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1st Amendment 10/21/2015FIRST AMENDMENT TO AGREEMENT FOR DESIGN OF A SCENIC OVERLOOK AT THE BIG PINE SWIMMING HOLE This First Amendment is made and entered into this 21 day of October 2015, between Monroe County, a political subdivision of the State of Florida, and LITTLEJOHN ENGINEERING ASSOCIATES, INC. for the Design of a Scenic Overlook at the Big Pine Swimming Hole. ACKNOWLEDGMENTS: Title to the property above described as Big Pine Swimming Hole ( "Premises ") is held by the Board of Trustees of the Internal Improvement Trust Fund of the State of Florida ( "Trustees ") and is managed by the Florida Department of Environmental Protection, Division of Recreation and Parks, Office of Greenways and Trails (hereafter "DEP" or "Sublessor "). A Sublease Agreement between the Sublessor and Monroe County (hereafter e "County" or "Sublessee ") dated 1�?!�1� exists for the purpose of the Sublessee to manage the Premises only for the conservation and protection of natural and historical resources, and for resource based public outdoor recreation which is compatible with the conservation and protection of these public lands, as set forth in section 259.032 (11), Florida Statutes. Sublessor requires Sublessee to prepare and submit a Management Plan for the Premises in accordance with section 253.034, Florida Statutes, designating the related uses necessary for the accomplishment with the conservation and protection of these public lands. Sublessee shall not proceed with any 4 ° development of the Premises until the Management Plan required has been submitted to and approved by the Sublessor. The County entered into an Agreement with Littlejohn Engineering Associates, Inc., (hereinafter "Consultant "), for professional services to design and permit a scenic overlook at the Premises which will be funded by the Sublessor. WITNESSETH In consideration of the covenants and conditions set forth herein, this First Amendment shall revise the Agreement between the County and the Consultant as follows: WHEREAS, on the 15 day of April, 2015, the County and the Consultant entered into an Agreement to employ the professional services of Consultant to design and permit the scenic overlook at the swimming hole on Big Pine Key; and WHEREAS, Consultant's scope of services is divided into a two phased approach which are described in the Agreement as Attachment A. Phase I focuses on public input and presentations. Phase II concentrates on construction documentation; and WHEREAS, the County desires for the Consultant to develop the Management Plan for the submission to and approval by the Sublessor of the Sublease Agreement; and WHEREAS, Consultant also wishes to amend Article VII, paragraph 7.1.1 of the Agreement to reflect ° their fee schedule as outlined in Attachment A; and WHEREAS, Consultant's insurance agency requires three minor revisions to the insurance requirements outlined in the Agreement of April 15, 2015; and NOW THEREFORE, in consideration of the mutual promises contained herein, the County and Consultant agree as follows: 1. Consultant shall develop a Land Management Plan using the Florida Department of Environmental Protection's (FDEP) format intended for the Trustees leases and subleases of SCENIC OVERLOOK AT THE BIG PINE SWIMMING HOLE conservation properties, in accordance with the requirements of §253.034 and §259.032, Florida Statutes, and FDEP Rule 18- 2.021. 2. Consultant and its sub consultant, Terramar Environmental Services, Inc., will develop the management plan using the FDEP form and include relevant site data required for the plan. County shall provide a copy of the Sublease Agreement, current and potential future uses of the Premises, current and future cost estimates for management of the Premises, and a description of any public or local government involvement or participation in the development of the plan. 3. Article VII paragraph 7.1.1 of the Agreement dated April 15, 2015 shall be revised to reflect the fee scheduled as outlined in Attachment A as follows: The County shall pay the Consultant monthly in current funds for percentage of progress completed for each task as defined below: • Development of a Land Management Plan $6,500.00 • Phase I Public meeting/conceptual master plan $9,000.00 Phase II Site Survey $8,956.00 Environmental review and permitting $14,000.00 75% Construction Documents $43,024.00 100% Construction Documents $19,265.00 Final Bidding Documents $5,755.00 Total not to exceed X106,500.00 4. Article VIII paragraph 8.2 and paragraph 8.3 (D) and (E) of the Agreement dated April 15, 2015 shall be revised as follows: 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 do 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 thirty (30) 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 (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, or subcontractors or subconsultants, including Premises and/or Operations, Products and Completed Operations, Independent Contractors, and a Blanket Contractual Liability Endorsement with $300,000.00 per Person, $500,000.00 per Occurrence, $200,000.00 Property Damage or $500,000.00 Combined single Limit. 