BOARD OF COUNTY COMMISSIONERS OF BRADFORD COUNTY, FLORIDA January 7, 2025 9:30AM Bradford County Courthouse 945 North Temple Avenue Starke, Florida 32091 AGENDA 1. Chair to call meeting to order. 2. Public Comments Three (3) minutes per speaker; State your name and address into the record before addressing the board; Address your questions to the board, not county staff; Refrain from demands for an immediate board response; and No boisterous behavior, personal, impertinent, or slanderous remarks. 3. Approval of Consent Agenda ACTION A. Meeting minutes from 11-21-2024 B. Meeting minutes from 12-3-2024 C. Continuing Services Agreement - CHW D. Continuing Services Agreement - JBPRO E. Continuing Services Agreement - NFPS F. Award contract between BOCC and Florida Homes, Inc. on SHIP Rehab File # 2020-3-S in the amount of ($45,100.58) G. SHIP-Deviate from LHAP on SHIP Rehab file #2020-3-S 4. Clerk Reports - Denny Thompson, Clerk to the Board and Clerk of the Circuit Court 5. Sheriff Reports - Gordon Smith, Sheriff 6. County Manager Reports County Manager, Scott Kornegay A. Letters of support. B. Employee Evaluation Training. 7. County Attorney Reports - Richard Komando 8. Commissioner's Comments 9. Chair's comments NOTICE: Pursuant to Section 286.0105, Florida Statutes, notice is hereby provided that, if a person decides to appeal any decision made by the Board of County Commissioners of Bradford County, Florida with respect to any matter considered at this meeting or hearing, he or she will need a record of the proceedings, and that, for such purpose, he or she may need to ensure that a verbatim record of the proceedings is made, which record includes the testimony and evidence upon which the appeal is to be based. Information Discussion BOARD OF COUNTY COMMISSIONERS OF BRADFORD COUNTY, FLORIDA AGENDA ITEM INFORMATION SHEET (AIIS) DATE OF MEETING: January 7th, 2025 AGENDA ITEM: Meeting minutes from 11-21-2024 DEPARTMENT. Clerk of Court Page 1 of1 1 BOARD OF COUNTY COMMISSIONERS OF BRADFORD COUNTY, FLORIDA November 21, 2024 6:30 P.M. Bradford County Courthouse 945 North Temple Avenue Starke, Florida 32091 MEETING MINUTES BOARD MEMBERS PRESENT: Commissioner District 1 - Chair Carolyn Spooner Commissioner District 4 - Vice-Chair Danny Riddick Commissioner District 2 - Kenny Thompson Commissioner District 3 - Joseph C. Dougherty Commissioner District 5 - Diane Andrews PRESS PRESENT: None STAFF MEMBERS IN ATTENDANCE: County Manager Scott Kornegay; Executive Assistant Amanda Brown; County Attorney Richard Komando; Clerk Denny Thompson; Chief Deputy Clerk Rachel Rhoden; and Finance Director Dana LaFollette. 1. CALL TO ORDER: Chair Spooner called the meeting to order at 6:30 P.M. 2. SWEARING IN OF COUNTY COMMISSIONERS - HONORABLE JUDGE TATUM DAVIS NEW TERM OF OFFICE FOR COMMISSIONER CAROLYN SPOONER, DISTRICT 1 NEW TERM OF OFFICE FOR COMMISSIONER CHRIS DOUGHERTY, DISTRICT 3 NEW TERM OF OFFICE FOR COMMISSIONER DIANE ANDREWS, DISTRICT: 5 Judge Davis swore in the new-term commissioners. 3. BOARD REORGANIZATION = CLERK THOMPSON A. CALL FOR NOMINATIONS FOR CHAIRPERSON NOMINATION by Commissioner Dougherty and SECONDED by Commissioner Andrews for Commissioner Riddick to serve as chairperson. Public comments Vyunda Strong Discussion: Comments in support of Commissioner Riddick to serve as chairperson. Clerk Thompson took a roll-call vote on the nomination for Commissioner Riddick: Page 1 of 6 Commissioner Andrews - Aye Commissioner Dougherty = Aye Commissioner Thompson - Aye Commissioner Riddick - Aye Commissioner Spooner Aye NOMINATION CARRIES 5/0 for Commissioner Riddick to serve as chairperson. B. CALL FOR NOMINATIONS FOR VICE-CHAIRPERSON NOMINATION by Commissioner Andrews and SECONDED by Commissioner Dougherty for Commissioner Thompson to serve as vice-chairperson. Commissioner Thompson accepted the nomination. NOMINATION by Commissioner Thompson for Commissioner Spooner to serve as vice-chairperson; no SECOND given. Commissioner Spooner accepted the nomination. Clerk Thompson took a roll-call vote on the nomination for Commissioner Thompson Commissioner Andrews - Aye Commissioner Dougherty - Aye Commissioner Thompson Aye Commissioner Riddick - Aye Commissioner Spooner Nay NOMINATION CARRIES 4/1 (Commissioner Spooner dissenting vote) for Commissioner Thompson to serve as vice-chairperson. 4. PUBLIC COMMENTS Vyunda Strong Monica Kish 5. APPROVAL OF CONSENT AGENDA ITEMS: A. MEETING MINUTES FROM 10-17-2024. B. MEETING MINUTES FROM 11-5-2024. C. RURAL COUNTY GRANT PROGRAM APPLICATION 24-10-03 FOR AK 911 SYSTEM MAINTENANCE. GRANT AWARD - $30,050.00; TERM 10-24-24 THROUGH 10-23-26. D. APPROVAL OF CORRECTION OF SCRIVENERS ERROR ON 2025 BOCC MEETING DATES. E. A RESOLUTION (Res. No. 2024-28) OF THE BOARD OF COUNTY COMMISSISSIONERS OF BRADFORD COUNTY, FLORIDA AUTHORIZING THE EXECUTION OF A CONSTRUCTION AND MAINTENANCE AGREEMENT WITH THE STATE OF FLORIDA, DEPARTMENT OF TRANSPORTATION FINANCIAL PROJECT ID NUMBER 434277-1-52-01 (FOR THE PALATKA TO LAKE BUTLER TRAIL FROM CR 225/SW 102ND AVE TO CR 235). It was MOVED by Commissioner Dougherty and Seconded by Commissioner Thompson to approve the consent agenda. Discussion none MOTION CARRIES 5/0 6. COX COMMUNICATIONS BROADBAND EXPANSION PRESENTATION AIMEE PFANNENSTIEL, MARKETVICE PRESIDENT, CENTRAL FLORIDA Page 2 of 6 November: 21, 2024 BoCC Meeting Minutes Chair Riddick recognized Aimee Pfannestiel who gave a PowerPoint presentation on services offered by Cox Communications, highlighting the following: Cox Communications legacy Divisions and businesses through Cox Connectivity; Cox Automotive; and Cox Sustainability Cox Communications regions and markets Commitment to communities Cox Communication will extend its network 35 miles to reach approximately 400 underserved homes in the southern area of Bradford County. The total grant received by Cox Communication is for Bradford and Putnam counties in the amount of $5.8 million: $3.89 million from the state and $1.95 million from Cox Communication Cox Communication and other network providers were able to bid on an RFP (Request for Proposal) to expand their network through a signed Infrastructure Bill Projected service expansion: network design in 2024; permits mostly finished (a few bridge permits are still pending); construction underway; project completion anticipated in 2025. Since 2012, Cox Communication has empowered nearly 5 million people through their digital equity programs. 7. CLERK REPORTS - DENNY THOMPSON A. FISCAL-YEAR 2022-2023 AUDIT REPORT - JAMES MOORE & CO. Clerk Thompson introduced Brendan K. McKitrick with James Moore & Co. to present the county's final audit for fiscal-year 2022-2023. Mr. McKitrick shared a PowerPoint presentation highlighting the following: Reminded the board that the county was late in filing its audit to the state due to challenges experienced by the Sheriff's Office that included implementing a new finance system and new staffing. The audits for the board and other constitutional officers were completed by the April/May timeframe Reviewed Independent Auditor's Reports Reviewed Audit Summary - Internal Controls Reviewed a three-year trend of assigned and unassigned general fund balances Fund Balance 9/30/2023 9/30/2022 9/30/2021 Non-spendable $0 $314 $0 Restricted $128,336 $101,608 $191,494 Committed $0 $0 $0 Assigned $15,364,045 $6,636,214 $183,491 Unassigned $2,753,981 $5,412,914 $5,311,146 Total $18,246,362 $12,151,050 $5,717,508 GFOA recommends a minimum of 2 months (16.7%) of recurring expenditures and transfers out in assigned + unassigned fund balance: Total Assigned/Unassigned Fund Balance - $18,118,026 Page 3 of 6 November: 21, 2024 BoCC Meeting Minutes Current Year Expenditures and Transfers Out - $35,166,128 Percentage Assigned/Unassigned Fund Balance as percentage of expenditures and transfers out = $51.5% Prior Year Percentage - $47.8% Reviewed Other Governmental Funds: Fund balance at 9/30/23 - $12,456,456 Increase (Decrease) in 2023 - $(4,366,425) No individual deficit fund balances Recording of Net Pension Liability on County's financial statements Florida Retirement System (FRS) Governmental Activities $26,571,488 net position liability (allocated by FRS) Unrestricted net position of $6,744,801 General/Govemmental Funds No impact All required contributions being made Discussion: Sheriff's Office audit deficiencies and recommendations, as noted in the audit report: Excess of expenditures over finalapproved budget. Auditors recommend that the sheriff's office actively monitor budget-to-actual comparisons of expenditure throughout the year and ensure that any necessary budget amendments are brought to the board on a timely basis. The Public depositor report was not completed and submitted to the Florida Chief Financial Officer. Auditors recommend that the annual report be submitted annually by the required due date of November 30th. Clerk Thompson advised that the sheriff's office will make transfers to cover their deficit ($130,018) through their in-house accounts and that Lora Douglas, CPA, will help monitor their activity throughout the year. 8. SHERIFF REPORTS - GORDON SMITH - no reports 9. COUNTY MANAGER REPORTS = SCOTT KORNEGAY A. PRESENTATATION/DISCUSSION OF DRAFT COMMITTEE OVERSIGHI LIST FOR CALENDAR YEAR 2025. Mr. Kornegay asked the board to discuss how they wish to prepare the oversight committee list (the letter "X" in the table below signifies membership interest). Board Riddick Thompson Spooner Dougherty Andrews CareerSource X X-Alternate Tourist Development Council X New River Library X-Alternate X X New River Solid Waste X-Alternate X X Santa Fe Advisory X Page 4 of 6 November: 21, 2024 BoCC Meeting Minutes Small County Coalition X-Alternate X North Central Florida Regional X X-Alternate Planning Council (NCFRPC) NCFRPC - Tourism Task Force X NCFRPC - Transportation X X-Alternate Discussion: Mr. Kornegay will contact the Santa Fe Advisory board for further information on membership participation from the Bradford County Board of County Commissioners to share with Commissioner Andrews. B. COMPREHENSIVE PLANNING SERVICES i. NORTH CENTRAL FLORIDA REGIONAL PLANNING COUNCIL (NCFRPC) ii. ENGINEERING FIRMS WITH PLANNING SERVICES According to Mr. Kornegay, two consultants - CHW and North Florida Professional Services, offer planning services out of the nine responders to the newly released RFQ (Request for Qualifications). Copies of the two consultants' fee schedules are part of the board's handout. Staff recommended that the board switch from NCFRPC to CHW and North Florida Professional Services for planning services. Discussion: Interest in exploring planning service with CHW and North Florida Professional Services. Cost for services between NCFRPC, CHW, North Florida Professional Services. Issues involving the NCFRPC. Reevaluate next year on utilization of NCFRPC for planning services. Clint Capps, Project Manager with North Florida Professional Services was recognized to share how his company could assist Bradford County in reassessing its fee structure to customers. It was MOVED by Commissioner Dougherty and SECONDED by Commissioner Thompson to move forward with the CHW and North Florida Professional Services in the future for planning services. Motion Carries 5-0 10. COUNTY ATTORNEY REPORTS = RICHARD KOMANDO - none 11. COMMISSIONERS COMMENTS General comments expressing appreciation to Commissioner Spooner for her service as chairperson. Commissioner Dougherty Recommendation made for enhancing the screening procedure to gather additional data on project applications possibly from consultants - before they are presented to the board for approval. Page 5 of 6 November: 21, 2024 BoCC Meeting Minutes 12. CHAIR'S COMMENTS ADJOURN: There being no further business, the meeting adjourned at 8:00 p.m. BOARD OF COUNTY COMMISSIONERS BRADFORD COUNTY, FLORIDA DANNY RIDDICK, CHAIR ATTEST: DENNYTHOMPSON, CLERK TO THE BOARD MINUTES PREPARED BY: RACHEL RHODEN, CHIEF DEPUTY CLERK Minutes approved by the BOCC during a scheduled meeting on: Page 6 of 6 BOARD OF COUNTY COMMISSIONERS OF BRADFORD COUNTY, FLORIDA AGENDA ITEM INFORMATION SHEET (AIIS) DATE OF MEETING: January 7th, 2025 AGENDA: ITEM Meeting minutes from 12-03-2024 DEPARTMENT Clerk of Court Page 1 of 1 BOARD OF COUNTY COMMISSIONERS OF BRADFORD COUNTY, FLORIDA December 3, 2024 9:30 A.M. Bradford County Courthouse 945 North Temple Avenue Starke, Florida 32091 MEETING MINUTES BOARD MEMBERS PRESENT: Commissioner District 4 -Chair Danny Riddick Commissioner District 2 - Vice Chair Kenny Thompson Commissioner District 1 -Carolyn Spooner Commissioner District 5 - Diane Andrews BOARD MEMBERS NOT PRESENT: Commissioner District 3 - Joseph C. Dougherty PRESS PRESENT: None STAFF MEMBERS IN ATTENDANCE: County Manager Scott Kornegay; Executive Assistant Amanda Brown; Chief Deputy Clerk Rachel Rhoden; Finance Director Dana LaFollette; Public Works Director Jason Dodds; Sheriff Gordon Smith; Col. Brad Smith; Fire Chief Ben Carter; and Library Interim Director Kim Crawford. 1. CALL TO ORDER: Chair Riddick called the meeting to order at 9:30 A.M. Chair Riddick went out of order of the agenda and addressed agenda item 4 next: 4. PRESENTATION OF CERTIFICATE OF RECOGNITION TO SYLVIA AND VERNON REDDISH FOR 50 YEARS OF VOLUNTEERING FOR THE FLORIDA SHERIFF'S ASSOCIATION - SHERIFF GORDON SMITH. Sheriff Smith presented Sylvia Reddish with the Florida Sheriff Association Distinguished Service Award and highlighted her many contributions to Bradford County. * RECOGNITION OF THE OFFICE OF THE SUPERVISOR OF ELECTIONS AND POLL- WORKERS. The board commended Amanda Seyfang, the Supervisor of Elections, and her team for their excellent work during the most recent election process. Ms. Seyfang also acknowledged her staff as well as her poll workers. 2. PUBLIC COMMENTS - none 3. APPROVAL OF CONSENT AGENDA ITEMS: A. APPROVAL OF QUOTE FOR NEW EQUIPMENT PURCHASE FOR PUBLIC WORKS AS BUDGETED IN FISCAL YEAR 2024-2025: JOHN DEER 5115M UTILITY TRACTOR AND BUSH HOG 4115 FLEX WING ROTARY CUTTER - $99,000. B. COMMITTEE MEMBER OVERSIGHT LIST FOR CALENDAR YEAR 2025. C. COMMUNITY PARAMEDICINE UPDATE. D. SURPLUS TWO VEHICLES FROM SOLID WASTE. i. 2020 WHITE INTERNATIONAL ROLLOFF GARBAGE TRUCK (6502) ii. 2020 WHITE INTERNATIONAL ROLLOFF GARBAGE TRUCK (6507) December. 3, 2024 BoCC Meeting Minutes E. PURCHASE OF 2024 MACK GR64F ROLLOFF WITH EXCHANGE TO TWO COUNTY SURPLUS VEHICLES ($200,000 VALUE) TO MAKE PURCHASE PRICE - $50,000. It was MOVED by Commissioner Spooner and Seconded by Vice-Chair Thompson to approve the consent agenda. Discussion none MOTION CARRIES 4/0 5. SCHNEIDER ELECTRIC PROPOSAL PRESENTATION FOR INVESTMENT GRADE AUDIT AGREEMENT-LARRY PERRIN II Mr. Kornegay reported that his office engaged Schneider Electric to evaluate the condition of 7 county facilities for efficiency upgrades. He recognized Larry Perrin who shared a PowerPoint presentation highlighting the following upgrades needed: Utility analysis The county spends approximately $400,000 annually on utilities - Utility rate is 13 cents per kilowatt Jail lighting, HVAC, and controls Courthouse HVAC, controls, lighting, and water Library HVAC, controls, and lighting Governor Charley E. Johns Conference Center HVAC, controls, and lighting UF/IFAS Extension Office HVAC, controls, and lighting Senior Center HVAC, controls, lighting The goal for Schneider is to reduce operational costs and use the cost savings to fund the upgrades Schneider will stay engaged post project to ensure project performance Solar incentives - Upgrades without solar power would generate an annual operational cost savings of approximately $50,000. Upgrades with solar power would generate an annual operational cost savings of approximately $140,000 - $163,000. Next steps for implementation: i. Prepare analysis completed ii. Move into a collaborative design agreement Meet with staff to determine what upgrades to address Put together a collaborative scope of work Prepare a cost, savings, and scope of work report to present to the board for approval Discussion: Page 2 of 6 December. 3, 2024 BoCC Meeting Minutes In response to a question on related expenses for the county, Mr. Perrin stated that his company must save more money than the project costs in accordance with state law. Schneider will do this by looking into tax incentives, grants, and rebates that can be applied to the project cost. Any residual upfront expenditures will be arranged through a lease-to-purchase program and paid with the savings from operational costs. The overall cost savings to the county will be reflected in the final scope of work from the collaborative design process. Committed ARPA funded projects. Remarks regarding the county's capacity to pay for the upgrades upfront. The county would only be required to pay Schneider's exit fee of $34,000 ifi it decided not to work with Schneider after they demonstrate that the county would save more money than the project would have cost. Ifthe scope of work does not show an operational cost savings, Schnider cannot charge an exit fee. Schneider would be responsible for the design, engineering, and construction ofthe project. Ift the county chose to pursue solar panels, Schneider would establish an integration agreement with the utility provider to lock in the cost savings. The state statute requires Schneider to guarantee the savings they recommend; if the county finds no savings, Schneider must provide a check for the difference. If the county wishes to generate more energy than needed, it can look at solar energy buyback options with Schneider during the design phase. Schneider will apply for a 179D tax credit and if awarded will credit to the county. Schneider is committed to working with the county to help maintain project upgrades through a service agreement that is renewed annually. The first 2 years are included in the project cost. Schneider has performed projects in the following counties: Citrus, Jefferson, Lafayette, Holmes, and Walton. It was MOVED by Commissioner Spooner and Seconded by Commissioner Andrews to engage Schneider Electric to collaborate with the board on the design for the upgrades presented. MOTION CARRIES 4/0 6. LIBRARY CHRISTMAS CARNIVAL - KIM CRAWFORD Chair Riddick recognized Kim Crawford who shared details on the Winter Christmas Carnival, scheduled on December 5th from 5:30 pm = 7:30 pm, at the Bradford County Library. She recognized staff members Misty Dubose and Melanie Jackson who shared information about the different booths that would be setup during the carnival. 7. CLERK REPORTS - DENNY THOMPSON Chief Deputy Clerk Rachel Rhoden introduced Finance Director Dana LaFollette to present budget amendments and resolutions for fiscal-year 2024. A. FISCAL-YEAR 2024 BUDGET AMENDMENTS Page 3 of 6 December. 3, 2024 BoCC Meeting Minutes It was MOVED by Commissioner Spooner and Seconded by Commissioner Andrews to approve the budget amendments for fiscal-year 2024. Discussion - none MOTION CARRIES 4/0 B. FISCAL-YEAR 2024 BUDGET RESOLUTIONS i. A RESOLUTION (Res. No. 2024-29) OF THE BOARD OF COUNTY COMMISSIONERS OF BRADFORD COUNTY, FLORIDA APPROVING A $9,039.00 INCREASE IN REVENUEAND EXPENDITURES IN THE GENERAL FUND. (FLORIDA COMMERCE CPTA GRANT) ii. A RESOLUTION (Res. No. 2024-30) OF THE BOARD OF COUNTY COMMISSIONERS OF BRADFORD COUNTY, FLORIDA APPROVING AN $11,160.00 INCREASE IN REVENUE. AND EXPENDITURES INTHE GENERAL FUND. SUPERVISOR OF ELECTIONS SECURITY GRANT) iii. A RESOLUTION (Res. No. 2024-31) OF THE BOARD OF COUNTY COMMISSIONERS OF BRADFORD COUNTY, FLORIDA APPROVING A $479,136.00 INCREASE IN REVENUE AND EXPENDITURES IN THE FIRE RESCUE FUND. (PEMT REVENUE) iv. A RESOLUTION (Res. No. 2024-32) OF THE BOARD OF COUNTY COMMISSIONERS OF BRADFORD COUNTY, FLORIDA APPROVING A $3,494.00 INCREASE IN REVENUE AND EXPENDITURES IN THE FIRE RESCUE FUND. (STATE GRANT - DECONTAMINATION GLOVES AND HOODS) V. A RESOLUTION (Res. No. 2024-33) OF THE BOARD OF COUNTY COMMISSIONERS OF BRADFORD COUNTY, FLORIDA APPROVING A $78,000.00 INCREASE IN REVENUE AND EXPENDITURES IN THE FIRE RESCUE FUND. DEPARTMENT OF HEALTH SERVICE CONTRACT LUCAS DEVICES) vi. A RESOLUTION (Res. No. 2024-34) OF THE BOARD OF COUNTY COMMISSIONERS OF BRADFORD COUNTY, FLORIDA APPROVING A $12,708.00 INCREASE IN REVENUE AND EXPENDITURES IN THE FIRE RESCUE FUND. (STATE GRANT EMERGENCY = STRYKER POWER PRO COT) vii. A RESOLUTION (Res. No. 2024-35) OF THE BOARD OF COUNTY COMMISSIONERS OF BRADFORD COUNTY, FLORIDA APPROVING A $97,123.00 INCREASE IN REVENUE AND EXPENDITURES IN THE FIRE RESCUE FUND. (STATE GRANT EMS - RESPIRATORY VENTILATORS) vinl. A RESOLUTION (Res. No. 2024-36) OF THE BOARD OF COUNTY COMMISSIONERS OF BRADFORD COUNTY, FLORIDA APPROVING A $475,000.00 INCREASE IN REVENUE AND EXPENDITURES IN THE FIRE RESCUE FUND. (DFS GRANT-NEW ENGINE) ix. A RESOLUTION (Res. No. 2024-37) OF THE BOARD OF COUNTY COMMISSIONERS OF BRADFORD COUNTY, FLORIDA APPROVING A $488,520.00 INCREASE IN REVENUE AND EXPENDITURES IN THE FIRE RESCUE FUND. (OPIOID FUNDS - COMMUNITY PARAMEDICINE) Page 4 of 6 December 3, 2024 BoCC Meeting Minutes It was MOVED by Commissioner Andrews and Seconded by Commissioner Spooner to approve the resolutions as presented. Discussion none MOTION CARRIES 4/0 8. SHERIFF REPORTS - GORDON SMITH On December 17-18, Holiday with Heros (formerly Shop with a Cop) will take place. Sheriff Smith gave Capt. Brad Witt recognition for his role in organizing the event. The Sheriff's Christmas Banquet will be held on December 19th at 6 p.m. at the Bradford County Fairgrounds. Cross Church will offer daycare for sheriff staff member's children. On December 3 at 6 p.m., The Women's Club of Starke will host an annual cake auction to raise money for the Bradford County Arc. 9. COUNTY MANAGER REPORTS - SCOTT KORNEGAY Comments of appreciation to the Bradford County Library for all the programs and activities it offers the community. Announced that he, Commissioners Dougherty and Andrews will be attending The Florida Association of Counties Conference in Tampa this week (December 3-6). 10. COUNTY ATTORNEY REPORTS = none 11. COMMISSIONER'S COMMENTS Commissioner Spooner December 7th is the City of Gainesville's A Very GNV Holiday Parade where Shaquille O'Neal has been named grand marshal. December 14th is the City of Starke's Christmas Parade. December 21st is the City of Lawtey's Christmas Parade. 12. CHAIR'S COMMENTS Chair Riddick recognized County Manager Scott Kornegay who reported that the tentative ribbon cutting for Station 10 ribbon will be on January 10th, in the morning, sometime around 10 a.m. ADJOURN: There being no further business, the meeting adjourned at 10:52 a.m. BOARD OF COUNTY COMMISSIONERS BRADFORD COUNTY, FLORIDA DANNY RIDDICK, CHAIR Page 5 of 6 December. 3, 2024 BoCC Meeting Minutes ATTEST: DENNY THOMPSON, CLERK TO THE BOARD MINUTES PREPARED BY: RACHEL RHODEN, CHIEF DEPUTY CLERK Minutes approved by the BOCC during a scheduled meeting on: Page 6 of 6 BOARD OF COUNTY COMMISSIONERS OF BRADFORD COUNTY, FLORIDA AGENDA ITEM INFORMATION SHEET DATE: January 7th, > 2025 AGENDA: ITEM: Continuing Services Agreement Causseaux Hewett & Walpole, LLC DEPARTMENT: County Manager PURPOSE: ASSOCIATED COST(S): BUDGETLINE (G/L#): Page 1 of 1 BOARD OF COUNTY COMMISSIONERS OF BRADFORD COUNTY, FLORIDA CONTINUING SERVICES AGREEMENT FOR THE PROVISION OF PROFESSIONAL SERVICES THIS CONTINUING SERVICES AGREEMENT 1S made and entered into this day of 2024, by and between the BOARD OF COUNTY COMMISSIONERS OF BRADFORD COUNTY, FLORIDA, a political subdivision of the State of Florida, whose address is 945 North Temple Avenue, Starke, Florida 32091 and who is hereinafter referred to as COUNTY," and CAUSSEAUX HEWETT & WALPOLE, LLC, a Florida corporation, whose address 11801 Research Drive, Alachua, Florida 32615, and who is hereinafter referred to as "CONSULTANT." WITNESSETH: INTRODUCTORY PROVISIONS A. Adoption and Incorporation of Recitals. The parties adopt the above-referenced recitals and incorporate them herein as a material part of this agreement. B. Purpose and Authority for. Agreement. 1. This continuing services agreement is entered into for the purpose of organizing and outlining the relationship between COUNTY and CONSULTANT regarding the provision of continuing professional services for Bradford County, Florida. 11. This agreement is entered into pursuant to the authority granted by and in accordance with Chapters 125 and 287, Florida Statutes. C. General Provisions. i. CONSULTANT shall provide professional services for COUNTY as required by COUNTY which may include services in all phases of a project. These services may include serving as the COUNTY's professional engineering services representative for the project, providing professional engineering consultation and advice, and by itself or with subconsultants furnishing customary civil, architectural, structural, mechanical, environmental, transportation, stormwater, irrigation, landscaping, and electrical engineering services, as may be appropriate. CONSULTANT shall perform all services in a timely, efficient and cost-effective. manner and in a manner that follows the highest standards of professional engineering. ii. COUNTY shall, from time to time, at its sole discretion, authorize CONSULTANT in writing to provide services by issuing a Services Authorization. A Services Authorization shall, by mutual agreement of the parties, set forth, (1) the Scope of Services, (2) the time for performance, (3) method and amount of compensation, (4) the provisions of Sections 1 and 2 of this continuing services agreement which are applicable, (5) the deliverables, if any (which are the items to be provided to COUNTY as a result of the services, and (6) the services, information, and data that can be provided by COUNTY to CONSULTANT. ini. COUNTY does not guarantee, warrant, or represent that any number of projects or any particular type of project will be assigned to CONSULTANT under the terms of this continuing services agreement. Furthermore, the purpose of this continuing services agreement 1S not to authorize a specific project, but to set forth certain duties, obligations, rights, and responsibilities that may be incorporated by reference into any services authorization that may be mutually agreed to by both parties. COUNTY shall have the sole discretion to select the project(s), if any, that may be given to CONSULTANT. iv. All references to drawings shall mean both traditionally drafted as well as computer- based, and all submissions of drawings will include paper, mylar, and computer file versions as appropriate. SECTION 1. GENERAL SERVICES PROVIDED BY CONSULTANT 1.1 General Upon the issuance of a Services Authorization Agreement, CONSULTANT may be expected to perform general services, including, but not limited to the following: 1.2 Study and Report Phase Services. After written authorization to proceed from COUNTY to CONSULTANT, CONSULTANT shall: 1.2.1 Consult with COUNTY to clarify and define COUNTY's requiréments for the project and to review available data. 1.2.2 Prepare a report or feasibility study containing schematic layouts, sketches, and conceptual design criteria with appropriate exhibits to indicate clearly the considerations involved (including applicable requirements of governmental authorities having jurisdiction as aforesaid) and the alternative solutions available to COUNTY and setting forth CONSULTANT'S findings and recommendations. This Report will be accompanied by CONSULTANT'S cost estimate for the Project. 1.3 Preliminary Design Phase Services. In cooperation with COUNTY, and on the basis ofthe accepted study and report documents, determine the general scope, extent, and character of the project. After written authorization to proceed with the preliminary design phase, CONSULTANT shall: 1.3.1 Make a personal examination of the proposed project site and as may reasonably be discoverable, note site conditions and impediments that pertain to or might adversely affect the timely, efficient, and economical completion of any phase of the project, or the project as a whole. CONSULTANT shall promptly report any adverse site conditions to COUNTY. 1.3.2 Prepare preliminary design documents consisting of final design criteria, preliminary drawings, and outline specifications. 1.3.3 Advise COUNTY if additional data or services are necessary for preliminary design and assist COUNTY in obtaining such data and Services. 1.3.4 Based on the information contained in the preliminary design documents, submit a revised total project cost estimate to COUNTY. 