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Backup Documents 09/10/2013 Item #16C 8 ORIGINAL DOCUMENTS CHECKLIST & ROUTING SL1P6 C 8 TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE Print on pink paper. Attach to original document. The completed routing slip and original documents are to be forwarded to the County Attorney Office at the time the item is placed on the agenda. All completed routing slips and original documents must be received in the County Attorney Office no later than Monday preceding the Board meeting. **NEW** ROUTING SLIP Complete routing lines#1 through#2 as appropriate for additional signatures,dates,and/or information needed. If the document is already complete with the exception of the Chairman's signature,draw a line through routing lines#1 through#2,complete the checklist,and forward to the County Attorney Office. Route to Addressee(s)(List in routing order) Office Initials Date 1. 2. 3. County Attorney Office County Attorney Office (1)0)0 4. BCC Office Board of County �j�� Commissioners �La/ \ Minutes and Records Clerk of Court's Office PRIMARY CONTACT INFORMATION Normally the primary contact is the person who created/prepared the Executive Summary. Primary contact information is needed in the event one of the addressees above,may need to contact`staff for addit. nal or missing information. Name of Primary Staff Na+ o„ B 'S Pa,14. (Jt;�"ties Pivm Phone Number z.39-Zs2 Contact/ Department � aho1 Pro:v(4 Wbroyr'� Agenda Date Item was VII o/I Agenda Item Number C Approved by the BCC b Type of Document RPsol,.lto, -y t1tlPma•Qwf� < !4y^�e•.r-y Number of Original .Z('` � Attached (Au He 4 -y Documents Attached "l PO number or account number document is ao`3 '' to be recorded INSTRUCTIONS& CHECKLIST Initial the Yes column or mark"N/A"in the Not Applicable column,whichever is Yes N/A(Not appropriate. (Initial) Applicable) 1. Does the document require the chairman's original signature? NR 2. Does the document need to be sent to another agency for additional signatures? If yes, provide the Contact Information(Name;Agency;Address;Phone)on an attached sheet. v�sC 3. Original document has been signed/initialed for legal sufficiency. (All documents to be signed by the Chairman,with the exception of most letters,must be reviewed and signed t 1 i by the Office of the County Attorney. I�CX-� 4. All handwritten strike-through and revisions have been initialed by the County Attorney's Office and all other parties except the BCC Chairman and the Clerk to the Board 5. The Chairman's signature line date has been entered as the date of BCC approval of the �� document or the final negotiated contract date whichever is applicable. 6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's signature and initials are required. N� 7. In most cases(some contracts are an exception),the original document and this routing slip should be provided to the County Attorney Office at the time the item is input into SIRE. n1]? Some documents are time sensitive and require forwarding to Tallahassee within a certain ����"' time frame or the BCC's actions are nullified. Be aware of your deadlines! 8. The document was approved by the BCC on ¶/b/p (enter date)and all changes made during the meeting have been incorporated in the attached document. The County N Attorney's Office has reviewed the changes,if applicable. 9. Initials of attorney verifying that the attached document is the version approved by the BCC,all changes directed by the BCC have been made,and the document is ready for the fei Chairman's signature. ` I:Forms/County Forms/BCC Forms/Original Documents Routing Slip WWS Original 9.03.04,Revised 1.26.05,Revised 2.24.05;Revised 11/30/12 16 C8 Please mail originals to: Attn: Jeanna Dean Parsons Brinckerhoff 2202 North West Shore Blvd. Suite 300 Tampa, FL 33607 „ 16 tat County of Collier C8 CLERK OF THE!CIRCUIT COURT Dwight E. Brock COLLIER COUI Y COU1THOUSE Clerk of Courts Clerk of Courts 3315 TAMIAMI TRL E STE 1024 P.O. BOX 413044 Accountant NAPLES, FLORIDA NAPLES, Auditor , FLORIDA 34112-5324 34101-3044 Custodian of County Funds October 4, 2013 Jeanna Dean Parsons Brinckerhoff 2202 N. West Shore Blvd. Suite 300 Tampa, FL 33607 Re: Resolution 2013-175: Authorizing the Chairwoman of the Collier County Board of County Commissioners to execute a Utility Work by Highway Contractor Agreement and a Memorandum of Agreement with Florida Department of Transportation and Department of Financial Services Division of Treasury Ms. Dean, Attached for further processing and per the direction of Collier County's Public Utilities Department are three (3) original copies and one (1) certified copy of the resolution referenced above; and four (4) original copies of a UWHC Agreement and Memorandum of Agreement adopted/approved by the Collier County Board of County Commissioners on September 10, 2013. If you have any questions, please contact Nathan Beals with the Collier County Public Utilities Planning and Project Management Department at 239-252-2583. If you require further information from this office, you may contact me at 239-252-8406. Thank you. DWIGHT E. BROCK, CLERK Ann Jennejohn, Deputy Clerk Attachments (4) Phone- (239) 252-2646 Fax- (239) 252-2755 Website- www.CollierClerk.com Email- CollierClerk @collierclerk.com t 6 C8 °I.