8.3 (E) Professional liability insurance of $1,000,000.00 per claim/$2,000,000.00 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. SCENIC OVERLOOK AT THE BIG PINE SWIMMING HOLE 5. The remaining terms of the Agreement, not inconsistent herewith, shall remain in full force and effect. All other terms and conditions of the Agreement dated April 15, 2015, apply to this First Amendment. IN WITNESS WHEREOF, each party caused this First Amendment to the Agreement to be executed by its duly authorized representative. BOARD OF COUNTYCOMMISSIONERS Y HEAVILIN, CLERK OF MONROE COUNTY, FLORIDA 0 'S0� By: °� S .9y uty Clerk May Chairman _ Date: in Ws CONSULTANT LITTLE ENG E G ASSOCIATES, INC. By: Title: A->�� N�fJ NtAf�� Date: 2-A- 140 fS MONROE COUNTY ATTORNEY 4ZZ: FORM i - IO ASSISTANT COUNTY A TTORNEY Date: SCENIC OVERLOOK AT THE BIG PINE SWIMMING HOLE ' A D Y) ATE IJAWDOMY k �� C ERTIFICAT E OF LIABILITY INSURANCE � 9,11/2015 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 AFFORDEO.BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE ODES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORT�3NT: if the cot- ificate holder is an ADDITIONAL INSURED, the policy(les) mural be endorsed. if SUBROGATION IS WAIVED, subject to the terns and conditions of the policy, cermin policies may require an endorsement. A stntament on this certificate does not confer rights to the certificate holder In lieu of such endorsement(s). PRODUCER MME: INSURE PHONE , (419)781 -1115 FAx 2607 GL,ENWOOD AVENUE A012FI� •TN?EAD0W5 @YtaStJRE- taC.COM PO BOX 31508 INSUREP AFFOROINO'COVERAGE NA:G RALEIGH NC 27622 INSURE OAK FIRE INS CO 125515 INSURED tusuRERe:TRAVELERS PROP CAS CO OF AMER E5574 S6.2M INC tusuREac:PHOENIX INS CO 5623 LITTLEJOHN E14GINEER-ING ASSOCIATES INC INSURER D: 1515 EDGEWATER DRIVE STE 200 INSURER E. ORLANDO FL 32604 INSURER F: COVERAGES CERTIFICATE NUMBER: FL -15/16 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD 1 INDICATED NOTWITHSTANDING ANY REQUIREMENT TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT VIATH RESPECT TO WHICH THIS CERTiFiCATE MAY BE ISSUED OR MAY PERTAIN. THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN, IS SUBJECT TO ALL THE TERMS – — 01 — — — I ,3AI7C CUrIMM 61AV Whk= RFCAI RFr11 irrn RV PAV) rl A M-� S"'�" iPE OF INSURANCe THE EXPIRATION DATE THEREOF. NOTICE WILL BE DELIVERED IN POLICY NUMBER Pt3UCY EFF YfrtOl7+vWY POL:CY EXP I -2 fIYYY umfTs OENERALUAaILITV REPRESENTATIVE 1100 S�NTON STREET KEY WEST, E 33040 t EACH OCCURRENCE S 1, 0C f A AL LLAI)ILmr X COMMERCUU CFNEP� OLC,R CLA:IASPRALiE != 1 E30 - X '0 13287x679 7/OI/2015 7fOS/2015 TO R Pa camsES re , t. t a 1,000,000 ME0 E:lp(A.:tyans ixrsml S 10, 0001 PERRSONAL3 dA4 INJURY 5 1, 000 , 010 GENERAL AGGREGATE 2 2, 000, 0031 4 GEKL AGGREGATE OMIT APR IIE S PER � E PRODUCT9 COMP,^OP AGG S 2 , pOO , QOpJ $ - POLICY Ps fS I ' } .LCC ) ( AUTOUOEILEL!AMILE7Y MIiIN +3rySiNLaLtLllir ,], OOD 0001 9CI3tLY Nd QRY (p" ,7ti stall 5 ' 13 X ANY AUTO j ALL OWHE'.J tiCHEDLi:.eD j J AI;TCS AUTOS 1 r NON - OVMEJ H(RED AUTO$ ALf'OS I X tt 33 #3 10- a2>37a68o f I 7>02 /2010 _ i 07/01/2016 90atLY !NJUt?Y (Par S - --j ;PM rare MAArE 4 i/ra7s<acrarmd mcaarut _ 5 I X UAABAM.LA LIAR X • OCCUR EACH 3CCURRENCt .5 5 , QOp , 0001 B excassuAa c alSalACE UP a297x692 TAo2 /seas �/ a1 -o13 aGGA B 5 5, pQd., 0 00 CEO RETENTIONS 3 ! O MRAERS COALPENSATION AND EMPLOYERS LIABILITY ure P?iGPRIE?O61•Fai?TFIER ! c'+EG3iiVE YIN OFF!CEPWJEMEEFt EXGLUCED7 [7iyyxaar��Wataep In NN) #NIA i _ 2HatE!- 3469M65 -A I i4- N /011 2 015. 7101 /20 2 ,6 x! e- TATU- CE - - —' -. - I E L EACH ArrlrEW 5 i 000 0441 1 E DsS.:ASE EA EMPLOYE s _ 1 , 000 , 000' E L DISEASE POLCY LIMIT S 1 000 —O00: !� 4ESCRIIP�T. dd O OP ERATIONS Dm-- ! i DESCRIPTION OF OPERATIONS I LOCAlION31 VEHICLES IAtUch ACORD 10i, Addtllartal Omuta SchadWs. U mars apnea Is mglated) � RE: SIG PINE AE:L SONG HOLE CERTI'."ICATE BOLDER IS NAMED AS ADDITIONAL INSMMD FOR GENERAL AM .A'UTCMOBILE LIABILITY CDol£AAGES PE I FORt!S CG0414 (04/09) AND CAT442 (04 /09) ATTACHED. THIRTY (30) DAY NOTICE O6' CANCE T SHALL BE I PROVIDED TO THE CERTIFICATE HOLDER. - QI Q E�IIF[4T DAf t S j WAl N A mm —.— 11-1 -M- 1 AYIPAAB , ACORD 25 (2010105) �w 9yotg-zuTU At k mu t.vl:rvrLA I Ivry. ;AN rigr1w rase"Ou. INS025 The ACORD name and logo are registered marks of ACORD SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF. NOTICE WILL BE DELIVERED IN ACCORDANCE NTH THE POLICE PROVISIONS Y.ONROE. COUNTY SOCC ATTN ANN RIGEs"a REPRESENTATIVE 1100 S�NTON STREET KEY WEST, E 33040 TRACY t�.`SLIOWS /TRACY d ACORD 25 (2010105) �w 9yotg-zuTU At k mu t.vl:rvrLA I Ivry. ;AN rigr1w rase"Ou. INS025 The ACORD name and logo are registered marks of ACORD ;.' ' Client#: 29s . -i 80i__.iEINC DATE @IM100JYYYY) ACORD. CERTIFICATE OF LIABILITY INSURANCE 9/11/2015 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMIATiVELY 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. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(les) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder In lieu of such endorsement(s). BB8T insurance Services, inc 3318 West Friendly Ave., Ste' 400 Greensboro, NC 27410 �"R "I So: 804.678 -5026 F Arc No , 888.751.3010 as Ess: INSURERS AFFORDING COVERAGE NAIL 0 INSURER A. XL Specialty insurance Company 37885 INSURED - Littlejohn Engineering Associates Inc. 1935 21 st Ave. South Nashville TN 37212 INSURERS.- TT CURRENCE COMMERCIAL GENERAL LIABILITY PRE0.11 xcu e y .�� CLAIMS -MADE OCCUR } PERSO NAL &ADV IN JURY — : INSURER C• ( 5 INSURER D GENERAL AGGREGATE_ INSURER E: GEN'L AGGREGATE UMR APPLIES PER. ; PRODUCTS • COMPIOP AGG —� POLICY ; LOC _ I I pIN;OSING L AUTOMOBILE LIABILITY ' j j p ` � ' r�n� }� # T 0 I 1 I 'fppIN LJ ( .,{ Y YCpQA .....- ,..r.�.� .-- .... -..