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12/19/2001 Agreement CLERK OF THE CIRCUIT COURT MONROE COUNTY BRANCH OFFICE MARATHON SUB COURTHOUSE 3117 OVERSEAS HIGHWAY MARATHON, FLORIDA 33050 TEL. (305) 289-6027 FAX (305) 289-1745 MONROE COUNTY COURTHOUSE 500 WHITEHEAD STREET KEY WEST, FLORIDA 33040 TEL. (305) 292-3550 FAX (305) 295-3663 BRANCH OFFICE PLANTATION KEY GOVERNMENT CENTER 88820 OVERSEAS HIGHWAY PLANTATION KEY, FWRlDA 33070 TEL. (305) 852-7145 FAX (305) 852-7146 MEMORANDUM DATE: January 22,2002 TO: Peter Horton, Manager Monroe County Airports ATTN: FROM: Bevette Moore Airport Business Administrator Pamela G. Han~ Deputy Clerk (3 At the December 19, 2001, Board of County Commissioner's meeting the Board granted approval and authorized execution of the following: Public Transportation Joint Participation Agreement, Contract No. AL021 between Monroe County and the Florida Department of Transportation for security equipment for the Key West International Airport. Enclosed are three duplicate originals, executed on behalf of Monroe County, for your handling. Please be sure that the fully executed "Monroe County Clerk's Original" is returned to our office as soon as possible. Agreement between Monroe County and URS Southern for general consulting services for the Monroe County Airports. Enclosed is a duplicate original for your handling. Should you have any questions please feel free to contact our office. Cc: County Administrator w/o documents County Attorney Finance Filev' elL' - . . - - - . - ., 1\ '_ URS Project No. AGREEMENT This is an agreement made as of November 26.2001 between Monroe County. a political subdivision of the State of Florida. actina bv and throuah its Board of County Commissioners (hereinafter called the Client), and URS Corporation Southern (formerly known as URS Greiner Woodward Clyde, Inc. Southern) of 5805 NW 11th Street. Suite 340. Miami Florida 33126 (hereinafter called URS). I. Client and URS, for the mutual considerations hereinafter set forth agree that the General Consulting Services for the Monroe County Airport Projects shall conform to attached Exhibit A: Scope and Schedule. II. Client agrees to pay URS as compensation for its services as follows: Payments will be based on individual Purchase Service Orders (PSOs) issued for each assignment, and which will be individually priced as an agreed Lump Sum as indicated in Exhibit "B". (Any sales or use taxes imposed upon the compensation for services under this Agreement will be added to the invoice amount and payment thereof will be the responsibility of the Client). Client shall reimburse URS for the actual cost of all travel-related expenses (including but not limited to meals, lodging, transportation, etc.) for project-related work accomplished away from URS's office. Client shall reimburse URS for all other project-related expenses at cost, plus 10 percent service fee for handling and administration. Expenses include but shall not be limited to blueprints and reproduction costs, shipping, outside consultants, materials testing, bond premiums, title company charges, application fees, permits, survey monuments, computer charges, toll calls, and so forth. Fees and other charges will be invoiced monthly by URS. The amount of each invoice shall be due at the time of billing. III. The person signing this Agreement warrants he has authority to sign as, or on behalf of, the Client. If such person does not have such authority, he agrees that he is personally liable for all breaches of this contract, and that in any action against him for breach of such warrantly, a reasonable attorney's fee shall be included in any judgement rendered. IV. When signed by both parties, this Agreement, including the attached Exhibits A, B, C, D and E and the Standard Terms and Conditions shown on the back of this document, constitutes a final written expression of all terms of this Agreement and is a complete and exclusive statement of thos terms. Any and all prior representations, promises, warranties, or statements by URS that differ in any way from the terms of this written Agreement shall be given no force or effect. The terms of this Agreement can be modified only in writing which must be signed by both parties. V. This Agreeement is to be governed by the laws of the State of Florida. Venue for any litigation arising under this agreement must be in a cRurt of competent j'urisdiction in Monroe County, Florida. ::;"._, <::5.." (,) 0 L;o:) -;:n" "'l--. 1".....,) -- In the event of a conflict between the terms and conditions of this Agreement (paragraphs I thru VI) together with the Stand~fi!~s an~nditi~ of the Agreement (paragraphs 1 thur 15) and Exhibits A, B, C, D, and E the terms and conditions of the Exhibits will control. i"-:;[; =< ~ CJ C") : r- rv .." g~:~~ {-v C> :z: ::u 0 ::0 -!("')f'- -0 - :< .' "',_ .-_ ;0 . ;-;.- -- r" ;.:1 E; r,.) CJ J> (11 0 , ,'':::V './1 0 Agreed to: VI. Agreed to: M&N~Cc- (Client's Name) C f:J( 9'f1ri URS Corporation Southern c ff~<;;. ;t1 c L.iJ y Signer's Name (Typ' or Printed) Authorized Signature Carlos Garcia Signer's Name (Typed or Printed) BY: BY: / ~! q !r / I ~~~~<-',-, /';c::-;::, lJ l\f :.i':;;;,~, / !:,.. ___""~-"'"...., ... r _ _, '..... ---.-- .~..< /:;...->"' , A:'.~ .../........., . ~ d... .~~" t& / ;..':-' /~'" "\ '" Title: /'/(;'/<""::<", .: ... .... ~, //~,;/ ~/:~~ '<;-..... '<4~/:,:~:~ {?~, ~'" 1~. , " t' I,,~ "\,,~............ :::- ~J ,~. , '- ~". .. ^H.I~!__~' ~ '/< "~-1-;;;JJ; .. > " '.,,' :.:', ,; ":'y L KO \ "; '" :t" ....~/. r, ~. J ",' . .o..... /.. /,/ '. " ,':~': " :~,.~:'~ >::" ~ '- ..' DEPU CLERK Date: Date: Title: Vice President STANDARD TERMS AND CONDITIONS OF AGREEMENT 1. ADDITIONAL SERVICES: Additional services shall include any additional office or field services caused by any changes in the project and/or scope. Any such changes will be billed at the hourly rates stated herein or, if no such rates are stated, at URS Corporation customary hourly billing rates. Without otherwise limiting the scope of this paragraph, it is speCifically agreed that any such additional services caused by policy or procedural changes, governmental agencies, client's legal disputes including litigation or arbitration, or any services associated therewith (preparation for depositions, etc.), will be regarded as additional services. 