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Item M4BOARD OF COUNTY COMMISSIONERS County of Monroe A Mayor Heather Carruthers, District 3 f T$ne Florida Keys (, S �� Mayor Pro Tem George Neugent, District 2 t� ) ��` �� �' Danny L. Kolhage, District 1 David Rice, District 4 Sylvia J. Murphy, District 5 County Commission Meeting November 22, 2016 Agenda Item Number: M.4 Agenda Item Summary #2323 BULK ITEM: Yes DEPARTMENT: Planning/Environmental Resources TIME APPROXIMATE: STAFF CONTACT: Mayte Santamaria (305) 289 -2500 N/A AGENDA ITEM WORDING: Approval of Work Order 418 in the amount of $50,000 under the URS Transportation Planning Continuing Services contract. Contract funded at 87.5% ($43,750) through a Joint Participation Agreement (JPA) from the Florida Department of Transportation. The county's share for this work order is $6,250. ITEM BACKGROUND: The BOCC approved a Continuing Services Contract in February 2011 for URS Corporation Southern (URS). A one year time extension was approved January 2015 to extend services through March 15, 2016. A second one year time extension was approved January 2016 to extend services through March 15, 2017. A third time extension of two and half (2.5) months, to June 1, 2017, of the URS Contract for Transportation Planning Services is being requested to allow this form to complete the US 1 Travel Time Study. The contract provides for traffic impact studies, concurrency management, and other traffic/ transportation engineering services. This work order will be used for miscellaneous traffic engineering services required by the county. It is funded at 87.5% ($43,750) through a Joint Participation Agreement (JPA) from the Florida Department of Transportation. The county's share for this work order is $6,250. Staff is developing a Request for Qualifications (RFQ) for Transportation Planning Services. PREVIOUS RELEVANT BOCC ACTION: February 16, 2011 - Approval of a 4 -year continuing services contract, with options for renewal on an annual basis for two additional years, with URS Corporation Southern (URS) for Transportation Planning Services. October 2011- Approval of Work Order 42 for Traffic Impacts and Concurrency Management in the amount of $50,000. October 2012 - Approval of Work Order 44 for Traffic Impacts and Concurrency Management in the amount of $50,000. May 2014- Approval of Work Order 49 for Traffic Impacts and Concurrency Management in the amount of $25,000. August 2014- Approval of Work Order 410 for Traffic Impacts and Concurrency Management in the amount of $50,000. January 2015- Approval of first option to renew Continuing Services Contract through March 15, 2016. June 2016 - Approval of Work Order 414 for Traffic Impacts and Concurrency Management in the amount of $50,000. January 2016 - Approval of second option to renew Continuing Services Contract through March 15, 2017. CONTRACT /AGREEMENT CHANGES: URS Work Order 418 STAFF RECOMMENDATION: Approval DOCUMENTATION: URS Work Order 418 General Services 3rd contract amend _URS to June 12017 URS Contract 2011 FINANCIAL IMPACT: Effective Date: 11/2/2016 Expiration Date: 6/1/2017 Total Dollar Value of Contract: $50,000 Total Cost to County: $6,250 Current Year Portion: $6,250 Budgeted: Yes Source of Funds: 125 - 50519 - 530490- GW1201- 530310 (FDOT JPA AQN -53) CPI: Indirect Costs: Estimated Ongoing Costs Not Included in above dollar amounts: Revenue Producing: If yes, amount: Grant: FDOT JPA AQN -53 County Match: Insurance Required: Additional Details: Work Order #18 in the amount of $50,000 under the BOCC approved URS Transportation Continuing Services contract for traffic impact reports and concurrency management. REVIEWED BY: Mayte Santamaria Completed Assistant County Administrator Christine Hurley 11/02/2016 4:05 PM Steve Williams Completed Jaclyn Carnago Completed Budget and Finance Completed Maria Slavik Completed Mayte Santamaria Completed Kathy Peters Completed Board of County Commissioners Pending 11/02/2016 10:51 AM Completed 11/02/2016 4:24 PM 11/02/2016 4:27 PM 11/02/2016 4:39 PM 11/03/2016 7:42 AM 11/03/2016 10:09 AM 11/03/2016 12:15 PM 11/22/2016 9:00 AM Monroe County Professional Transportation Planning/Engineering Consultant Services Work Order # 18 TRAFFIC IMPACT REPORTS AND CONCURRENCY MANAGEMENT REVIEW APPLICANTS' ESCROW ACCOUNTS Scope of Services Traffic Impact Review — Applicant Escrow Account The Consultant will provide the following services related to the review of traffic impact reports solely under the private applicants' escrow accounts upon the request of the Planning Department staff. • Advise developers on the requirements for preparation of traffic impact reports in Monroe County; • Review and provide technical comments on traffic impact reports submitted by developers; • Prepare and/or present recommendations