- ANY AUTO } t � �� BODILY INJURY (Per D erson) ALL OWNED SCHEDULED D� C BODILY INJURY (Per acrSdenQ ; AUTOS AUTOS WRl I NON OWNED i +6 4 PROPRTY;DUU Zdd HIRED AUTOS AUTOS x IPerawd�tr INSURER F: S COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE SEEN ISSUED TO THE INSURED NAMEDA13OVE FORTHE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT CERTIFICATE MAY BE ISSUED. OR MAY PERTAIN. THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL TO WHICH THIS THE TERMS. EXCLUSIONS AND CONDITIONS OF SUCH POLIC LIMITS SHOWN MAY HAV BEEN REDUCED BY PAID CLAIMS. INSR r DDL'SUSIC - POLICY EFF POLICY EXP LIMITS LTR - TYPE OF INSURANCE gp - POLICY NUMBER MtY1tODMFYY MMf0WY GENERAL LIABILITY T" EACH OCCURRENCE I S S TT CURRENCE COMMERCIAL GENERAL LIABILITY PRE0.11 xcu e y .�� CLAIMS -MADE OCCUR } PERSO NAL &ADV IN JURY — S ( 5 S GENERAL AGGREGATE_ S GEN'L AGGREGATE UMR APPLIES PER. ; PRODUCTS • COMPIOP AGG —� POLICY ; LOC _ I I pIN;OSING L AUTOMOBILE LIABILITY ' j j p ` � ' r�n� }� # T 0 I 1 I 'fppIN LJ ( .,{ Y YCpQA .....- ,..r.�.� .-- .... -..- ANY AUTO } t � �� BODILY INJURY (Per D erson) ALL OWNED SCHEDULED D� C BODILY INJURY (Per acrSdenQ ; AUTOS AUTOS WRl I NON OWNED i +6 4 PROPRTY;DUU Zdd HIRED AUTOS AUTOS x IPerawd�tr S Y is S 1$ UMBRELLA LIAR OGCUR j I EACH O CCURRENCE a S a i) EXCESS W CLAIMS -MADE! AGGREGATE RET NTI 5 •4YORKEitSCOMPENSATION �.._— ..'- - - - - —+ _ O' TH- } AND EMPLOYERS' LIABILITY Y ) N } ANY PROPRIETORIPARTNER IEXECUTIVE! E.L. EACH ACCIDENT OFFICERiMEMBER EXCLUDED? !NIA} "i (Mandatary In NHi — ! E.L. DISEASE - EA EMPLOYEEI } 5 S 5 _ ... ... it es. deaaibe under i _ DESCRIP OF OPERATION below _ ..__ __. _ _ _ E.L. DISEASE. POLICY LIMIT A Professional E ' Di 89724643 V � Y 7/0112015 07/01120lq $5,000,000 Per Claim Liability f $5,000,000 Aggregate $250,000 Deductible DESCRIPTION OF OPERATIONS 1 LOCATIONS /VEHICLES (Attach ACORD 101, Additional Retuarhs Schedule, It mote space Is required) When required by written contract, thirty days notice of cancellation-of this policy will be provided to certificate holder for any reason other than non - payment of premium. Project: Big Pine Key Swimming Hole Project Manager: Keith Oropeza Project #: 20141338 Monroe County BOCC Attn: Ann Riger 1100 Simonton St. Key West, FL 33040 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTNORMOD REPRESENTATIVE ®1988 -2010 ACORD CORPORATION. All rtgnts reserveo. ACORD 25 (2010/05) ' 1 of i The ACORD name and logo are registered marks of ACORD #514789170/M14436132 JB13 �r Big Pine Swimming Hole AGREEMENT FOR DESIGN OF A SCENIC OVERLOOK AT THE'BIG PINE SWIMMING HOLE This Agreement ("Agreement") made and entered into this 16A day of April, 2015 by and between Monroe County, a political subdivision of the State of Florida, 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 Littlejohn Engineering Associates, Inc, a Foreign Profit Corporation, whose local address in. the State of Florida is 1615 Edgewater Drive, Suite 180, Orlando, FL 32804, 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 Big Pine Swimming Hole 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 Big Pine Swimming Hole 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 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 V - Big Pine Swimming Hole 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 BOCC 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 BOCC 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 BOCC 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 BOCC. 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, its subconsultants, or any persons or companies employed or utilized by the consultant. 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 Big Pine Swimming Hole 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 Public Works and Engineering Division 102050 Overseas Highway, Suite 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. Leonard E. Arnold, RLA Littlejohn Engineering Associates, Inc. 1615 Edgewater Drive, Suite 180 Orlando, FL 32804 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 information in its control 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 - 3 Big Pine Swimming Hole 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 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 othPrs) is d?layed nr 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 e Big Pine Swimming Hole 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 FUNCTION Mr. Keith Oropeza, RLA Proiect 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 at-the hourly rates outlined in Attachment A. The Total Not to Exceed Amount of $100,000 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 The COUNTY will not be responsible for payment of any expenses incurred by the CONSULTANT. Big Pine Swimming Hole 7.4 BUDGET 7.4.1 The CONSULTANT shall 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 BOCC. The budgeted amount may only be modified by an affirmative act of the COUNTY's BOCC. 7.4.2 The COUNTY's performance and obligation to pay under this Agreement is contingent upon an annual appropriation by the BOCC 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. Commercial business automobile and vehicle liability insurance covering claims for injuries to members of the public and /or damages to prnpPrty 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 Occurrence, $200,000 Property Damage or $300,000 combined single limit. D.. Commercial g" eneral 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, or subcontractors or subconsultants, including Premises and /or Operations, Products and Completed Operations, Independent Contractors; Broad Damage and a Blanket Contractual Liability Endorsement with $300,000 per Person, $500,O00 per Ocurrence, $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 1 Big Pine Swimming Hole reported must extend for a minimum of 48 months following the termination or expiration of this contract. E. Professional liability insurance of $1,000,000 per occurrence /$2,000,000 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 including those naming the COUNTY as an additional insured. 