2. OWNERSHIP OF DOCUMENTS: All tracings, specifications, computations, survey notes and other original documents, considered as instruments of service, are and shall remain the property of URS Corporation unless otherwise provided by law. Client shall not use such items on other projects without URS Corporation's prior written consent. URS Corporation is under no obligation to retain said documents beyond the completion of the project and may discard them at URS Corporation's sole discretion. 3. LIMITATIONS ON COST ESTIMATES: Because URS Corporation has no control over the cost of labor, materials, equipment, or services furnished by others, or over any methods used by the Construction Contractor(s) to determine prices, or over competitive bidding or market conditions, URS Corporation's opinions of probable project costs and construction costs provided for herein will be made on the basis of URS Corporation's elCperience and qualifications and represent URS Corporation's best judgement as an elCperienced and qualified professional firm, familiar with the construction industry. However, URS Corporation cannot and does not guarantee that proposals, bids, or actual project costs or construction costs will not vary from opinions of probable cost prepared by URS Corporation. 4. APPROVAL OF SERVICES: The services performed by URS Corporation shall be deemed approved and accepted by Client as and when invoiced unless Client objects within 30 days of the invoice date by written notice specifically stating the details by which Client believes such services are unacceptable. 5. DELAY: Any delay, default, or termination in or of the performance of any obligation of URS Corporation under this Agreement caused directly or indirectly by strikes; accidents; acts of God; shortages or unavailability of labor, materials, power, or transportation through normal commercial channels; failure of Client or Client's agent(s) to furnish information or to approve or disapprove URS Corporation's services promptly; late, slow, or faulty performance by Client, other contractors, or governmental agencies, the performance of whose work is precedent to or concurrent with the performance of URS Corporation's services; or any other acts of the Client or any other federal, state, or local governmental agency or any other cause beyond URS Corporation's reasonable control shall suspend the obligations of URS Corporation as long as performance is delayed or prevented thereby, and the fees due hereunder shall be equitably adjusted. 6. TERMINATION: In the event Client fails to pay URS Corporation within 60 days after invoices are rendered, or in the event of any other material breach by the Client, URS Corporation, in addition to any other remedies available by law or in equity, shall have the right, at its election, to either terminate this Agreement or suspend the services until the default is cured. 7. ATTORNEY'S FEES AND COSTS: If any action, whether at law, inequity, or in arbitration, is brought to enforce or interpret any provision of this Consultant Agreement, the prevailing party in such action or arbitration shall be entitled to reasonable attorney's fees and costs through and including all appellate and arbitral award enforcement proceedings. 8. REPLACEMENT OF SURVEY STAKES: URS Corporation, if included in Section I of the Agreement, will provide necessary construction stakes. In instances where it is determined that negligence on the part of the Client or others results in the need for restaking, the cost of such restaking will be billed as an extra to the Client on a time and materials basis. It will be the Client's responsibility to provide adequate protection of the stakes against his own negligence or the negligence of those working for or with him and against vandalism by others. If staking is prematurely ordered by the Client or others and construction does not take place, it will also be the Client's responsibility to protect said stakes until such time as construction takes place. 9. OBSERVATION AND TESTING FOR CONSTRUCTION SAFETY: The observation and testing for construction safety is not included herein. 10. RESTRICTIONS ON USE OF DOCUMENTS: It should be understood that any documents rendered under this Agreement will be prepared in accordance with the agreed scope and will pertain only to the subject project and are prepared for the exclusive use of the Client. Use of the reports and data contained therein for other purposes is at the Client's sole risk and responsibility. The formal results of URS Corporation's services will be in hard copy form only (reports, drawings, specifications, etc.). URS Corporation assumes no responsibility to its Client for data, drawings, or text provided on computer disks or tapes. 11. SHOP DRAWINGS/SAMPLES: If included in the scope in Section I, URS Corporation's review and approval will be only for conformance with design concept of the Project and for compliance with the information given in the Contract Documents and shall not extend to means, methods, techniques, sequences or procedures of construction. Approval of a separate item as such will not indicate approval of the assembly in which the item functions. 12. STANDARD OF CARE: URS Corporation's services will be performed solely for the exclusive use of the Client and no right or obligation will extend to any third party. URS Corporation's services are rendered without any elCpressed or implied warranty, but will be in full compliance with the general standards exercised by like professionals in the same locale. 13. INSURANCE: URS Corporation maintains public liability and property damage insurance policies. Certificates of insurance evidencing such coverage will be provided to Client upon written request. Client acknowledges that URS Corporation will not be liable to Client for any loss, damage, cost, or elCpense which, in the aggregate, would be greater than the amounts of URS Corporation's insurance coverage limits, exclusions and conditions as set forth in such policies. 14. LIMITATION OF LIABILITY: URS Corporation's liability to the Client for claims outside the scope of the insurance policies referenced in Paragraph 14 is limited to the greater of either the aggregate sum of $50,000, or URS Corporation's total fee for services rendered pursuant to this Agreement. Any project contract executed by the Client shall include the following clause: Contractor agrees that URS Corporation's liability, if any, is limited to the policy amount applicable to any public liability or property damage claim and is otherwise limited to the greater of either the aggregate sum of $50,000, or URS Corporation's total fee for services rendered on this construction contract. Contractor further agrees to include this clause in its entirety in any subcontract or material contract for this project. 