06/15/2016 Agreement AMY HEAVILIN, CPA
CLERK OF CIRCUIT COURT & COMPTROLLER
MONROE COUNTY,FLORIDA
DATE: June 24, 2016
TO: Bob Shillinger,
County Attorney
ATTN: Chris Ambrosio, Assistant County Attorney
FROM: Cheryl Robertson Executive Aide to the Clerk of Court & Comptroller d
At the June 15, 2016 Board of County Commissioner's meeting the Board granted approval and
authorized execution of Item S3 Approval of Settlement Agreement in Monroe County v. Construct
Group Corp. (CGC) et. al. and CGC v. County, et. al., case no. 15-CA-000844-A001KW, and case no.
15-CA-000563-P and to authorize the County's outside counsel to execute the Settlement Agreement.
cc: County Attorney (electronic copy)
Finance (electronic copy)
File
500 Whitehead Street Suite 101,PO Box 1980,Key West,FL 33040 Phone:305-295-3130 Fax: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
SETTLEMENT AGREEMENT
This Settlement Agreement is made and entered into this 15th day of June 2016, by and
between the following parties and entities:
MONROE COUNTY BOARD OF COUNTY COMMISSIONERS, a
political subdivision of the State of Florida, (referred to hereinafter as"MONROE
COUNTY"); and
CONSTRUCT GROUP CORPORATION, a Florida corporation, (referred
to hereinafter as"CGC");and
BERKLEY REGIONAL INSURANCE COMPANY, a foreign
corporation,(referred to hereinafter as"BERKLEY");and
METRIC ENGINEERING, INC., a Florida corporation, (referred to
hereinafter as"METRIC");and
EAC CONSULTING, INC., a Florida corporation, (referred to hereinafter
as"EAC");and
SHARI J. RAMIREZ, P.E., an individual, (referred to hereinafter as
`RAMIREZ").
RECITALS
WHEREAS,on or about January 16,2014, MONROE COUNTY and CGC entered into a
Contract (hereinafter referred to as the"Contract") for CGC to serve as the general contractor on
the project known as CR 905 Bike Lanes Construction Project, in Key Largo, Florida
(hereinafter referred to as"the Project");and
WHEREAS, CGC was required, pursuant to the Contract documents, to perform,
supervise and direct all work, including, but not limited to, construction of bicycle lanes on both
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sides of CR 905 for an approximate distance of 11 miles in accordance with plans prepared by
EAC,and to provide a Performance Bond to MONROE COUNTY to guarantee the performance
of CGC in regard to execution of the Contract; and
WHEREAS, BERKLEY, in accordance with the requirements of the Contract, provided
Public Construction Bond No: 0156004 (hereinafter referred to as the "Bond"), which
guaranteed the performance of CGC in regard to the execution of the Contract; and
WHEREAS, on or about January 16, 2014, MONROE COUNTY entered into a Contract
with METRIC to undertake Construction Engineering and Inspection Services on the Project;
and
WHEREAS, on or about January 23, 2015, MONROE COUNTY provided notice to
CGC advising CGC that MONROE COUNTY considered CGC to be in default of the Contract
because of defective and non-conforming work, and made demand on CGC to correct all
defective work that had been rejected by MONROE COUNTY, and CGC disputed being in
default and rejected MONROE COUNTY's position; and
WHEREAS, on or about February 20, 2015, MONROE COUNTY provided a second
notice to CGC, advising CGC that MONROE COUNTY considered CGC to be in default of the
Contract for failing and refusing to complete the remaining Contract work unaffected by the
remedial work,and CGC disputed being in default and rejected MONROE COUNTY's position;
and
WHEREAS, on or about January 23, 2015, MONROE COUNTY placed BERKLEY on
notice of claims against the Performance Bond that BERKLEY issued on behalf of CGC, and
BERKELY rejected MONROE COUNTY's claims; and
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WHEREAS, on or about January 23, 2015, MONROE COUNTY provided notice to
METRIC, advising METRIC that MONROE COUNTY considered METRIC to be in default of
the contract between MONROE COUNTY and METRIC, and METRIC disputed being in
default and rejected MONROE COUNTY's position;and
WHEREAS, on or about February 27, 2015, pursuant to the provisions of MONROE
COUNTY's Contracts with CGC and METRIC, and after providing required notice of same,the
parties engaged in a meet and confer conference in an effort to resolve the issues that were the
subject of the contested notices of default issued by MONROE COUNTY; and
WHEREAS, subsequent to the meet and confer conference, MONROE COUNTY and
CGC agreed that CGC would proceed to complete all remaining incomplete work that was not
affected by the work that was the subject of the previous contested default notices and METRIC
agreed to continue to provide, and did in fact continue to provide its CEI services in relation to
