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Agenda 02/12/2008 Item #16C 1 Agenda Item No, 16C1 February 12, 2008 Page 1 of 39 EXECUTIVE SUMMARY Recommendation to accept two Sot!th Florida Water Management District Alternative Water Supply Grants in the total amount of $1,700,900 for partial funding of the construction of the Reclaimed Water Transmission Main - Immokalee Road - Phase 1, Project 74311 and the South Cot!nty Regional Water Treatment Plant 20-MGD Wellfield Expansion FY08, Project 70892. OBJECTIVE: To receive Board approval to accept two (2) grant agreements from the South Florida Water Management District (SFWMD) which will provide partial funding of the Reclaimed Transmission Main along Immokalee Road, Phase I, Project 74311 up to the amount of $500,900 and the South County Regional Water Treatment Plant (SCRWTP) 20-MGD Wellfield Expansion FY08, Project 70892 in the amount of$I,200,000, CONSIDERATIONS: On May 08, 2007, the Collier County Board of County Commissioners (BCC) approved submittal of grant applications (Agenda Item 16(C)-2) to the South Florida Water Management District (SFWMD) under Senate Bill 444 "Alternative Water Supply Grant Program." Funds in the amount of $1,700,900 were allocated to Collier County by SFWMD to aid in the construction of the following two projects, L I!fu:.:. Reclaimed Water Transmission Main along Immokalee Road - Phase 1 - Project Number 7431 L Grant amount up to $500,900 (or 40% of project cost, whichever is less), ~ Description: The Reclaimed Transmission Main project will connect the future North East Water Reclamation Facility (NEWRF) to the County's existing reclaimed distribution network. Phase 1 is to construct a two mile section of reclaimed water transmission main along 1mmokalee Road from Collier Boulevard to the East. Phase I is being constructed in conjunction with a County Department of Transportation project along a two mile section of 1mmokalee Road, The reclaimed water main will be installed while construction on the roadway is occurring, The public purpose is to minimize construction costs and future disturbances in the area. 2, Title: South County Regional Water Treatment Plant (SCRWTP) 20-MGD Wellfield Expansion FY08 - Project Number 70892, Grant amount of$I,200,000, Description: Construct twenty-three (23) Hawthorn Zone 1 Wells to provide an additional yield of 12 MGD of finished water, for a total of20 MGD at the SCRWTP, The public purpose is to provide a reliable raw water supply for the reverse osmosis expansion ofthe SCR WTP, ~ Staff is now in receipt of the contract agreements for each of these projects. The contracts are to be executed and returned to SFWMD for final processing, Agenda Item No, 16C1 February 12, 2008 Page 2 of 39 FISCAL IMPACT: A revenue of up to $1,700,900 (or 40% of project cost, whichever is less) will be realized upon completion of the work associated with the agreements, It is anticipated that this will occur during FY 08, The sources of matching funds are water and sewer impact fees (funds 411 and 413), A budget amendment for the Reclaimed Transmission Main along lmmokalee Road - Phase] was approved by the BCC on November 13, 2007, Item 16(C)-3, The South County Regional Water Treatment Plant 20-MGD Well field Expansion budget was approved by the BCC on July 25, 2006, Item 10(P) and is included in the FY08 budget approved by the BCC on September 20,2007, GROWTH MANAGEMENT IMPACT: These projects are consistent with the 2005 Wastewater Master Plan Update adopted by the Board of Collier County Commissioners on June 6, 2006, under Item 10(B), These grants will support the impact fee projects that are consistent with and will further the Goals, Objectives, and Policies of the Collier County Growth Management Plan, RECOMMENDA nON: That the Board of County Commissioners, Ex-officio the Governing Board of the Collier County Water-Sewer District: L Accept the following grant agreements from the South Florida Water Management District a, Agreement No, 4600001144 - Reclaimed Transmission Main -Immokalee Road _ Phase I up to the amount of $500,900 (or 40% of project cost, whichever is less), b, Agreement No, 4600001270 - South County Regional Water Treatment Plant 20- MGD Wellfield Expansion FY08 in the amount of $1,200,000, 2, Authorize the chairman to execute the agreements, PREPARED BY: Department Nathan Beals, Associate Project Manager, Public Utilities Engineering Page lof2 Agenda Item No, 16C1 February 12, 2008 Page 3 of 39 COLLIER COUNTY BOARD OF COUNTY COMMISSIONERS Item Number: Item Summary: 16Cl Meeting Oate: Recommendation to accept two South Florida Water Management District Alternative Water Supply Grants in the total amount of $1,700,900 for partial funding of the construction of the Reclaimed Water Transmission Main - lmmokalee Road Phase 1, Project 74311 and the South County Regional Water Treatment Plant 20-MGD Wellfield Expansion FY08, Project 70892 2/12/20089:00:00 AM Prepared By Nathan Beals Project Manager Date Public Utilities Division Public Utilities Engineering 111161200712:40:45 PM Approved By Phil E. Gramatges, P.E. Sr. Project Manager Date Public Utilities Public Utilities Engineering 1111612007 12: 50 PM Approved By Marlene J. Foord Grants Coordinator Date Administrative Services Administrative Services Admin. 11/20/20079:55 AM Approved By Diana Dueri Project Manager Date Public Utilities Public Utilities Engineering 11/20/20072:03 PM Approved By G, George Yilmaz WasteWater Director Date Public Utilities WasteWater 1/111200811:29 AM Approved By Ronald F. Dillard. P .E. Senior Project Manager Date Pubiic Utilities Public Utilities Engineering 1/11/20081:11 PM Approved By Thomas Wides Operations Director Date Public Utilities Public Utilities Operations 1f17f2008 4:56 PM Approved By Paul Mattausch Water Director Date Public Utilities Water 1/18/20087:41 AM Approved By Scott R. Teach Assistant County Attorney Date file://C :\AgendaTestlExport\ 1 OO-F ebruary%20 12,%202008\ 16, %20CONS ENT%20AGEND '" 2/6/2008 Page 2 of2 Agenda Item No, 16C1 February 12, 2008 Page 4 of 39 County Attorney County Attorney Office 1/2312008 1 :22 PM Approved By Roy B. Anderson, P .E. Public Utilities Engineering Director Date Public Utilities Public Utilities Engineering 1/24120084:43 PM Approved By James W. DeLony Public Utilities Administrator Date Public Utilities Public Utilities Administration 1128/20089:01 AM Approved By OMS Coordinator Applications Analyst Date Administrative Services Information Technology 1/29/200810:33 AM Approved By Susan Usher Senior Management/Budget Analyst Date County Manager's Office Office of Management & Budget 21312008 4:40 PM Approved By James V. Mudd Board of County Commissioners County Manager Date County Manager's Office 213/2008 6:44 PM fi1e://C :\AgendaTest\Export\ 1 OO-F ebruary%20 12, %202008\ 16, %20CONSENT%20AGEND '" 2/6/2008 Agenda Item No, 16C1 February 12, 2008 Page 5 of 39 RESOLUTION NO. 2008 - A RESOLUTION BY THE BOARD OF COUNTY COMMISSIONERS, COLLIER COUNTY, FLORIDA, APPROVING, AND AUTHORIZING ITS CHAIRMAN TO EXECUTE, TWO SOUTH FLORIDA WATER MANAGEMENT DISTRICT ALTERNATIVE WATER SUPPLY GRANT AGREEMENTS UP TO A TOTAL AMOUNT OF $1,700,900 (OR 40% OF PROJECT COST, WHICHEVER IS LESS) FOR PARTIAL FUNDING OF THE CONSTRUCTION OF THE RECLAIMED WATER TRANSMISSION MAIN - IMMOKALEE ROAD - PHASE I, PROJECT 743II AND THE SOUTH COUNTY REGIONAL WATER TREATMENT PLANT 20-MDG WELLFIELD EXPANSION FY08, PROJECT 70892, WHEREAS, at the February 12, 2008, meeting of the Board of County Commissioners the Board approved two South Florida Water Management District (the "District") Alternative Water Supply Grants up to a total amount of $1,700,900 (or 40% of project cost, ,....hichever is less) for partial funding of the construction of the Reclaimed Water Transmission Main - lmmokalee Road - Phase 1, Project 74311, the construction of the South County Regional Water Treatment Plant 20-MGD Wellfield Expansion FY08, and authorized the Board of County Commissioners, through its Chairman, to enter into two agreements accepting the grants with the District; and WHEREAS, the District requires the Board provide a resolution memorializing and confirming the Board's aforementioned affirmative vote to approve the agreements and its authorization for the Chairman to execute the agreements; NOW, THEREFORE. BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF COLLIER COUNTY, FLORIDA. that; On February 12, 2008, the Board of County Commissioners approved by majority vote the aforementioned Agreements and authorized its chairman, Tom Henning, to execute same. A certified copy ofthi5 Resolution will be forwarded by the Collier County Clerk to the District. THIS RESOLUTION ADOPTED after motion, second, and majority vote favoring same, this 12th day of February, 2008. ATTEST: DWIGHT E, BROCK, Clerk BOARD OF COUNTY COMMISSIONERS OF COLLIER COUNTY, FLORIDA By: By: TOM HENNING, Chairman , Deputy Clerk Approved as to form and legal sutliciency: Scott R. Teach, Managing Assistant County Attorney L. ~i..16C1 \In lut ' 2008 ag of 39 , SOUTH FLORIDA WATER MANAGEMENT DISTRICT 2007 - 2008 ALTERNATIVE WATER SUPPLY FUNDING PROGRAM ~.L;',\t..\~. ..;~.i"... . '~~"'I" J~.:;, ..,,'~);: Recipient: Collier County Public Utilities Recipient's Project Manager: Dayne Atkinson Address: 3301 East Tamiami Trail, Bldg, H Naples, FL 34112 Telephone No: (239) 530-5337 Fax No: (239) 530-5378 SFWMD Project Manager: Greg Mallinger Telephone No.: (561) 682-6727 E-mail Address: gmallin@sfwmd,gov Fax No. (561) 682-5242 Contract Specialist: Betty Thayer Telephone No.: (561) 682-6011 Fax No.: (561) 682-5117 Address: 3301 Gun Club Road West Palm Beach, FL 33406 Insurance: Not Applicable Federal Employer Identification Number: 59-6000558 Project Title: FY2008 AWS - Project # LWC-45 Description: Reclaimed Transmission Main Along lrnmokalee Road - Phase I Agreement No. 4600001144, Page 1 of 11 Agenda Item No, 16C1 February 12, 2008 Page 7 of 39 This Agreement is entered into between "the Parties," the South Florida Water Management District, the "District", and the undersigned party, hereinafter referred to as the "Recipient." The Recipient warrants and represents that it has no obligation or indebtedness that would impair its ability to fulfill the terms and conditions of this Agreement, and shall abide by all legal, financial and reporting requirements, such as matching funds and final reports for all funding received by the Recipient from the District, ARTICLE 1 - PROJECT 1,1 The Recipient shall, to the satisfaction of the District, fully and timely construct and perform all work items described in the "Statement of Work," attached hereto as Exhibit "A", hereinafter referred to as the "Project", and made a part of this Agreement. 