Item C34
!to.
BOARD OF COUNTY COMMISSIONERS
AGENDA ITEM SUMMARY
Meeting Date: December 16, 2009
Division: Public Works
Bulk Item: Yes ..lL.
No
Department: Engineering
Staff Contact /Phone #: Judy Clarke X4329
AGENDA ITEM WORDING: Approval of Fifth Amendment of the Contract for Temporary Pigeon
Key Ferry Service, extending the termination date to June 30, 2010.
ITEM BACKGROUND: The original Agreement dated November 14,2007 was effective through
June 30, 2008 with an option to extend the service period for up to four additional 6 month terms. The
contract was previously extended for three six month periods through December 31,2009. This
amendment extends the contract term to June 30,2010.
PREVIOUS RELEVANT BOCC ACTION: Original Agreement was dated November 14,2007;
BOCC approved three additional six-month terms to extend the contract to December 30,2008, June
30,2009 and December 31,2009.
CONTRACT/AGREEMENT CHANGES: As stated above.
STAFF RECOMMENDATIONS: Approval as stated above.
TOTAL COST: $141,985.98
BUDGETED: Yes..1L No
COST TO COUNTY: 0
SOURCE OF FUNDS: DOT Grant
REVENUE PRODUCING: Yes No AMOUNT PER MONTH $23,664.33 Year
APPROVED BY: County Atty ~ O~/purchaSing _ Risk Management _
DOCUMENTATION:
Included X
Not Required_
DISPOSITION:
AGENDA ITEM #
MONROE COUNTY BOARD OF COUNTY COMMISSIONERS
CONTRACT SUMMARY
Contract with: Paradise Divers, Inc. Contract #
Effective Date: November 14, 2007
Expiration Date: June 30, 2010
Contract Purpose/Description:
Temporary ferry service between the City of Marathon and Pigeon Key.
Contract Manager: Judy Clarke 4329 Engineering/# 1
(Name) (Ext.) (Department/Stop #)
for BOCC meeting on December 16, Agenda Deadline: December 1, 2009
2009
CONTRACT COSTS
Total Dollar Value of Contract: $ 141,985.98
Budgeted? Yes[g] No D Account Codes:
Grant: $ 141,985.98*
County Match: $ 0
Current Year Portion: $ 141,985.98
125-22527-530490-GN0701-530340
Estimated Ongoing Costs: $ none
(Not included in dollar value above)
ADDITIONAL COSTS
For:
(eg. maintenance, utilities, janitorial, salaries, etc.)
CONTRACT REVIEW
Division Director
Date In ~'::~~ / I D ~.<'&?-
YesDNoD ~O./
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Date Out
County Attorney
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Risk Mana~ement
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Comments: *Grant from FL Dept. of Transportation is $750,000 for a 3-year period.
Contract value and grant amount reflect a 6-month renewal of original contract.
OMB Form Revised 2/27/0 I MCP #2
AMENDMENT 5 TO THE
CONTRACT FOR TEMPORARY FERRY SERVICE
BETWEEN TIlE CITY OF MARATHON AND PIGEON KEY
THIS CONTRACT AMENDMENT is entered into between Monroe County, whose address is
1100 Simonton Street, Key West, FL 33040, hereafter the County, and PARADISE DIVERS,
INC.t whose address is 1821 Bittersweet Avenue, Big Pine Key, FL 33043, hereafter the
Contractor.
Section 1.
Amendment to Termination Date. The Contract between the parties is hereby
amended to extend the Contract timeframe to June 30, 2010.
Section 2.
Force and Effect In all other respects the Contract dated 14 November 2007
remains in full force and effect
Section 3.
Effective Date. The effective date of this Contract is the date upon which both
parties have signed this Contract Amendment.
IN WITNESS WHEREOF each party hereto has caused this Contract to be executed by its duly
authorized representative.
(SEAL)
Attest: DANNY L. KOLHAGE, CLERK
BOARD OF COUNTY COMMISSIONERS
OF MONROE COUNTY,FLORIDA
By:
By
Deputy Clerk
Mayor/Chairman
(SEAL)
Title
P~E DIVERS, INc.
By r-t!;:( f7~M-
Title f~
Attest:
By
MONROE COUNTY ATTORNEY
'1~P_RO~~ AS TO FORM:
ClAir.. t ~.rl:-~/Uf~,r....
