhe Feder. Gowwnment. the OQSNIttrnent may punsue
avi'lif<l~e: nUN:dles. lncJudirtg SUfiP6nsJQtI end/Of d.rment
2 of 6
;:;r,'-ri: ':",. Il\,4H,4 ;A:.FA41Vn.r HI~NW'(.4rj; !,<',
TRUTH IN NEGOTIATION CERTIFICATION
H1~>
For any lump-sum or COs!.plus.a.roxe<Hee pf01C'".oSlOnal servoce agreemenl over $60,000 Ihe Florida
Department of Transportalion (Departmerrt) requires the C"nsullant to e.ecule this certificate and Include
il wilh Ihe submittal of the Tecllnlcal Proposal
The Consultant hereby certllies, covenants aM warrants llIal wage rates and olher tactual unit
cesls supporting Ihe compcnsalion for Ihis project's agreement will be accurate, complele. and
currenl al the lime 01 contracting,
The Consultant further agrees Ihatlhe orl9inal agreement price and any additions thereto shall be
adjusted 10 oxdudo sny signiflCllnt sums by which the DOpllrtmeol determines tlto agrnomenl
price was increased due to inaccurate, incomplete, or non.current wage rates and other factual
unil cosls. All such agreemenl adjuslmenls shall be made within one (1) year following Ihe end of
the agreement. For purpose of this certificate, tM eod of tho agreoment s!lalt be deemed to be
tho dato of final blUing or acceptanco of tho worK by the Oepmtmenl, whichever i", lateL
___J.!RSJ:QrjlQ[ation
Name Ilf Con5ullant
8Y:~ _.____._~
Authorized Signature
Michael Nardone, PG, Vice Pre,ident
~ULIMDiL..-
Dale
3 of 6
Sf...JE 0+ n,U<<IOI\(Jf:r>.I,Kl>>t:HfOf rltAJ....iPQm"noN
CERTIFICATION FOR DISCLOSURE OF LOBBYING ACTIVITIES
ON FEDERAL-AID CONTRACTS
(Compliance with 49CFR. Section 20.100 (bll
)I!IOn ,t;
~KX:t.JRr:IJ.Etf;
ic-'O'
The prospective participant certifies, by signing !hIs certificaUOO,tllal to tile best of Ills or her knowledge
a no belief:
(1) No federal appropriated funds Ilave been paid or will be poi<!, by or on bellall of Ille undersigned, to
any pelSon for Influencing or altempting to Influence an officer or employee of any federal agency, a
Member of Congress, an offICer or employell 01 Congress, or an employee of a Member Of Congress in
conneellon with the awalding of any federal contrael, lhe making of any {ederal granl.lhe making of any
federal loan, Ihe enlering inlo of any cooperative agreement, and Ihe e><lension, continuaUon, renewal.
amendment, or modfficallon of any federal conlract, granl, loan, or cooperalive agreomenL
(2) If anylunds other !han federal appropriate<! fundS ha1le beM paid or will be paid to any person for
Influencing Or attempting to Influence an officer or employee of any federal agency, a Member 01
C<lngress, an offlcer or employee of Congress, or an employee of a Member of Congress in conn.cllon
with tills federal contrad" grant, loan, or cooperative agreement, Ihe underslgned shall complete and
submit Standard Form-LLl, .Oisclosure of Lobbying Activities., in accordance with its Instructions.
(Standard Form-LLL can be oblained frOm Ihe Florida Department of Transportation's Professional
SelYices Administrator or Procurement Office.)
Tllis cerMcalion is a material representation of fact upon which reliance was place<l when INs Iransa<::lioll
was made or entered Inlo. SubmissIon ollhls certificatlon is a prerequisrte for making or entering 1",0 this
transaction Imposed by Section 1352, Title 31, U.S, Code. Any person who fails 10 file Ihe required
certificallon shall be subject \0 a ciyil ""nally of nolless than 510,000 Rnd nol more Ihan $100,000 for
eacll such lallure.
The prospective parlfcipant also agrees by submltling his or her proposallhallle or she sllall require that
Ihe language of this certiOcallOn be included in all lower ner subconlracts, whleh axceed $100,000 and
thaI all suoll subreciplents shall certify and diSClose a<:cordlngly,
Name of ConsuUant: URS Corporation Southern
8y: --Mic..~ae.\ l\JCl..r-do t-e.. Dale: ,..11114/08
Authori~ed Signature: ~ - __
TUle: Vice President
4 of 6
$fA It' iOI' ftOkiw< oe'J.RIM&N:1'!,';If- T~tAlv.:t't
DBE PARTICIPATION STATEMENT
'(in'
Note: The Consunanl is required 10 complete the following informalion and SIlbmil tllis form with fhe technical proposal.
Project Dewlption: Professional Design & Related Services for Dynamic Message Signs (DMS)
Consullant Name URS Corporatiop SOJ.I!bl:r.n
ThiS consultant ( ) is (>> is nol a Depar1menl of Transpor1ation cer1ilied Disadvanlaged Business EnlelPrise (DBE).