CGC's performance of the remaining work; and in so doing expended three hundred twelve
(312)man hours having a value of$23,565.12; and
WHEREAS, on or about August 26, 2015, MONROE COUNTY brought an action
against CGC for Breach of Contract and against BERKLEY for Breach of the Perfonnance
Bond, in a lawsuit styled Monroe County Board of County Commissioners v. Construct Group
Corp., and Berkley Regional Insurance, Case No. 15-CA-000844-A001 KW, filed in the Circuit
Court in and for Monroe County,Florida; and
WHEREAS, on or about August 27, 2015, CGC brought an action against MONROE
COUNTY for Breach of Contract, in a lawsuit styled Construct Group Corp., v. Monroe County
Board of County Commissioners, Case No. 15-CA-000563-P, filed in the Circuit Court in and for
Monroe County,Florida; and
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WHEREAS,on or about August 27,2015,the Parties engaged in a mediation conference
in a further effort to resolve the claims and disputes; and
WHEREAS, on or about September 24, 2015, CGC filed an Amended Complaint in Case
No. 15-CA-00563, in which it added a claim for Professional Negligence against EAC, and a
claim for Professional Negligence against RAMIREZ; and
WHEREAS, all Parties in the above-referenced Lawsuits deny responsibility for any and
all of the claims brought and defaults filed against them;and
WHEREAS, the Parties, each of whom is represented by counsel, or have had an
opportunity to be represented by counsel, recognize their respective rights and obligations, and
now desire to settle the above-referenced Lawsuits as well as any and all claims and/or
allegations of default which were or could have been brought in the Lawsuits or arising from the
CR 905 Bike Lanes Construction Project or the Contracts between the Parties relating to the
Project.
NOW THEREFORE, for and in consideration of the payment(s) and mutual promises,
covenants, representations and conditions contained herein, and for other good and valuable
consideration, the receipt and sufficiency of which is hereby acknowledged,the following are the
terms and conditions of this Settlement Agreement:
1. Recitals and Representations. The above recitals and representations are
true and correct and incorporated herein.
2. Compromise Settlement. The Parties agree that this Settlement Agreement is
a full and final settlement of all disputed claims, and that it is neither intended nor to be
interpreted as an admission of fault, liability, or legal responsibility on the part of the settling
parties, said fault, responsibility, legal liability and allegations of default being expressly denied.
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It is understood and agreed that this Settlement Agreement is made as a compromise to avoid the
expense of litigation.
3. Condition Precedent. A condition precedent to the effectiveness of the
Settlement Agreement and the Limited Mutual Waiver and Release, attached hereto as Exhibit
"A", (hereinafter referred to as the "Limited Mutual Waiver and Release") is approval of the
Settlement Agreement and Limited Mutual Waiver and Release by the Monroe County Board of
County Commissioners. If the Board does not approve the Settlement Agreement and the
Limited Mutual Waiver and Release, the Settlement Agreement and Limited Mutual Waiver and
Release shall be deemed null and void ab initio, treated as though the Settlement Agreement and
Limited Mutual Waiver and Release had never been executed, and shall not be admissible in any
proceeding, including but not limited to the Lawsuits,for any purpose.
---- ----4. Payment to Monroe County. In consideration of MONROE COUNTY's
release and promises described in this Settlement Agreement and the Limited Mutual Waiver and
Release, the following payments and/or compensation, as further described below, shall be
issued to MONROE COUNTY:
A. CGC and BERKLEY agree to pay MONROE COUNTY the sum of One Hundred
Forty-Five Thousand Dollars ($145,000.00), which payment shall be in the form of a reduction
in the final payment to be paid to CGC by MONROE COUNTY from the current contract
balance of$503,307.25;
B. METRIC agrees to pay MONROE COUNTY the sum of Fifty-Five Thousand Dollars
($55,000.00)which payment shall be in the form of a forfeiture of METRIC'S remaining contract
balance for the work on the subject project in the amount of Eighteen Thousand Four Hundred
Forty-Five and 08/100 Dollars ($18,445.08), and a payment in the amount of Thirty-Six
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Thousand Five Hundred Fifty-Four and 92/100 Dollars($36,554.92);("METRIC cash settlement
payment").