CHRISTINE M. LIMBERT-BARROWS
ASSISTANT COU'qY ATTORNEY
Date l:Al1 I (J
AMENDMENT 4 TO THE
CONTRACf FOR TEMPORARY FERRY SERVICE
BETWEEN THE CITY OF MARATHON AND PIGEON KEY
THIS CONTRACf AMENDMENT is entered into between Momoe County, whose address is
1100 Simonton Street, Key West, FL 33040, hereafter the County, and PARADISE DIVERS,
INC., whose address is 1821 Bittersweet Avenue, Big Pine Key, FL 33043, hereafter the
Contractor.
Section 1.
Amendment to Termination Date. The Contract between the parties is hereby
amended to extend the Contract timeframe to December 31,2009.
Section 2.
Force and Effect. In all other respects the Contract dated 14 November 2007
remains in full force and effect.
Section 3.
Effective Date. The effective date of this Contract is the date upon which both
parties have signed this Contract Amendment.
IN Wll'NESS WHEREOF each party hereto has caused this Contract to be executed by its duly
autho:riz~drepl-esentative .
(SEAL)
Attest: DANNY L. KOLHAGE, CLERK
BOARD OF COUNTY COMMISSIONERS
OF MONROE COUNTY, FWRIDA
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Mayor/Chairman ~ ~~ ~
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De ty Clerk 05/1." / 1.. o? 1
(SEAL)
Attest:
By
By
Title
Title
AMENDMENT 3 TO THE
CONTRACT FOR TEMPORARY FERRY SERVICE
BETWEEN THE CITY OF MARATHON AND PIGEON KEY
TIDS CONTRACT AMENDMENT is entered into between Monroe County, whose address is
1100 Simonton Street, Key West, FL 33040, hereafter the County, and PARADISE DIVERS,
INC., whose address is 1821 Bittersweet Avenue, Big Pine Key, FL 33043, hereafter the
Contractor.
Section 1.
Amendment to Termination Date. The Contract between the parties is hereby
amended to extend the Contract timeframe to June 30, 2009.
Section 2.
Force and Effect. In all other respects the Contract dated 14 November 2007
remains in full force and effect.
Section 3.
Effective Date. The effective date of this Contract is the date upon which both
(SEAL)
BOARD OF COUNTY COMMISSIONERS
OF MONROE COUNTY, FLORIDA
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AMENDMENT 2 TO THE
CONTRACT FOR TEMPORARY FERRY SERVICE
BETWEEN THE CITY OF MARATHON AND PIGEON KEY
TillS CONTRACT AMENDMENT is entered into between Monroe County, whose address is
1100 Simonton Street, Key West, FL 33040, hereafter the County, and PARADISE DIVERS,
INC., whose address is 1821 Bittersweet Avenue, Big Pine Key, FL 33043, hereafter the
Contractor.
Exhibit A Scope of Services and Cost. The Scope of Services and Cost is amended to include up
to 119 additional round trips for educational groups at $150 per round trip in lieu of 84 additional
round trips.
Section 2.
Force and Effect. In all other respects the Contract dated 14 November 2007
remains in full force and effect.
Section 3.
Effective Date. The effective date of this Amendment is May 1, 2008.
,ESS WHEREOF each party hereto has caused this Contract to be executed by its duly
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(SEAL)
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AMENDMENT 1 TO THE
CONTRACT FOR TEMPORARY FERRY SERVICE
BETWEEN THE CITY OF MARATHON AND PIGEON KEY
TillS CONTRACT AMENDMENT is entered into between Monroe County, whose address is
1100 Simonton Street, Key West, FL 33040, hereafter the County, and PARADISE DIVERS,
INe., whose address is 1821 Bittersweet Avenue, Big Pine Key, FL 33043, hereafter the
Contractor.
Section 1.
Amendment to Termination Date. The Contract between the parties is hereby
amended to extend the Contract timeframe to December 30,2008.
Section 2.
Force and Effect. In all other respects the Contract dated 14 November 2007
remains in full force and effect.
Section 3.
Effective Date. The effective date of this Contract is the date upon which both
parties have signed this Contract Amendment.
IN\wrJ'NESS WHEREOF each party hereto has caused this Contract to be executed by its duly
authodzed;-representative.
(S&M-)
AtteSt: DANNY L. KOLHAGE, CLERK
Bya~4~-~
Depu y Clerk
BOARD OF COUNTY COMMISSIONERS
OF MONROE C NTY, FLORIDA
By
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MAY 2 1 2008
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PARADISE DIVERS, INC.
