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Wiregrass Ecological Associates Gopher Tortoise Recipient Site Agreement GOPHER TORTOISE RECIPIENT SITE AGREEMENT THIS GOPHER TORTOISE RECIPIENT SITE AGREEMENT (hereinafter`'Agreement") is made this 7 day of /4/9/(tiiy , 2017. by and between Wiregrass Ecological Associates, LLC, (hereinafter "WEA"), whose mailing address is 2897 South Jefferson Street, Monticello, Florida 32344 and Collier County Florida. a political subdivision of the State of Florida (hereinafter "Client") whose mailing address is 3335 Tamiami Trail East. Naples, Florida 34112 (hereinafter collectively the "Parties"). WITNESSETH: WHEREAS, WEA maintains the Apalachicola National Forest Research Recipient Site (hereinafter referred to as the "Recipient Site"); a gopher tortoise recipient site located in Leon County, Florida that has been approved for the release of gopher tortoises and commensal species by the Florida Fish and Wildlife Conservation Commission: WHEREAS, WEA agrees to provide area within the recipient site and Client (or approved agents of the client) agrees to provide gopher tortoises from a permitted relocation project with the Florida Fish and Wildlife Conservation Commission. Client (or agents of the client) agrees to the terms and conditions below to be used to relocate gopher tortoises and commensal species associated with the proposed development of a project known as Gordon River Greenway Tortoises (hereinafter "Project") WHEREAS,the acreage of lands to be reserved from WEA has been determined by Client (or agent of the client) based on an estimated 28 gopher tortoises: and WHEREAS. WEA requires as part of this Agreement for Client (or agent of the client) to remit this Agreement to WEA in order to allow Client (or agent of the client)to submit the recipient site information for the offsite relocation permit; NOW, THEREFORE, in consideration of the premises and of the mutual covenants hereinafter contained, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties hereto, each intending to be legally bound, do hereby warrant and agree as follows: TERMS OF AGREEMENT 1. Payment. The price per tortoise is Eight Hundred dollars ($800.00) payable in check or cashier's check to the Fish and Wildlife Foundation of Florida (hereinafter "FWFF"). whose mailing address is Post Office Box 11010. Tallahassee. Florida 32302. There will be no fee for tortoises with a carapace less than 130mm. Should only tortoises with a carapace less than 130mm be captured, WEA will charge a pick-up and delivery fee of Five Hundred Dollars ($500.00). WEA does not require a deposit. Payment will be made upon receipt of a proper invoice and upon approval by the Project Manager, or her designee, and in compliance with Chapter 218, Florida Statutes, also known as the 'Local Government Prompt Payment Act." Payment shall be accompanied by a completed "Gopher Tortoise 1 of 8 Conservation Fund Recipient Site Fee Deposit Form" found in this Agreement as Appendix 1. WEA shall be responsible for securing distribution of all funds and payments from the FWFF. 2. Late Fee Invoices past payment due date will be subject to interest in accordance with Chapter 218, Florida Statutes, also known as the "Local Government Prompt Payment Act." 3. Recipient Site Reservation. WEA will provide the necessary reservation letter and coordination with recipient site owners. The aforementioned per tortoise fee of $800.00 is only valid through March 31, 2017. If the FWC gopher tortoise relocation permit is received prior to or on March 31, 2017. the agreed upon tortoise fee is valid for the duration of the permit. If WEA does not receive a copy of the FWC gopher tortoise relocation permit by that date, that fee is subject to change: any increase in the amount of the fee. however, shall only be binding if the parties mutually amend this Agreement in writing WEA does not guarantee the per tortoise fee after March 31, 2017. 4. Permit and Completion Report. Client (or agents of the client) agrees to provide WEA with a signed copy of the relocation permit prior to initial delivery of gopher tortoises. Client (or agent of the client) also agrees to provide WEA with a copy of the completion report. This information is necessary for our reporting requirements with the Florida Fish and Wildlife Conservation Commission. Failure to do so can result in the denial of any future requests for use of the recipient site. 5. Gopher Tortoise Release. WEA will release the gopher tortoises into the designated portion of the area of the recipient site. WEA will also provide starter burrows for each gopher tortoise. as needed. 