C. In addition to A and B above, this Settlement Agreement also includes a payment by
EAC and RAMIREZ to CGC in the amount of Twenty Thousand Dollars ($20,000.00)
("EAC/RAMIREZ settlement payment").
D. METRIC's "cash settlement payment" in the amount of$36,554.92 shall be paid to
MONROE COUNTY within thirty (30) days of the approval of this Settlement Agreement by
Monroe County Board of Commissioners.
E. The EAC/RAMIREZ settlement payment shall be paid to CGC within thirty(30)
days of the execution of the Settlement Agreement by the Parties and EAC/RAMIREZ shall be
released by all Parties immediately, except for latent defects described below in Section 8 and 9,
as EAC/RAMIREZ has no outstanding responsibilities to perform as part of this Agreement.
F. The remaining contract balance owed to CGC in the amount of Three Hundred
Fifty-Eight Thousand Three Hundred Seven and 25/100 Dollars ($358,307.25) shall be paid
within thirty (30) days of the approval of this Settlement Agreement by the Monroe County
Board of Commissioners m!completion of those items set forth below:
I. CGC shall issue a Final Contractor's Application for Payment to
MONROE COUNTY and METRIC pursuant to Article 9.10 of the General Conditions of the
Contract for Construction within five calendar days after CGC completes the work identified in
(5)below;
2. Along with the Final Contractor's Application for Payment, CGC shall
submit in accordance with Section 1.6(A) of Contract Section 01027 an: (i) executed Final
Release of Lien,which MONROE COUNTY will hold in trust until the final payment due CGC
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in accordance with this Agreement is submitted in cleared funds, (ii) conditional Releases or
Waivers of Lien from Subcontractors and Suppliers, (hi) a Consent of Surety to Final Payment,
and(iv) CGC Affidavit of Payment of Debts and Claims form.
3.
a. Within five calendar days of receiving CGC's Final Contractor's Application for
Payment, METRIC shall conduct a final walk-through with CGC and MONROE COUNTY for
purposes of issuing and shall issue the final Project Certificate for Payment pursuant to Article 6
of the Contract if it agrees CGC's work is in conformance with the Contract. If METRIC does
not agree, within that same five calendar day period, METRIC shall provide CGC and
MONROE COUNTY written notice as to what is required before METRIC can issue the final
Project Certificate for Payment.
-- --- b. Any reasonable time expended by METRIC to inspect CGC's installation of
reflectorized (Glass Bead) painted "bike man" symbols with arrows, which shall not exceed
three days /twenty-four hours of billed time, shall be accomplished at the same monetary rate as
provided in its contract with MONROE COUNTY. The time required for METRIC to conduct
the final walk through referred to in 3.a above, and any time associated with finalizing the record
drawings is included in the amounts previously billed by METRIC pursuant to its Contract. In
the event METRIC does not approve any portion of CGC's Work during the final walk-through
referred to in 3.a above, and such non-approval results in further inspection(s) by METRIC,
METRIC shall be entitled to submit an invoice to MONROE COUNTY for the time for such re-
inspection, which shall not exceed an additional three days 1 twenty-four hours of billed time at
the same monetary rate as provided in the METRIC/MONROE COUNTY Agreement.
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4. Installation of approved thermoplastic 6" edge striping repairs near the Card
Sound Road which consist of applying or repairing striping where needed at edge of travel lane;
and removal of excess thermoplastic material left during installation at the edge of north bound
travel lane immediately south of Card Sound Road intersection with CR905.
5. Installation and approved reflectorized (Glass Bead) painted bike man
symbols with arrows. Upon completion of such work, CGC may include in its final billing the
remaining amount for this line item of work at the Contract's unit prices, as well as reasonable
costs for MOT, not to exceed three days or twenty-four hours of MOT cost/time utilizing the
limited temporary MOT previously employed during the course of the Project.