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MONROE COUNTY ATTORI\jEY
~PPROVED AS TO FORM' f)
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. NATILEENE W. CASSEL
ASSISTAN} COUNTY ATTORNEY
Date 4i"" . 'D (')
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CONTRACf
THIS AGREEMENT, made and entered into this i'l'l!...day of H(JV ',2007, A.D., by and
between MONROE COUNTY, FLORIDA (hereinafter sometimes called the "COtUlty" and
"CmU1ty"), and Paradise Divers. Inc. (hereinafter called the "Contractor").
WITNESSED: That the parties hereto, for the consideration hereinafter set forth, mutually
agree as follow:
1.01 THE CONTRACf
The contract between the County and the contractor, of which this agreement is a part, consists
of the contract documents.
1.02 THE CONTRACf DOCUMENTS
The contract documents consist of this agreement, the Request for Proposals (RFP), and any
addenda issued hereafter, any other amendments hereto executed by the parties hereafter,
together with the bid proposal and any additions or clarifications, and all required insurance
documentation.
2.0 SCOPE OF THE WORK
The Contractor shall provide ferry services between the City of Marathon and Pigeon Key as
specified in Exhibit A of this agreement.
3.0 THE CONTRACf SUM
The County shall pay to the Contractor for the faithful performance of said service on a per
month in arrears basis on or before the last day of the following month for each month of the
contract term. The Contractor shall provide the County with documentation to support the
income earned by the Contractor from the services provided, to which shall be applied the rates
set forth in Exhibit A of this agreement.
The COtUlty's performance and obligation to pay under this agreement is contingent upon annual
appropriation by the Board of County Commissioners.
4.0 CONTRACTOR'S ACCEPTANCE OF CONDITIONS
A. All contract documents have been read and carefully considered by the Contractor, who
understands the same and agrees to their sufficiency for the work to be done. Under no
circumstances, conditions, or situations shall this Contract be more strongly construed
against the County than against the Contractor.
B. Any ambiguity or uncertainty in the contract documents shall be interpreted and construed
by the County, and bis decision shall be final and binding upon all parties.
C. The passing, approval. and/or acceptance by the County of any of the services furnished by
the Contractor shall not operate as a waiver by the County of strict compliance with the
terms of this Contract and contract documents covering the services. Failure on the part of
the Contractor, immediately after Notice to Correct shall entitle the County, if it sees fit, to
correct the same and recover the reasonable cost of such replacement and/or repair from the
Temporary Ferry Service Between the City of Marathon and PiReon Key
Contractor, who shall in any event be jointly and severally liable to the County for all
damage, loss, and expense caused to the County by reason oftbe Contractor's breach of this
Contract and/or his failure to comply strictly and in all things with this Contract and with the
contract documents.
5.0 TERM OF CONTRACT/RENEW AL
A. This contract shall be for a period of seven and one half months, COmmencing~,
2007 and terminating June 30. 2008.
B. The County shall have the option to renew this agreement after the first term, and each
succeeding term, for four additional six-month periods. The Contract amount agreed to
herein may be adjusted only by written addendum hereto executed by both parties.
6.0 HOLD HARMLESS
The Contractor covenants and agrees to indemnify and hold harmless Monroe County Board of
County Commissioners, the State of Florida, and the Florida Department of Transportation from
any and all claims for bodily injury (including death), personal injury, and property damage
(including property owned by Monroe County) and any other losses, damages, and expenses
(including attorney's fees) which arise out of, in connection with, or by reason of services
provided by the Contractor or any of its Subcontractor(s) in any tier, occasioned by the
negligence, errors, or other wrongful act of omission of the Contractor or its Subcontractors in
any tier, their employees, or agents.
[n the event the completion of the project (to include the work of others) is delayed or suspended
as a result of the Contractor's failure to purchase or maintain the required insurance, the
Contractor shall indemnify the County from any and all increased expenses resulting from such
delay.
The first ten dollars ($10.00) of remuneration paid to the Contractor 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.
7.0 INDEPENDENT CONTRACTOR
At all times and for all purposes under this agreement the Contractor is an independent
contractor and not an employee of the Board of County Commissioners for Monroe County. No
statement contained in this agreement shall be construed so as to find the contractor or any of
his/her employees, contractors, servants, or agents to be employees of the Board of County
Commissioners for Monroe County.