1.2 As part of the de1iverables to be provided by the Recipient under this Agreement, the Recipient shall substantiate, in whatever form reasonably requested by the District, any supporting documentation utilized as a basis for payment by the District, This paragraph shall survive the expiration or termination of this Agreement. 1.3 Attached to this Agreement are the following exhibits which are incorporated herein: Exhibit A Exhibit B Exhibit C Exhibit D Statement of Work Payment and Deliverable Schedule Reporting Form Federal/State Funding Resources ARTICLE 2 - TERM OF THE AGREEMENT 2,1 The period of performance of this Agreement shall be the dates noted on the first page of this Agreement. 2.2 The Parties agree that time is of the essence in the performance of each and every obligation under this Agreement, ARTICLE 3 -COMPENSATION / CONSIDERATION 3,1 As consideration for the Project required by this Agreement, the District shall pay the Recipient the funding amount as specified on page one of this Agreement, Such amount is not to exceed the specified amount and therefore, no additional consideration shall be authorized, The Recipient shall provide at least sixty percent (60%) of the Project's construction cost, unless a different amount is authorized pursuant to s, 373.l961(3)(e), Florida Statutes. The District will make funding payments only to reimburse for work completed between October 1, 2007 and August 29, 2008, 3.2 The Recipient assumes sole responsibility for all work which is performed pursuant to Exhibit "A", By providing funding hereunder, the District does not make any warranty, Agreement No, 4600001144, Page 2 of 11 Agenda Item No, 16C 1 February 12, 2008 Page 8 of 39 guaranty or any representation whatsoever regarding any of the work performed hereunder, including but not limited to, the adequacy or sufficiency of all or any part of work described in Exhibit "A", 3,3 The Recipient hereby agrees not to use District funding for any work associated with the research, design and permitting aspects of the Project District funds shall only be used for the construction activities described in Exhibit "A", 3,4 The Recipient agrees to reimburse the District funds provided through this Agreement for facilities (i.e, test/production wells, etc,) that do not become an operational component of the overall alternative water supply facility within the timeframe established in the proposal. Notwithstanding anything in this Agreement to the contrary, this paragraph shall remain in full force and effect for ten (10) years from the date of contract executioD, 3.5 Notwithstanding any provIsIOns of this Agreement to contrary, the District reserves the right, without financial or other penalty or obligation, to (I) cancel this contract and/or (2) reduce the amount of funding to be provided by the District pursuant to this Agreement in the event that the District does not receive all or any part of the $18,000,000 state appropriation for alternative water supply from the State of Florida as provided in the State's 2008 fiscal year budget (SB 2800/Ch, 2007-72, Laws of Florida), The Recipient shall indemnifY and hold the District, its officers, directors board members, agents assigns and employees, from liability, claims, damages, losses or costs should the District cancel this Agreement or reduce the funding amounts in this contract pursuant to this paragraph, subject to the limitations set forth in Section 768.28 Florida Statute, ARTICLE 4 - FUNDING PAYMENTS AND REPORTING 4, I The District shall make payment to the Recipient upon completion and acceptance of the final deliverable(s) as described in the "Payment and Deliverable Schedule", attached hereto as Exhibit "B". On or before August 29, 2008, the Recipient shall provide a completed Project Summary Final Report, attached hereto as Exhibit "c", Concurrent with delivery of the final deliverable(s), the Recipient shall provide certification that all construction has been completed in accordance with Exhibit "A" of this Agreement. 4,2 The Recipient's invoice(s) shall reference the District's Agreement Number and shall be sent to the following address: South Florida Water Management District ATTN: Accounts Payable PO Box 24682 West Palm Beach, FL 33416-4682 The Recipient shall not submit an invoice to any other address at the District. In order to expedite the invoice review and approval process, the Recipient also shall submit an electronic copy of each invoice to the Project Manager, The Recipient invoices shall contain the backup documentation necessary (e,g" contractor invoices) for the Project Agreement No, 4600001144, Page 3 of 11 Agenda Item No, 16C1 February 12, 2008 Page 9 of 39 Manager to be able to ascertain clearly that each final deliverable in the invoice has been substantially complete. 4,3. Upon completion of the Project, any data that was generated during the performance of the Project shall be submitted to the District upon request. New Well Construction Projects: For projects involving construction of new wells, the Recipient shall: L Submit design of well construction and testing programs to the District for review and comment prior to implementation, The Recipient shall integrate the District's comments into the final testing plan where feasible, 2. Submit all pertinent well information collected during well construction and testing (i.e" depths, cuttings descriptions, geophysical logs, aquifer test data, etc,), as available, Submissions shall be provided electronically as specified by the District. 3, If the final location of the welles) varies from the original location specified in the Consumptive Use or other permit or permit applications, the Recipient shall provide the Project Manager with written proof that the appropriate permitting agency contact is aware of and agrees with the changes. The data shall be archived in the District's permanent database and available to the public, Please contact Emily Richardson (561) 682-6824, Emilv.Richardsonlqlsfwmd,gov, for instructions on submitting data, 4,4 The Recipient shall provide to the District regular project update/status reports by December 1, 2007, February 1, 2008; April 1, 2008; and June 1, 2008, Reports shall provide detail on the progress of the Project and outline any potential issues affecting Project completion or overall schedule, Status reports may be submitted in any form agreed to by District project manager and the Recipient, and may include emails, memos, and letters, 4.5 In accordance with Section 373,0361 (7) (b) of the Florida Statutes, the Recipient shall provide an annual status update to the District detailing the progress of the Project. ARTICLE 5 - CONTRACT MANAGEMENT 5,] The Parties shall direct all matters arising in connection with the performance of this Agreement to the attention of the Project Manager for attempted resolution or action, The Project Manager shall be responsible for overall coordination and oversight relating to the performance of this Agreement. 5.2 All notices, demands or other communications regarding this Agreement, other than those set forth in paragraph 4,2 above, shall be in writing and forwarded to the attention of both the Project Manager and the Contract Specialist noted on the first page of this Agreement by certified mail, return receipt requested, Agreement No, 4600001144, Page 4 of 11 Agenda Item No, 16C1 February 12, 2008 Page 10 of 39 5.3 Should either Party change its address, written notice of such new address shall promptly be sent to the other Party, 5,4 All correspondence to the District under this Agreement shall reference the District's Agreement Number. ARTICLE 6 - TERMINATION / REMEDIES 6, I It is the policy of the District to encourage good business practices by requiring recipients to materially perform in accordance with the terms and conditions of the Agreement In accordance with Chapter 40E-7, Part II of the Florida Administrative Code, "Material Breach" is defined as any substantial, unexcused non-performance by failing to perform an act that is an important part of the transaction or performing an act inconsistent with the terms and conditions of the Agreement If the Recipient materially fails to fulfill its obligations under this Agreement, the District will provide written notice of the deficiency by forwarding a Cure Notice citing the specific nature of the material breach, The Recipient shall have thirty (30) days to cure the breach, If the Recipient fails to cure the breach within the thirty (30) day period, the District shall issue a Termination for Default Notice, Once the District has notified the Recipicnt that it has materially breached its contract with the District, by sending a Termination for Default Notice, the District's Governing Board shall determine whether the Recipient should be suspended from doing future work with the District, and if so, for what period of time, The District's Governing Board will consider the factors detailed in Chapter 40E-7, Part II of the Florida Administrative Code in making a determination as to whether a Recipient should be suspended, and if so, for what period of time, Should the District terminate for default in accordance with this provision, the District shall be entitled to recover procurement costs in addition to all other remedies under law and/or equity, 6.2 The District may terminate this Agreement at any time for convenience upon thirty (30) calendar days prior written notice to the Recipient The performance of work under this Agreement may be terminated by the District in accordance with this clause in whole, or from time to time in part, whenever the District shall determine that such termination is in the best interest of the District Any such termination shall be effected by delivery of a Notice of Termination to the Recipient, specifying the extent to which performance of work under the Agreement is terminated, and the date upon which such termination becomes effective, In the event of termination, the District shall compensate the Recipient for all authorized and accepted work performed through the termination date, The District shall be relieved of any and all future obligations hereunder, including but not limited to, lost profits and consequential damages under this Agreement The District may withhold all payments to the Recipient for such work until such time as the District determines the exact amount due to the Recipient, 6.3 In the event a dispute arises, which the Project Managers cannot resolve between themselves, the Parties shall have the option to submit to non-binding mediation, The mediator or mediators shall be impartial, shall be selected by the Parties, and the cost of the Agreement No, 4600001144, Page 5 of II Agenda Item No, 16C1 February 12, 2008 Page 11 of 39 mediation shall be borne equally by the Parties. The mediation process shall be confidential to the extent permitted by law, 6.4 Notwithstanding anything in this Agreement to the contrary, the District reserves the right to terminate this Agreement immediately without notice in the event any of the representations contained in the Recipient's project proposal are found to be false or if the Recipient fails to complete the construction and performance of all work items described in Exhibit A, Statement of Work, ARTICLE 7 - RECORDS RETENTION 7,1 The Recipient shall maintain records and the District shall have inspection and audit rights as follows: A. Maintenance of Records, The Recipient shall maintain all financial and non-financial records and reports directly or indirectly related to the negotiation or performance of this Agreement, including supporting documentation for any service rates, expenses, research or reports, Such records shall be maintained and made available for inspection for a period of five (5) years from completing performance and receiving final payment under this Agreement. S. Examination of Records, The District or designated agent shall have the right to examine in accordance with generally accepted governmental auditing standards all records directly or indirectly related to this Agreement, Such examination may be made only within five (5) years from the date of final payment under this Agreement and upon reasonable notice, time and place, c. Extended Availabilitv of Records for Legal Disputes, In the event the District should become involved in a legal dispute with a third party arising from performance under this Agreement, the Recipient shall extend the period of maintenance for all records relating to this Agreement until the final disposition of the legal dispute, All such records shall be made readily available to the District, D, Periodic Audits, The District shall perform audits periodically to ensure funding objectives are being met. 7.2 Whenever the District's contribution includes state or federal appropriated funds, the Recipient shall, in addition to the inspection and audit rights set forth in Article 7,1 above, maintain records and similarly require each subcontractor to maintain and allow access to such records in compliance with the requirements of the Florida State Single Audit Act and the Federal Single Audit Act, as follows: A. Maintenance of Records: The District shall provide the necessary information to the Recipient as set forth in Exhibit "D," B. The Recipient shall maintain all financial/non-financial records through: (I) Identification of the state or federal awarding agency, as applicable Agreement No, 4600001144, Page 6 of 11 Agenda Item No, 16C1 February 12, 2008 Page 12 of39 (2) Project identification information included in the Catalog of State Financial Assistance (CSF A) or the Catalog of Federal Financial Assistance (CFDA), as applicable (3) Audit and accountability requirements for state projects as stated in the Single Audit Act and applicable rules of the Executive Office of Governor, rules of the Chief Financial Officer and rules of the Auditor General and the State Projects Compliance Supplement (4) Audit/accountability requirements for federal projects as imposed by federal laws and regulations (5) Submission of the applicable single audit report to the DISTRICT, as completed per fiscal year C. Examination of Records: The District or designated agent, the state awarding agency, the state's Chief Financial Officer and the state's Auditor General and/or federal awarding agency shall have the right to examine the Recipient's financial and non- financial records to the extent necessary to monitor the Recipient's use of state or federal financial assistance and to determine whether timely and appropriate corrective actions have been taken with respect to audit findings and recommendations which may include onsite visits and limited scope audits, ARTICLE 8 - ST ANDARDS OF COMPLIANCE 8.1 The Recipient, its employees, subcontractors or assigns, shall comply with all applicable federal, state and local laws and regulations relating to the performance of this Agreement. The District undertakes no duty to ensure such compliance, but will attempt to advise the Recipient, upon request, as to any such laws of which it has present knowledge, 82 The laws of the State of Florida shall govern all aspects of this Agreement. In the event it is necessary for either party to initiate legal action regarding this Agreement, venue shall be in the Fifteenth Judicial Circuit for claims under state law and in the Southern District of Florida for any claims, which are justifiable in federal court, 83 The Recipient shall allow public access to all Project documents and materials in accordance with the provisions of Chapter 119 of the Florida Statutes, Should the Recipient assert any exemptions to the requirements of Chapter 119 and related Statutes, the burden of establishing such exemption, by way of injunctive or other relief as provided by law, shall be upon the Recipient, 8,4 Pursuant to Section 216347 of the Florida Statutes, the Recipient is prohibited from the expenditure of any funds under this Agreement to lobby the Legislature, the judicial branch or another state agency, 85. The Recipient has obtained, at its sole expense, all necessary licenses, authorizations and permits from the appropriate private party or federal, state, municipal or local agency, and other governmental approvals, prior to commencing performance of this Agreement. The Recipient agrees to comply with the terms and conditions of all permits, Agreement No, 4600001144, Page 7 of 11 Agenda Item No, 16C1 February 12, 2008 Page 13 of 39 S,6 The Recipient hereby assures that no person shall be excluded on the grounds of race, color, creed, national origin, handicap, age or sex, from participation in, denied the benefits of, or is otherwise subjected to discrimination in any activity under this Agreement. The Recipient shaH take all measures necessary to effectuate these assurances. S,7 Pursuant to Section 287.133 of the Florida Statutes, a person or affiliate who has been placed on the convicted vendor list may not submit a bid, proposal, or reply to a request to provide any goods or services related to the construction of the Project contemplated herein, Recipient also assures that it is not on the District's Suspension of Contractors List, Recipient agrees to include a provision to this effect in aH requests for proposals and subcontracts related to construction of this Project 8,S A Recipient who operates a public water supply utility shaH, by June 1, 2008 adopt a rate structure that wiH promote the conservation of water and promote the use of water from alternative water supplies and shall provide the District with a copy of such adopted rate structure on or before August 29, 2008, 8.9 Recipient of funds for a reuse project shall provide a status report by August 29, 200S addressing the following issues: (1) accounting of reclaimed water usage and method used (meters, etc,); (2) aH rates and charges for reclaimed water; (3) the status of implementing public education programs to inform the public about water issues, water conservation and the importance and proper use of reclaimed water; and (4) providing the District with the location of each reuse facility owned by the Recipient, 8.10 This paragraph shaH remain in full force and effect for twenty (20) years from the date of contract execution, After construction is completed on the Project, the Recipient shall continuously operate the Project as described in the Project proposal and consistent with the applicable water use permit(s), In the event the Project is not operated in accordance with these requirements, the District may cease funding for this Project and any future Projects proposed by the Recipient All other provisions of this contract shall terminate on September 30, 2008. 