6. An updated list of subcontractors used on the project.
5. Limited Mutual Waiver and Release. Upon approval by the Monroe
County-Board of County Commissioners of the Settlement Agreement and the Limited Mutual
Waiver and Release, execution of the Settlement Agreement by the Parties, and upon payment of
the Settlement Amount, the Parties will execute and exchange the Limited Mutual Waiver and
Release in the form attached hereto as Exhibit 'A'. MONROE COUNTY also states that it will
not initiate debarment proceedings against either CGC or METRIC as a result of the alleged
actions or inaction of either party that are the subject of the contested default notices issued by
MONROE COUNTY. If asked in any subsequent public or private bid or application for work
whether CGC or METRIC has ever been defaulted or assessed liquidated damages, CGC and
METRIC shall be entitled to respond "NO" to that question by virtue of this Settlement
Agreement.
6. CGC's Responsibility as the General Contractor of the Project.
Notwithstanding the Limited Mutual Waiver and Release entered into by the Parties, CGC shall
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remain responsible to address any latent defect or other undiscovered latent defect related to the
construction work performed on the Project in accordance with the time limitation provided
under Florida law. As of the date this Settlement Agreement is signed, MONROE COUNY and
GGC affirm and represent it is not aware of any defect or design errors and omissions that exist
associated with the Project work.
7. METRIC's Responsibility as CEI for MONROE COUNTY. Notwithstanding
the Limited Mutual Waiver and Release entered into by the Parties, METRIC shall remain as the
CEI on the Project in the event any latent or other undiscovered defect in the work is discovered
or manifests itself subsequent to the date of this Agreement and for fulfillment of all remaining
responsibilities included in the CEI Contract.
8. EAC's Responsibility as Engineer of Record. Notwithstanding the Limited
Mutual Waiver and Release entered into by the Parties, EAC shall remain responsible for the
design of and administration of the design of the Project in the event any latent defect is
discovered or manifests itself subsequent to the date of this Agreement provided that such latent
defect is not a result of or arising out of the remaining performance of this Agreement.
MONROE COUNTY affirms and represents that as of the date this Settlement Agreement is
signed, MONROE COUNTY is not aware of any claim MONROE COUNTY has,had or could
have asserted against EAC in the Lawsuits related to the matters at issue in the Lawsuits.
9. RAMIREZ's Responsibility as Engineer of Record. Notwithstanding the
Limited Mutual Waiver and Release entered into by the Parties, RAMIREZ shall remain
responsible for the design of and administration of the design of the Project in the event any
latent or other undiscovered defect in the design of the Project is discovered or manifests itself
subsequent to the date of this Agreement provided that such latent defect is not a result of or
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arising out of the remaining performance of this Agreement. MONROE COUNTY affirms and
represents that as of the date this Settlement Agrccuient is signed, MONROE COUNTY is not
aware of any claim MONROE COUNTY has, had or could have asserted against RAMIREZ in
the Lawsuits related to the matters at issue in the Lawsuits.
10. Costs and Fees. Except as provided below, the Parties agree that each Party
shall bear its own attorneys' fees, costs and expenses arising out of, or connected with, the
Lawsuits, or arising out of, or connected with, the Settlement Agreement and/or the Limited
Mutual Waiver and Release, whether such costs and fees have been incurred prior to the
execution of this Settlement Agreement and/or Limited Mutual Waiver and Release or will be
incurred after their execution.
11. Dismissal With Prejudice. Upon approval of the Settlement Agreement by the
Monroe County Board of County Commissioners, execution of the Settlement Agreement and
the Limited Mutual Waiver and Release by the Parties, and within ten (10) days after the
payment of METRIC's settlement payment to MONROE COUNTY, MONROE COUNTY's
final payment to CGC, and EAC/RAMIREZ's settlement payment to CGC, and clearance of
same on the account upon which each payment is drawn and/or the settlement funds have
otherwise become available to MONROE COUNTY or CGC, and subsequent to CGC's
completion and fulfillment of Paragraph 4(F)(I) through (6) above, and the final payment by
MONROE COUNTY to CGC, MONROE COUNTY, CGC, EAC and RAMIREZ will authorize
and instruct their respective attorneys to sign and file the Stipulation of Dismissal with Prejudice
of the Lawsuits and proposed Final Orders in the form attached hereto as Composite Exhibit"B".