15. HAZARDOUS MATERIALS - ASBESTOS: If potentially hazardous materials or asbestos are encountered, URS Corporation shall have the right to suspend its services and the right, by written notice to Client, to terminate the services described in Section I Client shall remain liable for and shall pay all fees and charges incurred under the provisions of this Agreement through the date of termination. URS Corporation's elCpertise in the area of hazardous materials does not include asbestos detection and evaluation. URS Corporation will not be liable to investigate for, or otherwise determine the presence of asbestos. Client hereby represents that it has no cause to suspect the presence of any potentially hazardous materials or asbestos. To the maximum extent permitted by law, the Client will indemnify and defend URS Corporation and its officers, employees, subconsultants, and agents from all claims, damages, losses and elCpenses including but not limited to direct, indirect or consequential damages and attorney's fees arising out of or relating to the presence of asbestos or other hazardous substances on or from the Project. N: \URS\deidres\SUBAGREE\101701MCwpd. wpd Exhibit "A" Scope and Schedule I. Purpose A. The County requires the support of the Airport General Consultant for a wide range of engineering, planning, architectural, technical, management, and administrative services to assist bringing to completion as expeditiously as possible numerous projects for the Monroe County System of Airports, and support the operation, maintenance, planning and development of such Airports. The work will be done as a series of Assignments separately authorized by the County. B. The Airport General Consultant shall function as an extension of the County's resources by providing qualified technical and professional personnel to perform the duties and responsibilities assigned under the terms of this Agreement. The Airport General Consultant shall minimize to the maximum extent possible the county's need to apply its own resources to Assignments authorized by the County. The County, at its option, may elect to expand, reduce, or delete the extent of each work element described in this Scope of Services document, provided such action does not alter the intent of this Agreement. II Length of Services A. The term of this contract is for a period of five years from December 1, 2001 through November 30, 2006. B. Services to be provided by the Airport General Consultant will be initiated and completed as directed by the Monroe County Administrator (hereinafter referred to as Administrator) or his designee, for each Assignment authorized under this Agreement. C. The Administrator shall furnish the Airport General Consultant a Purchase/Service Order (PSO) outlining the services to be performed, and the estimated fees to be paid for services authorized pursuant to the Scope of Services document attached to the PSO. No payment for work performed shall be made to the Airport General Consultant until a PSO has been issued (refer to attached Exhibit "B", Compensation). N,\URS\deidres\SUBAGREE\101701MCwpd.wpd IlL SERVICES The following types of work elements may be assigned under the terms of this Agreement: A. F AAlDOT Funding · Pre-planning, pre-application development · Project pre-application forms · DBE plans · Coordination with FAA and DOT under AlP and JP A programs · Submissions for approvals · Other as appropriate B. PlanningIProgramming · Prepare/update airport master plans · Perform special planning studies · Develop CIP program schedules/cost estimates · Coordinate with airline tenants · coordinate airspace and zoning on development outside of the airport ... Prepare scope of work and study design for major planning studies · Update airport layout plans and property maps · Conduct economic impact studies · Review/comment on studies conducted by others C, Conceptual Schematic Project Planning · Define the project scope · Evaluate financial and technical feasibility · Determine functional and design parameters · Conduct preliminary surveys and geotechnical programs · Prepare FAA, DOT and other governmental forms, and background justification · Prepare data, exhibits, maps, cost estimates and preliminary drawings D, Advisory Services · Assist staff as required · Interpret FAA Advisory Circulars (ACs) and Federal Aviation Regulations (PARs) · Consult on planning, engineering, architectural, environmental, aviation, and other issues as needed · Assist in negotiations · Identify changes in laws and/or regulations and their impact on Monroe County airports. E. Design Management/Review · Assist in contracting for design services A-2 · Assist with establishment of budgets · Manage the design consultants · Review and coordinate design projects of other consultants · Evaluate design consultants performance F. Construction Support Services · Provide general program management · Provide oversight of consultant work · Develop and update construction schedules · Develop and update cash flow schedules · Coordinate with users and funding agencies · Coordinate between contractors of different projects G. Annual Facilities Work Planning · Conduct annual inspection of facilities · Assist in developing annual work plan · Prepare facility maintenance program · Prepare appropriate forms and/or conduct airport activity surveys H. Revenue Bond Funding · Conduct financial feasibility studies · Prepare data and exhibits to support bond financing programs · Issue required certifications · Monitor project costs for compliance with bond issues and budgets. I~ RESPONSIBILITIES OF THE COUNTY The County will furnish, without cost to the Airport General Consultant, the following services and data in connection with services authorized under terms of this Agreement: · Provide all criteria and full information as to the County's requirements for consultants' and contractors' services including objectives, constraints, budgetary limitations, and time restraints. · Furnish all County procedures, standards, and policies applicable to the Services. · Furnish drawings, specifications, schedules, reports and other information prepared by and/or for the County by others which are available to the County and which County considers pertinent to Consultant's responsibilities, as described herein. V. SUBCONSULTANTS