8,11 Recipient shaH implement a public education program to inform the public about the environmental and other public benefits of the Alternative Water Supply project and shall provide the District with a copy of such public education program on or before August 29, 2008, ARTICLE 9 - INDEMNIFICATION AND INSURANCE 9.1 For value received, which is hereby acknowledged, the Recipient shall, subject to the limits permitted in Florida Statue 76S.28, defend, indemnify, save, and hold the District, its officers, directors, board members, agents, assigns, and employees harmless from liabilities, damages, losses, and costs, including but not limited to reasonable attorney's fees, to the extent caused by the negligence, recklessness or intentionally wrongful conduct of the Recipient and other persons employed or utilized by the Recipient in the performance of the Agreement, The District shaH have the right to approve counsel selected by the Recipient to defend the District in the event the District is named in any Agreement No, 4600001144, Page 8 of 11 Agenda Item No, 16C1 February 12, 2008 Page 14 of 39 legal action, Pursuant to section 768.28, Florida Statutes, nothing herein shall require Grantee to be liable for intentional or reckless acts or for actions committed in bad faith or malicious purpose or in a manner exhibiting wanton and willful disregard of human rights, safety, or property, However, nothing contained here shall constitute a waiver by the Recipient of its sovereign immunity or the provisions ofF.S, 768.28, The Recipient further acknowledges that it is solely responsible for ensuring its compliance and the compliance of its subcontractors, suppliers, agents, assigns, invitees and employees with the terms of this Agreement. This paragraph shall survive the expiration or termination of this Agreement ARTICLE 10 - RELATIONSHIP BETWEEN THE PARTIES 10, I The Recipient shall be considered an independent contractor and neither party shall be considered an employee or agent of the other party, Nothing in this Agreement shall be interpreted to establish any relationship other than that of an independent contractor between the parties and their respective employees, agents, subcontractors, or assigns during or after the performance of this Agreement, Both parties are free to enter into contracts with other parties for similar services, 10.2 The Recipient shall not assign, delegate or otherwise transfer its rights and obligations as set forth in this Agreement without the prior written consent of the District Any attempted assignment in violation of this provision shall be Dull and void, 10.3 It is the intent and understanding of the Parties that this Agreement is solely for the benefit of the Recipient and the District. No person or entity other than the Recipient or the District shall have any rights or privileges under this Agreement in any capacity whatsoever, either as third party beneficiary or otherwise, ARTICLE 11 - GENERAL PROVISIONS 1 U Notwithstanding any provisions of this Agreement to the contrary, the Parties shall not be held liable for any failure or delay in the performance of this Agreement that arises from fires, floods, strikes, embargoes, acts of the public enemy, unusually severe weather, outbreak of war, restraint of government, riots, civil commotion, force majeure, act of God or for any other cause of the same character, which is unavoidable through the exercise of due care and beyond the control of the Parties, Failure to perform shall be excused during the continuance of such circumstances, but this Agreement shall otherwise remain in effect This provision shall not apply if the Statement of Work, Exhibit "A" of this Agreement specifies that performance by the Recipient is specifically required during the occurrence of any of the events herein mentioned, 11.2 Any inconsistency in this Agreement shall be resolved by giving precedence in the following order: (a) Terms and Conditions outlined in Articles 1-11 Agreement No, 4600001144, Page 9 of 11 Agenda Item No, 16C1 February 12, 2008 Page 15 of39 (b) Exhibit "A" Statement of Work (c) All other exhibits, attachments and documents specifically incorporated herein by reference 11.3 Failures or waivers to insist on strict performance of any covenant, condition, or provision of this Agreement by the Parties, their successors and assigns shall not be deemed a waiver of any of its rights or remedies, nor shall it relieve the other Party from performiDg any subsequent obligations strictly in accordance with the terms of this Agreement No waiver shall be effective unless in writing and signed by the Party against whom enforcement is sought Such waiver shall be limited to provisions of this Agreement specifically referred to therein and shall not be deemed a waiver of any other provision. No waiver shall constitute a continuing waiver unless the writing states otherwise, 11A Should any term or provision of this Agreement be held, to any extent, invalid or unenforceable, as against any person, entity or circumstance during the term hereof, by force of any statute, law or ruling of any forum of competent jurisdiction, such invalidity shall not affect any other term or provision of this Agreement, to the extent the Agreement shall remain operable, enforceable and in full force and effect to the extent permitted by law. 11.5 This Agreement may be amended only with the written approval of the Parties, 11.6 This Agreement states that all publicity/public awareness media shall be jointly planned by the Recipient and the District and any and all materials, events, or endorsements arising out of this award shall require prior District approval. 11.7 This Agreement states the entire understanding and Agreement between the Parties and supersedes any and all written or oral representations, statements, negotiations or Agreements previously existing between the Parties with respect to the subject matter of this Agreement The Recipient recognizes that any representations, statements or negotiations made by District staff do not suffice to legally bind the District in a contractual relationship unless they have been reduced to writing and signed by an authorized District representative, This Agreement shall insure to the benefit of and shall be binding upon the parties, their respective assigns, and successors in interest 11.8 This Agreement is subject to and governed by the provisions applicable to it contained in sections 373,0831 and 373.1961, Florida Statutes (2004), as amended by Chapter No, 2005-291 (SB 444, Laws of Florida), Agreement No, 4600001144, Page 10 of 11 Agenda Item No, 16C1 February 12, 2008 Page 16 of 39 IN WITNESS WHEREOF, the Parties or their duly authorized representatives hereby execute this Agreement on the date written below, SOUTH FLORIDA WATER MANAGEMENT DISTRICT, BY ITS GOVERNING BOARD By: Frank Hayden, Procurement Director Date: SFWMD Procurement Approved: By: li1j~ilI11j\,~ Date: /1 /; /~ "7 , , SFWMD Office of Counsel Approved: By: Date: Entity's Legal Name: By Authorized Official: Printed Name: Title: Date: Agreement No, 4600001144, Page 11 of II - Exhibit "A" Statement of Work Agenda Ite'm No, 16C1 February 12, 2008 Page 17 of39 Reclaimed Transmission Main -lmmokalee Road - Phase I CoUier County ~ IntroductionlBackground Collier County has identified the need to construct the new North East Water Reclamation Facility (NEWRF) to serve the County's North East service area. The facility is expected to be online in 201] with a rated capacity of 4.0 MGD. The ultimate capacity of the NEWRF is expected to be 20 MOD by 2026, The Reclaimed Transmission Main project will involve the construction of a 24-inch HOPE transmission main to connect the NEWRF to the County's existing reclaimed water distribution network. Phase I is being conducted in conjunction with a County Department of Transportation project along a two mile section of ]mmokalee Road, The reclaimed water main will be installed while construction on the roadway is occurring, as to minimize construction costs and future disturbances in the area. Future phases of the project will include the construction of additional sections of transmission main, with completion of the project anticipated in 20] I to coincide with the start-up of the NEWRF. B. Objectives The objective off the Reclaimed Transmission Main project is to construct a reclaimed water pipeline to connect the future North East Water Reclamation Facility to Collier County's existing reclaimed water distribution network, C. Scope of Work Collier County will install a two mile section of 24-inch HOPE reclaimed water transmission main along Immoka1ee Road in the vicinity of the Heritage Bay development. D. Work Breakdown Structure The work breakdown structure associated with this project is described below. Note that if the project is completed prior to the due date of a Status Report (Tasks 1-4), then the Status Report shall be replaced by the Final Report and subsequent Status Reports shall not be required. Task I - Status Report: Recipient shall submit to the project manager a status report summarizing progress made to date, issues of concern potentially affecting project perfonnance, and any other information pertinent to the project. Delivery Date: December 1, 2007 Task 2 - Status Report: Recipient shall submit to the project manager a status report summarizing progress made to date, issues of concern potentially affecting project perfonnance, and any other information pertinent to the project. Delivery Date: February 1,2008 Task 3 - Statos Report: Recipient shall submit to the project manager a status report summarizing progress made to date, issues of concern potentially affecting project perfonnance, and any other information pertinent to the project. Delivery Date: April 1,2008 Page I of2, Exhibit "A" to Agreement No, 4600001144 Agenda Item No, 16C1 February 12, 2008 Task 4 _ Status Report: Recipient shall submit to the project manager a status report summli'rrBllg 8 of 39 progress made to date, issues of concern potentially affecting project performance, and any other infonnation pertinent to the project. Delivery Date: June 1, 2008 Task 5 _ Recipient shall install 0.5 miles of 24-inch HDPE reclaimed water main along lmmokalee Road, Delivery Date: August 29, 2008 Task 6 _ Recipient shall install 0,5 miles of 24-inch HDPE reclaimed water main along lmmokalee Road. Delivery Date: August 29, 2008 Task 7 - Recipient shall install 05 miles of 24-inch HDPE reclaimed water main along lmmokalee Road. Delivery Date: August 29, 2008 Task 8 - Recipient shall install 0.5 miles of 24-inch HDPE reclaimed water main along Imrnokalee Road, Delivery Date: August 29,2008 Task 9 - Final Report: Recipient shall submit to the project manager a Final Project Report summarizing all work perfonned during the course of the