Expected percentage of conlt8C1 fees to be subcontracted 10 OBE(s): -0-.. %
If the intenllon Is 10 subconlract a portion of the contract fees 10 DBE(s). the proposed DBE sub-consultants are as
lollow.'
l
i
i
I
T
! -
i
,
~,._.i.....
Type of WorWCommodlty
DB E Sub-Consullant
SljJ~~Y-,![l.dJJ!jlJ!)lLQc<l!es__
. _J'IOfessionaLService Industries. Inc., ,.
_ Ge.otedmlcalServices
By; e-----Midlae.lllardllne, PG
Tille, __'&:eJ!J:eSJdenl
Dale: NovpmhPr JA..2DOR
5 of 6
1i:I1ATE QF FlOI~'O^OEf'AArMb'n OF T/Wi$PORfA,liC.-N
BID OPPORTUNITY LIST
27$,0)0.10
t:QVAL CN'()fUU~!f'{ OFfiCE
(l.l,'CoS
Please complete and mail or fax to:
Equal Opportunity Office
605 Suwannee SI., MS 65
Tallahassee, FL 32399-0450
TELEPHONE: (850) 414-4747
FAX: (850) 414-4879
This Information may alSo be included in your bid or proposal package,
Prime Contractor/Consultant: URS Corporation Soufbcrn
AddressfTeJephone Number: 271M lIorseshoe Ori"e &lutb, Suite ~19, N.pks, FL 341M! 236.649.7208
Bid/Proposal Number: ColLier County Professional Dcsi~n & Related Scn'h:<:s ftlf D)'namic Mcsslt!:,c Signs (DMS)
Quote Submitted MMIYR: November lQ08
49 CFR Part 26.11 requires the Flor1cla Department of Transportallon to cleve10p and maintain a .bid opportunity lis!."
The list Is intended to be a lisllng of all firms that are participallng, or attempting to particlpale, on DOT-assisted
contracts. The list must include all firms that bid on prime contracts, or bid or quote subcontracts and materials supplies
on DOT .asslsled projects, including both OBEs and non-OBEs, For consulting companies Ihls list must include all
subconsUltants contacting you and expressIng an interest in teaming with you on a specific DOT assisted project. Prime
conlraclQI$ and consultants must provide Intormatlon for Nos.l, 2, 3 and 4 and S110"ld provide any information they 11ave
available on Numbers 5, 6, 7, and 8 for themsetves. and their subcontractors and subconsultants.
1. feder.1 Tax 10 Number: 65.0721059
2. firm Name: RWA. Inc,
3. Phone: 239.597.0575
4. Address: 6610 Willow Park Dri,., Su~. 200
Naples, FL 34109
6, 0 DBE
Il!J Non.DBE
8. Annual Gross Receipts.
o Less than $1 million
o Between S1 - $5 mllian
Il!J Bet"""n $5 . 510 million
o Between $10 - 515 million
o More than $15millioo
7. 0 Subcontractor
Il!J SUbconsultanl
5. Year Firm Established: 1997
1, Federal Tax to Number~
2.
3.
4.
37.0962090
6. D OBE
Il!J Non.DBE
7, 0 Subcontractor
Il!J Subconsullant
8. Annual Gross Receipts
o Less Ulan $1 mWioo
o Between $1 - $5 million
o Between $5 - 5 I 0 million
o Betwe<>n $10 - $15 million
o More than $15 million
Film Name:
Professional SelVice Industries Ino
Phone: 941,378.9001
Address: 6261 Tower Lane
sarasol, Fl34240
5. Year Firm Estal)tished: 1975
6 of 6
SCHEDULE A
SCOPE OF SERVICES
Professional Design & Related Services for Dynamic Message Signs (DMS)
The contract is for the designing of a Dynamic Message Sign system, per the requirements of a
Local Agency Program (LAP) Agreement between Collier County, FL and the State of Florida
Department of Transportation. The purpose of the DMS system is to enhance motorists'
awareness of traffic and roadway conditions, alert them to alternate routes in the event of lane
or roadway closures, assist in emergency management and evacuations, and increase the
safety and effectivness of the county's roadway network.
The Consultant shall be responsible for knowledge of and compliance with all relative local,
state and Federal codes and regulations.
Task 1. Identification of DMS Locations
The Consultant shall identify 10 to 15 locations on arterial roadways in Collier County for which
the installation of static-mounted Dynamic Message Signs (DMS) is appropriate overhead
mounted on a mast arm, adjacent to the travel lane on a pedestal, or both. An appropriate
location may include multiple sign installations.
Deliverable #1A: List of proposed installation locations, describing methodology used to
determine sites.
Deliverable #1 B: Color photographs taken from ground level of each proposed DMS
installation site, printed no smaller than 5" x 7" and no larger than 8" x 10".
Deliverable #2: Site plan sheets for each DMS installation, showing power, communications,
and adjacent overhead and underground utilities with Right-of-Way lines.