8.0 ASSURANCE AGAINST DISCRIMINATION
County and Contractor 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
2
Temporary Ferry Service Between the City of Marathon and Pigeon Key
on the part of any party, effective the date of the court order. County or Contractor agree 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 S8. 1681-1683, and 1685-
1686), which prohibits discrimination on the basis ofsex~ 3) Section 504 of the Rehabilitation
Act of 1973, as amended (20 USC 8. 794), which prohibits discrimination on the basis of
handicaps; 4) The Age Discrimination Act of 1975, as amended (42 USC ss. 6101-6107) which
prohibits discrimination on the basis of age~ 5) The Drug Abuse Office and Treatment Act of
1972 (PL 92-255), as amended, relating to nondiscrimination on the basis of drug abuse; 6) The
Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of
1970 (PL 91-616), as amended, relating to nondiscrimination on the basis of alcohol abuse or
alcoholism; 7) The Public Health Service Act of 1912, ss. 523 and 527 (42 use ss. 690dd-3 and
290ee-3), as amended, relating to confidentiality of alcohol and drug abuse patent 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. 120 I Note), as maybe amended from time to time, relating to
nondiscrimination on the basis of disability; 10) Monroe County Code Ch. 13, Art. VI,
prohibiting discrimination on the bases of race, color, sex, religion, disability, national origin,
ancestry, sexual orientation, gender identity or expression, familial status or age; and 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.
9.0 ASSIGNMENT/SUBCONTRACT
The Contractor 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 Contractor, 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. Unless expressly provided for therein, such approval shall in no
manner or event be deemed to impose any obligation upon the Board in addition to the total
agreed-upon price of the services/goods ofthe Contractor.
10.0 COMPLIANCE WITH LAW
In providing all services/goods pursuant to this agreement, the Contractor shall abide by all
statutes, ordinances, rules and regulation pertaining to, or regulating the provisions of, such
services, including those now in effect and hereinafter adopted. Any violation of said statutes,
ordinances, rules and regulations shall constitute a material breach of this agreement and shall
entitle the Board to terminate this contract immediately upon delivery of written notice of
termination to the contractor. The Contractor shall possess proper licenses to perform work in
accordance with these specifications throughout the term of this contract.
11.0 INSURANCE
Prior to execution of this agreement, the contractor shall furnish the County Certificates of
Insurance indicating the following minimum coverages:
3
Temporary Ferry Service Between the City of Marathon and Pigeon Key
Worker's Compensation
Employers' Liability Insurance
Statutory Limits
$100,000 Accident
$100,000 Disease, policy limits
$100,000 Disease, each employee
(Proof of qualification for Exemption
Waiver as specified in Florida
Statute 440.5 may be substituted for
specified coverage).
J ones Act Coverage
$1,000,000 per occurrence
Vehicle Liability
Not required
General Liability, including
Premises/Operations
Products and Completed Operations
Blanket Contractual Liability
Personal Injury Liability
Expanded Definition of Property Damage
$250,000 combined single limit
Employee Dishonesty Coverage
(Required only if Contractor collects
a fee on behalf of the County and is obligated
to pass these funds on to the County)
$10,000 per Occurrence
Garage Keepers Legal Liability
(required only if Contractor provides
valet parking service as part of activities.)
$1,000,000 Combined Single Limit
Water Craft Liability
$10,000,000 per occurrence
$10,000,000 aggregate
Pollution Liability Insurance
$1,000,000 per occurrence
$1,000,000 aggregate
Or minimum limit established by the
US Coast Guard, whichever is less.
12.0 PROFESSIONAL RESPONSIBILITY
The Contractor warrants that it is authorized by law to engage in the performance of the activities
encompassed by the project herein described, subject to the terms and conditions set forth in
these contract documents The Contractor shall at all times exercise independent, professional
judgment and shall assume professional responsibility for the services to be provided. Continued
funding by the County is contingent upon retention of appropriate local, state, and/or federal
certification and/or licensure of contractor.
4
Temporary Ferry Service Between the City of Marathon and Pigeon Key
13.0 NOTICE REQUIREMENT
Any notice required or permitted under this agreement shall be in writing and hand delivered or
mailed, postage prepaid, to the other party by certified mail, returned receipt requested, to the
following:
For the County:
Monroe County Administrator
1100 Simonton Street
Key West, FL 33040
and
Monroe County Attorney
P. O. Box 1026
Key West, FL 33041-1026
F or the Contractor:
Paradise Divers, Inc.