project. Delivery Date: August 29,2008 Page 2 of2, Exhibil"A" 10 Agreement No. 4600001144 Agenda Item No, 16C1 February 12, 2008 Page 19 of 39 EXHIBIT "B" SUMMARY SCHEDULE OF TASKS AND DELIVERABLES . The schedule set forth below Is based on a one (1) year agreement from October 1, 2007 to September 30, 2006, . Total payment by the District to Collier County Utilities shall not exceed the amount of $500,900, Payment shall be made following receipt and acceptance by the District of project deliverables in accordance with the schedule set forth below, The Recipient hereby agrees to provide the District all deliverables, data, and Information described In the Statement of Work, . Invoices for completed deliverables shall be submitted to the DIstrict for payment by August 29, 2006, However, the Recipient is encouraged to arrange for deliverable inspection and invoice as soon as a deliverable has been completed, . Reporting requirements are also part of this exhibit The Recipient shall provide regular project update/status reports by December 1, 2007; February 1, 2006; April 1, 2006; and June 1, 2006, Reports will provide detail on the progress of the project and outline any potential issues affecting project completion or overall schedule, Status reports may be submitted in any form agreed to by the District Project Manager and the Recipient, and could include emails, memos, and letters, . If the total consideration for this Agreement Is subject to multi-year funding allocations, funding for each applicable fiscal year of this Agreement will be subject to Goveming Board budgetary appropriation, In the event the District does not approve funding for any subsequent fiscal year, this Agreement shall terminate upon expenditure of the current funding, notwithstanding other provisions in this Agreement 10 the contrary, 1 Status Report NIA December 1, 2007 NIA 2 Status Report N/A February 1, 2006 NlA 3 Status Report N/A April 1 , 2006 NIA 4 Status Report NIA June 1, 2006 NIA Install 0,5 miles of 24-inch HOPE August29,2006 5 reclaimed water main along N/A $125,225 Immokalee Road Install 0,5 miles of 24-inch HOPE August 29, 2006 6 reclaimed water main along NIA $125,225 Immokalee Road Install 0.5 miles of 24-inch HOPE August 29, 2006 7 reclaimed water main along NIA $125,225 Immokalee Road Install 0,5 miles of 24-inch HOPE August 29, 2006 6 reclaimed water main along N/A $125,225 Immokalee Road 9 Final Project Report N/A August 29, 2006 N/A TOTAL DISTRICT PAYMENT $500,900 Total Construction Cost This Phase $1,350,000 Page 1 of2, Exhibit "B" to Agreement No, 4600001144 Agenda Item No, 16C1 February 12, 2008 Page 20 of 39 . The deadline for the final Invoice submittal Is August 29, 2008, However, this Invoice could be submitted before August 29, 2008 - Final payment is based on the total estimated construction cost lhIs phase, An actual cost les. than the estimated cost may resuR In a reduced final payment If the project includes well drilling and testing, deliverables must include copies of all hydrogeologic data COllected In the COUnle of drilling and testing, in the SFWMD specified format. An electronic copy of the SFWMD specified format is available via email. Contact the appropriate SFWMD Project Manager to request one, Page 2 of2, Exhibit "B" to AgrccmentNo, 4600001 144 EXHIBIT "C" REPORTING FORM Agenda Item No, 16C1 February 12, 2008 Page 21 of 39 Project Summary Final Report - FY 2008 Project Manager Project Name SFWMD Contract Number Project Owner Describe Project constructed: Type of Alternative Water Supply Quantity of Water Made Available (MGD) U on Com letion of This Phase Pro osed Actual Construction Duration Start Finish District fundin hase $ $ Local funds $ $ Other funding source From: $ $ TOTAL Attach map and photo(s) of project on CD, if available. The District will make funding payments only to reimburse for work completed between October 1, 2007 and August 29, 2008. 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AORImN?At~1 ~ ~~~~ SOUTH FLORIDA WATER MANAGEMENT DISTRICT 2007 - 2008 ALTERNATIVE WATER SUPPLY FUNDING PROGRAM Recipient: Collier County Public Utilities Recipient's Project Manager: Ron Dillard Address: 3301 East Tamiami Trail, Bldg, H Naples, FL 34112 Telephone No: (239) 530-5338 Fax No: (239) 530-5378 SFWMD Project Manager: Max Guerra Telephone No.: (239) 263-7615 'i;-mail Address: mguerra@sfwmd,gov Fax No. (561) 682-5242 Contract Specialist: Betty Thayer Telephone No.: (561) 682-6011 Fax No.: (561) 682-5117 Address: 3301 Gun Club Road West Palm Beach, FL 33406 Insurance: Not Applicable Federal Employer Identification Number: 59-6000558 Project Title: FY2008 AWS - Big Cypress Basin Descri tion: South Coun Re ional Water Treatment Plant 20-MGD Wellfield Ex ansion FY08 Agreement No, 4600001270, Page 1 of 11 Agenda Item No, 16C1 February 12, 2008 Page 24 of 39 This Agreement is entered into between "the Parties," the South Florida Water Management District, the "District", and the undersigned party, hereinafter referred to as the "Recipient," The Recipient warrants and represents that it has no obligation or indebtedness that would impair its ability to fulfill the terms and conditions of this Agreement, and shall abide by all legal, financial and reporting requirements, such as matching funds and final reports for all funding received by the Recipient from the District ARTICLE I-PROJECT I, I The Recipient shall, to the satisfaction of the District, fully and timely construct and perform all work items described in the "Statement of Work," attached hereto as Exhibit "A", hereinafter referred to as the "Project", and made a part of this Agreement, 1.2 As part of the deliverables to be provided by the Recipient under this Agreement, the Recipient shall substantiate, in whatever form reasonably requested by the District, any supporting documentation utilized as a basis for payment by the District, This paragraph shall survive the expiration or termination of this Agreement 1.3 Attached to this Agreement are the following exhibits which are incorporated herein: Exhibit A Exhibit B Exhibit C Exhibit D Statement of Work Payment and Deliverable Schedule Reporting Form Federal/State Funding Resources ARTICLE 2 - TERM OF THE AGREEMENT 2.1 The period of performance of this Agreement shall be the dates noted on the first page of this Agreement. 2.2 The Parties agree that time is of the essence in the performance of each and every obligation under this Agreement, ARTICLE 3 - COMPENSATION I CONSIDERATION 3.1 As consideration for the Project required by this Agreement, the District shall pay the Recipient the funding amount as specified on page one of this Agreement Such amount is not to exceed the specified amount and therefore, no additional consideration shall be authorized, The Recipient shall provide at least sixty percent (60%) of the Project's construction cost, unless a different amount is authorized pursuant to s, 373,1961 (3)( e), Florida Statutes, The District will make funding payments only to reimburse for work completed between October 1,2007 and August 29,2008, 3.2 The Recipient assumes sole responsibility for all work which is performed pursuant to Exhibit "A", By providing funding hereunder, the District does not make any warranty, Agreement No. 4600001270, Page 2 of 11 Agenda Item No, 16C1 February 12, 2008 Page 25 of 39 guaranty or any representation whatsoever regarding any of the work performed hereunder, including but not limited to, the adequacy or sufficiency of all or any part of work described in Exhibit "A", 3,3 The Recipient hereby agrees not to use District funding for any work associated with the research, design and permitting aspects ofthe Project. District funds shall only be used for the construction activities described in Exhibit "A". 3.4 The Recipient agrees to reimburse the District funds provided through this Agreement for facilities (Le, test/production wells, etc,) that do not become an operational component of the overall alternative water supply facility within the timeframe established in the proposal. Notwithstanding anything in this Agreement to the contrary, this paragraph shall remain in full force and effect for ten (10) years from the date of contract execution, 3.5 Notwithstanding any provisions of this Agreement to contrary, the District reserves the right, without financial or other penalty or obligation, to (I) cancel this contract and/or (2) reduce the amount of funding to be provided by the District pursuant to this Agreement in the event that the District does not receive all or any part of the $18,000,000 state appropriation for alternative water supply from the State of Florida as provided in the State's 2008 fiscal year budget (SB 2800/Ch, 2007-72, Laws of Florida), The Recipient shall indemnify and hold the District, its officers, directors board members, agents assigns and employees, from liability, claims, damages, losses or costs should the District cancel this Agreement or reduce the funding amounts in this contract pursuant to this paragraph, subject to the limitations set forth in Section 768.28 Florida Statue, ARTICLE 4 - FUNDING PAYMENTS AND REPORTING 4,1 The District shall make payment to the Recipient upon completion and acceptance of the fmal de1iverable(s) as described in the "Payment and Deliverable Schedule", attached hereto as Exhibit "B". On or before August 29, 2008, the Recipient shall provide a completed Project Summary Final Report, attached hereto as Exhibit "c", Concurrent with delivery of the final deliverab1e(s), the Recipient shall provide certification that all construction has been completed in accordance with Exhibit "A" of this Agreement 4.2 The Recipient's invoice(s) shall reference the District's Agreement Number and shall be sent to the following address: South Florida Water Management District AlIN: Accounts Payable PO Box 24682 West Palm Beach, FL 33416-4682 The Recipient shall not submit an invoice to any other address at the District. In order to expedite the invoice review and approval process, the Recipient also shall submit an electronic copy