Task 2. Plan Preparation
A-I
The Consultant shall design and prepare engineering plans for message sign design details,
structure design details, and prepare communications design plans utilizing the County's
existing Ethernet over Fiber Optic network. DMS signs and structures shall be designed in
accordance with FDOT's Standards and Specifications, Section 781, "Intelligent Transportation
Systems - Motorist Information Systems" and its associated design details from the FDOT 2008
Design Standards Manual.
Plans must be submitted at 30% (A), 60% (B) and 100% (C) intervals. Each submittal cycle
requires review by the Florida Department of Transportation's District One Procurement Office.
All requested revisions for each plan submittal shall be reflected on the following plan submittal.
Deliverable #3 (A, B. C): Design detail sheets for both overhead, mast-arm mounted DMS
and pedestal-mounted DMS.
Deliverable #4 (A, B. C): Design detail sheets for DMS support structures, both overhead
and pedestal.
Deliverable #5 (A, B. C): Communications design detailing the DMS system's integration
into Collier County's existing ITS Ethernet network, including fiber splice diagrams and
allowances for any necessary communications device(s) or cabinet assemblies.
Task 3. Informational Public Meeting Attendance
The Consultant shall be required to provide staff representation at one (1) informational public
meeting for the purpose of presenting the DMS project to interested members of the public and
to receive their feedback on the proposed design. For this meeting, the firm is required to
provide graphics (photographs, engineering designs, and/or conceptual drawings), in scope and
quantity sufficient to impart the visual impact of the proposed DMS installations at the selected
A-2
locations. The graphics shall be part of a computerized presentation, or mounted to large
boards for easy viewing by the public.
Deliverable #6: Attendance and readiness to present design at one informational public
meeting.
Deliverable #7: Graphics for the informational public meeting, printed or digital, sufficient to
impart the visual impact of and locations of devices in the DMS system.
Task 4. Preparation of Documents for Future Bid Package
The Consultant shall prepare a construction specification document and a pay item estimate
package for all structures, hardware, software and associated services to install the DMS
system. Assume a maximum of $500,000 in project funds. Both deliverables shall reference
the FDOT pay item numbers as given in the plan set.
Deliverable #8: Preparation of construction specification document for DMS hardware,
software and services.
Deliverable #9: Preparation of pay item estimate package for DMS construction.
A-3
SCHEDULE B
BASIS OF COMPENSATION
Professional Design & Related Services for Dynamic Message Signs (DMS)
LUMP SUM
1. MONTHLY STATUS REPORTS
B.1.1 As a condition precedent to payment, CONSULTANT shall submit to OWNER as part of
its monthly invoice a progress report reflecting the Project design and construction status, in
terms of the total work effort estimated to be required for the completion of the Basic Services
and any then-authorized Additional Services, as of the last day of the subject monthly billing
cycle. Among other things, the report shall show all Service items and the percentage complete
of each item.
B1.1.1 All monthly status reports and invoices shall be mailed to the attention of Sheila
Convery, Project Manager, 2885 South Horseshoe Drive, Naples, FL 34104
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.
TASKS LUMP SUM FEE FOR: FEE PAYMENT SCHEDULE
1. Identification of DMS $82,620.00 Upon Completion of Deliverables
Locations 1 A, 1 Band 2 independently
2. Plans Preparation - 30%, 60% $99,935.00 Upon Submittal and Approval of
and 100% 30%, 60% and 100% Documents
3. Public Meeting Attendance $17,375.00 Upon Completion of Tasks
4. Permitting $11,940.00 Upon Issuance of each Permit
5. Bid and Award $7,576.00 Upon Completion of Bidding and
Award of Construction
6. Reimbursables $30,000.00 Time and Material
TOTAL FEE (Total Items 1-6) $249,446.00
B.2.2. The fees noted in Section 2.1. shall constitute the lump sum plus time and materials amount
of Two Hundred Forty Nine Thousand Four Hundred Forty Six Dollars ($249.446.00) to be
paid to CONSULTANT for the performance of the Basic Services.
8.2.3. 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
B-1
provision of Section 3.4.1 below. There shall be no overtime pay on Additional Services
without OWNER'S prior written approval.
B.2.4. The compensation provided for under Sections 2.1 of this Schedule B, shall be the total
and complete amount payable to CONSULTANT for the Basic Services to be performed
under the provisions of this Agreement, and shall include the cost of all materials,
equipment, supplies and out-of-pocket expenses incurred in the performance of all such
services.
B.2.5 Notwithstanding anything in the Agreement to the contrary, 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 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 5% on the fees and expenses associated with such subconsultants
and subcontractors.
B.3.4.1 Reimbursable Expenses 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-2
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.3.4.1.3. 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.3.4.1.6 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.