6 Reservation Time Frame: WEA will reserve the Client's (or agents of the clients) release area within the area for the duration of time associated with the gopher tortoise relocation permit up to one(1)year after the issuance of the permit. Upon one(1)year after the original issuance of the relocation permit by FWC, WEA will no longer reserve said area unless written request is received from Client (or agent of client). If no written request is received, said release area will no longer be available. Also, if the entirety of the release area is not filled by the maximum number of gopher tortoises permitted, the remaining area will not be reserved for future relocations for the Client. or agents of the client. WEA reserves the right to use any remaining lands for other relocations. 7. Contacting of Recipient Site Landowners. The Client (or agents of the client) shall at no time. contact or attempt to contact the recipient site landowners directly or indirectly unless consent is expressly given by WEA. Should the Client (or agents of the Client) attempt to contact the recipient site Landowners directly or indirectly without expressed consent of WEA. the Client(and/or agents of the client)shall forfeit all current and/or future opportunity for gopher tortoise relocations with the recipient site Landowners. 8. Breach. If. for some reason, payments have not been conveyed to WEA by the Client (or agents of the client) for gopher tortoises received, this action will constitute a breach of the Agreement by Client, and therefore. WEA reserves the right to refuse any additional gopher 2 of 8 • tortoises until all monies have been received from the Client and notification to the Florida Fish and Wildlife Conservation Commission. This Agreement may be terminated by either party for cause upon ten (10) days' notice or by either party for convenience upon no less than thirty (30) days. advance written notice. Termination of this Agreement for cause shall include. but not be limited to. failure to suitably perform the work, failure to continuously perform the work in a manner calculated to meet or accomplish the objectives of Client as set forth in this Agreement. or multiple breach of the provisions of this Agreement notwithstanding whether any such breach was previously waived or cured. In the event this Agreement is terminated for convenience, WEA shall be paid for any services performed to the date the Agreement is terminated. 9. Applicable Law. This Agreement shall be construed and enforced in accordance with the laws of the State of Florida.. as well as in accordance with all applicable laws, statutes, including the Local Government Prompt Payment Act (218.735 and 218.76 F.S.) as amended in the 2010 legislative session, ordinances, codes, rules, regulations and requirements of any governmental agencies, which regulate or have jurisdiction over the Project or the services to be provided and performed by WEA hereunder. The venue of any action to enforce the terms of this Agreement shall be in Collier County. Florida. 10. Contracts; public records. A. CONTRACT REQUIREMENTS.—In addition to other contract requirements provided by law, each public agency contract for services entered into or amended on or after July 1, 2017, must include' (a) The following statement, in substantially the following form, identifying the contact information of the public agency's custodian of public records in at least 14-point boldfaced type: IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (b) A provision that requires the contractor to comply with public records laws. specifically to: 1. Keep and maintain public records required by the public agency to perform the service. 2. Upon request from the public agency's custodian of public records. provide the public agency with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. 3. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if the contractor 3 of 8 does not transfer the records to the public agency. 4. Upon completion of the contract, transfer, at no cost, to the public agency all public records in possession of the contractor or keep and maintain public records required by the public agency to perform the service. If the contractor transfers all public records to the public agency upon completion of the contract, the contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the contractor keeps and maintains public records upon completion of the contract, the contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the public agency. upon request from the public agency's custodian of public records, in a format that is compatible with the information technology systems of the public agency. 