A-3 Subconsultants and subcontractors will be required from time to time, such as surveyors, geotechnical and materials testing laboratories, and others as appropriate, Such services shall be approved in advance by the County, A-4 EXHIBIT ltB" METHOD OF PAYMENT L PURPOSE This exhibit describes the provisions, limits and method of compensa~ion to be made to the consultant for services set forth in Exhibit "A", The services are to be provided for the duration of the work specified in the Consultant Agreement. IL NOT-TO-EXCEEDAMOUNT A. The County agrees to pay the Consultant for the performance of authorized services described in Exhibit" A". B. Upon request by the Consultant, the County shall provide the Consultant written authorization if and when legislative appropriates for each succeeding fiscal year are made available, such authorization for each succeeding fiscal year to e verified by the County's Comptroller, indicating availability of funds, C. The Not-to-Exceed Amount shall compensate the Consultant for all costs (actual allowable salaries, general overhead, fringe benefits, equipment costs, operational costs and other expenses) and operating margin (profit and risk) related to services performed under all authorized Assignments, D. Changes in the Not-to-Exceed Amount shall require execution of a Supplemental Agreement. The Consultant shall not be obligated to perform services or incur costs which would result in exceeding the Not-to-Exceed Amount described herein, nor shall the County be obligated to reimburse the Consultant for costs or make fee payments which result in exceeding the Not-to-Exceed Amount described herein provided said Amount has been funded, except to the extent said Amount is increased by a Supplemental Agreement. IlL COMPENSATION The County agrees to pay the Consultant and the consultant agrees to accept for all services rendered pursuant to this Agreement, the amounts detennined in accordance with this Exhibit. B-1 A. Compensation Basis All compensation under this Agreement shall be paid on the basis of: 1) a Multiple of Direct Salaries and Reimbursement of Actual Expenses Incurred; or 2) an Agreed Lump Sum; all as set forth hereinafter, These compensation basis are defined as follows: B. Non Appropriation n: after funds have been appropriated and Consultant has commenced services under this Agreement, the funding shall be reduced or terminated, Consultant shall be given 30 days written notice of the effective date of termination due to lack of funding. 1. Agreed Lump Sum Under this compensation basis, the Consultant agrees to perform specifically described services for an agreed fixed dollar amount of compensation in accordance with a professional service order (PSO) approved by the County. 2, Reimbursement of Expenses Incurred Under this compensation basis, the consultant is reimbursed for the following expenses and miscellaneous direct charges, as authorized and approved by the PSO advanced by the County, a. Living and traveling expenses of employees and principals when away from the home office on business directly related to the Services, which expenses shall not exceed the limits specified in the State of Florida per diem and expense allowances (FS 112.061). b, Expenses directly applicable to the Services, such as subconsultants, soils borings and laboratory charges (if paid by Consultant), commercial printing and bindings, computer charges, long distance telephone and similar costs. c, All expenses, except travel, but including subconsultants as described in this subarticle shall be marked up 10% to compensate for administrative costs. 3. Multiple of Direct Salaries Under this compensation basis, the consultant is compensated for the time of B-2 personnel engaged directly in performing services under this Agreement. The compensation to be paid shall consist of the Direct Salaries of such personnel, as reported to the Director of Internal Revenue, plus a multiple of....LL times such Direct Salaries. a, All payments on the Multiple of Direct Salaries basis shall be subject however to the limitations and conditions set forth below: · Maximum payment rate under this Agreement for Multiple Direct Salaries shall not exceed $ 150,00 per hour including all multipliers, b, Personnel directly engaged in performing Services on this payment basis may include architects, engineers, designers, job captains, drafters specifications writers, typists, inspectors and surveyors while engaged in consultation, research and design, preparation or production drawings, specification and related documents, construction inspection, surveying and other services pertinent to the Project Element(s), c, Should overtime Services by hourly-paid, non-exempt personnel be necessary, and if said Services are authorized by the County, such services may be performed at premium pay rates, including time-and- a-half rates, but the additional multiple of 1,8 shall apply to only the standard rate, A 1.10 multiple shall apply to the premium pay portion of the overtime services, IV, ASSIGNMENT FEE DETERMINATION FOR EACH PSO The type of Fee (Multiple of Direct Salaries or Agreed Lump Sum) for each PSO shall be agreed upon by the county and the Consultant prior to issuance of the PSO, Generally, Multiple of Direct Salaries Fee shall be used for PSOs ofa continuing type and/or having a difficult scope to define or quantify, An Agreed Lump Sum Fee shall be used for Task Assignments specific in nature and having a defined scope of services, For each Multiple of Direct Salaries PSO authorized under this Agreement, an Upset Limit for compensation shall be established as follows: A. The County and the consultant will agree as to the type of work elements to be performed and the estimated manpower effort required for the performance of authorized services. B-3 B. The Upset Limit shall be the estimated man-hour effort at the actual salary rates; plus a multiple of },8 times such direct salaries to cover the costs of administrative overhead and fringe benefits plus operating margin; plus the cost of negotiated expenses. Current Direct Salary Rates are shown in Table I at the end of this Exhibit. When Sub consultant Services are required, the PSO Fee shall include the estimated subconsultant costs based on estimated units of work and unit rates reviewed and approved by the County. The Consultant shall not be obligated to perlbnn services or to incur costs which would result in exceeding the Upset Limit Fee Amount for each