on traffic impact reports to County staff, Planning Commission, and the Board of County Commissioners as appropriate; • Provide recommendations to County staff on revisions to County Traffic Report guidelines; • Evaluate traffic impacts related to Future Land Use Map (FLUM) and county comprehensive plan amendments; • Conduct a cumulative impact review for all US 1 construction projects in relation to current and proposed development projects; and • Other transportation planning tasks as requested by county staff as it relates to the development review process. End Products The Consultant shall prepare written memoranda and reports and make oral presentations as required. Compensation for Services A not to exceed amount of $50,000 is authorized under this Work Order. The Consultant shall be reimbursed at the unit rates prescribed in the contract. The Consultant may submit monthly invoice for partial payment of the task. 19 DKIRR I T17-MM7011MR-Mr, 7800 Congress Suite r Boca Raton, Fl- 33487 a Fax: 661.994.6524 W.O. # 18: Traffic Impact Reports and Concurrency Management Review — Applicants' Escrow Accounts October 27, 2016 Page 2 of 2 Schedule The schedule for completion of work tasks shall be determined during the assignment of projects covered under this Work Order by the Planning Department staff. Monroe County Transportation Planning Services Agreement for Professional Services Work Order # 18 - Traffic Impact Reports and Concurrency Management Review Applicants' Escrow Account ACCEPTED AND APPROVED Monroe County (Signature) (Name & Title) (Date) Carlos Garcia / Vice Presiden (Name & Title) 10/27/2016 (Date) ON OE COUNTY ATTORNEY AP OVED AS T RM: i'.�WIIaL AMS ASSISTANT GOVIN111 ATTORNEY Date ... J 11, �. PAmendment to Contract for Professional Services between Owner and Engineer Extension of the Continuing Contract For Transportation Planning Services The third amendment to Contract (herein, after "Amendment ") between Owner and Engineer for the Continuing Contract for Professional Services ( "Contract ") entered into between Monroe County ( "Owner" or "County ") and URS Corporation Southern is made and entered into this day of , 2016, in order to amend the contract as follows: Witnesseth WHEREAS, on March 16, 2011, the parties entered into a continuing contract for Professional Services, pursuant to Florida Statute 287.055(2)(g) where services are to be rendered for projects in which the estimated construction costs of each individual project under the contract does not exceed Two Million Dollars ($2,000,000.00), or for a study activity if the fee for Professional Services for each individual study under the contract does not exceed Two Hundred Thousand Dollars ($200,000.00); and WHEREAS, the continuing contract indicates that a separate task order shall be issued to the Engineer by the Owner, and the specific task orders will be determined by the Owner and agreed to by the Engineer and will contain a specific scope of work, time schedule, charges and payment conditions, and additional terms and conditions applicable to that specific task order; and WHEREAS, the Continuing Contract was issued for a period of -four years, with options for the Owner to renew on an annual basis for two additional years; and WHEREAS, the requirement to perform an annual US 1 Arterial Travel Time and Delay Study has changed to a biennial reporting cycle, with the next scheduled study to be initiated in February 2017; and WHEREAS, a uniform method was developed in 1992 by the U.S. 1 Level of Service Task Force to assess the level of service on U.S. 1, and has not changed since the 1997 amendment to reflect updates to the Highway Capacity Manual, and WHEREAS, the peak season, for the purpose of the U.S. l Level of Service study, has been established by the task force as the six -week window beginning the second week of February and ending the fourth week of March; and WHEREAS, the extension of this contract is allow for the timely completion of the US 1 Arterial Travel Time and Delay Study while the County completes the qualification procedures for future professional services. E for future professional services. NOW, THEREFORE, in consideration of the mutual promises, covenants, and agreements stated, herein, and for other good and valuable consideration, the sufficiency of which hereby acknowledged and attested to, the Owner and the Engineer agree as follows: 1) The recitals contained herein are true and correct and are hereby incorporated as if fully stated herein. a 2) The Continuing Contract for Professional Services dated March 16, 2011 and terminating on March 15, 2017 shall be renewed for two and a half (2 '' /2) months past the second of the two one -year periods. The new termination date will be June 1, 2017. 