1.4 Final Design Phase Services. After written authorization to proceed with the final design phase, CONSULTANT shall: 1.4.1 On the basis of the accepted preliminary design documents and the project costs estimate, if applicable, prepare for incorporation in the construction contract documents final drawings (drawings) to show the general scope, extent, and character of the work to be furnished and performed by the project contractor(s), and specifications. 1.4.2 Prepare and furnish to COUNTY such documents and design data as may be required by COUNTY, sO that COUNTY may apply for approvals of such governmental authorities as havejurisdiction over design criteria applicable to the project. CONSULTANT shall also assist COUNTY in obtaining such approvals by submitting, participating, and/or leading in negotiations with apptopriate authorities and the services authorization shall define CONSULTANT'S role in this regard. 1.4.3 Prepare for review and approval by COUNTY invitations for bid, bid forms (where appropriate), supplementary conditions, and assist in the preparation of other related documents. 1.5 Biddingor) Negotiating Phase Services. After written authorization to proceed with the bidding or negotiating phase, CONSULTANT shall: 1.5.1 Assist COUNTY in advertising for and obtaining bids or negotiating proposals for each separate prime contract for construction, materials, equipment, and services; and, when authorized in the applicable services authorization, attend pre-bid conferences. 1.5.2 Assist COUNTYin preparing and distributing addenda as appropriate to interpret, clarify, or expand the bidding documents or in response to written questions received during the bid phase. 1.5.3 Assist COUNTY in determining qualifications of the prime contractor as well as subcontractors, suppliers, and other persons and organizations proposed by the prime contractor(s) for those portions of the work where determination of such acceptability is required by the bidding documents. 1.5.4 Consult with COUNTY concerning, and determine the acceptability of, substitute materials and equipment proposed by the contractor(s) when substitution is allowed by the bidding documents. 1.5.5 Assist COUNTY in evaluating bids or proposals and in assembling and awarding contracts for construction, materials, equipment, and services. 1.6 Construction Phase Services. During the Construction Phase, CONSULTANT shall, if requested by COUNTY and accepted by CONSULTANT: 1.6.1 General: Consult with and advise COUNTY and act as its representative as provided in the Construction Contract documents. 1.6.2 Pre-Construction Meeting: Prepare for and attend a pre-construction meeting conducted by COUNTY with representatives ofthe Contractor(s), subcontractors(), utility companies, etc. for each Project, as determined necessary by COUNTY. 1.6.3 Work in Progress: In connection with observations of the work of Contractor(s) while it is in progress: 1.6.3.1 CONSULTANT shall make visits to the site as requested by COUNTY in order to observe as an experienced and qualified design professional the progress and quality of the various aspects of Contractor(s) work. In addition, CONSULTANT may provide, if requested by COUNTY in a Services Authorization, the services of Construction Manager and/or Field Representative (and assistants as agreed) at the site to assist CONSULTANT and to provide more continuous observation of such work. 1.6.4 Interpretations and Clarifications: CONSULTANT shall issue necessary interpretations and clarifications of the drawings and specifications and in connection therewith prepare work directive changes and change orders as required. In addition, CONSULTANT shall assist COUNTY to respond, in writing, to any request fori information (RFI). All RFIs and responses thereto shall be submitted to COUNTY and CONSULTANT for review and response by COUNTY. 1.6.5 Substitutes: CONSULTANT shall evaluate and determine the acceptability of substitute materials and equipment proposed by the contractor(s). 1.6.6 Inspections and Tests: CONSULTANT shall have authority to receive all certificates of inspections, testing and approvals required by laws, rules, regulations, ordinances, codes, orders, and terms of the drawings and specifications (but only to determine generally that their content complies with the requirements of, and the results certified indicate compliance with, the drawings and specifications) and > in addition, CONSULTANT shall have authority, as COUNTY's representative, to act as initial interpreter of the requirements of the drawings and specifications. 1.6.7 Applications for Payment: After work is completed by CONSULTANT and with COUNTY's satisfaction of work performed, an application for payment shall be submitted to COUNTY. 1.6.8 Track Progress of Contractor: If providing construction manager and/or field representative services, CONSULTANT shall track the progress of the contractor(s) and submit a written report to COUNTY at stages of the construction as defined in the services authorization, documenting the progress of the contractor relative to the original approved schedule. 1.6.9 Minimize Claims: CONSULTANT shall endeavor to minimize the potential areas for contractor claims by initiating timely, thorough, and complete communication a month COUNTY and the design and construction contract principals; other local, state, or federal parties (when directed by COUNTY); or private entities that may also be involved. 1.6.10 Limitation of Responsiblities: CONSULTANT shall not be responsible for the acts or omissions of any contractor, or of any subcontractor or supplier, or any of the contractor(s) or subcontractor's or supplier's agents or employees or any other persons (except CONSULTANT'S own subconsultants, employees, and agents) at the site or otherwise furnishing or performing any oft the contractor(s) work. 1.6.11 Subcontractors and Subconsultants. In performing the services and to see them to a timely, efficient, and cost-effective completion, CONSULTANT shall have the right to employ other firms, CONSULTANIS, contractors, subcontractors, and sO forth (subconsultants). While COUNTY shall make no demand that CONSULTANT hire any particular subconsultant for any specific project, by acquiescing to of accepting a subconsultant hired by CONSULTANT, COUNTY does not guarantee or warrant the reliability or effectiveness of that entity's services. SECTION: 2. ADDITIONAL SERVICES OF CONSULTANT 2.1 General. COUNTY may, at its sole discretion, provide CONSULTANT with a services authorization to furnish or obtain (from others) additional services of the following types which are not considered normal or customary general services, as described above. These additional services may include, but are not limited to, the following: 2.1.1 Preparation of applications and supporting documents (in addition to those furnished under general services) for private or governmental. grants, loans, or advances in connection with the project; preparation for review of environmental assessments and impact statements; review and evaluation of the effect on the design requirements of the project of any statements an documents prepared by others; and assistance in obtaining approvals of authorities having jurisdiction over the anticipated environmental impact of the project. 2.1.2 Services resulting from significant changes in the previously approved extent of the project or its design including, but not limited to, changes in size, complexity, COUNTY's schedule, or character of construction or method of financing; and revising previously accepted studies, reports, design documents, or construction contract documents when such revisions are due to causes beyond CONSULTANT'S control. 2.1.3 Providing measured drawings, renderings, or models for COUNTY's or CONSULTANT'S use. 2.1.4 Preparing documents for alternate bids requested by COUNTY for the contractor(s) work which is not exceeded, or documents for out-of-sequence work. 2.1.5 Investigation involving detailed consideration of operation, maintenance, and overhead expenses; value engineering during the course of design; cash flow, and economic evaluations not envisioned in a preliminary consulting report; rate scheduled and appraisals; assistance in obtaining financing for project; processes available for licensing and assisting COUNTY in obtaining process licensing; detailed quantity surveys of material, equipment and labor; and audits or inventories required in connection with construction performed by COUNTY. 2.1.6 Furnishing services of independent professional associates and CONSULTANT'S for other than general services (which include, but are not limited to, customary civil, structural, mechanical, environmental, architectural, transportation, stormwater, irrigation, landscaping, and electrical engineering); and for providing data or services beyond those described as general services, herein. 2.1.7 Services resulting from the award of more than one prime contract for construction, materials, equipment, or services for the project, and services resulting from the arranging for performance by persons (other than the prime contractors) of services for COUNTY and administering COUNTY's contracts for such services. 2.1.8 Services during out-of-town travel required of CONSULTANT, other than visits to the site or COUNTY's office which are necessary for the performance of general services. 2.1.9 Where applicable, and with approval of COUNTY, preparation of operating and maintenance manual; protracted or extensive assistance in the utilization of any equipment or system (such as initial start up, testing, adjusting, and balancing); and training personnel for operation and maintenance. 2.1.10 Preparing to serve (or serving) as a CONSULTANT or witness for COUNTY in any litigation, arbitration, or other legal of administrative proceeding involving the Project (except for assistance in consultations included as part of general services). 2.1.11 Services in connection with change orders to reflect changes requested by COUNTY and making revisions to drawings and specifications occasioned thereby. 2.1.12 Preparing for COUNTY, on request, a set of reproducible record prints of signed and sealed drawings showing those changes made during the construction process. Such prints shall be based on the marked-up prints, drawings, and other data furnished by the contractor(s) to CONSULTANT and which CONSULTANT considered significant (record drawings). If COUNTY requests the original record drawings sO prepared by CONSULTANT, CONSULTANT may have them delivered to a printer that will not unreasonably delay the delivery oft the record drawings. 2.1.13 Additional or extended service during construction made be necessary by, (1) work damaged through means beyond control of CONSULTANI, (2) a significant amount of defective or neglected work of the contractor(s) not resulting from the inadequate performance of CONSULTANT under the terms of the agreement, (3) prolongation of contract time of any prime Contractor by more than thirty (30) days, (4) acceleration of the progress schedule involving services beyond normal working hours, and (5) default by the prime contractor(s). 2.1.14 Services after completion of the construction phase, such as inspections during any guarantee period and reporting observed discrepancies under guarantees called for in any construction contract for the project. 2.1.15 Assistance in the preparation of ordinances. 2.1.16 Assistance in the preparation of agreements between COUNTY and others (including, but not limited to, other units of government, developers, districts, and authorities). 2.1.17 Special studies, reports, investigations, or analyses. 2.1.18 Services in connection with any partial utilization of any part of the project by COUNTY prior to substantial completion. 2.1.19 Evaluating an unreasonable or extensive number of claims submitted by the contractor(s) or others in connection with the work, such unreasonableness and extensiveness to be at COUNTY's request and determination. 2.1.20 The filing of a written status report with COUNTY concerning, (1) a description of the services performed and completed to a date certain, (2) the results of such services and work (ie. their relation to the total project work, the percentage of project services then completed), and (3) any other observations or comments that CONSULTANT believes or should reasonably believe will affect the successful completion of the project, or that should otherwise be brought to COUNTY's attention. The frequency of such reports shall be set forth in each services authorization. 2.1.21 Additional services in connection with the project not otherwise defined in the general services, or as described elsewhere herein, and including but not limited to start-up services that shall be defined in the appropriate services authorization. SECTION 13. RESPONSIBILITIES OF BRADFORD COUNTY 3.1 Requirements for Projects. COUNTY shall provide criteria and information as may be needed by CONSULTANT to ascertain and meet COUNTY's requirements for projects in a timely manner, including design objectives and constraints; space, capacity, and performance requirements; flexibility and expandability matters; and any budgetary limitations; and furnish copies of all design and construction standards which COUNTY will require to be included in the drawing and specifications. 3.2 Information Pertinent to Projects. COUNTY shall provide CONSULTANT with access to COUNTY's records to allow CONSULTANT to identify all available information pertinent to the project (including previous reports and any other data relative to design or construction of the project). COUNTY shall make reasonable efforts to identify such pertinent information for CONSULTANT, CONSULTANT is ultimately responsible for satisfying itself as to the accuracy of any data provided, and, furthermore, CONSULTANTIS responsible for bringing to COUNTY's attention, for COUNTY's resolution, any material inconsistencies or errors in such data which come to CONSULTANT'S attention. If COUNTY requires CONSULTANT'S assistance in resolving any error or inconsistency, such Services may be provided by mutual agreement of the parties and shall be reimbursed by COUNTY. 3.3 Access to Property. COUNTY shall arrange for access to, and make provisions for, CONSULTANT to enter upon public and private property as required for CONSULTANT to perform its services. 3.4 Examination. COUNTY shall examine all studies, reports, sketches, drawings, specifications, proposals, and other documents presented by CONSULTANI, and render, in writing, decisions pertaining thereto within a reasonable time. 3.5 Approvals and Permits. COUNTY shall obtain approvals and permits, with the active assistance and advice of CONSULTANT (and as budgeted in the applicable services authorization), from all governmental authorities havingjurisdiction over the project and such approvals and consents from others as may be necessary for successful completion of the project. 3.6 Other Professional Services. COUNTY shall provide such (accounting, independent cost estimating, and insurance counseling) services as may be required for the Project, to ascertain that the construction contractor(s) are complying with any law, rule, regulation, ordinance, code, or order applicable to their furnishing and performing the Project work. 3.7 COUNTY Project Manager. COUNTY reserves the right to appoint a COUNTY project manager for any services authorization. COUNTY project manager may be COUNTY engineer/utilities engineer or COUNTY's designee. The project manager for COUNTY shall issue all written authorizations to CONSULTANT that the project may require, or that may otherwise be defined or referred to in this continuing services agreement. COUNTY project manager shall also, (1) act as COUNTY's agent with respect to the services rendered hereunder; (2) transmit instructions to and receive information from CONSULTANTO communicate COUNTY's policies and decisions to CONSULTANT regarding the Services; (4) determine, initially, whether CONSULTANT is fulfilling its duties, responsibilities, and obligations hereunder; and (5) determine, initially, the merits of any allegation by CONSULTANT respecting COUNTY's nonperformance of any project obligation. All determinations made by COUNTY project manager, as outlined above, shall be final and binding upon CONSULTANT in regard to further administrative review, but shall not be binding upon CONSULTANT in regard to general appearances before, or appeals to, the Board of County Commissioners, or appearances or appeals to a court of competent jurisdiction. 3.8 Notice and Extension ofTerm. COUNTY shall give prompt written notice to CONSULTANT whenever COUNTY observes or otherwise becomes aware of any development that affects the scope or timing of CONSULTANT'S Services, of any defect in the work of the Contractor(s). If CONSULTANT has been delayed in completing its Services through no fault or negligence of its own, and, as a result, will be unable to complete performance fully and satisfactorily under the provisions of any services authorization, then, in COUNTY's sole discretion, and upon the submission to COUNTY of evidence of the causes of the delay, CONSULTANT shall be granted an extension ofi its project schedule equal to the period CONSULTANT was actually and necessarily delayed. 3.9 COUNTY's Construction Management. COUNTY may provide construction manager(s) and field representative(s) to monito construction activities. When COUNTY provides construction manager(s) and field representative(s) his duties, responsibilities, and limitation of authority shall be set forth in the construction contract documents, if applicable, and the following will apply: 3.9.1 The construction manager will provide instructions to the field representative(s) on procedures to be followed and will schedule inspections of construction. The field representative(s) shall be responsible for proper execution of the construction manager's instructions. 3.9.2 COUNTY's construction manager(s) and field representative(s) shall have prior construction experience or shall be trained by COUNTY to assure that the foregoing have sufficient understanding of their duties and personal job safety precautions on the subject project. CONSULTANT has no responsibility for training of COUNTY's representative(s) or for general duties of a representative on the subject project or for general job safety precautions on the subject project. 3.10 Additional Services. COUNTY shall furnish, or direct CONSULTANT to provide, necessary additional services as stipulated in Section 2 of this continuing services agreement or other services as required or as mutually agreed pursuant to a services authorization. 3.11 Incidental Costs. COUNTY shall bear all costs incident to compliance with the requirements of this Section. SECTION 4. TERM(S) OF AGREEMENT 4.1 Initial Term of. Agreement. The initial term of this continuing services agreement shall be a period oft two (2) calendar years, beginning on the date that the agreement is fully executed by both COUNTY and CONSULTANT. 4.2 Extension Terms of Agreement. Following said: initial term, this continuing services agreement shall automatically renew for three (3) successive one (1) year "extension" periods, subject to the mutual consent of COUNTY and CONSULTANT, unless otherwise amended or terminated as provided for below and herein. SECTION 5. PAYMENTS TO CONSULTANT 5.1 General. 5.1.1 COUNTY will pay CONSULTANT for services as detailed in each of CONSULTANT'S monthly invoices and in accordance with the schedule of fees and reimbursable expenses as provided in each services authorization. The invoices shall be in a format approved by the project manager. 5.1.2 CONSULTANT fully acknowledges and agrees that if at any time it performs services on a project contemplated by the parties, such services will have been, a) fully negotiated, reduced to writing, and formally executed by both COUNTY and CONSULTANT; b) of reduced to writing by COUNTY and signed by COUNTY; Then CONSULTANT shall perform such services without liability to COUNTY, and at CONSULTANT'S own risk. 5.1.3 For other than lump-sum contracts, COUNTY shall only be obligated to pay for those services that CONSULTANT can demonstrate our reasonable, provable, and within the scope of services of any services authorization. 5.2 Compensation. Within the services authorization associated with each project, COUNTY and the CONSULTANT may agree on, but not be limited to, one of the methods ofcompensation outlined in subsections 5.2, or a method of compensation established within the services authorization or as required by the project Funding Agency. Reimbursable expenses shall be defined in subsection 5.3. 5.2.1 Methods of Compensation. 5.2.1.1 Lump Sum: for services rendered, COUNTY shall pay CONSULTANT a lump sum fee, including or excluding reimbursable expenses as mutually agreed upon and set 4th in the services authorization. CONSULTANT will invoice COUNTY monthly, based upon CONSULTANTS estimate of the portion of total services actually completed at the time of billing. 5.2.1.2 Percent of Construction Cost: when percent of construction cost is used to establish compensation for the design and contract administration services, the actual construction costs on which compensation is determined shall exclude legal fees, administrative costs, engineering fees, land rights, acquisition costs, water costs, and interest expense incurred during the construction period. CONSULTANT will invoice COUNTY monthly, based upon the CONSULTANTS estimate of the portion of the total services actually completed at the time oft billing. 5.2.1.3 Hourly Plus Direct Cost: Compensation will be for personal time and expense directly attributable to an assigned task by COUNTY. The Engineer will render to COUNTY or performed service, an itemized bill once each month for services as defined in the Service Authorization. 5.3 Reimbursable Expenses. shall mean the actual, necessary, and reasonable expenses incurred directly or indirectly in connection with the project work: transportation and subsistence incidental there too for travel outside Bradford County; Obtaining bids or proposals from contractors; furnishing and maintaining field office facilities when not included in construction contract slash funding; Reproduction of reports, drawings and specifications, and similar project-related items. 5.4 Payments by Owner. All services payment shall be made by COUNTY to CONSULTANT within thirty (30) calendar days of counties invoice receipt thereof (payment period), unless, within the payment period, COUNTY, (1) notifies CONSULTANT of an objection to the payment amount, and (2) either provides CONSULTANT with a determination ofthe proper payment, or (3) requests further information from CONSULTANT sO that a proper payment can be derived and agreed upon by the parties. 5.5 Records. CONSULTANT also agrees to maintain and to cause each subconsultant to maintain complete and accurate books and records (books) in accordance with sound accounting principles and standards, and relating to all services and the project, and the related costs and expenditures to COUNTY that have been contracted for and paid during the life of any Specified Authorization. 5.6 Late Payment. IfCOUNTY fails to make any payment due to CONSULTANT for services and expenses within forty-five (45) days after receipt of CONSULTANIS invoice, or within thirty (30) days of receipt of project funds released to COUNTY from the project Funding Agency; therefore, the amounts due CONSULTANT shall include a charge at the rate of one percent (1%) per month simple interest from the thirtieth (30t) day, and, in addition CONSULTANT may, after giving seven (7) calendar days prior written notice to COUNTY, suspend services under this continuing services agreement until CONSULTANT has been paid, in full, amounts due it for services and expenses. Any portion of an invoice that is objected to or questioned by COUNTY in accordance with Subsection 5.4 shall not be considered due for the purposes of this Subsection. 5.7 Overtime. Overtime will be paid by COUNTY only if authorized in advance by COUNTY for work to be performed to meet a particular deadline for which there is insufficient time to accomplish the task during normal hours, through no fault OfCONSULTANT. 5.8 Scope, Cost, and Fee Adjustment. 5.8.1 General: CONSULTANT or COUNTY may at any time notify the other of requested changes to the scope of services as set forth in a services authorization. The notification shall state the scope modification, and an adjustment of the cost estimate and fee specified in the subject services authorization to reflect such modification. The cost and fee adjustment due to modification in the scope of services may be calculated utilizing the same method of compensation applicable to the services authorization prior to the scope modification. CONSULTANT and COUNTY understand that, unless the cost and fee adjustment is within a previously approved budget, any change to the scope of services must be approved or authorized by the Board of County Commissioners of Bradford County, Florida. If the cost and fee adjustment is within aj previously apptoved budget for changes to the scope of services for the overall project, the change may be approved by COUNTY. 5.8.2 Scope Reduction: COUNTY shall have the sole right to reduce (or eliminate, in whole of in part) the scope of any project at any time and for any reason, upon written notice to CONSULTANT specifying the nature and extent of the reduction. In such event, CONSULTANTS shall be fully compensated for the services already performed, including payment as defined elsewhere herein of all project-specific fee amounts due and payable prior to the effective date stated in counties notification of the reduction and for a maximum of five (5) days' demobilization costs. CONSULTANT shall also be compensated for the services remaining to be done and not reduced or eliminated on the project. 5.8.3 Scope suspension: COUNTY may, at any time and for any reason, direct CONSULTANT to suspend work (in whole or in part) under this continuing services agreement. Such direction shall be in writing and shall specify the period during which services shall be stopped. CONSULTANT shall resume its services upon the date specified, or upon such other date as COUNTY shall be added to the applicable services authotization term; Provided, however, that any work stoppage not approved or caused by the actions or inactions OfCOUNTY shall not give rise to any claim against COUNTY by CONSULTANT. COUNTY agrees to compensate CONSULTANT for its reasonable and probable costs attributable to any delay accrued or caused by the actions or inactions of COUNTY. 5.9 Sales Tax. Under Florida law, COUNTY is exempt from sales taxes imposed upon professional services when COUNTY purchases such services directly. COUNTY agrees to pay actual taxes (exclusive of any multiplier) imposed upon CONSULTANI, for COUNTY projects, for CONSULTANTS purchase of subconsultant services or materials, except for qualified sales for resales. COUNTY and CONSULTANT agree that this Subsection may be modified by Services Authorization, in the event of future changes to Florida law that affect the parties, terms, or conditions of this continuing services agreement. 5.10 Payment Withheld. When COUNTY has reasonable ground belief, or information to believe that, (1) CONSULTANT will be unable to perform the Services under any Services Authorization within the related project term; or (2) a meritorious claim exists against CONSULTANT or COUNTY arising out of CONSULTANTS negligence or CONSULTANTS breach of any provision of this continuing services agreement or any services authorization; Then COUNTY may withhold a payment otherwise due and payable to CONSULTANT; provided, however, that COUNTY shall not unreasonably withhold other services authorization payments that may not otherwise be in dispute. 5.11 Termination. Upon the termination of this continuing services agreement, or any services authorization issued under this agreement, CONSULTANT shall prepare the final and complete payment statement for all services and reimbursable expenses incurred since the posting of the last payment statement, and through the date of termination. The final payment statement shall be subject to all the provisions described herein. 