38801 Overseas Highway
Big Pine Key, Florida 33043
14.0 CANCELLATION
The County may cancel this contract for cause with thirty (30) days notice to the contractor.
Cause shall constitute a breach of the obligations of the Contractor to perform the services
enumerated as the Contractor's obligations under this contract. Either of the parties hereto may
cancel this agreement without cause by giving the other party ninety (90) days written notice of
its intention to do so.
15.0 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, the County and Contractor agree that venue will lie in the
appropriate court or before the appropriate administrative body in Monroe County, Florida.
The County and Contractor agree that, in the event of conflicting interpretations of the terms or a
term of this Agreement by or between any of them the issue shall be submitted to mediation prior
to the institution of any other administrative or legal proceeding.
a) Severability. Ifany 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 Contractor agree to reform the Agreement to replace any stricken
provision with a valid provision that comes as close as possible to the intent of the stricken
prOVISion.
5
Temporary Ferry Service Between the City of Marathon and Pigeon Key
b) Attorney's Fees and Costs. The County and Contractor 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. 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.
c) 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 Contractor 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 Contractor
specifically agree that no party to this Agreement shall be required to enter into any arbitration
proceedings related to this Agreement.
16.0 RECORDS.
Contractor shall maintain all books, records, and documents directly pertinent to performance
under this Agreement in accordance with generally accepted accounting principles consistently
applied. Each party to this Agreement or their 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
Contractor pursuant to this Agreement were spent for purposes not authorized by this
Agreement, the Contractor shall repay the monies together with interest calculated pursuant to
Sec. 55.03, FS, running from the date the monies were paid to Contractor.
17.0 BINDING EFFECT.
The terms, covenants, conditions, and provisions of this Agreement shall bind and inure to the
benefit of the County and Contractor and their respective legal representatives, successors, and
asSignS.
18.0 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.
19.0 COVENANT OF NO INTEREST. County and Contractor 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.
20.0 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 I 12.313, Florida Statutes, regarding, but not limited to, solicitation or
6
Temporary Feny Service Between the City of Marathon and Pigeon Key
acceptance of gifts; doing business with one's County; unauthorized compensation; misuse of
public position, conflicting employment or contractual relationship; and disclosure or use of
certain information.
21.0 NO SOLICIT A TION/P A YMENT. The County and Contractor warrant that, in respect to
itself, it has neither employed nor retained any company or person, other than a bona fide
employee working solely for it, to solicit or secure this Agreement and that it has not paid or
agreed to pay any person, company, corporation, individual, or firm, other than a bona fide
employee working solely for it, any fee, commission, percentage, gift, or other consideration
contingent upon or resulting from the award or making of this Agreement. For the breach or
violation of the provision, the Contractor 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.
22.0 PUBLIC ACCESS. The County and Contractor 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
County and Contractor in conjunction with this Agreement; and the County shall have the right
to unilaterally cancel this Agreement upon violation of this provision by Contractor.
23.0 NON-WAIVER OF IMMUNITY. Notwithstanding he provisions of Sec. 768.28, Florida
Statutes, the participation of the County and the Contractor 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.
24.0 PRIVILEGES AND IMMUNITIES. All ofthe 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.
25.0 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.
26.0 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 County and the Contractor agree that neither the County nor the Contractor or any agent,
7
Temporary Ferry Service Between the City of Marathon and Pigeon Key
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.
27.0 ATTESTATIONS. Contractor agrees to execute such documents as the County may
reasonably require, including an Ethics Statement, and a Drug-Free Workplace Statement.
28.0 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, the Contractor represents that the execution of this Agreement will
not violate the Public Entity Crimes Act (Section 287.133, Florida Statutes). Violation of this
section shall result in termination of this Agreement and recovery of all monies paid hereto, and
may result in debarment from County's competitive procurement activities.
In addition to the foregoing, Contractor further represents that there has been no determination,
based on an audit, that it or any subconsultant has committed an act defined by Section 287.133,
Florida Statutes, as a "public entity crime" and that it has not been formally charged with
committing an act defined as a "public entity crime" regardless of the amount of money involved
or whether Contractor has been placed on the convicted vendor list.
The Contractor will promptly notify the County if it or any subcontractor or subconsultant
is formally charged with an act dermed as a "public entity crime" or bas been placed on the
convicted vendor list.