12. Representation by Counsel. The Parties acknowledge that they have been
represented by counsel, or have had an opportunity to be represented by counsel, in connection
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with this Settlement Agreement and Limited Mutual Waiver and Release. The Parties further
acknowledge that no promise, inducement or agreement not herein expressed has been made to
them in connection with this Settlement Agreement, and that the Settlement Agreement is
intended as a final and complete expression of their agreement and understanding with respect to
the subject matter hereof. The terms of this Settlement Agreement are contractual and are not
mere recital. This Settlement Agreement may not be changed, modified, altered or amended
except by written instrument executed by all Parties.
13. Governing Law; Venue. The Settlement Agreement and the Limited Mutual
Waiver and Release shall be construed, interpreted and enforced in accordance with the laws of
the State of Florida. Venue for all disputes, controversies or claims relating to this Settlement
Agreement that involve Monroe County shall remain in the Circuit Court of the Sixteenth
Judicial Circuit,in and for Monroe County,Florida.
14. Binding Effect. This Settlement Agreement shall be binding upon and inure
exclusively to the benefit of the Parties, their predecessors, successors, assigns, parent and
affiliated corporations, subsidiaries, affiliates, officers, principals, directors, employees, agents,
insurance carriers,adjusters and legal representatives.
15. Construction of Agreement. This Settlement Agreement shall not be construed
against the Party preparing it, but shall be construed as if it were prepared jointly by all Parties,
and any uncertainty or ambiguity, or both, shall not be interpreted against any person or entity on
the grounds of the drafting or participation in drafting of such language.
16. Entire Agreement. This Settlement Agreement represents the entirety of all
agreements and understandings of the Parties with respect to the subject matter hereof and
supersedes all prior understandings and agreements, whether written or oral. All prior
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discussions, negotiations, letters, demands, and writings of any kind are fully merged into this
Settlement Agreement and are of no further force or effect and this Settlement Agreement shall
serve as the sole and entire expression of the agreement and understanding of the Parties.
17. Default by CGC or MONROE COUNTY. In the event that CGC or MONROE
COUNTY default in their obligations under this Settlement Agreement, MONROE COUNTY or
its counsel shall send written notice of such default to CGC's and BERKLEY's counsel,
Francisco Touron, III, Taylor Espino Vega & Touron, P.A., 55 Merrick Place, St. 406, Coral
Gables, Florida 33134 by U.S. Mail, Facsimile and/or Email. CGC or its counsel shall send
written notice of such default to MONROE COUNTY's counsel, Ira Libanoff Esq., Ferencik
Libanoff Brandt Bustamante & Goldstein, P.A., 150 S. Pine Island Road, Ste. 400, Plantation,
FL 33324 by U.S. Mail, Facsimile and/or Email. In either case, the party accused of being in
default shall have ten (10) business days from the date of such notice to cure said default.
Should any Party fail to cure the default within the cure period, the non-defaulting party shall be
entitled to enforce the Settlement Agreement's terms and pursue all damages resulting from the
alleged default, as the Court presiding over the Lawsuits shall retain jurisdiction to enforce the
Settlement Agreement's terms until the Stipulation of Dismissal with Prejudice of the Lawsuits
identified in Paragraph II is filed and the Order entered.
18. Default by METRIC. In the event that METRIC defaults in its payment under
this Settlement Agreement, MONROE COUNTY or its counsel shall send written notice of such
default to METRIC's counsel, Eric Peterson, Peterson Bernard, 1550 Southern Boulevard, Suite
300, West Palm Beach, Florida 33406 by U.S. Mail, Facsimile and/or Email, and METRIC shall
have ten (10) business days from the date of such notice to cure said default. Should METRIC
fail to remit payment within the cure period, MONROE COUNTY, in addition to the forfeiture
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of the remaining Contract balance in the amount of $18,477.42, shall, after filing suit against
METRIC for breach of this Agreement to pay, be entitled to the entry of a Consent Final
Judgment against METRIC in the amount of the remaining unpaid balance in the amount of
Thirty-Six Thousand Five Hundred Fifty-Four and 92/100 ($36,554.92), plus interest from the
date the payment was to have been made, plus attorney fees and costs incurred by MONROE
COUNTY in connection with filing suit and obtaining the Final Judgment.