5.12 Final Payment. The acceptance by CONSULTANT, its successors, or assigns, of any final payment due upon the termination of this continuing services agreement or any services authorization, shall constitute a full and complete release OfCOUNTY: from any and all claims or demands regarding further compensation for authorized services rendered prior to such final payment that CONSULTANT, its successors, or assigns have or may have against COUNTY under the provisions of this continuing services agreement, unless otherwise previously and properly filed pursuant to the provisions of this continuing services agreement, or in a court of competent jurisdiction period this subsection does not affect any other portion of this continuing services agreement that extends obligations of the parties beyond final payment. SECTION 6. PROIECT COST ESTIMATES 6.1 CONSULTANT'S Estimate of] Project Construction Cost. Any estimated project construction cost provided to COUNTY by CONSULTANT under this continuing services agreement or any services authorization issued under this continuing services agreement shall be deemed to mean the total cost to COUNTY of those portions of the entire project designed and specified by CONSULTANT, but will not include CONSULTANIS compensation and expenses, the cost of lands right of way, or compensation for damages to properties, unless the applicable services authorization so specifies; Nor will it include Counties legal, accounting, insurance counseling, or auditing services, or will It include counties legal, accounting, insurance-counseling. auditing services, or interest and financing charges incurred in connection with the project or the cost of other services to be provided by others to COUNTY. 6.2 CONSULTANT'S Estimate of] Probably Cost. Since CONSULTANT has no control over the cost oflabor, materials, equipment, or services furnished by others, or over the contractor(s) methods of determining prices, for over competitive bidding or market conditions, CONSULTANTS opinion of total project cost and construction cost estimate provided for herein above are to be made on the basis of CONSULTANTS experience and qualifications, and represent CONSULTANTS best judgment as an experienced and qualified professional which is familiar with the construction industry; But CONSULTANT cannot and does not guarantee that proposals, bids, or actual total project or construction costs will not vary from opinions of probable cost prepared by CONSULTANT. SECTION 7. TERMINATION OF AGREEMENT This continuing services agreement may be terminated by either party by delivering a thirty (30) day written notice to other party. In the event of the termination of this continuing services agreement, any liability ofc one party to the other arising out of any services rendered, or any act or event occurring prior to the termination, shall not be deemed to be terminated or released. CONSULTANTS shall be paid for services completed prior to receipt of the termination notice and for reasonable termination settlement costs relating to commitments which had become firm prior to the termination; However, payment to CONSULTANT will exclude any and all anticipated supplemental costs, administrative expenses, overhead, and profit on uncompleted services. SECTION 8. SUSPENSION OF AGREEMENT COUNTY has the right to suspend CONSULTANT services pursuant to any services authorization. However, if COUNTY suspends CONSULTANTS services pursuant to any services authorization, COUNTY will add to the period of service for such services authotization a period not less than the duration of such suspension and compensate CONSULTANT for its reasonable and provable costs, profits (as agreed to by COUNTY), and losses (including overhead costs, reimbursable and subsequent expenses incurred) associated with demobilization for such suspended service. SECTION 9. NOTICES TO PARTIES All notices denominated as such by this Agreement, or the Bradford County code of Ordinances, or Florida or federal law, required to be given to CONSULTANT hereunder shall be in writing, and shall be given by hand-delivery or Unites States mail, postage paid, addressed to: All notices required to be given to COUNTY shall be in writing, and shall be given by hand-delivery or United States mail, postage prepaid, to COUNTY and County Clerk, separately, at: Board of County Commissioners of Bradford County, Florida Attention: County Manager 945 N Temple Ave Starke, Florida 32091 Either party may change its address, for purposes of this Subsection, by written notice to the other party given in accordance with the provisions of this Subsection. SECTION 10. CONFLICT OF INTEREST CONSULTANT represents and warrants unto COUNTY that no officer, employee, or agent of the COUNTY has any interest, either directly or indirectly, in the business of CONSULTANT to be conducted hereunder. CONSULTANT further represents and warrants to COUNTY that it has not employed or retained any company or person, other than a bona fide employee working solely for CONSULTANT, to solicit or secure this continuing services agreement, and that it has not paid, or agreed to pay, or given or offered any fee, commission, percentage, gift, loan, or anything of value to any person, company, corporation, individual, or firm, other that bona fide Personnel working solely for CONSULTANT, in consideration for contingent upon, or resulting from, the award or making of this continuing services agreement. Further, CONSULTANT also acknowledges that it has not agreed, as an expressed or implied condition for obtaining this continuing services agreement, to employe or retain the services of any person, company, individual or firm in connection with catrying out this continuing services agreement. It is absolutely understood and agreed by CONSULTANT that, for the breach or violation of this section, COUNTY shall have the right to terminate this continuing services agreement without liability at its sole discretion, and to deduct from any amounts owed, or to otherwise recover the full amount of any value paid by CONSULTANT. SECTION 11. INDEMNIFICATION AND INSURANCE 11.1 Indemnification CONSULTANT agrees to indemnify and hold harmless COUNTY, its representatives, and elected and appointed officials from liabilities, damages, losses and costs, including, but not limited to, reasonable attorney's fees, to the extent caused by the negligence, recklessness, or intentional wrongful misconduct of CONSULTANT and persons employed or utilized by CONSULTANT in the performance of any professional services rendered under this continuing services agreement or any services authorizations issued pursuant to this continuing services agreement. For purposes of compliance with Florida law, CONSULTANT acknowledges that this provision shall be deemed a part of the project specifications or the bid documents. 11.2 Insurance. 11.2.1 General Provisions. CONSULTANT shall purchase, maintain, and keep in full force, effect, and good standing, such insurance that is further described below, and any other insurance necessary to fully protect it from claims of the nature that are detailed below, that may arise out of, or result from CONSULTANT'S operations, performance, or services, or all of these things, or any of these things in combination (CONSULTANT'S Operations), whether CONSULTANT'S operations are by CONSULTANT, any of its agents or subconsultants, or anyone for whose act or acts it may be liable. CONSULTANT'S insurance carrier shall be licensed to do business in the state of Florida and shall have an A.M. Best Rating of"A" or better. The insurance required by this subsection shall be written for not less than the limits of liability specified below, or required by law, whichever is greater, and shall include contractual liability insurance as applicable to CONSULTANT'S obligation under this agreement. CONSULTANT shall provide evidence of both General (Public and Property) Liability and Professional (Design Errors and Omissions) Liability Insurance in the form of a certificate of insurance issued on behalf of COUNTY by companies acceptable to COUNTY at the following minimum limits and coverages with deductible amounts acceptable to COUNTY: Comprehensive General Liability Insurance $1,000,000.00 (COUNTY is to be named as an additional insured.) Professional Liability Insurance: $1,000,000.00 (Design Errors and Omission.) 11.2.2 Additional Insurance Requirements. CONSULTANT shall not commence any work in connection with an Agreement until all ofthe following types ofinsurance! have been obtained and such insurance has been approved by COUNTY, nor shall CONSULTANT allow any subconsultant to commence work on a subcontract until all similar insurance required of the subconsultant has been sO obtained and approved. Policies other than Workers' Compensation shall be issued only by companies authorized by subsisting certificates of authority issued to the companies by Department of Insurance of Florida which maintain a Best Rating of "A" or better and a Financial Size Category or "VII" or better according to the. A.M. Best Company. Policies for Workers' Compensation may be issued by companies authorized as a group self-insurer by Section 440.57, Florida Statutes. 11.2.2.1 Loss Deductible Clause: COUNTY shall be exempt from, and in no way liable for, any sums of money, which may represent a deductible in any insurance policy. The payment of such deductible shall be the sole responsibility of CONSULTANT and/or subconsultant providing such insurance. 11.2.2.2 Workers' Compensation Insurance: CONSULTANT shall obtain during the life of this Agreement, Workers' Compensation Insurance with Employer's Liability Limits of 50,00/50090/50090 for all CONSULTANTS employees connected with the work of this project and, in the event any work is sublet, CONSULTANT shall require the subconsultant similarly to provide Workers' Compensation Insurance for all of the latter's employees unless such employees are covered by the protection afforded by CONSULTANT. Such mnsurance shall comply fully with the Florida Workers' Compensation Law. In case any class of employees engaged in hazardous work under this contract for COUNTY is not protected under the Workers' Compensation statute, CONSULTANT shall provide, and cause each subconsultant to provide adequate insurance, satisfactory to COUNTY for the protection of CONSULTANT'S employees not otherwise protected. The policy shall include an appropriate waiver of subrogation provision in favor ofCOUNTY. 11.2.2.3 CONSULTANT'S Public Liability and Property Damage Insurance: During the life of the Agreement, CONSULTANT shall maintain COMMERCIAL AUTOMOBILE COVERAGE, this policy should name COUNTY as an additional insured, and shall protect CONSULTANT from claims for damage for personal injury, including accidental death, as well as claims for property damages which may arise from operations under this Agreement whether such operations be by CONSULTANT or by anyone directly or indirectly employed by CONSULTANT, and the amounts of such insurance shall be the minimum limits as follows: 11.2.3 Automobile Bodily Injury Liability and Property Damage Liability. The policy and coverages shall include: $1,000,000 Combined single limit per occurrence (each person, each accident); All covered automobiles will be covered via symbol 1; Liability coverage will include hired and non-owned automobile liability; and Include Waiver of Subrogation in favor of COUNTY. 11.2.4 Comprehensive General Liability (Occurrence Form): This policy should name COUNTY as an additional insured and should indicate that the insurance of CONSULTANT is primary and not contributory over the insurance of COUNTY. The policy and coverage shall include: $2,000,000 GENERAL AGGREGATE, $1,000,000 RODUCISCONPIETED OPERATIONS AGGREGATE; $1,000,000 PER OCCURRENCE; $1,000,000 PERSONAL AND ADVERTISING INJURY; and Include Waiver ofSubrogation in favor of COUNTY. SECTION 12. MISCELLANEOUS PROVISIONS 12.1 Non-Exclusive Agreement. This continuing services agreement is non-exclusive and may be terminated at COUNTY's convenience with the proper notice having been given to CONSULTANT pursuant to the requirements of this agreement. It is understood and acknowledged that the rights granted herein to CONSULTANT are non-exclusive, and COUNTY shall have the right, at any time, to enter into similar agteements with other engineers, architects, landscape architects, planners, CONSULTANTS, CONSULTANT'S subconsultants, and sO forth, to have them perform such professional services as COUNTY may desire. 12.2 Ownership of Documents. Upon project completion and payment of all fees due CONSULTANT, CONSULTANT shall deliver to COUNTY and COUNTY shall have the unlimited rights, for the benefit of the COUNTY, in all original drawings, design, specifications, notes, and other CONSULTANT work produced in the performance of this continuing services agreement or in the contemplation thereof and all record and sealed drawings produced after completion of the work, including the right to use same in furtherance of any other COUNTY work. All work prepared by CONSULTANT pursuant to this continuing services agreement shall be instruments of service for the project. They are not intended of represented to be suitable for reuse by COUNTY or any others for any other project. Reuse for another project without written verification of adoption by CONSULTANT for a specific purpose will be at COUNTY risk. Any such verification or adaptation, if required by COUNTY of CONSULTANT, will entitle CONSULTANT to further compensation at rates to be agreed by COUNTY and CONSULTANT. The original set and one: additional copy of sealed plans and specifications shall be delivered to and become the property of COUNTY upon completion of the work by CONSULTANT. Further, in addition to the hard copies described, an electronic copy will be sent by email to the project manager. 12.3 Local, State, and Federal Obligations. 12.3.1 Discrimination. CONSULTANT, for itself, its delegates, successor-in-interes, and its assign, and as a part of the consideration hereof, does hereby covenant and agree that, (1) in the furnishing of services to COUNTY hereunder, no person shall be excluded from participation in, deny the benefits of, or otherwise subjected to discrimination in regard to this agreement on the grounds of such persons' race, color, creed, nation origin, disability, marital status, or sex; and (2) CONSULTANT shall comply with all existing requirements concerning discrimination imposed by any and all applicable local, state, and federal rules, regulations, or guidelines, and as such rules, regulations, or guidelines may be from time to time amended. In the event of a breach of any of the nondiscrimination covenants described in this subsection, COUNTY shall have the right to terminate this continuing services agreement, with cause, as described above. 12.3.2 Compliance with Laws and Regulations. CONSULTANT and its employees shall promptly observe, comply with, and execute the provision of any and all present and future federal, state, and local laws, rules, regulations, requirements, ordinances, and orders with may pertain or apply to the Services that may be rendered hereto, or to the wages paid by CONSULTANT to its employees. CONSULTANT shall also require, by contract, that all subconsultants shall comply with the provisions of this subsection. 12.3.3 Licenses. CONSULTANT shall, during the life of this continuing services agreement, procure and keep in full force, effect and good standing, all necessary licenses, registrations, certificates, permits, and other authorizations as are required by local, state, and federal law, in order for CONSULTATN to render its services or work as described herein. CONSULTANT shall also require all subconsultants to comply by contract with the provisions of this subsection. 12.3.4 Compliance with New Regulations. CONSULTANT agrees that as such time as the local, state, or federal agencies modify their grant procedures in order for COUNTY or CONSULTANT to qualify for local, state, or federal funding for the Services to be rendered by CONSULTANT, then CONSULTANT shall consent to and make such modifications or amendments in a timely manner. IFCONSULTANT is unable to comply with applicable local, state, or federal laws and regulations governing the grant of such funds for services to be rendered herein, the COUNTY shall have the right, by written notice to CONSULTANT, to terminate this continuing services agreement for convenience. Furthermore, if CONSULTANT'S compliance with such laws, regulations, rules, or procedures causes a material change to a term or condition of this continuing services agreement, or to any services authorization, then COUNTY agrees, upon sufficient proof of material changes as may be presented to it by CONSULTANI, to amend all related COUNIY/CONSULTANT contractual obligations, and to revise such project budgets accordingly. 12.4 Dispute Resolution and Exclusive Venue. As a condition precedent to the filing of any suit or other legal proceeding, the parties shall endeavor to resolve claims, disputes, or other matters in question by mediation. Mediation shall be initiated by any party by service a written request for same on the other party. The parties shall, by mutual agreement, select a mediator withing fifteen (15) days of the date of the request for mediation. If the parties cannot agree on the selection of a mediator, then COUNTY shall select the mediator who, if selected by COUNTY, shall be a mediator certified by the Florida Supreme Court. No suit or other legal proceeding shall be filed until the mediator declares an impasse, which declaration, in any event, shall be issued by the mediator not later than sixty (60) days after the initial mediation conference. The sole and exclusive venue for any mediation shall be in Bradford County, Florida. Any legal proceeding of any nature brought by either party against the other to enforce any right or obligation under this continuing services agreement or any services authorization issued under this continuing services agreement, or arising out of any matter pertaining to this continuing services agreement or the work to be performed hereunder, shall be submitted for trial, without a jury, before the Circuit Court of the Judicial Circuit, in and for Bradford County, Florida. The parties consent and submit to the jurisdiction of such court pursuant hereto. COUNTY and CONSUITANTeprne, waive all rights to trial by jury regarding any legal proceeding of any nature brought by either party against the other to enforce any right or obligation under this continuing services agreement or arising out of any matter pertaining to this contract or the work to be performed hereunder. As noted herein, the sole and exclusive venue for any litigation or other legal proceeding between the parties shall be the Circuit Court of the Judicial Circuit in and for Bradford County, Florida. 12.5 Severability of Agreement Provisions. If any ptovision or portion of this continuing services agreement is held to be invalid, unenforceable, or unconstitutional, the remainer of this continuing services agreement of portions thereof shall be deemed severable, shall not be affected, and shall remain in full force and effect. 12.6 Entirety of Agreement. This document constitutes the entirety of the continuing services agreement between COUNTY and CONSULTANT as it pertains to the subject matter contained herein and this continuing services agreement therefore supersedes all prior written or oral agreements, understandings, or representations with regard to the subject matter contained herein. 12.7 Sovereign Immunity, CONSULTANT expressly retains all rights, benefits and immunities of sovereign immunity in accordance with Section 768.28, Florida Statutes. Notwithstanding anything set forth in any section, article of paragraph of this Agreement to the contrary, nothing in this Agreement shall be deemed as a waiver of sovereign immunity or limits of liability which may have been adopted by the Florida Legislature or may be adopted by the Florida Legislature, and the cap on the amount and liability of COUNTY for damages, attorney fees and costs, regardless ofthe number or nature of claims in tort, equity or contract, shall not exceed the dollar amount set by the Florida Legislature for tort. Nothing in this Agreement shall inure to the benefit of any third party for the purpose of allowing any claims against COUNTY which would otherwise be barred under the doctrine ofs sovereign immunity or operation ofl law. 12.8 Amendments or Alterations to Agreement. No amendment, change, or alteration to this continuing services agreement shall be made other than in writing and signed by both COUNTY and CONSULTANT. 12.9 Public Records. The parties agree to: 1. Keep and maintain public records that ordinarily and necessarily would be required by the COUNTY in order to perform the service; 2. Provide the public with access to public records on the same terms and conditions that the COUNTY would provide the records and at a cost that does not exceed the cost provided in state law or as otherwise provided by law; 3. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law. IF THE CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONSULTANTS DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THE AGREEMENT, CONTACTTHE CUSTODIAN OF PUBLIC RECORDS AT (904) 966-6327, COUNTY MANAGER'S OFFICE, 945 NORTH TEMPLE AVENUE, STARKE, FLORIDA 32091. 12.10 Effective Date of Agreement. This continuing services agreement shall become effective immediately upon execution of this continuing services agreement by both COUNTY and CONSULTANT. The Remainder of This Page Intentionally Lef Blank. IN WITNESS WHEREOF, the parties hereto have caused this agreement to be executed for the purposes outlined herein and have caused their appropriate representatives to complete the execution below. CAUSSEAUX HEWETT & WALPOLE, LLC M. Heahcck paigu BY: Moiqu M. Heahincock as Vice Peesident and Authorized Signatory DATE: 12/17/2074 WITNESSES: - BY: M.Hhw Ctzel AND de K - BY: JAES K. HORRIOTT,R. STATE OF FLORIDA COUNTY OF Qlachua The instrument was acknowledged before me this Doembe2 17tn forgoing day of 2024 by. Monique M. Heahhncock as, Vice PReSIdens and Authorized Signatory of CAUSSEAUX HEWETT & WALPOLE, LLC., a peEsonally Knoww who is personally known to me or who produced as identification. Notary Public State of Florida Nicholle E Brockish mmmu My Commission HH 397048 - 11 Expires 8/15/2027 NOTARY PUBLIC IN WITNESS WHEREOF, the parties hereto have caused this agreement to be executed for the purposes outlined herein and have caused their apptopriate representatives to complete the execution below. BOARD OF COUNTY COMMISSIONERS OF BRADFORD COUNTY, FLORIDA BY: DANIEL RIDDICK, as its Chairman DATE: ATTEST: BY: DENNYTHOMPSON, as Clerk to the Board APPROVED AS TO FORM AND LEGAL SUFFICIENCY: BY: RICH KOMANDO County Attorney BOARD OF COUNTY COMMISSIONERS OF BRADFORD COUNTY, FLORIDA AGENDA ITEM INFORMATION SHEET DATE: January 7, 2025 AGENDA ITEM Continuing Services Agreement with J Brown Professional Group, Inc., (JBPro) DEPARTMENT: County Manager Page 1 of 1 BOARD OF COUNTY COMMISSIONERS OF BRADFORD COUNTY, FLORIDA CONTINUING SERVICES AGREEMENT FOR THE PROVISION OF PROFESSIONAL SERVICES THIS CONTINUING SERVICES AGREEMENT is made and entered into this day of 2024, by and between the BOARD OF COUNTY COMMISSIONERS OF BRADFORD COUNTY, FLORIDA, a political subdivision oft the State of Florida, whose address is 945 North Temple Avenue, Starke, Florida 32091 and who is hereinafter referred to as COUNTY, and JBrown Professional Group, Inc., (BPro), a Florida corporation, whose address is 3530 Northwest 43rd Street, Gainesville, Florida 32606, and who is hereinafter referred to as CONSULTANT" WITNESSETH: INTRODUCTORY PROVISIONS A. Adoption and Incorporation of Recitals. The parties adopt the above-referenced recitals and incorporate them herein as a material part of this agreement. B. Purpose and Authority for Agreement 1. This continuing services agreement is entered into for the purpose of organizing and outlining the relationship between COUNTY and CONSULTANT regarding the provision of continuing professional services for Bradford County, Florida. ii. This agreement is entered into pursuant to the authority granted by and in accordance with Chapters 125 and 287, Florida Statutes. C. General Provisions. i. CONSULTANT shall provide professional services for COUNTY as required by COUNTY which may include services in all phases of a project. These services may include serving as the COUNTY's professional engineering services representative for the project, providing professional engineering consultation and advice, and by itself or with subconsultants furnishing customary civil, architectural, structural, mechanical, environmental, transportation, stormwater, irrigation, landscaping, and electrical engineering services, as may be appropriate. CONSULTANT shall perform all services in a timely, efficient and cost-effective manner and in a manner that follows the highest standards of professional engineering. ii. COUNTY shall, from time to time, at its sole discretion, authorize CONSULTANT in writing to provide services by issuing a Services Authorization. A Services Authorization shall, by mutual agreement of the parties, set forth, (1) the Scope of Services, (2) the time for performance, (3) method and amount of compensation, (4) the provisions of Sections 1 and 2 of this continuing services agreement which are applicable, (5) the deliverables, ifany (which are the items to be provided to COUNTY as a result of the services, and (6) the services, information, and data that can be provided by COUNTY to CONSULTANT. iii. COUNTY does not guarantee, warrant, or represent that any number of projects or any particular type of! project will be assigned to CONSULTANT under the terms of this continuing services agreement. Furthermore, the purpose of this continuing services agreement is not to authorize a specific project, but to set forth certain duties, obligations, rights, and responsibilities that may be incorporated by reference into any services authorization that may be mutually agreed to by both parties. COUNTY shall have the sole discretion to select the project(s), if any, that may be given to CONSULTANT. iv. All references to drawings shall mean both traditionally drafted as well as computer- based, and all submissions of drawings will include paper, mylar, and computer file versions as appropriate. SECTION1. GENERAL: SERVICES PROVIDED BY CONSULTANT 1.1 General Upon the issuance of a Services Authorization Agreement, CONSULTANT may be expected to perform general services, including, but not limited to the following: 1.2 Study and Report Phase Services. After written authorization to proceed from COUNTY to CONSULTANT, CONSULTANT shall: 1.2.1 Consult with COUNTY to clarify and define COUNTY's requirements for the project and to review available data. 1.2.2 Prepare a report or feasibility study containing schematic layouts, sketches, and conceptual design criteria with appropriate exhibits to indicate clearly the considerations involved (including applicable requirements of governmental authorities having jurisdiction as aforesaid) and the alternative solutions available to COUNTY and setting forth CONSULTANT'S findings and recommendations. This Report will be accompanied by CONSULTANT'S cost estimate for the Project. 1.3 Preliminary Design Phase Services. In cooperation with COUNTY, and on the basis of the accepted study and report documents, determine the general scope, extent, and character of the project. After written authorization to proceed with the preliminary design phase, CONSULTANT shall: 1.3.1 Make a personal examination of the proposed project site and as may reasonably be discoverable, note site conditions and impediments that pertain to or might adversely affect the timely, efficient, and economical completion of any phase of the project, or the project as a whole. CONSULTANT shall promptly report any adverse site conditions to COUNTY. 1.3.2 Prepare preliminary design documents consisting of final design criteria, preliminary drawings, and outline specifications. 1.3.3 Advise COUNTY if additional data or services are necessary for preliminary design and assist COUNTY in obtaining such data and Services. 1.3.4 Based on the information contained in the preliminary design documents, submit a revised total project cost estimate to COUNTY. 1.4 Final Design Phase Services. After written authorization to proceed with the final design phase, CONSULTANT shall: 1.4.1 On the basis of the accepted preliminary design documents and the project costs estimate, if applicable, prepare for incorporation in the construction contract documents final drawings (drawings) to show the general scope, extent, and character of the work to be furnished and performed by the project contractor(s), and specifications. 