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8/20/2014 AgreementAGREEMENT FOR DESIGN AND PERMITTING SERVICES FOR THE FL KEYS SCENIC OVERLOOK PROJECT This Agreement ( "Agreement ") made and entered into this 2044 day of qK Ks-- 2014 by and between Monroe County, a political subdivision of the State of Flor a, whose address is 1100 Simonton Street, Key West, Florida, 33040, its successors and assigns, hereinafter referred to as "COUNTY," through the Monroe County Board of County Commissioners ( "BOCC "), AND Stantec Consulting Services, Inc., a corporation of the State of Fllorida, whose address is 21301 Powerline Road Suite 311 Boca Raton FL 33433 -2305 its successors and assigns, hereinafter referred to as "CONSULTANT ", WITNESSETH: WHEREAS, COUNTY desires to employ the professional services of CONSULTANT TO design and permit the Florida Keys Scenic Overlook Project; and WHEREAS, CONSULTANT has agreed to provide professional services which shall include but not be limited to providing concepts, construction drawings, permits, and federal documentation for the Florida Keys Scenic Corridor Overlook Project, referred to as the "Project' NOW, THEREFORE, in consideration of the mutual promises, covenants and agreements stated herein, and for other good and valuable consideration, the sufficiency of which is hereby acknowledged, COUNTY and CONSULTANT agree as follows: FORM OF AGREEMENT ARTICLE 1 1.1 REPRESENTATIONS AND WARRANTIES By executing this Agreement, CONSULTANT makes the following express representations and warranties to the COUNTY: 1.1.1 The CONSULTANT shall maintain all necessary licenses, permits or other authorizations necessary to act as CONSULTANT for the Project until the CONSULTANT'S duties hereunder have been fully satisfied; 1.1.2 The CONSULTANT has become familiar with the Project site and the local conditions under which the Work is to be completed. 1.1.3 The CONSULTANT shall prepare all documentation required by this Agreement in such a manner that they shall be accurate, coordinated and adequate for use in verifying work completed and shall be in conformity and comply with all applicable law, codes and regulations. The CONSULTANT warrants that the documents prepared as a part of this Agreement will be adequate and sufficient to document costs in a manner that is acceptable for reimbursement by government agencies, therefore eliminating any additional cost due to missing or incorrect information; 1.1.4 The CONSULTANT assumes full responsibility to the extent allowed by law with regards to his performance and those directly under his employ. 1.1.5 The CONSULTANT'S services shall be performed as expeditiously as is consistent with professional skill and care and the orderly progress of the Project. In providing all services pursuant to this agreement, the CONSULTANT shall abide by all statutes, ordinances, rules and regulations pertaining to, or regulating the provisions of such services, including those now in effect and hereinafter adopted. Any violation of said statutes, ordinances, rules and regulations shall constitute a material breach of this agreement and shall entitle the Board to terminate this contract immediately upon delivery of written notice of termination to the CONSULTANT. 1.1.6 At all times and for all purposes under this agreement the CONSULTANT is an independent contractor and not an employee of the Board of County Commissioners for Monroe County. No statement contained in this agreement shall be construed so as to find the CONSULTANT or any of his /her employees, contractors, servants, or agents to be employees of the Board of County Commissioners for Monroe County. 1.1.7 The CONSULTANT shall not discriminate against any person on the basis of race, creed, color, national origin, sex, age, or any other characteristic or aspect which is not job related, in its recruiting, hiring, promoting, terminating, or any other area affecting employment under this agreement or with the provision of services or goods under this agreement. 1.1.8 The CONSULTANT shall complete the scope of services no later than one year from issuance of the Notice to Proceed by the County. ARTICLE II SCOPE OF BASIC SERVICES 2.1 DEFINITION CONSULTANT'S Scope of Basic Services consist of those described in Attachment A. The CONSULTANT shall commence work on the services provided for in this Agreement promptly upon his receipt of a written notice to proceed from the COUNTY. 2.2 CORRECTION OF ERRORS, OMISSIONS, DEFICIENCIES The CONSULTANT shall, without additional compensation, promptly correct any errors, omissions, deficiencies, or conflicts in the work product of the CONSULTANT or its subconsultants, or both. 2.3 NOTICE REQUIREMENT All written correspondence to the COUNTY shall be dated and signed by an authorized representative of the CONSULTANT. Any notice required or permitted under this agreement shall be in writing and hand delivered or mailed, postage pre -paid, to the COUNTY by certified mail, return receipt requested, to the following: Ms. Patricia (Trish) Smith, AICP Transportation Program Manager Monroe County 102050 Overseas Highway, Room 212 Key Largo, Florida 33037 And: Mr. Roman Gastesi, Jr. Monroe County Administrator 1100 Simonton Street, Room 2 -205 Key West, Florida 33040 For the Consultant: Mr. Tery Glunt, Principal Stantec Consulting Services, Inc. 21301 Powerline Road, Suite 311 Boca Raton, FL 33433 -2305 ARTICLE III ADDITIONAL SERVICES 3.1 Additional services are services not included in the Scope of Basic Services. Should the COUNTY require additional services they shall be paid for by the COUNTY at rates or fees negotiated at the time when services are required, but only if approved by the COUNTY before commencement. 3.2 If Additional Services are required the COUNTY shall issue a letter requesting and describing the requested services to the CONSULTANT. The CONSULTANT shall respond with a fee proposal to perform the requested services. Only after receiving an amendment to the Agreement and a notice to proceed from the COUNTY, shall the CONSULTANT proceed with the Additional Services. ARTICLE IV COUNTY'S RESPONSIBILITIES 4.1 The COUNTY shall provide full information regarding requirements for the Project including physical location of work, county maintained roads, maps. 4.2 The COUNTY shall designate a representative to act on the COUNTY's behalf with respect to the Project. The COUNTY or its representative shall render decisions in a timely manner pertaining to documents submitted by the CONSULTANT in order to avoid unreasonable delay in the orderly and sequential progress of the CONSULTANT'S services. 4.3 Prompt written notice shall be given by the COUNTY and its representative to the CONSULTANT if they become aware of any fault or defect in the Project or non- conformance with the Agreement Documents. Written notice shall be deemed to have been duly served if sent pursuant to paragraph 2.3. 4.4 The COUNTY shall furnish the required information and services and shall render approvals and decisions as expeditiously as necessary for the orderly progress of the CONSULTANT'S services and work of the contractors. 4.5 The COUNTY's review of any documents prepared by the CONSULTANT or its subconsultants shall be solely for the purpose of determining whether such documents are generally consistent with the COUNTY's criteria, as, and if, modified. No review of such documents shall relieve the CONSULTANT of responsibility for the accuracy, adequacy, fitness, suitability or coordination of its work product. 4.6 The COUNTY shall provide copies of necessary documents required to complete the work. 4.7 Any information that may be of assistance to the CONSULTANT that the COUNTY has immediate access to will be provided as requested. ARTICLE V INDEMNIFICATION AND HOLD HARMLESS 5.1 The CONSULTANT covenants and agrees to indemnify and hold harmless COUNTY /Monroe County and Monroe County Board of County Commissioners, its officers and employees from liabilities, damages, losses and costs, including but not limited to, reasonable attorneys' fees, to the extent caused by the negligence, recklessness, or intentional wrongful conduct of the CONSULTANT, subcontractor(s) and other persons employed or utilized by the CONSULTANT in the performance of the contract. 5.2 The first ten dollars ($10.00) of remuneration paid to the CONSULTANT 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. Should any claims be asserted against the COUNTY by virtue of any deficiency or ambiguity in the plans and specifications provided by the CONSULTANT, the CONSULTANT agrees and warrants that he shall hold the COUNTY harmless and shall indemnify him from all losses occurring thereby and shall further defend any claim or action on the COUNTY'S behalf. 5.3 In the event the completion of the project (to include the work of others) is delayed or suspended as a result of the CONSULTANT'S failure to purchase or maintain the required insurance, the CONSULTANT shall indemnify COUNTY from any and all increased expenses resulting from such delays. Should any claims be asserted against COUNTY by virtue of any deficiencies or ambiguity in the plans and specifications provide by the CONSULTANT the CONSULTANT agrees and warrants that CONSULTANT hold the COUNTY harmless and shall indemnify it from all losses occurring thereby and shall further defend any claims or action on the COUNTY'S behalf. 5.4 The extent of liability is in no way limited to, reduced or lessened by the insurance requirements contained elsewhere within the Agreement. 5.5 This indemnification shall survive the expiration or early termination of the Agreement. 4 ARTICLE VI PERSONNEL 6.1 PERSONNEL The CONSULTANT shall assign only qualified personnel to perform any service concerning the project. At the time of execution of this Agreement, the parties anticipate that the following named individuals will perform those functions as indicated: NAME Tern Glunt Chris Brockmeier FUNCTION Lead Designer Project Manager So long as the individuals named above remain actively employed or retained by the CONSULTANT, they shall perform the functions indicated next to their names. If they are replaced the CONSULTANT shall notify the COUNTY of the change immediately. ARTICLE VII COMPENSATION 7.1 PAYMENT SUM 7.1.1 The COUNTY shall pay the CONSULTANT monthly in current funds for percentage of progress completed for each task based on the hourly rates outlined in Attachment B. The Total Not to Exceed Amount of $145,172.00 will apply to this Agreement. 7.2 PAYMENTS 7.2.1 For its assumption and performances of the duties, obligations and responsibilities set forth herein, the CONSULTANT shall be paid monthly. Payment will be made pursuant to the Local Government Prompt Payment Act 218.70, Florida Statutes. (A) If the CONSULTANT'S duties, obligations and responsibilities are materially changed by amendment to this Agreement after execution of this Agreement, compensation due to the CONSULTANT shall be equitably adjusted, either upward or downward; (B) As a condition precedent for any payment due under this Agreement, the CONSULTANT shall submit monthly, unless otherwise agreed in writing by the COUNTY, a proper invoice to COUNTY requesting payment for services properly rendered and reimbursable expenses due hereunder. The CONSULTANT'S invoice shall describe with reasonable particularity the service rendered. The CONSULTANT'S invoice shall be accompanied by such documentation or data in support of expenses for which payment is sought at the COUNTY may require. 7.3 REIMBURSABLE EXPENSES Reimbursable expenses include expenses incurred by the CONSULTANT are not allowed as part of this contract. 7.4 BUDGET 7.4.1 The CONSULTANT may not be entitled to receive, and the COUNTY is not obligated to pay, any fees or expenses in excess of the amount budgeted for this contract in each fiscal year (October 1 - September 30) by COUNTY's Board of County Commissioners. The budgeted amount may only be modified by an affirmative act of the COUNTY's Board of County Commissioners. 7.4.2 The COUNTY's performance and obligation to pay under this Agreement is contingent upon an annual appropriation by the Board of County Commissioners and the approval of the Board members at the time of contract initiation and its duration. ARTICLE VIII INSURANCE 8.1 The CONSULTANT shall obtain insurance as specified and maintain the required insurance at all times that this Agreement is in effect. In the event the completion of the project (to include the work of others) is delayed or suspended as a result of the CONSULTANT'S failure to purchase or maintain the required insurance, the CONSULTANT shall indemnify the COUNTY from any and all increased expenses resulting from such delay. 8.2 The coverage provided herein shall be provided by an insurer with an A.M. Best rating of VI or better, that is licensed to business in the State of Florida and that has an agent for service of process within the State of Florida. The coverage shall contain an endorsement providing sixty (60) days notice to the COUNTY prior to any cancellation of said coverage. Said coverage shall be written by an insurer acceptable to the COUNTY and shall be in a form acceptable to the COUNTY. 8.3 CONSULTANT shall obtain and maintain the following policies: A. Workers' Compensation insurance as required by the State of Florida, sufficient to respond to Florida Statute 440. B. Employers Liability Insurance with limits of $100,000 per Accident, $500,000 Disease, policy limits, $100,000 Disease each employee. C. Comprehensive business automobile and vehicle liability insurance covering claims for injuries to members of the public and /or damages to property of others arising from use of motor vehicles, including onsite and offsite operations, and owned, hired or non - owned vehicles, with $200,000 per person, $300,000 per Claim, $200,000 Property Damage or $300,000 combined single limit. D. Commercial general liability, including Personal Injury Liability, covering claims for injuries to members of the public or damage to property of others arising out of any covered act or omission of the CONSULTANT or any of its employees, agents or subcontractors or subconsultants, including Premises and /or Operations, Products and Completed Operations, Independent Contractors; Broad Form Property Damage and a IJ Blanket Contractual Liability Endorsement with $300,00 per Person, $500,00 per Claim, $200,000 Property Damage or $500,000 Combined Single Limit. An Occurrence Form policy is preferred. If coverage is changed to or 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 must extend for a minimum of 48 months following the termination or expiration of this contract. E. Professional liability insurance of $300,000 per Claim and $500,000 annual aggregate. If the policy is a "claims made" policy, CONSULTANT shall maintain coverage or purchase a "tail" to cover claims made after completion of the project to cover the statutory time limits in Chapter 95 of the Florida Statutes. F. COUNTY shall be named as an additional insured with respect to CONSULTANT'S liabilities hereunder in insurance coverages identified in Paragraphs C and D. G. CONSULTANT shall require its subconsultants to be adequately insured at least to the limits prescribed above, and to any increased limits of CONSULTANT if so required by COUNTY during the term of this Agreement. COUNTY will not pay for increased limits of insurance for subconsultants. H. CONSULTANT shall provide to the COUNTY certificates of insurance or a copy of all insurance policies including those naming the COUNTY as an additional insured. The COUNTY reserves the right to require a certified copy of such policies upon request. I. If the CONSULTANT participates in a self- insurance fund, a Certificate of Insurance will be required. In addition, the CONSULTANT may be required to submit updated financial statements from the fund upon request from the COUNTY. ARTICLE IX MISCELLANEOUS 9.1 SECTION HEADINGS Section headings have been inserted in this Agreement as a matter of convenience of reference only, and it is agreed that such section headings are not a part of this Agreement and will not be used in the interpretation of any provision of this Agreement. 9.2 OWNERSHIP OF THE PROJECT DOCUMENTS The documents prepared by the CONSULTANT for this Project belong to the COUNTY and may be reproduced and copied without acknowledgement or permission of the CONSULTANT. The COUNTY agrees, subject to F.S. 768.28, to indemnify and hold the CONSULTANT harmless for any claim, liability, and cost (including reasonable attorney's fees and defense costs) arising or allegedly arising out of any reuse or ,modification of the documents by the COUNTY or any person or entity that obtains the documents from or through the COUNTY. 9.3 SUCCESSORS AND ASSIGNS The CONSULTANT shall not assign or subcontract its obligations under this agreement, except in writing and with the prior written approval of the Board of County Commissioners for Monroe County and the CONSULTANT, which approval shall be subject to such conditions and provisions as the Board may deem necessary. This paragraph shall be incorporated by reference into any assignment or subcontract and any assignee or subcontractor shall comply with all of the provisions of this agreement. Subject to the provisions of the immediately preceding sentence, each party hereto binds itself, its successors, assigns and legal representatives to the other and to the successors, assigns and legal representatives of such other party. 9.4 NO THIRD PARTY BENEFICIARIES Nothing contained herein shall create any relationship, contractual or otherwise, with or any rights in favor of, any third party. 