B-3
SCHEDULE B - ATTACHMENT A
Professional Design & Related Services for Dynamic Message Signs (DMS)
Task 1 - Identification of DMS Locations
Deliverable 1A
Develop Preliminary DMS Site List
County Review and Meeting
Deliverable 1 B
Field review of preliminary DMS sites
County and FDOT review and meet traffic control quantities
Deliverable 2
Obtain Right of Way information
Obtain Utility information
Coordinate Power Service
Develop Site Plan Sheets
County and FDOT Review and Meeting
Finalize Site plans
Design Analysis
Details and Quantities Sheet
Plan Sheets
Task 2 - Plans Preparation
30% Plans
Surveying
Geotec Borings and Report
Structural Detail Sheets
Aesthetics Details
Develop Plan Sheets
Communication Detail Sheets
$13.638.00
$29,761.00
$39,221.00
$42.813.00
B-4
County and FDOT Review and Meeting
60% Plans
Structural Detail Sheets
Develop Plan Sheet
Aesthetics Details
Communication Detail Sheets
County and FDOT DMS Review and Meeting
Probable Cost Estimate
100% Plans
Structural Detail Sheets
Develop Plan Sheet
Communication Detail Sheets
County and FDOT DMS Review and Meeting
Probable Cost Estimate
Prepare Final Plans
Task 3 Public Meetina Attendance
Prepare Public Information Graphics
County and FDOT DMS Review and Meeting
Prepare Final Public Information Graphics
Hold Public Meeting
Task 4 Permittina
Environmental
Local Building (MEP)
FOOT
Task 5 Bid and Award
Final Specifications with Final Plans
Pre-Bid Meeting
Bid Evaluation and Recommendations
$34,046.00
$23,076.00
$17,375.00
$11,940.00
$ 7.576.00
8-5
Task 6 Reimbursables $30,000.00
Surveying
Geotech Borings and Report
Miscellaneous items such as: Computer Plots, Courier Services, Prints
and copies
Total not to exceed: $249,446.00
B-6
SCHEDULE B - ATTACHMENT B
CONSULTANT'S EMPLOYEE HOURLY RATE SCHEDULE
Professional Design & Related Services for Dynamic Message Signs (DMS)
Consultant's Employee Hourly Rate Schedule
Title Hourly Rate
Program Director $ 185.00/hr
Arch itect $ 180.00/hr
Senior Project Manager $ 150.00/hr
Senior ITS Engineer $ 178.00/hr
Senior Structural Engineer $ 151.00/hr
Senior Traffic Engineer $ 128.00/hr
Project Engineer $ 95.00/hr
Engineering Technician $ 85.00/hr
Admin/Clerical $ 55.00/hr
B-7
SCHEDULE C
PROJECT MILESTONE SCHEDULE
Professional Design & Related Services for Dynamic Message Signs (DMS)
Overall time for performance 110 Days from Notice to Proceed
Task Durations outlined below overlap - See attached Schedule
Task 1 - Identification of DMS Locations
(Includes Deliverables 1A, 1 Band 2)
67 days from Notice to Proceed
Task 2 - Plans Preparation includinQ 30%, 60% and 100%
(Includes County review time)
65 days
Task 3 - Public Meetina Attendance
(Does not include Graphics Preparation time)
2 days
Task 4 - Permittina
30 days
Task 5 - Bid and Award
(Preparation of bidding documents for future bid)
6 days
Task 6 - Reimbursables
As Needed
C-I
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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
0-1
the aggregate limit of any policy to be provided by CONSULTANT hereunder, CONSULTANT
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
D-2
CONSULTANT shall furnish to the OWNER, in triplicate, renewal or replacement Certificate(s)
of Insurance not later than three (3) business days after the renewal of the policy(ies). Failure of
the Contractor to provide the OWNER with such renewal certificate(s) shall be deemed a
material breach by CONSULTANT and OWNER may terminate the Agreement for cause.
WORKERS' COMPENSATION AND EMPLOYERS' LIABILITY
Required by this Agreement? ~ 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)
$100,000 Each Accident
$500,000 Disease Aggregate
$100,000 Disease Each Employee
X $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
1)-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
D-4
$300,000
$300,000
$300,000
$300,000
$ 50,000
$500,000
$500,000
$500,000
$500,000
$ 50,000
$2,000,000
$2,000,000
$2,000,000
$2,000,000
$ 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-5
(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
$1,000,000 each claim and in the aggregate
~ $2,000,000 each claim and in the aggregate
D-6
_ $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
D-7
OWNER'S insurance representative, to pursue the maximum credit available from the
professional liability carrier for a reduction in the premium of CONSULTANT'S professional
liability policy. If no credit is available from CONSULTANTS 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 D
0-8
,~.
ACORD
~
PRODUCER
877-945-7378
DATE (MMIDDIYYYY)
01/08/2009
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
I NAIC#
!