PSO, except to the extent said amount is increased by a Supplemental PSO. ~ INVOICES AND METHODS OF PAYMENT The Consultant shall submit monthly to the Administrator, four (4) copies of a duly certified invoice for payments due on account of the portion(s) of the Services performed and eligible .. for payment under the terms of this Agreement. The format, content and submittal date of the invoice shall be as specified by the Administrator, The methods and limitations on payments for the various types of Services and basis for payment, shall be as set forth herein below: A. Payments for Services Compensated on the Basis of a Multiple of Direct Salaries Payments to the Consultant shall be based on the actual salaries-plus-multiplier of personnel engaged directly in performing those portions of the Services which fall under this payment basis for the period covered by the invoice of the Consultant. B. Payments for Services Compensated on the Basis of a Reimbursement of Expenses Incurred Payments to the Consultant shall be reimbursement of expenses authorized and approved by the County and incurred for the period covered by the invoice of the Consultant in addition to a 10% markup for handling and administration costs, The invoices of the Consultant for such charges shall be backed up by appropriate verifying bills, invoices or statements prepared in accordance with good accounting practice, and which will be made available upon request. C. Payment for Services Compensated on the Basis of an Agreed Lump sum In the event a portion of the Services compensated on this payment basis extends over B-4 a period of several months, progress payments may be made to the Consultant. Such progress payments shall correspond to the total amount of the Agreed Lump Sum for the applicable Services times the change in percent complete of the Services for the invoice period as estimated by the consultant and approved by the County. B-5 TABLE I FIXED HOURLY RATES FOR PRINCIPALS NAME RATE Office Manager and Vice President Level and above, including but not limited to: Milford A. Reisert $ 45 to $ 60 h r. SALARY RATE RANGES FOR EMPLOYEES CLASSIFICATION ACTUAL LABOR RATE RANGE Project Manager Senior Engineer/Planner/Architect Engineer/Planner/Architect Senior Technician Technician Word Processor $ 35 to $ 50/ h r, $ 34 to $ 48/hr. $ 22 to $ 36/hr. $ 20 to $ 29/hr. $ 16 to $ 22/h r. $ 11 to $ 18/hr. HOURLY RATE FOR EQUIPMENT USE MAXIMUM MACHINE RATE AUTOCADD $ 30/hr. N:\URS\deidres\SUBAGREE\101701MCwpd.wpd EXHIBIT nc" INSURANCE REOUIREMENTS 1 GENERAL INSURANCE REOUIREMENTS As a pre-requisite of the work governed, or the goods supplied under this contract (including the pre-staging of personnel and material), the Contractor shall obtain, at his/her own expense, insurance as specified in any attached schedules, which are made part of this contract, The Contractor will ensure that the insurance obtained will extend protection to all Subcontractors engaged by the Contractor. As an alternative, the Contractor may require all Subcontractors to obtain insurance consistent with the attached schedules. The Contractor will not be pennitted to commence work governed b y this contract (including pre-staging of personnel and material) until satisfactory evidence of the required insurance has .. been furnished to the County as specified below, Delays in the commencement of work, been furnished to the county as specified below. Delays in the commencement of work, resulting from the failure of the Contractor to provide satisfactory evidence of the required insurance, shall not extend deadlines specified in this contract and any penalties and failure to perform assessments shall be imposed as if the work commenced on the specified date and time, except for the Contractor's failure to provide satisfactory evidence. The Contractor shall maintain the required insurance throughout the entire term of this contract and any extensions specified in the attached schedules, Failure to comply with this provision may result in the immediate suspension of all work until the required insurance has been reinstated or replaced. Delays in the completion of work resulting from the failure of the Contractor to maintain the required insurance shall not extend deadlines specified in this contract and any penalities and failure to perform assessments shall be imposed as if the work had not been suspended, except for the Contractor's failure to maintain the required Insurance. The Contractor shall provide, to the County, as satisfactory evidence of the required insurance, either: · Certificate oflnsurance or · A Certified copy of the actual insurance policy. C-I The County, at its sole option, has the right to request a certified copy of any or all insurance policies required by this contract. All insurance policies must specify that they are not subject to cancellation, non-renewal, material change, or reduction in coverage unless a minimum of thirty (30) days prior notification is given to the County by the insurer. The acceptance and/or approval of the contractor's insurance shall not be construed as relieving the Contractor from any liability or obligation assumed under this contract or imposed by law. The Monroe County Board of County Commissioners, its employees and officials will be included as "Additional Insured" on all policies, except for Workers' Compensation, Any deviations from these General Insurance Requirements must be requested in writing on the County prepared from entitled "Request for Waiver of Insurance Requirements" and approved by Monroe County Risk Management, IL GENERAL LIABILITY INSURANCE REQUIREMENTS Prior to the commencement of work governed by this contract, the Contractor shall obtain General Liability Insurance, Coverage shall be maintained throughout the life of the contract and include, as a minimum: · Premises Operations · Products and Completed Operations · Blanket Contractual Liability · Personal Injury Liability · Expanded Definition of Property Damage The minimum limits acceptable shall be: $300,000 combined Single Limit (CSL) If split limits are provided, the minimum limits acceptable shall be: $100,000 per Person $300,000 per Occurrence $ 50,000 Property Damage C-2 An Occurrence Form policy is preferred. If coverage is provided on a Claims Made policy, its provisions should include coverage for claims filed on or after the effective date of this contract. In addition, the period for which claims may be reported should extend for a minimum