9.5 TERMINATION A. In the event that the CONSULTANT shall be found to be negligent in any aspect of service, the COUNTY shall have the right to terminate this agreement after five days written notification to the CONSULTANT. B. Either of the parties hereto may cancel this Agreement without cause by giving the other party sixty (60) days written notice of its intention to do so. 9.6 CONTRACT DOCUMENTS This contract consists of the Request for Qualifications, any addenda, the Form of Agreement (Articles I -IX), the CONSULTANT'S response to the RFQ, the documents referred to in the Form of Agreement as a part of this Agreement, and Attachments A, B, C, and D, and modifications made after execution by written amendment. In the event of any conflict between any of the Contract documents, the one imposing the greater burden on the CONSULTANT will control. 0.7 PUBLIC ENTITIES CRIMES 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 contracts 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 building or public work, may not submit bids on leases 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 of the Florida Statutes, for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list. By signing this Agreement, CONSULTANT represents that the execution of this Agreement will not violate the Public Entity Crimes Act (Section 287.133, Florida Statutes). Violation of this section shall result in termination of this Agreement and recovery of all monies paid hereto, and may result in debarment from COUNTY's competitive procurement activities. In addition to the foregoing, CONSULTANT further represents that there has been no determination, based on an audit, that it or any subconsultant has committed an act defined by Section 287.133, Florida Statutes, as a "public entity crime" and that it has not been formally charged with committing an act defined as a "public entity crime" regardless of the amount of money involved or whether CONUSULTANT has been placed on the convicted vendor list. CONSULTANT will promptly notify the COUNTY if it or any subcontractor or subconsultant is formally charged with an act defined as a "public entity crime" or has been placed on the convicted vendor list. 9.8 MAINTENANCE OF RECORDS CONSULTANT shall maintain all books, records, and documents directly pertinent to performance under this Agreement in accordance with generally accepted accounting principles consistently applied. Records shall be retained for a period of five years from the termination of this agreement. Each party to this Agreement or its authorized representatives shall have reasonable and timely access to such records of each other party to this Agreement for public records purposes during the term of the Agreement and for four years following the termination of this Agreement. If an auditor employed by the COUNTY or Clerk determines that monies paid to CONSULTANT pursuant to this Agreement were spent for purposes not authorized by this Agreement, or were wrongfully retained by the CONSULTANT, the CONSULTANT shall repay the monies together with interest calculated pursuant to Sec. 55.03, of the Florida Statutes, running from the date the monies were paid by the COUNTY. 9.9 GOVERNING LAW, VENUE, INTERPRETATION, COSTS, AND FEES This Agreement shall be governed by and construed in accordance with the laws of the State of Florida applicable to contracts made and to be performed entirely in the State. In the event that any cause of action or administrative proceeding is instituted for the enforcement or interpretation of this Agreement, COUNTY and CONSULTANT agree that venue shall lie in the 16' Judicial Circuit, Monroe County, Florida, in the appropriate court or before the appropriate administrative body. This agreement shall not be subject to arbitration. Mediation proceedings initiated and conducted pursuant to this Agreement shall be in accordance with the Florida Rules of Civil Procedure and usual and customary procedures required by the circuit court of Monroe County. 9.10 SEVERABILITY If any term, covenant, condition or provision of this Agreement (or the application thereof to any circumstance or person) shall be declared invalid or unenforceable to any extent by a court of competent jurisdiction, the remaining terms, covenants, conditions and provisions of this Agreement, shall not be affected thereby; and each remaining term, covenant, condition and provision of this Agreement shall be valid and shall be enforceable to the fullest extent permitted by law unless the enforcement of the remaining terms, covenants, conditions and provisions of this Agreement would prevent the accomplishment of the original intent of this Agreement. The COUNTY and CONSULTANT agree to reform the Agreement to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. 9.11 ATTORNEY'S FEES AND COSTS The COUNTY and CONSULTANT agree that in the event any cause of action or administrative proceeding is initiated or defended by any party relative to the enforcement or interpretation of this Agreement, the prevailing party shall be entitled to reasonable attorney's fees, court costs, investigative, and out -of- pocket expenses, as an award against the non - prevailing party, and shall include attorney's fees, courts costs, investigative, and out -of- pocket expenses in appellate proceedings. 9.12 BINDING EFFECT The terms, covenants, conditions, and provisions of this Agreement shall bind and inure to the benefit of the COUNTY and CONSULTANT and their respective legal representatives, successors, and assigns. 9.13 AUTHORITY Each party represents and warrants to the other that the execution, delivery and performance of this Agreement have been duly authorized by all necessary County and corporate action, as required by law. 9.14 CLAIMS FOR FEDERAL OR STATE AID CONSULTANT and COUNTY agree that each shall be, and is, empowered to apply for, seek, and obtain federal and state funds to further the purpose of this Agreement; provided that all applications, requests, grant proposals, and funding solicitations shall be approved by each party prior to submission. 9.15 ADJUDICATION OF DISPUTES OR DISAGREEMENTS COUNTY and CONSULTANT agree that all disputes and disagreements shall be attempted to be resolved by meet and confer sessions between representatives of each of the parties. If no resolution can be agreed upon within 30 days after the first meet and confer session, the issue or issues shall be discussed at a public meeting of the Board of County Commissioners. If the issue or issues are still not resolved to the satisfaction of the parties, then any party shall have the right to seek such relief or remedy as may be provided by this Agreement or by Florida law. This provision does not negate or waive the provisions of paragraph 9.5 concerning termination or cancellation. 9.16 COOPERATION In the event any administrative or legal proceeding is instituted against either party relating to the formation, execution, performance, or breach of this Agreement, COUNTY and CONSULTANT agree to participate, to the extent required by the other party, in all proceedings, hearings, processes, meetings, and other activities related to the substance of this Agreement or provision of the services under this Agreement. COUNTY and CONSULTANT specifically agree that no party to this Agreement shall be required to enter into any arbitration proceedings related to this Agreement. 10 9.17 NONDISCRIMINATION CONSULTANT and COUNTY agree that there will be no discrimination against any person, and it is expressly understood that upon a determination by a court of competent jurisdiction that discrimination has occurred, this Agreement automatically terminates without any further action on the part of any party, effective the date of the court order. CONSULTANT or COUNTY agrees to comply with all Federal and Florida statutes, and all local ordinances, as applicable, relating to nondiscrimination. These include but are not limited to: 1) Title VI of the Civil Rights Act of 1964 (PL 88 -352) which prohibits discrimination on the basis of race, color or national origin; 2) Title IX of the Education Amendment of 1972, as amended (20 USC ss. 1681 -1683, and 1685 - 1686), which prohibits discrimination on the basis of sex; 3) Section 504 of the Rehabilitation Act of 1973, as amended (20 USC s. 794), which prohibits discrimination on the basis of handicaps; 4) The Age Discrimination Act of 1975, as amended (42 USC ss. 6101 -6107) which prohibits discrimination on the basis of age; 5) The Drug Abuse Office and Treatment Act of 1972 (PL 92 -255), as amended, relating to nondiscrimination on the basis of drug abuse; 6) The Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970 (PL 91 -616), as amended, relating to nondiscrimination on the basis of alcohol abuse or alcoholism; 7) The Public Health Service Act of 1912, ss. 523 and 527 (42 USC ss. 690dd -3 and 290ee- 3), as amended, relating to confidentiality of alcohol and drug abuse patient records; 8) Title VIII of the Civil Rights Act of 1968 (42 USC s. et seq.), as amended, relating to nondiscrimination in the sale, rental or financing of housing; 9) The Americans with Disabilities Act of 1990 (42 USC s. 1201 Note), as may be amended from time to time, relating to nondiscrimination on the basis of disability; 10) Monroe County Code Chapter 13, Article VI, which prohibits discrimination on the basis of race, color, sex, religion, national origin, ancestry, sexual orientation, gender identity or expression, familial status or age; 11) Any other nondiscrimination provisions in any Federal or state statutes which may apply to the parties to, or the subject matter of, this Agreement. 9.18 COVENANT OF NO INTEREST CONSULTANT and COUNTY covenant that neither presently has any interest, and shall not acquire any interest, which would conflict in any manner or degree with its performance under this Agreement, and that only interest of each is to perform and receive benefits as recited in this Agreement. 9.19 CODE OF ETHICS COUNTY agrees that officers and employees of the COUNTY recognize and will be required to comply with the standards of conduct for public officers and employees as delineated in Section 112.313, Florida Statutes, regarding, but not limited to, solicitation or acceptance of gifts; doing business with one's agency; unauthorized compensation; misuse of public position, conflicting employment or contractual relationship; and disclosure or use of certain information. 9.20 NO SOLICITATION /PAYMENT The CONSULTANT and COUNTY warrant that, in respect to itself, it has neither employed nor retained any company or person, other than a bona fide employee working solely for it, to solicit or secure this Agreement and that it has not paid or agreed to pay any person, company, corporation, individual, or firm, other than a bona fide employee working solely for it, any fee, commission, percentage, gift, or other consideration contingent upon or 11 resulting from the award or making of this Agreement. For the breach or violation of the provision, the CONSULTANT agrees that the COUNTY shall have the right to terminate this Agreement without liability and, at its discretion, to offset from monies owed, or otherwise recover, the full amount of such fee, commission, percentage, gift, or consideration. 9.21 PUBLIC ACCESS. The CONSULTANT and COUNTY shall allow and permit reasonable access to, and inspection of, all documents, papers, letters or other materials in its possession or under its control subject to the provisions of Chapter 119, Florida Statutes, and made or received by the CONSULTANT and COUNTY in connection with this Agreement; and the COUNTY shall have the right to unilaterally cancel this Agreement upon violation of this provision by CONSULTANT. The CONSULTANT is required under Chapter 119, Florida Statutes to: A. Keep and maintain public records that ordinarily and necessarily would be required by the public agency in order to perform the service. B. Provide the public with access to public records on the same terms and conditions that the public agency would provide the records and at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. C. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law. D. Meet all requirements for retaining public records and transfer, at no cost, to the public agency all public records in possession of the contractor upon termination of the contract and destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. All records stored electronically must be provided to the public agency in a format that is compatible with the information technology systems of the public agency. 9.22 NON - WAIVER OF IMMUNITY Notwithstanding the provisions of Sec. 768.28, Florida Statutes, the participation of the CONSULTANT and the COUNTY in this Agreement and the acquisition of any commercial liability insurance coverage, self- insurance coverage, or local government liability insurance pool coverage shall not be deemed a waiver of immunity to the extent of liability coverage, nor shall any contract entered into by the COUNTY be required to contain any provision for waiver. 9.23 PRIVILEGES AND IMMUNITIES All of the privileges and immunities from liability, exemptions from laws, ordinances, and rules and pensions and relief, disability, workers' compensation, and other benefits which apply to the activity of officers, agents, or employees of any public agents or employees of the COUNTY, when performing their respective functions under this Agreement within the territorial limits of the COUNTY shall apply to the same degree and extent to the performance of such functions and duties of such officers, agents, volunteers, or employees outside the territorial limits of the COUNTY. 12 9.24 LEGAL OBLIGATIONS AND RESPONSIBILITIES Non - Delegation of Constitutional or Statutory Duties. This Agreement is not intended to, nor shall it be construed as, relieving any participating entity from any obligation or responsibility imposed upon the entity by law except to the extent of actual and timely performance thereof by any participating entity, in which case the performance may be offered in satisfaction of the obligation or responsibility. Further, this Agreement is not intended to, nor shall it be construed as, authorizing the delegation of the constitutional or statutory duties of the COUNTY, except to the extent permitted by the Florida constitution, state statute, and case law. 9.25 NON - RELIANCE BY NON - PARTIES No person or entity shall be entitled to rely upon the terms, or any of them, of this Agreement to enforce or attempt to enforce any third -party claim or entitlement to or benefit of any service or program contemplated hereunder, and the CONSULTANT and the COUNTY agree that neither the CONSULTANT nor the COUNTY or any agent, officer, or employee of either shall have the authority to inform, counsel, or otherwise indicate that any particular individual or group of individuals, entity or entities, have entitlements or benefits under this Agreement separate and apart, inferior to, or superior to the community in general or for the purposes contemplated in this Agreement. 9.26 ATTESTATIONS AND TRUTH IN NEGOTIATION CONSULTANT agrees to execute such documents as COUNTY may reasonably require, including a Public Entity Crime Statement, an Ethics Statement, and a Drug -Free Workplace Statement. Signature of this Agreement by CONSULTANT shall act as the execution of a truth in negotiation certificate stating that wage rates and other factual unit costs supporting the compensation pursuant to the Agreement are accurate, complete, and current at the time of contracting. The original contract price and any additions thereto shall be adjusted to exclude any significant sums by which the agency determines the contract price was increased due to inaccurate, incomplete, or concurrent wage rates and other factual unit costs. All such adjustments must be made within one year following the end of the Agreement. 9.27 NO PERSONAL LIABILITY No covenant or agreement contained herein snail be deemed to be a cuvunani or agreement of any member, officer, agent or employee of Monroe County in his or her individual capacity, and no member, officer, agent or employee of Monroe County shall be liable personally on this Agreement or be subject to any personal liability or accountability by reason of the execution of this Agreement. 9.28 EXECUTION IN COUNTERPARTS This Agreement may be executed in any number of counterparts, each of which shall be regarded as an original, all of which taken together shall constitute one and the same instrument and any of the parties hereto may execute this Agreement by signing any such counterpart. 9.29 Disadvantaged Business Enterprise (DBE) Policy and Obligation - It is the policy of the COUNTY that DBE's, as defined in 49 C.F.R. Part 26, as amended, shall have the 13 opportunity to participate in the performance of contracts financed in whole or in part with COUNTY funds under this Agreement. The DBE requirements of applicable federal and state laws and regulations apply to this Agreement. The COUNTY and its CONSULTANT agree to ensure that DBE's have the opportunity to participate in the performance of this Agreement. In this regard, all recipients and contractors shall take all necessary and reasonable steps in accordance with applicable federal and state laws and regulations to ensure that the DBE's have the opportunity to compete for and perform contracts. The COUNTY and the CONSULTANT and subcontractors shall not discriminate on the basis of race, color, national origin or sex in the award and performance of contracts, entered pursuant to this Agreement. 