° DWIGHT E. BRQK CLERK OF THE CIRCUIT COURT COLLIER COUNTY COURTHOUSE COMPLEX 330!TAMIAMI TRAIL EAST P.O. BOX 4!3044 .. NAPLES,FLORIDA,34101-3044 i s Parsons Brinckerhoff Attn: Jeanna Dean 2202 N. West Shore Blvd. Ste 300 Tampa, FL 33607 } i I y STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 16 C8 RESOLUTION No. 201 3-1 75 Form No UTILITY AGREEMENT Uti�ities Rev.00/00 Financial Project ID: 415621-3-56-01 Federal Project ID: County/Section No: Collier State Road No. 90 District Document No: Utility Agency/Owner(UAO): Collier County Water-Sewer District WHEREAS, the STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION, hereinafter referred to as the "FDOT", proposes to construct or reconstruct a transportation facility identified above, hereinafter referred to as the "Project"; and WHEREAS, in order for the FDOT to proceed with the Project, it is necessary for Collier County Water-Sewer District, hereinafter referred to as the"UAO", to execute and deliver to the FDOT the agreement identified as Utility Work by Highway Contractor Agreement(At Utility Expense),hereinafter referred to as the"Agreement"; NOW,THEREFORE, BE IT RESOLVED BY THE UAO: That Georgia A. Hiller, Chair of the Collier County Board of County Commissioners and ex-officio the governing board of the Collier County Water-Sewer District be hereby authorized and directed to execute and deliver the Agreement to the FDOT. A certified copy of this Resolution is to be forwarded to the FDOT along with the executed Agreement. THIS RESOLUTION ADOPTED after motion, second, and majority vote favoring same,.by the UAO, ttris 0th day of September 2013. �r,A ti ATTEST: BOARD OF COUNTY /COMMISSIONERS, J COMER::,`COUNTY DWIGHT'E. BROCK, CLEM FLORIDA, AS THE GOV'RNING BODY OF t LLIER C.QUNTY AND EX-OFFICI2 H GOV'RNING BOARD OF 41E,GOLLIER COUNTY By a`v.e ® WATER-` R ISTR CT fig '>>�^ Attest ,„„, 1711RK sign ft By: 1.54/. Gear,'is '. Hiller, Esq., CHAIRWOMAN Approval for form and t Teach Deputy County Attorney 16C8 710-010-L STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION UTILITIES UTILITY WORK BY HIGHWAY CONTRACTOR AGREEMENT °GC-0502 (AT UTILITY EXPENSE) Financial Project ID:415621-3-56-01- Federal Project ID: County:Collier State Road No.:90 District Document No: 1 Utility Agency/Owner(UAO): COLLIER COUNTY THIS AGREEMENT, entered into this day of , year of by and between the STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION, hereinafter referred to as the "FOOT', and COLLIER COUNTY, hereinafter referred to as the"UAO"; WITNESSETH: WHEREAS, the FDOT, is constructing, reconstructing, or otherwise changing a portion of a public road or publicly owned rail corridor, said project being identified as US 41 from Greenwav to Six L's Farm, State Road No.:90, hereinafter referred to as the"Project'; and WHEREAS, the UAO owns or desires to install certain utility facilities which are located within the limits of the Project hereinafter referred to as the"Facilities" (said term shall be deemed to include utility facilities as the same may be relocated,adjusted, installed,or placed out of service pursuant to this Agreement);and WHEREAS, the Project requires the location (vertically and/or horizontally), protection, relocation, installation, adjustment or removal of the Facilities,or some combination thereof, hereinafter referred to as"Utility Work";and WHEREAS, the FDOT and the UAO desire to enter into a joint agreement pursuant to Section 337.403(1)(b), Florida Statutes for the Utility Work to be accomplished by the FDOT's contractor as part of the construction of the Project; and WHEREAS,the UAO, pursuant to the terms and conditions hereof,will bear certain costs associated with the Utility Work; NOW, THEREFORE, in consideration of the premises and the mutual covenants contained herein, the FOOT and the UAO hereby agree as follows: 1. Design of Utility Work a. UAO shall prepare, at UAO's sole cost and expense, a final engineering design, plans, technical special provisions, a cost estimate, and a contingency Utility Work Schedule (said contingency schedule to be used in the case of a bid rejection) for the Utility Work(hereinafter referred to as the"Plans Package")on or before Dec.20.year of 2013. b. The Plans Package shall be in the same format as the FDOT's contract documents for the Project and shall be suitable for reproduction. c. Unless otherwise specifically directed in writing, the Plans Package shall include any and all activities and work effort required to perform the Utility Work, including but not limited to, all clearing and grubbing, survey work and shall include a traffic control plan. d. The Plans Package shall be prepared in compliance with the FDOT's Utility Accommodation Manual and the FDOT's Plans Preparation Manual in effect at the time the Plans Package is prepared, and the FDOT's contract documents for the Project. If the FDOT's Plans Preparation Manual has been updated and conflicts with the Utility Accommodation Manual, the Utility Accommodation Manual shall apply where such conflicts exist. e. The technical special provisions which are a part of the Plans Package shall be prepared in accordance with the FDOT's guidelines on preparation of technical special provisions and shall Page 1of10 16 C8 7,0.0,..z STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION ununes UTILITY WORK BY HIGHWAY CONTRACTOR AGREEMENT occ-05n2 (AT UTILITY EXPENSE) not duplicate or change the general contracting provisions of the FDOT's Standard Specifications for Road and Bridge Construction and any Supplemental Specifications, Special Provisions, or Developmental Specifications of the FDOT for the Project. f. UAO shall provide a copy of the proposed Plans Package to the FDOT,and to such other right of way users as designated by the FDOT, for review at the following stages: Phase III and Phase IV. Prior to submission of the proposed Plans Package for review at these stages,the UAO shall send the FOOT a work progress schedule explaining how the UAO will meet the FDOT's production schedule. The work progress schedule shall include the review stages, as well as other milestones necessary to complete the Plans Package within the time specified in Subparagraph a. above. g. In the event that the FDOT finds any deficiencies in the Plans Package during the reviews performed pursuant to Subparagraph f. above, the FDOT will notify the UAO in writing of the deficiencies and the UAO will correct the deficiencies and return corrected documents within the time stated in the notice. The FDOT's review and approval of the documents shall not relieve the UAO from responsibility for subsequently discovered errors or omissions. h. The FOOT shall furnish the UAO such information from the FDOT's files as requested by the UAO; however, the UAO shall at all times be and remain solely responsible for proper preparation of the Plans Package and for verifying all information necessary to properly prepare the Plans Package, including survey information as to the location (both vertical and horizontal) of the Facilities. The providing of information by the FOOT shall not relieve the UAO of this