In the event METRIC defaults with respect to any other obligation owed to MONROE
COUNTY pursuant to this Agreeement, MONROE COUNTY reserves its right to recover from
METRIC any and all damages it may incur, as well as reasonable attorney fees, as a result of
such default.
19. Default by EAC and RAMIREZ. In the event EAC or RAMIREZ default in
their-payment to CGC, or any other obligation under this Settlement Agreement, CGC or its
counsel shall send written notice of such default to EAC's and RAMIREZ's counsel, Robert
Cedeno, Robert A. Cedeno, P.A., 3600 Red Road, Ste. 409, Miramar, FL 33025 by U.S. Mail,
Facsimile and/or Email,and EAC and RAMRIEZ shall have ten(10)business days from the date
of such notice to cure said default. Should EAC or RAMRIEZ fail to remit payment within the
cure period, the non-defaulting party shall be entitled to enforce the Settlement Agreement's
terms and pursue all damages resulting from the alleged default, as the Court presiding over the
Lawsuits shall retain jurisdiction to enforce the Settlement Agreement's terms until the
Stipulation of Dismissal with Prejudice of the Lawsuits identified in Paragraph 11 is filed and the
Order entered.
20. Authority of Sienatory. Each of the Parties represents and expressly
warrants that the person whose signature appears below on its behalf is of legal age, under no
13
legal disability which would preclude them from entering into this Settlement Agreement, and
that said person executes this Settlement Agreement freely, voluntarily, and with full knowledge
of the terms and conditions and has full power and authority to execute this Settlement
Agreement on its behalf, and that such authority is derived by virtue of that person's office.
21. Execution in Counterparts. The Parties acknowledge and agree that this
Agreement maybe executed and faxed or emailed in one or more counterparts, each counterpart
shall be considered an original portion of this Settlement Agreement, and all of which shall
constitute a singular instrument.
[Signature pages follow]
IN WITNESS WHEREOF, the Parties have caused this Settlement Agreement to be
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executed as follows: 3o P r
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BOARD OF COUNTY COMMISSIONERS n ro -n
MONROE COU Y, ORIDA ,,• r7a
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By: nr
Mayor > ]]n
Date: b'024'/Go
CPA
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4, �� Court MONROE COUNTY ATTORNEY
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!rk CHRIS AMBROSIO
Date: 6-024"l L ASSIS NT COUNTY ATTORNEY
Date: 2 0 ` 7 6j
14
CONSTR �CORP.
By: ,.
STATE OF FLORIDA
COUNTY OF WO/kV
BEFORE ME, the undersigned authority, personally appeared Jfr/Df.-T-r9/'/_S who
executed before me the foregoing Settlement Agreement, and who acknowledged before me that
he/she executed the same. ))
SWORN AND SUBSCRIBED before me this 2 t/of 1444- ,2016.
Not:ry Public tate o Florida at Large
My Commission Ex, es:
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Print/Type Notary's Name
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BERKLEY REGIONAL INSURANCE CO.
By: 10
Title: 'JP : rvhr C im5
STATE OF NEW Srxy
)SS.
COUNTY OF Mott`73 )
BEFORE ME, the undersigned authority, personally appeared who
executed before me the foregoing Settlement Agreement, and who acknowled ed before me that
he/she executed the same. All SWORN AND SUBSCRIBED before me
this
day of tie 2016.
Q• �
Notary Public r at Large
My Commission Expires:
TRACEY ANN IBSEN
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PrinUfype Notary's Name NOTARY PUBLIC
STATE OF NEW JERSEY
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16
EAC CONSUL IN C.
By:
Title: ,46-SiYMNr
STATE OF FLORIDA )
)SS.
COUNTY OF MIAMI-DADE )
BEFORE ME, the undersigned authority, personally appeared 61ri3i,e A. („a(r; who
executed before me the foregoing Settlement Agreement, and who acknowledged before me that
he/she executed the same.
SWORN AND SUBSCRIBED before me this ((pp day of ,Taw ,2016.
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17
METRIC ENGINEERING,INC.
By 3
Title: Manuel A. Benitez, President
STATE OF FLORIDA )
) SS.
COUNTY OF MIAMI-DADE )
BEFORE ME, the undersigned authority, personally appeared Manuel A. Benitez who
executed before me the foregoing Settlement Agreement,and who acknowledged before me that
he/she executed the same.