9.30 FEDERAL HIGHWAY ADMINISTRATION REQUIREMENTS The following forms and provisions are incorporated in and made a part of this contract. a). Appendix I of the FDOT Standard Professional Services Agreement is included as Attachment C. b). The CONSULTANT and any sub - consultants shall not discriminate on the basis of race, color, national origin or sex in the performance of this contract. The CONSULTANT shall carry out applicable requirements of 49 C.F.R. Part 26 in the award and administration of DOT - assisted contracts. Failure by the CONSULTANT to carry out these requirements is a material breach of this contract, which may result in the termination of this contract or such other remedy as the COUNTY deems appropriate. c). CONSULTANT will comply, and ensure its sub - consultants will comply, with the Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion — Lower Tier Covered Transactions in 49 C.F.R. Part 29, when applicable. d). Equal Employment Opportunity: In connection with the carrying out of any project, the CONSULTANT shall not discriminate against any employee or applicant for employment because of race, age, religion, color, sex national origin, disability or marital status. The CONSULTANT will take affirmative action to ensure that applicants are employed and that employees are treated during employment without regard to their race, age, religion color, gender, national origin, disability or marital status. Such action shall include, but not be limited to, the following: employment upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. e). The CONSULTANT and all sub - consultants agree to utilize the U.S Department of Homeland Security's E- verify System to verify the employment eligibility of all new employees hired by the CONSULTANT or sub - consultants during the term of the contract. f). The CONSULTANT will complete and submit the FDOT Anticipated DBE Participation Statement Form No. 275 - 030 -11A to identify DBE participation as outlined in Paragraph 9.29, Disadvantaged Business Enterprise (DBE) Policy and Obligations, of the Contract for Professional Services. FDOT has a race neutral program with an 8.6% goal. g). The CONSULTANT will adhere to all applicable requirements outlined in the Local Agency Program (LAP) Agreement between FDOT and Monroe County for this project. A copy of the Agreement is included as Attachment D. 14 IN WITNESS WHEREOF, each party has caused this Agreement to be executed by its duly authorized representative on the day and year first above written. HEAVILIN, Clerk Date: sf-Pt ", 0*N, DUI '+ (Seal) Attest: BY: Title: f�h�t1 BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA • CONSULTANT By Title END OF AGREEMENT MONROE COUNTY ATTORNEY ��j ' - DD AS TO FORM: CHRISTINE tai. LIMBERT- BARROWS ASSIST N QTYATTORNEY Date _ 15 ATTACHMENT A Consultant Scope of Services Stantec Stantec Consulting Services Inc. 21301 Paweri ne Rood Suite 311, Boca Raton FL 33433.2306 PROFESSIONAL SERVICES PROPOSAL SUBJECT: Professional Services Proposal The Florida Keys Scenic Corridor Overlook Project Stantec Proposal No.: 215680211 1.1 Monroe County plans to install two scenic overlooks along the Florida Keys Scenic Highway Corridor. The first overlook will be located near Higgs Beach at Reynolds Street Pier in the City of Key West. The second overlook will be located on the eastern boundary at Big Pine Community Park along the water's edge on Big Pine Key. Both overlooks are associated with the Florida Keys Scenic Highway which had previously been developed by FDOT and the Florida Department of Environmental Protection (FDEP). The project is funded through the Federal Transportation Alternatives Program (TAP) and is being implemented through a Local Agency Program (LAP) Agreement between the County and the Florida Department of Transportation (FDOT), District 6 Office in Miami, Florida. As such, Federal Highway Administration (FHWA) regulations and guidelines for use of federal funds are required. FDOT Design Standards will be utilized. Stantec Consulting Services, Inc. will provide the design and permitting services for the two overlook projects. The first overlook at Higgs Beach will primarily involve rehabilitation to the existing pier (within the footprint of the existing pier) and introduction of en entry area that might include landscaping, hardscape surfacing, signage and entry features. A master plan for the Higgs Beach Park and Beach area has been performed and certain aspects of that plan will at least be considered during the development of the overlook design. The intent of the second overlook is to provide a scenic overlook dock along the eastern water side boundary accessible by the existing pathway that encircles and bisects the park. In each case, the design shall be developed with consideration to environmental guidelines, NEPA requirements and agency permits. 1.2 Stantec Consulting Services, Inc. ( Stantec) has been requested to submit a proposai to provide surveying, environmental, engineering design, and permitting services for the Project. The Project sites, described in Section 1.1, are currently managed by Monroe County. Each has a separate plan for development specific to the Overlook location. The anticipated major components for the Higgs Beach Overlook Project shall include: Design of a new entrance to the Reynolds Street Pier that will involve landscaping, hardscaping materials, signage and potential entrance features. A pathway shall be identified to connect the parking area to the pier entrance. • Rehabilitation of the existing pier including shall repairs, pedestrian safety railings, educational interpretive panels, replacement of decking material and repair /replacement of two sets of existing stairs down into the water, if feasible. It is not anticipated that any type of shade structure can be installed on the pier due to environmental restrictions. Professional Services Proposal Florida Keys Scenic Corridor Overlook Project — Monroe County Design, Environmental, Surveying, & Permitting Services • Acquisition of necessary permits from the US Army Corps of Engineers (USACE), the South Florida Water Management District (SFWMD), the Florida Department of Environmental Protection (FDEP), the City. of Key West and Monroe County as well as acquisition of necessary approvals from the Florida Department of Transportation (FDOT), District 6, FHWA, SHPO, NMFS and FKNMS. The Big Pine Community Park Scenic Overlook will include the following: Design of an elevated dock/viewing area overlooking No Name Key Channel that clearly provides a view of the old historic No Name Key Bridge and contains educational interpretive panels identifying the significance of the historic transportation system and the old wooden bridge. The dock shall serve as a viewing platform and will contain a pedestrian safety railing and suitable agency acceptable decking material. There is no intention to provide docking facilities for boaters or access to the dock from the water side. • A pathway shall be installed to connect the elevated dock to the existing pathway that currently exists in the park. No pathway lighting is anticipated at this time that requires electrical design. • Acquisition of necessary permits from the US Army Corps of Engineers (USACE), the South Florida Water Management District (SFWMD), the Florida Department of Environmental Protection (FDEP) and Monroe County as well as acquisition of necessary approvals from the Florida Department of Transportation (FDOT), District 6, FHWA, SHPO, NMFS and FKNMS. 2 SCOPE OF SERVICES 2.1 Data Collection and Preliminary Project Research (1) Obtain high quality aerial photography for the Project area from Monroe County and FDOT. Obtain property parcel lines and documented easements immediately adjacent to the Project site from Monroe County. Incorporate these items into Project GIS and CAD files. (2) Research potential listed species that may occur on or in the immediate vicinity of the Project sites. As used herein, "listed species" refers to plants and animals listed as threatened, endangered, or species of special concern by the US Fish and Wildlife Service (FWS), NMFS or the Florida Fish and Wildlife Conservation Commission (FWC). (3) Research existing tidal gage data available for the Project sites to establish and document typical mean high tide and mean low tide elevations adjacent to the Project site. Monroe County has already supplied mean high water elevations for the Higgs Beach site. This shall be verified. Professional Services Proposal 3 Florida Keys Scenic Corridor Overlook Project - Monroe County Design, Environmental, Surveying, & Permitting Services (4) Review existing permits for the two project sites issued previously by FDEP /SFWMD and USACE. (5) Acquire existing soils mapping generated by the Natural Resource Conservation Service (NRCS) and existing Federal Emergency Management Agency (FEMA) floodplain mapping for the Project area. Incorporate these items into Project GIS and CAD files. (6) Provide geotechnical Soils Testing at the two sites to obtain data for use in foundation design for structural features, dock piling and pathways. 2.2. Surveying Services (1) Collect topographic data of the proposed Projects for the purpose of building a basemap and representative digital terrain model (DTM) of the proposed development. Some topographic data already exists, especially at the Higgs Beach project site so surveying at that location will focus on re- establishing bench data and picking up more specific data near the entrance to the pier. At the Big Pine Community Park location, topographic survey data gathered will focus on the area where the pathway will diverge from the existing path and extend to the water's edge from the pathway to the edge of vegetation, toe of slope, or approximate mean high water in areas adjacent to tidal waters. More information will be gathered from bathymetric soundings in the area where the proposed viewing dock will be located plus at least 50 feet in every direction. (2) Set control necessary for topographic surveying of the.Project. Horizontal control will be in State Plane Coordinates for Florida East Zone 1983 Datum as broadcast from the nearest FDOT CORS stations or as established with GPS corrections from local control. Vertical control will be based on a closed level run between at least 2 published bench marks, in National Geodetic Vertical Datum (NGVD 1929), convertible to NAVD 88 if necessary). (3) Survey crews will locate additional above - ground features (such as potential conflicts, pertinent structures, apparent improvements) as deemed necessary by Stantec engineers and ecologists to properly design and permit the Project. (4) Survey crews will locate the jurisdictional flagging established by the bioioglits (see Section 2.6) using selected survey methods. The surveyed jurisdictional boundaries will be incorporated into Project construction plans as well as graphics /drawings prepared for the Environmental Supplement. Any seasonal high water table markers established will also be survey located and elevations of these markers gathered (see Section 2.2). 2.3 Desiun Schematics & Master Plannina (1) Prepare a Master plan complete with design schematics in accordance with the FDOT's Plans Preparation Manual (PPM) to be submitted to Monroe County and FDOT for review and concurrence prior to the preliminary plans (75 %) submittal date. This package shall include a transmittal letter, location maps, typical sections (where applicable), and project control sheets. All Right of Way and jurisdictional boundaries shall be clearly identified on the plan sheets. The Client will be provided with one copy of Professional Services Proposal 4 Florida Keys Scenic Corridor Overlook Project — Monroe County Design, Environmental, Surveying, & Permitting Services this submittal package. This task includes coordinating with FDOT and preparing responses to comments for up to two (2) ERC reviews conducted by FDOT. (2) Prepare Design Schematic Renderings for both sites to be used at Public Outreach Meetings. Renderings shall be provided on 24" by 36" poster board as well as presentation slides in a PowerPoint presentation. Renderings shall be plan and elevation view in color depicting the proposed development in sufficient detail to use at Public Meetings to promote the project. (3) Participate in two Public Outreach meetings (one for each site). Monroe County will be responsible for coordinating the notifications to the public as well as providing the facilities needed for the presentation to the public. Suitable attendance by Stantec staff will provide support for both management and technical issues which might arise during the meetings. Stantec shall provide graphics and AV Equipment for the meeting. 2.4 Design and Project Construction Documents (1) Prepare preliminary (75 %) and final (100°/x) engineering design and construction documents. The preliminary documents will be prepared in accordance with FDOT's Plans Preparation Manual (PPM) requirements for Phase 11 Plans and the final plans will be prepared in accordance with the PPM requirements for Phase IV Plans. Documents for both submittals will include plans, technical special provisions and EOPC (cost estimate) necessary to accomplish construction of the Project. Prepare plan sheets, notes, and details to include the following: Key Sheet, Summary of Pay Items & Quantities, Typical Sections (where applicable), Utility Adjustment Matrix, Project Layout, Standard Symbols and General Notes, Plan Sheets (Horizontal Scale: 1 Structural Sheets, Details, Sections, Stormwater Pollution Prevention Plan (SWPPP), Signage and Traffic Control Plan. The plans will detail proposed erosion control devices considered for construction. The plans will further incorporate various sheets necessary for construction adjacent to or within the Project's environmental protection areas. (2) Design stormwater /drainage construction items for the Project as needed. (3) Coordinate with utility owners within the Project areas. It is not anticipated that Big Pine Community Park , . , Al! have impacts to existing utilizes and H;ijgs Beach (Reyriuids S €icei Pier) will have minimal impact since the intended construction should not encompass much underground work. However, we shall contact Sunshine One Call of Florida for a list of utility agencies /owners (UAO) that provide services within the Project areas. Provide initial contact with the applicable UAO(s) to have their facilities located for topographic surveying and to collect available as -built information for inclusion in the design plans. Provide second contact with UAO(s) at Phase II Plans submittal to coordinate conflicts and potential utility adjustments /relocates. Provide final contact with UAO(s) at Phase IV Plans submittal to resolve conflict issues including schedule and costs for adjustments/relocates. This includes time for follow up with UAO(s), as well as, time to review documents prepared by UAO(s), such as as- builts /record drawings, utility subordination agreements, schedules and cost estimates. For the purposes of this Proposal /Agreement, a maximum of 5 utilities have been assumed (water, sewer, power, telephone, and cable). Professional Services Proposal Florida Keys Scenic Corridor Overlook Project - Monroe County Design, Environmental, Surveying, $ Permitting Services 5 (4) Design details as needed to depict proposed signage and/or any pavement markings in accordance with FDOT Design Standards and the Manual of Uniform Traffic Control Devices (MUTCD). This primarily includes traffic control devices for areas of conflict with motor vehicles, such as, side street intersections, especially near the intersection of Reynolds Street and Atlantic Boulevard. . 2.5 Construction Permitting (1) FDOT Construction Permitting - Stantec will make project phase submittals to Monroe County for approval prior to submittal to any agency. Stantec shall then submit to FDOT for their review and concurrence, in accordance with subsection (a) below. We will work with FDOT (via telephone, e-mail, on -line meeting software) to achieve a permittable design. (a) FDOT Phase Submittals - For purposes of this Proposal /Agreement, Stantec anticipates the following phase submittal requirements: ➢ Phase 11(75% Project Construction Plans) ERC Review 1. 2 sets (11x17) of plans to Client. 2. 4 sets (11x17) of plans and 1 PDF copy of plans to FDOT. 3. 1 set (11x17) of plans to Monroe County Planning Department. 4. Preliminary Engineer's Opinion of Probable Cost (EOPC) to Client and FDOT Phase IV 100% Project Construction Plans ERC Review 1. 5 sets (11x17) of plans to Client 2. 2 signed and sealed sets of plans to Client 3. 10 sets (11x17) of plans to FDOT 4. Final Engineer's Opinion of Probable Cost (EOPC) to Client and FDOT. 5. 1 set (11x17) of plans to Monroe County Planning Department. 6. CD of final electronic files to Client. (b) FDOT Review - Stantec shall submit all phase reviews electronically through the Electronic Review Comments (ERC) system for both the Phase II and phase IV submittals. Stantec shall respond to each comment as necessary to attain FDOT approval. (2) Monroe County Permitting - Big Pine Community Park Overlook - Stantec will prepare and submit to Monroe County, including but not limited to, the following permit reviews: 1. Public Works for site work, landscaping and paving 2. Building Department for structural elements such docks and interpretive panels 3. Environmental Resources for drainage and environmental impacts 4. Growth Management for Site Plan approval, if applicable Professional Services Proposal g Florida Keys Scenic Corridor Overlook Project - Monroe County Design, Environmental, Surveying, & Permitting Services (3) Monroe County / City of Key West Permitting - Higgs Beach Reynolds Street Pier Overlook - Stantec will prepare and submit to Monroe County and /or the City of Key West, including but not limited to, the following permit reviews: 1. Key West Building Department for structural elements such as entry features and pier repairs 2. Environmental Resources for drainage and environmental impacts 3. Key West Planning and Zoning for Site Plan approval, if applicable 4. Monroe County Public Works, for client approvals (4) NPDES Permitting - Stantec will prepare and submit to the FDEP a Notice of Intent (NOI) application for coverage of this Project under "Florida's Generic Permit for Stormwater Discharge from Large and Small Construction Activities ". 