3) Article II, 2.1. Task 1 - Annual US 1 Arterial Travel Time and Delay Study was revised to 'Biennial US 1 Travel Time and Delay Study" under Amendment 1. The next study is scheduled to begin in February 2017. 4) Hourly fees under this amendment shall remain at the 2014/15 billing rate as stated in Exhibit A of the original contract. 5) In all other respects, the original Continuing Contract dated March 16, 2011 remains unchanged. IN WITNESS WHEREOF, OF, each party caused this Agreement to be executed by its duly authorized representative on the day and year first written above. (SEAL) ATTEST: AMY HEAVILIN, CLERK By: _ Clerk BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA By: _ Mayor Date: APPROVED AS TO FORM AND LEGAL SUFFICIENCY By: _ Assistant County Attorney 2 Amendment 3-URS Southern Transportation Planning Contract CONSULTANT By: (Print Name) Title: Witneis No. I (Print Name) Witness No. I (Signature) ,T AoVc--"5bk- Witness No. 2 (Print Name) K W' glss Ko'2"W"ignature) On this - a] day of UCJJ�,(.? V, 2016, before me the person whose name is subscribed above and who produced 'DroP - r�� b (ef , as identification, acknowledged and attested that the foregoing is true and correct for the purposes therein contained. P ub l ic Signature of N6t��_ I u lic Print, Type or Stamp Commissioned Name of Notary Public My commission expires: all" LUI =POLLOCK Notary POIC - State of Florida C 7" it ommissim 0 FF 942638 M Lt M My COMM. Expires Mar 4. 2020 OW Notary Bondedthroush National Way Assn END OF AGREEMENT 3 111�11q -1 THIS CONTRACT FOR PROFESSIONAL SERVICES BETWEEN OWNER AN ENGINEER (the "'Contract" or "Agreement") is made and entered into by Monroe Coun ("Owner" or "Count a political subdivision of the State of Florida, whose address is I I Simonton Street, Key West, Florida 33040, its successors and assigns through the l ounty Board ounty ommissioners BOCC, and URS Corporation Southern CEngineer, whose add 3343 W Commercial Boulevard 100, Fort Lauderdale, FL 33309, its successors and assigns on the 16 day of February, 201 This contract is issued as a continuing contract pursuant to Florida Statute 287.055(2)i (g). The professional servi required by this Contract are to be rendered for projects in which the estimated construction costs of each individual project under the contract does not exceed Two Million Dollars ($2,000,000.00), or for study activity if the fee for professional services for each individual study under the contract does not exceed Two Hundred Thousand Dollars ($200,000-00). The parties shall enter into a separate task order for each study awarded to the Engineer by the owner. The specific services to be performed under these separate task orders will be determined by the Owner and agreed to by the Engineer. Each separate task order will contain specific scope of work, time schedule, charges and payment conditions, and additional terms an? conditions applicable to that specific task order. The professional services required by this contract will be for services in the form of a continuing contract, commencing on the efIective date of this contract and ending four years thereafter, with options for Owner to renew on an annual basis for two additional years. The terms and conditions of this Contract shall apply to any task order or separate contract, required, unless expressly modified in the provisions of the separate contract. Where the terms this Contract diMr from the terms of the separate contract, the terms of the separate contra 'I! contain its specific scope shall take: precedence. The separate contract wi I of work and it 1. R.: V,�A� Clwr&4� that the scoT.,1,; of work in he seprate contract will be in addition is the scope of work outlined in this Contrut NOW, THEREFORE, in consideration of the mutual promises, covenants and agreements statel herein, and for other good and valuable consideration, the sufficiency of which hereby acknowledged, the Owner and the Engineer agree: I 1/27/2011 2:40 I1111111111 I I III Mill! "I TU to a AT'91 - ' IT 031 1.1 REPRESENTATIONS AND WARRANTIES toI I tlre OviI 1.1.1 The Engineer is a professional qualified to act as the Engineer for the assignment and is licensed to practice Engineerure/Engineering by all public entities having jurisdiction over the Engineer and the assignment; 1.1.2 The Engineer shall maintain all necessary licenses, permits or other authorizations necessary to act as Engineer for the assignment until the Engineer's duties hereunder have been fully satisfied; due to missing or incorrect design elements in the contract documents; MAT Mce—r-4 K 40=0 I 1.1.6 In providing all services pursuant to this, agreement, the Engineer shall abide by all k-Aatutes, ordinances, rules and regulations pertaining to, or regulating such services, including those now in effect and hereinafter ado?.ted. regulations shall constitute a material breach of this agreement and shall entitle the COUNTY to terminate this agreement immediately upon delivery of written notice of termination to the Engineer. 