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. COUNTY agrees that all documents producea under this agreement are instruments of services. If documents are used for any other project other than the project intended, the CONSULTANT shall not be held liable for their reuse. 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. Pine Swimming Hole 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 and B, 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. 9.7 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 u 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 committ ing an act defined as a "public entity crime" regardless of the amount of money involved or whether CONSULTANT 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. 8 Big Pine Swimming Hole 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 ciose 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 and court costs, as an award against the non - prevailing party, and shall include attorney's fees, and courts costs in appellate proceedings. Big Pine Swimming Hole 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 maybe 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. - 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), to Big Pine Swimming Hole 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 dnd that it has not paid of 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 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 11 Pine Swimminq Hole 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. 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. 12 Big Pine Swimming Hole 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 shall be deemed to be a covenant 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 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. 13 Big Pine Swimming Hole 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 B. 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. 14 Big Pine Swimming Hole 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. (SEAL) Attest: Amy Heavilin, Clerk BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA Deputy Clerk By: Mayor /C an Date: f2VI ! l Sri' . CIS CONSULTANT By: Title: Ft 2 lOu a � r i�ua_ END OF AGREEMENT MONROE COUNTY ATTORNEY ,PPRONED AS TO FORM CHRIS AMBROSIO ASSISTANT CQUN ATTORNEY . date: 15 Stave E. Woods NOTARY PUBLIC STATE OF FLORIDA (Seal) Comm# FF154479 Attest: Expires 8!2912018 BY: Title: "(X,�� \17 CONSULTANT By: Title: Ft 2 lOu a � r i�ua_ END OF AGREEMENT MONROE COUNTY ATTORNEY ,PPRONED AS TO FORM CHRIS AMBROSIO ASSISTANT CQUN ATTORNEY . date: 15 ATTACHMENT A Consultant Scope of Services P i Littlejohn March 10, 2015 Page 8 of g Trish Smith gig Pine Key Scenic Overlooks Exhibit A► OF HOURLY RATES SCHEDULE 2014-20 Hourly Rates Classification $ 250.00 Senior Consultant $ 145.00 to $ 250.00 Principal/Sr. al /Sr. Project Manager /Project ManagerlDesign Manager p $ 105.00 to $ 140.00 Assistant Project Manager $ 160-00 to $ 170.00 Senior Professional Geologist $ 90.00 to $ 145.00 /Landscape ArchitectlPlanner /Geologist Professional Engineer $ 85.00 to $ 1 10.00 Landscape Architect/Planner / Geologist Intern Engineer/ $ 120 00 to $ 150.00 Air Compliance Engineer /Specialist $ 120-00 to $ 150,00 Hygienist/Safety Professional Senior Industrial Hyg' $ 75.00 to $ 115.00 Staff Industrial Hygienist/Health & Safety Specialist $ 105.00 to $ 165.00 Registered Land Surveyor /Survey Manager $ 95.00 to $ 115.00 Survey Coordinator $ 130.00 Two Man Survey Crew $ 170.00 Three Man Survey Crew $ 170.00 GPS Equipped Crew CAD or GIS Technician /Environmental Specialist/ Technician $ 65.00 to $ 145.00 Survey Technician /Environmental $55.00to$ 115.00 Administrative Schedule is Effective May 25, 20 f 4 through June 1, 2015 Hourly Rate 375-040.40 PROCUREMENT 2108 Page 1 of 2 TERMS FOR FEDERAL AID CONTRACTS (APPENDIX 1): CONTRACT (Purchase Order) # n/a The following terms apply to all contracts in which it is indicated in Section 7.B of the Standard Written Agreement, the Master Agreement Terms and Conditions, the Contractual Services Agreement, or the Purchase Order Terms and Conditions, that the contract involves the expenditure of federal funds: A. It is understood and agreed that all rights of the Department relating to inspection, review, approval, patents, copyrights, and audit of the work, tracing, plans, specifications, maps, data, and cost records relating to this Agreement shall also be reserved and held by authorized representatives of the United States of America. B. it is understood and agreed that, in order to permit federal participation, no supplemental agreement of any nature may be entered into by the parties hereto with regard to the work to be performed hereunder without the approval of U.S.D.O.T„ anything to the contrary in this Agreement not withstanding. C. Compliance with Regulations: The Contractor shall complywith the Regulations relative to nondiscrimination in Federally- assisted programs of the U.S. Department of Transportation (hereinafter, "USD(jT ") Title 49, Code of Federal Regulations, Part 21, as they may be amended from time to time, (hereinafter referred to as the Regulations), which are herein incorporated by reference and made a part of this Agreement. D. Nondiscrimination: The Contractor, with regard to the work performed during the contract, shall not discriminate on the basis of race, color, national origin, sex, age, disability, religion or family status in the selection and retention of subcontractors, including procurements of materials and leases of equipment. The