29.0 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 personaHy on this Agreement or be subject to any personal liability or
accountability by reason of the execution of this Agreement.
30.0 EXECUTION IN COUNTERPARTS. This Agreement may be executed in any number
of counterparts, each of which shall be regarded as an original, aU of which taken together shall
constitute one and the same instrument and any of the parties hereto may execute this Agreement
by singing any such counterpart.
31.0 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.
8
Temporary Ferry Service Between the City of Marathon and Pigeon Key
IN WITNESS WHEREOF the parties hereto have executed this Agreement on the day and date
first written above in four (4) counterparts, each of which shall, without proof or accounting for
the other counterparts, be deemed an original contract.
(SEAL)
Attest: DANNY L. KOLHAGE, CLERK
BY:Sh~ O. L1ftJ a;rJ:MJ
Deputy Clerk
BOARD OF COUNTY COMMISSIONERS
::: MONROE ~TY' FLOIDA
Mayor/Cha ilra
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By:
By:
MONROE COUNTY ATTORN Y
PROVED AS TO FOR .
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EXHIBIT A
SCOPE OF SERVICES AND COST
BASE SERVICE
Ferry Service Requirements
The service shall consist of two components. passenger transport and goods transport, as
described below. The Contractor shall be responsible for providing all staffing, vessels,
and associated equipment and services necessary to operate the service.
I. Passenger Transport
The Contractor shall provide for the safe, reliable and comfortable transport of
passengers between landing facilities within the City of Marathon and Pigeon Key
consistent with the functional requirements described within this section. Base
service will be provided daily between the hours of lOAM and 4 PM at
headways no greater than 90 minutes supplying a functional capacity of22
passengers per 90 minute interval in each direction plus two additional round trips
operated within 90 minutes before and after the hours of lOAM and 4 PM for
staff access.
a. Educational Groups
The Foundation provides educational programs year. round on a prearranged
basis. There are typically 85 educational groups per year, ranging in size from
15 to 70 persons per group. Contractor will move the entire educational group
at one time using several vessels if required. Educational groups will not be
charged a user fee for ferry service. The monthly fee to be paid to the
Contractor for Base Service will include transportation for educational groups
on regularly scheduled service to the extent possible. The cost for additional
vessels to move educational groups that cannot be accommodated in the
regularly scheduled service will be paid separately at a cost of$150 per round
trip, as detailed below.
b. Historic Tours
The Foundation provides historic touTS for the general public every day of the
year. There are on average 16 persons daily on historic tours with a recorded
high of 50 persons on one day. Contractor will provide service to Pigeon Key
on a 90 minute fixed schedule between lOam and 4 pm daily.
c. Guest House Use
The Foundation provides overnight use of the Guest House on Pigeon Key on
a prearranged basis throughout the year. The Guest House is typically
occupied 250 nights a year by groups of up to eight persons. Every effort
should be made to accommodate these trips within the base service.
d. Foundation Staff
Up to five staff members remain in residence on Pigeon Key. Staff access will
be accommodated within the base service in a manner that shall not, in the
sole opinion of the County, unreasonably disrupt Foundation operations. The
contractor will operate two additional round trips operated within 90 minutes
before and after the hours of lOam and 4 pm for staff access. Foundation staff
will not be charged a user fee for ferry service.
2. Goods Transport
The Contractor shaH provide all labor and equipment necessary for the safe,
reliable and environmentally secure transport, loading and off-loading of goods
between landing facilities in the City of Marathon, and Pigeon Key. Contractor
will provide for goods movements using the scheduled base service,
supplemented by a minimal number of additional trips that would consolidate
ferry trips in a cost-effective manner.
a. Consumables
Foundation operations require regular delivery of diesel and propane fuel,
food, and other consumables to Pigeon Key and the removal of trash, garbage
and other rubbish to Marathon on a regular basis.
All fuel, food and consumables will be delivered to the landing facility in
Marathon for delivery to Pigeon Key by the Contractor.
The Contractor will transport diesel fuel to Pigeon Key and provide
equipment necessary to safely offload fuel to the mobile tank on the island.
The mobile tank: must remain on the island and will not be moved onto the
dock during fueling operations. Fuel transport and offloading will be
performed in compliance with all local, state and federal laws.
