04/24/2014 Agreement AMY NEAVILIN, CPA
CLERK OF CIRCUIT COURT & COMPTROLLER
MONROE COUNTY,FLORIDA
DATE: April 24 2014
TO: Judy Clarke, PE
Director of Engineering
ATTN: Pam Hancock
FROM: Vitia Fernandez, D.C.
At the April 24, 2014 Board of County missioner's meeting the Board granted approval and authorized
execution of Item BI Approval of a Resolution of a Maintenance Memorandum of Agreement with
Florida Department of Transportation (FDOT) to provide maintenance of the Bayside Trail Shared Use
Path upon completion of construction.
Enclosed are four (4) duplicate originals executed on behalf of Monroe County,for your handling.
Please be sure to return two fully executed duplicate originals as soon as possible. Should you have any
questions,please feel free to contact me.
Cc: County Attorney(w/o documents)
Financf
File
500 Whitehead Street Suite 101,PO Box 1980,Key West,FL 33040 Phone:305-295-3130 Fox:305-295-3663
3117 Overseas Highway,Marathon,FL 33050 Phone:305-289-6027 Fax:305-289-6025
88820 Overseas Highway,Plantation Key,FL 33070 Phone:852-7145 Fax:305-852-7146
FLORIDA DEPARTMENT OF TRANSPORTATION
SHARED USE PATH, PAVEMENT MARKINGS, LANDSCAPING,
DRAINAGE AND SIGNAGE
MAINTENANCE MEMORANDUM OF AGREEMENT
WITH
MONROE COUNTY
This AGREEMENT, entered into on 0 / 1 , 201�}, by and
between the STATE OF FLORIDA DEPARTMENT TRANSPORTATION, an
agency of the State of Florida, her Lei
called the
DEPARTMENT, and MONROE COUNTY, a political subdivision of the
State of Florida, hereinafter called the COUNTY, and
collectively referred to as the PARTIES.
RECITALS:
A. The DEPARTMENT has jurisdiction over State Road (S.R. )
5/US-1/Overseas Highway from Bay Drive (MM 99.9) to 1850
feet north of Linda Drive (MM 106.25) on the Bayside, which
is located within the limits of the COUNTY; and
B. The DEPARTMENT, pursuant to Contract # ARA97, has agreed to
have the COUNTY design and construct a Shared Use Path and
beautification improvements on the Bayside of S .R. 5/US-
i/Overseas Highway from Bay Drive to 1850 feet north of
Linda Drive, the limits of which are described in the
attached Exhibit 'A' (the PROJECT LIMITS) , which by
reference shall become a part of this AGREEMENT; and
C . The COUNTY will construct a Shared Use Path with the
associated pavement markings , landscaping, drainage and
signage systems in accordance with the design plans
referenced in Contract # ARA97 (the "Project" ) ; and
D. The PARTIES to this AGREEMENT mutually recognize the need
for entering into an agreement designating and setting
forth the responsibilities of each party with regards to
the maintenance of the Shared Use Path, pavement markings,
landscaping, drainage and signage systems installed
pursuant to the Project; and
E. The COUNTY, by Resolution NO. DiS-2014 , dated
. 17Vil9649014 , attached hereto as Exhibit `B' , which by
reference shall become a part of this AGREEMENT, desires to
enter into this AGREEMENT and authorizes its officers to do
so.
F. To the extent permitted by law, the COUNTY shall
Maintenance Memorandum of Agreement between Florida Department of Transportation and Monroe County
Page 1 of 13
appropriate in its annual budget, for each Fiscal Year,
funds lawfully available to satisfy its maintenance
responsibilities under this AGREEMENT.
NOW, THEREFORE, for and in consideration of the mutual
benefits contained herein and other good and valuable
consideration, the PARTIES covenant and agree as follows :
1. RECITALS
The recitals in this AGREEMENT are true and correct, and
are incorporated herein by reference and made a part
hereof .