Contractor shall not participate either directly or indirectly in the discrimination prohibited by section 21.5 of the Regulations, including employment practices when the contract covers a program set forth in Appendix B of the Regulations. E. Solicitations for Subcontractors, including Procurements of Materials and Equipment: In all solicitations made by the Contractor, either by competitive bidding or negotiation for work to be performed under a subcontract, including procurements of materials or leases of equipment; each potential subcontractor or supplier shall be notified by the Contractor of the Contractor's obligations under this contract and the Regulations relative to nondiscrimination on the basis of race, color, national origin, sex, age, disability, religion or family status. F. Information and Reports: The Contractor shall provide all information and reports required by the Regulations or directives issued pursuant thereto, and shall permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the Florida Department of Transportation, the Federal Highway Administration, Federal Transit Administration, Federal Aviation Administration, and /or the Federal Motor Carrier Safety Administration to be pertinent to ascertain compliance with such Regulations, orders and instructions. Where any information required of a Contractor is in the exclusive possession of another who fails or refuses to furnish this information the Contractor shall so certify to the Florida Department of Transportation, the Federal Highway Administration, Federal Transit Administration, Federal Aviation Administration, and /or the Federal Motor Carrier Safety Administration as appropriate, and shall setforth what efforts it has made to obtain the information. G. Sanctions for Noncompliance: In the event of the Contractor's noncompliance with the nondiscrimination provisions of this contract, the Florida Department of Transportation shall impose such contract sanctions as it or the Federal Highway Administration, Federal Transit Administration, Federal Aviation Administration, and /or the Federal Motor Carrier Safety Administration may determine to be appropriate, including, but not limited to: 1. withholding of payments to the Contractor under the contract until the Contractor complies, and /or 2. cancellation, termination or suspension of the contract, in whole or in part. H. Incorporation of Provisions: The Contractor shall include the provisions of paragraphs C. through H_ in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Regulations, or directives issued pursuant thereto. The Contractor shall take such action with respect to any subcontract or procurement as the Florida Department of Transportation, the Federal Highway Administration, Federal Transit Administration, Federal Aviation Administration, and /or the Federal Motor Carrier Safety Administration may direct as a means of enforcing such provisions including sanctions for noncompliance. In the event a III Littlejohn Trish Smith Big Pine Key Scenic Overlooks March 10, 2015 Page 4 of 8 Monroe County Planning and Environmental Resources permits are required for impacts to protected vegetation (e.g. native trees > 4" DBH, listed vegetation), impacts to wetlands, impacts to shoreline or marine resources, and placement of fill material. Depending on the final project design, we will develop permit applications as appropriate and necessary to obtain regulatory approvals for proposed improvements. Permit applications will be based on final design plans. 2. Site and R.O.W. Survey - Avirom A. Boundary Survey Perform a boundary survey with location of all above ground internal improvements, certified in accord with Chapter 472, Florida Statutes. We will add all recorded easements and encumbrances of record from a title search or opinion, with legible copies of all encumbrances provided by the client There is no provision in this proposal to obtain or provide title searches, opinions on the subject properties, research for easements, right -of -way restrictions, dedications, and /or reservations. This proposal is based on the legal descriptions of the parcel being provided prior to the commencement of the survey. B. Mean High Water Survey We shall perform a Mean High Water Survey in accord with Chapter 177, Part II F.S., Coastal Mapping Act for the submittal of the survey for recordation in the repository of the Florida Department of Environmental Protection (FDEP). The Mean High Water Line will be delineated as a contour line having an elevation of the approved height, with ties to a monumented witness line. This item includes the application and submittal of the survey to the FDEP. C. Topographic Survey Sufficient spot elevations shall be taken to generate I foot contours at the site. We shall establish a minimum of two (2) North American Vertical Datum of 1988 (NAVD 88) benchmarks at the site, reeferenced to a published Benchmark Network by the National Geodetic Survey (NGS). The benchmarks shall also be referenced horizontally to the current adjustment of the North American Datum of 1983 (NAD 83), and tied to the National Geodetic Survey Geodetic Control Network. The topographic survey is limited to the uplands only and does not include bathymetry. We shall locate all above ground improvements including, but not limited to buildings, pavement ramps, driveways, steps, doors, gates, top of curb, bottom of curb, flow line, edge of pavement, bottom of gutter, front of walk, back of walk, and above ground evidence of utility. There is no provision for the excavation, probing or location of underground utilities, structures or improvements. Utilities