obligation nor transfer any of that responsibility to the FOOT. The Facilities and the Utility Work will include all utility facilities of the UAO which are located within the limits of the Project, except as generally summarized as follows: NA.These exceptions shall be handled by separate arrangement. If any facilities of the UAO located within the project limits are discovered after work on the project commences to be qualified for relocation at the FDOT's expense, but not previously identified as such, the UAO shall file a claim with the FDOT for recovery of the cost of relocation thereof. The filing of the claim shall not necessarily entitle the UAO to payment,and resolution of the claim shall be based on a determination of fault for the error. The discovery of facilities not previously identified as being qualified for relocation at the FOOT'S expense shall not invalidate this Agreement. k. The UAO shall fully cooperate with all other right of way users in the preparation of the Plans Package. Any conflicts that cannot be resolved through cooperation shall be resolved in the manner determined by the FDOT. Upon completion of the Utility Work, the Facilities shall be deemed to be located on the public road or publicly owned rail corridor under and pursuant to the Utility Permit:TBD (Note: It is the intent of this line to allow either attachment of or separate reference to the permit). 2. Performance of Utility Work a. The FOOT shall incorporate the Plans Package into its contract for construction of the Project. b. The FOOT shall procure a contract for construction of the Project in accordance with the FDOT's requirements. c. If the portion of the bid of the contractor selected by the FOOT which is for performance of the Utility Work exceeds the FDOT's official estimate for the Utility Work by more than ten percent Page 2 of 10 16 C8 ova STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION uTiLm a TILITIE6 UTILITY WORK BY HIGHWAY CONTRACTOR AGREEMENT -ay12 (AT UTILITY EXPENSE) (10%) and the FDOT does not elect to participate in the cost of the Utility Work pursuant to Section 337.403(1)(b), Florida Statutes, the UAO may elect to have the Utility Work removed from the FDOT's contract by notifying the FDOT in writing within IQ days from the date that the UAO is notified of the bid amount. Unless this election is made, the Utility Work shall be performed as part of the Project by the FDOT's contractor. d. If the UAO elects to remove the Utility Work from the FDOT's contract in accordance with Subparagraph 2. c., the UAO shall perform the Utility Work separately pursuant to the terms and conditions of the FDOT's standard relocation agreement, the terms and conditions of which are incorporated herein for that purpose by this reference, and in accordance with the contingency relocation schedule which is a part of the Plans Package. The UAO shall proceed immediately with the Utility Work so as to cause no delay to the FDOT or the FDOT's contractor in constructing the Project. e. The UAO shall perform all engineering inspection, testing, and monitoring of the Utility Work to insure that it is properly performed in accordance with the Plans Package, except for the following activities: NA and will furnish the FDOT with daily diary records showing approved quantities and amounts for weekly, monthly, and final estimates in accordance with the format required by FDOT procedures. f. Except for the inspection, testing, monitoring, and reporting to be performed by the UAO in accordance with Subparagraph 2. e., the FDOT will perform all contract administration for its construction contract. g. The UAO shall fully cooperate with the FOOT and the FOOT's contractor in all matters relating to the performance of the Utility Work. h. The FDOT's engineer has full authority over the Project and the UAO shall be responsible for coordinating and cooperating with the FDOT's engineer. In so doing, the UAO shall make such adjustments and changes in the Plans Package as the FDOT's engineer shall determine are necessary for the prosecution of the Project. The UAO shall not make any changes to the Plans Package after the date on which the FDOT's contract documents are mailed for advertisement of the Project unless those changes fall within the categories of changes which are allowed by supplemental agreement to the FDOT's contract pursuant to Section 337.11, Florida Statutes. All changes, regardless of the nature of the change or the timing of the change, shall be subject to the prior approval of the FDOT. 3. Cost of Utility Work a. The UAO shall be responsible for all costs of the Utility Work and all costs associated with any adjustments or changes to the Utility Work determined by the FOOT's engineer to be necessary, including, but not limited to the cost of changing the Plans Package and the increase in the cost of performing the Utility Work, unless the adjustments or changes are necessitated by an error or omission of the FDOT. The UAO shall not be responsible for the cost of delays caused by such adjustments or changes unless they are attributable to the UAO pursuant to Subparagraph 4.a. b. The initial estimate of the cost of the Utility Work is $2.900,000.00. At such time as the FDOT prepares its official estimate, the FDOT shall notify the UAO of the amount of the official estimate for the Utility Work. Upon being notified of the official estimate, the UAO shall have five (5) working days within which to accept the official estimate for purposes of making deposits and for determining any possible contribution on the part of the FDOT to the cost of the Utility Work, or to elect to have the Utility Work removed from the FOOT's contract and performed separately pursuant to the terms and conditions set forth in Subparagraph 2.d. hereof. Page 30110 Cq b C8 STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 710-010-22 uTames UTILITY WORK BY HIGHWAY CONTRACTOR AGREEMENT 00C-05/12 (AT UTILITY EXPENSE) c. At least Thirty (30)calendar days prior to the date on which the FDOT advertises the Project for bids, the UAO will pay to the FDOT an amount equal to the FDOT's official estimate; plus?