Backup Documents 07/28/2009 Item #10L
ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIJ 0 l .~
~
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TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO
THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE
Print on pink paper. Attach to original document. Original documents should be hand delivered to thc Board Office, The completed routing slip and original
documents arc to be forwarded to the Board Oflice only Jlfter thc Board has takcn action on the Item.)
ROUTING SLIP
Complete routing lines #1 through #4 as appropriate for additional signatures, dates, and/or infolmationneeded, If the document is already complete with the
exe tion of the Chairman's si nature, draw a line throu h routin lines #1 throu h #4. co lete the checklist, and forward to Sue Filson line #5 ,
Office I oi tials Date
1.
2.
3.
4. Jennifer B. White, Assistant County County Attorney ~~ --1? 08/03/09
Attorney
5. Board of County Commissioners rl D?:D ?JDf)
6. Minutes and Records Clerk of Court's Office
PRIMARY CONTACT INFORMATION
(The primary contact is the holder of the original document pending BCC approval. 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, including Sue Filson, need to contact staff for additional or missing
information. All original documents needing the BeC Chairman's signature are to be delivered to the Bee office only after the BCe has acted to approve the
item.)
Name of Primary Staff Bala M. Sridhar Phone Number 252-2539
Contact
Agenda Date Item was July 28, 2009 Agenda Item Number ~\vL-
Approved by the BCC
Type of Document Agreement for Legal Services Number of Original 1
Attached Documents Attached
INSTRUCTIONS & CHECKLIST
Initial the Yes column or mark "N/A" in the Not Applicable column, whichever is appropriate. Yes N/ A (Not
(Initial) A licable)
1. Original document has been signedlinitialed for legal sufficiency. (All documents to be signed by the J8W
Chairman, with the exception of most letters, must be reviewed and signed by the Offiee of the
County Attorney. This includes signature pages from ordinances, resolutions, etc. signed by the
County Attorney's Office and signature pages from contracts. agreements, etc. that have been fully
executed by all parties except the BCC Chairman and Clerk to the Board and possibly State
Officials.
2. All handwritten strike-through and revisions have been initialed by the County Attorney's Office and N/A
all other arties exce t the BCC Chairman and the Clerk to the Board
3. The Chairman's signature line date has been entered as the date of BCC approval of the document or J8W
the final ne otiated contract date whichever is a Iicable.
4. "Sign here" tabs are placed on the appropriate pages indicating where the Chairman's signature and J8W
initials are re uired.
5. In most cases (some contracts are an exception), the original document and this routing slip should be N/A
provided to Sue Filson in the BCC office within 24 hours of BCC approval. Some documents are
time sensitive and require forwarding to Tallahassee within a certain time frame or the BCe's actions
are nullified. Be aware of your deadlines!
6. The document was approved by the BCC on 07/28/09 and all changes made during the meeting JBW
have been incorporated in the attached document. The County Attorney's Office has reviewed
the chan es, if a Ikable.
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I: Forms/ County Forms/ Bee Fonns/ Original Documents Routing Slip WWS Original 9,03,04, Revised 1,26,05, Revised 2,24.05
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MEMORANDUM
Date: August 3, 2009
To: Bala Sridhar
Sr. Mgt. & Budget Analyst
Public Utilities
From: Martha Vergara, Deputy Clerk
Minutes & Records Department
Re: Legal Services for Litigation Related to Orangetree
Utilities vs Collier County
Enclosed please find one (I) copy of the originals of the document,
as referenced above, (Agenda Item #IOL), adopted by the Board of
County Commissioners on Tuesday, July 28, 2009.
If you should have any questions, please contact me at 252-7240.
Thank you.
Enclosure
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Vivian Arenas-Battles delaParte & Gilbert, PA. Amy C. Duffey
Michael R. Bray ATIoRNEYS g lAw Richard A. Gilbert
David M. Caldevilla 2C]} L! ,;' , ,~n: L6 Daniel J. McBreen
1'1;, J -J ~' Patrick J. McNamara
Michele M. Cerullo
Jeremy S. Clark May 14, 2009 Nicolas Q Porter
Edward P. de la Parte, Jr. Kristin A. Yerkes
Louis A. de la Parte, Jr.