~SURERA: Nati~~~~~~i~~.?~r~ Ins Co of Pittsburgh I 19445-100
~~~?_4~.:~76
INSURERS AFFORDING COVERAGE
CERTIFICATE OF LIABILITY INSURANCE Page 1 of 3
Willis HRH
26 Century Blvd.
P. O. Box 305191
Nashville, TN 372305191
INSURED
URS Corporation Southern
7650 Corporate Center Dr.
Miami, FL 33126
, Suite 401
1!'lS:~_~E_~I!__~~_......~IiIlIP_l!:t:t~~~ __-.!.~~~ranc e Company
INSURERC: Insura:r1ce Company of the State of PA
11~~C;~~~~iOY-d--; ~ of London &:_~E~~~s,!?-___s:~~anie~-
! INSURERE: Lexin ton Insurance Com an
119429_100
i 15792-004
'19437-000
COVERAGES
v
THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING
ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR
MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH
POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
I~'~~'k --~---
TYPE OF INSURANCE POLICY NUMBER POL.ICY EFFECTIVE POLICY EXPIRATION LIMITS
DATE MMIDDNYYY DATE MM/DDNYVY
A X ~NERAL. L.IABIL.ITY GL1642006 6/30/2008 5/1/2009 EACH OCCURRENCE -- $ ___:2-1_ 000 000 "
X t3MMERCIAL GENERAL LIABILITY DAMAGE TO RENTED $ 1 000 000
~~ISES (Ea_9.!'::9.1,Ir.~r;ls:lti
- -- CLAIMS MADE [iJ OCCUR! MED EXP(Any one person) __n $ 10 000
-.1l XCU. BFPD ! , PERSONAL&ADV INJURY $ 2~QOO ,QQJL
, ,
~ Contractual Liabi1it~ , fGENERALAGGREGATE L$ 2,QQQ~~
~N'LAGG:~iILlMIT AP~S PER: , ~~R.oDYCT? COMP/OP AGG '$ 2.000,_QoJl._
POLICY X -i ~~~T LOC i , , /
iCA826-3009 5/1/2008 , 5/1/2009 ,
A AUTOMOBILE L1ABIL.ITY COMBINED SINGLE LIMIT
ICA826-3010 i5/1/2009 '(Eaaccident) $ 2,000,000
B -.1l ANY AUTO 5/1/2008 ----
,
.,. ALL OWNED AUTOS i BODILY INJURY
$
SCHEDULED AUTOS i (Per person)
-
- HIRED AUTOS BODILY INJURY
(Peraccidenl) $
I NON-OWNED AUTOS .-
--J PROPERTY DAMAGE $
(Peraccidenl)
1~~iAGE LIABilITY ~9 ONLY - EA ACCI~~r::!I~ $-
L_ ANY AUTO OTHER THAN EAACC $ .
AUTO ONLY: AGG $
3ESS I UMBRELLA LIABILITY f-E~ACH OfS;l!.~~_~_NCE $ -
OCCUR D CLAIMS MADE AGGREGATE $
-~--_._-
, $
=1 I ---_..- .._-
DEDUCTIBLE I 1$
RETENTION $ , :$
C i WORKERS COMPENSATION WC4990858 1/1/2009 '1/1/2010 ' I ,WC STATU-c; I _l?TH-
, AND EMPLOYERS' LIABILITY Y/" i _~ TORY LIMITS _.E.R..~_
A ANY PROPRIETOR/PARTNER/EXECUTIVE [J WC4990859 1/1/2009 1/1/2010 ! EL EAC.!:!.~s:.~IDENT $ 2L.OOO 000
OFFICER/MEMBER EXCLUDED? _.~ WC4990862 1/1/2009 1/1/2010
A (MandatQrylnNH) .~L, DISEASE - EA EMPLOYEE ..$_ - 2 000 000
C ~PEtl~LP~O~I~4oNS below W"4Q9n857/W"4990860 1/1/2nOQ 1/1/2010 EL DISEASE. POLICY LIMIT $ 2 000,000
D OTHER PE0801821"l PE0801657 q-3072008 5/1/2009
E Professional Liability 6502253 6/30/2008 5/1/2009 $2,000,000 Each Claim/
w/Limited Contractual . I $2,000,000 Aggregate
,..~ im M--' P Ii ,
DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS
Re: Collier County, Contract 09-5127
"Professional Design & Related Services for Dynamic Message Signs (DMS) II
Collier County Board of County Commissioners and Collier County, Florida are included as
Additional Insureds as respects the General Liability policy, where required by written contract.
CERTIFICATE HOLDER
CANCELLATION
Collier County
Attn: Stephen Y. Carnell,
Purchasing/General Services Director
3301 Tamiami Trail East, PurChasing Department,
Building H
Naples, FL 34112
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION
OATE THEREOF, THE ISSUING INSURER WILL ENOEAVOR 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
RE RESENTATIVES.
UT ORIZED REPRESE~
ACORD 25 (2009/01)
Coll,2580942 Tp1,882790 Cert,120574 6 @1988-2009ACORDCORPORATI . All rights reserved.