1.4.2 Prepare and furnish to COUNTY such documents and design data as may be required by COUNTY, SO that COUNTY may apply for approvals of such governmental authorities as havej jurisdiction over design criteria applicable to the project. CONSULTANT shall also assist COUNTY in obtaining such approvals by submitting, participating, and/or leading in negotiations with appropriate authorities and the services authorization shall define CONSULTANT'S role in this regard. 1.4.3 Prepare for review and approval by COUNTY invitations for bid, bid forms (where appropriate), supplementary conditions, and assist in the preparation of other related documents. 1.5 Bidding or Negotiating Phase Services. After written authorization to proceed with the bidding or negotiating phase, CONSULTANT shall: 1.5.1 Assist COUNTY in advertising for and obtaining bids or negotiating proposals for each separate prime contract for construction, materials, equipment, and services; and, when authorized in the applicable services authorization, attend pre-bid conferences. 1.5.2 Assist COUNTY in preparing and distributing addenda as appropriate to interpret, clarify, or expand the bidding documents or in response to written questions received during the bid phase. 1.5.3 Assist COUNTY in determining qualifications of the prime contractor as well as subcontractors, suppliers, and other persons and organizations proposed by the prime contractor(s) for those portions of the work where determination of such acceptability is required by the bidding documents. 1.5.4 Consult with COUNTY concerning, and determine the acceptability of, substitute materials and equipment proposed by the contractor(s) when substitution is allowed by the bidding documents. 1.5.5 Assist COUNTY in evaluating bids or proposals and in assembling and awarding contracts for construction, materials, equipment, and services. 1.6 Construction Phase Services. During the Construction Phase, CONSULTANT shall, if requested by COUNTY and accepted by CONSULTANT: 1.6.1 General: Consult with and advise COUNTY and act as its representative as provided in the Construction Contract documents. 1.6.2 Pre-Construction Meeting: Prepare for and attend a pre-construction meeting conducted by COUNTY with representatives of the Contractor(s), subcontractors(s), utility companies, etc. for each Project, as determined necessary by COUNTY. 1.6.3 Work in Progress: In connection with observations of the work of Contractor(s) while it is in progress: 1.6.3.1 CONSULTANT shall make visits to the site as requested by COUNTY in order to observe as an experienced and qualified design professional the progress and quality of the various aspects of Contractor(s)" work. In addition, CONSULTANT may provide, if requested by COUNTY in a Services Authorization, the services of Construction Manager and/or Field Representative (and assistants as agreed) at the site to assist CONSULTANT and to provide more continuous observation of such work. 1.6.4 Interpretations and Clarifications: CONSULTANT shall issue necessary interpretations and clarifications of the drawings and specifications and in connection therewith prepare work directive changes and change orders as required. In addition, CONSULTANT shall assist COUNTY to respond, in writing, to any request for information (RFI). All RFIS and responses thereto shall be submitted to COUNTY and CONSULTANT for review and response by COUNTY. 1.6.5 Substitutes: CONSULTANT shall evaluate and determine the acceptability of substitute materials and equipment proposed by the contractor(s). 1.6.6 Inspections and Tests: CONSULTANT shall have authority to receive all certificates of inspections, testing and approvals required by laws, rules, regulations, ordinances, codes, orders, and terms ofthe drawings and specifications (but only to determine generally that their content complies with the requirements of, and the results certified indicate compliance with, the drawings and specifications). and > in addition, CONSULTANT shall have authority, as COUNTY's representative, to act as initial interpreter of the requirements of the drawings and specifications. 1.6.7 Applications for Payment: After work is completed by CONSULTANT and with COUNTY's satisfaction of work performed, an application for payment shall be submitted to COUNTY. 1.6.8 Track Progress of Contractor: If providing construction manager and/or field representative services, CONSULTANT shall track the progress of the contractor(s) and submit a written report to COUNTY at stages of the construction as defined in the services authorization, documenting the progress oft the contractor relative to the original approved schedule. 1.6.9 Minimize Claims: CONSULTANT shall endeavor to minimize the potential areas for contractor claims by initiating timely, thorough, and complete communication a month COUNTY and the design and construction contract principals; other local, state, or federal parties (when directed by COUNTY); or private entities that may also be involved. 1.6.10 Limitation of Responsibilities: CONSULTANT shall not be responsible for the acts or omissions of any contractor, or of any subcontractor or supplier, or any of the contractor(s) or subcontractor's or supplier's agents or employees or any other persons (except CONSULTANT'S own subconsultants, employees, and agents) at the site or otherwise furnishing or performing any of the contractor(s)" work. 1.6.11 Subcontractors and Subconsultants. In performing the services and to see them to a timely, efficient, and cost-effective completion, CONSULTANT shall have the right to employ other firms, CONSULTANTS, contractors, subcontractors, and sO forth subconsultants). While COUNTY shall make no demand that CONSULTANT hire any particular subconsultant for any specific project, by acquiescing to or accepting a subconsultant hired by CONSULTANT, COUNTY does not guarantee or warrant the reliability or effectiveness of that entity's services. SECTION2. ADDITIONAL SERVICES OF CONSULTANT 2.1 General. COUNTY may, at its sole discretion, provide CONSULTANT with a services authorization to furnish or obtain (from others) additional services of the following types which are not considered normal or customary general services, as described above. These additional services may: include, but are not limited to, the following: 2.1.1 Preparation of applications and supporting documents (in addition to those furnished under general services) for private or governmental grants, loans, or advances in connection with the project; preparation for review of environmental assessments and impact statements; review and evaluation of the effect on the design requirements of the project of any statements an documents prepared by others; and assistance in obtaining approvals of authorities having jurisdiction over the anticipated environmental impact of the project. 2.1.2 Services resulting from significant changes in the previously approved extent ofthe project or its design including, but not limited to, changes in size, complexity, COUNTY's schedule, or character of construction or method of financing; and revising previously accepted studies, reports, design documents, or construction contract documents when such revisions are due to causes beyond CONSULTANT'S control. 2.1.3 Providing measured drawings, renderings, or models for COUNTY's or CONSULTANT'S use. 2.1.4 Preparing documents for alternate bids requested by COUNTY for the contractor(s)" work which is not exceeded, or documents for out-of-sequence work. 2.1.5 Investigation involving detailed consideration of operation, maintenance, and overhead expenses; value engineering during the course of design; cash flow, and economic evaluations not envisioned in a preliminary consulting report; rate scheduled and appraisals; assistance in obtaining financing for project; processes available for licensing and assisting COUNTY in obtaining process licensing; detailed quantity surveys of material, equipment and labor; and audits or inventories required in connection with construction performed by COUNTY. 2.1.6 Furnishing services of independent professional associates and CONSULTANT'S for other than general services (which include, but are not limited to, customary civil, structural, mechanical, environmental, architectural, transportation, stormwater, irrigation, landscaping, and electrical engineering); and for providing data or services beyond those described as general services, herein. 2.1.7 Services resulting from the award ofi more than one prime contract for construction, materials, equipment, or services for the project, and services resulting from the arranging for performance by persons (other than the prime contractors) of services for COUNTY and administering COUNTY's contracts for such services. 2.1.8 Services during out-of-town travel required of CONSULTANT, other than visits to the site or COUNTY's office which are necessary for the performance of general services. 2.1.9 Where applicable, and with approval of COUNTY, preparation of operating and maintenance manual; protracted or extensive assistance in the utilization of any equipment or system (such as initial start up, testing, adjusting, and balancing); and training personnel for operation and maintenance. 2.1.10 Preparing to serve (or serving) as: a CONSULTANT or witness for COUNTY in any litigation, arbitration, or other legal or administrative proceeding involving the Project (except for assistance in consultations included as part of general services). 2.1.11 Services in connection with change orders to reflect changes requested by COUNTY and making revisions to drawings and specifications occasioned thereby. 2.1.12 Preparing for COUNTY, on request, a set of reproducible record prints of signed and sealed drawings showing those changes made during the construction process. Such prints shall be based on the marked-up prints, drawings, and other data furnished by the contractor(s) to CONSULTANT and which CONSULTANT considered significant (record drawings). If COUNTY requests the original record drawings SO prepared by CONSULTANT, CONSULTANT may have them delivered to a printer that will not unreasonably delay the delivery of the record drawings. 2.1.13 Additional or extended service during construction made be necessary by, (1) work damaged through means beyond control of CONSULTANT, (2) a significant amount of defective or neglected work of the contractor(s) not resulting from the inadequate performance of CONSULTANT under the terms of the agreement, (3) prolongation of contract time of any prime Contractor by more than thirty (30) days, (4) acceleration of the progress schedule involving services beyond normal working hours, and (5) default by the prime contractor(s). 2.1.14 Services after completion of the construction phase, such as inspections during any guarantee period and reporting observed discrepancies under guarantees called for in any construction contract for the project. 2.1.15 Assistance in the preparation of ordinances. 2.1.16 Assistance in the preparation of agreements between COUNTY and others (including, but not limited to, other units of government, developers, districts, and authorities). 2.1.17 Special studies, reports, investigations, or analyses. 2.1.18 Services in connection with any partial utilization of any part of the project by COUNTY prior to substantial completion. 2.1.19 Evaluating an unreasonable or extensive number of claims submitted by the contractor(s) or others in connection with the work, such unreasonableness and extensiveness to be at COUNTY's request and determination. 2.1.20 The filing of a written status report with COUNTY concerning, (1) a description of the services performed and completed to a date certain, (2) the results of such services and work (ie. their relation to the total project work, the percentage of project services then completed), and (3) any other observations or comments that CONSULTANT believes or should reasonably believe will affect the successful completion of the project, or that should otherwise be brought to COUNTY's attention. The frequency of such reports shall be set forth in each services authorization. 2.1.21 Additional services in connection with the project not otherwise defined in the general services, or as described elsewhere herein, and including but not limited to start-up services that shall be defined in the appropriate services authorization. SECTION 3. RESPONSIBILITIES OF BRADFORD COUNTY 3.1 Requirements for Projects. COUNTY shall provide criteria and information as may be needed by CONSULTANT to ascertain and meet COUNTY's requirements for projects in a timely manner, including design objectives and constraints; space, capacity, and performance requirements; flexibility and expandability matters; and any budgetary limitations; and furnish copies of all design and construction standards which COUNTY will require to be included in the drawing and specifications. 3.2 Information Pertinent to Projects. COUNTY shall provide CONSULTANT with access to COUNTY's records to allow CONSULTANT to identify all available information pertinent to the project (including previous reports and any other data relative to design or construction of the project). COUNTY shall make reasonable efforts to identify such pertinent information for CONSULTANT, CONSULTANT is ultimately responsible for satisfying itself as to the accuracy of any data provided, and, furthermore, CONSULTANT is responsible for bringing to COUNTY's attention, for COUNTY's resolution, any material inconsistencies or errors in such data which come to CONSULTANT'S attention. If COUNTY requires CONSULTANT'S assistance in resolving any error or inconsistency, such Services may be provided by mutual agreement of the parties and shall be reimbursed by COUNTY. 3.3 Access to Property. COUNTY shall arrange for access to, and make provisions for, CONSULTANT to enter upon public and private property as required for CONSULTANT to perform its services. 3.4 Examination. COUNTY shall examine all studies, reports, sketches, drawings, specifications, proposals, and other documents presented by CONSULTANT, and render, in writing, decisions pertaining thereto within a reasonable time. 3.5 Approvals and Permits. COUNTY shall obtain approvals and permits, with the active assistance and advice of CONSULTANT (and as budgeted in the applicable services authorization), from all governmental authorities having jurisdiction over the project and such approvals and consents from others as may be necessary for successful completion of the project. 3.6 Other Professional Services. COUNTY shall provide such (accounting, independent cost estimating, and insurance counseling) services as may be required for the Project, to ascertain that the construction contractor(s) are complying with any law, rule, regulation, ordinance, code, or order applicable to their furnishing and performing the Project work. 3.7 COUNTY Project Manager. COUNTY reserves the right to appoint a COUNTY project manager for any services authorization. COUNTY project manager may be COUNTY engineer/utilities engineer or COUNTY's designee. The project manager for COUNTY shall issue all written authorizations to CONSULTANT that the project may require, or that may otherwise be defined or referred to in this continuing services agreement. COUNTY project manager shall also, (1) act as COUNTY's agent with respect to the services rendered hereunder; (2) transmit instructions to and receive information from CONSULTANT; (3) communicate COUNTY's policies and decisions to CONSULTANT regarding the Services; (4) determine, initially, whether CONSULTANT is fulfilling its duties, responsibilities, and obligations hereunder; and (5) determine, initially, the merits of any allegation by CONSULTANT respecting COUNTY's nonpertormance of any project obligation. All determinations made by COUNTY project manager, as outlined above, shall be final and binding upon CONSULTANT in regard to further administrative review, but shall not be binding upon CONSULTANT in regard to general appearances before, or appeals to, the Board of County Commissioners, or appearances or appeals to a court of competent jurisdiction. 3.8 Notice and Extension ofTerm. COUNTY shall give prompt written notice to CONSULTANT whenever COUNTY observes or otherwise becomes aware ofa any development that affects the scope or timing of CONSULTANT'S Services, or any defect in the work of the Contractor(s). If CONSULTANT has been delayed in completing its Services through no fault or negligence of its own, and, as a result, will be unable to complete performance fully and satisfactorily under the provisions of any services authorization, then, in COUNTY's sole discretion, and upon the submission to COUNTY of evidence of the causes of the delay, CONSULTANT shall be granted an extension of its project schedule equal to the period CONSULTANT was actually and necessarily delayed. 3.9 COUNTY's Construction Management. COUNTY may provide construction manager(s) and field representative(s) to monito construction activities. When COUNTY provides construction manager(s) and field representative(s) his duties, responsibilities, and limitation of authority shall be set forth in the construction contract documents, if applicable, and the following will apply: 3.9.1 The construction manager will provide instructions to the field representative(s) on procedures to be followed and will schedule inspections of construction. The field representative(s) shall be responsible for proper execution of the construction manager's instructions. 3.9.2 COUNTY's construction manager(s) and field representative(s) shall have prior construction experience or shall be trained by COUNTY to assure that the foregoing have sufficient understanding of their duties and personal job safety precautions on the subject project. CONSULTANT has no responsibility for training of COUNTY's representative(s) or for general duties of a representative on the subject project or for general job safety precautions on the subject project. 3.10 Additional Services. COUNTY shall furnish, or direct CONSULTANT to provide, necessary additional services as stipulated in Section 2 of this continuing services agreement or other services as required or as mutually agreed pursuant to a services authorization. 3.11 Incidental Costs. COUNTY shall bear all costs incident to compliance with the requirements of this Section. SECTION4. TERM(S) OF AGREEMENT 4.1 Initial Term of Agreement. The initial term of this continuing services agreement shall be a period of two (2) calendar years, beginning on the date that the agreement is fully executed by both COUNTY and CONSULTANT. 4.2 Extension' Terms of Agreement. Following said initial term, this continuing services agreement shall automatically renew for three (3) successive one (1) year "extension" periods, subject to the mutual consent of COUNTY and CONSULTANT, unless otherwise amended or terminated as provided for below and herein. SECTION5. PAYMENTS TO CONSULTANT 5.1 General. 5.1.1 COUNTY will pay CONSULTANT for services as detailed in each of CONSULTANT'S monthly invoices and in accordance with the schedule of fees and reimbursable expenses as provided in each services authorization. The invoices shall be in a format approved by the project manager. 5.1.2 CONSULTANT fully acknowledges and agrees that if at any time it performs services on a project contemplated by the parties, such services will have been, a) fully negotiated, reduced to writing, and formally executed by both COUNTY and CONSULTANT; b) or reduced to writing by COUNTY and signed by COUNTY; Then CONSULTANT shall perform such services without liability to COUNTY, and at CONSULTANT'S own risk. 5.1.3 For other than lump-sum contracts, COUNTY shall only be obligated to pay for those services that CONSULTANT can demonstrate our reasonable, provable, and within the scope of services of any services authorization. 5.2 Compensation. Within the services authorization associated with each project, COUNTY and the CONSULTANT may: agree on, but not be limited to, one of the methods of compensation outlined in subsections 5.2, or a method of compensation established within the services authorization or as required by the project Funding Agency. Reimbursable expenses shall be defined in subsection 5.3. 5.2.1 Methods of Compensation. 5.2.1.1 Lump Sum: for services rendered, COUNTY shall pay CONSULTANT a lump sum fee, including or excluding reimbursable expenses as mutually agreed upon and set 4th in the services authorization. CONSULTANT will invoice COUNTY monthly, based upon CONSULTANTS estimate of the portion of total services actually completed at the time of billing. 5.2.1.2 Percent of Construction Cost: when percent of construction cost is used to establish compensation for the design and contract administration services, the actual construction costs on which compensation is determined shall exclude legal fees, administrative costs, engineering fees, land rights, acquisition costs, water costs, and interest expense incurred during the construction period. CONSULTANT will invoice COUNTY monthly, based upon the CONSULTANTS estimate of the portion of the total services actually completed at the time ofl billing. 5.2.1.3 Hourly Plus Direct Cost: Compensation will be for personal time and expense directly attributable to an assigned task by COUNTY. The Engineer will render to COUNTY or performed service, an itemized bill once each month for services as defined in the Service Authorization. 5.3 Reimbursable Expenses. shall mean the actual, necessary, and reasonable expenses incurred directly or indirectly in connection with the project work: transportation and subsistence incidental there too for travel outside Bradford County; Obtaining bids or proposals from contractors; furnishing and maintaining field office facilities when not included. in construction contract slash funding; Reproduction of reports, drawings and specifications, and similar project-related items. 5.4 Payments by Owner. All services payment shall be made by COUNTY to CONSULTANT within thirty (30) calendar days of counties invoice receipt thereof (payment period), unless, within the payment period, COUNTY, (1) notifies CONSULTANT of an objection to the payment amount, and (2) either provides CONSULTANT with a determination oft the proper payment, or (3) requests further information from CONSULTANT sO that a proper payment can be derived and agreed upon by the parties. 5.5 Records. CONSULTANT also agrees to maintain and to cause each subconsultant to maintain complete and accurate books and records (books) in accordance with sound accounting principles and standards, and relating to all services and the project, and the related costs and expenditures to COUNTY that have been contracted for and paid during the life of any Specified Authorization. 5.6 Late Payment. If COUNTY fails to make any payment due to CONSULTANT for services and expenses within forty-five (45) days after receipt of CONSULTANTS invoice, or within thirty (30) days of receipt of project funds released to COUNTY from the project Funding Agency; therefore, the amounts due CONSULTANT shall include a charge at the rate of one percent (1%) per month simple interest from the thirtieth (30") day, and, in addition CONSULTANT may, after giving seven (7) calendar days prior written notice to COUNTY, suspend services under this continuing services agreement until CONSULTANT has been paid, in full, amounts due it for services and expenses. Any portion of an invoice that 1s objected to or questioned by COUNTY in accordance with Subsection 5.4 shall not be considered due for the purposes of this Subsection. 5.7 Overtime. Overtime will be paid by COUNTY only if authorized in advance by COUNTY for work to be performed to meet a particular deadline for which there is insufficient time to accomplish the task during normal hours, through no fault of CONSULTANT. 5.8 Scope, Cost, and Fee Adjustment. 5.8.1 General: CONSULTANT or COUNTY may at any time notify the other of requested changes to the scope of services as set forth in a services authorization. The notification shall state the scope modification, and an adjustment of the cost estimate and fee specified in the subject services authorization to reflect such modification. The cost and fee adjustment due to modification in the scope of services may be calculated utilizing the same method of compensation applicable to the services authorization prior to the scope modification. CONSULTANT and COUNTY understand that, unless the cost and fee adjustment is within a previously approved budget, any change to the scope of services must be approved or authorized by the Board of County Commissioners of Bradford County, Florida. If the cost and fee adjustment is within a previously approved budget for changes to the scope of services for the overall project, the change may be approved by COUNTY. 5.8.2 Scope Reduction: COUNTY shall have the sole right to reduce (or eliminate, in whole or in part) the scope of any project at any time and for any reason, upon written notice to CONSULTANT specifying the nature and extent of the reduction. In such event, CONSULTANTS shall be fully compensated for the services already performed, including payment as defined elsewhere herein of all project-specific fee amounts due and payable prior to the effective date stated in counties notification of the reduction and for a maximum of five (5) days' demobilization costs. CONSULTANT shall also be compensated for the services remaining to be done and not reduced or eliminated on the project. 5.8.3 Scope suspension: COUNTY may, at any time and for any reason, direct CONSULTANT to suspend work (in whole or in part) under this continuing services agreement. Such direction shall be in writing and shall specify the period during which services shall be stopped. CONSULTANT shall resume its services upon the date specified, or upon such other date as COUNTY shall be added to the applicable services authorization term; Provided, however, that any work stoppage not approved or caused by the actions or inactions OfCOUNTY shall not give rise to any claim against COUNTY by CONSULTANT. COUNTY agrees to compensate CONSULTANT for its reasonable and probable costs attributable to any delay accrued or caused by the actions or inactions OfCOUNTY. 5.9 Sales Tax. Under Florida law, COUNTY is exempt from sales taxes imposed upon professional services when COUNTY purchases such services directly. COUNTY agrees to pay actual taxes (exclusive of any multiplier) imposed upon CONSULTANT, for COUNTY projects, for CONSULTANTS purchase of subconsultant services or materials, except for qualified sales for resales. COUNTY and CONSULTANT agree that this Subsection may be modified by Services Authorization, in the event of future changes to Florida law that affect the parties, terms, or conditions of this continuing services agreement. 5.10 Payment Withheld. When COUNTY has reasonable ground belief, or information to believe that, (1) CONSULTANT will be unable to perform the Services under any Services Authorization within the related project term; or (2) a meritorious claim exists against CONSULTANT or COUNTY arising out of CONSULTANTS negligence or CONSULTANTS breach of any provision of this continuing services agreement or any services authorization; Then COUNTY may withhold a payment otherwise due and payable to CONSULTANT; provided, however, that COUNTY shall not unteasonably withhold other services authorization payments that may: not otherwise be in dispute. 5.11 Termination. Upon the termination of this continuing services agreement, or any services authorization issued under this agreement, CONSULTANT shall prepare the final and complete payment statement for all services and reimbursable expenses incurred since the posting oft the last payment statement, and through the date of termination. The final payment statement shall be subject to all the provisions described herein. 