%for mobilization of equipment for the Utility Work,additional maintenance of traffic costs for the Utility Work, administrative costs of field work, tabulation of quantities, Final Estimate processing and Project accounting(said amounts are to be hereinafter collectively referred to as the Allowances); plus 10% of the official estimate for a contingency fund to be used as hereinafter provided for changes to the Utility Work during the construction of the Project(the Contingency Fund). d. Payment of the funds pursuant to this paragraph will be made(choose one): ❑ directly to the FOOT for deposit into the State Transportation Trust Fund. as provided in the attached Memorandum of Agreement between UAO, FOOT and the State of Florida, Department of Financial Services, Division of Treasury. Deposits of less than $100,000.00 must be pre-approved by the Department of Financial Services and FDOT Comptroller's Office prior to execution of this agreement. e. If the portion of the contractor's bid selected by the FDOT for performance of the Utility Work exceeds the amount of the deposit made pursuant to Subparagraph c. above,then subject to and in accordance with the limitations and conditions established by Subparagraph 2. c. hereof regarding FOOT participation in the cost of the Utility Work and the UAO's election to remove the Utility Work from the Project, the UAO shall, within fourteen (14)calendar days from notification from the FOOT or prior to posting of the accepted bid, whichever is earlier, pay an additional amount to the FDOT to bring the total amount paid to the total obligation of the UAO for the cost of the Utility Work, plus Allowances and 10%Contingency Fund. The FDOT will notify the UAO as soon as it becomes apparent the accepted bid amount plus allowances and contingency is in excess of the advance deposit amount; however, failure of the FDOT to so notify the UAO shall not relieve the UAO from its obligation to pay for its full share of project costs on final accounting as provided herein below. In the event that the UAO is obligated under this Subparagraph 3.e.to pay an additional amount and the additional amount that the UAO is obligated to pay does not exceed the Contingency Fund already on deposit, the UAO shall have sixty (60) calendar days from notification from the FDOT to pay the additional amount, regardless of when the accepted bid is posted. f. If the accepted bid amount plus allowances and contingency is less than the advance deposit amount, the FOOT will refund the amount that the advance deposit exceeds the bid amount, plus allowances and contingency if such refund is requested by the UAO in writing and approved by the Comptroller of the FOOT or his designee. g. Should contract modifications occur that increase the UAO's share of total project costs, the UAO will be notified by the FOOT accordingly. The UAO agrees to provide, in advance of the additional work being performed,adequate funds to ensure that cash on deposit with the FOOT is sufficient to fully fund its share of the project costs. The FOOT shall notify the UAO as soon as it becomes apparent the actual costs will overrun the award amount; however, failure of the FOOT to so notify the UAO shall not relieve the UAO from its obligation to pay for its full share of project costs on final accounting as provided herein below. h. The FDOT may use the funds paid by the UAO for payment of the cost of the Utility Work. The Contingency Fund may be used for increases in the cost of the Utility Work which occur because of quantity overruns or because of adjustments or changes in the Utility Work made pursuant to Subparagraph 2. h. Prior to using any of the Contingency Fund, the FOOT will obtain the written concurrence of the person delegated that responsibility by written notice from the UAO. The delegatee shall respond immediately to all requests for written concurrence. If the delegatee refuses to provide written concurrence promptly and the FOOT determines that the work is necessary, the FOOT may proceed to perform the work and recover the cost thereof pursuant to Page 4of10 16 C8 STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 710-010-Z UTiLfTIES UTILITY WORK BY HIGHWAY CONTRACTOR AGREEMENT OGG-05112 (AT UTILITY EXPENSE) the provisions of Section 337.403(3), Florida Statutes. In the event that the Contingency Fund is depleted, the UAO shall, within fourteen(14)calendar days from notification from the FDOT, pay to the FDOT an additional 10%of the total obligation of the UAO for the cost of the Utility Work established under Subparagraph 3.e.for future use as the Contingency Fund. Upon final payment to the Contractor, the FOOT intends to have its final and complete accounting of all costs incurred in connection with the work performed hereunder within three hundred sixty (360) days. All project cost records and accounts shall be subject to audit by a representative of the UAO for a period of three(3)years after final close out of the Project. The UAO will be notified of the final cost. Both parties agree that in the event the final accounting of total project costs pursuant to the terms of this agreement is less than the total deposits to date,a refund of the excess will be made by the FOOT to the UAO in accordance with Section 215.422, Florida Statutes. In the event said final accounting of total project costs is greater than the total deposits to date, the UAO will pay the additional amount within forty(40)calendar days from the date of the invoice. The UAO agrees to pay interest at a rate as established pursuant to Section 55.03, Florida Statutes, on any invoice not paid within the time specified in the preceding sentence until the invoice is paid. 4. Claims Against UAO a. The UAO shall be responsible for all costs incurred as a result of any delay to the FOOT or its contractors caused by errors or omissions in the Plans Package(including inaccurate location of the Facilities)or by failure of the UAO to properly perform its obligations under this Agreement in a timely manner. b. In the event the FDOT's contractor provides a notice of intent to make a claim against the FOOT relating to the Utility Work, the FDOT will notify the UAO of the notice of intent and the UAO will thereafter keep and maintain daily field reports and all other records relating to the intended claim. c. In the event the FDOT's contractor makes any claim against the FOOT relating to the Utility Work, the FDOT will notify the UAO of the claim and the UAO will cooperate with the FOOT in analyzing and resolving the claim within a reasonable time. Any resolution of any portion of the claim directly between the UAO and the FDOT's contractor shall be in writing, shall be subject to written FDOT concurrence and shall specify the extent to which it resolves the claim against the FOOT. d. The FDOT may withhold payment of surplus funds to the UAO until final resolution(including any actual payment required) of all claims relating to the Utility Work. The right to withhold shall be limited to actual claim payments made by the FOOT to the FDOT's contractor. 