The ACORD name and logo are registered marks of ACORD
Willis
PROOUCER
877-945-7378
OATE
01/08/2009
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
CERTIFICATE OF LIABILITY INSURANCE Page 2 of 3
Willis HRH
26 Century Blvd.
P. O. Box 305191
Nashville, TN 372305191
INSURERS AFFORDING COVERAGE
i NAIC#
INSURED
URS Corporation Southern
7650 Corporate Center Dr.,
Miami, FL 33126
Suite 401
INSURER A: National Union Fire Ins Co of__~~ttsburgh
_~~URER B: New Hampshire Insurance __~~!!!PCl_~y____ _
~N:?~~5.g-,--~!1_l::l_~:r::ClnC::~__,C,~~P~_!l::i_ of the State of PA
I INSURERD:Lloyd's of London & British ~?~~anieB
I'NSURERE' Lexin ton Insurance Com ~~n
119445-100
! 23841-076
: 19429-100
: 15792-004
19437-000
DESCRIPTION Of OPERA TIONS/LOCA TlONSNEHICLESIEXCL.USIONS ADDEO BY ENDORSEMENT/SPECIAL PROVISIONS
This insurance is primary over any similar insurance available to any person or organization we
have added to this policy as Additional Insureds.
Coll:2580942 Tpl:882790 Cert:12057496
Page 3 of 3
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
This Certificate of Insurance 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 (2009/01)
Coll:2580942 Tpl:882790 Cert:12057496
SCHEDULE E
TRUTH IN NEGOTIATION CERTIFICATE
In compliance with the Consultants' Competitive Negotiation Act, Section 287.055, Florida
Statutes, URS Corporation Southern hereby certifies that wages, rates and other factual unit
costs supporting the compensation for the services of the CONSULTANT to be provided under
the Professional Services Agreement, concerning 09-5127 Professional Design and Related
Services for Dynamic Message Signs are accurate, complete and current as of the time of
contracti ng.
URS Corporation Southern
BY:
~./ J
TITLE: --i .. { €.. P (' -L. <; ~ d ~I"""I
DATE:
1-/. 0'1
0-1
SCHEDULE F
KEY PERSONNEL, SUBCONSUL TANTS AND SUBCONTRACTORS
Todd Osborn Proaram Director 5%
Terry Short Arch itect 20%
Senior Proiect Manaaer Nestor Fernandez 30%
Senior ITS Enaineer Alex Mousadi 30%
Senior Structural Enaineer Alex Caso 10%
Senior Traffic Enaineer Avman Mohamed 35%
Proiect Enaineer TBD 60%
EnQineerina Technician TBD 100%
Adm inistrative/Clerical TBD 15%
F-I
1686
MEMORANDUM
TO:
FROM:
Ray Carter
Risk Management Department ,
r", (!
"" / /
Rhonda. Cummings, FCCN, CPPB, Contract Specialist -- \, Lf'iJ.5"IA ~ I
Purchasing Department ,-," 'fI'-~L~-_
CJ/[/lv!)/J1U ~, I
..)
DATE:
January 13, 2009
~ RE:
Review of Insurance for Contract: #09-5127 "Professional Design
& Related Services for Dynamic Message Signs (DMS)"
Contractor: URS Corporation Southern
This Contract was approved by the BCC on January 13, 2009; Item Number
16.B.6
Please review the Insurance Certificates for the above referenced contract. If
you have any questions, please contact me at extension 8941.
Thank you.
dod/RC
C: Sheila Convery, Traffic Ops.
DATE RECEIVED At~~~ /
JAN 1 4 2009 'Ht t~1/
!-/t;o/
IISK ~
URS
URS CORPORATION SOUTHERN
CERTIFICATE OF ASSISTANT SECRETARY
1686
EXTHAc'rs of resolutIons adopted by unanimous vllntten consent of the Board of Directors of
URS Corporation Southern, a Ca1iforma corporatlGB (the "Corpora.t1on") as of Jarlllary 1, 2006:
Appointment of Officers
*
f{ESOL VED, that the folIo-wing persons be and they are hereby appointed officers of the
Corporation, to hold the respective office set forth beside their names;
Name
Gary V, Janeglan
Jean-Yves Perez
Robert IV!. Gallen
Richmd Hnury
Thomas Logan
Martin Leahy
Judy L. Rod-;;fers
Robert Baker
Wlnnf~lci Boyea
Julio C, Boude
Hobert G, Cooper
Edv.;ard Terry Denham
M, Janet Everett
William K. Fehrin;r
(~nr!()s (;o.rcia
Rrmald Giovannelh
Ronald Gregory
Keith G. Gremillger
Stephan F, Heiml:n,lIg
Steven G. Henriquez
Laddie E, Irion
Tholnas Kwader
Mario G, Larrea
Stephen R Lienhart
Thomas G, Lovett
Thomas /I.. Mancilcm.1o
Joseph rvla~;tt)rs
James L, NIayo
WilHanl II. ~lI:cDa11lel
I,h1S:Jh 1;'11 Miller, Jr.