of each invoice to the Project Manager. The Recipient invoices shall AgreemenlNo, 4600001270, Page 3 ofll Agenda Item No, 16C1 February 12, 2008 Page 26 of 39 contain the backup documentation necessary (e,g" contractor invoices) for the Project Manager to be able to ascertain clearly that each fmal deliverable in the invoice has been substantially complete, 4.3, Upon completion of the Project, any data that was generated during the performance of the Project shall be submitted to the District upon request. New Well Construction Proiects: For projects involving construction of new wells, the Recipient shall: L Submit design of well construction and testing programs to the District for review and comment prior to implementation, The Recipient shall integrate the District's comments into the final testing plan where feasible, 2, Submit all pertinent well information collected during well construction and testing (Le" depths, cuttings descriptions, geophysical logs, aquifer test data, etc,), as available, Submissions shall be provided electronically as specified by the District 3, If the final location of the welles) varies from the original location specified in the Consumptive Use or other permit or permit applications, the Recipient shall provide the Project Manager with written proof that the appropriate permitting agency contact is aware of and agrees with the changes, The data shall be archived in the District's permanent database and available to the public, Please contact Emily Richardson (561) 682-6824, Emilv,Richardson@sfwmd,gov, for instructions on submitting data, 4,4 The Recipient shall provide to the District regular project update/status reports by December 1, 2007, February 1, 2008; April 1, 2008; and June 1, 2008, Reports shall provide detail on the progress of the Project and outline any potential issues affecting Project completion or overall schedule, Status reports may be submitted in any form agreed to by District project manager and the Recipient, and may include emai1s, memos, and letters, 4,5 In accordance with Section 373,0361 (7) (b) of the Florida Statutes, the Recipient shall provide an annual status update to the District detailing the progress of the Project. ARTICLE 5 - CONTRACT MANAGEMENT 5.1 The Parties shall direct all matters arising in connection with the performance of this Agreement to the attention of the Project Manager for attempted resolution or action, The Project Manager shall be responsible for overall coordination and oversight relating to the performance of this Agreement 5.2 All notices, demands or other communications regarding this Agreement, other than those set forth in paragraph 4,2 above, shall be in writing and forwarded to the attention of both the Project Manager and the Contract Specialist noted on the first page of this Agreement by certified mail, return receipt requested, Agreement No, 4600001270, Page 4 of 11 Agenda Item No, 16C1 February 12, 2008 Page 27 of 39 5.3 Should either party change its address, written notice of such new address shall promptly be sent to the other Party. 5.4 All correspondence to the District under this Agreement shall reference the District's Agreement Number. ARTICLE 6 - TERMINATION / REMEDIES 6.1 It is the policy of the District to encourage good business practices by requiring recipients to materially perform in accordance with the terms and conditions of the Agreement, In accordance with Chapter 40E-7, Part II of the Florida Administrative Code, "Material Breach" is defined as any substantial, unexcused non-performance by failing to perform an act that is an important part of the transaction or performing an act inconsistent with the terms and conditions of the Agreement If the Recipient materially fails to fulfill its obligations under this Agreement, the District will provide written notice of the deficiency by forwarding a Cure Notice citing the specific nature of the material breach, The Recipient shall have thirty (30) days to cure the breach. If the Recipient fails to cure the breach within the thirty (30) day period, the District shall issue a Termination for Default Notice, Once the District has notified the Recipient that it has materially breached its contract with the District, by sending a Termination for Default Notice, the District's Governing Board shall determine whether the Recipient should be suspended from doing future work with the District, and if so, for what period of time, The District's Governing Board will consider the factors detailed in Chapter 40E-7, Part II of the Florida Administrative Code in making a determination as to whether a Recipient should be suspended, and if so, for what period of time, Should the District terminate for default in accordance with this provision, the District shall be entitled to recover procurement costs in addition to all other remedies under law and/or equity, 6.2 The District may terminate this Agreement at any time for convenience upon thirty (30) calendar days prior written notice to the Recipient. The performance of work under this Agreement may be terminated by the District in accordance with this clause in whole, or from time to time in part, whenever the District shall determine that such termination is in the best interest of the District Any such termination shall be effected by delivery of a Notice of Termination to the Recipient, specifying the extent to which performance of work under the Agreement is terminated, and the date upon which such termination becomes effective, In the event of termination, the District shall compensate the Recipient for all authorized and accepted work performed through the termination date, The District shall be relieved of any and all future obligations hereunder, including but not limited to, lost profits and consequential damages under this Agreement, The District may withhold all payments to the Recipient for such work until such time as the District determines the exact amount due to the Recipient. 6.3 In the event a dispute arises, which the Project Managers cannot resolve between themselves, the Parties shall have the option to submit to non-binding mediation, The mediator or mediators shall be impartial, shall be selected by the Parties, and the cost of the Agreement No, 4600001270, Page 5 of 11 Agenda Item No, 16C1 February 12, 2008 Page 28 of 39 mediation shall be borne equally by the Parties, The mediation process shall be confidential to the extent permitted by law, 6.4 Notwithstanding anything in this Agreement to the contrary, the District reserves the right to terminate this Agreement immediately without notice in the event any of the representations contained in the Recipient's project proposal are found to be false or if the Recipient fails to complete the construction and performance of all work items described in Exhibit A, Statement of Work, ARTICLE 7 - RECORDS RETENTION 7, I The Recipient shall maintain records and the District shall have inspection and audit rights as follows: A Maintenance of Records, The Recipient shall maintain all financial and non-financial records and reports directly or indirectly related to the negotiation or performance of this Agreement, including supporting documentation for any service rates, expenses, research or reports, Such records shall be maintained and made available for inspection for a period of five (5) years from completing performance and recei ving final payment under this Agreement. B. Examination of Records, The District or designated agent shall have the right to examine in accordance with generally accepted governmental auditing standards all records directly or indirectly related to this Agreement. Such examination may be made only within five (5) years from the date of final payment under this Agreement and upon reasonable notice, time and place, C. Extended A vailabilitv of Records for Legal Disputes, In the event the District should become involved in a legal dispute with a third party arising from performance under this Agreement, the Recipient shall extend the period of maintenance for all records relating to this Agreement until the final disposition of the legal dispute, All such records shall be made readily available to the District, D. Periodic Audits, The District shall perform audits periodically to ensure fimding objectives are being met. 7.2 Whenever the District's contribution includes state or federal appropriated funds, the Recipient shall, in addition to the inspection and audit rights set forth in Article 7.1 above, maintain records and similarly require each subcontractor to maintain and allow access to such records in compliance with the requirements of the Florida State Single Audit Act and the Federal Single Audit Act, as follows: A Maintenance of Records: The District shall provide the necessary information to the Recipient as set forth in Exhibit "D," B. The Recipient shall maintain all financiaVnon-financial records through: (I) Identification of the state or federal awarding agency, as applicable Agreement No, 4600001270, Page 6 of 11 Agenda Item No, 16C1 February 12, 2008 Page 29 of 39 (2) Project identification information included in the Catalog of State Financial Assistance (CSF A) or the Catalog of Federal Financial Assistance (CFDA), as applicable (3) Audit and accountability requirements for state projects as stated in the Single Audit Act and applicable rules of the Executive Office of Governor, rules of the Chief Financial Officer and rules of the Auditor General and the State Projects Compliance Supplement (4) Audit/accountability requirements for federal projects as imposed by federal laws and regulations (5) Submission of the applicable single audit report to the DISTRICT, as completed per fiscal year C. Examination of Records: The District or designated agent, the state awarding agency, the state's Chief Financial Officer and the state's Auditor General and/or federal awarding agency shall have the right to examine the Recipient's financial and non- financial records to the extent necessary to monitor the Recipient's use of state or federal financial