Founder (1929-2008)
Thomas G. Wides
Public Utilities Operations Director
Collier County Public Utilities Division
3301 E. Tamiami Trail
Building H, 3rd Floor
Naples, FL 34112
Re: Agreement for Legal Services for
Litigation Related to Orangetree Utilities vs. Collier County
Case No. 07-2333-CA
Dear Tom:
Pursuant to our recent discussions, enclosed please find the Agreement for legal services for our
representation of Collier County concerning the Orange tree Utilities v. Collier County matter (Case No.
07-233 CA). This Agreement has been signed by Edward de la Parte. Once you have received the fully
signed Agreement from the Board of County Commissioners, please have your office scan and email Ed
and I a copy of the Agreement. My paralegal, Linda Foy, is obtaining the necessary certificates of
insurance and will email them to you and Dianna Perryman.
If you have any questions or need any further information, please do not hesitate to call.
Sincerely,
de la PARTE & GILBERT, P.A.
k::-~ tJ~
Vivian Arenas-Battles
/lkf
Enclosure
cc: Dianna Perryman (w/encl.) (via email)
Edward P. de la Parte, Jr. (w/o encl.)
\01 E"" Kennedy Blvd., Suite 2000 I T=p" Hodd,33602
Mailing Address: Post Office Box 2350 Tampa, Florida 33601-2350
T: (813) 229-2775 E (813) 229-2712 www.dgfirm.com
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AGREEMENT
for
Legal Services for Litigation Related to Orangetree Utilities vs. Collier County, Case No.
07-2333-CA
THIS AGREEMENT, made and entered into on this day of 2009, by and between de
la Parte & Gilbert, P. A., authorized to do business in the State of Florida, whose business
address is 101 E. Kennedy Boulevard, Suite 3400, Post Office Box 2350, Tampa, Florida 33601-2350,
hereinafter called the "Consultant" and Collier County, a political subdivision of the State of
Florida, Collier County, Naples, hereinafter called the "County":
WIT N E SSE T H:
1. COMMENCEMENT. This Agreement shall commence on the date of the issuance of a
Purchase Order. The contract shall be for a one (1) year period, commencing on contract
execution and terminating on December 31, 2009.
The County may, at its discretion and with the consent of the Consultant, renew the
Agreement under all of the terms and conditions contained in this Agreement for three
(3) additional one (1) year periods. The County shall give the Consultant written notice of
the County's intention to extend the Agreement term not less than ten (10) days prior to
the end of the Agreement term then in effect.
2. ST A TEMENT OF WORK. The Consultant shall provide professional legal services in
accordance with Exhibit 11 A", Scope of Services, referred to herein and made an integral
part of this Agreement. This Agreement contains the entire understanding between the
parties and any modifications to this Agreement shall be mutually agreed upon in
writing by the Consultant and the County project manager or his designee, in compliance
with the County Purchasing Policy and Administrative Procedures in effect at the time
such services are authorized.
3. COMPENSATION: The County shall pay the Consultant for the performance of this
Agreement an estimated maximum amount of five hundred and fifty thousand dollars
($550,000), pursuant to the hourly rates as set forth in Exhibit 11 A", together with the
Travel and Reimbursable Expenses as defined in this Agreement. The actual payment
amount shall depend on the litigation budget for one of three scenarios identified in
Exhibit 11 A". Any modifications to the compensation shall be in writing, as approved in
advance by the County.
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3.1 The County shall pay the Consultant for the performance of this Agreement upon
completion or partial completion of the work tasks pursuant to the fees as set forth in the
Consultant's proposal included in this Agreement, together with the Travel and
Reimbursable Expenses as defined in this Agreement. Payment will be made upon
receipt of a proper invoice and upon approval by the County project manager or his
designee, and in compliance with Section 218.70, Fla. Stats., otherwise known as the
"Local Government Prompt Payment Act".
3.2 Consultant agrees to furnish to the County, after the end of each calendar month, a
comprehensive and itemized statement of charges for the Services performed and
rendered by Consultant during that time period, and for any County authorized
reimbursable expenses as herein below defined, incurred and/ or paid by Consultant
during that time period. The monthly statement shall be in such form and supported by
such documentation as may be required by the County. All such statements shall be on
Consultant's letterhead and shall indicate the Purchase Order Number
3.3 Travel and Reimbursable Expenses during the term of this Agreement shall not
exceed one hundred thousand dollars ($100,000.00) unless approved in advance in
writing by the County. Allowable expenses include transportation and living when
traveling in connection with the litigation, except for local travel within Collier or Lee
Counties, and all Contract-related mileage for trips that are from or to destinations
outside of Collier or Lee Counties approved by the County. Travel expenses shall be
reimbursed as per Section 112.061 Fla. Stats.