5.12 Final Payment. The acceptance by CONSULTANT, its successors, or assigns, of any final payment due upon the termination of this continuing services agreement or any services authorization, shall constitute a full and complete release OfCOUNTY from any and all claims or demands regarding further compensation for authorized services rendered prior to such final payment that CONSULTANT, its successors, or assigns have or may have against COUNTY under the provisions of this continuing services agreement, unless otherwise previously and properly filed pursuant to the provisions of this continuing services agreement, ori in a court of competent jurisdiction period this subsection does not affect any other portion of this continuing services agreement that extends obligations of the parties beyond final payment. SECTION6. PROJECT COST ESTIMATES 6.1 CONSULTANTS Estimate of Project Construction Cost. Any estimated project construction cost provided to COUNTY by CONSULTANT under this continuing services agreement or any services authorization issued under this continuing services agreement shall be deemed to mean the total cost to COUNTY of those portions of the entire project designed and specified by CONSULTANT, but will not include CONSULTANTS compensation and expenses, the cost of lands right of way, or compensation for damages to properties, unless the applicable services authorization SO specifies; Nor will it include Counties legal, accounting, insurance counseling, or auditing services, or will It include counties legal, accounting, insurance-counseling. auditing services, or interest and financing charges incurred in connection with the project or the cost of other services to be provided by others to COUNTY. 6.2 CONSULTANT'S Estimate of Probably Cost. Since CONSULTANT has no control over the cost oflabor, materials, equipment, or services furnished by others, or over the contractor(s)" methods of determining prices, for over competitive bidding or market conditions, CONSULTANTS opinion of total project cost and construction cost estimate provided for herein above are to be made on the basis of CONSULTANTS experience and qualifications, and represent CONSULTANTS best judgment as an experienced and qualified professional which is familiar with the construction industry; But CONSULTANT cannot and does not guarantee that proposals, bids, Or actual total project or construction costs will not vary from opinions of probable cost prepared by CONSULTANT. SECTION 7. TERMINATION OF AGREEMENT This continuing services agreement may be terminated by either party by delivering a thirty (30) day written notice to other party. In the event of the termination of this continuing services agreement, any liability of one party to the other arising out of any services rendered, or any: act or event occurring prior to the termination, shall not be deemed to be terminated or released. CONSULTANTS shall be paid for services completed prior to receipt of the termination notice and for reasonable termination settlement costs relating to commitments which had become firm prior to the termination; However, payment to CONSULTANT will exclude any and all anticipated supplemental costs, administrative expenses, overhead, and profit on uncompleted services. SECTION 8. SUSPENSION OF AGREEMENT COUNTY has the right to suspend CONSULTANT services pursuant to any services authorization. However, if COUNTY suspends CONSULTANTS services pursuant to any services authorization, COUNTY will add to the period of service for such services authorization a period not less than the duration of such suspension and compensate CONSULTANT for its reasonable and provable costs, profits (as agreed to by COUNTY), and losses (including overhead costs, reimbursable and subsequent expenses incurred) associated with demobilization for such suspended service. SECTION9. NOTICES TO PARTIES All notices denominated as such by this Agreement, or the Bradford County code of Ordinances, or Florida or federal law, required to be given to CONSULTANT hereunder shall be in writing, and shall be given by hand-delivery or Unites States mail, postage paid, addressed to: JBrown Professional Group, Inc. 3530 NW 43rd St., Gainesville, FL 32606 All notices required to be given to COUNTY shall be in writing, and shall be given by hand-delivery or United States mail, postage prepaid, to COUNTY and County Clerk, separately, at: Board of County Commissioners of Bradford County, Florida Attention: County Manager 945 N Temple Ave Starke, Florida 32091 Either party may change its address, for purposes of this Subsection, by written notice to the other party given in accordance with the provisions of this Subsection. SECTION 10. CONFLICT OF INTEREST CONSULTANT represents and warrants unto COUNTY that no officer, employee, or agent of the COUNTY has any interest, either directly or indirectly, in the business of CONSULTANT to be conducted hereunder. CONSULTANT further represents and warrants to COUNTY that it has not employed or retained any company or person, other than a bona fide employee working solely for CONSULTANT, to solicit or secure this continuing services agreement, and that it has not paid, or agreed to pay, or given or offered any fee, commission, percentage, gift, loan, or anything of value to any person, company, corporation, individual, or firm, other that bona fide Personnel working solely for CONSULTANT, in consideration for contingent upon, or resulting from, the award or making of this continuing services agreement. Further, CONSULTANT also acknowledges that it has not agreed, as an expressed or implied condition for obtaining this continuing services agreement, to employe or retain the services of any person, company, individual or firm in connection with carrying out this continuing services agreement. It is absolutely understood and agreed by CONSULTANT that, for the breach or violation of this section, COUNTY shall have the right to terminate this continuing services agreement without liability at its sole discretion, and to deduct from any amounts owed, or to otherwise recover the full amount of any value paid by CONSULTANT. SECTION11. INDEMNIFICATION AND INSURANCE 11.1 Indemnification CONSULTANT agrees to indemnify and hold harmless COUNTY, its representatives, and elected and appointed officials from liabilities, damages, losses and costs, including, but not limited to, reasonable attorney's fees, to the extent caused by the negligence, recklessness, or intentional wrongful misconduct of CONSULTANT and persons employed or utilized by CONSULTANT in the performance of any professional services rendered under this continuing services agreement or any services authorizations issued pursuant to this continuing services agreement. For purposes of compliance with Florida law, CONSULTANT acknowledges that this provision shall be deemed a part of the project specifications or the bid documents. 11.2 Insurance. 11.2.1 General Provisions. CONSULTANT shall purchase, maintain, and keep in full force, effect, and good standing, such insurance that is further described below, and any other insurance necessary to fully protect it from claims oft the nature that are detailed below, that may arise out of, or result from CONSULTANT'S operations, performance, or services, Or all of these things, or any of these things in combination CONSULTANT'S Operations), whether CONSULTANT'S operations are by CONSULTANT, any of its agents or subconsultants, or anyone for whose act or acts it may be liable. CONSULTANT'S insurance carrier shall be licensed to do business in the state of Florida and shall have an A.M. Best Rating of"A" or better. The insurance required by this subsection shall be written for not less than the limits of liability specified below, or required by law, whichever is greater, and shall include contractual liability insurance as applicable to CONSULTANT'S obligation under this agreement. CONSULTANT shall provide evidence of both General (Public and Property) Liability and Professional (Design Errors and Omissions) Liability Insurance in the form of a certificate of insurance issued on behalf of COUNTY by companies acceptable to COUNTY at the following minimum limits and coverages with deductible amounts acceptable to COUNTY: Comprehensive General Liability Insurance $1,000,000.00 (COUNTY is to be named as an additional insured.) Professional Liability Insurance: $1,000,000.00 (Design Errors and Omission.) 11.2.2 Additional Insurance Requirements. CONSULTANT shall not commence any work in connection with an Agreement until all ofthe following types ofinsurance have been obtained and such insurance has been approved by COUNTY, nor shall CONSULTANT allow any subconsultant to commence work on a subcontract until all similar insurance required of the subconsultant has been SO obtained and approved. Policies other than Workers' Compensation shall be issued only by companies authorized by subsisting certificates of authority issued to the companies by Department of Insurance of Florida which maintain a Best Rating of "A" or better and a Financial Size Category or VII" or better according to the A.M. Best Company. Policies for Workers' Compensation may be issued by companies authorized as a group self-insurer by Section 440.57, Florida Statutes. 11.2.2.1 Loss Deductible Clause: COUNTY shall be exempt from, and in no way liable for, any sums of money, which may represent a deductible in any insurance policy. The payment of such deductible shall be the sole responsibility of CONSULTANT and/or subconsultant providing such insurance. 11.2.2.2 Workers' Compensation Insurance: CONSULTANT shall obtain during the life of this Agreement, Workers' Compensation Insurance with Employer's Liability Limits of 59,00/459090.55000 for all CONSULTANTS employees connected with the work of this project and, in the event any work is sublet, CONSULTANT shall require the subconsultant similarly to provide Workers' Compensation Insurance for all of the latter's employees unless such employees are covered by the protection afforded by CONSULTANT. Such insurance shall comply fully with the Florida Workers' Compensation Law. In case any class of employees engaged in hazardous work under this contract for COUNTY is not protected under the Workers' Compensation statute, CONSULTANT shall provide, and cause each subconsultant to provide adequate insurance, satisfactory to COUNTY for the protection of CONSULTANT'S employees not otherwise protected. The policy shall include an appropriate waiver of subrogation provision in favor of COUNTY. 11.2.2.3 CONSULTANT'S Public Liability and Property Damage Insurance: During the life of the Agreement, CONSULTANT shall maintain COMMERCIAL AUTOMOBILE COVERAGE, this policy should name COUNTY as an additional insured, and shall protect CONSULTANT from claims for damage for personal injury, including accidental death, as well as claims for property damages which may arise from operations under this Agreement whether such operations be by CONSULTANT or by anyone directly or indirectly employed by CONSULTANT, and the amounts of such insurance shall be the minimum limits as follows: 11.2.3 Automobile Bodily Injury Liability and Property Damage Liability. The policy and coverages shall include: $1,000,000 Combined single limit per occurrence (each person, each accident); All covered automobiles will be covered via symbol 1; Liability coverage will include hired and non-owned automobile liability; and Include Waiver of Subrogation in favor of COUNTY. 11.2.4 Comprehensive General Liability (Occurrence Form): This policy should name COUNTY as an additional insured and should indicate that the insurance of CONSULTANT is primary and not contributory over the insurance of COUNTY. The policy and coverage shall include: $2,000,000 GENERAL AGGREGATE; $1,000,000 PRODUCTS-COMPLETED OPERATIONS AGGREGATE; $1,000,000 PER OCCURRENCE; $1,000,000 PERSONAL AND ADVERTISING INJURY; and Include Waiver of Subrogation in favor of COUNTY. SECTION 12. MISCELLANEOUS PROVISIONS 12.1 Non-Exclusive Agreement. This continuing services agreement is non-exclusive and may be terminated at COUNTY's convenience with the proper notice having been given to CONSULTANT pursuant to the requirements of this agreement. Itis understood and acknowledged that the rights granted herein to CONSULTANT are non-exclusive, and COUNTY shall have the right, at any time, to enter into similar agreements with other engineers, architects, landscape architects, planners, CONSULTANTS, CONSULTANT'S subconsultants, and SO forth, to have them perform such professional services as COUNTY may desire. 12.2 Ownership of Documents. Upon project completion and payment of all fees due CONSULTANT, CONSULTANT shall deliver to COUNTY and COUNTY shall have the unlimited rights, for the benefit of the COUNTY, in all original drawings, design, specifications, notes, and other CONSULTANT work produced in the performance of this continuing services agreement or in the contemplation thereof and all record and sealed drawings produced after completion of the work, including the right to use samein furtherance of any other COUNTY work. All work prepared by CONSULTANT pursuant to this continuing services agreement shall be instruments of service for the project. They are not intended or represented to be suitable for reuse by COUNTY or any others for any other project. Reuse for another project without written verification or adoption by CONSULTANT for a specific purpose will be at COUNTY risk. Any such verification or adaptation, if required by COUNTY of CONSULTANT, will entitle CONSULTANT to further compensation at rates to be agreed by COUNTY and CONSULTANT. The original set and one additional copy ofs sealed plans and specifications shall be delivered to and become the property of COUNTY upon completion of the work by CONSULTANT. Further, in addition to the hard copies described, an electronic copy will be sent by email to the project manager. 12.3 Local, State, and Federal Obligations. 12.3.1 Discrimination. CONSULTANT, for itself, its delegates, successor-in-interest, and its assign, and as a part of the consideration hereof, does hereby covenant and agree that, (1) in the furnishing of services to COUNTY hereunder, no person shall be excluded from participation in, deny the benefits of, or otherwise subjected to discrimination in regard to this agreement on the grounds of such persons' race, color, creed, nation origin, disability, marital status, or sex; and (2) CONSULTANT shall comply with all existing requirements concerning discrimination imposed by any and all applicable local, state, and federal rules, regulations, or guidelines, and as such rules, regulations, or guidelines may be from time to time amended. In the event of a breach of any of the nondiscrimination covenants described in this subsection, COUNTY shall have the right to terminate this continuing services agreement, with cause, as described above. 12.3.2 Compliance with Laws and Regulations. CONSULTANT and its employees shall promptly observe, comply with, and execute the provision of any and all present and future federal, state, and local laws, rules, regulations, requirements, ordinances, and orders with may pertain or apply to the Services that may be rendered hereto, or to the wages paid by CONSULTANT to its employees. CONSULTANT shall also require, by contract, that all subconsultants shall comply with the provisions of this subsection. 12.3.3 Licenses. CONSULTANT shall, during the life of this continuing services agreement, procure and keep in full force, effect and good standing, all necessary licenses, registrations, certificates, permits, and other authorizations as are required by local, state, and federal law, in order for CONSULTATN to render its services or work as described herein. CONSULTANT shall also require all subconsultants to comply by contract with the provisions of this subsection. 12.3.4 Compliance with New Regulations. CONSULTANT agrees that as such time as the local, state, or federal agencies modify their grant procedures in order for COUNTY or CONSULTANT to qualify for local, state, or federal funding for the Services to be rendered by CONSULTANT, then CONSULTANT shall consent to and make such modifications or amendments in a timely manner. IFCONSULTANT: is unable to comply with applicable local, state, or federal laws and regulations governing the grant of such funds for services to be rendered herein, the COUNTY shall have the right, by written notice to CONSULTANT, to terminate this continuing services agreement for convenience. Furthermore, if CONSULTANT'S compliance with such laws, regulations, rules, or procedures causes a material change to a term or condition of this continuing services agreement, or to any services authorization, then COUNTY agrees, upon sufficient proof of material changes as may be presented to it by CONSULTANT, to amend all related COUNTY/CONSULTANT contractual obligations, and to revise such project budgets accordingly. 12.4 Dispute Resolution and Exclusive Venue. As a condition precedent to the filing of any suit or other legal proceeding, the parties shall endeavor to resolve claims, disputes, or other matters in question by mediation. Mediation shall be initiated by any party by service a written request for same on the other party. The parties shall, by mutual agreement, select a mediator withing fifteen (15) days of the date of the request for mediation. If the parties cannot agree on the selection of a mediator, then COUNTY shall select the mediator who, if selected by COUNTY, shall be a mediator certified by the Florida Supreme Court. No suit or other legal proceeding shall be filed until the mediator declares an impasse, which declaration, in any event, shall be issued by the mediator not later than sixty (60) days after the initial mediation conference. The sole and exclusive venue for any mediation shall be in Bradford County, Florida. Any legal proceeding ofany nature brought by either party against the other to enforce any right or obligation under this continuing services agreement or any services authorization issued under this continuing services agreement, or arising out of any matter pertaining to this continuing services agreement or the work to be performed hereunder, shall be submitted for trial, without a jury, before the Circuit Court of the Judicial Circuit, in and for Bradford County, Florida. The parties consent and submit to the jurisdiction of such court pursuant hereto. COUNTY and CONSULTANT expressively waive all rights to trial byj jury regarding any legal proceeding of any nature brought by either party against the other to enforce any right or obligation under this continuing services agreement or arising out of any matter pertaining to this contract or the work to be performed hereunder. As noted herein, the sole and exclusive venue for any litigation or other legal proceeding between the parties shall be the Circuit Court of the Judicial Circuit in and for Bradford County, Florida. 12.5 Severability of Agreement Provisions. If any provision or portion of this continuing services agreement is held to be invalid, unenforceable, or unconstitutional, the remainer of this continuing services agreement or portions thereof shall be deemed severable, shall not be affected, and shall remain in full force and effect. 12.6 Entirety of Agreement. This document constitutes the entirety of the continuing services agreement between COUNTY and CONSULTANT as it pertains to the subject matter contained herein and this continuing services agreement therefore supersedes all prior written or oral agreements, understandings, or representations with regard to the subject matter contained herein. 12.7 Sovereign Immunity. CONSULTANT expressly retains all rights, benefits and immunities of sovereign immunity in accordance with Section 768.28, Florida Statutes. Notwithstanding anything set forth in any section, article or paragraph of this Agreement to the contrary, nothing in this Agreement shall be deemed as a waiver of sovereign immunity or limits of liability which may have been adopted by the Florida Legislature or may be adopted by the Florida Legislature, and the cap on the amount and liability of COUNTY for damages, attorney fees and costs, regardless of the number or nature ofclaims in tort, equity or contract, shall not exceed the dollar amount set by the Florida Legislature for tort. Nothing in this Agreement shall inure to the benefit of any third party for the purpose of allowing any claims against COUNTY which would otherwise be barred under the doctrine of sovereign immunity or operation of law. 12.8 Amendments or Alterations to Agreement. No amendment, change, or alteration to this continuing services agreement shall be made other than in writing and signed by both COUNTY and CONSULTANT. 12.9 Public Records. The parties agree to: 1. Keep and maintain public records that ordinarily and necessarily would be required by the COUNTY in order to perform the service; 2. Provide the public with access to public records on the same terms and conditions that the COUNTY would provide the records and at a cost that does not exceed the cost provided in state law or as otherwise provided by law; 3. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law. IF THE CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONSULTANTS DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THE AGREEMENT, CONTACTTHE CUSTODIAN OF PUBLIC RECORDS AT (904) 966-6327, COUNTY MANAGER'S OFFICE, 945 NORTH TEMPLE AVENUE, STARKE, FLORIDA 32091. 12.10 Effective Date of Agreement. This continuing services agreement shall become effective immediately upon execution of this continuing services agreement by both COUNTY and CONSULTANT. The Remainder ofThis Page Intentionally Left. Blank. IN WITNESS WHEREOF, the parties hereto have caused this agreement to be executed for the purposes outlined herein and have caused their appropriate representatives to complete the execution below. JBROWN PROFESSIONAL GROUD, INC. (BPro) AB BY: Anthony J. Brown Jr./ PE as President and Authorized Signatory DATE: 12-16-2024 WITNESSES: M - BY: Michael P. Brown AND A ahb BY: John M. Gilreath STATE OF FLORIDA COUNTY OF Alachua The forgoing instrument was acknowledged before me this 17th day of December 20_24 by Anthony J. Brown Jr., PE as President and Authorized Signatory ofJBROWN PROFESSIONAL GROUP, INC., a Florida Corporation, who is personally known to me or who produced as identification. Cautuy Pumy NOTARY PUBLIC COURTNEY PLUMMER MY COMMISSION: # HH 133937 EXPIRES: May25, 2025 Bonded1 Thrul Notary Public Underwriters IN WITNESS WHEREOF, the parties hereto have caused this agreement to be executed for the purposes outlined herein and have caused their appropriate representatives to complete the execution below. BOARD OF COUNTY COMMISSIONERS OF BRADFORD COUNTY, FLORIDA BY: DANIEL RIDDICK, as its Chairman DATE: ATTEST: BY: DENNY THOMPSON, as Clerk to the Board APPROVED AS TO FORM AND LEGAL SUFFICIENCY: BY: RICH KOMANDO County Attorney BOARD OF COUNTY COMMISSIONERS OF BRADFORD COUNTY, FLORIDA AGENDA ITEM INFORMATION SHEET DATE: January 7, 2025 AGENDA: ITEM: Continuing Services Agreement - North Florida Professional Services, Inc. DEPARTMENT: County Manager PURPOSE: ASSOCIATED COST(S): BUDGETLINE (G/L#): Page 1 of 1 BOARD OF COUNTY COMMISSIONERS OF BRADFORD COUNTY, FLORIDA CONTINUING SERVICES AGREEMENT FOR THE PROVISION OF PROFESSIONAL SERVICES THIS CONTINUING SERVICES. AGREEMENT is made and entered into this day of December, 2024, by and between the BOARD OF COUNTY COMMISSIONERS OF BRADFORD COUNTY, FLORIDA, a political subdivision of the State of Florida, whose address is 945 North Temple Avenue, Starke, Florida 32091 and who is hereinafter referred to as "COUNTY," and NORTHFLORIDA PROFESSIONALSERVICES, INC., a Florida Corporation, whose address is 1450 Southwest State Road 47, Lake City, FL 32216 and who is hereinafter referred to as "CONSULTANT" WITNESSETH: INTRODUCTORY PROVISIONS A. Adoption and Incorporation of Recitals. The parties adopt the above-referenced recitals and incorporate them herein as a material part of this agreement. B. Purpose and Authority for Agreement. 1. This continuing services agreement is entered into for the purpose of organizing and outlining the relationship between COUNTY and CONSULTANT regarding the provision of continuing professional services for Bradford County, Florida. 11. This agreement is entered into pursuant to the authority granted by and in accordance with Chapters 125 and 287, Florida Statutes. General Provisions. i. CONSULTANT shall provide professional services for COUNTY as required by COUNTY which may include services in all phases of a project. These services may include serving as the COUNTY's professional engineering services representative for the project, providing professional engineering consultation and advice, and by itself or with subconsultants furnishing customary civil, architectural, structural, mechanical, environmental, transportation, stormwater, irrigation, landscaping, and electrical engineering services, as may be appropriate. CONSULTANT shall perform all services in a timely, efficient and cost-effective manner and in a manner that follows the highest standards of professional engineering. ii. COUNTY shall, from time to time, at its sole discretion, authorize CONSULTANT in writing to provide services by issuing a Services Authorization. A Services Authorization shall, by mutual agreement of the parties, set forth, (1) the Scope of Services, (2) the time for performance, (3) method and amount of compensation, (4) the provisions of Sections 1 and 2 of this continuing services agreement which are applicable, (5) the deliverables, ifany (which are the items to be provided to COUNTY as a result of the services, and (6) the services, information, and data that can be provided by COUNTY to CONSULTANT. 111. COUNTY does not guarantee, warrant, or represent that any number of projects or any particular type of project will be assigned to CONSULTANTunder the terms of this continuing services agreement. Furthermore, the purpose of this continuing services agreement is not to authorize a specific project, but to set forth certain duties, obligations, rights, and responsibilities that may be incorporated by reference into any services authorization that may be mutually agreed to by both parties. COUNTY shall have the sole discretion to select the project(s), if any, that may be given to CONSULTANT. iv. All references to drawings shall mean both traditionally drafted as well as computer- based, and all submissions of drawings will include paper, mylar, and computer file versions as appropriate. SECTION 1. GENERAL SERVICES PROVIDED BY CONSULTANT 1.1 General Upon the issuance ofa Services Authorization Agreement, CONSULTANT may be expected to perform general services, including, but not limited to the following: 1.2 Study and Report Phase Services. After written authorization to proceed from COUNTY to CONSULTANI, CONSULTANT shall: 1.2.1 Consult with COUNTY to clarify and define COUNTY's requirements for the project and to review available data. 1.2.2 Prepare a report or feasibility study containing schematic layouts, sketches, and conceptual design criteria with appropriate exhibits to indicate clearly the considerations involved (including applicable requirements of governmental authorities having jurisdiction as aforesaid) and the alternative solutions available to COUNTY and setting forth CONSULTANT'S findings and recommendations. This Report will be accompanied by CONSULTANT'S cost estimate for the Project. 1.3 Preliminary Design Phase Services. In cooperation with COUNTY, and on the basis of the accepted study and report documents, determine the general scope, extent, and character of the project. After written authorization to proceed with the preliminary design phase, CONSULTANT shall: 1.3.1 Make a personal examination of the proposed project site and as may reasonably be discoverable, note site conditions and impediments that pertain to or might adversely affect the timely, efficient, and economical completion of any phase of the project, or the project as a whole. CONSULTANT shall promptly report any adverse site conditions to COUNTY. 1.3.2 Prepare preliminary design documents consisting of final design criteria, preliminary drawings, and outline specifications. 1.3.3 Advise COUNTY if additional data or services are necessary for preliminary design and assist COUNTY in obtaining such data and Services. 1.3.4 Based on the information contained in the preliminary design documents, submit a revised total project cost estimate to COUNTY. 1.4 Final Design Phase Services. After written authorization to proceed with the final design phase, CONSULTANT shall: 1.4.1 On the basis of the accepted preliminary design documents and the project costs estimate, if applicable, prepare for incorporation in the construction contract documents final drawings (drawings) to show the general scope, extent, and character of the work to be furnished and performed by the project contractor(s), and specifications. 