1127/2011 2:40 2.1 DEFINITION Engineer's Basic Services consist of: Task I — Annual US I Arterial Travel Time and Delay Studies 1. Purpose The travel time studies will be used to monitor the level of service on US I based on Monroe County Comprehensive Plan Policies and Land Development Codes for concurrericy management purposes pursuant to Chapter 163, Florida Statutes. The studies will be conducted in accordance with the methodology that was developed by the US I LOS Task Force and approved by the County, the Florida Department of Transportation, and the Florida Department of Community Affairs. 2. mum Activities to Complete Study A. Using the: floating car method, the County will record travel time, speed, and delay data for: a. Each of the 24 segments of US I from Florida City to Stock Island, and F . The length of US, I from Miami-Dade County line to Cow Key Channel. Bo The data will be recorded by date, day of week, time of day, and direction. C. The study will he conducted over 14 days within the six week period from February 15 to March 31. The study will consist of 14 round trip runs, sampling each day of the week twice. D The study schedule will be coordinated with seven day, 24 hour traffic counts to conducted by FDOT in Islamorada, Marathon, and Big Pine Key. E. The study will employ the staggered schedule of departure times previously approved the Task Force so as to record peak hour conditions in as many different locations possible. Fo The study results will be summarized In a report format including a senies of tables graphs. A statistical analysis of the mean, median, standard deviation, and range speeds for each segment and for the overall distan" will be provuled, Fxcess roadw capacity and deficiencies in capacity will be reported. I . Purpose The purpose of this task is to provide assistance to the Monroe County Growth Management Division staff for the purpose of maintaining and updating the Long Range Transportation Plan, to ensure that transportation concurrency requirements are met by public and private , 4'evelo­ment_. and other tasks neccss�w_ to maintain a hig, level of coordination between land use planning and transportation planning activities in the Florida Keys, This task will provide assistance for general: transportation planning and analysis activities, including data collection and technical support. 1/2712011 2A0 III I I I I I I I I I I I IIII I I Igo I �lI �I III I �MUENNAII III III V_ UUMMIJ 3C 3.1 GENERAL INS, I EN 6911;0 MV14 EMff-14 111M MWMI1111 H141 I EM 0 I IIIIIIIII I I I I III MI I I; 3.2 If Additional Services are required, such as those listed above, the Owner shall 'ss a letter requesting and describing the requested services to the Engineer. The Enineer sh responN with a fee proposal to perform the reque g sted services. Only after receiving a task ordl &-r v nil t 1127/2011 2:40 4.2 The Owner shall furnish the required information and services and shall render approv and decisions as expeditiously as necessary for the orderly progress of the Engineces servi I C a w** oMe c* �Q The Owner's review of any documents prepared by the Engineer or its consultants shall be solely for the purpose of determining whether such documents are generally consistent with the Ownees criteria, as and if, modified. No review of such documents shall relieve the Engineer of responsibility for the accuracy, adequacy, fitness, suitability or coordination of its work product. zlz 1 11 5.1 Pursuant to Section 725.08 of the Florida Statutes, the Consultant shall indemnify and hold harmless the Owner, its employees and officers, from liabilities, damages, losses and costs, including, but not limited to, reasonable attorneys' fees, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the Consultant and other per employed or utilized by the Consultant in the perfbrmance of this Contract. 5.2 In the event the completion of the task assignment is delayed or suspended as a result of the Engineer's failure to purchase or maintain the required insurance, the Engineer shall indemnify County from any and all increased expenses resulting from such delays. Should any claims be asserted against County by �. of --ny deficiencies or znbiguity in t1w plans and specifications provide by the Engineer the Engineer agrees and warrants that Engineer 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. 5.3 The extent of liability is in no way limited to, reduced or lessened by the insurance requirements contained elsewhere within the Agreement. SA This indemnification shall survive the expiration or early termination of the Agreenl Ar Piga-i-ra q S -f, Southern fM?,r - Fj.Tffl---q --C-*-awvratio 6.1 PERSONNEL The Engineer shall assign only qualified personnel to perform any service concerning the project. 