Reimbursements shall be at the following rates:
Mileage Maximum rate allowable under Section
112.061, Fla. Stat.
Breakfast $6.00
Lunch $11.00
Dinner $19.00
Airfare Actual ticket cost limited to tourist or
coach class fare.
Rental car Actual rental cost limited to compact or
standard-size vehicles.
Lodging Actual cost of lodging at single
occupancy rate.
Parking Actual cost of par king
Taxi or Airport Actual cost of either taxi or airport
Limousine limousine
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Edward P. de la Parte, Jr.
De la Parte & Gilbert, P.A.
101 E. Kennedy Boulevard, Suite 3400,
Post Office Box 2350,
Tampa, Florida 33601-2350
Telephone: 813-229-2775
Fax: 813-229-2712
All Notices from the Consultant to the County shall be deemed duly served if mailed or
faxed to the County to:
Collier County Government Center
Purchasing Department - Purchasing Building
3301 Tamiami Trail, East
Naples, Florida 34112
Attention: Steve Carnell, Purchasing/ GS Director
Telephone: 239-252-8371
Facsimile: 239-252-6584
The Consultant and the County may change the above mailing address at any time upon
giving the other party written notification. All notices under this Agreement must be in
writing.
6. NO PARTNERSHIP. Nothing herein contained shall create or be construed as creating a
partnership between the County and the Consultant or to constitute the Consultant as an
agent of the County.
7. PERMITS: LICENSES: TAXES. In compliance with Section 218.80, F.S., all permits
necessary for the prosecution of the Work shall be obtained by the Consultant. Payment
for all such permits issued by the County shall be processed internally by the County. All
non-County permits necessary for the prosecution of the Work shall be procured and
paid for by the Consultant. The Consultant shall also be solely responsible for payment
of any and all taxes levied on the Consultant. In addition, the Consultant shall comply
with all rules, regulations and laws of Collier County, the State of Florida, or the U. S.
Government now in force or hereafter adopted. The Consultant agrees to comply with all
laws governing the responsibility of an employer with respect to persons employed by
the Consultant.
8. NO IMPROPER USE. The Consultant will not use, nor suffer or permit any person to
use in any manner whatsoever, County facilities for any improper, immoral or offensive
purpose, or for any purpose in violation of any federal, state, county or municipal
ordinance, rule, order or regulation, or of any governmental rule or regulation now in
effect or hereafter enacted or adopted. In the event of such violation by the Consultant or
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3.4 Reimbursable items other than travel expenses shall be limited to the following:
copies, faxes, exhibits, court reporter fees, telephone long-distance charges, cell phone
charges, computer research charges, fax charges, photocopying charges and postage
related to the litigation. The rates are as follows:
Telephone Long distance charges @ $0.15 per
minute.
Cellular charges @ $0.25 per minute.
T elefacsimile $1.00 local
$2.00 long distance
Copies $0.30 (black & white)
When color copies are necessary, they
will be charged at the actual cost.
Westlaw or other $0.06 per minute, plus $2 per line of
computer assisted legal transmitted data.
research
Postage and delivery Postage, overnight delivery charges,
messenger charges, and any other costs
necessitated by representation shall be
charged at the actual cost.
Miscellaneous To minimize paperwork and delays, the
Consultant may, In its discretion,
forward the County invoices received
from Vendors or subcontractors for
larger expense items, for direct payment
by the County.
Other items may be paid on request and approved in writing by the County.
Reimbursable items will be paid only after Consultant has provided all receipts.
Consultant shall be responsible for all other costs and expenses associated with activities
and solicitations undertaken pursuant to this Agreement.
4. SALES TAX. Consultant shall pay all sales, consumer, use and other similar taxes
associated with the Work or portions thereof, which are applicable during the
performance of the Work.