2. DEPARTMENT RESPONSIBILITIES
a) The following term, as used in this AGREEMENT, is defined
as follows :
i . "SHARED USE PATH" - Asphalt shared used path,
including all other construction elements
such as stabilization, base, detectable
warning surfaces, concrete approaches, new
drainage features including French drains,
landscaping, new signs, new pavement markings
and Raised Pavement Markers (RPMs) . The
limits of the path are further defined to
extend horizontally 5 feet on either side
and extend vertically 10 feet over the path
within the PROJECT LIMITS.
b) Assignment
The PARTIES agree that the execution of this AGREEMENT
shall constitute an assignment of all maintenance
responsibilities pertaining to the landscaping systems
within the PROJECT LIMITS to the COUNTY in perpetuity
upon the COUNTY's release of its contractor from further
warranty work and responsibility, as set forth in Section
580-5 of the DEPARTMENT'S Standard Specification for Road
and Bridge Construction. Additionally, the PARTIES agree
that all maintenance responsibilities pertaining to the
Shared Use Path, pavement markings, drainage and signage
systems shall be assigned to the COUNTY in perpetuity
upon the DEPARTMENT'S issuance of the Notice of Final
Acceptance of the Project to its contractor
3. COUNTY'S MAINTENANCE RESPONSIBILITIES
Maintenance Memorandum of Agreement between Honda Department of Transportation and Monroe County
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Upon DEPARTMENT'S issuance of the Notice of Final Acceptance
of the Project to its contractor, the COUNTY shall maintain
the Shared Use Path, pavement markings, signage, drainage
and landscape in accordance with all applicable DEPARTMENT
guidelines, standards, and procedures, which shall include
but shall not be limited to the Maintenance Rating Program
(MRP) Handbook, as may be amended from time to time.
Additionally, the COUNTY shall maintain the landscape in
accordance with the International Society of Arboriculture
standards, guidelines, and procedures, as may be amended
from time to time, and in accordance with the standards set
forth in the Project Plans, and in the Project
Specifications and Special Provisions . The COUNTY's
maintenance obligations shall include but not be limited to:
a) Removing and disposing of litter and debris from the
Shared Use Path, pavement markings, drainage features and
landscaped areas in accordance with all applicable
government rules, regulations, policies, procedures,
guidelines, and manuals, as amended from time to time.
b) Maintaining a service log of all maintenance operations
that sets forth the date of the maintenance activity, the
location that was maintained, and the work that was
performed.
c) Submitting Lane Closure Requests to the DEPARTMENT when
maintenance activities will require the closure of a
traffic lane in the DEPARTMENT's right-of-way. Lane
closure requests shall be submitted through the District
Six Lane Closure Information System, to the DEPARTMENT'S
area Permit Manager and in accordance with the District
Six Lane Closure Policy, as may be amended from time to
time.
3.1 Landscape:
a) Pruning all plant materials, which include trees, shrubs
and ground covers, and parts thereof . This requirement
is applicable to all new landscaped areas and all
existing landscaped areas adjacent to the Shared Use
Path, per the MRP Handbook.
b) Removing and properly disposing of dead, diseased or
otherwise deteriorated plants in their entirety, and
replacing those that fall below the standards set forth
in the Project Plans and in the Project Specifications,
incorporated herein by reference, and all applicable
DEPARTMENT guidelines, standards and procedures, as may
be amended from time to time. All replacement materials
Maintenance Memorandum of Agreement between Florida Department of Transportation and Monroe County
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shall be in accordance with the Project Plans and the
Project Specifications and Special Provisions.
c) Mulching all plant beds and tree rings .
d) Removing and disposing of all undesirable vegetation
including but not limited to weeding of plant beds and
removal of invasive exotic plant materials .
e) Watering and fertilizing all plants as needed to maintain
the plant materials in a healthy and vigorous growing
condition.
f) Paying for all water use and all costs associated
therewith.
g) Removing and disposing of all trimmings, roots, branches,
litter, and any other debris resulting from the
activities described by 3 . 1A through 3 .1G.
h) Activities described by 3 . 1A through 3 . 1G are also
required for any relocated trees .