2.6 Environmental Field Services (1) Conduct a field reconnaissance of the Project sites to collect information on habitat types, vegetation associations, land uses, landforms, and other site characteristics. This information /mapping will be incorporated into the Environmental Supplement prepared for SFWMD & USACE permit applications for the project and to aid in Project design. Preparation of the draft base for such mapping is included in this task in addition to the field work specified. (2) Field demarcate the estimated limits of coastal wetlands and other surface waters that may be considered jurisdictional by SFWMD and /or the USACE; i.e. perform an informal state and federal jurisdictional determination. This demarcation (flagging) of jurisdictional areas will be limited to flagging of jurisdictional areas adjacent or within the proposed areas of development. Where non -tidal wetlands or other surface waters (OSWs) are delineated (not anticipated), estimate and mark the seasonal high water table elevation within each wetland or OSW. Following survey of the jurisdictional flagging, prepare CAD and GIS maps of the limits of wetlands /jurisdictional areas and OSWs. (3) Conduct a field reconnaissance for listed plant and animal species. This listed species survey will be limited to natural habitats that are immediately adjacent to the proposed Project sites and may be adversely affected by Project construction. Results of this reconnaissance (survey) will be documented in the Environmental Supplement. It is noted that the Environmental Supplement will also help support documentation of NEPA (National Environmental Policy Act) compliance. (4) Field collect information in marine areas to determine the impact to the environment for the design and construction of the proposed dock at Big Pine Community Park. A benthic survey of plant and animal life will be conducted within the basin where the dock is proposed. The data will be used to locate the viewing dock in the best location to minimize the impact to the environment. A biological impact study will be published outlining the findings of the survey. Professional Services Proposal Florida Keys Scenic Corridor Overlook Project - Monroe County Design, Environmental, Surveying, & Permitting Services (5) It is not anticipated that any freshwater wetlands will be encountered due to the isolated nature of both overlooks being directly adjacent to coastal waters. As such, no mitigation is anticipated for these projects other than that which might be required for sea grasses encountered in and around the pier at Higgs Beach as well as near the viewing dock at Big Pine Community Park. (6) The Coastal Barrier Resources Act (CBRA) issues will be addressed for the sites during the initial environmental stages of development of the overlooks. Special consideration will be made to procure exemptions for the projects as existing public recreation facilities as outlined in Section 6 of the CBRA. 2.7 SHPO Cultural Resources Clearance (1) Prepare information for and submit a Florida Master Site File search request to the Florida Department of State, State Historic Preservation Office (SHPO). This request will be for records in areas affected by the Projects. (2) Prepare a cultural resources clearance request for the Project and submit this to FDOT, who then forwards to FHWA and SHPO. The request submittal will include a narrative and supporting graphics /exhibits in general keeping with SHPO's current guidance for such requests. If necessary, Stantec shall coordinate directly with SHPO during SHPO's processing of the request regarding any questions about the Project in order to expedite processing of the acceptance. 2.8 Section 4(f) and 6(f) Coordination (1) Prepare information for and submit a Section 4(f) Determination of Applicability request to FHWA. A request will be prepared for each project location. (2) Investigate any previous use of Section 6(f) Funds on the Higgs Beach/Reynolds Street Pier project location. If so, coordination with FDOT and Natural Park Service will be conducted and appropriate documentation will be prepared. 2.9 Environmental Resource Permits (ERP) - Applications Preparation (1) Prepare final plans and calculations for the Project's environmental impacts in support of the Project's application for a Standard General Environmental Resource Permit (ERP) from FDEP /SFWMD and its application for a US Department of the Army (DA) Permit from USACE. This Proposal /Agreement assumes that FDEP /SFWMD will process the ERP application as Standard General Permit modifications to current permits previously issued for both parks. This Proposal /Agreement assumes the DA Permit will either be a Nationwide General Permit or Individual Permit. It is the intention of this proposal that the viewing dock design at Big Pine Community Park will be designed in accordance with the USACE Standard Guidelines for Dock Design currently in use throughout the State and all applicable County ordinances. No variations or exemptions are anticipated being required. Professional Services Proposal Florida Keys Scenic Corridor Overlook Project - Monroe County Design, Environmental, Surveying, & Permitting Services (2) Prepare an Environmental Supplement for both overlooks for inclusion with the application submitted to FDEP / SFWMD for an ERP permit and to the USACE for a DA permit. This supplement will include a narrative (addressing such things as existing conditions vs. proposed conditions, project need and alternatives considered, anticipated project impacts to natural resources, avoidance and minimization of project impacts, basic project components, general best management practices, mitigation of project impacts to wetlands, etc.), and supporting tables and drawings. (3) Prepare information concerning environmental and engineering topics necessary to complete Sections A, C, and E of the "Joint Application for Environmental Resource Permit / Authorization to Use State Owned Submerged Lands / Federal Dredge and Fill Permit" (Form 0971). This task includes preparation of stormwater design calculations necessary for the Project's ERP application. (4) Prepare information for an application to the USACE requesting DA Permit authorizing construction of the Projects. The USACE permit application package will be submitted simultaneously with the ERP application package. The USACE application package will generally consist of: 8.5 "x11" permit drawings; the Environmental Supplement described above; and the Joint Application Form described above. (5) Submit permit applications to Monroe County for approval prior to submitting to the agencies. Subsequent submittals shall go to FDOT who will forward the applications directly to FDEP / SFWMD and USACE. Provide copies of the submitted application documents, including Environmental Supplement to Client, US Fish and Wildlife Service (FWS), and National Marine Fisheries Service (NMFS). 2.10 ERP Application - Support and Processing (1) Prepare responses to two (2) requests for additional information (RAis) issued by FDEP / SFWMD concerning the submitted ERP permit application. Responses may include modifications to the proposed mitigation program if required by FDEP / SFWMD and /or the USACE. (2) Schedule and attend a field inspection of the Project site and the flagged jurisdictional wetland areas with FDE7V. %11D staff to obtain their review and approvai of jurisdictional wetland limits and to generally review the proposed Project. (3) Provide general liaison with SFWMD during SFWMD's processing of the Project's ERP application. Same with FDEP. (4) Review draft ERP permit and staff report prepared by FDEP / SFWMD for the Project. if necessary, provide comments to FDEP and SFWMD concerning specifics of the draft permit and /or the associated FDEP and SFWMD staff report. (5) It is assumed that the Project might adversely impact listed species or habitats deemed important to the conservation of such species, but not to the extent that the projects cannot be permitted as designed. Although it is expected that some minor impacts to sea grasses and/or corals might be encountered, especially at Big Pine Community Professional Services Proposal g Florida Keys Scenic Corridor Overlook Project -- Monroe County Design, Environmental, Surveying, & Permitting Services Park, Stantec's goal in designing the Projects will be to avoid such impacts as much as practicable. (6) It is assumed that a proprietary authorization for work within or over sovereign submerged lands will be required for the Projects. The FDEP /SFWMD permitting services addressed herein include providing assistance to Monroe County in obtaining all necessary sovereignty submerged lands easements or similar proprietary authorizations from the State for works in sovereign submerged lands. 2.19 USACE DA Permit Application — Support and Processin (1) Prepare and submit a response to two (2) requests for additional information (RAls or sufficiency reviews) issued by the USACE concerning the submitted DA Permit application. It has been assumed that the RAi response will not require addressing significant issues /concems raised by the US Environmental Protection Agency (EPA), the National Marine Fisheries Service (NMFS), the US Fish and Wildlife Service (FWS), the general public, and /or Nan - Governmental Organizations (NGOs). (2) Schedule and attend a field inspection of the Project site and the flagged jurisdictional areas with USACE staff and NMFS staff to obtain review and approval of jurisdictional wetland limits and to generally review the proposed Projects. It has been assumed that such a field inspection would be attended by staff from both agencies simultaneously rather than as two separate inspections. (3) Provide general liaison with USACE during their processing of the Project's DA Permit application. (4) Review draft permit and Environmental Assessment /Statement of Findings (EA/SOF) prepared by USACE for the Project. If necessary, provide comments to USACE concerning specifics of the draft permit and /or the associated EA/SOF. (5) It is assumed that Section 7 consultation with the FWS (pursuant to Section 7 of the Endangered Species Act of 1973) might be required and as such a National Marine Fisheries Service (NMFS) consultation pursuant to the Magnuson- Stevens Fishery Conservation and Management Act will be required. Should the project require mitigation areas be constructed to counter the impacts, these services should be considered additional and a proposal for such services will be forwarded to the County for consideration. 2.12 FDOT NEPA Compliance Documentation for Environmental Certification (1) Prepare a report for submittal to FDOT addressing the Project's compliance with NEPA (National Environmental Policy Act) requirements as set forth in 23 CFR 771.117(a) and (b). The topics (categories of issues) addressed in this report will include: those listed in "Figure 2.2, Type 1 and Programmatic Categorical Exclusion Checklist" as contained in Part 1, Chapter 2 of FDOT's "Project Development & Environment Manual" (PD &E Manual), dated 1/31/07; those outlined on pages 2 -3 and 2 -4 of Part 1, Chapter 2 of the PD &E Manual pertaining to Categorical Exclusions (dated 1/31/07); State Scenic Professional Services Proposal 10 Florida Keys Scenic Corridor Overlook Project - Monroe County Design, Environmental, Surveying, & Permitting Services Highways, and; State Historic Highways. Submit this report to Monroe County for approval prior to submitting to FDOT District 6 for review and processing. This task includes conducting research, analysis, and evaluations necessary to prepare the report. This report will be supported by the Environmental Supplement prepared for the FDEP /SFWMD and USACE permit applications for the Project. It will be submitted to FOOT District 6 following FDOT's review of the 100% project plans (i.e. the Phase IV plans submittal) and permits for the Project have been issued by SFWMD and USACE. (2) Prepare and submit a response to one (1) set of comments from FDOT staff concerning the submitted NEPA compliance report and Environmental Supplement. This task includes revising the report as necessary to respond to FDOT's comments. 2.13 Permit Application Fees Client shall be responsible for reimbursement of all permit application fees associated with the Project. The dollar amount listed in this Proposal/Agreement for permit application fees is an estimate without the complete knowledge of final Project requirements. It is estimated that each site will require fees on the order of $3500 per site. Professional Services Proposal 1 Florida Keys Scenic Corridor Overlook Project - Monroe County Design, Environmental, Surveying, & Permitting Services 3 FEES The fees for the SCOPE OF SERVICES for the Project addressed herein shall a lump sum amount broken down as follows: Section Service (Task) Fee Type Fee Amount 2.1 Data Collection & Preliminary Project Research Fixed $ 7,694 2.2 Surveying Services - Upland and Bathymetric Fixed $ 6,712 2.3 Design Schematics and Master Planning Fixed $ 10,252 2.4 Design and Project Construction Documents Fixed $ 45,764 2.5 Construction Permitting Fixed $ 4,736 Engineering Design Sub -Total (sections 2.1 through 2.5) $ 75,158 2.6 Environmental Field Services Fixed $ 9,688 2.7 SHPO Cultural Resources Clearance Fixed $ 3,674 2.8 Section 4(f) and 6(f) Coordination Fixed $ 2,632 2.9 ERP & USACE Permits - Applications Preparation Fixed $ 7,652 2.10 ERP Permit Application - Application Support and Processin Fixed $ 13,060 2.11 USACE DA Permit Application - Application Support and Processin Fixed $ 14,436 2.12 FDOT NEPA Compliance Documentation for Environmental Certification Fixed $ 11,872 2.13 Permit Application Fees (NPDES & ERP) Fixed $ 7,000 Environmental Permitting Sub -Total (sections 2.6 through 2.13) $ 70,014 TOTAL FEE $ 145,172 Fees shall be invoiced to Monroe County, in accordance with the contract documents, as a percentage of progress completed for each task. Professional Services Proposal 12 Florida Keys Scenic Corridor Overlook Project — Monroe County Design, Environmental, Surveying, & Permitting Services 4 SCHEDULE It is estimated that the work listed above in paragraphs 2.1 through 2.12 will be completed in no more than 365 days from Monroe County's final approval of this Proposal /Agreement. This estimated schedule is partially based on the assumption that the USACE's processing of the Project's Department of the Army permit application will require about 270 days for both projects. Due to the unpredictable nature of regulatory permitting, permitting timelines could be such that they delay the overall schedule anticipated for the Project. 5 GENERAL CONDITIONS AND UNDERSTANDINGS 5.1 This Proposal/Agreement is based on the following items regarding information to be provided by the Client and the Client's other responsibilities: Client will arrange for and provide complete and unrestricted access to the Project site. Client will provide a copy of the ERP permit issued by SFWMD that previously authorized construction of the Big Pine Community Park. This includes a copy of the permit itself (with attachments) and a copy of the SFWMD staff report issued in conjunction with the permit. Client will provide a copy of Client's past permitting history for Higgs Beach and Reynolds Street/ Atlantic Blvd. intersection. 5.2. This Proposal /Agreement is based on the following assumptions and understandings in addition to those stated previously: • It is assumed that there will be sufficient room in the Project corridor to incorporate stormwater management facilities that are adequate to meet SFWMD ERP permitting requirements. It is further assumed that the ERP required for the Project will qualify for processing as a Standard General Permit modification. w - Wis assumed that the - Projects wilnot any resources and will not affect any Section 4(f) lands as defined in the DOT Act of 1966, as amended. • It is assumed that the DHR will not require an archaeological reconnaissance survey to be performed for this Project. • It is assumed that Stantec's, and any of our sub - consultant's, field work will not be delayed or hindered by inclement weather conditions, adverse site conditions, or difficulties in gaining access to the Project sites. • It is assumed that FDOT will not require a Biological Evaluation be prepared for the Project (for Project's impacts to listed species), nor will FDOT require an Essential Fish Habitat Evaluation be prepared for the Project (for Project's impacts to Essential Fish Habitat). • Should it be determined that impacts to endangered species are unavoidable, thus requiring mitigation areas to be designed and constructed, Stantec will prepare an addendum to this ProposaUAgreement to render services associated with impact analysis, mitigation, and permitting /authorizations upon the Client's request. 