SWORN AND SUBSCRIBED before me this 6th day of Junes,2016.
diary Publi tale of Honda at Large
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18
SHARI JJAMIR E.
By:
Titl .__ .$e.)4•
STATE OF FLORIDA
)SS.
COUNTY OF MONROE )
BEFORE ME, the undersigned authority, personally appeared Shan Iintkea , who
executed before me the foregoing Settlement Agreement, and who acknowledged before me that
he/she executed the same.
SWORN AND SUBSCRIBED before me this_k day of Sr1e 2016.
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19
LIMITED MUTUAL WAIVER AND RELEASE
KNOW ALL MEN BY THESE PRESENTS:
That pursuant to a Settlement Agreement reached by and between MONROE COUNTY,
FLORIDA (MONROE COUNTY) a political subdivision of the State of Florida, and
CONSTRUCT GROUP CORPORATION, a Florida corporation, (referred to hereinafter as
"CGC"); and BERKLEY REGIONAL INSURANCE COMPANY, a foreign corporation,
(referred to hereinafter as "BERKLEY"); and METRIC ENGINEERING, INC., a Florida
corporation, (referred to hereinafter as "METRIC"); and EAC CONSULTING, MC., a Florida
corporation, (referred to hereinafter as "EAC"); and SHARI J. RAMIREZ, P.E., an individual,
(referred to hereinafter as "RAMIREZ"), collectively referred to as "the Releasing Parties,"
approved by the Monroe County Board of County Commissioners at its duly published and
publicly held meeting on June 15, 2016, and in consideration of payment to MONROE
COUNTY of the amounts set forth in the Settlement Agreement referred to above, and other
good and valuable consideration, the sufficiency of which is hereby acknowledged, the Parties
enter into this Limited Mutual Waiver and Release to resolve any and all claims and defenses by
and between the Parties that were raised or could have been raised resultant from those certain
contested notices of default and those certain actions styled Monroe County Board of County
Commissioners v. Construct Group Corp., and Berkley Regional Insurance, Case No. 15-CA-
000844-A001KW, filed in the Circuit Court in and for Monroe County, Florida, and Construct
Group Corp., v. Monroe County Board of County Commissioners, et at, Case No. 15-CA-
000563-P, filed in the Circuit Court in and for Monroe County, Florida, and that, in accordance
with this Limited Mutual Release the Parties hereby remise, release, acquit, satisfy and forever
discharge each other(subject to the Exclusions set forth below) from all claims,actions,causes
and causes of actions, suits, debts, dues, sums of money, accounts, contracts, controversies,
agreements, promises, damages and demands whatsoever, in law or in equity, which each of the
Releasing Parties ever had, now has, or hereinafter shall or may have against any other of the
Releasing Parties and their successors, parents, subsidiaries, affiliates, heirs, assigns, officers,
directors,employees, agents, attorneys,insurers and adjusters of each of the parties for,upon and
by reason of any matter, cause or thing whatsoever,from the beginning of the world to the day of
these presents, arising out of all claims and defenses that were raised or could have been raised
between the Releasing Parties arising from or relating to the above-referenced cases and/or the
Project.
Exclusions:
1. The Releases set forth herein exclude future actions and liability that may arise in
connection with third-party claims for personal injury and/or property damage and claims for
latent defects that were not known and could not have been discovered through the exercise of
reasonable diligence as of the date of execution by the Parties of this Limited Mutual Release.
As of the date this Limited Mutual Waiver and Release, MONROE COUNTY affirms it is not
aware of any additional defects associated with CGC's Project work other than the defects and
defaults complained of or raised as claims or defenses in the Lawsuits or identified in the
Settlement Agreement. The Releases set forth herein also exclude any future liability of EAC
and RAMIREZ that may arise out of EAC and RAMIREZ being the Engineer of Record but
MONROE COUNTY affirms and represents that as of the date of this Limited Mutual Waiver
and Release, MONROE COUNTY is not aware of any claim MONROE COUNTY has, had or
could have asserted against EAC in the above referenced Lawsuits related to the matters at issue
in the Lawsuits, other than those as claims or defenses raised by CGC and METRIC.
BOARD OF COUNTY COMMISSIONERS
MONROE CO T LORIDA
By:
Mayor
Date: Li-P
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MONROE COUNTY ATTORNEY
> ya
APPRO DgAS TO FORM
CHRIS AMBROSIO
ASSISTANT COUNTY ATT NE'
Date: C ` Z ° -
CONSTRU R CORP.