5. Out of Service Facilities No Facilities shall be placed out of service unless specifically identified as such in the Plans. The following terms and conditions shall apply to Facilities placed Out-of-Service: a. The UAO acknowledges its present and continuing ownership of and responsibility for out of service Facilities. b. The FOOT agrees to allow the UAO to leave the Facilities within the right of way subject to the continuing satisfactory performance of the conditions of this Agreement by the UAO. In the event of a breach of this Agreement by the UAO, the Facilities shall be removed upon demand from the FDOT in accordance with the provisions of Subparagraph e. below. c. The UAO shall take such steps to secure the Facilities and otherwise make the Facilities safe in accordance with any and all applicable local, state or federal laws and regulations and in Page 5 of 10 Cq � 16C8 710-010-2 STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION UTILITIES UTILITY WORK BY HIGHWAY CONTRACTOR AGREEMENT -05'12 (AT UTILITY EXPENSE) accordance with the legal duty of the UAO to use due care in its dealings with others. The UAO shall be solely responsible for gathering all information necessary to meet these obligations. d. The UAO shall keep and preserve all records relating to the Facilities, including, but not limited to, records of the location, nature of, and steps taken to safely secure the Facilities and shall promptly respond to information requests of the FOOT or other permittees using or seeking use of the right of way. e. The UAO shall remove the Facilities at the request of the FOOT in the event that the FDOT determines that removal is necessary for FDOT use of the right of way or in the event that the FDOT determines that use of the right of way is needed for other active utilities that cannot be otherwise accommodated in the right of way. Removal shall be at the sole cost and expense of the UAO and without any right of the UAO to object or make any claim of any nature whatsoever with regard thereto. Removal shall be completed within the time specified in the FDOT's notice to remove. In the event that the UAO fails to perform the removal properly within the specified time, the FDOT may proceed to perform the removal at the UAO's expense pursuant to the provisions of Sections 337.403 and 337.404, Florida Statutes. f. Except as otherwise provided in Subparagraph e. above, the UAO agrees that the Facilities shall forever remain the legal and financial responsibility of the UAO. The UAO shall reimburse the FDOT for any and all costs of any nature whatsoever resulting from the presence of the Facilities within the right of way. Said costs shall include, but shall not be limited to, charges or expenses which may result from the future need to remove the Facilities or from the presence of any hazardous substance or material in or discharging from the Facilities. Nothing in this paragraph shall be interpreted to require the UAO to indemnify the FDOT for the FDOT's own negligence; however, it is the intent that all other costs and expenses of any nature be the responsibility of the UAO. 6. Default a. In the event that the UAO breaches any provision of this Agreement, then in addition to any other remedies which are otherwise provided for in this Agreement, the FOOT may exercise one or more of the following options, provided that at no time shall the FDOT be entitled to receive double recovery of damages: (1) Terminate this Agreement if the breach is material and has not been cured within sixty (60)days from written notice thereof from FDOT. (2) Pursue a claim for damages suffered by the FOOT. (3) If the Utility Work is reimbursable under this Agreement, withhold reimbursement payments until the breach is cured. The right to withhold shall be limited to actual claim payments made by FDOT to third parties. (4) If the Utility Work is reimbursable under this Agreement, offset any damages suffered by the FDOT or the public against payments due under this Agreement for the same Project. The right to offset shall be limited to actual claim payments made by FOOT to third parties. (5) Suspend the issuance of further permits to the UAO for the placement of Facilities on FDOT property if the breach is material and has not been cured within sixty (60) days from written notice thereof from FDOT. (6) Pursue any other remedies legally available. (7) Perform any work with its own forces or through contractors and seek repayment for the Page 6 of 10 0 16 C8 STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 710-010-Z UMRIES UTILITY WORK BY HIGHWAY CONTRACTOR AGREEMENT OGC-O&12 (AT UTILITY EXPENSE) cost thereof under Section 337.403(3), Florida Statutes. b. In the event that the FDOT breaches any provision of this Agreement, then in addition to any other remedies which are otherwise provided for in the Agreement,the UAO may exercise one or more of the following options: (1) Terminate this Agreement if the breach is material and has not been cured within sixty (60)days from written notice thereof from the UAO. (2) If the breach is a failure to pay an invoice for Utility Work which is reimbursable under this Agreement, pursue any statutory remedies that the UAO may have for failure to pay invoices. (3) Pursue any other remedies legally available. c. Termination of this Agreement shall not relieve either party from any obligations it has pursuant to other agreements between the parties nor from any statutory obligations that either party may have with regard to the subject matter hereof. 