5.3 The Client understands that legal services are often required for projects such as the one proposed. Such services are specifically excluded. Professional Services Proposal 13 Florida Keys Scenic Corridor Overlook Project - Monroe County Design, Environmental, Surveying, & Permitting Services 5.4 The scope of this Proposal /Agreement is based on our understanding of the current rules, regulations, and ordinances in effect at the date of this document. Modifications of these regulations or changes in agency interpretation of these regulations may affect the scope and fees of WilsonMiller's services. 5.5 This Proposal /Agreement does not include designing or preparing construction plans for vehicular decking or bridge crossings. 5.6 The professional services that Stantec will provide under this Proposal/Agreement include, and are limited to, those described above in SCOPE OF SERVICES. All other services are specifically excluded. 6 ACCEPTANCE AND AUTHORIZATION TO PROCEED 6.1 When professional services relating to the design and permitting process are performed for a fixed fee, fees shall be billed monthly for the Project portion completed to the billing date. 6.2 It is Stantec's understanding that the Client's authorization of this Proposal/Agreement will be executed via a separate contract document issued directly by the Monroe County, to which will be attached this Proposal /Agreement. Final execution of this contract will serve as the Client's authorization to proceed with performance of the services identified herein. ATTACHMENT B Consultant Hourly Rates r W ,J Q /0 N N N v 40 N 1 A co 4 NNm (1�y O (spy C r O � �a Q LU H !9 M Q a IL a p pp ONE N p cp {p o O Q O w w �Y'�jjVjil N N C q E E N N 4 S o tl a v O v 0 a v Q a 0 x ' G $ 74 co co n '• a�i K N C9 N K r N Q � p y p� Qp O Q ¢p Q 4 o p o M M H p H o di o W p N W O �g 40 K M LL F m N m O O O O O O O o O O ($ O Z N 4 W W N S W O O N O 07 e0 e N < N .nj 0 f9 2 M3 m m 11 10 1 �p W N � a •j d L q m < 90 N to m IO 1O tO N 7 C p NN ` m S T pp W q W O W N �N pO M a ? N G L d 0 CL �+ a co m e o E m CL L o 8 CL U m m tv p w H 2 Q O cg c u�! u) ui a N fV 17 a{ � N C4 N IO f✓ IV (V of N GO N N r IV � N .N- N � = y N V A A V N W LL O is a Y� ATTACHMENT C Appendix I of FDOT Standard Professional Services Agreement The following ttrme apply to all contracts In which it is hdioeted in Section b.6 of de Standard Pmksdceal Son4ces Agreement that the services Inv" the expe n ituro of federal We: A. N Is understood and agreed that all rights of the DWw inert refeUrg to kapection. review. eppriwal, pole nte, copyrVb. and wO of the wank, Uadr% plans, lone„ maps, dale, and costrecords relating to tit. Agreement dW elso be nerved and held by sud rapsse tallves of the Unw Stable of America. B It Is understood and agreed Uri. In order to pwn* federal pertfolpeUon, no supplemenW agreement of any nature may be entered Into by to pedles hereto with regard to tie wort to be perforated hwaundr wiwout Ile approval of the U.S. Dapertme nt of Transportation, anynhkV to the omtrarfr In tlds Agreement not w1tholudIng. C. Compliance wow Rspu latiore: The Consultant shell comply wghaone of file U.S. I'M. of Trensportsum Tl@ 49. Code of Fsdwel RAotbUone, Pert 21, tie Yey nay bs nom ware b tine, referred to as On Rsgndstions) ~ are hwein Incorporated by ratw dd noe and ms s pert of WeAgreanwn� p NondfeorMnineaon: The Consonant, with regard to the work pwfomied during the oontnot, sMtl not discrkdnaw on the beals o f race, color. national wlgln. sear, ape, dsd ft, rellpion or teary sifts In the selection and retention of dkscly sulvoonlrooloto, Incl their da owierrionl e po moulel Ey S ectio n Imes 2l �tlL The ConsWWK will not participate evjw when the contract oovere a program act forth in Appendix B of the Regulationidetlone. Including wrKnloyrent praWass 11C"1110 a tot 88411900111001% kteprtWtg Prorwnwawtts of -elands and EquipmenC In a1 ndlcMstiars made by dta E. 8o Csneullan4 ei p�r 4y competNMe �rq or spotlWsre for work b ba tared under s stdtoorNraol, ItohMsirrg ttroasemeMt bf njneMrlsls and Neeet of og* Ors t, sod, poleptiet ouboot motor or �ppAar dW be notMed by the Con Nk of" Conwilerwo obligations utderlhis contract and On Reguletlons relegw b nondNodmfnakn on the beefs of rros, color, nstionol ortgkn, M. ape, dsabiltiy, religion or family statue. F irtformatiwl and Reprrbe The Cwaiullent wt1 pgkN aN hrtorraation and reports oegtdned by we Regutedons, ox tsdued pureuwtt werab. and wIN t»mdt arxete b is ftootte, raoord� agnate, tear soutnae of latonrtetian, nor fadlAlee tie trey be ohtermined by Nne Florida GepeMternt d TrarteporMNlOn, Fanfrel Ip� AdnrtrtsVstion. Fi Trenell AdnakrkAnsOan. Federal AWatiorn Adntknletratlen, ertfbt Ferrel Mclof l;airrNr 3 to be asowbin wmppwtce with such Itirprlatlone, orders end Ntslrurttloate. IAfttare amr infooraedort te4nrtrad of Yts Ca tow acaoh+siva aoeeesdon of sntrtitx who 11a1N ar fetus.. fo ltrtrtsh ilrls b�IorrrnWon, lit Coiqul0entahaM a andlarOne Rodent Motor Carder the Infonnallam d, Sanctions for NonoompMenoo: In we evert of the ConndMnfe nonoomplienoe with the nondkakMnsfan provlelo o of We carried, the Florida DepartaetN of Trwneporletion shell" p - - such oontmot sanctions as Ill or the Federal Highvwy Administration, Fedwei transit Adnidstrallon, Federal Avisgon Admklletretton, andlor Federal Molar Carter Saltily Administration may determine to be appropriate. inclu ftng, but not lbttlad to, 1, wNhholding of psymente b the Consuilo t under ft oonbed tut- the Consullent oompars anWor 2, cancellation, termination or suspension of the contract, M whole or M peel. H, Incorporation or Provisions: The Consultant will Include tin pmvialone of Paragraph C through H M ewryr subcorwack Irduding proemmente of materials and lessee of equlpnerd unless SoMpt by the Requlotlons, order, or instructions Issued pursuant r _ & Tow Conetntbnl wW toltsrich aopon uO toopeot b aubeonl d or prom" "N as fir Florida Depotrutnent 9f TrerrepataUon, Federal Administration, Fadwat Troneit AdmWalralloo Padwef Aviation a f m bfleNetloftr . M wnb a dltton c reeet t Unl state. f a lid at�od�tktb:a States. t Interest of Member@ of Congress: No rnwnber d or dekrpde b the Congress of the United Slates will be admitted to any share or part of wN contract or to any bendt arising therefrom. y Interest of Public OAlclede; No mwnber, of er, or employee of the public body or of a local public body durng his tenure or for one year dareefter shell have sty knlsnat, died or In&=L In this eoalmot or tha pto wade thereof. For purposse of aisle provision, public body dell Include mu nicipalgles and other po Nat subdivisions of State0. and public corporellone, boards, and commledans established under the laws of any State. K. Milan by Olaadvantaped Bush ow Enterprises: The Consultant chap Was to &lids by the AftW nt from 49 C xl bj. This sletsmsnb•shet be Included In all subsequent agreement& M ONO to Consultant and any eubconeubm orwmreotor. The Conattam, a* ralplem orwAconitactor shall Pol dlsorlmirisis on the basis of rocs, colm national origin, or an In the psrlbansocs of title eoatreat. The ooetractor chap oarry &A applicable req*sr=dx of 49 CFR Part 26 in the award and sdrrilrbirallos of DOT- assided &entracte Failure by the Consultant to carry out Me" requbsrnsnis is a material breach or ON conlrack which may to" In tamdneYon of this oorxaat or otter such arm* se the radplent deems &ppworlalw 1, It is mWusIV arfarslood and eoresd Not ttit wWW tsbOtcaOon, dIsMon or mleremew lion with respect to arty faete misled to tte s) desoribed In this �r�smart be violation d tte Fedarei law. Aoeordlrgly, United States Cads, TWO It fie on 102,. Is hereby Incorporeied by nefiaa►os and mads a part of Ode Agreement. M. it is undwslood car! agreed that K the Conaupent at sty tune burn Utrd Ws catgcaOM it provtdsd the Deparrood In comphnas vdth 49 CFR, Section 26.61, was seroneous when submitied or has become enrre oovs by mum of changed draumdartosa, the Co"MilisrR dui provtda imnhbate vwNlat note to the IDeparbin" t IOAather agreed that the louse renaotod fb in 4Y CFR. Win' . 610, mot d=IwAW@d by the Coinsuherit In all l thr c overed c a trsnactione and In of afarsmsnthmod federal regulation. The Department hereby o&ON tat nattier the consultant nor the oom *w to representative has been required by tat Dapalmsd, dhm* or irtdtreoty so on wipes& or hrglted eandttlon b cornsailon ieth obtaining or carrying "this conlrset, to t employ or retdn, or epns b employ or roUln, any firm or person, or 2, pay, or some to pay, to any ten, parson, or org'arballon, any he, contribution, donation, or oondclersUan of any hind: The Dep rimsih hudw alnhowledpes that this agreement will be Wished to a fladend spongy, In connectlon with this contred %volvi g participation of Feden&M herds, and is subject to applicable Stale sad Federr Laws, both criminal and civil. Q, The Consultant hereby certfies that It has not I. employed or retshtad fare commlador% percentage, brokerage, continperrt fee, a other ooneldersdon, any firm or person (othw then a bons We employee working eatdy for the above oarraotor) to Ba t or anoure this coned: 2 agreed, as an express or hnplled condition for obtaining this conack to employ or relate the services of any firm or person In connection with oarrying out that contract or paid, or agreed to pay, to any firm, organization or psre8n (olhsr than a bona file anpbyes worklnp solely for the above contractor) any fee contrlbuton, donation, or consideration of any kind ft. or In oonneollon with, procuring or swift out the contract. The contsWI nt hitter acltn Wedo m Wet this aYpon n te emenl will be furnished to the Stab of Florida DepMmant of In Transportation tion and Wo r and t�aai l ° iwa, both Amlh and ntrac civil Involving pardalpstion of Fedarel -Ald bW*, and Is oubj O RFD for Design and Permitting Services for the Scenic Overlook Project a STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION CERTIFICATION FOR DISCLOSURE OF LOBBYING ACTIVITIES a ON FEDERAL -AID CONTRACTS (Compliance with 49CFR, Section 20.100(b)) 0 The prospective participant certifies, by signing this certification, that to the best of his or her knowledge 0 and belief: (1) No federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal contract, the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement. (2) If any funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this federal contract, grant, ban, or cooperative agreement, the undersigned shall complete and rn submit Standard Form -LLL, °Disclosure of Lobbying Activities ", in accordance with its instructions. (Standard Form -LLL can be obtained from the Florida Department of Transportation's Professional Services Administrator or Procurement Office.) 0 This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this e transaction imposed by Section 1352, Title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. n F1 L The prospective participant also agrees by submitting his or her proposal that he or she shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such subrecipients shall certify and disclose accordingly. Name of Consultant: By: Ramon Castella. PE. LEED AP Date: ADri129, 2014 Authorized Signature: Title: Vice President O RFO for Design and Permitting Services for the SWic Overlook PMect CERTIFICATION REGARDING DEBARMENT, SUSPENSION, INELIGIBILITY AND VOLUNTARY EXCLUSION FOR FEDERAL AID CONTRACTS 0 (Compliance with 49CFR, Section 29.510) (Appendix B Certification) 0 It is certified that neither the below identified firm nor its principals are presently suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any federal department or agency. 0 Name of Consultant: Stantec Consultina Services Inc. Date: Anril29.2014 0 By: Ramon Castella. PE. LEED AP — G Authorized Signature Title: Vice President Instructions for Certification 0 1. By signing and submitting this certification with the proposal, the prospective lower tier participant is providing the certification set out below. 0 2. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective lower tier participant knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Govemment, the Department my pursue available remedies, including suspension and/or debarment. 0 3. The prospective lower tier participant shall provide immediate written notice to the person to which this proposal is submitted. If at any time the prospective lower tier participant learns that its codification was erroneous when submitted or has become erroneous by reason of changed circumstances. 4. The terms 'covered transaction', 'debarred', 'suspended', 'ineligible', 'lower tier covered transaction', 'participant', 'person', 'primary covered transaction', 'principal', 'proposal', and 'voluntary excluded', as used in this clause, have the meanings set out in the Definitions and Coverage sections of the rules implementing Executive Order 12549. You may contact the person to which the proposal is being submitted for assistance in obtaining a copy of those regulations. 5. The prospective lower tier participant agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the Department or agency with which this transaction originated. Lj S. The prospective lower tier participant further agrees by submitting this proposal that it will include this clause titled •Appendix B: Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion — Lower Tier Covered Transaction', without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 7. A participant in a covered transaction may rely upon a certification of a prospective participant in a tower tier covered transaction that is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to, check the Nonprocurement List. 8. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good a faith the certification required by this clause. The knowledge and information of a participant are not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. D 9. Except for transactions authorized under paragraph 5 of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the Department may pursue available remedies, including suspension and/or debarment. ATTACHMENT D LAP Agreement STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 52501040 LOCAL AGENCY PROGRAM AGREEMENT PRODUCTION SUPPORT — Page t FPN: Fund: FLAIR Approp: Federal No: 4 2 80.64 -1 Org Code: FLAIR Obj: FPN: I -- 2 25 -p Fund: FLAIR Approp: Federal No: Org Code: FLAIR Obj: FPN: Fund: FLAIR Approp: Federal No: Org Code: FLAIR Obj: FPN: Fund: FLAIR Approp: Federal No: Org Code: FLAIR Obj: County No: Contract No. _ M3 iff6 Vendor No: y 4 EJ - 74= ZJLJ j (? Data Universal Number System (DUNS) No: 80_939.7102 Local Agency DUNS No: 073876757 Catalog of Federal Domestic Assistance (CFDA): 20.205 Highway Planning and Constriction THIS AGREEMENT, made and entered into this /V day of _ T l j , 2013 by and between the STATE OF FLORIDA DEPARTMENT OF TRANSPOR ATiON, an agency the State of Florida, hereinafter called the Department, and Monroe County hereinafter called the Agency. WITNESSETH: WHEREAS, the Agency has the authority to enter into this Agreement and to undertake the project hereinafter described, and the Department has been granted the authority to function adequately in all areas of appropriate jurisdiction including the implementation of an integrated and balanced transportation system and Is authorized under Section 339.12, Florida Statutes, to enter into this Agreement, NOW, THEREFORE, in consideration of the mutual covenants, promises and representations herein, the parties agree as follows: 1.00 Purpose of Agreement: The purpose of this Agreement is to provide for the Department's participation in Scenic Hjahyrgy Overlooks and as further described in Exhibit "A" attached hereto and by this reference made a part hereof, hereinafter called the "project," and to provide Department financial assistance to the Agency and state the terms and conditions upon which such assistance will be provided and the understandings as to the manner In which the project will be undertaken and completed. 1.01 Attachments: Exhibits) A and B are attached and made a part hereof. 2.01 General Requirements: The Agency shall complete the project as described in Exhibit "A" with all practical dispatch, in a sound, economical, and efficient manner, and in accordance with the provisions herein, and all applicable laws. The project will be performed in accordance with all applicable Department procedures, guidelines, manuals, standards, and directives as described in the Department's Local Agency Program Manual which by this reference Is made a part hereof as if fully set forth herein. Time is of the essence as to each and every obligation under this Agreement. A full time employee of the Agency, qualified to ensure that the work being pursued is complete, accurate, and consistent with the terms, conditions, and specif!cations of this Agreement shall be in charge of each project. Inactivity and Removal of Any Unblifed Funds Once the Department issues a Notice to Proceed (NTP) for the Project, the Agency shall be obligated to submit an invoice or other request for reimbursement to the Department for all work completed for the Project no less frequently that on a quarterly basis, beginning from the day the NTP is issued. If the Agency fails to submit quarterly (or more frequently than quarterly) invoices to the Department as required herein and In the event said failure to timely submit invoices to the Department results in FHWA removing any unbilled funding or in the loss of State appropriation authority (which may include the loss of state and Federal funds, if there are state funds programmed to the Project), then the Agency will be solely responsible to provide all funds necessary to complete the Project and the Department will not be obligated to provide any additional funding for the Project. The Agency waives the right to contest such removal of funds by the Department, If the removal is related to FHWA's withdrawal of funds or if the removal is related to the loss of State appropriation authority. In addition to the loss of funding for the Project, the Department will also consider the de- certif!cation of the Agency for future LAP projects. STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 525-010.40 LOCAL AGENCY PROGRAM AGREEMENT PRODUCTON SUPPORT —10!12 Page 2 Removal of All Funds If all funds are removed from the project, including amounts previously billed to the Department and reimbursed to the Agency, and the project is off the state highway system, then the department will have to request repayment for the previously billed amounts from the Local Agency. No state funds can be used on off - system projects. 