1.4.2 Prepare and furnish to COUNTY such documents and design data as may be required by COUNTY, sO that COUNTY may apply for approvals of such governmental authorities as havej jurisdiction over design criteria applicable to the project. CONSULTANT shall also assist COUNTY in obtaining such approvals by submitting, participating, and/or leading in negotiations with appropriate authorities and the services authorization shall define CONSULTANT'S role in this regard. 1.4.3 Prepare for review and approval by COUNTY invitations for bid, bid forms (where appropriate), supplementary conditions, and assist in the preparation of other related documents. 1.5 Bidding or Negotiating Phase Services. After written authorization to proceed with the bidding or negotiating phase, CONSULTANT shall: 1.5.1 Assist COUNTY in advertising for and obtaining bids or negotiating proposals for each separate prime contract for construction, materials, equipment, and services; and, when authorized in the applicable services authorization, attend pre-bid conferences. 1.5.2 Assist COUNTY in preparing and distributing addenda as appropriate to interpret, clarify, or expand the bidding documents or in response to written questions received during the bid phase. 1.5.3 Assist COUNTY in determining qualifications of the prime contractor as well as subcontractors, suppliers, and other persons and organizations proposed by the prime contractor(s) for those portions of the work where determination of such acceptability is required by the bidding documents. 1.5.4 Consult with COUNTY concerning, and determine the acceptability of, substitute materials and equipment proposed by the contractor(s) when substitution is allowed by the bidding documents. 1.5.5 Assist COUNTY in evaluating bids or proposals and in assembling and awarding contracts for construction, materials, equipment, and services. 1.6 Construction Phase Services. During the Construction Phase, CONSULTANT shall, if requested by COUNTY and accepted by CONSULTANT: 1.6.1 General: Consult with and advise COUNTY and act as its representative as provided in the Construction Contract documents. 1.6.2 Pre-Construction Meeting: Prepare for and attend a pre-construction meeting conducted by COUNTY with representatives of the Contractor(s), subcontractors(), utility companies, etc. for each Project, as determined necessary by COUNTY. 1.6.3 Work in Progress: In connection with observations of the work of Contractor(s) while it is in progress: 1.6.3.1 CONSULTANT shall make visits to the site as requested by COUNTY in order to observe as an experienced and qualified design professional the progress and quality of the various aspects of Contractor(s) work. In addition, CONSULTANT may provide, if requested by COUNTY in a Services Authorization, the services of Construction Manager and/or Field Representative (and assistants as agreed) at the site to assist CONSULTANT and to provide more continuous observation of such work. 1.6.4 Interpretations and Clarifications: CONSULTANT shall issue necessary interpretations and clarifications of the drawings and specifications and in connection therewith prepare work directive changes and change orders as required. In addition, CONSULTANT shall assist COUNTY to respond, in writing, to any request fori information (RFI). All RFIS and responses thereto shall be submitted to COUNTY and CONSULTANT for review and response by COUNTY. 1.6.5 Substitutes: CONSULTANT shall evaluate and determine the acceptability of substitute materials and equipment proposed by the contractor(s). 1.6.6 Inspections and Tests: CONSULTANT shall have authority to receive all certificates of inspections, testing and approvals required by laws, rules, regulations, ordinances, codes, orders, and terms of the drawings and specifications (but only to determine generally that their content complies with the requirements of, and the results certified indicate compliance with, the drawings and specifications) and 3 in addition, CONSULTANT shall have authority, as COUNTY's representative, to act as initial interpreter of the requirements of the drawings and specifications. 1.6.7 Applications for Payment: After work is completed by CONSULTANT and with COUNTY'S satisfaction of work performed, an application for payment shall be submitted to COUNTY. 1.6.8 Track Progress of Contractor: If providing construction manager and/or field representative services, CONSULTANT shall track the progress of the contractor(s) and submit a written report to COUNTY at stages of the construction as defined in the services authorization, documenting the progress of the contractor relative to the original approved schedule. 1.6.9 Minimize Claims: CONSULTANT shall endeavor to minimize the potential areas for contractor claims by initiating timely, thorough, and complete communication a month COUNTY and the design and construction contract principals; other local, state, or federal parties (when directed by COUNTY); or private entities that may also be involved. 1.6.10 Limitation of Responsibilities: CONSULTANT shall not be responsible for the acts or omissions of any contractor, or of any subcontractor or supplier, or any of the contractor(s) or subcontractor's or supplier's agents or employees or any other persons (except CONSULTANT'S own subconsultants, employees, and agents) at the site or otherwise furnishing or performing any of the contractor(s)" work. 1.6.11 Subcontractors and Subconsultants. In performing the services and to see them to a timely, efficient, and cost-effective completion, CONSULTANT shall have the right to employ other firms, CONSULTANTS, contractors, subcontractors, and sO forth subconsultants). While COUNTY shall make no demand that CONSULTANT hire any particular subconsultant for any specific project, by acquiescing to or accepting a subconsultant hired by CONSULTANT, COUNTY does not guarantee or warrant the reliability or effectiveness of that entity's services. SECTION2. ADDITIONAL SERVICES OF CONSULTANT 2.1 General. COUNTY may, at its sole discretion, provide CONSULTANT with a services authorization to furnish or obtain (from others) additional services of the following types which are not considered normal or customary general services, as described above. These additional services may include, but are not limited to, the following: 2.1.1 Preparation of applications and supporting documents (in addition to those furnished under general services) for private or governmental grants, loans, or advances in connection with the project; preparation for review of environmental assessments and impact statements; review and evaluation of the effect on the design requirements of the project of any statements an documents prepared by others; and assistance in obtaining approvals of authorities having jurisdiction over the anticipated environmental impact of the project. 2.1.2 Services resulting from significant changes in the previously approved extent of the project or its design including, but not limited to, changes in size, complexity, COUNTY's schedule, or character of construction or method of financing; and revising previously accepted studies, reports, design documents, or construction contract documents when such revisions are due to causes beyond CONSULTANT'S control. 2.1.3 Providing measured drawings, renderings, or models for COUNTY's or CONSULTANT'S use. 2.1.4 Preparing documents for alternate bids requested by COUNTY for the contractor(s) work which is not exceeded, or documents for out-of-sequence work. 2.1.5 Investigation involving detailed consideration of operation, maintenance, and overhead expenses; value engineering during the course of design; cash flow, and economic evaluations not envisioned in a preliminary consulting report; rate scheduled and appraisals; assistance in obtaining financing for project; processes available for licensing and assisting COUNTY in obtaining process licensing; detailed quantity surveys of material, equipment and labor; and audits or inventories required in connection with construction performed by COUNTY. 2.1.6 Furnishing services of independent professional associates and CONSULTANTS for other than general services (which include, but are not limited to, customary civil, structural, mechanical, environmental, architectural, transportation, stormwater, irrigation, landscaping, and electrical engineering); and for providing data or services beyond those described as general services, herein. 2.1.7 Services resulting from the award ofi more than one prime contract for construction, materials, equipment, or services for the project, and services resulting from the arranging for performance by persons (other than the prime contractors) of services for COUNTY and administering COUNTY's contracts for such services. 2.1.8 Services during out-of-town travel required of CONSULTANT, other than visits to the site or COUNTY's office which are necessary for the performance of general services. 2.1.9 Where applicable, and with approval OfCOUNTY, preparation of operating and maintenance manual; protracted or extensive assistance in the utilization of any equipment or system (such as initial start up, testing, adjusting, and balancing); and training personnel for operation and maintenance. 2.1.10 Preparing to serve (or serving) as a CONSULTANT or witness for COUNTYin any litigation, arbitration, or other legal or administrative proceeding involving the Project (except for assistance in consultations included as part of general services). 2.1.11 Services in connection with change orders to reflect changes requested by COUNTY and making revisions to. drawings and specifications occasioned thereby. 2.1.12 Preparing for COUNTY, on request, a set of reproducible record prints of signed and sealed drawings showing those changes made during the construction process. Such prints shall be based on the marked-up prints, drawings, and other data furnished by the contractor(s) to CONSULTANT and which CONSULTANT considered significant (record drawings). If COUNTY requests the original record drawings sO prepared by CONSULTANT, CONSULTANT may have them delivered to a printer that will not unreasonably delay the delivery of the record drawings. 2.1.13 Additional or extended service during construction made be necessary by, (1) work damaged through means beyond control of CONSULTANT, (2) a significant amount of defective or neglected work of the contractor(s) not resulting from the inadequate performance of CONSULTANT under the terms of the agreement, (3), prolongation of contract time of any prime Contractor by more than thirty (30) days, (4) acceleration of the progress schedule involving services beyond normal working hours, and (5) default by the prime contractor(s). 2.1.14 Services after completion of the construction phase, such as inspections during any guarantee period and reporting observed discrepancies under guarantees called for in any construction contract for the project. 2.1.15 Assistance in the preparation of ordinances. 2.1.16 Assistance in the preparation of agreements between COUNTY and others (including, but not limited to, other units of government, developers, districts, and authorities). 2.1.17 Special studies, reports, investigations, or analyses. 2.1.18 Services in connection with any partial utilization of any part of the project by COUNTY prior to substantial completion. 2.1.19 Evaluating an unreasonable or extensive number of claims submitted by the contractor(s) or others in connection with the work, such unreasonableness and extensiveness to be at COUNTY's request and determination. 2.1.20 The filing of a written status report with COUNTY concerning, (1) a description of the services performed and completed to a date certain, (2) the results of such services and work (i.e. their relation to the total project work, the percentage of] project services then completed), and (3) any other observations or comments that CONSULTANT believes or should reasonably believe will affect the successful completion of the project, or that should otherwise be brought to COUNTY's attention. The frequency of such reports shall be set forth in each services authorization. 2.1.21 Additional services in connection with the project not otherwise defined in the general services, or as described elsewhere herein, and including but not limited to start-up services that shall be defined in the appropriate services authorization. SECTION 3. RESPONSIBILITIES OF BRADFORD COUNTY 3.1 Requirements for Projects. COUNTY shall provide criteria and information as may be needed by CONSULTANT to ascertain and meet COUNTY's requirements for projects in a timely manner, including design objectives and constraints; space, capacity, and performance requirements; flexibility and expandability matters; and any budgetary limitations; and furnish copies of all design and construction standards which COUNTY will require to be included in the drawing and specifications. 3.2 Information Pertinent to Projects. COUNTY shall provide CONSULTANT with access to COUNTY's records to allow CONSULTANT to identify all available information pertinent to the project (including previous reports and any other data relative to design or construction of the project). COUNTY shall make reasonable efforts to identify such pertinent information for CONSULTANT, CONSULTANT is ultimately responsible for satisfying itself as to the accuracy of any data provided, and, furthermore, CONSULTANTiS responsible for bringing to COUNTY's attention, for COUNTY's resolution, any material inconsistencies or errors in such data which come to CONSULTANT'S attention. If COUNTY requires CONSULTANT'S assistance in resolving any error or inconsistency, such Services may be provided by mutual agreement of the parties and shall be reimbursed by COUNTY. 3.3 Access to Property. COUNTY shall arrange for access to, and make provisions for, CONSULTANT to enter upon public and private property as required for CONSULTANT to perform its services. 3.4 Examination. COUNTY shall examine all studies, reports, sketches, drawings, specifications, proposals, and other documents presented by CONSULTANT, and render, in writing, decisions pertaining thereto within a reasonable time. 3.5 Approvals and Permits. COUNTY shall obtain approvals and permits, with the active assistance and advice of CONSULTANT (and as budgeted in the applicable services authorization), from all governmental authorities having jurisdiction over the project and such approvals and consents from others as may be necessary for successful completion of the project. 3.6 Other Professional Services. COUNTY shall provide such (accounting, independent cost estimating, and insurance counseling) services as may be required for the Project, to ascertain that the construction contractor(s) are complying with any law, rule, regulation, ordinance, code, or order applicable to their furnishing and performing the Project work. 3.7 COUNTY Project Manager. COUNTY reserves the right to appoint a COUNTY project manager for any services authorization. COUNTY project manager may be COUNTY engineer/utilities engineer or COUNTY's designee. The project manager for COUNTY shall issue all written authorizations to CONSULTANT that the project may require, or that may otherwise be defined or referred to in this continuing services agreement. COUNTY project manager shall also, (1) act as COUNTY's agent with respect to the services rendered hereunder; (2) transmit instructions to and receive information from CONSULTANT; (3) communicate COUNTY's policies and decisions to CONSULTANT regarding the Services; (4) determine, initially, whether CONSULTANT is fulfilling its duties, responsibilities, and obligations hereunder; and (5) determine, initially, the merits of any allegation by CONSULTANT respecting COUNTY's nonpertormance of any project obligation. All determinations made by COUNTY project manager, as outlined above, shall be final and binding upon CONSULTANT in regard to further administrative review, but shall not be binding upon CONSULTANT in regard to general appearances before, or appeals to, the Board of County Commissioners, or appearances or appeals to a court of competent jurisdiction. 3.8 Notice and Extension ofTerm. COUNTY shall give prompt written notice to CONSULTANT whenever COUNTY observes or otherwise becomes aware ofany development that affects the scope or timing of CONSULTANT'S Services, or any defect in the work of the Contractor(s). If CONSULTANT has been delayed in completing its Services through no fault or negligence of its own, and, as a result, will be unable to complete performance fully and satisfactorily under the provisions of any services authorization, then, in COUNTY's sole discretion, and upon the submission to COUNTY of evidence of the causes of the delay, CONSULTANT shall be granted an extension of its project schedule equal to the period CONSULTANTVAs actually and necessarily delayed. 3.9 COUNTY's Construction Management. COUNTY may provide construction manager(s) and field representative(s) to monito construction activities. When COUNTY provides construction manager(s) and field representative(s) his duties, responsibilities, and limitation of authority shall be set forth in the construction contract documents, if applicable, and the following will apply: 3.9.1 The construction manager will provide instructions to the field representative(s) on procedures to be followed and will schedule inspections of construction. The field representative(s) shall be responsible for proper execution of the construction manager's instructions. 3.9.2 COUNTY's construction manager(s) and field representative(s) shall have prior construction experience or shall be trained by COUNTY to assure that the foregoing have sufficient understanding of their duties and personal job safety precautions on the subject project. CONSULTANT has no responsibility for training of COUNTY's representative(s) or for general duties of a representative on the subject project or for general job safety precautions on the subject project. 3.10 Additional Services. COUNTY shall furnish, or direct CONSULTANT to provide, necessary additional services as stipulated in Section 2 of this continuing services agreement or other services as required or as mutually agreed pursuant to a services authorization. 3.11 Incidental Costs. COUNTY shall bear all costs incident to compliance with the requirements ofthis Section. SECTION4. TERM(S) OF AGREEMENT 4.1 Initial Term of Agreement. The initial term of this continuing services agreement shall be a period of two (2) calendar years, beginning on the date that the agreement is fully executed by both COUNTY and CONSULTANT. 4.2 Extension Terms of Agreement. Following said initial term, this continuing services agreement shall automatically renew for three (3) successive one (1): year "extension" periods, subject to the mutual consent of COUNTY and CONSULTANT, unless otherwise amended or terminated as provided for below and herein. SECTION 5. PAYMENTS TO CONSULTANT 5.1 General. 5.1.1 COUNTY will pay CONSULTANT for services as detailed in each of CONSULTANT'S monthly invoices and in accordance with the schedule of fees and reimbursable expenses as provided in each services authorization. The invoices shall be in a format approved by the project manager. 5.1.2 CONSULTANT fully acknowledges and agrees that if at any time it performs services on a project contemplated by the parties, such services will have been, a) fully negotiated, reduced to writing, and formally executed by both COUNTY and CONSULTANT; - b) or reduced to writing by COUNTY and signed by COUNTY; Then CONSULTANT shall perform such services without liability to COUNTY, and at CONSULTANT'S own risk. 5.1.3 For other than lump-sum contracts, COUNTY shall only be obligated to pay for those services that CONSULTANT can demonstrate our reasonable, provable, and within the scope of services of any services authorization. 5.2 Compensation. Within the services authorization associated with each project, COUNTY and the CONSULTANT may agree on, but not be limited to, one ofthe methods of compensation outlined in subsections 5.2, or a method of compensation established within the services authorization or as required by the project Funding Agency. Reimbursable expenses shall be defined in subsection 5.3. 5.2.1 Methods of Compensation. 5.2.1.1 Lump Sum: for services rendered, COUNTY shall pay CONSULTANT a lump sum fee, including or excluding reimbursable expenses as mutually agreed upon and set 4th in the services authorization. CONSULTANT will invoice COUNTY monthly, based upon CONSULTANTS estimate of the portion of total services actually completed at the time of billing. 5.2.1.2 Percent of Construction Cost: when percent of construction cost is used to establish compensation for the design and contract administration services, the actual construction costs on which compensation is determined shall exclude legal fees, administrative costs, engineering fees, land rights, acquisition costs, water costs, and interest expense incurred during the construction period. CONSULTANT will invoice COUNTY monthly, based upon the CONSULTANTS estimate of the portion of the total services actually completed at the time of billing. 5.2.1.3 Hourly Plus Direct Cost: Compensation will be for personal time and expense directly attributable to an assigned task by COUNTY. The Engineer will render to COUNTY or performed service, an itemized bill once each month for services as defined in the Service Authorization. 5.3 Reimbursable Expenses. shall mean the actual, necessary, and reasonable expenses incurred directly or indirectly in connection with the project work: transportation and subsistence incidental there too for travel outside Bradford County; Obtaining bids or proposals from contractors; furnishing and maintaining field office facilities when not included lin construction contract slash funding; Reproduction of reports, drawings and specifications, and similar project-related items. 5.4 Payments by Owner. All services payment shall be made by COUNTY to CONSULTANT within thirty (30) calendar days of counties invoice receipt thereof (payment period), unless, within the payment period, COUNTY, (1) notifies CONSULTANTof: an objection to the payment amount, and (2) either provides CONSULTANT with a determination of the proper payment, or (3) requests further information from CONSULTANT sO that a proper payment can be derived and agreed upon by the parties. 5.5 Records. CONSULTANT also agrees to maintain and to cause each subconsultant to maintain complete and accurate books and records (books) in accordance with sound accounting principles and standards, and relating to all services and the project, and the related costs and expenditures to COUNTY that have been contracted for and paid during the life of any Specified Authorization. 5.6 Late Payment. IfCOUNTY fails to make any payment due to CONSULTANT for services and expenses within forty-five (45). days after receipt of CONSULTANIS invoice, or within thirty (30) days of receipt of project funds released to COUNTY from the project Funding Agency; therefore, the amounts due CONSULTANT shall include a charge at the rate of one percent (1%) per month simple interest from the thirtieth (30*) day, and, in addition CONSULTANT may, after giving seven (7) calendar days prior written notice to COUNTY, suspend services under this continuing services agreement until CONSULTANT has been paid, in full, amounts due it for services and expenses. Any portion of an invoice that is objected to or questioned by COUNTY in accordance with Subsection 5.4 shall not be considered due for the purposes of this Subsection. 5.7 Overtime. Overtime will be paid by COUNTY only if authorized in advance by COUNTY for work to be performed to meet a particular deadline for which there is insufficient time to accomplish the task during normal hours, through no fault of CONSULTANT. 5.8 Scope, Cost, and Fee Adjustment 5.8.1 General: CONSULTANT or COUNTY may at any time notify the other of requested changes to the scope of services as set forth in a services authorization. The notification shall state the scope modification, and an adjustment of the cost estimate and fee specified in the subject services authorization to reflect such modification. The cost and fee adjustment due to modification in the scope of services may be calculated utilizing the same method of compensation applicable to the services authorization prior to the scope modification. CONSULTANT and COUNTY understand that, unless the cost and fee adjustment is within a previously approved budget, any change to the scope of services must be approved or authorized by the Board of County Commissioners of Bradford County, Florida. If the cost and fee adjustment is within a previously approved budget for changes to the scope ofservices for the overall project, the change may be approved by COUNTY. 5.8.2 Scope Reduction: COUNTY shall have the sole right to reduce (or eliminate, in whole or in part) the scope of any project at any time and for any reason, upon written notice to CONSULTANT specifying the nature and extent of the reduction. In such event, CONSULTANTS shall be fully compensated for the services already performed, including payment as defined elsewhere herein of all project-specific fee amounts due and payable prior to the effective date stated in counties notification of the reduction and for a maximum of five (5) days' demobilization costs. CONSULTANT shall also be compensated for the services remaining to be done and not reduced or eliminated on the project. 5.8.3 Scope suspension: COUNTY may, at any time and for any reason, direct CONSULTANT'O suspend work (in whole or in part) under this continuing services agreement. Such direction shall be in writing and shall specify the period during which services shall be stopped. CONSULTANT shall resume its services upon the date specified, or upon such other date as COUNTY shall be added to the applicable services authorization term; Provided, however, that any work stoppage not approved or caused by the actions or inactions OfCOUNTY shall not give rise to any claim against COUNTY by CONSULTANT. COUNTY agrees to compensate CONSULTANT for its reasonable and probable costs attributable to any delay accrued or caused by the actions or inactions of COUNTY. 5.9 Sales Tax. Under Florida law, COUNTY is exempt from sales taxes imposed upon professional services when COUNTY purchases such services directly. COUNTY agrees to pay actual taxes (exclusive of any multiplier) imposed upon CONSULTANT, for COUNTY projects, for CONSULTANTS purchase of subconsultant services or materials, except for qualified sales for resales. COUNTY and CONSULTANT agree that this Subsection may be modified by Services Authorization, in the event of future changes to Florida law that affect the parties, terms, or conditions of this continuing services agreement. 5.10 Payment Withheld. When COUNTY has reasonable ground belief, or information to believe that, (1) CONSULTANT will be unable to perform the Services under any Services Authorization within the related project term; or (2) a meritorious claim exists against CONSULTANT or COUNTY arising out of CONSULTANTS negligence or CONSULTANTS breach of any provision of this continuing services agreement or any services authorization; Then COUNTY may withhold a payment otherwise due and payable to CONSULTANT; provided, however, that COUNTY shall not unreasonably withhold other services authorization payments that may not otherwise be in dispute. 5.11 Termination. Upon the termination of this continuing services agreement, or any services authorization issued under this agreement, CONSULTANT shall prepare the final and complete payment statement for all services and reimbursable expenses incurred since the posting oft the last payment statement, and through the date of termination. The final payment statement shall be subject to all the provisions described herein. 