shall be located to the extent that they are above ground and visible. There is no provision in this contract to enter structures to obtain information. A i N Littlejohn Trish Smith Big Pine Key Scenic Overlooks March 10, 2015 Page 5 of 8 The survey data will be reported to the nearest 0.02 feet for horizontal and 0.1 feet for vertical, with all work performed in accordance with the Standards of Practice as defined in Chapter 5J -17, Florida Administrative Code D. Wetland Delineation Survey: We will provide flagged locations of the wetlands to verify with appropriate agencies. Once field approved, the wetland figures as defined by these flags shall be delineated on the survey, together with ties to the boundary and calculated areas of impacted wetlands. The - nomenclature of the different classes of impacted wetlands shall be provided by Dr- Phillip Frank, which will be added to the survey. The survey will be in compliance with the survey procedures as defined in Chapter 62 -343, Florida Administrative Code. 3. Construction Documentation A. Site Planning and Landscape Architecture Based on the approved conceptual master plan, Littlejohn will develop construction documents for site layout and landscape design of the project. The landscape design will be "xeric" in its design and utilize rainfall and initial watering for plant survivability. Littlejohn will provide the following services: I. Vehicular Circulation — layout parking area and connections to U.S.1 2. Canoe / Kayak Launch Area— locate launch area and provide details for a "beach" launch area. 3. Pedestrian Circulation — Prepare internal pedestrian circulation paths 4. Informational Kiosk Design 5. Site Furnishings— Specify and locate site furnishing such as benches, bike racks, and trash receptacles. 6. Plant species identification and layout 7. Plant materials specification by height and caliper 8.. Limits of landscape clearing and exotic species removal 9: Pedestrian pathway layout 10. Coordination with civil grading and drainage S. Civil Engineering I. Review specific project requirements with the Client during 75 %, 100% and final bid documents. - 2. Prepare a Demolition Plan for site features and utility relocations, if applicable. 3. Prepare a Site Layout Plan showing the location of proposed site features and related details based on the approved Site Plan. 4. Prepare a Site Grading and Drainage Plan complete with one -foot contours, spot elevations, drainage structures, drainage patterns and related details. S. Prepare driveway permit documents. 6. Prepare necessary MOT Plan if required. in M Littlejohn Trish Smith Big Pine Key Scenic Overlooks March 10, 2015 Page 6 of 8 7. Prepare a Sedimentation and Erosion Control Plan, if required, with details in accordance with Federal (NPDES) and local requirements. 8. Prepare construction details necessary for the above - described .phases of the work. 9. Prepare the applicable drawings and specifications in an FDOT format. 10. Perform up to one (1) site visit to coordinate with the project team, owner, and local agencies. 11. Coordinate drawings and calculations, obtain review comments and make necessary plan revisions, and coordinate local review of site development plans to attempt to gain agency approval and procure site related permits through the Monroe County, FDOT, and SFWMD 12. Prepare a Stormwater Pollution Prevention Plan (SWPPP), including a Notice of Intent (NO[), as needed to meet local, state, and Federal (NPDES) requirements. 13. Submit SWPPP and NOl to the FDEP to attempt to obtain a Notice of Coverage.(NOC) under the NPDES General Permit to discharge Storm Water associated with Construction Activity. 14. Perform up to one (1) site visit to coordinate with local agencies. Professional Fees Phase I I. Public Meeting/ Conceptual Master Plan $ 9,000 Phase 11 I. Environmental Design and Permitting $ 19,500 2. Site Survey $ 8,956 3. Site Planning and Landscape Architecture $ 28,094 4. Civil Engineering $ 29,450 S. Estimated permit fees $ 5,000 TOTAL $ 100,000 Anticipated Billing Schedule Based on Deliverables 1. Phase I Public Meeting and Conceptual Master Plan $ 9,000 2. Survey $ 8,956 3. Environmental Review and Permitting $ 14,000 4. 75% Construction Documents $ 43,024 (includes balance of Environmental and fees) S. 100% Construction Documents $ 19,265 (includes balance of fees) 6. Final Bid Documents $ 5,755 TOTAL $ 100,000 Littlejohn Trish Smith Big Pine Key Scenic Overlooks Sincerely, LITTLEJOHN ENGINEERING ASSOCIATES, INC. i !! Zl f Keith Oropeza, RLA, ASLA Sr. Project Manager AGREED BY- Name Title March 10, 2015 Page 7 of 8 Lennie Arnold, PE Regional Manager Date Company l .. r Littlejohn Trish Smith Big Pine Key Scenic Overlooks Sincerely, LITTLEJOHN ENGINEERING ASSOCIATES, INC. i !! Zl f Keith Oropeza, RLA, ASLA Sr. Project Manager AGREED BY- Name Title March 10, 2015 Page 7 of 8 Lennie Arnold, PE Regional Manager Date Company l 375- 040-40 PROCUREMENT 2108 Page 2 of 2 Contractor becomes involved in, or is threatened with, litigation with a sub - contractor or supplier as a result of such direction, the Contractor may request the Florida Department of Transportation to enter into such litigation to protect the interests of the Florida Department of Transportation, and, in addition, the Contractor may request the United States to enter into such litigation to protect the interests of the United States. I. Interest of Members of Congress: No member of or delegate to the Congress of the United States shall be admitted to any share or part of this contract or to any benefit arising there from. J. Interest of Public Officials: No member, officer, or