7.1 COMPENSATION AND PAYMENT Compensation shall be made according to the rates on Exhibit A. Payment shall be in according to the Florida Local Government Prompt Payment Act. Claims for payment deemed received upon receipt b Clerk of Court for payment, All invoices shall be detail is enough to show the: task performed, the services rendered, and the amount due with appropriate documentation indicating personnel and hours worked. 7.2 REIMBURSABLE EXPENSES Ay 73 BA' GET 73A The Engineer 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 Agreement in each fiscal year (October I- September 30) by Country's Board of County Commissioners. The budgeted amount may only be modified by an affirmative act of the County's Board of County Commissioners. 73.2 If funding cannot be obtained or cannot be continued at a level sufficient to allow contracts for individual projects, the agreement may be terminated immediately at the option the County by written notice of termination delivered to the Engineer. 'Me County shall not obligated to pay for any services provided by the Engineer after the Engineer has receiv written notice of termination, unless otherwise required by law. I 733 The County does not guarantee Engineer any specific amount of work under this agreement. The parties shall enter into a task ord--r for each assignment awarded to the Engineer by the County. The specific services to be performed under these separate task orders will be determined by the County and agreed to by the Engineer. Each separate task order will contain specific scope of work, time schedule, charges and payment conditions, and additional terms and conditions applicable to that specific contract. 7.3A Monroe County"s performarice and obligation to pay under this contract Is contingenj upon an annual appropriation by the transportation funding agency, the Board of County Commissioners and the approval of the Board members at the time of contract initiation and its turation. 1/27/2011 2:40 w4r, ARTICLE VIII 8.1 APPLICABLE LAW 1 t applicable to contracts made and performed entirely in the State. Venue for any mediatio ispute cferences or litigation arising uner this cntract must e owD o o in Mc Cunty, Flri The Parties waive their rights to a trial by Jury- I d on d o b 311611A M SUCCESSI A11D ASSIGAS The Engineer shall not assign its n hereunder, excepting its right to payment, nor shall it telegate any of its duties hereunder without the written consent of the Owner. The Owner and Engineer, respectively, bind themselves, their partners, successors, assigns and legal rev c f6wilo ffis &Meij jid tg* r. rMerS 11 M 1 4 T i4? NO THIRD PARTY BENEFICIARIES 10.1 NO THIRD PARTY BENEFICIARIES Nothing contained herein shall create any relationship, contractual or otherwise, between the parties which creates or gives rise to any rights in favor of, any third party. 10.2 INDEPENDENT CONTRACTOR RELATIONSHIP The Engineer is and shall be an independent contractor in the performance of all work, services, and activities under this Agreement and is not an employee, agent or servant of the County. The Engineer shall exercise control over the means and manner in which it and its, employees 1' :1 the work and in all respects the Engineer's relationship and the relationship of its employees to the County shall be that of an independent contractor and not as employees or agents of the County. The Engineer does not have the power or authority to bind the County in t .k provided for in this Agreement, ARTICLE XI 11.1 INSURANCE 11.1.1 The Engineer shall obtain insurance as specified and maintain the required insurance at all times that this Agreement is in effect. Professional Liability Insurance shall also be maintained as specified. In the event the completion of the project (to include the work of others) is delayed or suspended as a result of the Engineer's failure to purchase or maintain the required insurance, the Engineer shall indemnify the County from any and all increased expenses resulting from such delay. 