2.02 Expiration of Agreement: The Agency agrees to complete the project on or before June 30. 2097 If the Agency does not complete the project within this time period, this Agreement will expire on the last day of the scheduled completion as provided in this paragraph unless an extension of the time period is requested by the Agency and granted in writing by the Department prior to the expiration of this Agreement. Expiration of this Agreement will be considered termination of the project. The cost of any work performed after the expiration date of this Agreement will not be reimbursed by the Department. 2.03 Pursuant to Federal, State, and Local Laws: In the event that any election, referendum, approval, permit, notice or other proceeding or authorization is requisite under applicable law to enable the Agency to enter into this Agreement or to undertake the project hereunder or to observe, assume or carry out any of the provisions of the Agreement, the Agency will Initiate and consummate, as provided by law, all actions necessary with respect to any such matters so requisite. 2.04 Agency Funds: The Agency shall initiate and prosecute to completion all proceedings necessary, including federal -aid requirements, to enable the Agency to provide the necessary funds for completion of the project. 2.05 Submission of Proceedings, Contracts, and Other Documents: The Agency shall submit to the Department such data, reports, records, contracts, and other documents relating to the project as the Department and the Federal Highway Administration (FHWA) may require. The Agency shall use the Department's Local Agency Program Information Tool and applicable information systems as required. 3.00 Project Cost: 3.01 Total Cost: The total cost of the project is $ 1,230,000 This amount is based upon the schedule of funding in Exhibit "S." The Agency agrees to bear all expenses in excess of the total cost of the project and any deficits involved. The schedule of funding may be modified by mutual agreement as provided for in paragraph 4.00. 3.02 Department Participation: The Department agrees to participate in the project cost to the extent provided in Exhibit "B." This amount includes federal -aid funds which are limited to the actual amount of federal -aid participation. 3.03 Limits on Department Funds: Project costs eligible for Department participation will be allowed only from the date of this Agreement. It is understood that Department participation ineligible project costs is subject to: a) Legislative approval of the Department's appropriation request in the work program year that the project is scheduled to be committed; b) Availability of funds as stated in paragraphs 3.04 and 3.05 of this Agreement; c) Approval of all plans, specifications, contracts or other obligating documents and all other terms of this Agreement; and d) Department approval of the project scope and budget at the time appropriation authority becomes available. 3.04 Appropriation of Funds: The Department's performance and obligation to pay under this Agreement is contingent upon an annual appropriation by the Legislature. If the Department's funding for this project is in multiple fiscal years, funds approval from the Department's Comptroller must be received each fiscal year prior to costs being incurred. See Exhibit "B" for funding levels by fiscal year. Project costs utilizing these fiscal year funds are not eligible for reimbursement if incurred prior to funds approval being received. The Department will notify the Agency, in writing, when funds are available. 3.05 Multi -Year Commitment: In the event this Agreement is in excess of $25,000 and has a term for a period of more than one year, the provisions of Section 339.135(6)(a), Florida Statutes, are hereby incorporated: STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 525010.40 LOCAL AGENCY PROGRAM AGREEMENT PRODUCTION SUPPORT -10112 Page 3 "(a) The Department, during any fiscal year, shall not expend money, incur any liability, or enter into any contract which, by its terms, involves the expenditure of money in excess of the amounts budgeted as available for expenditure during such fiscal year. Any contract, verbal or written, made in violation of this subsection is null and void, and no money may be paid on such contract. The Department shall require a statement from the comptroller of the Department that funds are available prior to entering into any such contract or other binding commitment of funds. Nothing herein contained shall prevent the making of contracts for periods exceeding 1 year, but any contract so made shall be executory only for the value of the services to be rendered or agreed to be paid for in succeeding fiscal years, and this paragraph shall be incorporated verbatim in all contracts of the Department which are for an amount in excess of $25,000 and which have a term for a period of more than 1 year," 3.06 Notice -to- Proceed: No cost may be incurred under this Agreement until the Agency has received a written Notice - to- Proceed (NTP) from the Department. The Agency agrees to advertise or put the project out to bid thirty (30) days from the date the Department issues the NTP to advertise the project. If the Agency is not able to meet the scheduled advertisement, the District LAP Administrator should be notified as soon as possible. 3.07 Limits on Federal Participation: Federal -aid funds shall not participate in any cost which is not incurred in conformity with applicable Federal and State laws, the regulations in 23 Code of Federal Regulations (C.F.R.) and 49 C.F.R., and policies and procedures prescribed by the Division Administrator of FHWA. Federal funds shall not be paid on account of any cost incurred prior to authorization by the FHWA to the Department to proceed with the project or part thereof involving such cost (23 C.F.R. 1.9 (a)). If FHWA or the Department determines that any amount claimed is not eligible, federal participation may be approved in the amount determined to be adequately supported and the Department shall notify the Agency in writing citing the reasons why items and amounts are not eligible for federal participation. Where correctable non - compliance with provisions of law or FHWA requirements exists, Federal funds may be withheld until compliance is obtained. Where non - compliance is not correctable, FHWA or the Department may deny participation in parcel or project costs in part or in total, For any amounts determined to be ineligible for federal reimbursement for which the Department has advanced payment, the Agency shall promptly reimburse the Department for all such amounts within 90 days of written notice. 4.00 Project Estimate and Disbursement Schedule: Prior to the execution of this Agreement, a project schedule of funding shall be prepared by the Agency and approved by the Department. The Agency shall maintain said schedule of funding, carry out the project, and shall incur obligations against and make disbursements of project funds only in conformity with the latest approved schedule of funding for the project. The schedule of funding may be revised by mutual written agreement between the Department and the Agency. If revised, a copy of the revision should be forwarded to the Department's Comptroller and to the Department's Federal -aid Program Office. No increase or decrease shall be effective unless it complies with fund participation requirements of this Agreement and is approved by the Department's Comptroller. 5.00 Records: 5.01 Establishment and Maintenance of Accounting Records: Records of costs incurred under the terms of this Agreement shall be maintained and made available upon request to the Department at all times during the period of this Agreement and for 5 years after the final payment is made. Copies of these documents and records shall be furnished to the Department upon request. Records of costs incurred include the Agency's general accounting records and the project records, together with supporting documents and records of the Agency and all subcontractors performing work on the project and all other records of the Agency and subcontractors considered necessary by the Department for a proper audit of costs. If any litigation, claim or audit is started before the expiration of the 5 -year period, the records shall be retained until all litigation, claims or audit findings involving the records have been resolved. 5.02 Costs incurred for Project: The Agency shall charge to the project account all eligible costs of the project except costs agreed to be borne by the Agency or its contractors and subcontractors. Costs in excess of the programmed funding or attributable to actions which have not received the required approval of the Department shall not be considered eligible costs. STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 525. 010.40 LOCAL AGENCY PROGRAM AGREEMENT PRODUCTION SUPPORT — 70112 Page a 5.03 Documentation of Project Costs: All costs charged to the project, including any approved services contributed by the Agency or others, shall be supported by properly executed payrolls, time records, invoices, contracts or vouchers evidencing in proper detail the nature and propriety of the charges. 5.04 Audit Reports. Recipients of federal and state funds are to have audits done annually using the following criteria: The administration of resources awarded by the Department to the Agency may be subject to audits and/or monitoring by the Department, as described in this section. Monitoring: In addition to reviews of audits conducted in accordance with OMB Circular A -133 and Section 215.97, Florida Statutes, as revised (see "Audits" below), monitoring procedures may include, but not be limited to, on -site visits by Department staff, limited scope audits as defined by OMB Circular A -133, as revised, and /or other procedures. By entering into this Agreement, the recipient agrees to comply and cooperate fully with any monitoring procedures /processes deemed appropriate by the Department. In the event the Department determines that a limited scope audit of the recipient is appropriate, the recipient agrees to comply with any additional instructions provided by the Department staff to the Agency regarding such audit. The Agency further agrees to comply and cooperate with any inspections, reviews, investigations or audits deemed necessary by the Department's Office of Inspector General (OIG), and the Chief Financial Officer (CFO) or Auditor General. Audits Part I - Federally Funded: Recipients of federal funds (i.e., state, local government or non - profit organizations as defined in OMB Circular A -133, as revised) are to have audits done annually using the following criteria: In the event that the recipient expends $500,000 or more in federal awards in its fiscal year, the recipient must have a single or program - specific audit conducted in accordance with the provisions of OMB Circular A -133, as revised. Exhibit "1" of this Agreement indicates federal resources awarded through the Department by this Agreement. In determining the federal awards expended in its fiscal year, the recipient shall consider all sources of federal awards, including federal resources received from the Department. The determination of amounts of federal awards expended should be in accordance with the guidelines established by OMB Circular A -133, as revised. An audit of the recipient conducted by the Auditor General in accordance with the provisions OMB Circular A -133, as revised, will meet the requirements of this part. 2. In connection with the audit requirements addressed in Part I, paragraph 1 the recipient shall fulfill the requirements relative to auditee responsibilities as provided in Subpart C of OMB Circular A -133, as revised. 3. If the recipient expends less than $500,000 in federal awards in its fiscal year, an audit conducted in accordance with the provisions of OMB Circular A -133, as revised, is not required. However, if the recipient elects to have an audit conducted in accordance with the provisions of OMB Circular A -133, as revised, the cost of the audit must be paid from non - federal resources (i.e., the cost of such an audit must be paid from recipient resources obtained from other than federal entities). 4. Federal awards are to be identified using the Catalog of Federal Domestic Assistance (CFDA) title and number, award number and year, and name of the awarding federal agency. Part 11 - State Funded: Recipients of state funds (i.e., a non -state entity as defined by Section 215.97(2) (1), Florida Statutes) are to have audits done annually using the following criteria: In the event that the recipient expends a total amount of state financial assistance equal to or in excess of $500,000 in any fiscal year of such recipient, the recipient must have a state single or project - specific audit for such fiscal year in accordance with Section 215.97, Florida Statutes, applicable rules of the Executive Office of the Governor and the CFO, and Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for - profit organizations), Rules of the Auditor General. Exhibit "1" to this Agreement indicates state financial assistance awarded through the Department by this Agreement. In determining the state financial assistance expended in its fiscal year, the recipient shall consider all sources of state financial assistance, including state financial assistance received from the Department, other state agencies, and other non -state entities. State financial assistance does not include federal direct or pass - through awards and resources received by a non -state entity for federal program matching requirements. STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 525.010.40 LOCAL AGENCY PROGRAM AGREEMENT PRODUCTION SUPPORT Page 5 3, If the recipient expends less than $500,000 in state financial assistance in its fiscal year, an audit conducted in accordance with the provisions of Section 215.97, Florida Statutes, is not required. However, if the recipient elects to have audit conducted in accordance with the provisions of Section 215.97, Florida Statutes, the cost of the audit must be paid from the non -state entity's resources (i.e., the cost of such an audit must be paid from the recipient's resources obtained from other than State entities). 4. State awards are to be identified using the Catalog of State Financial Assistance (CSFA) title and number, award number and year, and name of the state agency awarding it. Part III - Other Audit Requirements: The recipient shall follow up and take corrective action on audit findings. Preparation of a Summary Schedule of Prior Year Audit Findings, including corrective action and current status of the audit findings is required. Current year audit findings require corrective action and status of findings. Records related to unresolved audit findings, appeals or litigation shall be retained until the action is completed or the dispute is resolved. Access to project records and audit work papers shall be given to the Department, the Department of Financial Services, and the Auditor General. This section does not limit the authority of the Department to conduct or arrange for the conduct of additional audits or evaluations of state financial assistance or limit the authority of any other state official Part IV - Report Submission: 1. Copies of financial reporting packages for audits conducted in accordance with OMB Circular A -133, as revised, and required by Part I of this Agreement shall be submitted, when required by Section .320 (d), OMB Circular A- 133, as revised, by or on behalf of the recipient directly to each of the following: a) The Department at each of the following address(es): LAP Administrator Vicki Gatanis FDOT District 6 1000 NW 1121th Avenue Suite 6112 -A Miami, FL 33172 b) The Federal Audit Clearinghouse designated in OMB Circular A -133, as revised (the number of copies required by Sections .320 (d)(1) and (2), OMB Circular A -133, as revised), at the following address: Federal Audit Clearinghouse Bureau of the Census 1201 East 10' Street Jeffersonvilie, iN 47132 c) Other federal agencies and pass - through entities in accordance with Sections .320 (e) and (f), OMB Circular A -133, as revised. 