employee of the public body or of a local public body during his tenure or for one year thereafter shall have any interest, direct or indirect, in this contract or the proceeds thereof. For purposes of this provision, public body shall include municipalities and other political subdivisions of States; and public corporations, boards, and commissions established under the laws of any State. K. Participation by Disadvantaged Business Enterprises: The Consultant shall agree to abide by the following statement from 49 CFR 26.13(b). This statement shall be included in all subsequent agreements between the Consultant and any sub - consultant or contractor. The contractor, sub recipient 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 CFR 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. L. It is mutually understood and agreed that the willful falsification, distortion or misrepresentation with respect to any facts related to the project(s) described in this Agreement is a violation of the Federal Law. Accordingly, United States Code, Title 18, Section 1020, is hereby incorporated by reference and made .a part of this Agreement. M. It is understood and agreed that if the Consultant at any time learns that the certification it provided the Department in compliance with 49 CFR, Section 26.51, was erroneous when submitted or has become erroneous by reason of changed circumstances, the Consultant shall provide immediate written notice to the Department. It is further agreed that the clause titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion - Lower Tier Covered Transaction" as set forth in 49 CFR, Section 29.510,. shall be included by the Consultant in all lower tier covered transactions. and in all aforementioned federal regulation. N. The Department hereby certifies that neither the consultant nor the consultant's representative has been required by the Department, directly or indirectly as an express or implied condition in connection with obtaining or carrying out this contract, to 1. employ or retain, or agree to employ or retain, any firm or person, or 2. pay, o[ agree to pay, to any firm, person, or organization, any fee, contribution, donation, or consideration of any kind; The Department further acknowledges that this agreement will be furnished to a federal agency, in connection with this contract involving participation of Federal -Aid funds and ' +s subject to applicable State and Federal Laws, both criminal and civil. O. The Consultant hereby certifies that it has not: 1. employed or retained for a commission, percentage, brokerage, contingent fee, or other consideration, any firm or person (other than a bona fide employee working solely for me or the above contractor) to solicit or secure this contract; 2. agreed, as an express or implied condition for obtaining this contract, to employ or retain the services of any firm or person in connection with carrying out this contract; or 3. paid, or agreed to pay, to any firm, organization or person (other than a bona fide employee working solely for me or the above contractor) anyfee contribution, donation, or consideration of any kind_ for, or in connection with, procuring or carrying out the contract. The consultant further acknowledges that this agreement will be furnished to the State of Florida Department of Transportation and a federal agency in connection with this contract involving participation of Federal -Aid funds, and is subject to applicable State and Federal Laws, both criminal and civil. Littlejohn March 10, 2015 Ms. Trish Smith, AICP ✓ Transportation Program Manager Monroe County Public Works /Engineering Division 1.02050 Overseas Highway, Suite 212 Key Largo, FL 33037 RE: BIG PINE KEY SCENIC OVERLOOKS . Littlejohn Proposal Number P20141338 Dear Ms. Smith, Littlejohn is pleased to submit our proposal for design services for the Big Pine Key Scenic Overlook. The project site known locally as the Big Pine Swimming Hole, is located ocean side of US I on the west end of Big Pine Key, adjacent to Pine Channel. The property is approximately 3.92 acres in area and consists of five separate parcels. The property is owned by the State of Florida and managed under a lease to Monroe County. The majority of the property is categorized as "developed lands" by Monroe County, and the site has a history of disturbance from dredging and filling. Based on a recent site inspection, the majority of the site is disturbed uplands, with salt marsh and mangrove wetlands present on the periphery of the main property. The swimming hole itself is a man -made basin connected to Pine Channel. The site has a history of use as a swimming area and also a dockage site for live- aboard boaters moored in Pine Channel / Newfound Harbor. The County desires to improve the site through the development of passive recreational opportunities including, nature pathways, environmental interpretation, kayak launch, and other passive recreational opportunities.' The scope of work involves the development of project plans for the proposed improvements. The project is being administered through FDOT as a LAP project, so Federal requirements are in place for environmental documentation including NEPA. We have divided the scope of services into a two phased approach. Phase l will focus on public input and presentations. Phase II will concentrate on construction documentation. Phase 1 This phase will represent the public input and presentation effort. This will include two meetings to be held locally for public review and comment. Littlejohn will depend on the County to provide a location for the meeting and to notice the area residents with the pertinent information. 