YasstH111t) rilL Myers
'1/ ~.itiGhael Nl'itdone
l\lVilliam A. Nelsen
Alan Niedoroda
Ofllce
PreSident
ExecutIve Vice President
Senior Vice President
Senior Vice Pwsident
SenlOr Vice President
Senior Vice President & Controller
Vice President & Treasurer
Vice President
Vice President
Vice President
Vice President
Vice President
\ric~'? Preside'r~t
Vice President
'.liCE: President
\lice PreSident
Vice President
Vice President
Vic-o President
Vice President
Vice President
\/ice President
'lice President
Vice Pr'esident
Vice Prosidont
\flee Presidont
Vice President
Vice President
Vice Prosident
Vice President
Vice President
Vice President
VIce Presldent
\lice President
URS
1686 ~
St.ephen N- Noppinger
William T Olsen
David R Rae
Jamshid Ruoofi
Milford A.. Reisert
Andrew Schechter
Rajeudran Shanmugam
Loyd Duane Stark
Steven L-YTm Stroh
Dana K Tallman
Thornas Tunon
.Frederick K V,.ralker
Jeffry R liVaqner
Gary M. V.,rant1ancl
Charles l~~lp'grnan
David F vVood
Cr.H 10$ H. Zea
Jane Bunner
GalY ,<\T. Lutes
Russell Marks
Carol 13mmmerstec1t
Knstin L Jones
"hce President
Vice President
Vice President
Vice President
Vice President
Vice President
Vice President
\lice President
Vice President
Vice President
Vice President
Vice President
Vice President
Vke President
Vice President
Vice F'retnc1ent
Vrce PreSident
'./lee PreSIdent
Assistant Vice Pr8sident
Assist.mtt 'Vice Pn)~)ident
Secretary
Assistant Secretary
*
" *
Authodty to Execute Documents on Behalf of the Corporation as of January I, 200f!
\lVHERF;AS, the conduct t.he business of the Cc)rporatton IS subject to the
provisions of the BItS Corporation and Subsidiaries Policies and Procedures Manual,
as amended from time to time (the "P and P"), WInch includes provisions concerning
persons \Nho may execute and deIivor docuntonts On bebalf of the Corporation; and
'\Nf-.IEREAS, rh.e Board of Dixectors \Nlshes to c1mify any confusion that may arise
bet'Nsen the provisions of the P and P and the provisions of the By-Lmv:; of nl{,~
Corporation or statutes concerm119 persons who may execute and deliver documents
all behalf of the Corporation; it is
NOV\l, THEHEFOHE, HESOLVED, that. in COlljltttCtHm with the P and P, each or the
foUo\lving persons (an employee of the Corporatmn or an affiliate al1cl all officer of the
Corporation} be and he 1S hereby IS authorized, directed and empowered to exe<:ute
and dehve[ any and all documents on behalf of the Corporation:
Julio C. Boucle
Robert G. Cooper
1'0'1. Ja.net Everett
Robert llit GaUen
Carlos Garcia
Ron.':lld OiovanneHi
Kel1,h 0, Greminger
FichaJd Haury
1686
URS
Steven Henriquez
Gmy V, Jandegian
Timothy Keener
Mario Ci, Larrea
1.1artm Leahy
Tlwmas I.,ogan
'I'hom,;s Lovett
Thomas A. Marsicano
Joseph Iviasters
Jumes 1. Mayo
'</Villi an) H ?',IIcDaniel. Jr.
Hugl'.! VV. tv1iHer, .ir.
Yassarnin r-"t Myers
rl.1ich 8.01 Nardone
Stephen N, N oppinger
Jearl" ~{ves Per(;z
David R Rae
Jamshid Raoon
r'lfilford A Reisert
Rajendrarn Shamnugam
Dana K. TaJJrnan
Thomas Tmton
Frederick K. 'i/'vTalker
Jeffrey R. VvTagner
Charles 'iNegman
David F, \I\food
C~azlos H_. Zea.
RE:~SOLVE:D 'FURTHER, that tOf; uuthority of each shall continue at the pleasure of the
Board or until his employment with tho Corporation or an affiliate shrUl ceaSe.
EXTRACTS of ((:solutions adopted by unanimous vvritten consent of the .Board of Directors of
UHS CQrporatlon Southern, a California corporation (the "Corporation ") as of Nlarch 17, 2006
at 5:00 p,m. Pacific Time
Appointment of H. ThomCl,!L~!~~~"~!iY!~.~.J~!.esi~!~!!~~ll~S;.hief .!l!I~!!E.i2LQ.ffic~!