2. In the event that a copy of the financial reporting package required by Part I of this Agreement and conducted in accordance with OMB Circular A -133, as revised, is not required to be submitted to the Department for reasons pursuant to Section .320 (e)(2), OMB Circular A -133, as revised, the recipient shall submit the required written notification pursuant to Section .320 (e)(2) and a copy of the recipient's audited Schedule of Expenditures of Federal Awards directly to each of the following: LAP Administrator Vicki Gatanis FDOT District 6 1000 NW 1121 t Avenue Suite 6112 -A Miami, FL 33172 STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 525 - 010.40 LOCAL AGENCY PROGRAM AGREEMENT PRODUCTION SUPPORT _10i12 Page B In addition, pursuant to Section .320 (f), OMB Circular A -133, as revised, the recipient shall submit a copy of the financial reporting package described in Section .320 (c), OMB Circular A -133, as revised, and any Management Letters issued by the auditor, to the Department at each of the following addresses: LAP Administrator Vicki Gatanis FDOT District 6 1000 NW 1121th Avenue Suite 6112 -A Miami, FL 33172 3. Copies of the financial reporting package required by Part II of this Agreement shall be submitted by or on behalf of the recipient directly to each of the following: a) The Department at each of the following address(es): LAP Administrator Vicki Gatan is FDOT District 6 1000 NW 1121 t Avenue Suite 6112 -A Miami, FL 33172 b) The Auditor General's Office at the following address: Auditor General's Office Room 401, Pepper Building 111 West Madison Street Tallahassee, Florida 32399 -1450 4. Copies of reports or the Management Letter required by Part III of this Agreement shall be submitted by or on behalf of the recipient directly to: a) The Department at each of the following address(es): LAP Administrator Vicki Gatanis FDOT District 6 1000 NW 1121 th Avenue Suite 6112 -A Miami, FL 33172 5. Any reports, Management Letters, or other information required to be submitted to the Department pursuant to this Agreement shall be submitted in a timely manner in accordance with OMB Circular A -133, as revised, Florida Statutes, and Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for - profit organizations), Rules of the Auditor General, as applicable. 6. Recipients, when submitting financial reporting packages to the Department for audits done in accordance with OMB Circular A -133, as revised, or Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for - profit organizations), Rules of the Auditor General, should indicate the date that the financial reporting package was delivered to the recipient in correspondence accompanying the financial reporting package. Part V - Record Retention: The recipient shall retain sufficient records demonstrating its compliance with the terms of this Agreement for a period of at least 5 years from the date the audit report is issued and shall allow the Department or its designee, the state CFO or Auditor General access to such records upon request. The recipient shall ensure that the independent audit documentation is made available to the Department, or its designee, the state CFO or Auditor General upon request for a period of at least 5 years from the date the audit report is issued, unless extended in writing by the Department. STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 525-01440 LOCAL AGENCY PROGRAM AGREEMENT PRODUCTIONSLYPPORT — Page age? 7 5.05 Inspection: The Agency shall permit, and shall require its contractors to permit, the Department's authorized representatives and authorized agents of FHWA to inspect all work, workmanship, materials, payrolls, and records and to audit the books, records, and accounts pertaining to the financing and development of the project. The Department reserves the right to unilaterally cancel this Agreement for refusal by the Agency or any contractor, sub- contractor or materials vendor to allow public access to all documents, papers, letters or other material subject to the provisions of Chapter 119, Florida Statutes, and made or received in conjunction with this Agreement (Section 287.058(1) (c), Florida Statutes). 5.06 Uniform Relocation Assistance and Real Property Statistical Report: For any project requiring additional right - of -way, the Agency must submit to the Department an annual report of its real property acquisition and relocation assistance activities on the project. Activities shall be reported on a federal fiscal year basis, from October 1 through September 30. The report must be prepared using the format prescribed in 49 C.F.R. Part 24, Appendix B, and be submitted to the Department no later than October 15 of each year. 6.00 Requisitions and Payments: Requests for reimbursement for fees or other compensation for services or expenses incurred shall be submitted in detail sufficient for a proper pre -audit and post -audit thereof (Section 287.058(1)(a), Florida Statutes). All recipients of funds from this Agreement, including those contracted by the Agency, must submit bills for any travel expenses, when authorized by the terms of this Agreement, in accordance with Section 112.061, Florida Statutes, and Chapter VTravel" of the Department's Disbursement Operations Manual Topic 350- 030 -400 (Section 287.058(1)(b), Florida Statutes). If, after project completion, any claim is made by the Department resulting from an audit or for work or services performed pursuant to this Agreement, the Department may offset such amount from payments due for work or services done under any agreement which it has with the Agency owing such amount if, upon demand, payment of the amount is not made within 60 days to the Department. Offsetting any amount pursuant to this paragraph shall not be considered a breach of contract by the Department. 7.00 Department Obligations: Subject to other provisions hereof, the Department will honor requests for reimbursement to the Agency in amounts and at times deemed by the Department to be proper to ensure the carrying out of the project and payment of the eligible costs. However, notwithstanding any other provision of this Agreement, the Department may elect by notice in writing not to make a payment if: 7.01 Misrepresentation: The Agency shall have made misrepresentation of a material nature in its application, or any supplement thereto or amendment thereof or in or with respect to any document of data furnished therewith or pursuant hereto; 7.02 Litigation: There is then pending litigation with respect to the performance by the Agency of any of its duties or obligations which may jeopardize or adversely affect the project, the Agreement or payments to the project; 7.03 Approval by Department: The Agency shall have taken any action pertaining to the project which, under this Agreement, requires the approval of the Department or has made related expenditure or incurred related obligations without having been advised by the Department that same are approved; 7.04 Conflict of Interests: There has been any violation of the conflict of interest provisions contained here in paragraph 12.07. 7.05 Default: The Agency has been determined by the Department to be in default under any of the provisions of the Agreement. 7.06 Federal Participation: The Department may suspend or terminate payment for that portion of the project which the FHWA, or the Department acting in lieu of FHWA, may designate as ineligible for federal -aid. 7.07 Disallowed Costs: In determining the amount of the payment, the Department will exclude all projects costs incurred by the Agency prior to the effective date of this Agreement or the date of authorization, costs incurred after the expiration of the Agreement, costs which are not provided for in the latest approved schedule of funding in Exhibit "B" for STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 52&01040 LOCAL AGENCY PROGRAM AGREEMENT PRODUCTION SUPPORT -10112 Page 8 the project, costs agreed to be borne by the Agency or its contractors and subcontractors for not meeting the project commencement and final invoice time lines, and costs attributable to goods or services received under a contract or other arrangements which have not been approved in writing by the Department. 7.08 Final Invoices: The Agency must submit the final invoice on the project to the Department within 120 days after the completion of the project. Invoices submitted after the 120 -day time period may not be paid. 8.00 Termination or Suspension of Project: 8.01 Termination or Suspension Generally: The Department may, by written notice to the Agency, suspend any or all of its obligations under this Agreement until such time as the event or condition resulting in such suspension has ceased or been corrected or the Department may terminate this Agreement in whole or in part at any time the interest of the Department requires such termination. (a) If the Department determines that the performance of the Agency is not satisfactory, the Department shall notify the Agency of the deficiency in writing with a requirement that the deficiency be corrected within thirty (30) days of such notice. Such notice shall provide reasonable specificity to the Agency of the deficiency that requires correction. If the deficiency is not corrected within such time period, the Department may either (1) immediately terminate the Agreement as set forth in paragraph 8.(b) below, or (2) take whatever action is deemed appropriate by the Department to correct the deficiency. In the event the Department chooses to take action and not terminate the Agreement, the Agency shall, upon demand, promptly reimburse the Department for any and all costs and expenses incurred by the Department in correcting the deficiency. (b) If the Department terminates the Agreement, the Department shall notify the Agency of such termination in writing, with instructions to the effective date of termination or specify the stage of work at which the Agreement is to be terminated. (c) If the Agreement is terminated before the project is completed, the Agency shall be paid only for the percentage of the project satisfactorily performed for which costs can be substantiated. Such payment, however, shall not exceed the equivalent percentage of the contract price. All work in progress will become the property of the Department and will be turned over promptly by the Agency. 8.02 Action Subsequent to Notice-of-Termination or Suspension: Upon receipt of any final termination or suspension notice under this paragraph, the Agency shall proceed promptly to carry out the actions required therein which may Include any or all of the following: (a) necessary action to terminate or suspend, as the case may be, project activities and contracts and such other action as may be required or desirable to keep to a minimum the costs upon the basis of which the financing is to be computed; (b) furnish a statement of the project activities and contracts and other undertakings the cost of which are otherwise includable as project costs. The termination or suspension shall be carried out in conformity with the latest schedule, plan, and cost as approved by the Department or upon the basis of terms and conditions imposed by the Department upon the failure of the Agency to furnish the schedule, plan, and estimate within a reasonable time. The closing out of federal financial participation in the project shall not constitute a waiver of any claim which the Department may otherwise have arising out of this Agreement 9.00 Contracts of Agency: 9.01 Third Party Agreements: Except as otherwise authorized in writing by the Department, the Agency shall not execute any contract or obligate itself in any manner requiring the disbursement of Department funds, including consultant or construction contracts or amendments thereto, with any third party with respect to the project without the written approval of the Department. Failure to obtain such approval shall be sufficient cause for nonpayment by the Department. The Department specifically reserves unto itself the right to review the qualifications of any consultant or contractor and to approve or disapprove the employment of the same. 9.02 Compliance with Consultants' Competitive Negotiation Act: It is understood and agreed by the parties hereto that participation by the Department in a project with the Agency, where said project involves a consultant contract for engineering, architecture or surveying services, is contingent on the Agency's complying in full with provisions of Section 287.055, Florida Statutes, Consultants' Competitive Negotiation Act. At the discretion of the Department, the Agency will involve the Department in the consultant selection process for all projects. In all cases, the Agency's attorney shall certify to the Department that selection has been accomplished in compliance with the Consultants' Competitive Negotiation Act. STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 523-010.40 LOCAL AGENCY PROGRAM AGREEMENT PRODUCTION SUPPORT — Page age9 9 10.00 Disadvantaged Business Enterprise (DBE) Policy and Obligation: It is the policy of the Department that DBE's, as defined in 49 C.F.R. Part 26, as amended, shall have the opportunity to participate in the performance of contracts financed in whole or in part with Department funds under this Agreement. The DBE requirements of applicable federal and state laws and regulations apply to this Agreement. The Agency and its contractors agree to ensure that DBE's have the opportunity to participate in the performance of this Agreement. In this regard, all recipients and contractors shall take all necessary and reasonable steps in accordance with applicable federal and state laws and regulations to ensure that the DBE's have the opportunity to compete for and perform contracts. The Agency and its contractors and subcontractors shall not discriminate on the basis of race, color, national origin or sex in the award and performance of contracts, entered pursuant to this Agreement. Furthermore, the Agency agrees that: (a) Each financial assistance agreement signed with a US -DOT operating administration (or a primary recipient) must include the following assurance: "The recipient shall not discriminate on the basis of race, color, national origin, or sex in the award and performance of any DOT - assisted contract or in the administration of its DBE program or the requirements of 49 C.F.R. Part 26. The recipient shall take all necessary and reasonable steps under 49 C.F.R. Part 26 to ensure nondiscrimination in the award and administration of DOT - assisted contracts. The recipient's DBE program, as required by 49 C.F.R. Part 26 and as approved by Department, is incorporated by reference in this Agreement. Implementation of this program is a legal obligation and failure to carry out its terms shall be treated as a violation of this Agreement. Upon notification to the recipient of its failure to carry out its approved program, the Department may impose sanctions as provided for under 49 C.F.R. Part 26 and may, in appropriate cases, refer the matter for enforcement under 18 U.S.C. 1001 and /or the Program Fraud Civil Remedies Act of 1986 (31 U.S.C. 3801 et seq.)." (b) Each contract signed with a contractor (and each subcontract the prime contractor signs with a subcontractor) must include the following assurance: "The contractor, subrecipient or subcontractor shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. The contractor shall carry out applicable requirements of 49 C.F.R. Part 26 in the award and administration of DOT- assisted contracts. Failure by the contractor to carry out these requirements is a material breach of this contract, which may result in the termination of this contract or such other remedy as the recipient deems appropriate." 11.00 Compliance with Conditions and Laws: The Agency shall comply and require its contractors and subcontractors to comply with all terms and conditions of this Agreement and all federal, state, and local laws and regulations applicable to this project. Execution of this Agreement constitutes a certification that the Agency is in compliance with, and will require its contractors and subcontractors to comply with, all requirements Imposed by applicable federal, state, and local laws and regulations, including the "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion — I. ewer Tier Covered Transactions," in 49 C.F.R. Part 29. whan gpplirahlR 12.00 Restrictions, Prohibitions, Controls, and Labor Provisions: 12.01 Equal Employment Opportunity: in connection with the carrying out of any project, the Agency shall not discriminate against any employee or applicant for employment because of race, age, religion, color, sex, national origin, disability or marital status. The Agency will take affirmative action to ensure that applicants are employed and that employees are treated during employment without regard to their race, age, religion, color, gender, national origin, disability or marital status. Such action shall include, but not be limited to, the following: employment upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Agency shall insert the foregoing provision modified only to show the particular contractual relationship in all its contracts in connection with the development of operation of the project, except contracts for the standard commercial supplies or raw materials, and shall require all such contractors to insert a similar provision in all subcontracts, except subcontracts for standard commercial supplies or raw materials. When the project involves installation, construction, demolition, removal, site improvement or similar work, the Agency shall post, in conspicuous places available to employees and applicants for employment for project work, notices to be provided by the Department setting forth the provisions of the nondiscrimination clause. STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 525 -01040 LOCAL AGENCY PROGRAM AGREEMENT P RODUCTION SUPPORT —12 Pagge e 10 12.02 Title VI — Civil Rights Act of 1964: The Agency will comply with all the requirements imposed by Title VI of the Civil Rights Act of 1964, the regulations of the U.S. Department of Transportation issued thereunder, and the assurance by the Agency pursuant thereto. The Agency shall include provisions in all contracts with third parties that ensure compliance with Title VI of the Civil Rights Act of 1964, 49 C.F.R. Part 21, and related statutes and regulations. 