3.2 Shared Use Path:
a) Performing routine and regular inspections of the Shared
Use Path surface to ensure that the surface is fully
functional; identifying damage and/or malfunctions in the
surfaces ; and repairing and/or replacing damaged areas to
ensure surfaces are maintained and that they do not pose
safety hazards for those using or intending to use the
Shared Use Path.
b) The COUNTY shall conduct annual condition surveys of the
surfaces for gaps, settlement, drop-offs , rutting,
raveling, pot holes, delamination, cracking and other
deficiencies described in this AGREEMENT for the life of
the Shared Use Path.
c) Gaps within the surfaces shall not exceed three quarters
(3/4) of an inch. Differential settlement within the
concrete/asphalt surfaces shall not exceed a quarter
(1/4) of an inch in depth.
d) Maintenance and reparation (when needed) of proposed
asphalt aprons around proposed drainage inlets .
e) Paint and reparation (when needed) of proposed security
bollards .
f) Maintenance and reparation (when needed) of proposed
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detectable warning surface as specified in the PLANS and
the latest STANDARD SPECIFICATIONS FOR ROAD AND BRIDGE
CONSTRUCTION
g) Repairing and/or replacing damaged concrete/asphalt
slabs/flags shall be in kind (texture, geometry, color,
strength, etc. ) and in accordance with all applicable
DEPARTMENT guidelines, standards, and all applicable
American with Disabilities Act (ADA) requirements, as
amended from time to time.
h) When remedial action is required in accordance with the
above requirements, the COUNTY at its own expense shall
complete all necessary repairs within ninety (90) days of
the date the deficiency is identified.
3.3 Pavement Markings, RPMs and Signage:
a) Sweep the pavement marking surfaces periodically to keep
them free of debris and to maintain an aesthetically
pleasing condition. A light pressure washing may be
necessary for heavy stain removal or cleaning.
b) Remove and properly dispose of litter from the pavement
marking surfaces .
c) For any routine repairs or replacement due to noticeable
color scarring or surface deterioration of the pavement
markings, the product authorized installer should be
contacted.
d) Maintenance of all proposed signage including sign panels
and supports (posts) and thermoplastic pavement markings
(including RPMs) within project limits per the MRP
Handbook.
e) When remedial action is required in accordance with the
above requirements, the COUNTY shall complete all
necessary repairs at its own expense within ninety (90)
days of the date the deficiency is identified.
3.4 Drainage Features:
a) The proposed Shared Use Path will reduce the pervious
swale areas . As such, the COUNTY shall maintain all
drainage features constructed under this project.
b) Maintain the drainage system operating as designed by
cleaning and desilting the drainage system, including
pipes, structures, and French drains, from debris and
other material that can accumulate throughout the life of
the system. Fix all damaged drainage systems .
Maintenance Memorandum of Agreement between Ronda Department of Transportation and Monroe County
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c) Performing routine and regular inspection of the drainage
features to assure that the systems are fully functional;
identifying damage and/or malfunctions to the system(s) ;
and repairing and/or replacing broken components .
d) The COUNTY shall conduct annual condition surveys of the
drainage features for deficiencies described in this
AGREEMENT for the life of the Shared Use Path.
e) When remedial action is required in accordance with the
above requirements, the COUNTY at its own expense shall
complete all necessary repairs within twenty (20) days of
the date the deficiency is identified.
The DEPARTMENT may, at its sole discretion, perform periodic
inspection of the Shared Use Path, signage, drainage,
pavement markings and landscape to ensure that the COUNTY is
performing its duties pursuant to this AGREEMENT. The
DEPARTMENT shall share with the COUNTY its inspection
findings, and may use those findings as the basis of its
decisions regarding maintenance deficiencies, as set forth
in Section 4 of this AGREEMENT. The COUNTY is responsible
for obtaining copies of all applicable rules, regulations,
policies, procedures, guidelines, and manuals, and the
Project Specification and Special Provisions, as may be
amended from time to time.