Pigeon Key Foundation will reimburse the contractor for the cost of diesel
fuel at the actual cost with no mark up. Contractor's monthly cost includes the
cost for transporting and offloading fuel only.
Trash, garbage and other rubbish may be required by demand to be removed
as often as daily but no less than weekly. The contractor will provide garbage
dumpsters at the Marathon landing facilities. The cost for the dumpster and
garbage pick up by a refuse hauler at landside facility will be paid by Pigeon
Key is not included in monthly cost.
Fuel, trash, garbage and rubbish will not be transported on the same ferry trip
as passengers. Vessels used to transport garbage and fuel will be appropriately
cleaned prior to reuse for passenger transport.
Exhibit A rev
Page 2 of6
Monthly fee for transportation of passengers and/or goods from the hours of 10:00 AM
through 4;00 PM, with two additional trips (one before 10:00 am and one after 4:00 pm
to accommodate Foundation staft)
as described in Base Service: $22,114.33 per month
Based on $727.05 per day for 365 days per year
Additional trips as needed for educational groups
Up to 84 round trips per contract period
(30 days notice required for additional trips)
$150.00 per round trip
Contractor will not impose a user fee for passengers and goods transported as part of the
Base Service.
ADDITIONAL SERVICES
Special Equipment Transport
As directed by the County, the Contractor will provide for transport of bobcats and
backhoes (1,700 lbs) to repair island facilities during post-hurricane event periods.
Equipment Transport Cost:
$2,000.00 per occurrence
Passenger Transportation-Arts Festival and other Pigeon Key Foundation
Sponsored Events
The Contractor will provide ferry service during the Arts Festival with sufficient
capacity such that the maximum wait for any individual will be 30 minutes prior to
boarding. The Contractor will use additional vessels as necessary to maintain required
level of service. The Contractor will employ methods for regulating traffic and
managing crowd control during the Arts Festival, such as timed boarding passes. The
cost associated with passenger transportation for the Arts Festival will be borne
exclusively by Pigeon Key Foundation.
Cost per vessel per day:
$895.00
Goods Transport for Arts Festival and other Pigeon Key Foundation Sponsored
Events
Contractor will provide transportation for other materials needed to support Foundation
activities. Special delivery requirements associated with the Arts Festival may require
delivery of tents, tables, chairs and other similar material and catering supplies on the day
prior to Festival and the removal of the same the day after the event. These requirements
will be identified by the Foundation no less than 30 days prior to the event. To the extent
possible, items will be transported on regularly scheduled trips at no extra cost. When
additional trips are required the cost will be borne exclusively by Pigeon Key
Foundation.
Cost for Extra Trip: $150 per round trip
Exhibit A rev
Page 3 of6
Passenger Transportation for Contracted Functions
The Contractor will transport groups for contracted events (weddings, proms, retreats,
private parties) on a prearranged basis throughout the year. The Contractor will be able to
transport up to 176 people within a 90 minute time frame using several vessels if required.
A minimum of 30 calendar days advance notice will be provided for contracted functions.
The transportation cost for contracted functions will be borne exclusively by the
contracting group.
Cost; $9.00 per person for each round trip
Goods Transport for Contracted Functions
Contracted functions may involve transport of equipment (tents, tables, chairs) the day
before or the day of the function (caterers), and return on the day after. These
requirements will be identified by the Foundation no less than 30 days prior to the event.
To the extent possible, items will be transported on regularly scheduled trips at no extra
cost. When additional trips are required the cost will be borne solely by the
contracting group.
Cost for Extra Trip: $150 per round trip
OPERATIONAL REQUIREMENTS
The Contractor will perform the scope of services in accordance with the operational
requirements outlined below.
VESSEL REQUIREMENTS
The Contractor will use vessels that are compatible with the landing facilities in the City
of Marathon and existing facilities on Pigeon Key.
All vessels must carry a valid Certificate of Inspection from the United States Coast
Guard and must comply with aU safety and accessibility laws, regulations, and
requirements pertaining to the transport of passengers and goods, as applicable to the
intended use of each vessel in the Contractor's operating plan. Proposed vessels are
subject to approval by the County. Vessels must be equipped to safely and efficiently
operate year round in the navigational and weather environment of the Florida Keys,
including, but not limited to, dense fog, high wind, squalls, heavy rain, sea state and
heavy vessel traffic conditions.
The Contractor shall utilize vessels that offer clean, neatly furnished and heated
inside accommodations with clean restroom facilities, good lighting, waste
receptacles, and an audible public address system.