assistance and to determine whether timely and appropriate corrective actions have been taken with respect to audit findings and recommendations which may include onsite visits and limited scope audits. ARTICLE 8 - 8T ANDARDS OF COMPLIANCE 8.1 The Recipient, its employees, subcontractors or assigns, shall comply with all applicable federal, state and local laws and regulations relating to the performance of this Agreement, The District undertakes no duty to ensure such compliance, but will attempt to advise the Recipient, upon request, as to any such laws of which it has present knowledge, 8,2 The laws of the State of Florida shall govern all aspects of this Agreement, In the event it is necessary for either party to initiate legal action regarding this Agreement, venue shall be in the Fifteenth Judicial Circuit for claims under state law and in the Southern District of Florida for any claims, which are justifiable in federal court 8.3 The Recipient shall allow public access to all Project documents and materials in accordance with the provisions of Chapter 119 of the Florida Statutes, Should the Recipient assert any exemptions to the requirements of Chapter 119 and related Statutes, the burden of establishing such exemption, by way of injunctive or other relief as provided by law, shall be upon the Recipient 8.4 Pursuant to Section 216.347 of the Florida Statutes, the Recipient is prohibited from the expenditure of any funds under this Agreement to lobby the Legislature, the judicial branch or another state agency, 85, The Recipient has obtained, at its sole expense, all necessary licenses, authorizations and permits from the appropriate private party or federal, state, municipal or local agency, and other governmental approvals, prior to commencing performance of this Agreement. The Recipient agrees to comply with the terms and conditions of all permits, Agreement No, 4600001270, Page 7 oft 1 Agenda Item No. 16C1 February 12, 2008 Page 30 of 39 8.6 The Recipient hereby assures that no person shall be excluded on the grounds of race, color, creed, national origin, handicap, age or sex, from participation in, denied the benefits of, or is otherwise subjected to discrimination in any activity under this Agreement. The Recipient shall take all measures necessary to effectuate these assurances, 8.7 Pursuant to Section 287,133 of the Florida Statutes, a person or affiliate who has been placed on the convicted vendor list may not submit a bid, proposal, or reply to a request to provide any goods or services related to the construction of the Project contemplated herein, Recipient also assures that it is not on the District's Suspension of Contractors List. Recipient agrees to include a provision to this effect in all requests for proposals and subcontracts related to construction of this Project 8,8 A Recipient who operates a public water supply utility shall, by June I, 2008 adopt a rate structure that will promote the conservation of water and promote the use of water from alternative water supplies and shall provide the District with a copy of such adopted rate structure on or before August 29, 2008, 8,9 Recipient of funds for a reuse project shall provide a status report by August 29, 2008 addressing the following issues: (1) accounting of reclaimed water usage and method used (meters, etc,); (2) all rates and charges for reclaimed water; (3) the status of implementing public education programs to inform the public about water issues, water conservation and the importance and proper use of reclaimed water; and (4) providing the District with the location of each reuse facility owned by the Recipient. 8.10 This paragraph shall remain in full force and effect for twenty (20) years from the date of contract execution, After construction is completed on the Project, the Recipient shall continuously operate the Project as described in the Project proposal and consistent with the applicable water use permit(s), In the event the Project is not operated in accordance with these requirements, the District may cease funding for this Project and any future Projects proposed by the Recipient All other provisions of this contract shall terminate on September 30, 2008, 8,11 Recipient shall implement a public education program to inform the public about the environmental and other public benefits of the Alternative Water Supply project and shall provide the District with a copy of such public education program on or before August 29, 2008, ARTICLE 9 - INDEMNIFICATION AND INSURANCE 9.1 For value received, which is hereby acknowledged, the Recipient shall, subject to the limits permitted in Florida Statue 768,28, defend, indemnify, save, and hold the District, its officers, directors, board members, agents, assigns, and employees harmless from liabilities, damages, losses, and costs, including but not limited to reasonable attorney's fees, to the extent caused by the negligence, recklessness or intentionally wrongful conduct of the Recipient and other persons employed or utilized by the Recipient in the performance of the Agreement. The District shall have the right to approve counsel selected by the Recipient to defend the District in the event the District is named in any Agreement No, 4600001270, Page 8 of 11 Agenda Item No, 16C1 February 12, 2008 Page 31 of 39 legal action. Pursuant to section 768.28. Florida Statutes, nothing herein shall require Grantee to be liable for intentional or reckless acts or for actions committed in bad faith or malicious purpose or in a manner exhibiting wanton and willful disregard of human rights, safety, or property, However, nothing contained here shall constitute a waiver by the Recipient of its sovereign immunity or the provisions ofES, 768,28, The Recipient further acknowledges that it is solely responsible for ensuring its compliance and the compliance of its subcontractors, suppliers, agents, assigns, invitees and employees with the tenns of this Agreement. This paragraph shall survive the expiration or tennination of this Agreement. ARTICLE 10 - RELATIONSHIP BETWEEN THE PARTIES !O.l The Recipient shall be considered an independent contractor and neither party shall be considered an employee or agent of the other party, Nothing in this Agreement shall be interpreted to establish any relationship other than that of an independent contractor between the parties and their respective employees, agents, subcontractors, or assigns during or after the performance of this Agreement Both parties are free to enter into contracts with other parties for similar services, 10.2 The Recipient shall not assign, delegate or otherwise transfer its rights and obligations as set forth in this Agreement without the prior written consent of the District, Any attempted assignment in violation of this provision shall be null and void, 10.3 It is the intent and understanding ofthe Parties that this Agreement is solely for the benefit of the Recipient and the District No person or entity other than the Recipient or the District shall have any rights or privileges under this Agreement in any capacity whatsoever, either as third party beneficiary or otherwise, ARTICLE 11- GENERAL PROVISIONS 11.1 Notwithstanding any provisions of this Agreement to the contrary, the Parties shall not be held liable for any failure or delay in the performance of this Agreement that arises from fires, floods, strikes, embargoes, acts of the public enemy, unusually severe weather, outbreak of war, restraint of government, riots, civil commotion, force majeure, act of God or for any other cause of the same character, which is unavoidable through the exercise of due care and beyond the control of the Parties, Failure to perform shall be excused during the continuance of such circumstances, but this Agreement shall otherwise remain in effect. This provision shall not apply if the Statement of Work, Exhibit "A" of this Agreement specifies that performance by the Recipient is specifically required during the occurrence of any of the events herein mentioned, 11.2 Any inconsistency in this Agreement shall be resolved by giving precedence in the following order: (a) Terms and Conditions outlined in Articles 1-11 Agreement No, 4600001270, Page 9 of 11 Agenda Item No, 16C1 February 12, 2008 Page 32 of 39 (b) Exhibit "A" Statement of Work (c) All other exhibits, attachments and documents specifically incorporated herein by reference 11.3 Failures or waivers to insist on strict performance of any covenant, condition, or provision of this Agreement by the Parties, their successors and assigos shall not be deemed a waiver of any of its rights or remedies, nor shall it relieve the other Party from performing any subsequent obligations strictly in accordance with the terms of this Agreement, No waiver shall be effective unless in writing and signed by the Party against whom enforcement is sought Such waiver shall be limited to provisions of this Agreement specifically referred to therein and shall Dot be deemed a waiver of any other provision, No waiver shall constitute a continuing waiver unless the writing states otherwise, 11,4 Should any term or provision of this Agreement be held, to any extent, invalid or unenforceable, as against any person, entity or circumstance during the term hereof, by force of any statute, law or ruling of any forum of competent jurisdiction, such invalidity shall not affect any other term or provision of this Agreement, to the extent the Agreement shall remain operable, enforceable and in full force and effect to the extent permitted by law. 11.5 This Agreement may be amended only with the written approval of the Parties, 11.6 This Agreement states that all publicity/public awareness media shall be jointly planned by the Recipient and the District and any and all materials, events, or endorsements arising out of this award shall require prior District approvaL 11. 