of twelve (12) months following the acceptance of work by the county, The Monroe County Board of County commissioners shall be named as Additional Insured on all policies issued to satisfy the above requirements. III VEHICLE LIABILITY INSURANCE REOUIREMENTS Recognizing that the work governed by this contract requires the use of vehicles, the Contractor, prior to the commencement of work, shall obtain Vehicle Liability Insurance. Coverage shall be maintained throughout the life of the contract and include, as a minimum, liability coverage for: · Owned, Non-owned, and Hired Vehicles .. The minimum limits acceptable shall be: $100,000 Combined Single Limit (CSL) If split limits are provided, the minimum limits acceptable shall be $ 50,000 per Person $100,000 per Occurrence $ 25,000 Property Damage The Monroe County Board of County Commissioners shall be named as Additional Insured on all policies issued to satisfy the above requirements. IV. WORKERS' COMPENSATION INSURANCE COMPENSATION Prior to the commencement of work governed by this contract, the Contractor shall obtain Workers' Compensation Insurance with limits sufficient to respond to Florida Statute 400. In addition, the Contractor shall obtain Employers' Liability Insurance with limits of not less than: C-3 $100,000 Bodily Injury by Accident $500,000 Bodily Injury by Disease, policy limits $100,000 Bodily Injury by Disease, each employee Coverage shall be maintained throughout the entire term of the contract. Coverage shall be provided by a company or companies authorized to transact business in the State of Florida, If the Contractor has been approved by the Florida's Department of Labor, as an authorized self-insurer, the County shall recognize and honor the Contractor's status. The Contractor may be required to submit a Letter of Authorization issued by the Department of Labor and a Certificate ofInsurance, providing details on the contractor's Excess Insurance Program. If the contractor participates in a self-insurance fund, a Certificate of Insurance will be required, In addition, the contractor may be required to submit updated financial statements from the fund upon request from the county, ~ . PROFESSIONAL LIABILITY INSURANCE REQUIREMENTS Recognizing that the work governed by this contract involves the furnishing of advice or services of a professional nature, the Contractor shall purchase and maintain, throughout the life of the contract, Professional Liability Insurance which will respond to damages resulting from any claim arising out of the performance of professional services or any error or omission of the Contractor arising out of work governed by this contract. The minimum limits of liability shall be: $5,000,000 per Occurrence / $5,000,000 Aggregate C-4 EXHIBIT "D" INDEMNIFICATION AND HOLD HARMLESS The Contractor covenants and agrees to indemnify and hold harmless Monroe County Board of County Commissioners from any and all claims for bodily injury (including death), personal injury, and property damage (including property owned by Monroe County) and any other losses, damages and expenses (including attorney's fees) which arise out of, in connection with, or by reason of services provided by the Contractor or any of its Subcontractor(s) in any tier, occasioned by the negligence, errors, or other wrongful act or omission of The Contractor or its Subcontractors in any tier, their employees, or agents, In the event the completion of the project (to include the work of others) is delayed or suspended as a result of the Contractor's failure to purchase or maintain the required insurance, the Contractor shall indemnify the County from any and all increased expenses resulting from such delay. The first ten dollars (SI0.00) of remuneration paid to the Contractor is for the indemnification provided for above, The extent of liability is in no way limited to, reduced, or lessened by the insurance requirements contained elsewhere within this agreement. D-I EXHIBIT "E" SPECIAL CONDITIONS Notwithstanding any other provisions of "Standard Terms and conditions" and of "General Terms and conditions", the following provisions will apply to this Agreement: ARTICLE 1. TITLE VI ASSURANCES During the performance of this Agreement (hereinafter referred to as the contract), Greiner, Inc, For itself: its assignees and successors in interest (hereinafter referred to in this Article as the "Contractor) agrees as follows: 1.1 ..Compliance with Regulations. The Contractor shall comply with the Regulations relative . to nondiscrimination in federally assisted programs of the Department of Transportation (hereinafter, "DOT") Title 49, Code of Federal Regulations, Part 21, as they may be amended from time to time, (hereinafter referred to as the Regulations), which are herein incorporated by reference and made a part of this Contract. 1.2 Nondiscrimination. The Contractor, with regard to the work performed by it during the Contract, shall not discriminate on the grounds of race, color, or national origin in the selection and retention of subcontractors, including procurements of materials and leases of equipment. The contractor shall not participate either directly or indirectly in the discrimination prohibited by Section 21.5 of the Regulations, including employment practices when the Contract covers a program set forth in appendix B of the Regulations. 1.3 Solicitations for Subcontracts, Including Procurements of materials and Equipment In all solicitations either by competitive bidding or negotiation made by the Contractor for work to be performed under a subcontract, including procurements of materials or leases of equipment, each potential subcontractor or supplier shall be notified by the Contractor of the contractor's obligations under this Contract and the Regulations relative to nondiscrimination on the grounds of race, color, or national origin. 1.4 Information and Reports. The Contractor shall provide all information and reports required by the Regulations or directives issued pursuant thereto and shall permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the sponsor or the Federal Aviation Administration (FAA) to be pertinent to ascertain compliance E-I with such Regulations, orders, and instructions, Where any information required of a Contractor is in the exclusive possession of another who fails or refuses to furnish this information, he Contractor shall so certify to the sponsor or the FAA, as appropriate, and shall set forth what efforts it has made to obtain information. 