12.03 Americans with Disabilities Act of 1990 (ADA). The Agency will comply with all the requirements as imposed by the ADA, the regulations of the Federal government issued thereunder, and assurance by the Agency pursuant thereto. 12.04 Public Entity Crime: A person or affiliate who has been placed on the convicted vendor list following a conviction for a 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 building or public work; may not submit bids on leases of real property to a 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, Florida Statutes, for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list. 12.05 Discrimination: In accordance with Section 287.134, Florida Statutes, an entity or affiliate who has been placed on the Discriminatory Vendor List, kept by the Florida Department of Management Services, may not submit a bid on a contract to provide 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 building or public work; may not submit bids on leases of real property to a 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. 12.06 Suspension, Revocation, Denial of Qualification or Determination of Contractor Pion- Responsibility: An entity or affiliate who has had its Certificate of Qualification suspended, revoked, denied or have further been determined by the Department to be a non - responsible contractor may not submit a bid or perform work for the construction or repair of a public building or public work on a contract with the Agency. 12.07 Prohibited Interests: Neither the Agency nor any of its contractors or their subcontractors shall enter into any contract, subcontract or arrangement in connection with the project or any property included or planned to be included in the project in which any member, officer or employee of the Agency or the locality during tenure or for 2 years thereafter has any interest, direct or indirect. If any such present or former member, officer or employee involuntarily acquires or had acquired prior to the beginning of tenure any such interest, and if such interest is immediately disclosed to the Agency, the Agency, with prior approval of the Department, may waive the prohibition contained in this paragraph provided that any such present member, officer or employee shall not participate in any action by the Agency or the locality relating to such contract, subcontract or arrangement. The Agency shall insert in all contracts entered into in connection with the project or any property included or planned to be �rcluded in any project, •anrl shall require its contractors to insert in each of their q.1wbccntrarts, the follpu,ir;n „cam on "No member, officer or employee of the Agency or of the locality during his tenure or for 2 years thereafter shall have any interest, direct or indirect, in this contract or the proceeds thereof." The provisions of this paragraph shall not be applicable to any agreement between the Agency and its fiscal depositories or to any agreement for utility services the rates for which are fixed or controlled by a governmental agency. 12.03 Interest of Members of, or Delegates to, Congress: No member or delegate to the Congress of the United States shall be admitted to any share or part of this Agreement or any benefit arising therefrom. 13.00 Miscellaneous Provisions: 13.01 Environmental Regulations: The Agency will be solely responsible for compliance with all the applicable environmental regulations, for any liability arising from non - compliance with these regulations, and will reimburse the Department for any loss incurred in connection therewith. The Agency will be responsible for securing any applicable permits. STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 525-010.40 LOCAL AGENCY PROGRAM AGREEMENT PRODUGTIONSUPPORT - I Page I 1 13.02 Department Not Obligated to Third Parties: The Department shall not be obligated or liable hereunder to any individual or entity not a party to this Agreement. 13.03 When Rights and Remedies Not Waived: in no event shall the making by the Department of any payment to the Agency constitute or be construed as a waiver by the Department of any breach of covenant or any default which may then exist on the part of the Agency and the making of such payment by the Department, while any such breach or default shall exist, shall in no way impair or prejudice any right or remedy available to the Department with respect to such breach or default. 13.04 How Agreement is Affected by Provisions Being Weld Invalid: If any provision of this Agreement is held invalid, the remainder of this Agreement shall not be affected. In such an instance, the remainder would then continue to conform to the terms and requirements of applicable law. 13.05 Bonus or Commission: By execution of the Agreement, the Agency represents that it has not paid and, also agrees not to pay, any bonus or commission for the purpose of obtaining an approval of its application for the financing hereunder. 13.06 State Law: Nothing in the Agreement shall require the Agency to observe or enforce compliance with any provision or perform any act or do any other thing in contravention of any applicable state law. If any of the provisions of the Agreement violate any applicable state law, the Agency will at once notify the Department in writing in order that appropriate changes and modifications may be made by the Department and the Agency to the end that the Agency may proceed as soon as possible with the project. 13.07 Plans and Specifications: In the event that this Agreement involves constructing and equipping of facilities, the Agency shall submit to the Department for approval all appropriate plans and specifications covering the project. The Department will review all plans and specifications and will issue to the Agency a written approval with any approved portions of the project and comments or recommendations covering any remainder of the project deemed appropriate. After resolution of these comments and recommendations to the Department's satisfaction, the Department will issue to the Agency a written approval with said remainder of the project. Failure to obtain this written approval shall be sufficient cause of nonpayment by the Department. The Agency will physically include Form FHWA -1273 in all its contracts and subcontracts. 13.08 Right -of -Way Certification: Upon completion of right -of -way activities on the project, the Agency must certify compliance with all applicable federal and state requirements. Certification is required prior to advertisement for or solicitation of bids for construction of the project, including those projects for which no right -of -way is required. 13.09 Agency Certification: The Agency will certify in writing, prior to project closeout that the project was completed in accordance with applicable plans and specifications, is in place on the Agency's facility, adequate title is in the Agency's name, and the project is accepted by the Agency as suitable for the intended purpose. 13.10 Agreement Fo!rm:W All wr)rdg kised hergaIn.in the gingidpr form shall ex +end to and Inrlivi;3 vne ntl,rol All 1Mnrd.; used in the plural form shall extend to and include the singular. All words used in any gender shall extend to and include all genders. 13.11 Execution of Agreement: This Agreement may be simultaneously executed in a minimum of two counterparts, each of which so executed shall be deemed to be an original and such counterparts together shall constitute one in the same instrument. 13.12 Restrictions on Lobbying: Federal: The Agency agrees that no federally- appropriated funds have been paid, or will be paid by or on behalf of the Agency, to any person for influencing or attempting to influence any officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress or an employee of a Member of Congress in connection with the awarding of any federal contract, the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment or modification of any federal contract, grant, loan or cooperative agreement. STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 525 -OIG40 LOCAL AGENCY PROGRAM AGREEMENT PRODUCTION SUPPORT -1012 Page 12 If any funds other than federally- appropriated funds have been paid by the Agency to any person for influencing or attempting to influence an officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress or an employee of a Member of Congress in connection with this Agreement, the undersigned shall complete and submit Standard Form -LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. The Agency shall require that the language of this paragraph be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. State: No funds received pursuant to this contract may be expended for lobbying the Legislature, the judicial branch or a state agency. 13.13 Maintenance. The Agency agrees to maintain any project not on the State Highway System constructed under this Agreement. If the Agency constructs any improvement on Department right -of -way, the Agency ❑ will ❑ will not maintain the improvements made for their useful life. 13.14 Vendors Rights: Vendors (in this document identified as the Agency) providing goods and services to the Department should be aware of the following time frames. Upon receipt, the Department has 30 working days to inspect and approve the goods and services unless the bid specifications, purchase order or contract specifies otherwise. The Department has 20 days to deliver a request for payment (voucher) to the Department of Financial Services. The 20 days are measured from the latter of the date the invoice is received or the goods or services are received, inspected, and approved. If a payment is not available within 40 days after receipt of the invoice and the receipt, inspection, and approval of goods and services, a separate interest penalty in accordance with Section 215.422(3) (b), Florida Statutes, will be due and payable in addition to the invoice amount to the Agency. Interest penalties of less than one $1 will not be enforced unless the Agency requests payment. Invoices which have to be returned to the Agency because of Agency preparation errors will result in a delay in the payment. The invoice payment requirements do not start until a properly completed invoice is provided to the Department. A Vendor Ombudsman has been established within the Department of Financial Services. The duties of this individual include acting as an advocate for Agencies who may be experiencing problems in obtaining timely payment(s) from the Department. The Vendor Ombudsman may be contacted at 850 -413 -5516. 13.15 Reimbursement of Federal Funds: The Agency shall comply with all applicable federal guidelines, procedures, and regulations. If at any time a review conducted by Department and or FHWA reveals that the applicable federal guidelines, procedures, and regulations were not followed by the Agency and FHWA requires reimbursement of the funds, the Agency will be responsible for repayment to the Department of all funds awarded under the terms of this Agreement. 13. E- VERIFY The Agency: 1. shall utilize the U.S. Department of Homeland Security's E- Verify system to verify the employment eligibility of all new employees hired by Agency during the term of the contract; and 2. shall expressly require any subcontractors performing work or providing services pursuant to the state contract to likewise utilize the U.S. Department of Homeland Security's E- Verify system to verify the employment eligibility of all new employees hired by the subcontractor during the contract term. STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 525 - 010.40 LOCAL AGENCY PROGRAM AGREEMENT ENT PRODUCTION SUPPORT — 10112 Page 13 IN WITNESS WHEREOF, the parties have caused these presents to be execut d the n year first above written. AGENCY Ulonro ounty STATE OF FLO DEPA OF TRANSPORTATION By: By: me: George . Nuegent Name: Harold A. Desdun", RE. itl9 ''Mayor — Carman Title: pistdctDiredorofTrans portatlon Development Attest: _2?_• -ter _� Attest: Title: 03/20/2013 Legal Review: See attached Encumbrance Form for date of funding approval by Comptroller. MONROF :")t!NTY ATTORNEY A „ r5 TO FORM STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 525-010.40 LOCAL AGENCY PROGRAM AGREEMENT PRODUCTtONSUPPORT oa1os Page EXHIBIT "A" PROJECT DESCRIPTION AND RESPONSIBILITIES FPN: 428064 -1 This exhibit forms an integral part of the Agreement between the State of Florida, Department of Transportation and Monroe County Dated PROJECT LOCATION: The project , is x is not on the National Highway System. The project — is x is not on the State Highway System. PROJECT DESCRIPTION: The Florida Keys Scenic Corridor has been designated by FDOT as a State Scenic Highway, and, also, by the Federal Highway Administration as a National Scenic Byway - All American Road. Monroe County will design and construct scenic overlooks along the scenic corridor between MM 0 and 106. The overlooks may vary from location to location depending on site specific conditions. Program elements may include viewfinders, concrete pads, boardwalks, landscaping, interpretive panels, and other features that will enhance the visitor's experience. SPECIAL CONSIDERATIONS BY AGENCY: The audit report(s) required in the Agreement shall include a Schedule of Project Assistance that will reflect the Department's contract number, the Financial Project Number (FPN), the Federal Authorization Number (FAN), where applicable, the amount of state funding action (receipt and disbursement of funds), any federal or local funding action, and the funding action from any other source with respect to the project. The Agency is required to provide a copy of the design plans for the Department's review and approval to coordinate permitting with the Department, and notify the Department prior to commencement of any right -of -way activities. The Agency shall commence the project's activities subsequent to the execution of this Agreement and shall perform in accordance with the following schedule: a) Design to be completed by December 2014 (pending NTP from FDOT) b) Right -of -Way requirements identified and provided to the Department by n/a c) Right -of -Way to be certified by December 2014 d) Construction contract to be let by 90 days following NTP.from FDOT e) Construction to be completed by 180 days from NTP to contractor . If this schedule cannot be met, the Agency will notify the Department in writing with a revised schedule or the project is subject to the withdrawal of federal funding. SPECIAL CONSIDERATIONS BY DEPARTMENT: STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 525 -01040 LOCAL AGENCY PROGRAM AGREEMENT PRODUCTION SUPPORT 08108 Page EXHIBIT "B" SCHEDULE OF FUNDING Monroe County FPN: 428064 -1 c/o Planning Department 2798 Overseas Highway Marathon, Florida 33050 PROJECT DESCRIPTION Name: Sce Highway Overlooks Length: Termini: Florida Keys Scenic Corridor between MM 0 and MM 106 TYPE OF WORK By Fiscal Year FUNDING (1} TOTAL PROJECT FUNDS (2) AGENCY FUNDS (3) STATE & FEDERAL FUNDS Planning 2011 -2012 2012 -2013 2013 -2014 Total Planning Cost - Project Development & Environment (PD &E) 2011 -2012 2012 -2013 2013 -2014 Total PD &E Cost Design 2011 -2012 2012 -2013 2013 -2014 Total Design Cost 150,000 150,000 150,000 150,000 Right -of -Way 2011 -2012 2012 -2013 2013 -2014 Total Right-of-Way Cost Construction 2011 -2012 -G12 -2013 2013 -2014 2014 -2015 Total Construction Cost 1,000,000 1,000,000 1,000,000 1,000,000 Construction Engineering and Inspection (CEI) 2011 -2012 2012 -2013 2013 -2014 2014 -2015 Total CEI Cost Total Construction and CEI Costs 80 80.000 80,000 80,000 1,080,000 ,080,000 1 TOTAL COST OF THE PROJECT 1,230,000 1,230,000 The Departments fiscal year begins on July 1. For this project, funds are not projected to be available until after the 1 st of July of each fiscal year. The Department will notify the Agency, in writing, when funds are available. FLORIDA KEYS SCENIC HIGHWAY CORRIDOR _7�c__ Florida Department of Transportation RICK Sco District Six ANANTH PRASAD GOVERNOR 1000 NW 111" Avenue SECRETARY Miami, FL 33172 July 18, 2013 David Hill, CGC Director of Project Management Engineering Department Monroe County, F1 1100 Simonton St., Suite 2 -216 Key West, Florida 33040 Subject: Notice to Proceed for LAP Agreement for Design (Phase 38) SR5 /0verseas Hrt. Trail & Scenic Highway- Vistas @ Various Locations FM # 428064 -1 Federal ID: 4851 -225 -P Contract: AR386 County: Monroe Dear Mr. Hill, The Florida Department of Transportation has encumbered funds in the amount of $150,000.00 for the design phase in connection with Contract No. AR386. Enclosed you will find one executed original of the aforementioned Local Agency Program (LAP) Agreement. This letter serves as authorization for Monroe County to proceed with the design phase of the LAP. Should you have any questions, please contact the Project Manager, Jesus Sanchez at his office phone number (305)470 -5452 or cell number 786- 299 -2202 or by e- ... : at J -.s=.Sanchez@dct. state. fl.us. Regards, Vicki Gatanis, District LAP Administrator Cc: Jesus Sanchez, P.E., LAP Project Manager Attachment: executed LAP Agreement (1) www.dot.state.fl.us A`�I' CERTIFICATE OF LIABILITY INSURANCE DATE A E;MwDDio THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. 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