7. Force Majeure Neither the UAO nor the FDOT shall be liable to the other for any failure to perform under this Agreement to the extent such performance is prevented by an act of God, war, riots, natural catastrophe, or other event beyond the control of the non-performing party and which could not have been avoided or overcome by the exercise of due diligence; provided that the party claiming the excuse from performance has (a) promptly notified the other party of the occurrence and its estimate duration, (b) promptly remedied or mitigated the effect of the occurrence to the extent possible, and (c) resumed performance as soon as possible. 8. Indemnification FOR GOVERNMENT-OWNED UTILITIES, To the extent provided by law, the UAO shall indemnify, defend, and hold harmless the FDOT and all of its officers, agents, and employees from any claim, loss, damage, cost, charge, or expense arising out of any acts, action, error, neglect, or omission by the UAO, its agents, employees, or contractors during the performance of the Agreement,whether direct or indirect, and whether to any person or property to which FDOT or said parties may be subject, except that neither the UAO, its agents, employees, or contractors will be liable under this section for damages arising out of the injury or damage to persons or property directly caused by or resulting from the negligence of the FDOT or any of its officers, agents, or employees during the performance of this Agreement. When the FDOT receives a notice of claim for damages that may have been caused by the UAO in the performance of services required under this Agreement, the FOOT will immediately forward the claim to the UAO. The UAO and the FDOT will evaluate the claim and report their findings to each other within fourteen (14) working days and will jointly discuss options in defending the claim. After reviewing the claim, the FDOT will determine whether to require the participation of the UAO in the defense of the claim or to require the UAO to defend the FOOT in such claim as described in this section. The FDOT's failure to notify the UAO of a claim shall not release the UAO from any of the requirements of this section. The FDOT and the UAO will pay their own costs for the evaluation, settlement negotiations, and trial, if any. However, if only one party participates in the defense of the claim at trial, that party is responsible for all costs. FOR NON-GOVERNMENT-OWNED UTILITIES, The UAO shall indemnify, defend, and hold harmless the FOOT and all of its officers, agents, and Page 7 of 10 16C8 STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 710.010-Z urnmes UTILITY WORK BY HIGHWAY CONTRACTOR AGREEMENT OGC-05/12 (AT UTILITY EXPENSE) employees from any claim, loss, damage, cost, charge, or expense arising out of any acts, action, error, neglect, or omission by the UAO, its agents, employees, or contractors during the performance of the Agreement, whether direct or indirect, and whether to any person or property to which FDOT or said parties may be subject, except that neither the UAO, its agents, employees, or contractors will be liable under this section for damages arising out of the injury or damage to persons or property directly caused by or resulting from the negligence of the FOOT or any of its officers, agents, or employees during the performance of this Agreement. The UAO's obligation to indemnify, defend, and pay for the defense or at the FDOT's option, to participate and associate with the FOOT in the defense and trial of any damage claim or suit and any related settlement negotiations, shall arise within fourteen (14)days of receipt by the UAO of the FDOT's notice of claim for indemnification to the UAO. The notice of claim for indemnification shall be served by certified mail. The UAO's obligation to defend and indemnify within fourteen (14) days of such notice shall not be excused because of the UAO's inability to evaluate liability or because the UAO evaluates liability and determines the UAO is not liable or determines the FDOT is solely negligent. Only a final adjudication of judgment finding the FDOT solely negligent shall excuse performance of this provision by the UAO. The UAO shall pay all costs and fees related to this obligation and its enforcement by the FDOT. The FDOT's delay in notifying the UAO of a claim shall not release UAO of the above duty to defend. 9. Miscellaneous a. Time is of essence in the performance of all obligations under this Agreement. b. The Facilities shall at all times remain the property of and be properly protected and maintained by the UAO in accordance with the current Utility Accommodation Manual in effect at the time the Plans Package is prepared and the current utility permit for the Facilities; provided, however, that the UAO shall not be obligated to protect or maintain any of the Facilities to the extent the FDOT's contractor has that obligation as part of the Utility Work pursuant to the FDOT's specifications. c. The FDOT may unilaterally cancel this Agreement for refusal by the UAO to allow public access to all documents, papers, letters, or other material subject to the provisions of Chapter 119, Florida Statutes,and made or received by the UAO in conjunction with this Agreement. d. This Agreement constitutes the complete and final expression of the parties with respect to the subject matter hereof and supersedes all prior agreements, understandings, or negotiations with respect thereto, except that the parties understand and agree that the FDOT has manuals and written policies and procedures which may be applicable at the time of the Project and the relocation of the Facilities. e. This Agreement shall be governed by the laws of the State of Florida. Any provision hereof found to be unlawful or unenforceable shall be severable and shall not affect the validity of the remaining portions hereof. f. All notices required pursuant to the terms hereof may be sent by first class United States Mail, facsimile transmission, hand delivery, or express mail and shall be deemed to have been