4. MAINTENANCE DEFICIENCIES
If at any time it shall come to the attention of the
DEPARTMENT that the COUNTY's responsibilities as
established herein are not being properly accomplished
pursuant to the terms of this AGREEMENT, the DEPARTMENT may,
at its option, issue a written notice, in care of the
COUNTY MANAGER, to notify the COUNTY of the maintenance
deficiencies . From the date of receipt of the notice, the
COUNTY shall have a period of thirty (30) calendar days,
within which to correct the cited deficiency or
deficiencies . Receipt is determined in accordance with
Section 5 of this AGREEMENT.
If said deficiencies are not corrected within this time
period, the DEPARTMENT may, at its option, proceed as
follows :
a. Maintain the Shared Use Path, pavement markings,
signage, drainage and landscape, or a part thereof and
invoice the COUNTY for expenses incurred; or
b. Terminate this AGREEMENT in accordance with Section 7,
Maintenance Memorandum of Agreement between Florida Department of Transportation and Monroe County
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remove any or all the Shared Use Path, pavement
markings, signage and landscape located within the
PROJECT LIMITS, and charge the COUNTY the reasonable
cost of such removal .
5. NOTICES
All notices, requests, demands, consents, approvals, and
other communication which are required to be served or
given hereunder, shall be in writing and shall be sent by
certified U.S. mail, return receipt requested, postage
prepaid, addressed to the party to receive such notices as
follows :
To the DEPARTMENT: Florida Department of Transportation
1000 Northwest 111 Avenue, Room 6205
Miami, Florida 33172-5800
Attn: District Maintenance Engineer
To the COUNTY: Monroe County
County Administrator' s Office
1100 Simonton Street
Key West, Florida 33040
Attention: County Administrator
Notices shall be deemed to have been received by the end of
five (5) business days from the proper sending thereof
unless proof of prior actual receipt is provided.
6. REMOVAL, RELOCATION OR ADJUSTMENT OF THE SHARED PATH.
PAVEMENT MARKINGS, SIGNAGE, DRAINAGE AND LANDSCAPE
a. The PARTIES agree that the Shared Use Path, pavement
markings, signage, drainage and landscape addressed by
this AGREEMENT may be removed, relocated or adjusted at
any time in the future, at the DEPARTMENT'S sole
discretion. In the event that the DEPARTMENT relocates
or adjusts the Shared Use Path, pavement markings,
signage and Landscape, the COUNTY's maintenance
responsibilities will survive the relocation or
adjustment, as long as the materials remain within the
Project Limits.
7. TERMINATION
This AGREEMENT is subject to termination under any one of
the following conditions :
a. By the DEPARTMENT, if the COUNTY fails to perform its
duties under Section 3 of this AGREEMENT, following the
thirty (30) days written notice, as specified in
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Section 4 of this AGREEMENT.
b. In accordance with Section 287 . 058 (1) (c) , Florida
Statutes, the DEPARTMENT shall reserve the right to
unilaterally cancel this AGREEMENT if the COUNTY
refuses to allow public access to any or all documents,
papers, letters, or other materials made or received by
the COUNTY pertinent to this AGREEMENT which are
subject to provisions of Chapter 119, of the Florida
Statutes .
c. If mutually agreed to by both parties, upon thirty (30)
days advance notice. An agreement to terminate shall
be valid only if made in writing and executed with the
same formalities as this AGREEMENT.
8. TERMS
a. The effective date of this AGREEMENT shall commence
upon execution by the PARTIES. This AGREEMENT shall
continue in perpetuity or until termination as set
forth in Section 7 .
b. E-verify
The COUNTY / Contractors or Vendors :
i . shall utilize the U.S. Department of
Homeland Security' s E-Verify system to
verify the employment eligibility of all new
employees hired by the Vendor/Contractor
during the term of the contract; and
ii . shall expressly require any subcontractors
performing work or providing services
pursuant to the state contract to likewise
utilize the U.S . Department of Homeland
Security's E-Verify system to verify the
employment eligibility of all new employees
hired by the subcontractor during the
contract term.