By:
Tit ?Y<vf✓• 1/1-. i-s•✓+
TATE OF FLORIDA
SS.
COUNTY OF 'a sle.)BEFORE ME, the undersigned authority, personally appeared ft9( 1145, who
executed before me the foregoing Limited Mutual Waiver and Release, and who acknowledged
before me that he/she executed the same.
SWORN AND SUBSCRIBED before me this - a o tine___ , 2016.
Notary Pu is State of Florida at Large
My Com son Expires:
Print/Type Notary's Name
Notary: Please check appropriate box: —/iy- MCINNES
_ / Ernar.&*(a0.019
'v Personally known to me;or Iira q: rw+wwer^rp_ean
Produced as identification:
(Type of identification)
BERKLEY REGIONAL INSURANCE CO.
Title: HVNv�l1PC fitifI1S
STATE OF New $r$fy )
)SS.
COUNTY OF rnirro )
BEFORE ME, the undersigned authority, personally appeared MORO/1'UAt O , who
executed before me the foregoing Limited Mutual Waiver and Release, and who acknowledged
before me that he/she executed the same.
SWORN AND SUBSCRIBED before me thist day of Sr!)t' 2016,
Q 0 be'^tL
Notary Public, to of NC at Large
My Commission Expires:
Print/TypeI
fype Notary's Name 7R A DD I244�`BSEN
NOTARY PUBLIC
Notar'G Please check appropriate box: My CTE OF NEW JERSEY
aam BOIna JWy 14,2011
— Personally known to me;or
Produced as identification:
(Type of identification)
EAC CONS , NC.
By:
Title: �:eg;46NT
STATE OF FLORIDA )
)SS.
COUNTY OF MIAMI-DADE )
BEFORE ME, the undersigned authority, personally appeared Evart A, Cooka, who
executed before me the foregoing I irWrk4 HOW waive, and who acknowledged before me that
he/she executed the same. Wed rUteSe
SWORN AND SUBSCRIBED before inc this j,
day of 3u.y, , 2016.
Q
- - - - - - Notary Pub c, State of Flo at Large
.or. 'w,, JAAV.CRUI•
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! ; acorny Public•Man al Florida , My Commission Expires: kp '1.
• Commission•a FF 596916
My Comm.tnplies Sep 7.9919 :
4 9mMMlhmq.FWaW AYbyAsn l
la bit in Gta
Print/Type Notary's Name
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`f Personally known to me;or
_ Produced as identification:
(Type of identification)
METRIC ENGINEERING,INC.
ByTe a-- e. a
Title: Manuel A. Benitez, President
STATE OF FLORIDA )
)5S.
COUNTY OF MONROE )
BEFORE ME, the undersigned authority, personally appeared Manuel A. Henitegwho
executed before me the foregoing limilto4 Mohi 4 waits`, and who acknowledged before me that
he/she executed the same. acut 'Vag,
SWORN AND SUBSCRIBED before me this 66th day of June , 2016.
' .- bbor►a .tas afade Notary Public,State of Flori�Large
casaba te77a i ff My Commission Expires:
"'Li msrssapiammx,eY7
011
- - - - - - Lilie Bowling
Print/Type Notary's Name
Notary: Please check appropriate box:
X Personally known to me;or
_ Produced as identification:
(Type of identification)
SHARI I. RAMIREZ, P.E.
By:
Titre: Stris-----
J STATE OF FLORIDA )
)SS.
COUNTY OF MONROE )
BEFORE ME, the undersigned authority, personally appeared Shay, Pontine , who
executed before me the foregoing limi+44 Not WAIW, and who acknowledged before me that
he/she executed the same. Meg rtk35e
SWORN AND SUBSCRIBED before me this 4 day of June- , 2016.
JA7MIN CRUt —
]]',e "` aMAy ovwk-:IF":FbMA Notary ublic, ate of Floridaa rge
];. Commhabn, a91a My Commission Expires:
'y', V My Comm.Endres Up 7,2019
"4£74W aamed . IplWMn si. { Dty71%/1 1./M3
Print/Type Notary's Name
Notary: Please check aoaroariate box:
/ Personalty known to me; or
_ Produced as identification:
(Type of identification)