1/27/2011 2:40 11.1.2 The coverage provided herein shall be provided by an insurer with an A.M. Best Rating of VI or better, that is licensed to do business in the State of Florida and that has an agent for service of process within the State of Florida. The insurance certificate shall contain an endorsement providing thirty (30) days notice to the County prior to any cancellation of said e shall be written b-g an insurer ac le to the C-Q�rx, and shall be in a form acceptable to the County, 11.1.3 Engineer shall obtain and maintain the following policies: B. Employers Liability Insurance with limits of $100,000 per Accident, $500,000 Disease, policy I imits, V 00,000 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 onsiite and offifte operations, and owned, hired or non�owned vehicles, with Three Hundred Thousand Dollars (S300,000.00) combined single 11rolit and Three Hundred Tliousand Dollars ($300,000.00) annual aggregate. D. Commercial general 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 Engineer or any of its employees, agents or subcontractors or subconsultants, including Premises and/or Operations,, Independent Contractors; Broad Form Property Damage and a Contractual Liability Endorsement with Five Hundred Thousand Dollars ($500,000.00) per occurrence and annual aggregate. E. Professional liability insurance of Five Hundred Thousand Dollars ($514,000.00) per claim and One Million Dollars ($1,000,000i.00) annual aggregate. If the policy is a 44 claims made" policy, Engineer 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 Engineer's liabilities hereunder in insurance coverage identified in Paragraphs C and D. Engineer shall require its subconsultants to be adequately insured at least to the limits prescribed above, and to any increased limits of Engineer if so required by County during the term of this Agreement. County will not pay for increased limits of insurance for subconsultants. A. Engineer shall provide to the County certificates of insurance including those showing the County as a named insured as required above, County reserves the right to require a certified copy of such policiesupon. request. 1/27/2011 2:40 12.1 Either party hereto may terminate this contract prior to expiration upon giving seven days written notice to the other in the event that such other party negligently or for any reas substantially fails to perform its material obligations set forth herein. No termination expens shall be paid by the Owner after the date of notice of termination. 12,2 The Owner may terminate this Contract without cause by giving the other party fifteen (15) days, written notice of its intention to do so. Termination expenses shall include expenses e notice of termination and shall not include any additional services required in order to stop performance of services, unless agreed to in writing by the County and subject to audit for the purpose of verification. I" 11 a W I I I I fi I 1 4 WI 1"ac"ULDWS] '11W miuc a P, -�kAj-"w agreement as a part of this contract. In the event any conflict between any of those contract documents, the one imposing the greater burden on the Engineer will control. 13.2 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 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 rproperty 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 an i 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. 1� WWW"I" - "Aw issues shall be submitted to mediation before a mediator mutually agreed to by the parties. The cost of mediation shall be shared equally. The parties agree that mediation is a condition precedent to the institution of legal or equitable proceedings by either party. Request for mediation shall be in writing and sent to the other party. The parties shall agree on a mediator to hear the dispute. 14.2 Mediation shall be held in Monroe County, Florida in a location in Key West; t location may be moved only by mutual agreement of the parties. I 1/2712011 2:40 14.3 Agreements reached in mediation shall be reduced to writing and signed by till Frepresentative of each party, however agreements must be approved by the Board of Couns Commissioners to be enforceable. Agreements reached in mediation shall be enforceable ra �ettlement agreements in any court having Jurisdiction In Monroe County. M 14A Nothing in this Agreement shall be construed to interfere with a subsequent order from " C-Atmlft legal or equitable proceedings. 14.5 Arbitration is specifically rejected by the parties as, a method of settling disputes whi anse under this agreement; neither of the parties shall be compelled by the other to arbitrate dispute which may arise under this Agreement. 1 1 ARTICLE XV AddLdonal Rejuirements 15.1 The following items are pail of this contract: a) Engineer shall maintain all books, records, and documents directly pertinent ti, 7iA f 14 SJUI-IWALY4 consistently applied. Each party to this Agreement or their authorized representatives shall havr- 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 sf this Agreement. If an auditor employed by the County or Clerk determines that monies paid to! Engineer pursuant to this Agreement were spent for purposes not authorized by this Agreement�, the Engineershall repay the monies together with interest calculated pursuant Sec, 55.03, running from the date the monies were p to County. b) Governing Law, Venue, Interpretation, Costs, and Fees: This Agreement shall governed by and construed in