5. NOTICES. All notices from the County to the Consultant shall be deemed duly served if
mailed or faxed to the Consultant at the following Address:
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if the County or its authorized representative shall deem any conduct on the part of the
Consultant to be objectionable or improper, the County shall have the right to suspend
the contract of the Consultant. Should the Consultant fail to correct any such violation,
conduct, or practice to the satisfaction of the County within twenty-four (24) hours after
receiving notice of such violation, conduct, or practice, such suspension to continue until
the violation is cured. The Consultant further agrees not to commence operation during
the suspension period until the violation has been corrected to the satisfaction of the
County.
9. TERMINATION. Should the Consultant be found to have failed to perform his services
in a manner satisfactory to the County as per this Agreement, the County may terminate
said agreement immediately for cause; further the County may terminate this Agreement
for convenience with a thirty (30) day written notice. The County shall be sole judge of
non-performance.
10. NO DISCRIMINATION. The Consultant agrees that there shall be no discrimination as
to race, sex, color, creed or national origin.
11. INSURANCE. The Consultant shall provide insurance as follows:
A. Workers' Compensation: Insurance covering all employees meeting Statutory
Limits in compliance with the applicable state and federal laws.
B. Professional Liability: The Consultant shall maintain in full force and effect,
during the life of this Agreement, Standard Professional Liability Issuance with
limits not less than Two Million Dollars ($2,000,000.00) each occurrence with a
maximum deductable of Fifty Thousand Dollars ($50,000.00).
C. Special Requirements: Certificates of Insurance, satisfactory to Collier County
evidencing all such coverages shall be furnished to Collier County immediately
upon execution of this Agreement, with complete copies to be furnished upon
Collier County's request. Renewal certificates shall be sent to the County thirty (30)
days prior to any expiration date. There shall be a thirty (30) day notification to
Collier County in the event of cancellation or modification of any stipulated
insurance coverage.
12. INDEMNIFICATION. To the maximum extent permitted by Florida law, the
Consultant/Vendor/Consultant 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 intentionall y wrongful conduct of the
Consultant/Vendor / Consultant or anyone employed or utilized by the
Consultant/Vendor / Consultant in the performance of this Agreement. This
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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.
This section does not pertain to any incident arising from the sole negligence of
Collier County.
13. CONTRACT ADMINISTRATION. This Agreement shall be administered on behalf of
the County by the Public Utilities Project Management and Planning Department.
14. CONFLICT OF INTEREST: 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.
15. COMPONENT PARTS OF THIS CONTRACT. This Contract consists of the attached
component parts, all of which are as fully a part of the contract as if herein set out
verbatim: Exhibit A, Scope of Services and Hourly Rates, Insurance Certificate.
16. SUBJECT TO APPROPRIATION. It is further understood and agreed by and between
the parties herein that this agreement is subject to appropriation by the Board of County
Commissioners.
17. PROHIBITION OF GIFTS TO COUNTY EMPLOYEES. No organization or individual
shall offer or give, either directly or indirectly, any favor, gift, loan, fee, service or other
item of value to any County employee, as set forth in Chapter 112, Part III, Florida
Statutes, Collier County Ethics Ordinance No. 2004-05, and County Administrative
Procedure 5311. Violation of this provision may result in one or more of the following
consequences: a. Prohibition by the individual, firm, and/or any employee of the firm
from contact with County staff for a specified period of time; b. Prohibition by the
individual and/ or firm from doing business with the County for a specified period of
time, including but not limited to: submitting bids, RFP, and/ or quotes; and, c.
immediate termination of any contract held by the individual and/ or firm for cause.
18. IMMIGRATION LAW COMPLIANCE. 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 USe. 1324, et seq. and regulations relating thereto, as either may be
amended. Failure by the Consultant to comply with the laws referenced herein shall
constitute a breach of this agreement and the County shall have the discretion to
unilaterally terminate this agreement immediately.
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19. VENUE. 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. AGREEMENT TERMS. If any portion of this Agreement is held to be void, invalid, or
otherwise unenforceable, in whole or in part, the remaining portion of this Agreement
shall remain in effect.
21. ADDITIONAL ITEMS/SERVICES. Additional items and! or services may be added to
this contract upon satisfactory negotiation of price by the County and Consultant.