7 This Agreement states the entire understanding and Agreement between the Parties and supersedes any and all written or oral representations, statements, negotiations or Agreements previously existing between the Parties with respect to the subject matter of this Agreement The Recipient recognizes that any representations, statements or negotiations made by District staff do not suffice to legally bind the District in a contractual relationship unless they have been reduced to writing and signed by an authorized District representative, This Agreement shall insure to the benefit of and shall be binding upon the parties, their respective assigos, and successors in interest 11,8 This Agreement is subject to and governed by the provisions applicable to it contained in sections 373,0831 and 373.1961, Florida Statutes (2004), as amended by Chapter No, 2005-291 (SB 444, Laws of Florida), Agreement No. 4600001270, Page 10 of 11 Agenda Item No, 16C1 February 12, 2008 Page 33 of 39 IN WITNESS WHEREOF, the Parties or their duly authorized representatives hereby execute this Agreement on the date written below, SOUTH FLORIDA WATER MANAGEMENT DISTRICT, BY ITS GOVERNING BOARD By: Frank Hayden, Procurement Director Date: SFWMD Procurement Approved: By: ~ I; L<<<'tJJ1 j J ' j / r;;] ...,..... Date: /,;,1310,/ ~ / J SFWMD Office of Counsel Approved: By: Date: Entity's Legal Name: By Authorized Official: Printed Name: Title: Date: Agreement No, 4600001270, Page 11 of 11 Agenda Item No, 16C1 February 12, 2008 Page 34 of 39 EXHIBIT "A" STATEMENT OF WORK SOUTH COUNTY REGIONAL WATER TREATMENT PLANT 20-MGD WELLFIELD EXPANSION FY08 A. INTRODUCTION Existing needs for additional water supply, fueled by an extremely high rate of growth, have prompted Collier County to move forward with a comprehensive plan to improve and expand its alternative water supply wellfield system, As part of the comprehensive plan additional wells are to be provided to meet demand needs, The construction of the 8 MGD SCRWTP reverse osmosis (RO) facility was completed in 2004, To meet the projected increase in potable water demand, the South County Regional Water Treatment Plant (SCRWTP) RO treatment capacity will be expanded by an additional 12 MGD (to 20 MGD), The purpose of the SCRWTP Wellfield Expansion project is to provide a reliable raw water supply for the reverse osmosis expansion of the SCR WTP, Collier County's total estimated construction cost for their multiyear project is $40,000,000, The South florida Water Management District recognized the importance of Collier County's comprehensive plan and funded the project with $987,698 in FY06 and with $900,000 in FY07, In FY08 Collier County has budgeted $6,800,000 for the completion of the project The Big Cypress Basin (BCB) Board Budget has $1,200,000 earmarked for Collier County's project in fY08, B. OBJECTIVES Collier County will design the wellfie1d expansion project to provide an additional yield of 12 MOD of finished water, for a total of 20 MOD, Twenty-three wells sites have been identified south of the SCRWTP site for the 12 MOD expansion, The twenty-three news wells will draw water from the Hawthorn Zone 1 Aquifer, an alternative water source, C. SCOPE OF WORK Twenty-three wells sites have been identified south of the SCRWTP site for the 12 MOD expansion, The twenty-three news wells will draw water from the Hawthorn Zone I Aquifer, an alternative water source, The FY2008 Alternate Water Supply (A WS) funding is for the construction of the following facilities adjacent to the SCRWTP: . Well Equipment for 23 Wells in the Hawthorn Zone I Aquifer Page 1 of2, Exhibit "A" to Agreement No. 46000001270 Agenda Item No, 16C1 February 12, 2008 Page 35 of 39 D. WORK BREAKDOWN STRUCTURE The work breakdown structure associated with this project is described below, Note that if the project is completed prior to the due date of the Status Reports (Tasks 1 - 3), then the Status Report shall be replaced by the Final Report and subsequent Status Reports shall not be required, Task 1 _ Status Reoort: Recipient shall submit to the project manager a status report summarizing progress made to date, issues of concern potentially affecting project performaoce, and any other information pertinent to the project, Delivery Date: February 1,2008 Task 2 _ Status Reoort: Recipient shall submit to the project manager a status report summarizing progress made to date, issues of concern potentially affecting project performance, and any other information pertinent to the project Delivery Date: April I, 2008 Task 3 _ Status Reoort: Recipient shall submit to the project manager a status report summarizing progress made to date, issues of concern potentially affecting project performance, and any other information pertinent to the project. Delivery Date: June 1, 2008 Task 4: Pumps _ 23 variable speed well pumps with a flow range of 0 to 1,000 gpm with a IDH range of 199 to 399 feet and 46 sump pumps with a capacity of 60 gpm at 14' TDH. Delivery Date: August 29, 2008 Task 5: Packaged Engine Generator System will include: 1 - 125 KW @ 480 volts, 3-phase 2 - 275 KW @ 480 volts, 3-phase 6 - 350 KW @ 480 volts, 3-phase Delivery Date: August 29, 2008 Task 6: Adjustable Frequency Drives: Each of the 23 well pumps will have an AFD for a NEMA standard, 3-phase, 460 volts, 3,600 RPM induction motor Delivery Date: August 29, 2008 Task 7: Instrumentation: Includes all instrumentation needed to operate and control the 23 wells, Delivery Date: August 29, 2008 Task 8: Final Report: Recipient shall submit to the project manager a Final Report summarizing all work performed during the course of the project Delivery Date: August 29, 2008 Page 2 of2, Exhibit "A" to Agreement No. 46000001270 Agenda Item No. 16C1 February 12, 2008 Page 36 of 39 EXlllBIT "B" SUMMARY SCHEDULE OF TASKS AND DELIVERABLES . The schedule set forth below is based on a one (I) year agreement from October I, 2007 to September 30, 2008, . Total payment by the District to Collier County, Inc shall not exceed the amount of $1,200,000, Payment shall be made following receipt and acceptance by the District of project deliverab1es in accordance with the schedule set forth below, The Recipient hereby agrees to provide the District all deliverables, data, and infonnation described in the Statement of Work, . Invoices for completed deliverables shall be submitted to the District for payment by August 29, 2008, However, the Recipient is encouraged to arrange for deliverable inspection and invoice as soon as a deliverable has been completed, . Reporting requirements are also part of this exhibit The Recipient shall provide regular project update/status reports by February 1,2008; April 1,2008; and June I, 2008, Reports will provide detail on the progress of the project and outline any potential issues affecting project completion or overall schedule, Status reports may be submitted in any fonn agreed to by the District Project Manager and the Recipient, and could include emails, memos, and letters, . If the total consideration for this Agreement is subject to multi-year funding allocations, funding for each applicable fiscal year of this Agreement will be subject to Governing Board budgetary appropriation, In the event the District does not approve funding for any subsequent fiscal year, this Agreement shall tenninate upon expenditure of the current funding, notwithstanding other provisions in this Agreement to the contrary, Tasks Deliverables Invoice Date* Report Dne District Not-to-Exceed Date Payment ** I Status Report N/A February I, N/A 2008 2 Status Report N/A April I, 2008 N/A 3 Status Report N/A June 1,2008 N/A 4 Pumps: 8/29/2008 N/A $ 350,000 23 variable speed well pumps with a flow range of 0 to 1,000 gpm with a TDH range of 199 to 399 feet and 46 sump pumps with a capacity of 60 gpm at 14' TDH 5 Packaged Engine Generator 8/29/2008 N/A $ 400,000 System: I - 125 KW @480 volts, 3-phase 2 - 275 KW @ 480 volts, 3-phase 6 - 350 KW @ 480 volts, 3-phase Page I of2, Exhibit "B" to Agreement No, 46000001270 Agenda Item No, 16C1 February 12, 2008 Page 37 of 39 6 Adjustable Frequency Drives: 8/29/2008 N/A $ 300,000 Each of the 23 well pumps will have an AFD for a NEMA standard, 3-phase, 460 volts, 3,600 RPM induction motor 7 Instrumentation: 8/29/2008 N/A $ ] 50,000 Includes all instrumentation needed to operate and control the 23 wells 8 Final Project Report 8/29/2008 TOTAL DISTRICT PAYMENT $1,200,000 Total Estimated Construction Cost This Phase $6,791,181 . All dates are referenced from the date of execution of this agreement and are estimated, "The District shall only be obligated to pay for documented actual expenditures within the not-to-exceed amounts specified above. ]n the event actual expenditures by the County are less than the not-to-exceed for a particular task, the County shall have the right to apply the unexpended balance towards a subsequent task, The County shall provide written notice of its decision to exercise this right In no event shall the District's total obligation exceed $1,200,000 as specified above for this cooperative agreement The County is responsible for any additional funds either through local revenues, grants, other appropriations, and/or other funding sources, Page 2 on, Exhibit "B" to Agreement No. 46000001270 ......... Agenda Item No, 16C1 February 12, 2008 Page 38 of 39 EXHIBIT "C" REPORTING FORM Project Summary Final Report - FY 2008 Project Name Project Manager SFWMD Contract Number Project Owner Describe Project constructed: Type of Alternative Water Supply Construction Duration Pro osed Actual Start Finish District fundin this hase $ $ Local funds Other funding source $ $ From: $ $ TOTAL Attach map and photo(s) of project on CD, if available, The District will make funding payments only to reimburse for work completed between October 1, 2007 and August 29, 2008. To the best of my knowledge, the above infurmation is correct Chief Financial Officer Project Manager Page 1 of 1, Exhibit "e" to Agreement No, 4600001145, ,.- co 0'> U>'-'" OJ 1~~ ,) ,- " FCC) CD ro co .... ::10... ~; .0 " " I=LJ... 'D !;:n <~ Cl J: X UJ <= 0 .~ C:- " '-~ ~ ~ So." rJ.l 8 E g;u <: e " 0 a <: 00 ,5 "" " " "-< ~ " '~ " :E == " '" E- " <: -e 0 ... 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