The COUNTY shall insert the above clause into any
contract entered into by the COUNTY with vendors or
contractors hired by the COUNTY for purposes of
performing its duties under this AGREEMENT.
c. This writing embodies the entire AGREEMENT and
understanding between the PARTIES hereto and there are
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no other agreements and understanding, oral or written,
with reference to the subject matter hereof that are
not merged herein and superseded hereby.
d. This AGREEMENT shall not be transferred or assigned, in
whole or in part, without the prior written consent of
the DEPARTMENT.
e. This AGREEMENT shall be governed by and constructed in
accordance with the laws of the State of Florida. Any
provisions of this AGREEMENT found to be unlawful or
unenforceable shall be severable and shall not affect
the validity of the remaining portions of the
AGREEMENT.
f. Venue for any and all actions arising out of or in
connection to the interpretation, validity, performance
or breach of this AGREEMENT shall lie exclusively in a
state court of proper jurisdiction in Leon County,
Florida.
g. A modification or waiver of any of the provisions of
this AGREEMENT shall be effective only if made in
writing and executed with the same formality as this
AGREEMENT.
i . The section headings contained in this AGREEMENT are
for reference purposes only and shall not affect the
meaning or interpretation hereof.
j . No term or provision of this AGREEMENT shall be
interpreted for or against either Party because the
Party or its legal representative drafted the
provision.
k. The DEPARTMENT is a state agency, self-insured and
subject to the provisions of Section 768 .28, Florida
Statutes, as may be amended from time to time. Nothing
in this AGREEMENT shall be deemed or otherwise
interpreted as waiving the DEPARTMENT'S sovereign
immunity protections, or as increasing the limits of
liability as set forth in Section 768 .28, Florida
Statutes .
9. INDEMUIFICATION
Subject to Section 768 . 28 , Florida Statutes, as may be
amended from time to time, the COUNTY shall promptly
Maintenance Memorandum of Agreement between Florida Department of Transportation and Monroe County
Page 9 of 13
indemnify, defend, save and hold harmless the DEPARTMENT,
its officers, agents, representatives and employees from
any and all losses, expenses, fines, fees, taxes,
assessments , penalties, costs, damages, judgments, claims ,
demands, liabilities, attorneys fees, (including regulatory
and appellate fees) , and suits of any nature or kind
whatsoever caused by, arising out of, or related to the
COUNTY's exercise or attempted exercise of its
responsibilities as set out in this AGREEMENT, including
but not limited to, any act, action, neglect or omission by
the COUNTY, its officers, agents, employees or
representatives in any way pertaining to this AGREEMENT,
whether direct or indirect, except that neither the COUNTY
nor any of its officers, agents , employees or
representatives will be liable under this provision for
damages arising out of injury or damages directly caused or
resulting from the sole negligence of the DEPARTMENT.
The COUNTY's obligation to indemnify, defend and pay for
the defense of the DEPARTMENT, or at the DEPARTMENT'S
option, to participate and associate with the DEPARTMENT in
the defense and trial of any claim and any related
settlement negotiations, shall be triggered immediately
upon the COUNTY's receipt of the DEPARTMENT'S notice of
claim for indemnification. The notice of claim for
indemnification shall be deemed received if the DEPARTMENT
sends the notice in accordance with the formal notice
mailing requirements set forth in Section 5 of this
AGREEMENT. The DEPARTMENT'S failure to notify the COUNTY
of a claim shall not release the COUNTY of the above duty
to defend and indemnify the DEPARTMENT.
The COUNTY shall pay all costs and fees related to this
obligation and its enforcement by the DEPARTMENT. The
indemnification provisions of this section shall survive
termination or expiration of this AGREEMENT, but only with
respect to those claims that arose from acts or
circumstances which occurred prior to termination or
expiration of this AGREEMENT.