22. DISPUTE RESOLUTION. Prior to the initiation of any action or proceeding permitted
by this Agreement to resolve disputes between the parties, the parties shall make a good
faith effort to resolve any such disputes by negotiation. The negotiation shall be attended
by representatives of Consultant with full decision-making authority and by County's
staff person who would make the presentation of any settlement reached during
negotiations to County 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 County's
staff person who would make the presentation of any settlement reached at mediation to
County's board for approval. Should either party fail to submit to mediation as required
hereunder, the other party may obtain a court order requiring mediation under section
44.102, Fla. Stat.
Any suit or action brought by either party to this Agreement against the other party
relating to or arising out of this Agreement must be brought in the appropriate federal
or state courts in Collier County, Florida, which courts have sole and exclusive
jurisdiction on all such matters.
23. KEY PERSONNEuPROTECT STAFFING: The proposer's personnel and management to
be utilized for this project shall be knowledgeable in their areas of expertise. The County
reserves the right to perform investigations as may be deemed necessary to insure that
competent persons will be utilized in the performance of the contract. Selected firm shall
assign as many people as necessary to complete the services on a timely basis, and each
person assigned shall be available for an amount of time adequate to meet the
requirement of the engagement. Key personnel for this project shall be Edward P. de la
Parte, Jr., Vivian Arenas-Battles, Daniel J. McBreen, David M. Caldevilla. The Firm shall
use from time to time the following other attorneys: Kristin A. Yerkes and Michael R.
Bray. The Firm shall from time to time use paralegals: Linda Kaufmann-Foy and Susan
Levine. Firm shall not change Key Personnel unless the proposed replacements have
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substantially the same or better qualifications and/or experience. Firm shall make
commercially reasonable efforts to notify Collier County within seven (7) days of the
change.
IN WITNESS WHEREOF, the Consultant and the County, have each, respectively, by an
authorized person or agent, hereunder set their hands and seals on the date and year first above
written.
BOARD OF COUNTY COMMISSIONERS
ATTEST: COLLIER COUNTY, FLORIDA
DwightJ;:.B'r,ock; Clerk of Courts By iR~, d 4.'-
B~~
Datiid: ~bsl: ~' .,' Donna Fiala, Chairman
...t~~I""" .
.t.......~"f.' " de la Parte & Gilbert, P. A.
Consultant
~~ BY~Jo ~~
Signature
t=J.,J.....r~ J.~ ~ ~Q,....tlL +- .pru"dr+
Typed signature and title
Approved as to form and
legal sufficiency:
~-0 Jv ~
Assistant County Attorney
,- W f4 , Tt
:j'iN rJ I ~~ rt. 13.
Print Name
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Exhibit IJ A"
Scope of Work
Legal Services for Litigation Related to Orangetree Utilities vs. Collier County,
Case No. 07-2333-CA
Following is an estimated budget for the Collier County v. Orange Tree Utility Co. case
presently in litigation. Since the litigation related to this case is currently ongoing and discovery has
commenced, there are separate budgets for 3 possible scenarios: (1) the County obtains a summary
judgment in its favor following depositions; (2) a settlement is reached between the parties prior to trial;
(3) the County is unable to obtain summary judgment or settle the matter and the case goes to trial.
Scenario I-Collier Obtains Summary Judgment In Its Favor
Under this scenario, the total estimated budget would be:
Description Amount
Total Legal Fees $290,000.00
Travel and Reimbursable Items $50,000.00
TOTAL LIGITATION COSTS $340,000.00
Scenario 2-Collier County and Orange Tree Utility Co. Reach Settlement (Pre-Trial)
Under this scenario, the total estimated budget would be:
Description Amount
Total Legal Fees $300,000.00
Travel and Reimbursable Items $55,000.00
TOTAL LITIGATION COSTS $355,000.00
Scenario 3- Trial
Under this scenario, the total estimated budget assumes a 2-3 day trial:
Description Amount
Total Legal Fees $450,000.00
Travel and Reimbursable Items $100,000.00
TOTAL LITIGATION COSTS $550,000.00
Note: The total estimated budget of $550,000 (Scenario 3) if the case proceeds to trial includes
approximately $192,952 in fees and costs to date.
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Fee Schedule
Professional Category Hourly Fee
Edward de la Parte, Jr. $225.00
Other Shareholders $190.00
Associate Attorneys $150.00
Law Clerks $100.00
Paralegals $ 90.00
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