5.12 Final Payment. The acceptance by CONSULTANT, its successors, or assigns, of any final payment due upon the termination of this continuing services agreement or any services authorization, shall constitute a full and complete release OfCOUNTY from any and all claims or demands regarding further compensation for authorized services rendered prior to such final payment that CONSULTANT, its successors, or assigns have or may have against COUNTY under the provisions of this continuing services agreement, unless otherwise previously and properly filed pursuant to the provisions of this continuing services agreement, ori in a court of competent jurisdiction period this subsection does not affect any other portion of this continuing services agreement that extends obligations of the parties beyond final payment. SECTION 6. PROJECT COST ESTIMATES 6.1 CONSULTANTS Estimate of Project Construction Cost. Any estimated project construction cost provided to COUNTY by CONSULTANT under this continuing services agreement or any services authorization issued under this continuing services agreement shall be deemed to mean the total cost to COUNTY of those portions of the entire project designed and specified by CONSULTANT, but will not include CONSULTANTS compensation and expenses, the cost of lands right of way, or compensation for damages to properties, unless the applicable services authorization sO specifies; Nor will it include Counties legal, accounting, insurance counseling, or auditing services, or will It include counties legal, accounting, insurance-counseling, auditing services, or interest and financing charges incurred in connection with the project or the cost of other services to be provided by others to COUNTY. 6.2 CONSULTANT'S Estimate of] Probably Cost. Since CONSULTANT has no control over the cost oflabor, materials, equipment, or services furnished by others, or over the contractor(s)" methods of determining prices, for over competitive bidding or market conditions, CONSULTANTS opinion of total project cost and construction cost estimate provided for herein above are to be made on the basis of CONSULTANTS experience and qualifications, and represent CONSULTANTS best judgment as an experienced and qualified professional which is familiar with the construction industry; But CONSULTANT cannot and does not guarantee that proposals, bids, or actual total project or construction costs will not vary from opinions of probable cost prepared by CONSULTANT. SECTION7. TERMINATION OF AGREEMENT This continuing services agreement may be terminated by either party by delivering a thirty (30) day written notice to other party. In the event of the termination of this continuing services agreement, any liability of one party to the other arising out of any services rendered, or any act or event occurring prior to the termination, shall not be deemed to be terminated or released. CONSULTANTS shall be paid for services completed prior to receipt of the termination notice and for reasonable termination settlement costs relating to commitments which had become firm prior to the termination; However, payment to CONSULTANT will exclude any and all anticipated supplemental costs, administrative expenses, overhead, and profit on uncompleted services. SECTION 8. SUSPENSION OF AGREEMENT COUNTY: has the right to suspend CONSULTANT services pursuant to any services authorization. However, if COUNTY suspends CONSULTANTS services pursuant to any services authorization, COUNTY will add to the period of service for such services authorization a period not less than the duration of such suspension and compensate CONSULTANT for its reasonable and provable costs, profits (as agreed to by COUNTY), and losses (including overhead costs, reimbursable and subsequent expenses incurred) associated with demobilization for such suspended service. SECTION 9. NOTICES TO PARTIES All notices denominated as such by this Agreement, or the Bradford County code of Ordinances, or Florida or federal law, required to be given to CONSULTANT hereunder shall be in writing, and shall be given by hand-delivery or Unites States mail, postage paid, addressed to: North Florida Professional Services PO Box 3823 Lake City, FL 32056 All notices required to be given to COUNTY shall be in writing, and shall be given by hand-delivery or United States mail, postage prepaid, to COUNTY and County Clerk, separately, at: Board of County Commissioners of Bradford County, Florida Attention: County Manager 945 NT Temple Ave Starke, Florida 32091 Either party may change its address, for purposes of this Subsection, by written notice to the other party given in accordance with the provisions of this Subsection. SECTION10. CONFLICT OF INTEREST CONSULTANT represents and warrants unto COUNTY that no officer, employee, or agent of the COUNTY has any interest, either directly or indirectly, in the business of CONSULTANT to be conducted hereunder. CONSULTANT further represents and warrants to COUNTY that it has not employed or retained any company or person, other than a bona fide employee working solely for CONSULTANT, to solicit or secure this continuing services agreement, and that it has not paid, or agreed to pay, or given or offered any fee, commission, percentage, gift, loan, or anything of value to any person, company, corporation, individual, or firm, other that bona fide Personnel working solely for CONSULTANT, in consideration for contingent upon, or resulting from, the award or making of this continuing services agreement. Further, CONSULTANT also acknowledges that it has not agreed, as an expressed or implied condition for obtaining this continuing services agreement, to employe or retain the services of any person, company, individual or firm in connection with carrying out this continuing services agreement. It is absolutely understood and agreed by CONSULTANT that, for the breach or violation of this section, COUNTY shall have the right to terminate this continuing services agreement without liability at its sole discretion, and to deduct from any amounts owed, or to otherwise recover the full amount of any value paid by CONSULTANT. SECTION11. INDENNIFICATION. AND INSURANCE 11.1 Indemnification CONSULTANT agrees to indemnify and hold harmless COUNTY, its representatives, and elected and appointed officials from liabilities, damages, losses and costs, including, but not limited to, reasonable attorney's fees, to the extent caused by the negligence, recklessness, or intentional wrongful misconduct of CONSULTANT and persons employed or utilized by CONSULTANT in the performance of any professional services rendered under this continuing services agreement or any services authorizations issued pursuant to this continuing services agreement. For purposes of compliance with Florida law, CONSULTANT acknowledges that this provision shall be deemed a part of the project specifications or the bid documents. 11.2 Insurance. 11.2.1 General Provisions. CONSULTANT shall purchase, maintain, and keep in full force, effect, and good standing, such insurance that is further described below, and any other insurance necessary to fully protect it from claims of the nature that are detailed below, that may arise out of, or result from CONSULTANTS operations, performance, or services, or all of these things, or any of these things in combination CONSULTANT'S Operations), whether CONSULTANTS operations are by CONSULTANT, any of its agents or subconsultants, or anyone for whose act or acts it may be liable. CONSULTANT'S insurance carrier shall be licensed to do business in the state of Florida and shall have an A.M. Best Rating of"sA" or better. The insurance required by this subsection shall be written for not less than the limits of liability specified below, or required by law, whichever is greater, and shall include contractual liability insurance as applicable to CONSULTANT'S obligation under this agreement. CONSULTANT shall provide evidence of both General (Public and Property) Liability and Professional (Design Errors and Omissions) Liability Insurance in the form of a certificate of insurance issued on behalf of COUNTY by companies acceptable to COUNTY at the following minimum limits and coverages with deductible amounts acceptable to COUNTY: Comprehensive General Liability Insurance $1,000,000.00 (COUNTYi 1S to be named as an additional insured.) Professional Liability Insurance: $1,000,000.00 (Design Errors and Omission.) 11.2.2 Additional Insurance Requirements. CONSULTANT shall not commence any work in connection with an Agreement until all oft the following types ofinsurance have been obtained and such insurance has been approved by COUNTY, nor shall CONSULTANT allow any subconsultant to commence work on a subcontract until all similar insurance required of the subconsultant has been sO obtained and approved. Policies other than Workers' Compensation shall be issued only by companies authorized by subsisting certificates of authority issued to the companies by Department of Insurance of Florida which maintain a Best Rating of KA" or better and a Financial Size Category or "VIP" or better according to the A.M. Best Company. Policies for Worket/Compensation may be issued by companies authorized as a group self-insurer by Section 440.57, Florida Statutes. 11.2.2.1 Loss Deductible Clause: COUNTY shall be exempt from, and in no way liable for, any sums of money, which may represent a deductible in any insurance policy. The payment of such deductible shall be the sole responsibility of CONSULTANT and/or subconsultant providing such insurance. 11.2.2.2 Workers' Compensation Insurance: CONSULTANT shall obtain during the life of this Agreement, Workers' Compensation Insurance with Employer's Liability Limits of $500,000/S500,000/5500,000 for all CONSULTANTS employees connected with the work of this project and, in the event any work is sublet, CONSULTANT shall require the subconsultant similarly to provide Worket'Compensation Insurance for all of the latter's employees unless such employees are covered by the protection afforded by CONSULTANT. Such insurance shall comply fully with the Florida Workers' Compensation Law. In case any class of employees engaged in hazardous work under this contract for COUNTY is not protected under the Workers' Compensation statute, CONSULTANT shall provide, and cause each subconsultant to provide adequate insurance, satisfactory to COUNTY for the protection of CONSULTANT'S employees not otherwise protected. The policy shall include an appropriate waiver of subrogation provision in favor OfCOUNTY. 11.2.2.3 CONSULTANT'S Public Liability and Property Damage Insurance: During the life of the Agreement, CONSULTANT shall maintain COMMERCIAL AUTOMOBILE COVERAGE, this policy should name COUNTY as an additional insured, and shall protect CONSULTANT from claims for damage for personal injury, including accidental death, as well as claims for property damages which may arise from operations under this Agreement whether such operations be by CONSULTANT or by anyone directly or indirectly employed by CONSULTANT, and the amounts of such insurance shall be the minimum limits as follows: 11.2.3 Automobile Bodily Injury Liability and Property Damage Liability. The policy and coverages shall include: $1,000,000 Combined single limit per occurrence (each person, each accident); All covered automobiles will be covered via symbol 1; Liability coverage will include hired and non-owned automobile liability; and Include Waiver of Subrogation in favor of COUNTY. 11.2.4 Comprehensive General Liability (Occurrence Form): This policy should name COUNTY as an additional insured and should indicate that the insurance of CONSULTANTiS primary and not contributory over the insurance of COUNTY. The policy and coverage shall include: $2,000,000 GENERAL AGGREGATE; $1,000,000 PRODUCIS-COMPLETED OPERATIONS AGGREGATE; $1,000,000 PER OCCURRENCE; $1,000,000 PERSONALAND ADVERTISING INJURY; and Include Waiver ofSubrogation in favor of COUNTY. SECTION1 12. MISCELLANEOUS) PROVISIONS 12.1 Non-Exclusive Agreement. This continuing services agreement is non-exclusive and may be terminated at COUNTY's convenience with the proper notice having been given to CONSULTANT pursuant to the requirements of this agreement. It is understood and acknowledged that the rights granted herein to CONSULTANT are non-exclusive, and COUNTY shall have the right, at any time, to enter into similar agreements with other engineers, architects, landscape architects, planners, CONSULTANTS, CONSULTANT'S subconsultants, and sO forth, to have them perform such professional services as COUNTY may desire. 12.2 Ownership of Documents. Upon project completion and payment of all fees due CONSULTANT, CONSULTANT shall deliver to COUNTY and COUNTY shall have the unlimited rights, for the benefit of the COUNTY, in all original drawings, design, specifications, notes, and other CONSULTANT work produced in the performance of this continuing services agreement or in the contemplation thereof and all record and sealed drawings produced after completion ofthe work, 1 including the right to use same in furtherance of any other COUNTY work. All work prepared by CONSULTANT pursuant to this continuing services agreement shall be instruments of service for the project. They are not intended or represented to be suitable for reuse by COUNTY or any others for any other project. Reuse for another project without written verification or adoption by CONSULTANT for a specific purpose will be at COUNTY risk. Any such verification or adaptation, if required by COUNTY of CONSULTANT, will entitle CONSULTANT to further compensation at rates to be agreed by COUNTY and CONSULTANT. The original set and one additional copy of sealed plans and specifications shall be delivered to and become the property of COUNTY upon completion of the work by CONSULTANT. Further, in addition to the hard copies described, an electronic copy will be sent by email to the project manager. 12.3 Local, State, and Federal Obligations. 12.3.1 Discrimination. CONSULTANT, for itself, its delegates, successor-in-interest, and its assign, and as a part of the consideration hereof, does hereby covenant and agree that, (1) in the furnishing of services to COUNTY hereunder, no person shall be excluded from participation in, deny the benefits of, or otherwise subjected to discrimination in regard to this agreement on the grounds of such persons' race, color, creed, nation origin, disability, marital status, or sex; and (2) CONSULTANT shall comply with all existing requirements concerning discrimination imposed by any and all applicable local, state, and federal rules, regulations, or guidelines, and as such rules, regulations, or guidelines may be from time to time amended. In the event of a breach of any of the nondiscrimination covenants described in this subsection, COUNTY shall have the right to terminate this continuing services agreement, with cause, as described above. 12.3.2 Compliance with Laws and Regulations. CONSULTANT and its employees shall promptly observe, comply with, and execute the provision of any and all present and future federal, state, and local laws, rules, regulations, requirements, ordinances, and orders with may pertain or apply to the Services that may be rendered hereto, or to the wages paid by CONSULTANT to its employees. CONSULTANT shall also require, by contract, that all subconsultants shall comply with the provisions of this subsection. 12.3.3 Licenses. CONSULTANT shall, during the life of this continuing services agreement, procure and keep in full force, effect and good standing, all necessary licenses, registrations, certificates, permits, and other authorizations as are required by local, state, and federal law, in order for CONSULTATN to render its services or work as described herein. CONSULTANT shall also require all subconsultants to comply by contract with the provisions of this subsection. 12.3.4 Compliance with New Regulations. CONSULTANT agrees that as such time as the local, state, or federal agencies modify their grant procedures in order for COUNTY or CONSULTANT to qualify for local, state, or federal funding for the Services to be rendered by CONSULTANT, then CONSULTANT shall consent to and make such modifications or amendments in a timely manner. IFCONSULTANTIS unable to comply with applicable local, state, or federal laws and regulations governing the grant of such funds for services to be rendered herein, the COUNTY shall have the right, by written notice to CONSULTANT, to terminate this continuing services agreement for convenience. Furthermore, if CONSULTANT'S compliance with such laws, regulations, rules, or procedures causes a material change to a term or condition of this continuing services agreement, or to any services authorization, then COUNTY agrees, upon sufficient proof of material changes as may be presented to it by CONSULTANT, to amend all related COUNIY/CONSUITANT contractual obligations, and to revise such project budgets accordingly. 12.4 Dispute Resolution and Exclusive Venue. As a condition precedent to the filing of any suit or other legal proceeding, the parties shall endeavor to resolve claims, disputes, or other matters in question by mediation. Mediation shall be initiated by any party by service a written request for same on the other party. The parties shall, by mutual agreement, select a mediator withing fifteen (15) days of the date of the request for mediation. If the parties cannot agree on the selection of a mediator, then COUNTY shall select the mediator who, if selected by COUNTY, shall be a mediator certified by the Florida Supreme Court. No suit or other legal proceeding shall be filed until the mediator declares an impasse, which declaration, in any event, shall be issued by the mediator not later than sixty (60) days after the initial mediation conference. The sole and exclusive venue for any mediation shall be in Bradford County, Florida. Any legal proceeding ofany nature brought by either party against the other to enforce any right or obligation under this continuing services agreement or any services authorization issued under this continuing services agreement, or arising out of any matter pertaining to this continuing services agreement or the work to be performed hereunder, shall be submitted for trial, without a jury, before the Circuit Court of the Judicial Circuit, in and for Bradford County, Florida. The parties consent and submit to the jurisdiction of such court pursuant hereto. COUNTY and CONSUITANTeprasne, waive all rights to trial by jury regarding any legal proceeding of any nature brought by either party against the other to enforce any right or obligation under this continuing services agreement or arising out of any matter pertaining to this contract or the work to be performed hereunder. As noted herein, the sole and exclusive venue for any litigation or other legal proceeding between the parties shall be the Circuit Court ofthe Judicial Circuit in and for Bradford County, Florida. 12.5 Severability of Agreement Provisions. If: any provision or portion of this continuing services agreement is held to be invalid, unenforceable, or unconstitutional, the remainer of this continuing services agreement or portions thereof shall be deemed severable, shall not be affected, and shall remain in full force and effect. 12.6 Entirety of Agreement. This document constitutes the entirety of the continuing services agreement between COUNTY and CONSULTANT as it pertains to the subject matter contained herein and this continuing services agreement therefore supersedes all prior written or oral agreements, understandings, or representations with regard to the subject matter contained herein. 12.7 Sovereign Immunity. CONSULTANT expressly retains all rights, benefits and immunities of sovereign immunity in accordance with Section 768.28, Florida Statutes. Notwithstanding anything set forth in any section, article or paragraph of this Agreement to the contrary, nothing in this Agreement shall be deemed as a waiver of sovereign immunity or limits of liability which may have been adopted by the Florida Legislature or may be adopted by the Florida Legislature, and the cap on the amount and liability of COUNTY for damages, attorney fees and costs, regardless of the number or nature of claims in tort, equity or contract, shall not exceed the dollar amount set by the Florida Legislature for tort. Nothing in this Agreement shall inure to the benefit of any third party for the purpose of allowing any claims against COUNTYwhich would otherwise be barred under the doctrine ofs sovereign immunity or operation oflaw. 12.8 Amendments or Alterations to Agreement. No amendment, change, or alteration to this continuing services agreement shall be made other than in writing and signed by both COUNTY and CONSULTANT. 12.9 Public Records. The parties agree to: 1. Keep and maintain public records that ordinarily and necessarily would be required by the COUNTY in order to perform the service; 2. Provide the public with access to public records on the same terms and conditions that the COUNTY would provide the records and at a cost that does not exceed the cost provided in state law or as otherwise provided by law; 3. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law. IF THE CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONSULTANTS DUTY TO PROVIDE PUBLIC RECORDS RELATINGTOTHEAGREEMENT, CONTACTTHE CUSTODIAN OF PUBLIC RECORDS AT (904) 966-6327, COUNTY MANAGER'S OFFICE, 945 NORTH TEMPLE AVENUE, STARKE, FLORIDA 32091. 12.10 Effective Date of Agreement. This continuing services agreement shall become effective immediately upon execution of this continuing services agreement by both COUNTY and CONSULTANT. The Remainder of This Page Intentionally Lef Blank. IN WITNESS WHEREOF, the parties hereto have caused this agreement to be executed for the purposes outlined herein and have caused their appropriate representatives to complete the execution below. NORTH FLORIDA PROFESSIONAL SERVICES, INC. A BY: Gregory G. Bailey. as President and Authorized Signatory DATE: December 19, 2024 WITNESSES: r6 BY: RYAN ASme AND balmWht BY: Batua Wnile STATE OF FLORIDA COUNTYOF Columboia The forgoing instrument was acknowledged before me this 1945 day of Decentber, 2024 by. Gagery GBaley as President and Authorized Signatory of NORTH FLORIDA PROFESSIONAL SERVICES, INC., a Florida corporation, who is personally known to me or who produced as identification. W Cetss DEBBIE A. MOTES Deblue Notary Public-State of Floridal NOTARY PUBLIC Commission # HH 256698 My Commission Expires May19, 2026 IN WITNESS WHEREOF, the parties hereto have caused this agreement to be executed for the purposes outlined herein and have caused their appropriate representatives to complete the execution below. BOARD OF COUNTY COMMISSIONERS OF BRADFORD COUNTY, FLORIDA BY: DANIEL RIDDICK, as its Chairman DATE: ATTEST: BY: DENNY THOMPSON, as Clerk to the Board APPROVED AS TO FORM AND LEGAL SUFFICIENCY: BY: RICH KOMANDO County Attorney File # 2020-3-S CONTRACT PACKAGE FOR REHABILITATION This a greement made January 7.2 2025 By and between Shannon Mroz herein after referred to as the "Owner" And Florida Homes. Inc. herein after referred to as "Contractor", With Bradford County acting as the Owner's a gent. WITNESETH 1. The Owner does hereby employ the contractor to do all the work and provide all material Is, tools, machinery, supervision, etc., necessary for the rehabilitation of the property known as: 101S. Myrtle Street. Starke.] Florida 32091 forthe total sum of $45.100.88 all in accordance with the estimate, plans, and specifications which are attached hereto as Exhibit "A"a and expressly incorporated herein by reference and made a part hereof. 2. The Contractor does hereby agree that he will perform the work diligently and in a good workmanship manner, using the materials specified or materials of a least equalquality. 3. The Contractor shalll be responsible for obtaining all necessary permits for the work to be performed, and the work being done or any part thereof shall not be deemed completed until the Owner: and Owner's Agent has accepted it as satisfactory. 4. When adjacent property is affected or endangered by any work done under this contract, it shalll be the responsibility of the Contractor to take whatever steps are necessary for the protection of the adjacent property and to notify the Owner thereof of such hazard. 5. The Contractor hereby as grees not to assign or sublet this contract without the written consent of the Owner. The request for as ssignment shall be addressed to the Owner c/o the Office of Bradford County Community Development. 6. In the event of any breach of this contract, the Owner may at his option enga ge the services of another contractort to complete the work and deduct the cost of such completion from the amount due the Contractor hereunder. 7. The County does hereby agree to make progress payments, if any, in accordance with the following conditions: 1. Progress payments shall not exceed 90 percent of the value of the specified work satisfactorily completed. 2. Contractsovers $3,500.00, but not exceeding $5,000.00: Two (2) partial payments may be requested by the Contractor after a minimum of 60 percent (60%)of the totalcontract work is satisfactorily completed, with thatpayment! being 50 percent (50%)oft the total contact; (2) Second PartalPayment-aftersatisfactory completion of thet totalcontract, with that payment being forty percent (40%) of the totalcontract. 3. Drav W schedule for Contracts over $5,000.00 Draw One 20% At 30% complete Dray W Two 30% At 60% complete Draw Three 40% At 100% complete Final 10% Retained/final45 days after satisfactory completion of work 4. RETAINAGEFINAL PAYMENT: Ten percent (10%) retainage to be paid as the final payment forty-five (45) days after completion of work. 8. The Contractorcovenants: and agrees to, and does hereby identify, and hold harmless and defend Bradford County, the Office of Community Development and State of Florida -their ag gents, servants or employees, from and against any and all claims fori injuries or damag ges to persons or property of whatsoever kind of character, whether real or as sserted, arising out of this a greement of the work to be performed hereunder. The Contractor hereby assumes alll liability and responsibility for injuries, claims or suits for damages, to persons or property of whatsoever kind of character, whether realora asserted, occurring during the time the work is being performed and arising out of the performance of sar me. 9. Neither the Contractor norany subcontractor: shall commence work under this agreement until all insurance required under this paragraph has been secured and the Owner has approved such insurance: Compensation Insurance: The Contractor shall take out and maintain during the life of this contract, Workmen's Compensation Insurance for all of his employees at the site of thej project or provide proof of exemption; and in case any work that is sublet, the Contractor shall require the subcontractor similarly to provide Workmen's Compensation Insurance for all the latter's employees. Public Liability and] Property DamageInsurance: The contractorshall take out and maintain during the life of this contract, such public lial bility and property damagesi insurance as shall protect him and any subcontractor, performing work covered by this contract form clai ims for damages or personali injury, including accidentaldeath, as well as from claims for property damage which may arise from operation under this contract, whether such operation be by himself or by one directly or indirectly employed by either of them; and the amounts of such insurance shall be as follows: Public Lial bility Insurance in an amount not less than $100,000.00/S300,000.00 Dollars. Homeowner) Insurance: The Owner is encouraged but not required to maintain in force during the same period the property and or builders risk insurance policy homeowners insurance policy adequate to cover the existing property and Rehabilitation Work against damage or loss for which the contractor is not responsible. Coverag ge shall provide for perils forf fire and extended coverag ge of other forms of damage and/or] loss, to the fulli insurance value of the property. 10. Iti is agreed that the County is hereby obligated to issue a written proceed order to the Contractor within thirty (30) days from the date of execution of this contract. It is further as greed that the Contractorwill, after the receipt of such order, begin the work to be performed undert this contract within ten (10) cal lendar days of the date of such order. Upon commencement of work, the Contractor hereby as grees to complete the sai me within forty-five (45) days, time being of the essence. Failure to satisfactory complete the Rehabilitation Work within allowed Time of Performance shalls subject the Contract o Liquidated Damage Fee of Fifty Dollars ($50.00) perday. The Fee amount shall be dedicate for the (final) Payment to the Contractor. The fee amount is mutually agreed to, due to the difficulty in deterring the exact damage to the Owner. This fee is not to be constituted as penalty. 