accordance with the laws of the State of Florida applicable 11 contracts made and to be performed entirely in the State. In the event that any cause of action 0 administrative proceeding is instituted for the enforcement or interpretation of this Agreeme the County and Engmeer agree that venue will lie in the appropriate court or before t appropriate administrative body in Monroe County,, Florida. The Parties waive their rights to trial by jury. The County and Engineer agree that, in the event of conflicting interpretations I 4 1 1 1 i". W"- QW"i --iii &I iiial i 111cluawrn pilln ur 11w 111butitiun U ally Omer adminisfrativ e or legal proceeding, pursuant to th 7greement. C) Seveirability. If any term, covenant, condition or provision of this Agreement (0: OIL- to any extent by a court of competent jurisdiction, the remaining terms, covenants, conditio and provisions of this Agreement, shall not be affected thereby; and each remaining t covenant, condition and provision of this Agreement shall be valid and shall be enforceable I the fullest extent permitted by law unless the enforcement of the remaining terms, covenan conditions and provisions of this Agreement would prevent the accomplishment of the origin intent of this Agreement, The County and Engineer agree to reform the Agreement to repla 112712011 2A0 10 Contract for Transportation Planning Services — URS Corporation Southern . . . . . ........... .. . .. .. ....... .. any stricken provision with a valid provision that comes as close as possible to the intent of ff stricken provision. d) Attomey's, Fees and Costs. 17be County and Engineer agree that in the event any cause of action or administrative proceeding is initiated or de&nded by any party relative to the each . - V shall its own attompyAs' f�es an.? costs. e) Binding Effect�. The terms, covenants, conditions, and provisions of this Agreement shall bind and miure to the benefit of the County and Engineer and their respective legal representatives, successors, and assigns. f) Authority. Each party represents and warrants to the other that the execution, �Oiia 7-rd rmance of this AQ riz .a"thavr-been duly autho ' ed by all necessary County El i and corporate action, as requireli-m submit this Contract to legal counsel of its choice and enters into this agreement freely, voluntarily and with advise of counsel. g) Claims for Federal or State Aid. Engineer and County agree: that each shall an I d is, empo wered to apply for, seek, an d o btain federal a nd state funds t o further the purpos e this Agreement; provided that all applications, requests, grant proposab, and flIndi solicitations shall be ayroved by each party prior to submission. h) Adjudication of Disputes or Disagreements, County and Engineer agree that all disputes and disagreements shall be attempted to be resolved under Section XIV of this agreement. If no resolution can be agreed upon within 30 days after mediation, then any party shall have the right to seek such relief or remedy as may be provided by this Agreement or by Florida law. 1) Cooperation. In the event any administrative or legal proccedin is ins'itu against either party relating to the formation, execution, perfortnance, or b!reach of 9 iu ate, to the extent re uired L� the other F A in all proceedings, hearings, processes, meetings, and other activities related to the substance this Agreement or provision of the services under this Agreement. County and Engine speci ically agree that no party to this Agreement shall be required to enter into any arbitratil proceedings related to this Agreement. -------- ---- 1/27/2011 2:40 a t I j L MAW HITTIM716 M nutsiTr ITTLEM"N' —MW. MWO - maybe amended from time to time, relating to nondiscrimination on the basis of disability; 10) Any other nondiscrimination provisions in any Federal or state statutes which may apply to the parties to, or the subject matter of, this Agreement. k) Covenant of No Interest, Engineer 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. 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; aT,d disclosure or use of certain information. m) No SolicitatioiL/Payment. llie Engineer 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 resulting from the award or making of this Agreement, For the breach or violation of the provision, the Engineer 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, n) Public Access. The Engineer and County shall allow and permit reasonable access to, and inspection of, all documents, papers, letters or other materials in its possession or xrf.dry_ij�wj - ;, of MaiSer 119, Florida Statutes, and made or received POMIT-3 121MIMM WALIMMUOMAJUR1162MAK R3111 0) Non-Waiver of Immunity. Notwithstanding the provisions of Sec. 768.28, Florida Statutes, the participation of the Engineer 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 