received by the end of five business days from the proper sending thereof unless proof of prior actual receipt is provided. The UAO shall have a continuing obligation to notify each District of the FDOT of the appropriate persons for notices to be sent pursuant to this Agreement. Unless otherwise notified in writing, notices shall be sent to the following addresses: If to the UAO: Nathan Beals-Collier County Public Works 3339 Tamiami Trail East-Suite 303 Page 8 of 10 S C 04 STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 71a-070-Y. UTILITIES UTILITY WORK BY HIGHWAY CONTRACTOR AGREEMENT OGC-05112 (AT UTILITY EXPENSE) Naples, FL 34112 If to the FDOT: Gary Beagles-Utilities Supervisor 801 N. Broadway Bartow, FL 33830 10. Certification This document is a printout of an FDOT form maintained in an electronic format and all revisions thereto by the UAO in the form of additions, deletions, or substitutions are reflected only in an Appendix entitled Changes To Form Document and no change is made in the text of the document itself. Hand notations on affected portions of this document may refer to changes reflected in the above-named Appendix but are for reference purposes only and do not change the terms of the document. By signing this document, the UAO hereby represents that no change has been made to the text of this document except through the terms of the appendix entitled Changes to Form Document. You MUST signify by selecting or checking which of the following applies: ® No changes have been made to this Form Document and no Appendix entitled "Changes to Form Document"is attached. �1 El No changes have been made to this Form Document, but changes are included.di fad.attached. Appendix entitled"Changes to Form Document." L _ IN WITNESS WHEREOF,the parties hereto have exec .ed this Agreement effective the day And year first written. d of Comm' -sioners of UTILITY: ,CO IE COUNTY _ the Ex—Officio Governing-'Body of th C411' -r County Water—Sewer District BY:(Signature) �. DATEr: I c' r , 1):1 (Typed Name: Georgia A. Hiller ) (Typed Title:_ Gbairwoman, Board of County Commissioners Recommend Approval by the District Utility Office BY:(Signature) DATE: FOOT Legal review BY:(Signature) DATE: District Counsel STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION BY:(Slgnatprq3c; DATE: (Typed Name;Chrig Smith ) ATTEST Page 9 of 10 DWIGHT E. BROCK CLERK ppr; ed f. an. legality BY C .w4 'Attest as to ) a „u R.Teach,Deputy ty County Attorney r A cinnaturn only. F6C8 41 STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 710-010. UTiLRIES UTILITY WORK BY HIGHWAY CONTRACTOR AGREEMENT ()cc-05/12 (AT UTILITY EXPENSE) T • = • Title: Direct•r T -ns tion Dev=to•ment FEDERAL HIGHWAY ADMINISTRATION(if applicable) BY: DATE: (Typed Name: (Typed Title: ) Pop 1Oofi CA( 1 6 C 8 STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 710-010-08 UTITIES REQUIRED CONTRACT PROVISIONS FOR FEDERAL AID CONTRACTS ocoo1n3 (Appendix A of Assurances) `.t Financial Project ID:415621-3-52-01 Federal Project ID: County: COLLIER State Road No.: 90 District Document No: 3 Utility Agency/Owner(UAO): COLLIER COUNTY During the performance of this Agreement,the Utility Agency Owner(UAO),for itself,its assignees and successors in interest(hereinafter referred to as the UAO), agrees as follows: (1) Compliance with Regulations: The UAO will comply with the Regulations of the FLORIDA DEPARTMENT OF TRANSPORTATION(hereinafter referred to as the DEPARTMENT)relative to nondiscrimination in Federally-assisted programs of the DEPARTMENT (Title 49, Code of Federal Regulations, Part 21, hereinafter referred to as the'Regulations"),which are herein incorporated by reference and made a part of this contract. (2) Nondiscrimination: The UAO,with regard to the work performed by it after award and prior to completion of the UAO work,will not discriminate on the ground of race, color or national origin in the selection and retention of subcontractors,including procurement of materials or leases of equipment. The UAO will not participate either directly or indirectly in the discrimination prohibited by Section 21.5 of the Regulations,including employment practices when the contract covers a program set forth in Appendix A&B of the Regulations. (3) Solicitations: In all solicitations either by competitive bidding or negotiation made by the UAO for work to be performed under a subcontract, including procurement of materials and leases of equipment, each potential subcontractor or supplier shall be notified by the UAO of the UAO's obligations under this contract and the Regulations relative to nondiscrimination on the ground of race,color or national origin. (4) "Buy America"Material Certification Requirements:The UAO will only use steel and iron produced in the United States, in accordance with the Buy America provisions of 23 CFR 635.410, as amended. The UAO will ensure that all manufacturing processes for this material occur in the United States. As used in this provision, a manufacturing process is any process that modifies the chemical content, physical shape or size, or final finish of a product, beginning with the initial melding and mixing and continuing through the bending and coating stages. A manufactured steel or iron product is complete only when all grinding,drilling,welding,finishing and coating have been completed.If a domestic product is taken outside the United States for any process,it becomes foreign source material. These requirements are applicable to all steel and iron materials incorporated into the finished work, but are not applicable to steel and iron items that are not incorporated into the finished work.The UAO will provide a certification from the producer of steel or iron,or any product containing steel or iron as a component, stating that all steel or iron furnished or incorporated into the furnished product was manufactured in the United States in accordance with the requirements of this specification and the Buy America provisions of 23 CFR 635.410,as amended.Such certification shall also include a statement that the product was produced entirely within the United States. The UAO will furnish each such certification to the Florida Department of