11. Contractorhereby guaranteesthei improvements herein provided for, for a period of one year from the date ofi finalacceptance of all work required by this contract. Contractor shall remedy any defect due to faulty materialor workmanship and pay for all damage to other work resulting therefrom, which appear within one yearfrom final payment. It is further agreed that the Contractor will furnish the County, c/o the Office of Community Development, with all manufacturers' and suppliers' written guarantee and warranties covering material Is and equipment furnished under this contract prior to release of the finalp payment. 12. The Contractor shalla at all times keep the premises free from accumulations of waste materia. Is or rubbish caused by his employees at work; and at the completion of the work he shall remove alll his rubbish from and about thel building and alll his tools, scaffolding and surplus material Is and shall leave his work "broom clean" or its equivalent. Iti is further agreed that all material Is, and equipment that have been removed and replaced as a part of the work hereunder shall belong to the Contractor. 13. The Contractor shal I, upon completion of the work, and upon finalj payment by the County, furnish the County with an affidavit certifying that all charges for materials and any other expenses incurred by the Contractorp pertaining to the execution of this contract,havel been paid in full, to the end that no liens of any kind or character (save and except those between the parties hereto) may be affixed against the above described property. Finalp payment of the contract amount will be made only after finalinspection and acceptance ofally work tol be performed by the Contractor, and the Contractor satisfactorily releases liens or claims for liens by the contractor, subcontractors, laborers, and materialsuppliers. 14. The Contractor shal Il remove any and all cracking, scaling, peeling, chipping and loose paint and repaint all surfacesusing two coatsofa non-lead based paint. Where thej paint film integrity of the applicable surface cannotl be maintained,the; paint shalll be completely removed or the surface covered with a suitable material such as gypsum, wal IIboard, plywood, or plaster before any repainting is undertaken. 15. This instrument constitutes the entire agreement between the parties and no written or oralagreement of any kind exists to change the provisions hereof. No other work shalll be done, nor additional monies paid, unless provided for in a previously written contract, signed by the parties hereto, and approved in writing by Bradford County Office of Community Development. 16. In the event there is any conflict between thej provisions of this contract and the provisions of Exhibit "A", the provision of this contract shalli in all cases prevail. EXECUTED AT Starke, Florida, this day of January 2025. Owner: Shannon Mroz Witness Witness Contractor Witness Witness Chairman Witness Witness Certifications I,. Deborah] Herring certify that I am the Agent of the Corporation named as Contractor herein; that Deborah Herring who signed this Agreement on behalf of the contractor, was then Agent of sai id corporation; that sai id ag greement was and is within the scope of its corporate powers. Corporate Seal BOARD OF COUNTY COMMISSIONERS OF BRADFORD COUNTY, FLORIDA AGENDA ITEM INFORMATION SHEET DATE: January 7, 2025 AGENDA ITEM: Award contract between BOCC and Florida Homes, Inc. on SHIP Rehab File # 2020-3-S in the amount of$45,100.58 DEPARTMENT: Community Development/SHIP PURPOSE: Please consider approval of awarding contract between BOCC and Florida Homes, Inc. in the amount of $45,100.58 for SHIP Rehab File #2020-3-S. ASSOCIATED COST(S): $45,100.58 BUDGET LINE (G/L#) 102-52-554-65980-00 Page 1 of 1 BOARD OF COUNTY COMMISSIONERS OF BRADFORD COUNTY, FLORIDA AGENDA ITEM INFORMATION SHEET DATE: January 7, 2025 AGENDA: ITEM: SHIP-Deviate from LHAP on SHIP Rehab file #2020-3-S DEPARTMENT: Community Development/SHIP PURPOSE/DESCRIPTION: At this time the contractor was not able to deduct any costs from this bid. Because of the recent increase in construction cost and supplies, as well as the recent increase for supply and demand of all construction materials. Because of this the attached bid has exceeded our maximum allowed amount of $35,000. Please consider the approval of exceeding the maximum allowed per Rehab project of $35,000 on file # 2020-3 Therefore, I am asking the Board to please consider approving a deviation from the SHIP LHAP on SHIP Rehab File # 2020-3-S ASSOCIATED COST(S): $45,100.88 BUDGET LINE (G/L#): 102-52-554-65980-00 Page 1 of 1 File # 2020-3-S CONTRACT PACKAGE FOR REHABILITATION This a greement made January 7.2 2025 By and between Shannon Mroz herein after referred to as the "Owner" And Florida Homes. Inc. herein after referred to as "Contractor", With Bradford County acting as the Owner's a gent. WITNESETH 1. The Owner does hereby employ the contractor to do all the work and provide all material Is, tools, machinery, supervision, etc., necessary for the rehabilitation of the property known as: 101S. Myrtle Street. Starke.] Florida 32091 forthe total sum of $45.100.88 all in accordance with the estimate, plans, and specifications which are attached hereto as Exhibit "A"a and expressly incorporated herein by reference and made a part hereof. 2. The Contractor does hereby agree that he will perform the work diligently and in a good workmanship manner, using the materials specified or materials of a least equalquality. 3. The Contractor shalll be responsible for obtaining all necessary permits for the work to be performed, and the work being done or any part thereof shall not be deemed completed until the Owner: and Owner's Agent has accepted it as satisfactory. 4. When adjacent property is affected or endangered by any work done under this contract, it shalll be the responsibility of the Contractor to take whatever steps are necessary for the protection of the adjacent property and to notify the Owner thereof of such hazard. 5. The Contractor hereby as grees not to assign or sublet this contract without the written consent of the Owner. The request for as ssignment shall be addressed to the Owner c/o the Office of Bradford County Community Development. 6. In the event of any breach of this contract, the Owner may at his option enga ge the services of another contractort to complete the work and deduct the cost of such completion from the amount due the Contractor hereunder. 7. The County does hereby agree to make progress payments, if any, in accordance with the following conditions: 1. Progress payments shall not exceed 90 percent of the value of the specified work satisfactorily completed. 2. Contractsovers $3,500.00, but not exceeding $5,000.00: Two (2) partial payments may be requested by the Contractor after a minimum of 60 percent (60%)of the totalcontract work is satisfactorily completed, with thatpayment! being 50 percent (50%)oft the total contact; (2) Second PartalPayment-aftersatisfactory completion of thet totalcontract, with that payment being forty percent (40%) of the totalcontract. 3. Drav W schedule for Contracts over $5,000.00 Draw One 20% At 30% complete Dray W Two 30% At 60% complete Draw Three 40% At 100% complete Final 10% Retained/final45 days after satisfactory completion of work 4. RETAINAGEFINAL PAYMENT: Ten percent (10%) retainage to be paid as the final payment forty-five (45) days after completion of work. 8. The Contractorcovenants: and agrees to, and does hereby identify, and hold harmless and defend Bradford County, the Office of Community Development and State of Florida -their ag gents, servants or employees, from and against any and all claims fori injuries or damag ges to persons or property of whatsoever kind of character, whether real or as sserted, arising out of this a greement of the work to be performed hereunder. The Contractor hereby assumes alll liability and responsibility for injuries, claims or suits for damages, to persons or property of whatsoever kind of character, whether realora asserted, occurring during the time the work is being performed and arising out of the performance of sar me. 9. Neither the Contractor norany subcontractor: shall commence work under this agreement until all insurance required under this paragraph has been secured and the Owner has approved such insurance: Compensation Insurance: The Contractor shall take out and maintain during the life of this contract, Workmen's Compensation Insurance for all of his employees at the site of thej project or provide proof of exemption; and in case any work that is sublet, the Contractor shall require the subcontractor similarly to provide Workmen's Compensation Insurance for all the latter's employees. Public Liability and] Property DamageInsurance: The contractorshall take out and maintain during the life of this contract, such public lial bility and property damagesi insurance as shall protect him and any subcontractor, performing work covered by this contract form clai ims for damages or personali injury, including accidentaldeath, as well as from claims for property damage which may arise from operation under this contract, whether such operation be by himself or by one directly or indirectly employed by either of them; and the amounts of such insurance shall be as follows: Public Lial bility Insurance in an amount not less than $100,000.00/S300,000.00 Dollars. Homeowner) Insurance: The Owner is encouraged but not required to maintain in force during the same period the property and or builders risk insurance policy homeowners insurance policy adequate to cover the existing property and Rehabilitation Work against damage or loss for which the contractor is not responsible. Coverag ge shall provide for perils forf fire and extended coverag ge of other forms of damage and/or] loss, to the fulli insurance value of the property. 10. Iti is agreed that the County is hereby obligated to issue a written proceed order to the Contractor within thirty (30) days from the date of execution of this contract. It is further as greed that the Contractorwill, after the receipt of such order, begin the work to be performed undert this contract within ten (10) cal lendar days of the date of such order. Upon commencement of work, the Contractor hereby as grees to complete the sai me within forty-five (45) days, time being of the essence. Failure to satisfactory complete the Rehabilitation Work within allowed Time of Performance shalls subject the Contract o Liquidated Damage Fee of Fifty Dollars ($50.00) perday. The Fee amount shall be dedicate for the (final) Payment to the Contractor. The fee amount is mutually agreed to, due to the difficulty in deterring the exact damage to the Owner. This fee is not to be constituted as penalty. 11. Contractorhereby guaranteesthei improvements herein provided for, for a period of one year from the date ofi finalacceptance of all work required by this contract. Contractor shall remedy any defect due to faulty materialor workmanship and pay for all damage to other work resulting therefrom, which appear within one yearfrom final payment. It is further agreed that the Contractor will furnish the County, c/o the Office of Community Development, with all manufacturers' and suppliers' written guarantee and warranties covering material Is and equipment furnished under this contract prior to release of the finalp payment. 12. The Contractor shalla at all times keep the premises free from accumulations of waste materia. Is or rubbish caused by his employees at work; and at the completion of the work he shall remove alll his rubbish from and about thel building and alll his tools, scaffolding and surplus material Is and shall leave his work "broom clean" or its equivalent. Iti is further agreed that all material Is, and equipment that have been removed and replaced as a part of the work hereunder shall belong to the Contractor. 13. The Contractor shal I, upon completion of the work, and upon finalj payment by the County, furnish the County with an affidavit certifying that all charges for materials and any other expenses incurred by the Contractorp pertaining to the execution of this contract,havel been paid in full, to the end that no liens of any kind or character (save and except those between the parties hereto) may be affixed against the above described property. Finalp payment of the contract amount will be made only after finalinspection and acceptance ofally work tol be performed by the Contractor, and the Contractor satisfactorily releases liens or claims for liens by the contractor, subcontractors, laborers, and materialsuppliers. 14. The Contractor shal Il remove any and all cracking, scaling, peeling, chipping and loose paint and repaint all surfacesusing two coatsofa non-lead based paint. Where thej paint film integrity of the applicable surface cannotl be maintained,the; paint shalll be completely removed or the surface covered with a suitable material such as gypsum, wal IIboard, plywood, or plaster before any repainting is undertaken. 15. This instrument constitutes the entire agreement between the parties and no written or oralagreement of any kind exists to change the provisions hereof. No other work shalll be done, nor additional monies paid, unless provided for in a previously written contract, signed by the parties hereto, and approved in writing by Bradford County Office of Community Development. 16. In the event there is any conflict between thej provisions of this contract and the provisions of Exhibit "A", the provision of this contract shalli in all cases prevail. EXECUTED AT Starke, Florida, this day of January 2025. Owner: Shannon Mroz Witness Witness Contractor Witness Witness Chairman Witness Witness Certifications I,. Deborah] Herring certify that I am the Agent of the Corporation named as Contractor herein; that Deborah Herring who signed this Agreement on behalf of the contractor, was then Agent of sai id corporation; that sai id ag greement was and is within the scope of its corporate powers. Corporate Seal Bradford County S.H. IP. Program Work Write-up Name: Shannon Mroz = Page 1-4 Architect's Project No. 221M SHIP Case No.2020-3 Revised November 22, 2024 DESCRIPTION OF WORK PRICE 1. Termite Inspection - Provide Treatment and post Certificate inside Electrical Panel door. $1,320.00 2. Tree Landscaping - Trim low hanging branches from trees which overhang house. $1,320.00 3. Landscaping - Fill holes in rear yard and level out the ground. Compact and reseed disturbed areas. $616.00 4. Exterior Wood Fences & Gate - 6'-0" high wood fences around the perimeter of the back yard are failing. Remove and replace fences and gate with new materials of like kind. The extent of the fence shall be essentially the same as it is $6,568.00 currently except to return the fence to the house at the north end to completely enclose the rear yard. Approximately 32' of the existing fence at the north property line (beyond the end of the house) is to be removed and not replaced. 5. Exterior - Provide. & install new 6" X 6" gutters and 3" X 4" down spouts at east and west side of House. Use 0.032" pre- finished aluminum gutters and downspouts. Support spacing $1,320.00 for gutters not to exceed 36" on center. Downspouts spacing to not exceed 25' on center. 6. Exterior- Front Siding = Gable End Siding is loose and is to be realigned and re-nailed to have neat uniform $880.00 appearance. 7. Exterior- Front Door and Jamb are to be sanded and repainted. Paint existing door and trim with primer and two $352.00 coats of gloss enamel. Replace existing weather stripping with new materials Bradford County S.H. IP. Program Work Write-up Name: Shannon Mroz - Page 1-4 Architect's Project No. 221M SHIP Case No.2020-3 Revised 22 November 2024 DESCRIPTION OF WORK PRICE 8. Storm Door - Replace existing Storm Door with new. Quality and hardware to be similar to existing. $528.00 9. Exterior Door & Frame at Kitchen - Sand and refinish exterior Door and frame. Paint with exterior quality (primer if $440.00 required) and 2 gloss topcoats. Replace existing weather stripping with new materials. Replace missing wood casing at head of door frame and paint to match existing. 10. Replace one Window at Dining Room = Replace broken window at south side Dining Room. New glazing is to be the $880.00 same type as existing. 11. Interior Doors & Casings = Several interior doors and bid- fold doors have been removed. These interior doors and bi-fold doors have been identified on the Floor Plan template. Provide and install new interior doors and casings and new bi-fold doors of sizes similar to the size of remaining openings. Provide and $1,936.00 install new lever handled hardware with privacy lock at oedroom doors. Provide and install new lever handled hardware at Closet doors in Hall Bath and Master Bedroom. 12. Interior Walls = There are numerous holes and damaged drywall throughout the House. Repair/replace gypsum wallboard and paint all walls of the entire house with satin $3,520.00 finish paint. Only one color will be used for all walls. Drywall at west wall where towels bar was removed and east wall above tub in Hall Bath has been damaged. Repair/Replace gypsum wallboard. 13. New Sheet Vinyl at All Interior Living Areas -Kitchen, Dining, Bedrooms, Hall, Closets, Bathrooms and Living Room - Removed existing Flooring and sheet vinyl and $7,040.00 quarter round trim. Provide & install new sheet vinyl in all rooms. Install new quarter round trim and paint all bases and quarter round trim with primer & two coats of gloss enamel only one color will be allowed. Style and color by Owner. Please record selection and provide it to SHIP Director. 2 Bradford County S.H. IP. Program Work Write-up Name: Shannon Mroz - Page 1-4 Architect's Project No. 221M SHIP Case No.2020-3 Revised 22 November 2024 DESCRIPTION OF WORK PRICE 14. Kitchen - Provide and install new Recirculating Type Kitchen vent hood. New Unit to have a light &3 speed switch. Owner to select color. $440.00 15. Water Heater- Remove existing electric water heater and install new Electric Water Heater of similar capacity and install in accordance with Codes. Provide and install new $2,112.00 electrical disconnect, drain pan, TP & R valve piping and new drain down. Direct both discharge pipes to outside. 16. Kitchen = Replace existing base and wall cabinets and backsplash. Install new HUD-FHAAPProVed cabinets, $7,040.00 countertops & back splash. 17. Kitchen - Remove existing Kitchen sink, faucet, fittings, & supplies and replace with stainless steel two compartment $1,320.00 sink with new single lever faucet, fittings & supplies, waste line, tail piece & P trap. 18. Hall Bath = Replace existing toilet with new comfort height toilet complete with new supply, stop, seat, and connections. Check/ replace anchorage ring to ensure proper attachment $1,056.00 to the floor and waste line. 19. DWV Pipping = Snake out plumbing piping throughout house to street to ensure waste lines are free flowing. $616.00 20. HVAC Equipment = Clean and service HVAC Equipment. Replace filter with new unit. Check electrical wiring for $1,320.00 proper connection in accordance with Codes. 21. Exterior Light Fixture Flood light outside of Kitchen Door has come loose. Reattach and verify proper operation. $132.00 22. Interior Light Fixture - Provide and install new ceiling light fixture in Bedroom #2. $ 176.00 Bradford County S.H. IP. Program 3 Work Write-up Name: Shannon Mroz - Page 1-4 Architect's Project No. 221M SHIP Case No.2020-3 Revised 22 November 2024 DESCRIPTION OF WORK PRICE 23. Kitchen Electrical - Reinstall light switches at southeastv wall and install new plate cover Hall Electrical = Provide and install new doorbell device $176.00 and connect to existing doorbell system. 24. Appliances = Provide and install new four burner electric range with oven and new 2 door refrigerator. Appliances to be Energy Star rated $3,376.00 25. Smoke/Carbon Detectors = Provide and install smoke detector powered by 10-year non removeable, non-replaced $704.00 battery in each bedroom and one Hallway within 10 feet of Bedrooms. Total of 4. TOTAL: $45,188.00 All work shall comply with Minimum requirements of the Florida Building Code 2014 5th edition, as well as all other applicable Standards and requirements of all Authorities Having Jurisdiction. Contractor to supply copies of all permits to SHIP Director before start of work. Contractor shall provide an Owner's operation & maintenance manual to include Warrantees, labor and workmanship. Contractor and his Subcontractors shall provide a 1-year guarantee covering all Materials, labor, and workmanship. Contractor shall consult with Owner and provide a Construction Schedule. Contractor Signature Homeowner's Signature Chairman Signature 4 S.H.I.P. Housing Rehabilitation Project BID SUMMARY - 12-2-24 A. 101 S. Myrtle Street, Starke, FL File # 2020-3-S Florida Homes, Inc. $45,100.88 M & R Construction NO BID ResiPro NO BID Recommendation: Florida Homes, INC. in the amount of $45,100.88 BOARD OF COUNTY COMMISSIONERS OF BRADFORD COUNTY, FLORIDA AGENDA ITEM INFORMATION SHEET DATE: January 7, 2025 AGENDA ITEM Letters ofSupport DEPARTMENT: County Manager PURPOSE: Letters of support for legislative request. : Town of Brooker. : City ofStarke. : Concerned Citizens of Bradford County. : Keystone Heights airport authority. Page 1 of 1 - Ceunly, R Bradford County Board of County Commissioners "l's Bettel un Buadford" District I District II District III District IV District V Carolyn Spooner Kenny' Thompson Chris Dougherty Danny Riddick Diane Andrews Chairwoman Vice-Chairman January 7, 2025 Senator Jennifer Bradley Representative Chuck Brannan Dear Legislative Delegation, The Bradford County Board of County Commissioners is honored to offer this Letter of Support for the appropriations requests to bring a fire station to the Town of Brooker. The request for a fire station will support this rural area for both the citizens of Brooker and Bradford County. The estimated cost of the building project is $1 Million. Adding a fire station to this rural community will increase the level of safety and emergency support while lowering response times and increasing the level of emergency care for the citizens of the Town of Brooker. The cost of the necessary supporting vehicles and equipment is approximately $1.325 Million. This vital equipment will expand the level of response and support for fire and emergency medical services to an underserved community. The Bradford County Board of County Commissioners fully supports the appropriations request to construct a new fire station in Brooker and supply it with the needed fire engine, tanker, and rescue unit to offer greater emergency support to Bradford County residents. Very Respectfully, Daniel Riddick, Chairman Bradford County Board of County Commissioners 945 North Temple Avenue . P.O. Drawer B e Starke, Florida 32091 . Tel (904) 966-6327 . Fax (904) 368-3903 Commissioners E-mail: occ@bdoncounylgew e Website: wwwbradfonloumylgow - Counly, RK Bradford County Board ofCounty Commissioners "l's Bettel in Buadlord" District I District II District III District IV District V Carolyn Spooner Kenny' Thompson Chris Dougherty Danny Riddick Diane Andrews Chairwoman Vice-Chairman January 7, 2025 Senator Jennifer Bradley Representative Chuck Brannan Dear Legislative Delegation, The Bradford County Board of County Commissioners is honored to offer this Letter ofs Support for the appropriations request submitted by the City of Starke to bring the water and wastewater extension project to the SR 16 and US 301 bypass interchange to completion. This project is vital to the economic development and job growth initiatives ofboth the City of Starke and Bradford County. The total estimated cost for the project is roughly $23 million. Bradford County has previously appropriated $4 million of ARPA funding along with $14 million from the City of Starke and a $2 million state appropriation last year, bringing the total amount to $20 million. This leaves a shortfall of roughly $2.5 million. The city will contribute another $1.5 million and with the new $1 million appropriation request, that shortfall will be addressed. We are proud of the work we have done sO far alongside our partners in the City of Starke and our legislative delegation. Thank you for your service and your consideration and continued support ofBradford County. Very Respectfully, Daniel Riddick, Chairman Bradford County Board ofCounty Commissioners 945 North Temple Avenue . P.O. Drawer B . Starke, Florida 32091 . Tel (904) 966-6327 . Fax (904) 368-3903 Commissioners E-mail: bocc@bradfordcountyfl.goy . Website: www.bradfordconnoylge - Counly, RK Bradford County Board ofCounty Commissioners "I's Better in Buadjord" District I District II District III District IV District V Carolyn Spooner Kenny Thompson Chris Dougherty Danny Riddick Diane Andrews Chairwoman Vice-Chairman January 7, 2025 Senator Jennifer Bradley Representative Chuck Brannan Dear Legislative Delegation, The Bradford County Board ofCounty Commissioners is honored to offer this Letter ofSupport for the appropriations request submitted by the Concerned Citizens of Bradford County. The requested amount of $500,000 will allow for the Phase III renovation of the RJE School Wings 1&2 and the adjacent recreation building. Bradford County has previously appropriated $500,000 of ARPA funding for the replacement of the roof on the gymnasium and some interior renovations. These projects were completed on time and on budget. Thank you for your consideration and continued support of Bradford County. Very Respectfully, Daniel Riddick, Chairman Bradford County Board ofCounty Commissioners 945 North Temple Avenue- P.O. Drawer B . Starke, Florida 32091 . Tel (904) 966-6327 . Fax (904) 368-3903 Commissioners E-mail: bactehndordoumglgen . Website: wwwbradordcoumyplgew - Counly, RK Bradford County Board ofCounty Commissioners "l's Bettel in Buadlord" District I District II District III District IV District V Carolyn Spooner Kenny Thompson Chris Dougherty Danny Riddick Diane Andrews Chairwoman Vice-Chairman January 7, 2025 Senator Jennifer Bradley Representative Chuck Brannan Dear Legislative Delegation, The Bradford County Board ofCounty Commissioners is honored to offer this Letter of Support for the appropriations request submitted by the Keystone Heights Airport Authority for the construction oft the connector road between the original airport entrance road and the newly constructed secondary access road. The connector road will parallel US Hwy 100 and will open that corridor for business development. This infrastructure project is vital to the economic development and job growth initiatives of both Keystone Heights Airport and Bradford County. This infrastructure project will include improvements along US Hwy 100 at both access roads to include tum lanes and deceleration lanes along with some widening of the road. The total estimated cost for the project is $3.5 million. Bradford County was previously awarded a $2.3 million DEO Jobs Growth Grant to construct the new access road. The road was completed using primarily county resources in June 2023, on time and on budget. We are proud ofthe work we have done SO far alongside our partners at Keystone Heights Airport and our legislative delegation. Thank you for your service and your consideration and continued support of Bradford County. Very Respectfully, Daniel Riddick, Chairman Bradford County Board of County Commissioners 945 North Temple Avenue . P.O. Drawer B . Starke, Florida 32091 . Tel (904) 966-6327 . Fax (904) 368-3903 Commissioners E-mail: bocc@bradfordcountyfl.goy . Website: www.bradfordconnoylge BOARD OF COUNTY COMMISSIONERS OF BRADFORD COUNTY, FLORIDA AGENDA ITEM INFORMATION SHEET DATE: January 7, 2025 AGENDA: ITEM Employee Evaluation Training DEPARTMENT: County Manager PURPOSE: This item was tabled from the December 19, 2024, regular meeting. The County Manager's office has worked closely with Denise Vogelgesang with FACT and Jason Taylor with The Krizner Group to create an employee evaluation tool for use by Directors, Supervisors, and employees to gauge and document performance and skill advancements, and areas forimprovement. Two training sessions will be held to review the evaluation tool and ensure that all employees understand best practice and have an opportunity to ask questions before the tool is implemented in 2025. Trainings Dates: January 9, 2025 = 10:00 AM January 16, 2025 = 3:00 PM Page 1 of 1