thi, 1/27/20)] 2,40 12 1111 extent of liability coverage, nor shall any contract entered into by the County required contain any provision for waiver. P) Privileges and Immunities. All of the privileges and immunities rrom liability, exemptions from laws, ordinances, and rules and pensions and relief, disability, workers' couensation, and other benefits which agly to the activi6 of offijers, age t% 0i a 0-1 awaitt'! this Agreement withi 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. q) Legal Obligations and Responsibilities: Non-Dclegation of Constitutional 13 Statutory Duties, This Agreement is not intended to, nor shall it be construed as, relieving participating entity from any obligation or responsibility imposed upon the entity by law exce to the extent of actual and timely performance thereof by any participating entity, in which ca the perfbrmance may be oMred, in satisfaction of the obligation or responsibility. Further, Agreement is not intended to, nor shall it be construed as, authorizing the delegation of constitutional or statutory duties of the County, except to the extent permitted by the Flori constitution, state statute, and case law. T) Non-Reliance b Non-Partles. No person or entity shall be entitled to rely upon y I 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 Engineer and the County agree that neither the Engineer 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. S) Attestations. Engineer agrees to execute such documents a s the County may F - easonably require including a Public Entity Crime Statement, an Ethics Statement, and a Drug- Free Workplace Statement, 0 No Personal Liability. No covenant (IT agreement contained 1­,eiein shall be deemed to be a covenant or agreement of a member, officer, agent or employee of Monroe County in his or her individual capacity, and no member, officer, agent or employee of Moinroe County shall be liable personally on this Agreement or be subject to any personal hiability or zccountability by reason of the execution of this Agreement. U) Americans with Disabilities Act of 1990 (ADA). The Engineer will comply wl all the requirements as imposed by the ADA, the regulations of the Federal government Issu thereunder, and the assurance: by the Engineer pursuant thereto, I V) Disadvantaged Business Enterprise (DiBE) Policy And Obligation. it Is the policy of the County that DBiE's, as defined in C.F.R. Part 26, as amended, shall have: the opportunity to participate in the performance of contracts fuianced in whole or in part with County funds under this Agreement. The DBE requirements of applicable federal and state laws and 1/27/2011 2:40 13 w) 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 patties hereto may execute this Agreement by singing any such counterpart. X) Section Headings. Section headings have been inserted in this AgRement asim matter of convenience of reference onl �vqf if this Agreement and will not be used in the interpretation of any provision of this Agreement. y) Notwithstanding any other provision to the contrary in this Contract an, d to the Mest extent permitted by law, neither Owner nor Engineer shall be liable, whether based on contract, tort, negligence, strict liability, warranty, indemnity, error and omission or any other cause whatsoever, for any consequential, special, incidental, indirect, punitive or exemplary damages, or damages arising from or in connection with loss of power, loss of use, loss of revenue or profit (actual or anticipated), loss by reason of shutdown or non-operation, increased cost of constructiR n, cost of capital, cost of replacement power or customer claims, and Engineer hereby releases Owner and Owner hereby releases Engineer from any such liability. Signatures on Following Page 1/27t2011 2:40 14 Title Carlos Garcia Print Name V0 U, COUNTY OF KtqL?k — LgA On this day of )W6�� " 201 before me the person whose name is subscribed above, and W110 Droduced�4 <L iio she is the verson AAA (Al ) as identification, acknowledeed thpal for the purposes therein contained. 1/27/20112:40 15 C:) 00 C:) COUNTY OF KtqL?k — LgA On this day of )W6�� " 201 before me the person whose name is subscribed above, and W110 Droduced�4 <L iio she is the verson AAA (Al ) as identification, acknowledeed thpal for the purposes therein contained. 1/27/20112:40 15 EXHIBIT A YOURLY FEEa Posibon Billing Rate (in Dollars) 02J1612011 to 1213112011 1111101210 12/31/2012 111/2013 to 1V3112013 111121114 to 0211&7015 Project Manager $206.41 $212.60 $218-98 $225.55 Senior Transportation Engineer/Planner $172.69 $177-87 $183.21 $188.70 Transpodation Engineer/Planner $96.76 $199.66 $102-65 $10573 CADD/Graphic Technician $89,16 $91.83 $94.69 $97.43 Clerical . . ........................ $5112 $52.76 $54.34 $55.97 1127/2011 2:40 16