1.5 Sanctionsfor Noncompliance. In the event of the Contractor's noncompliance with the nondiscrimination provisions of this Contract, the sponsor shall impose such contract sanctions as it or the FAA may determine to be appropriate, including, but not limited to- (a) withholding of payments to the Contractor under the Contract until the Contractor complies, and/or (b) cancellation, termination, or suspension of the Contract, in whole or in part. 1.6 Incorporation of Provisions. The Contractor shall include the provisions of paragraphs 1 through 5 in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Regulations or directives issued pursuant thereto, The contractor shall take such action with respect to any subcontract or procurement as the sponsor or the FAA may direct as a means of enforcing such provisions including sanctions for noncompliance. Provided, however, that in the event a contractor becomes involved in, or is threatened with, litigation with a subcontractor or supplier as a result of such direction, the Contractor may request the sponsor to enter into such litigation to protect the interests of the sponsor and, in addition, the Contractor may request the United States to enter into such litigation to protect the interests of the United States. ARTICLE 2. DISADVANTAGED BUSINESS ENTERPRISE (DBE) ASSURANCES 2.1 Policy. It is the policy of the Department of Transportation (DOT) that minority business enterprises as defmed in 49 CFR Part 26 shall have the maximum opportunity to participate in the performance of contracts financed in whole or in part with Federal funds under this Agreement. Consequently, the DBE requirements of 49 CFR Part 26 apply to this Agreement. 2.2 DBE Obligations. The Contractor agrees to ensure that disadvantaged business enterprises as defined in 49 CFR Part 26 have the maximum opportunity to participate in the performance of contracts and subcontracts financed in whole or in part with Federal Funds provided under this Agreement. In this regard, all contractors shall take all necessary and reasonable steps in accordance with 49 CFR Part 26 to ensure that minority business enterprises have the maximum opportunity to compete for a perform contracts. Contractors shall not discriminate on the basis of race, color, national origin, or sex in the award and performance of DOT -assisted contracts, E-2 N :IURSldeidre5ISUBAGREEI 1 025015c. wpd ARTICLE 3. ACCESS TO RECORDS The FAA, and the Comptroller General of the United States, of their duly authorized representatives have the authority to have access to, and URS Corp" agrees to permit their access to its books, records, accounts and other sources of information which are directly pertinent to a specific grant program, for the purpose of making audits, examinations, excerpts, and transcriptions. URS Corp" agrees to maintain the records for a period of three years after receiving final payment and all other pertinent matters are closed, Pursuant to Florida Statues, Ch, 119, all plans tracings, survey notes, and other documents created for use by Monroe County in performance of services under this Agreement are public records and subject to disclosure under F.S. Ch. 286. E-3 N :IURSldeidresISUBAGREEI 10250 Isc. wpd NON-COLLUSION AFFIDAVIT I, CARLOS GARCIA of URS CORPORATION according to law on my oath, and under penalty of perjury, depose and say that; 1) lam THE CORPORATE OFFICER Proposal for the project described as follows: . the bidder making the GENERAL CONSULTING AIRPORTS SERVICES 2) The prices In this bid have been arrived at Independently Without collusion, consultation, communication or agreement for the purpose of restricting competition, as to any matter relating to such prices with any other bidder or with any competitor; 3) Unless otherwise required by law, the prices which have been quoted In this bid have not been knOwingly disclosed by the bidder and will not knowingly be disclosed by the bidder prior to bid opening, directly or Indirectly, to any other bidder or to any competitor; and 4) No attempt has been made or will be made by the bidder to induce any other person, partnership or corporation to submit, or not to submit, a bid for the purpose of restricting competition; 5) The statements contained in this affidavit are true and correct, and made with full knowledge that Monroe County relies upon the truth of the statements contained In this affidavit In awarding contracts for said project. STATE OF FLORIDA \ ~ COUNTY OF MIAMI-DADE 11-7-01 DATE PERSONALLY APPEARED BEFORE ME, the undersigned authority, C .':) r /-:..\ . c) /.Ire... . P who, after first being sworn by me, <name of individual signing) affIXed hislher signature in the space provided above on this 7 day of n <> Ve..'YI be<"'- 2001 I-Y) h " NarA;Jp~ My commission expires: OMS - MCP FORM #1 M Martinez ~J\ My Commission DOO47045 '\~~ ExpIres August 01, 2006 SWORN STATEMENT UNDER ORDINANCE NO. 10-1990 MONROE COUNTY, FLORIDA ETIIICS CLAUSE CARLOS GARCIA warrants that he/it has not employed, retained or otherwise had act on his/its behalf any former County officer or employee in violation of Section 2 of Ordinance No. 10-1990 or any County officer or employee in violation of Section 3 of Ordinance No. 10-1990. For breach or violation of this provision the County may, in its discretion, terminate this contract without liability and may also, in its discretion, deduct from the contract or purchase price, or otherwise recover, the full amount of any fee, commission. percentage, gift, or consideration paid to ~loYee. Date: 11-7-01 STATE OF FLORIDA COUNTY OF MIAMI -DADE PERSONALL Y APPEARED BEFORE ME, the undersigned authority, (l4rlo~,- ') o ((......'P, who, after ftrst being sworn by me, affixed hislher signature (name of individual signing) in the space provided above on this r; -) 1/ .t.4"JI) b t.-r 7 day of 2001. ~'/~~ NOT Y PUBdc My commission expires: ~J\ M ~nez !?t- j My Commission 00047045 ~o;~ ExpIruAugust 01, 2006 OMB - MCP FORM #4 -. PUBLIC ENTITY CRIME STATEMENT "A person or affiliate who has been placed on the convicted vendor list following a conviction for public entity crime may not submit a bid on a contract to provide any goods or services to a public entity, may not submit a bid on a contract with a public entity for the construction or repair of a public I building or public work, I1?ay not submit bids Of 1 I eases of real property to public entity, may not be awarded or perform work as a contractor, supplier, , subcontractor, or consultant under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in.Section 287.017, for CATEGORY TWO for a period of36 months from the date of being placed on the convicted vendor list." ao1~~ Date: 11-7-01 STATE OF FLORIDA COUNTY OF MIAMI-DADE PERSONALLY APPEARED BEFORE ME, the undersigned authority, ~ (/d I",.s ~Cj 0 ('-< . A who, after first being sworn by me, affixed hislher sigqature (name of individual signjng) in the space provided above on this 7 day of h 0YVrYl bLr . 