Transportation prior to incorporating the material into the project. (5) Information and Reports: The UAO 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 the Federal Highway Administration to be pertinent to ascertain compliance with such Regulations,orders and instructions. Where any information required of the UAO is in the exclusive possession of another who fails or refuses to furnish this information, the UAO shall so certify to the DEPARTMENT or the Federal Highway Administration as appropriate,and shall set forth what efforts it has made to obtain the information. (6) Sanctions for Noncompliance: In the event of the UAO's noncompliance with the nondiscrimination provisions of paragraphs(1)through(4),the DEPARTMENT shalt impose such contract sanctions as it or the Federal Highway Administration may determine to be appropriate, including, but not limited to: (a) withholding of payments to the contractor under the Agreement until the UAO complies;and/or (b) cancellation,termination or suspension of the Agreement, in whole or in part. C',9 16 C8 t-,, STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 710-010-08 UTILITI REQUIRED CONTRACT PROVISIONS FOR FEDERAL AID CONTRACTS OGC-01/E13 (Appendix A of Assurances) (7) Incorporation of Provisions: The UAO will include the provisions of paragraph(1)through(6)in every subcontract,including procurement of materials and leases of equipment,unless exempt by the Regulations,order or instructions issued pursuant thereto. The UAO will take such action with respect to any subcontract,procurement or lease as the DEPARTMENT or the Federal Highway Administration may direct as a means of enforcing such provisions including sanctions for noncompliance; provided, however, that in the event the UAO becomes involved in, or is threatened with,litigation with a subcontractor,supplier or lessor as a result of such direction,the UAO may request the State to enter into such litigation to protect the interests of the State,and,in addition,the UAO may request the United States to enter into such litigation to protect the interests of the United States. 16 C8 MEMORANDUM OF AGREEMENT THIS AGREEMENT, made and entered into this , day of 2013, by and between the State of Florida, Department of Transportation, hereinafter referred to as "FDOT" and the State of Florida, Department of Financial Services, Division of Treasury, hereinafter referred to as "TREASURY" and Board of County Commissioners of Collier County, Florida as the Ex-Officio Governing Body of the Collier County Water-Sewer District, hereinafter referred to as the "PARTICIPANT". WITNESSETH WHEREAS, "FDOT' is currently constructing the following project: Main Financial Project No.: 415621-3-56-01 County: Collier hereinafter referred to as the "PROJECT". WHEREAS, FDOT and the PARTICIPANT entered into a Locally Funded Agreement dated , 2013, wherein FDOT agreed to perform certain work on behalf of the PARTICIPANT in conjunction with the PROJECT. WHEREAS, the parties to this AGREEMENT mutually agreed that it would be in the best interest of the FDOT and the PARTICIPANT to establish an interest bearing escrow account to provide funds for the work performed on the PROJECT on behalf of the PARTICIPANT by the FDOT. NOW THEREFORE, in consideration of the premises and the covenants contained herein, the parties agree to the following: 1. An initial deposit in the amount of Three Million Two Hundred and Forty Eight Thousand Dollars ($3,248,000) will be made by the PARTICIPANT into an interest bearing escrow account established by the FDOT for the purposes of the PROJECT. Said escrow account will be opened with the TREASURY on behalf of the FDOT upon receipt of this Memorandum of Agreement. Such account will be an asset of the FDOT. 2. Other deposits may be made by the PARTICIPANT as necessary to cover cost increases or the cost of additional work prior to the execution of any Supplemental Agreements or Amendments. LP 16 C8 1 350-020-300-m Page 2 of 3 3. Payment will be made as follows (check appropriate payment method): Wire transfer 1-1 ACH deposit Check A wire transfer or ACH deposit is the preferred method of payment and should be used whenever possible. Following is the wiring and ACH deposit instructions: For wire transfers: Bank of America Account # 001009068974 ABA # 026009593 Chief Financial Officer of Florida Re: DOT— K 11-78, Financial Project# For ACH deposits: Bank of America Account # 001009068974 ABA # 063100277 Chief Financial Officer of Florida Re: DOT — K 11-78, Financial Project# If a check is the method of payment, the check shall be made payable to the Department of Financial Services, Revenue Processing and mailed to the FDOT, OOC- GAO for appropriate processing at the following address: Florida Department of Transportation 00C-GAO, LFA Section 605 Suwannee Street, MS 42B Tallahassee, Florida 32399 A copy of this Agreement should accompany any deposits. When the check is mailed to Tallahassee, the District Office should instruct the PARTICIPANT to mail the District Office a copy of the check. 4. The FDOT's Comptroller or designee shall be the sole signatories on the escrow account with the TREASURY and shall have sole authority to authorize withdrawals from said account. 5. Unless instructed otherwise by the FDOT, all interest accumulated in the escrow account shall remain in the account for the purposes of the PROJECT as defined in the LFA. 6. The TREASURY agrees to provide written confirmation of receipt of funds to the FDOT. 7. The TREASURY further agrees to provide periodic reports to the FDOT. 16 C8 ' 1 350-020-300-m Page 3 of 3 STATE OF FLORIDA STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION DEPARTMENT OF FINANCIAL COMPTROLLER SERVICES, DIVISION OF TREASURY Board of County Commis-"oners, Collier "" County F odd,: as E !fficio Governing Body 9f t ie C odd,: bunty Water-Sewer Distri• PARTI 'ANT SIGNATURE Georgia A. Hiller, Esq., Chairwoman PARTICIPANT NAME & TITLE 3299 Tamiami Trail East, Suite 303 PARTICIPANT ADDRESS Naples, FL 34112-5746 59-6000558 FEDERAL EMPLOYER I.D. NUMBER ATTEST Approved as to for • and legality DWIGHT E. BROCK,- ERK ' 4b. Scott R. Teach, Deputy County Attorney Attest asto Chairm• , signatureF ```'