HESOLVED, (;:ffoctivo as of the date and time thereof, Kent P. Ains....lOIth shall he
removed tHi Executive Vice Presi,dont and Chief Finnnciol Officer of the Corporation;
RESOLVED FURTHER that, effective as of the date and time therBof, H. Thornas
Hicks he and he is hereby appointed Vice President and Chief Financial Officer of the
Corpora1;joll:
RESOL VED FidBTrfEE, that his tenn of office shall Gontmue at t.he pleasure of the
.Board or until h1s employment \-vith the GorpOl'ation shall cease
16B6
URS
Authority to Execute Documents On Rohal.! of the Corporation
\NHEHEAS, the conduct of tbe: business of the Corporation is subject to the
provisions of the URS Corporation and Subsidiaries Policies and Procedures l\ifanual,
as amended from time to time (the "P and P"), wInch includes provisions concerllin~1
persons "'1110 may execute and deliver c10cU111ents on behalf of the Corporation; and
~\lVHEREAS, the Bonrd of DircGtoIs wisb(~s to clarilY any confusion that rnay arise
between the provisions of the P and. P and the proVIsions of the By-Laws of the
Corporation or statutes concemmg persons T,vho may execute and deliver documents
on behalf of the Corporation; Jt is
,NOW, THEREFORE:, RESOINE:D, that. hI conjunction v,rith the P and P, the person
narned in the foregoing resolution be and he hereby IS authodzed, directed and
empo\vered to execute and deliver any and all documents on behalf of the
Corpor ation.
I, Kristm t, .1on6s, the undersigned, do hereby certify that r am the Assistant Secretary of
URS Corporation Southern and that the foregoing are true and correct copies of tho
resolutions adopted by the Board of Directofs of the Corporation by ,..vritten consent as tlle
elates indicated, 1 further certify that scnd resolutions an" 111 conformity vl1'ith the Celtificate
of Incorporation and the byla'iNs of the Corporation, They have not beeD modified, i:\TDended
or revoked and are in full force and effect as of the date hereof.
Dated 111 the City and COllnty of San Francisco, California
this lS:l' day of July, 2006
/i
,/4/,
,
Witness
Wimess
ICQrporato BoaJI
see attached notan'a] acknowledgement
1686
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
State oj California
County 01
On
kn G\vn to me
J~ H., :'==:;1
I@. Nofaty PublIc . CalIforrIkI !;
Son Francisco COI.IflIy -
i _ _ ,.. ,,~m:~Jo;3~ ~7l
pro....ed to me on HIe basis ot satisfactory eVidence
to be the person(s.t v/!1Ose name~) Is/aUii. SIJbscnbec1
10 tho ",,,'ithin Wlstrumcnt and acknmvledged to me that
I1Gishe/they f;X(::cuted the sarHJ;;ln i+~/her/their
Cluthorized cap aCltyire'S'}, and that by ~jerithetf
si9nature{~ on the instrument the person(sl, or the
entitv upon l)ehaH O!'Nljich the personls4- tided,
executed the irlstrument
'~VITNESS mv hand
;:: '(\.
'1
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OPTIONAL
Ti}(JU{;.h tl-1C intOl!71atiC/1 DeJO/t/i:"; nor Lv TaVL d t;'i.8V
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0-' th:D fOrl''(l i),'';::A.hOt i.k"J.cn.rnent
Description of Attached Document
Title Dr 01 Docurnc-nt:
[)n<::lJmenj Datoe:
~~l)rnbor (lj pag.es:
Siqner(s) {Jtt;er Tl1anN!;:tTled A.bovo;
Capacity(ies) Claimed by Signer(s)
Siqners Name:
Na-~ne:
lncnvidual
lnJ:vioi';i;l1
Partner
Officer mm T!ls( s)
LiITh1Cd (;c.nerB!
1":)"<,_,1
Officer -
Partner L:rn:18c!
,A,Uorney Fact
T f\.lstee
(iuardian or C:onserV8.,t(l{
Fact
Genera!
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Detail by Entity Name
Foreign Profit Corporation
URS CORPORATION
Filing Information
Document Number 833552
FEI Number 941716908
Date Filed 12/29/1974
State NV
Status ACTIVE
Last Event NAME CHANGE AMENDMENT
Event Date Filed OS/26/2000
Event Effective Date NONE
Principal Address
600 MONTGOMERY ST,
25TH FlR.
SAN FRANCISCO CA 94111 US
Changed 03/01/2004
Mailing Address
600 MONTGOMERY ST,
25TH FlR,
SAN FRANCISCO CA 94111 US
Changed 03/01/2004
Registered Agent Name & Address
C T CORPORATION SYSTEM
1200 SOUTH PINE ISLAND ROAD
PLANTATION Fl 33324 US
Name Changed: 12/18/2000
Address Changed: 12/18/2000
Officer/Director Detail
Name & Address
Title DSRV
STEVENSON, WilLIAM A
3950 SPARKS DR SE
GRAND RAPIDS MI 49546
Title P
JANDEGIAN, GARY
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pat~rA 6
600 MONTGOMERY ST" 25TH FLR
SAN FRANCISCO CA 94111
Title SRV
LOGAN, THOMAS
7800 CONGRESS AVE, SUITE 200
BOCA RATON FL 33487
Title V
GARCIA, CARLOS
7650 CORPORATE CENTER DR., STE 400
MIAMI FL 33126
Title S
JONES, KRISTIN L
600 MONTGOMERY STREET, 25TH FLOOR
SAN FRANCISCO CA 94111
Title V
MAYO, JAMES L
1625 SUMMIT LAKE DR" SUITE 200
TALLAHASSEE FL 32317
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