11. Entire Agreement. This Agreement contains the entire understanding between the Client and WEA and the Client and WEA agree that no representation was made by or on behalf of the other which is not contained in this Agreement. and that in entering into this Agreement neither relied upon any representation not especially herein contained. This Agreement shall not be binding upon the Client and WEA until executed by an officer of the Client and WEA, if applicable its corporate seal affixed, and an executed copy of the Agreement has been delivered to the Client and WEA. 12. Amendments and Waivers. This Agreement may not be amended. modified, altered, or changed in any respect whatsoever. except by a further agreement in writing duly executed by each and all of the parties hereto. No failure by Client or WEA to insist upon the strict performance of any covenant, duty. agreement or condition of this Agreement or to exercise any right or remedy upon a breach thereof shall constitute a waiver of any such breach or of such any other covenant. agreement. term or condition. Any party hereto. by notice. may but shall be under no obligation to. waive any of its rights or any conditions to its obligations hereunder, or any duty, obligation or covenants of any other party hereto. No waiver shall affect or alter this Agreement. but each and every covenant. agreement, term and condition of this Agreement shall continue in full force and effect with respect to any other then existing or subsequent breach thereof. 13. Captions; Genders. Captions used in this Agreement are for convenience of reference only and shall not affect the construction of any provision of this Agreement. Whenever used. the singular shall include the plural. the plural shall include the singular. and gender shall include all genders. 14. Partial Invalidity. In case any term of this Agreement shall be held to be invalid, illegal or unenforceable, in whole or in part. neither the validity of the remaining part of such term or the validity of any other term of this Agreement shall in any way be affected thereby. 15. Calculation of Time. Time periods of five (5) days or less shall be computed without including Saturdays. Sundays, or national legal holidays, and any time period existing on a Saturday, Sunday or national legal holiday shall be extended until 5:00 p.m. on the next business day. 4 of 8 16. Effective Date. This Agreement is effective on the date on which the last of the parties signs this Agreement. 17. Typewritten or Handwritten Provisions. Handwritten provisions and/or typewritten provisions inserted in this Agreement. which are initialed by both parties, shall control over the printed provisions in conflict therewith. 18. Counterparts. This Agreement may be executed in any number of counterparts. any one and all of which shall constitute the agreement of the parties and shall be deemed one original instrument. 19. Time is of the Essence. Time is of the essence under the terms of this Agreement. 20. INDEMNIFICATION. To the maximum extent permitted by Florida law, ESC shall indemnify and hold harmless Collier County. 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 ESC or anyone employed or utilized by ESC 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. * * * * 5 of 8 GOPHER TORTOISE CONSERVATION FUND RECIPIENT SITE FEE DEPOSIT FORM This source document must accompany all deposits and contributions to the Gopher Tortoise Conservation Fund. Mail completed form along with the deposit to: Fish E Wildlife Foundation of Florida Will Bradford, CFO Attn: Gopher Tortoise Conservation Fund P.O. Box 11010 Tallahassee, FL 32302 Date: Donor Site Project Title: County: Number of Tortoises: Name/Depositor: Address: Phone Number: ( ;i - E-mail: Total Deposit: 5 (Payable to Fish& Wildlife Foundation of Florida) Check/Warrant No.: Type of Payment (circle one}: Advance Deposit or Remainder Deposit or Full Payment *•" *************DO NOT WRITE BELOW THIS LINE************************ Receipt Date: Copy: Mr. Austin D.Carroll,acarroll@wiregrassecotogical.corn Mr. Will Bradford,witl.bradford@rnyfwc.corn Mr. Jeff Gatney,irZainey@fs.fed-us Rev.5/2016 7 of 8 * * * * IN WITNESS WHEREOF, the Parties hereto have duly executed this Agreement, to become effective as of the date and year first above written and in accordance with the terms of this Agreement. WEA: Wiregrass Ecological Associates, LLC By: � i�✓`i� Austin D. Carroll, Vice-President Executed orL 1uGTi /, 2017 Client: Collier County, Florida BOARD OF COUNTY COMMISSIONERS OF COLLIE CO TY. F IDA By: c.��/ Ted Coyman, Director Procurement Services Division Executed on o2 7" . 2017 Approved as to form and legality: Jennifer A. Belpe o. p, Assistant County R'ttorney oJ'` ,1\ 8 of 8