2.QQl.. h, . Jy-~ ~~ NOTARY PUBLIC ~ My commission expires: 1/)MMartInez . . My CornmisIion 00047045 ~Of ~ Expires August 01. 2006 ... DRUG-FREE WORKPLACE FORM The undersigned vendor in accordance with Florida Statute 287.087 hereby certifies that: URS CORPORATION (Name of Business) 1. Publish a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited in the workplace and specifying the actions that will be taken against employees for violations of such prohibition. 2. Inform employees about the dangers of drug abuse in the workplace, the business's policy of maintaining a drug-free workplace, any available drug counseling, rehabilitation, and employee assistance programs, and the penalties that may be imposed upon employees for drug abuse violations. 3. Give each employee engaged in providing the commodities or contractual services that are under bid a copy of the statement specified in subsection (I). 4. In the statement specified in subsection (I), notify the employees that, as a condition of working 011 the commodities or contractual services that are under bid, the employee will abide by the terms of the statement and will notify the employer of any conviction of, or plea of guilty ornolo contendere to, any violation of Chapter 893 (Florida Statutes) or of any controlled substance law of the United States or any state, for a violation occurring in the workplace no later than five (5) days after such conviction. 5. Impose a sanction on, or require the satisfactory participation in a drug abuse assistance or rehabilitation program if such is available in the employee's community, or any employee who is so convicted. 6. Make a good faith effort to continue to maintain a drug-free workplace through implementation of this section. As the person authorized to sign the statement, I certify that this firm complies fully with the above requirements. Date OMB - MCP#5 .... MARSH RISK & INSURANCE SERVICES, INC. THREE EMBARCADERO CENTER SAN FRANCISCO, CA 94119-3880 CALIFORNIA LICENSE NO. 0437153 CERTIFICATE NUMBER SEA-0004931 09-00 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER OTHER THAN THOSE PROVIDED IN THE POLICY. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES DESCRIBED HEREIN. COMPANIES AFFORDING COVERAGE PRODUCER 0078 -WCIA-00114- COMPANY A NATIONAL UNION FIRE INS. CO. OF PITTSBURGH, PA INSURED URS CORP. SOUTHERN 100 CALIFORNIA STREET, STE 500 SAN FRANCISCO, CA 94111-4529 COMPANY B AMERICAN MFRS MUTUAL INS CO COMPANY C AMERICAN INTERNATIONAL SPECIALTY LINES INS. CO. COMPANY D THIS IS TO CERTIFY THAT POLICIES OF INSURANCE DESCRIBED HEREIN HAVE BEEN ISSUED TO THE INSURED NAMED HEREIN FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THE CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, CONDITIONS AND EXCLUSIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. CO TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION LIMITS LTR DATE (MM/DDIYY) DATE (MM/DDIYY) A GENERAL LIABILITY GL933-0915 04/01/01 04/01/02 GENERAL AGGREGATE $ 2,000,000 COMMERCIAL GENERAL LIABILITY PRODUCTS - COMP/OP AGG $ 2,000,000 CLAIMS MADE [8] OCCUR PERSONAL & ADV INJURY $ 1,000,000 OWNER'S & CONTRACTOR'S PROT EACH OCCURRENCE $ 1,000,000 X FIRE DAMAGE (Anyone fire) $ 1,000,000 X ER PROJECT AGGREGAT $ 5,000 B AUTOMOBILE LIABILITY F5Y006395-00 AOS 04/01/01 04/01/02 $ 1,000,000 COMBINED SINGLE LIMIT B X ANY AUTO F5Y006396-00(HAWAII) 04/01/01 04/01/02 B ALL OWNED AUTOS F5Y006397-00 01A) 04/01/01 04/01/02 BODILY INJURY $ B SCHEDULED AUTOS F5Y006398-00(TEXAS) 04/01/01 04/01/02 (Per person) B X HIRED AUTOS X3P084803-00(MASS) 04/01/01 04/01/02 BODILY INJURY X (Per accident) $ NON-OWNED AUTOS PROPERTY DAMAGE $ GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ ANY AUTO BY OTHER THAN AUTO ONLY: EACH ACCIDENT AGGREGATE EXCESS LIABILITY IVA!'!FR: t-JlA ,/VfS_ EACH OCCURRENCE UMBRELLA FORM AGGREGATE OTHER THAN UMBRELLA FORM A WORKERS COMPENSATION AND 708-4426 CA 01/01/01 01/01/02 X EMPLOYERS' LIABILITY A 708-4425 AOS 01/01/01 01/01/02 A THE PROPRIETOR/ INCL 708-4427 NV & WI 01/01/01 01/01102 EL DISEASE-POLICY LIMIT PARTNERS/EXECUTIVE A OFFICERS ARE: EXCL 708-4489 MA,TX,VA 01/01/01 01/01102 EL DISEASE-EACH EMPLOYEE $ C TH R 476-3090 04/01/01 04/01/02 PROF. LIABILITY (E&O) EACH CLAIM 5,000,000 CLAIMS MADE FORM. AGGREGATE 5,000,000 DESCRIPTION OF OPERATIONS/LOCATIONSNEHICLES/SPECIAL ITEMS (LIMITS MAY BE SUBJECT TO DEDUCTIBLES OR RETENTIONS) RE: PROJECT TITLE: GENERAL CONSULTING SERVICES. THE MONROE COUNTY BOARD OF COUNTY COMMISSIONERS ITS EMPLOYEES AND OFFICIALS ARE ADDITIONAL INSUREDS WITH RESPECT OPERATIONS PERFORMED BY OR FOR THE NAMED INSURED AS RESPECTS GENERAL & AUTO LIABILITY. WAIVER OF SUBROGATION APPLIES. MONROE COUNTY ATTN: MR. PETER HORTON 3491 S. ROOSEVELT BLVD. KEY WEST, FL 33040 SHOULD ANY OF THE POLICIES DESCRIBED HEREIN BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF. THE INSURER AFFORDING COVERAGE IMLL ENDEAVOR TO MAIL --3..Q DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED HEREIN, BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER AFFORDING COVERAGE, ITS AGENTS OR REPRESENTATIVES. Tracy L Freeman December 12,2001 To Whom It May Concern Marsh USA Risk & Insurance Services Three Embarcadero Center San Francisco, CA 94 I 11 Phone: 415 743 8468 Fax: 415 743 8074 tracy.l.freeman@marshmc.com California License No. 0437153 MARSH An MMC Company Subject: URS Corporation - Workers' Compensation Renewal Dear Sir/Madam: The following URS Corporation workers compensation policies will expire on 01/01/02: 708-4425 AOS 708-4426 CA 708-4427 NY & WI 708-4489 MA, TX, & VA Once coverage has been bound for the 01/01/02 to 01/01/03 term we will issue renewal certificates of insurance within a week of the binding date, There will be no lapse in coverage. Please do not hesitate to contact me at (415) 743-8468 should you have any questions or concerns. Regards (./.'.'./~~h2~ ~ .,~r / ,.,;...>" /~" Tracy . eeman Client Representative Construction Group c: \data\ W ord\nolapseincovetwc. doc Gf~' Vo\v\C~, / / ./' "\ I I An MMC Company