The COUNTY's evaluation of liability or its inability to
evaluate liability shall not excuse the COUNTY' s duty to
defend and indemnify the DEPARTMENT under the provisions of
this section. Only an adjudication or judgment, after the
highest appeal is exhausted, specifically finding the
DEPARTMENT was solely negligent shall excuse performance of
Maintenance Memorandum of Agreement between Florida Department of Transportation and Monroe County
Page 10 of 13
this provision by the COUNTY.
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IN WITNESS WHEREOF, the parties hereto have caused these
presents to be executed the day and year first above written.
MONROE COUNTY: STATE OF FLORIDA
DEPARTMENT OF TRANSPORTATION:
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.. Transportation
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ATTEST: , 1/
COUNTY lerk - ea---J7/ Executi Secretary
MONROE COUNTY ATTORNE ' -
APPROVED AS TTpO FORM: L- ` "-,"..t. IEW:
LAIDnet hi
CHRISTINE M. M
CHRISTINE M. LIMBERT-BARROWS
ASSISTANT CO ry�Y ATTORNEY a _
BY:Date _ 14117�14 BY:
COUNTY Attorney District Chief ounsel
Maintenance Memorandum of Agreement between Florida Department of Transponation and Monroe County
Page 11 of 13
EXHIBIT `A '
PROJECT LIMITS
Below are the limits of the Shared Use Path, pavement markings,
signage, drainage and landscape to be maintained under this
AGREEMENT.
State Road Number: 5/0S-1/Overseas Highway
Agreement Limits: From Bay Drive (MM 99 .9) to
1850 feet north of Linda Drive (MM 106.25) on
the Bayside
County: Monroe
Maintenance Memorandum of Agreement between Florida Department of Transportation and Monroe County
Page 12 of 13
EXHIBIT 'B'
MONROE COUNTY RESOLUTION
To be herein incorporated once ratified by the COUNTY Board of
Commissioners .
Maintenance Memorandum of Agreement between Florida Department of Transportation and Monroe County
Page 13 of 13
RESOLUTION NO. 079 -2014
WHEREAS, the DEPARTMENT has jurisdiction over State Road (S.R.)
-51US-1/Overseas Highway from Bay Drive (MM 99.9) to 1850 feet north of Linda
Drive (MM 106.25) on the Bayside, which is located within the limits of the COUNTY;
and
TMIA - MITTIVIR3 U11 LIM DUYSIUC QTTA.'T7r'T-'7/uversc77 n7gaway Trurnday Tinve Eo I 6:)V
feet north of Linda Drive,
WHEREAS, the COUNTY will construct a Shared Use Path with the associated
pavement markings, landscaping, drainage and signage systems in accordance with dri
design plans referenced in Contract # ARA97(the "Project"); and
WHEREAS, the PARTIES to this AGREEMENT mutually recognize the need
For entering into an agreement designating and setting forth the responsibilities of each
party with regards to the maintenance of the Shared Use Path, pavement markings,
flandscaping, drainage and signage systems installed pursuant to the Project; and
WHEREAS, the recitals set forth above are true and correct and are deemed to be
restated herein.
The Shared Use Path, Pavement Markings, Landscaping, Drainage and Signage
Maintenance Memorandum of Agreement between the State of Florida Department of
Transportation and Monroe County, Florida is hereby approved.
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Mayor Sylvia Murphy
Yes
Mayor Pro To Danny Kolhage
Yes
Commissioner George Ne ent
Yes
Commissioner Heather Carruthers
Yes
Commissioner David Rice
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BOARD
BEAVILIN, Clerk OF MOD
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, / y 14
MONROT-- COUNTY AT"ORNEY
APPROVED AS TO FORM:
2Ls tt t QL�1—
CHRISTINE M. LIMBERT-BA-IROWS
ASSISTANT COUNTY ATTORNEY
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