Exhibit A rev
Page 4 of6
DOCKING FACILITIES
The County will provide for access to and use of existing landing facilities on Pigeon
Key. The Contractor will provide for access to and use of Earthmark Knight's Key
LLC's docking facilities at Knights Key. Landing facilities at Knights Key must have
parking for a minimum of 15 vehicles to accommodate daily island visitors. Any change
in landing facilities within the City of Marathon is subject to approval by the County,
upon receipt of notice in accordance with Paragraph 13.0 of this Agreement.
FERRY OPERATIONS
The Contractor's ferry operation is subject to all regular operating permits and license
requirements of the United States Department of Transportation and Coast Guard, as well
as the Florida Department of Transportation. The Contractor is solely responsible for any
associated fees. Prior to operation and by July I of each year thereafter, the Contractor
shall submit an operational plan to the County for approval prior to implementation. At a
minimum, this plan shall address docking, vessel operations, passenger and/or goods
boarding and discharge plan, emergency procedures, and a projection for the length of the
contract of the Contractor's capability to maintain the vessels and the crew in a
satisfactory passenger transportation operational condition.
The Contractor shall maintain zero-tolerance policy for drug and alcohol abuse for all
employees directly involved in the provision of services under this agreement. The
Contractor will provide a program of random drug and alcohol testing for the duration of
this agreement consistent with the requirements of the Federal Transit Administration.
PERFORMANCE MEASURES
The Contractor's operating plan shall define a combination of proposed scheduled and
unscheduled trips anticipated to be operated in a typical week for the maintenance of
traffic. A trip transporting passenger(s) may be considered a minor violation of on-time
performance if it either. a) arrives at or departs from Pigeon Key more than 5 minutes late
but less than 10 minutes late; or b) arrives at or departs from Marathon more than 5
minutes late but less than 10 minutes late. All other trips may be considered a minor
violation of on-time performance if it either a) arrives at or departs from Pigeon Key
more than 15 minutes late but less than 30 minutes late; or b) arrives at or departs from
Marathon more than 15 minutes late but less than 30 minutes late. Each trip may be
considered a major violation of on-time performance if its arrival or departure is in excess
of these times up to one hour. Each trip arriving at its destination more than one hour late
may be considered a single incident of a missed trip.
The Contractor shall pay liquidated damages for each instance of violation of on-time
performance or a missed trip identified by the County in accordance with the following
schedule:
. $1,000 per missed trip
Exhibit A rev
Page 5 of6
· $250 per instance of major lateness
· $ 50 per instance of minor lateness
· $250 per day per vessel for a violation of the passenger service standards.
Violations include, but are not limited to, untidy vessels, inadequate safety
appliances, an uncomfortable passenger environment, an inaudible or improperly
used public address system, or discourteous crew behavior.
The Contractor shall not be liable for liquidated damages for either late or missed trips in
instances caused by factors strictly beyond the control of the Contractor, such as docking
facility failure, schedule modifications approved by the County, heavy fog, requirements
of the Vessel Traffic Service and Coast Guard, law enforcement actions, medical
emergencies and rescue operations. In any event, every effort should be made to
maintain safe on-time performance.
However, in no circumstances shall the failure of lack of availability of the
Contractor's equipment or crews, or any other such circumstances within the
Contractor's control, be an acceptable excuse for late or missed trips.
REPORTING REQUIREMENTS
The Contractor shall provide detailed daily and monthly reports with accurate
information on the ridership, departure time, and arrival time for each trip. These reports
shall identify any late or missed trips. Reports shall be submitted in a format acceptable
to the County. Daily reports shall be submitted on a weekly basis, at the end of each
week, and monthly reports are due by the 5th day of the following month. At its sole
discretion, the County may require daily reports to be submitted by noon on the following
day.
SUSPENSION OF SERVICE
The Contractor shall suspend all services in the event that the Foundation suspends
activities on a temporary or permanent basis. The County, at its sole discretion, will
determine which days the Foundation is or is not active.
The Contractor shall be compensated only for services actually provides on days
which the Foundation is active. The value of days in which service is suspended
shall be calculated on a pro-rated basis from an annual accumulation of monthly
fees. The Foundation, Department and County are not responsible for Contractor
costs incurred or revenues lost by the interruption of service and/or suspension and
restart of services.
Exhibit A rev
Page 60f6