1615 EDGEWATER DRIVE, SUITE 180, ORLANDO, FLORIDA 32804 T 407.975.1273 F 407.975.1278 Nashville Chatcmooga I Decatur I Huntsville I Knoxville I Orlando I Phoenix I Tampa Bay I Tri -Cities www.leainccom Engineering Planning Landscape Architecture Land Surveying Environmental Services Health and Safety Economic Development E Littlejohn. Trish Smith March 10, 2015 Big Pine Key Scenic Overlooks Page 2 of 8 I. Public Meeting and Documentation A. This will involve conducting a public survey of what residents would like to see developed on the Big Pine Swimming Hole site. County Staff will organize and facilitate this public meeting, Littlejohn will assist in the development of survey questions for possible passive park improvements. One important question will include "no development at all ". The survey will be distributed to residents in attendance at the meeting. Littlejohn and the County will evaluate the findings to make the best determination on how to proceed. B. Based on the public survey information and staff direction, Littlejohn will develop a conceptual master. ,Upon approval by county staff, this master plan will serve as the basis of design to proceed with the construction documentation effort for the project. The master plan will be a rendered document that locates and describes the physical alternatives and improvement that are being proposed for the site. Phase II Phase Il will include both construction documentation development and permitting as outlined below. Littlejohn will provide the project management needed for coordination of sub - consultants. We understand that the scope of the Project includes a new scenic overlook park for Big Pine Key. Project improvements will .include vegetation clearing a gravel drive and parking area, pedestrian walks. Littlejohn along with its sub - consultants will develop construction documents that represent the approved conceptual master plan. Our professional services will involve developing construction documents to be reviewed at 75 %, 100% and final bid documents. We understand that Littlejohn will be required to coordinate document reviews with applicable agencies, including Monroe County, the Florida Department of Transportation (FDOT), the Florida Department of Environmental Protection (FDEP), and the South Florida Water Management District (SFWMD). Our Phase 11 Scope of Service will include: • Environmental Review and Permitting • Survey • Site Planning and Landscape Architecture • Civil Engineering and Permitting Below is a detailed description of the proposed services: I . Environmental Review and Permitting Environmental will provide general design assistance including establishing areas suitable for development, areas to be avoided, identification of local issues that would impact project design, participation in scoping and design meetings as needed to develop a successful project Specifically these services will include: 0 Littlejohn Trish Smith March 10, 2015 Big Pine Key Scenic Overlooks Page 3 of 8 A. Environmental Baseline Assessment / Existing Conditions Report A baseline environmental report will be completed that identifies and describes all environmental resources present on the project site including wetlands and other habitats. Wetland habitats will be delineated using State of Florida criteria, and the delineation coordinated with the local FDEP office. Habitat lines will be flagged for survey (by Avirom). The report will include mapping of protected vegetation per the requirements of Monroe County Planning and Environmental Resources and an assessment of impacts to protected vegetation resulting from the proposed project design. A benthic assessment of the swimming hole will be completed based on project design elements such as a kayak launch. B. Endangered Species Assessment and Coordination The project is located on Big Pine Key, and is known for potential suitable habitat for several species listed as Threatened or Endangered. The project is located within the Focus Area (or buffer) for the Key deer, Lower Keys marsh rabbit, and silver rice rat Development projects on Big Pine Key are regulated via the Big Pine Key Habitat Conservation Plan (HCP), and any impacts to listed species must be assessed and addressed through the HCP. We will complete the required endangered species assessments and coordinate with Monroe County Planning and Environmental Resources and the U.S. Fish and Wildlife Service as needed to obtain the appropriate approvals. C. FDOT / NEPA Environmental Documentation The project will need FDOT approval and must comply with Federal NEPA requirements. We will assist in the development of the appropriate NEPA Class of Action by preparing required NEPA assessment and documentation, and coordinating with FDOT District 6 to obtain the appropriate approvals. D. Environmental Permitting At this point in the project it is not clear what if any environmental permits are required. Depending on the extent of proposed improvements, the following regulatory permits may be required based on site improvements: I. Florida Department of Environmental Protection (FDEP): FDEP permits may be required for projects that impact shoreline resources (e.g. kayak .launch), disturbed wetlands, or trimming of mangrove vegetation. 2. South Florida Water Management District ( SFWMD): SFWMD permits could be required for stormwater improvements depending on the extent of improvements. SFWMD and FDEP have a delegation agreement that dictates which agency has regulatory authority over a project depending on the project design. 3. Monroe County Planning and Environmental Resources: