1966 PBA 17/18-62 E SciencesadVon"
FINANCE DEPARTMENT
To: City Clerk
RE: Request for Services
0
The item(s) noted below is/are attached and forwarded to your office for the following action(s):
❑ Development Order
❑ Final Plat (original mylars)
❑ Letter of Credit
❑ Maintenance Bond
❑ Ordinance
❑ Payment and Performance Bond
❑ Resolution
® PBA 17/18-62 E Sciences Inc
Once completed, please:
JmRim
Return originals
Return copy
Special Instructions:
Attached copy is for City Clerk Records
Thank you!
From
T:\Dept_forms\City Clerk Transmittal Memo - 2009.doc
❑ City Mayor's Signature
® City Clerk Record Keeping
❑ Safe Keeping
❑ City Attorney's Signature
❑ City Clerk's Signature
f Date
E Sciences, Incorporated Piggyback Contract (PBA 17118-62)
The City of Sanford ("City") enters this "Piggyback" Contract with E Sciences,
Incorporated, a Florida corporation (hereinafter referred to as the "Vendor"), whose
address 34 East Pine Street, Orlando, Florida 32801, under the terms and conditions
hereinafter provided. The City and the Vendor agree as follows:
(1). The Purchasing Policy for the City of Sanford allows for "piggybacking"
contracts. Pursuant to this procedure, the City is allowed to piggyback an existing
government contract, and there is no need to obtain formal or informal quotations,
proposals or bids. The parties agree that the Vendor has entered a contract with
Seminole County, Florida, said contract being identified as "Master Services
Agreement For National Pollutant Discharge Elimination Systems (NPDES) Services
(PS-1709-18/RTB)", in order for the Vendor to provide all services relating to
consultation relative to the NPDES compliance issues including, but not limited to,
inspections, monitoring and inspections (said original contract being referred to as
the "original government contract"); provided, however, that the amount of services
to be provided shall not be tasked in an amount exceeding $35,000.00 and said
services shall not be such so as to invoke the provisions of the Consultants'
Competitive Negotiation Act (CCNA) as set forth at Section 287.055, Florida Statutes,
relating to the acquisition of professional architectural, engineering, landscape
architectural, or surveying and mapping services.
(2). The original government contract documents are incorporated herein by
reference and is attached as Exhibit "A" to this contract. All of the terms and
conditions set out in the original government contract are fully binding on the parties
and said terms and conditions are incorporated herein; provided, however, that the
1
City will negotiate and enter work orders/purchase orders with the Vendor in
accordance with City policies and procedures for particular goods and services.
(3). Notwithstanding the requirement that the original government contract
is fully binding on the parties, the parties have agreed to modify certain technical
provisions of the original government contract as applied to this Contract between
the Vendor and the City, as follows:
N/A.
(a). Time Period ("Term") of this Contract: (state N/A if this is not applicable).
(b). Insurance Requirements of this Contract: (state N/A if this is not
applicable). N/A.
(c). Any other provisions of the original government contract that will be
modified: (state N/A if this is not applicable). N/A.
(d). Address change for the City: Notwithstanding the address and contact
information for the government entity as set out in the original government contract, the
Vendor agrees that he/she/it shall send notices, invoices and shall conduct all business
with the City to the attention of City Manager, at: City of Sanford, 300 North Park Avenue;
Sanford, Florida 32771. The City Manager's designated representative for this Contract
is Bilal Iftikhar, P.E.., J.D.; Public Works Director; City Hall; City of Sanford, Florida; 300
North Park Avenue; Sanford, Florida 32771, telephone number 407-688- 5085, facsimile
transmittal number 407-688-5091 and whose e-mail address is
Bilal.lftikhar@Sanfordfl.gov.
(e). Notwithstanding anything in the original government contract to the
contrary, the venue of any dispute will be in Seminole County, Florida. Litigation between
1161
the parties arising out of this Contract shall be in Seminole County, Florida in the Court
of appropriate jurisdiction. The law of Florida shall control any dispute between the parties
arising out of or related to this Contract, the performance thereof or any products or
services delivered pursuant to such Contract.
(f). Notwithstanding any other provision in the original government contract to
the contrary, there shall be no arbitration with respect to any dispute between the parties
arising out of this Contract. Dispute resolution shall be through voluntary and non-binding
mediation, negotiation or litigation in the court of appropriate jurisdiction in Seminole
County, Florida, with the parties bearing the costs of their own legal fees with respect to
any dispute resolution, including litigation.
(g). All the services to be provided or performed shall be in conformance with
commonly accepted industry and professional codes and standards, standards of the
City, and the laws of any Federal, State or local regulatory agency.
(h).
(1). IF THE CONTRACTOR/VENDOR HAS QUESTIONS
STATUTES, TO THE CONTRACTOR'S (VENDOR'S) DUTY TO PROVIDE
PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE
CUSTODIAN OF PUBLIC RECORDS AT (407) 688-5012, TRACI
HOUCHIN,
CITY CLERK,
CITY OF SANFORD,
CITY HALL, 300
NORTH
PARK
AVENUE,
SANFORD,
FLORIDA
327715
TRACI.HOU 0HIN@SANFORDFL.GOV.
3
(II). In order to comply with Section 119.0701, Florida Statutes, public
records laws, the Vendor must:
(A). Keep and maintain public records that ordinarily and necessarily would
be required by the City in order to perform the service.
(B). Provide the public with access to public records on the same terms and
conditions that the City would provide the records and at a cost that does not exceed
the cost provided in Chapter 119, Florida Statutes, or as otherwise provided by law.
(C). Ensure that public records that are exempt or confidential and exempt
from public records disclosure requirements are not disclosed except as authorized
by law.
(D). Meet all requirements for retaining public records and transfer, at no
cost, to the City all public records in possession of the Vendor upon termination of
the contract and destroy any duplicate public records that are exempt or confidential
and exempt from public records disclosure requirements. All records stored
electronically must be provided to the City in a format that is compatible with the
information technology systems of the City.
(111). If the Vendor does not comply with a public records request, the City
shall enforce the contract provisions in accordance with this Agreement.
(IV). Failure by the Vendor to grant such public access and comply with public
records requests shall be grounds for immediate unilateral cancellation of this
Agreement by the City. The Vendor shall promptly provide the City with a copy of any
request to inspect or copy public records in possession of the Vendor and shall
promptly provide the City with a copy of the Vendor's response to each such request.
0
(i). All other provisions in the original government contract are fully binding on
the parties and will represent the aTent between the City and the Vendor.
day
Entered this V of ®I
VS L_, 2018.
Attest:
:s S. Bassett
President/Secretary/Director
Attest.
-
E Sciences, Incorporated, a Florida
corporation.
--- I
By: 'zz
Peter K. Partlow
President/Treasurer/Director
Date: et (' 1 16
City Of Sanford
lliarn L. Colbert City Attorney
5
Exhibit "A"
[Attach original government contract]
MASTER SERVICES AGREEMENT FOR NATIONAL POLLUTANT DISCHARGE
ELIMINATION SYSTEMS (NPDES) SERVICES
(PS-170918/RTB)
THIS AGREEMENT is dated as of the "7 '- day of-,34A/F— 2018, by and between
E SCIENCES, INCORPOPRATED, duly authorized to conduct business in the State of Florida,
whose address is 34 East Pine Street, Orlando, Florida 32801, in this Agreement referred to as
"CONSULTANT," and SEMINOLE COUNTY, a charter county and political subdivision of the
State of Florida, whose address is Seminole County Services Building, 1101 East 1 I Street,
Sanford, Florida 32771, in this Agreement referred to as "COUNTY."
WITNESSETH:
WHEREAS, COUNTY desires to retain the services of a competent and qualified
consultant to assist its Watershed Management Division in National Pollutant Discharge
Elimination System (NPDES) related compliance issues, including, but not limited to, inspections,
monitoring, and assessment of COUNTY -owned facilities and natural waterbodies in accordance
with NPDES applications and permits; and
WHEREAS, COUNTY has requested and received expressions of interest for the retention
of services of consultants; and
WHEREAS, CONSULTANT is competent, qualified, and desires to provide those
services according to the terms and conditions stated in this Agreement,
NOW, THEREFORE, in consideration- of the mutual understandings and covenants set
forth in this Agreement, COUNTY and CONSULTANT agree as follows:
Master Agreement for National Pollutant Discharge
Elimination System (NPDES) Services
Page 1 of 25
CERTIFIED COPY •GRANT MALOY
CLERK of THE CIRCUIT COURT
AND COMPTROLLER
SEM N TY, FLORIDA
DEPUTY CLERK
Section 1. Services.
(a) COUNTY does hereby retain CONSULTANT to furnish professional services and
perform those tasks as further described in the Scope of Services attached as Exhibit A and made
a part of this Agreement. Required services will be specifically enumerated, described, and
depicted in the Work Orders authorizing performance of the specific project, task, or study.
CONSULTANT is also bound by all requirements as contained in the solicitation package and all
addenda to this package. This Agreement standing alone does not authorize the performance of
any work or require COUNTY to place any orders for work.
(b) CONSULTANT may utilize labor categories that are not included in the fee
proposal for each Work Order, but that have been approved in the Master Agreement. If a
substitution is necessary, the work must be completed within the approved Time Basis (Not -To -
Exceed or Limitation of Funds) Work Order and in no event may the Work Order amount
be modified as a result of any changes in labor categories. CONSULTANT shall submit a written
request to the COUNTY's Project Manager for approval of any substitution prior to the utilization
of any labor category for service. The approval of COUNTY's Project Manager of any substitution
must take place prior to submission of the invoice. Any approved labor category substitution must
be based on the prevailing labor categories and their associated hourly rates established in the
Master Agreement that are in effect on the date of COUNTY's approval for any substitution.
Section 2. Term. This Agreement takes effect on the date of its execution by -
COUNTY and continues for a period of three (3) years and, at the sole option of COUNTY, may -
_be renewed for two (2) successive periods 'not to exceed one (1) year each. Expiration of the term y
of this Agreement will have no effect upon Work Orders issued pursuant to this Agreement and
Master Agreement for National Pollutant Discharge
Mimination System (NPDES) Services
Page 2 of 25
prior to the expiration date. Obligations of both parties under such Work Orders will remain in
effect until completion of the work authorized by the respective Work Order.
Section 3. Authorization for Services. Authorization for performance of
professional services by CONSULTANT under this Agreement must be in the form of written
Work Orders issued and executed by COUNTY and signed by CONSULTANT. A sample Work
Order is attached as Exhibit B. Each Work Order must describe the services required, state the
dates for commencement and completion of work, and establish the amount and method of
payment. The Work Orders will be issued under and will incorporate the terms of this Agreement.
COUNTY makes no covenant or promise as to the number of available projects or that
CONSULTANT will perform any project for COUNTY during the term of this Agreement.
COUNTY reserves the right to contract with other parties for the services contemplated by this
Agreement when it is determined by COUNTY -lb be in the best interest of COUNTY to do so.
Section 4. Time for Completion. Y t&'services to be rendered by CONSULTANT
must be commenced as specified in such Work Orders as may be issued under this Agreement and
must be completed within the time specified in the respective Work Order.
Section 5. Compensation. COUNTY shall compensate CONSULTANT for the
professional services provided for under this Agreement on either a "Fixed Fee" basis or on a
"Time Basis Method". The CONSULTANT will be compensated in accordance with -tire rate
schedule attached as Exhibit C. -- The CONSULTANT is also required to execute the Truth in
Negotiations certificate attached as Exhibit D.
Section 6. Reimbursable Expenses.
(a) If a Work Order is issued on a Fixed Fee or Time Basis Method, then reimbursable
expenses are in addition to the hourly rates. Reimbursable expenses are subject to the applicable
Master Agreement for National Pollutant Discharge
Elimination System (NPDES) Services
Page 3 of 25
"Fixed Fee," "Not -to -Exceed," or "Limitation of Funds" amount set forth in the Work Order.
Reimbursable expenses may include actual expenditures made by CONSULTANT, its employees,
or its professional associates in the interest of the Project for the expenses listed in the following
paragraphs:
(1) COUNTY shall reimburse CONSULTANT for the following costs: travel
expenses in connection with the Project based on Sections 112.061(7) and (8), Florida Statutes, or
its successor and subject to the limitation listed below; long distance calls and telegrams; and fees
paid for securing approval of authorities having jurisdiction over the Project. COUNTY is not
obligated to reimburse CONSULTANT for the costs of meals, travel, vehicle mileage, tolls, and
parking for the local employees of CONSULTANT, that is, employees located within fifty (50)
miles of the job site.
A. Reimbursement fat mileage must be at the rate allowable by the
federal Internal Revenue Service. Reimbursement for local mileage, defined as within a fifty (50)
mile radius of the job site, is not allowed.
B. Car rental reimbursement is limited to compact cars for up to two
(2) occupants and intermediate cars for more than two (2) occupants.
C. Reimbursement for lodging must be at $100.00 or the actual
expenses for laiging at a "non -resort" -type hotel located in Seminole County, Florida.
D. Meals must not exceed:
1. Breakfast:
-._ $6.00 without receipts
$10.00 with receipts; -
2. Lunch:
$11.00 without receipts
$13.00 with receipts;
Master Agreement for National Pollutant Discharge
Elimination System (NPDES) Services
Page 4 of 25
3. Dinner:
$19.00 without receipts
$27.00 with receipts.
E. Reimbursement for airfare must be based on coach rates.
(2) Reimbursement for the expense of reproduction, postage, and handling of
drawings and specifications are authorized at actual cost only.
(3) If authorized in writing in advance by COUNTY, COUNTY shall reimburse
the cost of other expenditures made by CONSULTANT in the interest of the Project.
(b) Any reimbursable expenses under this Agreement must be supported by a source
document such as a receipt or invoice with the employee's name, project name, and brief
explanation of the expense. All reimbursable expenses must be itemized on the invoices.
(c) All reimbursable expenses must be allowable, allocable to the contract, and
reasonable, all as solely determined by COUNTY'...~
Section 7. Payment and Billing.
(a) If the Scope of Services required to be performed by a Work Order is clearly
defined, the Work Order will be issued on a Fixed Fee Basis. CONSULTANT shall perform all
work required by the Work Order, but in no event may CONSULTANT be paid more than the
negotiated Fixed Fee amount stated in the Work Order.
(b) If the Scope of Services is not clearly defined, the Work Order may be issued on a
Time Basis Method and contain a Not -to -Exceed amount. If a Not -to -Exceed amount is provided,
CONSULTANT shall perform all work required by the Work Order, but in no event may
CONSULTANT be paid more than the Not -to -Exceed amount specified in the applicable Work
Order.
Master Agreement for National Pollutant Discharge
Elimination System (NPDES) Services
Page 5 of 25
(c) If the Scope of Services is not clearly defined, the Work Order may be issued on a
Time Basis Method and contain a Limitation of Funds amount. CONSULTANT is not authorized
to exceed that amount without the prior written approval of COUNTY. This approval, if provided
by COUNTY, must indicate a new Limitation of Funds amount. CONSULTANT shall advise
COUNTY whenever CONSULTANT has incurred expenses on any Work Order that equals or
exceeds eighty percent (80%) of the Limitation of Funds amount.
(d) For Work Orders issued on a Fixed Fee Basis, CONSULTANT may invoice the
amount due based on the percentage of total Work Order services actually performed and
completed, but in no event may the invoice amount exceed a percentage of the Fixed Fee amount
equal to a percentage of the total services actually completed COUNTY shall pay
CONSULTANT ninety percent (90%) of the approved amount on Work Orders that are One
Hundred Thousand and No/100 Dollars ($100,QOQ.00) and over in value issued on a Fixed Fee
Basis. COUNTY shall pay CONSULTANT one hundred percent (100%) of the approved amount
on Work Orders under One Hundred Thousand and No/100 Dollars ($100,000.00) in value issued
on a Fixed Fee Basis.
(e) For Work Orders issued on a Time Basis Method with a Not -to -Exceed amount,
CONSULTANT may invoice the amount due for actual work hours performed, but in no event
may the invoice amount exceed a percentage of the Not -to -Exceed am -Dunt -equal to a percentage
of the total services actually completed. COUNTY shall pay CONSULTANT ninety percent
(90%) of the ki proved amount on Work Orders that are One Hundred Thousand and No/100
Dollars ($10000.00) and over in value issued on a Time Basis Metfiod with a Not -to -Exceed
amount. COUNTY shall pay CONSULTANT one hundred percent (100%) of the approved
Master Agreement for National Pollutant Discharge
Elimination System (NPDES) Services
Page 6 of 25
amount on Work Orders under One Hundred Thousand and No/100 Dollars ($100,000.00) in value
issued on a Time Basis Method with a Not -to -Exceed amount.
(f) Each Work Order that is One Hundred Thousand and No/100 Dollars ($100,000.00)
and over in value issued on a Fixed Fee Basis or Time Basis Method with a Not -to -Exceed amount
must be treated separately for retainage purposes. If COUNTY determines that work is
substantially complete and the amount retained is considered to be in excess, COUNTY may
release the retainage or any portion of it at COUNTY's sole and absolute discretion.
(g) For Work Orders issued on a Time Basis Method with a Limitation of Funds
amount, CONSULTANT may invoice the amount due for services actually performed and
completed. COUNTY shall pay CONSULTANT one hundred percent (100%) of the approved
amount on Work Orders issued on a Time Basis Method with a Limitation of Funds amount.
The original invoice must be sent to:
Director of County Comptroller's Office -
Seminole County Board of County Commissioners
Post Office Box 8080
Sanford, Florida 32772
A copy of the invoice must be sent to:
Watershed Management Division
Public Works Department
200 West County Home Road
Seaford, Florida 32773 —
(h) Upon review and approval of CONSULTANT's invoice, COUNTY shall pay
CONSULTANT the approved amount in accordance with the terms as set forth in Chapter 218,
Part Vile Florida Statutes.
Master Agreement for National Pollutant Discharge
Elimination System (NPDES) Services
Page 7 of 25
Section 8. General Terms of Payment and Billing.
(a) Upon satisfactory completion of work required under this Agreement and upon
acceptance of the work by COUNTY, CONSULTANT may invoice COUNTY for the full amount
of compensation provided for under the terms of this Agreement and less any amount already paid
by COUNTY. COUNTY shall pay CONSULTANT within thirty (30) days of receipt of a proper
invoice.
(b) COUNTY may perform or have performed an audit of the records of
CONSULTANT at any time during the term of this Agreement and after final payment to support
final payment under this Agreement. Audits may be performed at a time mutually agreeable to
CONSULTANT and COUNTY. Total compensation to CONSULTANT may be determined
subsequent to an audit as provided for in this Section and the total compensation so determined
will be used to calculate final payment to CONSULTANT. Performance of this audit will not
delay final payment as provided by subsection (a}'af this Section.
(c) In addition to the above, if federal funds are used for any work under the
Agreement, the Department of Housing and Urban Development, the Comptroller General of the
United States, or any of their duly authorized representatives must have access to any books,
documents, papers, and records of CONSULTANT that are directly pertinent to work performed
under this Agreement for purposes of making audit, examination, excerpts, and transcriptions.
-------- (d) CONSULTANT shall maintain all books, documents, papers, accounting records,
and other evidence pertaining to work performed under this Agreement in such a manner as will
readily conform to the terms of this Agreement. CONSULTANT shall make such materials
available at CONSULTANT's office at all reasonable times during the term of this Agreement and
Master Agreement for National Pollutant Discharge
Elimination System (NPDES) Services
Page 8 of 25
for five (5) years from the date of final payment under this Agreement for audit or inspection as
provided for in subsections (b) and (c) of this Section.
(e) in the event any audit or inspection conducted after final payment, but within the
period provided in paragraph (d) of this Section, reveals any overpayment by COUNTY under the
terms of the Agreement, CONSULTANT shall refund such overpayment to COUNTY within
thirty (30) days of notice by COUNTY.
Section 9. Responsibilities of CONSULTANT.
(a) CONSULTANT is responsible for the professional quality, technical accuracy,
competence, methodology, accuracy, and the coordination of all of the following, which are listed
for illustration purposes and not as a limitation: documents, analysis, reports, data, plans, plats,
maps, surveys, specifications, and any and all other services of whatever type or nature furnished
by CONSULTANT under this Agreement. CONSULTANT shall correct or revise, without
additional compensation, any errors or deficiencies in CONSUTLANT's plans, analysis, data,
reports, designs, drawings, specifications and any and all other services of whatever type or nature.
(b) COUNTY's review, approval, acceptance, payment, or any combination of these
actions with respect to this Agreement does not to operate as a waiver of any rights under this
Agreement, or of any cause of action arising out of the performance of this Agreement.
CONSULTANT is and will remain liable to COUNTY, in accordance with applicable law, for any ~
and all damages to COUNTY caused by CONSULTANT's negligent or wrongful performance of
any of the services furnished under this Agreement
=7_== -
Section 10. Ownership of Documents. Aft deliverable analysis, reference data, survey
data, plans, reports, and any other form of written instrument or document that may result from
CONSULTANT's services or have been created during the course of CONSULTANT's
Master Agreement for National Pollutant Discharge
Elimination System (NPDES) Services
Page 9 of 25
performance under this Agreement will become the property of COUNTY after final payment is
made to CONSULTANT.
Section 11. Termination.
(a) By written notice to CONSULTANT, COUNTY may terminate this Agreement or
any Work Order issued under this Agreement, in whole or in part, at any time, either for
COUNTY's convenience or because of the failure of CONSULTANT to fulfill its obligations
under this Agreement. Upon receipt of such notice:
(1) CONSULTANT shall immediately discontinue all services affected unless
the notice directs otherwise; and
(2) CONSULTANT shall deliver to COUNTY all data, drawings,
specifications, reports, estimates, summaries, and any and all such other information and materials
of whatever type or nature as may have been accumulated by CONSULTANT in performing this
Agreement, whether completed or in process.
(b) If the termination is for the convenience of COUNTY, CONSULTANT will be paid
compensation for services performed to the date of termination. If this Agreement calls for the
payment based on a Fixed Fee amount, CONSULTANT will be paid no more than a percentage
of the Fixed Fee amount equivalent to the percentage of the completion of work contemplated by
this Agreement, as determined solefy and conclusively by COUNTY.
(c) If the termination is due to the failure of CONSULTANT to fulfill its obligations -
_..__.. under this Agreement, COUNTY may take over"the work and carry it to completion by other
agreements or otherwise. In such case, CONSULTANT will be liable to COUNTY for all
reasonable additional costs associated with CONSULTANT's failure to fulfill its obligations under
this Agreement.
Master Agreement for National Pollutant Discharge
Elimination System (NPDES) Services
Page 10 of 25
(d) CONSULTANT will not be liable for such additional costs if the failure to perform
this Agreement arises out of causes beyond the control and without the fault or negligence of
CONSULTANT. CONSULTANT will be responsible and liable for the actions ofits subcontractors,
agents, employees, persons, and entities of a similar type or nature. Matters beyond the fault or
negligence of CONSULTANT include, but are not limited to, acts of God or of the public enemy,
acts of COUNTY in either its sovereign or contractual capacity, fires, floods, epidemics,
quarantine restrictions, strikes, freight embargoes, and unusually severe weather, but, in every
case, the failure to perform must be beyond the control and without the fault or negligence of
CONSULTANT.
(e) If after notice of termination for CONSULTANT's failure to fulfill its obligations
under this Agreement, it is determined that CONSULTANT did not so fail, the termination will be
conclusively deemed to have been effected for; the convenience of COUNTY. In such event,
adjustment in the Agreement price will be made as provided in subsection (b) of this Section.
(f) The rights and remedies of COUNTY provided for in this Section are in addition and
supplemental to any and all other rights and remedies provided by law or under this Agreement.
Section 12. Agreement and Work Order in Conflict. Whenever the terms of this
Agreement conflict with any Work Order issued pursuant to it, the Agreement will prevail.
Section 13. Equal Opportunity Employment. CONSULTANT shall not discriminate
against any employee or applicant for employment for work under this Agreement because of race,- --
color, religion, sex, age, national origin, -of disability. CONSULTANT shall take steps to ensure
that applicants are employed and employees are treated during employment without regard to raw:,-
color,
ace,
color, religion, sex, age, national origin, or disability. This provision includes, but is not limited
to the following: employment, upgrading, demotion or transfer; recruitment advertising; layoff or
Master Agreement for National Pollutant Discharge
Elimination System (NPDES) Services
Page 1 I of 25
termination; rates of pay or other forms of compensation; and selection for training, including
apprenticeship.
Section 14. No Contingent Fees. CONSULTANT warrants that it has not employed
or retained any company or persons, other than a bona fide employee working solely for
CONSULTANT, to solicit or secure this Agreement and that CONSULTANT has not paid or
agreed to pay any persons, company, corporation, individual, or firm, other than a bona fide
employee working solely for CONSULTANT, any fee, commission, percentage, gift, or other
consideration contingent upon or resulting from the award or making of this Agreement. For the
breach or violation of this provision, COUNTY has the right to terminate this Agreement, at its
sole discretion and without liability, and to deduct from the Agreement price or otherwise recover
the full amount of such fee, commission, percentage, gift, or consideration.
Section 15. Conflict of Interest.
(a) CONSULTANT shall not engage -in any action that would create a conflict of
interest in the performance of its obligations pursuant to this Agreement with COUNTY or violate
or cause others to violate the provisions of Part 111, Chapter 112; Florida Statutes, relating to ethics
in government.
(b) . CONSULTANT hereby certifies that no officer, agent, or employee of COUNTY
has any material interest (as defined in Section 112.312(15), Florida Statutes, as over 50/o); -either
directly or indirectly, in the business of CONSULTANT to be conducted here and that n"uch
person will have any such interest at any time during the term of this Agreement.
(c) Pursuant to Section 216.347, Florida Statutes, CONSULTANT hereby agrees that
monies received from COUNTY pursuant to this Agreement will not be used for the purpose of
lobbying the Legislature or any other State or Federal agency.
Master Agreement for National Pollutant Discharge
Elimination System (NPDES) Services
Page 12 of 25
Section 16. Assignment. Neither this Agreement nor any interest in it maybe assigned,
transferred, or otherwise encumbered under any circumstances by either party without prior written
consent of the other party and only by a document of equal dignity with this Agreement.
Section 17. Subcontractors. CONSULTANT shall first secure the prior written
approval of COUNTY before engaging or contracting for the services of any subcontractors under
this Agreement. CONSULTANT will remain fully responsible to COUNTY for the services of
any subcontractors under this Agreement.
Section 18. Indemnification of COUNTY. CONSULTANT shall hold harmless,
release, and indemnify COUNTY, its commissioners, officers, employees, and agents against any
and all claim, losses, damages, or lawsuits for damages arising from, allegedly arising from, or
related to CONSULTANT's provision of services under this Agreement, whether caused by
CONSULTANT or otherwise. This hold hartrileSs, release, and indemnification includes ariy
claim based on negligence, action, or inaction of the parties.
Section 19. Insurance.
(a) General. CONSULTANT shall procure insurance required under this Section at
CONSULTANT's own cost.
(1) CONSULTANT shall furnish COUNTY with a Certificate of Insurance on
a current ACORD Form signed by an authorized representative of the insurer evidencing the
insurance required by this Section (Professional Liability, Workers' Compensation/Einployer's
Liability, Commercial General Liability, and Business Auto). COUNTY, its officials, officers,
and employees must be named additional insureds under the Commercial General Liability policy.
If the policy provides for a blanket additional insured coverage, CONSULTANT shall provide a
copy of the section of the policy along with the Certificate of Insurance. If the coverage does not
Master Agreement for National Pollutant Discharge
Elimination System (NPDES) Services
Page 13 of 25
exist, the policy must be endorsed to include the named additional insureds as described in this
subsection. The Certificate of Insurance must provide that COUNTY will be given, by policy
endorsement, not less than thirty (30) days written notice prior to the cancellation or non -renewal
or by a method acceptable to COUNTY. Until such time as the insurance is no longer required to
be maintained by CONSULTANT, CONSULTANT shall provide COUNTY with a renewal or
replacement Certificate of insurance before expiration or replacement of the insurance for which
a previous Certificate has been provided.
(2) The Certificate must contain a statement that it is being provided in
accordance with this Agreement and that the insurance is in full compliance with the insurance
requirements of this Agreement. The Certificate must have this Agreement number clearly
marked on its face. In lieu of the statement on,the Certificate of Insurance, CONSULTANT will
have the option to submit a sworn, notarized stat!lmmt from an authorized representative of the
insurer that the Certificate of Insurance is being: -provided in accordance with this Agreement and
that the insurance is in full compliance with the requirements of this Section.
(3) In addition to providing the Certificate of Insurance on a current ACORD
Form, upon request as required by COUNTY, CONSULTANT shall provide COUNTY with a
certified copy of each of the policies of insurance providing the coverage required by this Section
within thirty (30) days -after receipt of the request. Certified copies of policies may only be
provided by the insurer; -not the agent or broker.
(4) -Neither approval by COUNTY nor failure to disapprove the insurance
fiunished by CONSULTANT will relieve CONSULTANT of its full responsibility for
performance of any obligation, including CONSULTANT's indemnification of COUNTY under
this Agreement.
Master Agreement for National Pollutant Discharge
Elimination System (NPDES) Services
Page 14 of 25
(b) Insurance Company Requirements. Insurance companies providing the insurance
under this Agreement must meet the following requirements:
(1) Companies issuing policies (other than Workers' Compensation) must be
authorized to conduct business in the State of Florida and prove this authorization by maintaining
Certificates of Authority issued to the companies by the Florida Office of Insurance Regulation.
(2) In addition, such companies must have and maintain, at a minimum, a Best's
Rating of "A-" and a minimum Financial Size Category of "VIP according to A.M. Best Company.
(3) If, during the period that an insurance company is providing the insurance
coverage required by this Agreement, an insurance company (i) loses its Certificate of Authority
or (ii) fails to maintain the requisite Best's Rating and Financial Size Category, then, as soon as
CONSULTANT has knowledge of any such circumstance, CONSULTANT shall immediately
notify COUNTY and immediately replace the"ce coverage provided by the insurance
company with a different insurance company iiieeting the requirements of this Agreement. Until
such time as CONSULTANT has replaced the unacceptable insurer with an insurer acceptable to
COUNTY, CONSULTANT will be deemed to be in default of this Agreement.
(c) Specifications. Without limiting any of the other obligations or liability of
CONSULTANT, CONSULTANT shall procure, maintain, and keep in force amounts and types
of insurance conforming to the minimum requirements set forth --in this subsection at
CONSULTANT' -s - sole expense. Except as otherwise specified in this Agreement, the insurance
must become effective upon execution of this Agreement by CONSULTANT and must be
maintained in Gce until the expiration of this Agreement's term or thie expiration of all Work
Orders issued under this Agreement, whichever comes first. Failure by CONSULTANT to
maintain insurance coverage within the stated period and in compliance with insurance
Master Agreement for National Pollutant Discharge
Elimination System (NPDES) Services
Page 15 of 25
requirements of COUN'T'Y will constitute a material breach of this Agreement, for which
COUNTY may immediately terminate this Agreement. The amounts and types of insurancemust
conform to the following minimum requirements:
(1) Workers' CgMRensation/Employer's Liability.
(A) CONSULTANT's insurance must cover CONSULTANT for
liability that would be covered by the latest edition of the standard Workers' Compensation policy
as filed for use in Florida by the National Council on Compensation Insurance without restrictive
endorsements. CONSULTANT is also responsible for procuring proper proof of coverage from
its subcontractors of every tier for liability which is a result of a Workers' Compensation injury to
the subcontractors' employees: The minimum required limits to be provided by both
CONSULTANT and its subcontractors are outlined in subsection (C) below. In addition to
coverage for the Florida Workers' Compensatiop Act, where appropriate, coverage must be
included for the United States Longshoremen and Harbor Workers' .Compensation Act, Federal
Employees' Liability Act, and any other applicable Federal or State law.
(B) Subject to the restrictions of coverage found in the standard
Workers' Compensation policy, there must be no maximum limit on the amount of coverage for
liability imposed by the Florida Workers' Compensation Act, the United States Longshoremen's
- and Harbur -Workers' Compensation Act, or any other coverage customarily insured under Part
One of the standard Workers' Compensation policy. --
(C) The minimum amount of coverage under Part Two of the standard
Workers': Compensation policy is required to be the following:
$500,000.00 (Each Accident)
$500,000.00 (Disease -Policy Limit)
$500,000.00 (Disease -Each Employee)
Master Agreement for National Pollutant Discharge
Elimination System (NPDES) Services
Page 16 of 25
(2) Commercial Genera Liability.
(A) CONSULTANT's insurance must cover CONSULTANT for those
sources of liability which would be covered by the latest edition of the standard Commercial
General Liability Coverage Form (ISO Form CG 00 01) as filed for use in the State of Florida by
the Insurance Services Office without the attachment of restrictive endorsements other than the
elimination of Coverage C, Medical Payment and the elimination of coverage for Fire Damage
Legal Liability.
(B) The minimum limits to be maintained by CONSULTANT (inclusive
of any amounts provided by an Umbrella or Excess Policy) is required to be the following:
General Aggregate Two Times (2x) the Each Occurrence Limit
Personal & Advertising $1,000,000.00
Injury Limit
Each Occurrence Limit $1,000,000.00
(3) Professional Liability4s}Irance. CONSULTANT shall carry Professional
Liability Insurance with limits of not less than One Million and No/100 Dollars ($1,000,000.00).
(4) Business Auto Policv.
(A) CONSULTANT's insurance must cover CONSULTANT for those
sources of liability which would be covered by Part IV of the latest edition of the standard Business
Auto Policy (ISO Form CA 00 01) as filed for use in the State of Florida by the Insurance Services
Office, without the attachment of restrictive endorsements. Coverage must include owned, non -
owned and hired autos or any autos.
-- (B) The minimum limits to be mai#Wned by CONSULTANT (inclusive
of any amounts provided by an Umbrella or Excess policy) must be per -accident combined single
limit for bodily injury liability and property damage liability. If the coverage is subject to an
aggregate, CONSULTANT shall maintain separate aggregate limits of coverage applicable to
Master Agreement for National Pollutant Discharge
Elimination System (NPDES) Services
Page 17 of 25
claims arising out of or in connection with the work under this Agreement. ' The.separate aggregate
limits to be maintained by CONSULTANT must be a minimum of three times (3x) the per -accident
limit required and must apply separately to each policy year or part of it.
is required to be:
(C) The minimum amount of coverage under the Business Auto Policy
Each Occurrence Bodily $1,000,000.00
Injury and Property Damage
Liability Combined
(d) Coverage. The insurance provided by CONSULTANT pursuant to this Agreement
must apply on a primary and non-contributory basis and any other insurance or self-insurance
maintained by COUNTY or COUNTY's officials, officers or employees must be in excess of and
not contributing to the insurance provided by or on behalf of CONSULTANT.
(e) Occurrence Basis. The Workers"Compensation policy, the Commercial General
Liability and the Umbrella policy required by this Agreement must be provided on an occurrence
rather than a claims -made basis. The Professional Liability insurance policy may be on an
occurrence basis or claims -made basis. If a claims -made basis, the coverage must respond to all
claims reported within three (3) years following the period for which coverage is required and
which would have been covered had the coverage been on an occurrence basis.
(f) Obligations. Compliance with the foregoing insurance requirements will not
relieve CONSULTANT, its employees or its agents - of -liability from any obligation under this
Section or any other provision of this Agreement.
Section 20. Dispute Resolution.
(a) In the event of a dispute related to any performance or payment obligation arising
under this Agreement, the parties shall exhaust COUNTY dispute resolution procedures prior to
Master Agreement for National Pollutant Discharge
Elimination System (NPDES) Services
Page 18 of 25
filing a lawsuit or otherwise pursuing legal remedies. COUNTY dispute resolution procedures for
proper invoice and payment disputes are set forth in Section 22.15, "Prompt Payment Procedures,"
Seminole County Administrative Code. Contract claims include all controversies and disputes
between the parties under this Agreement, except disputes addressed by the "Prompt Payment
Procedures" arising under this Agreement within the dispute resolution procedures set forth in
Section 3.5540, "Contract Claims," Seminole County Administrative Code.
(b) In any lawsuit or legal proceeding arising under this Agreement, CONSULTANT
hereby waives any claim or defense based on facts or evidentiary materials that were not presented
for consideration in COUNTY dispute resolution procedures set forth in subsection (a) above of
which CONSULTANT had knowledge and failed to present during COUNTY dispute resolution
procedures.
(c) In the event that COUNTY dispute resolution procedures are exhausted and a
lawsuit or legal proceeding is filed, the parties shall exercisebest efforts to resolve disputes through
voluntary mediation and to select a mutually acceptable mediator. The parties participating in the
mediation shall share the costs of mediation wally.
Section 21. Representatives of COUNTY and CONSULTANT.
(a) it is recognized that questions in the day-to-day conduct of performance pursuant
to this Agreement may arise. Upon request by -CONSULTANT, COUNTY shall designate and
-- - advise CONSULTANT in writing of one or more -COUNTY employees to whom to address all
communications pertaining to the day -to -day -conduct of this Agreement. The designated
representative will have the authority to transrrn instructions, receive information, and interpret
and define COUNTY's policy and decisions pertinent to the work covered by this Agreement.
Master Agreement for National Pollutant Discharge
Elimination System (NPDES) Services
Page 19 of 25
(b) At all times during the normal work week, CONSULTANT shall designate or
appoint one or more representatives of CONSULTANT who. are authorized to act on behalf of
CONSULTANT and bind CONSULTANT regarding all matters involving the conduct of the
performance pursuant to this Agreement, and who will keep COUNTY continually advised of such
designation.
Section 22. All Prior Agreements Superseded. This Agreement incorporates and
includes all prior negotiations, correspondence, conversations, agreements, or understandings
applicable to the matters contained in this Agreement, and the parties agree that there are no
commitments, agreements, or understandings concerning the subject matter of this Agreement that
are not contained or referred to in this Agreement. Accordingly, it is agreed that no deviation from
the terms of this Agreement will be predicated upon any prior representations or agreements,
whether oral or written.
Section 23. Modifications, Amendments or Alterations. No modification,
amendment, or alteration in the terms or conditions contained in this Agreement will be effective
unless contained in a written amendment executed with the same formality and of equal dignity
with this Agreement.
Section 24. Independent Contractor. Nothing in this Agreement is intended or may
be construed as, in any manner, creating, -or-establishing a relationship of co-partners between the
parties or as constituting CONSULTANT, -including its officers, employees, and agents as an
agent, representative, or employee of COUNTY for any purpose or in any manner whatsoever.
CONSULTANT is to be and will remain an independent CONSULTANT with respect to allz
services performed under this Agreement.
Master Agreement for National Pollutant Discharge
Elimination System (NPDES) Services
Page 20 of 25
Section 25. Employee Status. Persons employed by CONSULTANT in the per-
formance of services and functions pursuant to this Agreement will have no claim to pension,
workers' compensation, unemployment compensation, civil service, or other employee rights or
privileges granted to COUNTY's officers and employees either by operation of law or by
CaZ��
Section 26. Services Not Provided For. No claim for services furnished by
CONSULTANT not specifically provided for in this Agreement will be honored by COUNTY.
Section 27. Public Records Law.
(a) CONSULTANT acknowledges COUNTY's obligations under Article 1, Section
24, Florida Constitution and Chapter 119, Florida Statutes, to release public records to members
of the public upon request. CONSULTANT acknowledges that COUNTY is required to comply
with Article 1, Section 24, Florida Constitutior<-And, Chapter 119, Florida Statutes, in the handling
of the materials created under this Agreement'and this statute controls over the terms of this
Agreement. Upon COUNTY's request, CONSULTANT shall provide COUNTY with all
requested public records in CONSULTANT's possession, or shall allow COUNTY to inspect or
copy the requested records within a reasonable time and at a cost that does not exceed costs as
provided under Chapter 119, Florida Statutes.
(b) CONSULTANT specifically acknowledges its obligations to comply with Section
119.071, Florida Statutes, with regard to public records and shall perform the following: - — -
(1) CONSULTANT shall keep and maintain public records that ordinarily and
necessarily would be required by COUNTY in order to perform the services required under this
Agreement.
Master Agreement for National Pollutant Discharge
Elimination System (NPDES) Services
Page 21 of 25
(2) CONSULTANT shall provide the public with access to public records on the
same terms and conditions that COUNTY would provide the records and at a cost that does not
exceed the cost provided in Chapter 119, Florida Statutes, or as otherwise provided by law.
(3) CONSULTANT shall ensure public records that are exempt or confidential
and exempt from public records disclosure requirements are not disclosed, except as authorized by
law.
(c) Upon termination of this Agreement, CONSULTANT shall transfer, at no cost to
COUNTY, all public records in possession of CONSULTANT, or keep and maintain public
records required by COUNTY under this Agreement. If CONSULTANT transfers all public
records to COUNTY upon completion of this Agreement, CONSULTANT shall destroy any
duplicate public records that are exempt or confidential and exempt from public records disclosure
requirements. If CONSULTANT keeps and rrtaihtirrs the public records upon completion of this
Agreement, CONSULTANT must meet all applicable requirements for retaining public records.
All records stored electronically must be provided to COUNTY, upon request of COUNTY, in a
format that is compatible with the information technology systems of COUNTY.
(d) Failure to comply with this Section will be deemed a material breach of this
Agreement for which COUNTY may terminate this Agreement immediately upon written notice
to CONSULTANT. CONSULTANT may also be subject to statutory penalties as -set forth in
Section 119. 10, Florida Statutes.- -
(e) IF CONSULTANT HAS QUESTIONS REGARDING THE
APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO
CONSULTANT's DUTY TO PROVIDE PUBLIC RECORDS RELATING TO
THIS CONTRACT, CONSULTANT MAY CONTACT THE CUSTODIAN
Master Agreement for National Pollutant Discharge
Elimination System (NPDES) Services
Page 22 of 25
OF PUBLIC RECORDS, TBE SEMINOLE COUNTY PURCHASING ANT
CONTRACTS
RHOOPER iD,,SEMINOLECOUNTYFL.GOV, PURCHASING AND
CONTRACTS DIVISION,1301 E. SECOND STREET, SANFORD, FL 32771.
Section 28. Compliance with. Laws and Regulations. In providing all services
pursuant to this Agreement, CONSULTANT shall abide by all statutes, ordinances, rules, and
regulations pertaining to or regulating the provisions of such services, including those now in effect
and subsequently adopted. Any violation of these statutes, ordinances, rules, or regulations will
constitute a material breach of this Agreement and will entitle COUNTY to terminate this
Agreement immediately upon delivery of written notice of termination to CONSULTANT.
Section 29. Patents and. Royalties. ,Unless otherwise provided, CONSULTANT is
solely responsible for obtaining the right to-use`iny patented or copyrighted materials in the
performance of this Agreement. CONSULTANT, without exception, shall indemnify and save
harmless COUNTY and its employees from liability of any nature or kind, including costs and
expenses for or on account of any copyrighted, patented, or unpatented invention, process, or
article manufactured or supplied by CONSULTANT. In the event of any claim against COUNTY
of copyright or patent -infringement; COUNTY shall promptly provide written -notification to
CONSULTANT. If such a claim is made, CONSULTANT shall use its best efforts to promptly
purchase for COUNTY_any infringing products or services or procure a license at no cost to
COUNTY that will allBwxontinued use of the service or product. If none of tgb atlternatives are
reasonably available, COUNTY shall return the article on request to CONSULTANT and receive
reimbursement, if any, as may be determined by a court of competent jurisdiction.
Master Agreement for National Pollutant Discharge
Elimination System (NPDES) Services
Page 23 of 25
Section 30. Notices. Whenever either party desires to give notice to the other, it must
be given by written notice sent by certified United States mail, return receipt requested addressed
to the party for whom it is intended at the place last specified and the place for giving of notice
will remain such until it has been changed by written notice in compliance with the provisions of
this Section. For the present, the parties designate the following as the respective places for giving
of notice:
For COUNTY:
Watershed Management Division
Public Works Department
200 West County Home Road
Sanford, Florida 32773
For CONSULTANT:
E Sciences, Incorporated
34 East Pine Street
Orlando, Florida 32801
Section 31. Rights At Law Retained. The rights and remedies of COUNTY provided
under this Agreement are in addition to any other rights and remedies provided by law.
Section 32. Headings and Captions. All headings and captions contained in this
Agreement are provided for convenience only, do not constitute a part of this Agreement, and may
not be used to define, describe, interpret or construe any provision of this Agreement.
[Signatory page follows on Page 25.]
Master Agreement for National Pollutant Discharge
Elimination System {NPDES) Services
Page 24 of 25
IN WITNESS WHEREOF, the parties have made and executed this Agreement for the
purposes stated above.
ATTEST:
Secretary
(CORPORATE SEAL)
ess
ka" k) b, c -c "ck
Print Name '�
For the use and reliance of
Seminole County only.
E SCIENCES, INCORPORATED
DAME S. BA ETT Vice- President
Date: t{
As authorized for execution US e Board of
County Commissioners at its j io
2018, regular meeting.
Approved as to form and
legal s cimey
ounty Atfcimt;y
DGS/dre
5/1/18 _
AttachmeA&F:
Exhibit A - Scope of Services
Exhibit B - Sample Work Order
Exhibit C - Rate Schedule
Exhibit D - Truth in Negotiations Certificate
PAUsaslLegal Secretary CSB\P=huing 2018\PS-1709-I8 ME ScienmAom
Master Agreement for National Pollutant Discharge
Elimination System (NPDES) Services
Page 25 of 25
EXiHIBIT A
SCOPE OF SERVICES
PURPOSE:
Seminole County desires the professional services of a CONSULTANT to assist the Watershed
Management Division in NPDES related compliance issues, including but not limited to
inspections, monitoring, and assessment of County -owned facilities and natural waterbodies, in
accordance with National Pollutant Discharge Elimination System (NPDES) applications and
permits. The analyses and recommendations provided by the CONSULTANT will give valuable
input for the development of new programs and assist in the compliance of NPDES mandated
programs.
If. POTENTIAL WORK EFFORTS
For the support of NPDES mandated programs the CONSULTANT may perform the following
typical tasks including but not limited to:
A. Facilities Inventory/Mapping and Survevina:
Coordinate with FDOT District 5 and the seven incorporated Cities (Altamonte Springs,
Casselberry, Lake Mary, Longwood, Oviedo, Sanford and Winter Springs) to assess,
evaluate and compile information from available sources, for the inventory maintenance
of COUNTY specific stormwater management facilities. This may include but not limited
to Survey grade topographic and cross-section information for drainage analysis and GIS
grade mapping of drainage inventory. All work must be performed by a Professional
Surveyor and Mapper licensed in the State of Florida. Other activities include:
Assess and evaluate information obtained through the NPDES application process.
Assess and evaluate existing COUNTY, FDOT District 5, and Municipal information.
Coordinate with COUNTY personnel and compile information to maintain and supplement
the existing inventory.
This inventory may consist of, but is not limited to:
Storm sewer systems (i.e., culvert location, size, type, age).
Natural and man-made drainage features (i.e., watercourses, ditches).
Watershed and basin delineation.
Drainage patterns and connectivity.
Structural controls (i.e., retention/detention ponds, discharge structures,
etc.)
- Dischargers to COUNTY's MS4.
A-1
Page 1 of 4
EXHIBIT A
Drainage and conservation easements.
Land use information.
Mapping/surveying services may also include the field verification of drainage
system features and locations, where required.
B. StorTnwater WipDaMement Program Support:
The CONSULTANT may be required to conduct County stormwater facility
inspections and provide maintenance recommendations based on the NPDES
Stormwater Management Program (SWMP) requirements.
Coordinate with COUNTY personnel to provide stormwater facility
inspections and a maintenance plan consistent with County Standards and
the requirements of NPDES, WMD, and other agency permits.
Inspect assigned stormwater facilities and outfalls and submit written
reports in accordance with COUNTY and permitting agency criteria. The
CONSULTANT is to provide field personnel that are trained and
experienced in this type of inspection service. The CONSULTANT is to
provide staff certified in the application of various Erosion and Sediment
Control practices.
Conduct Inspections of permitted construction activities.
Inspect assigned construction sites and submit written reports in
accordance with COUNTY and NPDES permitting agency criteria.' The
CONSULTANT is to provide staff certified in the application of various
Erosion and Sediment Control practices.
Perform requested water quality monitoring on assigned construction sites
and submit reports in -accordance with permit conditions.
Conduct inspections of and perform water quality sampling on NPDES
designated outfalls, in accordance with COUNTY's NPDES Permits.
Conduct other construction inspection activities as requested'or needed
C. Surface Water Management System Retrofits:
The CONSULTANT may be required to provide design/construction drawings for
pond retrofits that have been identified for County stormwater ponds as a result of
A-2
Page 2 of 4
EXIHIBIT A
ongoing NPDES pond inspections. A re -design and/or retrofit may be necessary
in order to maximize the pollutant removal efficiency of Identified ponds. Services
should include compilation of engineering design drawings and all other necessary
information to effectively obtain approval from the St. Johns River Water
Management District to construct the proposed retrofits. The use of low impact
design criteria may also be incorporated Into the proposed pond retrofits.
D. NPDES Annual Report Preparation:
Prepare the NPDES annual report consistent with the COUNTY's MS4 permit
requirements. This report preparation may include several different tasks,
including but not limited to pollutant loading analysis, data collection, compilation
and analysis, ordinance review and recommendations, project prioritization, BMAP
and TMDL compliance summaries and training and certification compilation.
E. TMDL and BIVIAP Support and Development:
Assist County/FDEP staff in the development and/or review of TIVIDL's (Total
Maximum Daily Loads) for "impaired" water bodies/segments. Assist with the
general Basin Management Action Plan process, including project feasibility
assessments, water quality and hydrodynamic modeling and model review, project
design and implementation and project specific monitoring. Coordinate with the
COUNTY's NPDES co -applicants and TMDL stakeholders where necessary
throughout the execution of this contract.
F. Training:
Provide personnel for NPDES training activities, including but not limited to,
erosion and sediment control training, pond inspections, illicit discharge detection
and stormwater operator certification. Provide and/or develop materials for
NPDES public information and training programs.
G. Monitorina:
The CONSULTANT shall have the ability to develop and implement a
comprehensive watershed monitoring program specifically tailored to the County's
needs. The CONSULTANT shall have the ability to coordinate and collect water
quality samples, which may include collecting field parameters, as well as samples
that require timely delivery to an analytical laboratory. Analytical laboratory
services may need to be provided through the CONSULTANT (and given prior
approval by the COUNTY) or may be coordinated through the County's contracted
laboratory.
A-3
Page 3 of 4
E)OHISIT A
Tasks may Include, but are not limited to: Collection of ambient surface water grab
samples, groundwater samples, biological monitoring (vegetation, algae and
macroinvertebrate), flow and stage monitoring, and storm event monitoring.
Monitoring may include the setup, programming and collection of samples using
auto samplers, continuous flow meters or other similar systems. Monitoring
services should include the, appropriate equipment and be conducted utilizing the
most current standard operating procedures of the State.
Monitoring and assessment services should include report preparation in
accordance with applicable state and federal permits. Data QA/QC and data
analysis should also be provided.
H. Watershed Assessments:
Watershed assessments may include the development of water quality,
hydrodynamic and/or pollutant loading or removal models, identifying pollutant
sources, developing and prioritizing pollutant load reduction strategies, including
structural and non-structural BMPs. Other activities can include feasibility
studieslanalysis, assessing and pilot testing new technologies.
A-4
Page 4 of 4
Emerr"r
ft: ' of sunty CommissionemORDERORK
.tom ...� .
r.r
ATTACHMENTS TO THIS WORK ORDER:
I ] drawkUs/plans/specifications
C ] scope of services
[ ] special oondltions
E3
METHOD OF COMPENSATION:
[ ] roed fee basis
C ]
time bags -not to-e>meed
C ] time bis-ilmlia ion of fiends
j ] retainage shall be withheld
TIME FOR COMPLETION: The services to be proWed by the CONSULTANT shaft commence upon woc uiion of
this Work Order by the pardes, and shall be ocm*ted within - . g s from the effbctive date of this
Work Order. Failure to meet the oompiefion time shall be grounds fvr Termination of boat the Work Order and
the Master Agreemeltt fnr Defad L
kyasl VD,
IN WITNESS WHEREOF, parties hereto ham made r exeafted this r Order on this day of
TO
sxu
By:
Secretary __. , President
(CORPORATE SEAL) Date:
OC #
Wc*0r4w-CbWrac P.011114nl
M
BOARD OF COUMY COMMISSIONERS
SEMINOLE COUNTY, FLORIDA
, Procurement Adrninlstrat Dr
Uafie:
As authorized by Section 3.554 Seminole
County Administrative Code.
Page I of3
W�
'141,01
►'
a) 8cecubon of this Work Order by the COUNTY shall wave as authorization for the CONSULTANT to
pwvlde, for the stated .project, professional services as set out In the Sege of Services attached as
Exhibit W to the Master Agreement cited on the fade of this Work Order and as ftrrther delineated in
the attachments glad on this Work Order.
b) Term: Ttds Work Order shall taloa Wed on the data of its execuUm by &e COUNTY and expires upon
final delivery, Inspection, acceptance, arxi release of the final payments and ercLwbrares of the last
approved anyxritt of this Work Order, unless terminated earlier In accordance with the termination
provisions herein.
c) "fere CONSULTANT shag provide said servloes pursuant to this Work Order, its Attachments, and the
cited Master Agreement (as amended, Ifapplicable) which is Incorporated herein by reference as if It
had been set out in Its erdkety.
e) METHOD OF COMPENSATION - If the compern Is based on a:
(1) FWD ME BASIS, then the Work Order Amount becomes the Fixed Fee Amount and the
CONSULTANT shaft perform all work required by this Work order for the Fixed Fee Amount.
The Fined Fee Is an ail -inclusive Hrm Fixed Price binding the CONSULTANT to complete the
work for the Fixed Fee Amount regardless of the costs of performance. The work to be
performed by the CONSULTANT shag be based on the Labor Hour Rates established In the
Meister Agreement that ate In effect on the date of the CONSULTANT'S price proposal for
this project in no evert shall the CONSULTANT be paid more than the Fixed Fee Amount.
(li) TIME BASIS WITH A NOT TO -EXCEED AMOUNT; then the Work Order Amount becomes the
Na,w-6aeed Amount and the CONSULTANT shall perlb m all the work required by this
Work Oder far a sum not exceeding the Not -to -Exceed Amount In no event is the
CONSULTANT authorized do incur expenses eaaceeding the not-tolexceed amount without
the oaopress written consent of the COUNTY. Such cxnser t will normally be to the form of
an Amendment do this Work order. The CONSULTAN's compensation shall be based on
the actual work required by this work Ori and the Labor Noor Rates established In the
Master Agreement that are In effort on the date of the CONSULTANM price proposal for
this prat
(ti) TIME BASIS WrCH A LIWATION OF FUNDS AMOUNT, then the Work Order Amount
becomes the Limitation of Funds amount mid the CONSULTANT is not authot%d to exceed
the Limitation of Funds amount without prior' written approval orf the COUNTY. Such
approval, if given by the COUNTY, shag indicate a new Limitation of Funis amount The
CONSULTANT shall advise the COUNTY whenever the CONSULTANT has incurred expenses
on this Work Girder that equals or exceeds eighty percent (80%) of the Umttation of Funds
amount, The C DNSULTAN''s wmpermlion shall be based on the actual work required by
this Work Order and the Labor Hour states established In the Master Agreement.
Ov) The CONSULTANT may utilize tabor categorits that are not Included in the attached
fee proposal, but that have been approved In the Master AgreemenL if:i substitution is
necessary, the work shall be completed within ft approved Time Basis (Not -To -Exceed or
Limitation of Funds) Work Order Amount, and in no event shag the Work Order Amount be
modified as a rpt of any oranges In labor cries. The CONSULTANT shag submit a
written request to the Countyr s Project Manager for approval of any substitution prior to the
uilgzation of any labor category for service, and the qty Frost Manager's approval of
any substitution must take place prior to submission of the Invoice. Any approved labor
category substitution snap be based on the prevailing labor categories and their associated
Worn order-- , RAV r cram
PaV200
hourly ratesist�i in the Master' Agreelner* that are in effect on the date of the
c�,rv$ appmal for any substitution.
f) Payment to the CONSULTANT shall be made by the COUNTY in sbict aoaordanoe with the payment
termor of the mferenced Master Agreement
g) It is vVessly understood by the WN RLTANT that this Work Order, urdJl mcutBd by the COUNTY,
does not authotte the perforrnanoe of any services by the CONSULTANT and that: the COUNTY, prior to
Its exon of the Work Order, reserves the tight ba authort as a party otter than the CONSULTANT to
perform the S&VIM called fear under this Work Order, if it is determined that to do so is in the best
Interest of #te COUNTY.
h) 'fie CONSULTANT shall sign tits Work Chir first and the COUNTY seamA. This Work Order beomnes
effWhe and binder upon escutlon by the COUNTY and not until then. A copy of this Work Order writs
be forwarded to the CONSULTANT upon execution by the COUNTY.
W*rk or&r - cmuamlRavIUmI
W390 .
EXHIBIT C
E SCIENCES INCORPORATED
Rate Schedule
PS-1709-18/RTB
National Pollutant Discharge and Elimination Svstem (NPDES)
Labor Category
Current
Rate
Ban Hourly
Rate
Mu tier
Proposed
Billing Rate
Principal
62.50
62.54
2."
181.25
Pro est MRD!Er
53A0
53.00
2.90
153.70
Senior Scientist
41.60
41.60
2.90
120.64
Senior Ett ineer
44.40
'OA .
2.90
117.20
Project Sckntist
26.24
26.24
2.90
76.12
Project Engineer
36.10
36.10
2.90
104.73
Staff Engineer
25.74
25.74
2.90
74.67
StaffSclendst
27.00
27.00
2.90
78.33
Field Technician
16.00
16.00
2.90
46.40
GIS Analyst
27.04
27.04
2.90
78.42
Clerical
35.00
20M
2750
2.9080.91
The above rates include all employees' wages, payroll burden, overhead and profit Expenses will be
proposed on a Task Work Order basis consistent with the assigned project.
Expert witness and ligitation support hours will be invoiced at 1.5 times the hourly billing rate.
James S. Bassett
\ vice President
Page 1 of 1
EXHIBIT "D"
"Truth in Ne iotiations" Certificate
This is to certify that, to the best of my knowledge and belief, the wage rates and other factual
unit costs supporting the compensation (as defined in section 287.055 of the Florida Statues
(otherwise known as the "Consultants' Competitive Negotiations Acf or CCNA) and required under
CCNA subsection 287.055 (5) (a)) submitted to Seminole County Purchasing and Contracts Division,
Contracts Section, either actually or by specific identification in writing, in support of PS- 1529-171RTB
are accurate, complete, and current as of 0 P' D **
This certification includes the wage rates and other factual unit costs supporting any Work
Orders or Amendments issued under the Agreement between the Consultant and the County.
Signal
Name
Title: Le P r>p stems IJ i `
Date of execution***: � 1
* Identify the proposal, request for price adjustment, or other submission involved, giving the appropriate identifying number
(e.g., PS No.).
** Insert the day, month, and year when wage rates were submitted or, If applicable, an earlier date agreed upon between
the parties that is as close as practicable to the date of agreement on compensation.
*** Insert the day, month, and year of signing.
(End of certificate)
Revised 6-1-10. BLH Page 11
ESCIINC
OP I '
°A0``018
oata2/2o1a
CERTIFICATE OF LIABILITY INSURANCE
A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
THIS CERTIFICATE IS ISSUED AS
OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
CERTIFICATE DOES NOT AFFIRMATIVELY
INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORiZED
BELOW. THIS CERTIFICATE OF
REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
ADDITIONAL INSURED, the paticy(tes) must have AD01710MAL INSURED Provisions or be endorsed.
IMPORTANT. if the certificate holder Is an
If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement A statement on
this certificate does not confer ri hts to the certificate holder in lieu of such endorsement(s).
407-841- Jan SaRiWil
PRODUCER
Hatcher Insurance, Inc. 407-841-2686 FAx
°t' No:407-$41-2$8S
P.O. Box 640888 N
Orlando FL 32854-0689 8 ns.com
Marion P. Hatcher, IiI JIMSURERIal AFFORDING COVERAGE —NAIC
A:CO Casuai Com an 20443
11/0212018
tMau Old Dominion Insurance Co. 40231
INsuRED E -Sciences, Incorporated
Attn: Melanie Aldridge
suReR ,Zenith Insurance Company 13269
34 E. Pine Street
I RERD: Crum & Forster Speclaity 44520
Orlando, FL 32801
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INDICATED. NOTWITHSTANDING ANY REOUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WiTH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAIPDu LAI
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oeacitvnoti of OPERATIONS 1 LOCAMMS f VVEHiCLGB (ACORD 101, AMMbrmi Remarks Sch@&Uek troy to shad If roam space Is rogWred)
ElimlRe:PS 17o0ttg Stem NPDE j AgreSerement for National Pollutant Discharge
Additional Insured as respects General Liability as required by written
contract -per blanket endorsement attached.
Seminole County
Attn:Purchasing & Contracts
1301 East 2nd Street
Sanford, FL 32771
sNouLD ANY of THE Avow DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF. NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
AUTHOR2eD REPROSENTATPA
m -inaa_9MIS a(.nRD CORPORATION. AD rights reserved.
ACORD 25 (2015103)
The ACORD name and logo are registered marks of ACORD
SB1469688
(Ed. 6-16)
OF r•' FOR DUTIES.
Archracts, Englineers and SLUVOYOWS
This endorsement modifies insurance provided under the following:
BUSINESSOWNERS LIABILITY COVERAGE FORM
BUSINESSOWNERS COMMON POLICY CONDITIONS
A. Who Is An lirmured is amended to include as an Insured any parson or organization whom you are required to add as
an additional insured on this policy under a written contract or written agreement; but the written contract or written
agreement must be:
1. Currently in effect or becoming effective during the term of this policy; and
2. Executed prior to the:
a. 'Bodliy injury' or'property damage'; or
b. Oflansa that caused the 'personal and advertising Injuy;
for which the additional insured seeks coverage
B. The insurance provided to the additional Insured is limited as follows:
1. The person or organization is an additional insured only with respect to liability for 'bodily Injury', 'property
damage' or 'personal and advertising injury' caused in whole or in part by:
a. Your acts or omissions; or
b. The acts or omissions of those acting on your behalf,
in the performance of your ongoing operations specified in the written contract or written agreement; or
a. 'Your work' that is specified in the written contract or written agreement, but only for 'bodily injury' or
'property damage' included In the 'products-complated operations hazard', and only If:
(1) The written contract or written agreement requires you to provide the additional insured such coverage;
and
(2) This Coverage Part provides such coverage.
2. The Limits of insurance applicable to the additional insured are those specified in the written contract or written
agreement or in the Declarations of this policy, whichever is less. These Limits of insurance are Inclusive of, and
not In addition to, the Limits of Insurance shown in the Declarations.
S. The insurance provided to the additional insured does not apply to "bodily injury', 'property damage' or 'personal
and advertising injury' arising out of an architect's, engineer's, or surveyor's rendering of or failure to render any
professional services including:
a a. The preparing, approving, or failing to prepare or approve maps, shop drawings, opinions, reports, surveys,
field orders, chane orders or drawings and specifications by any architect anglneer or surveyor performing
services on a project of which you serve as construction manager, or
b. Inspection, supervision, quality control, engineering or architectural services done by you on a project of
=` which you serve as construction manager.
SB146968B (6-16)
Page 1 of 2
SBI46968B
(Ed. 6-16)
4. The insurance provided to the additional insured does not apply to *bodily lnjuy, °property damage' or 'personal
and advertising Injury' arising out of construction or demolition work while you are acting as a construction or
demolition contractor.
C. Under Suellnessawners, LhMfity Candftiw^ the condition entitled Dutlea In The Evert of Occuffence, Offense,
CWm or Sara is amended to add the following:
An additional Insured under this endorsement will as soon as practicable:
1. Give written notice of an occurrence or an offense to us which may result in a Bairn or'suft' under this insurance;
2. Tender the defense and indemnity of any claim or'suit' to us for a loss we cover under this Coverage Part;
S. Except as provided for in paragraph D.2. below:
a. Tender the defense and indemnity of any claim or'sutr to any other Insurer which also has insurance for a
loss we cover under this Coverage Part; and
b. Agree to make available any other insurance which the additional Insured has for a loss we cover under this
Coverage Part.
We have no duty to defend or indemnify an additional Insured under this endorsement until we receive written notice
of a claim or'sutr from the additional Insured.
D. With respect only to the insurance provided by this endorsement, the condition entitled Other kmaance of the
BUSINESSOWNERS COMMON POLICY CON NS is amended to dere paragraphs 2. and 8. and replace them
with the following:
2. This Insurance is excess over any other insurance available to the additional Insured, whether primary, excess,
contingent or on any other basis, But it required by the written contract or written agreement, this insurance will be
primary and noncontributory relative to insurance on which the additional insured Is a Named Insured.
8. When this Insurance is excess, we will have no duty under Suakwas Lialbility insurance to defend the additional
insured against any `suit' If any other Wirer has a duty to defend the additional insured against that'suir If no
other insurer defends, we will undertake to do so, but we will be entitled to the additional insured's rights against
all those other insurers.
When this insurance is excess over other Insurance, we will pay only our share of the amount of the loss, if any,
that exceeds the sum of:
(a) The total amount that all such other insurance would pay for the loss in the absence of this Insurance; and
(b) The total of all deductible and self-insured amounts under all that other insurance.
We will share the remaining loss, If any, with any other insurance that is not described in this Excess Insurance
provision and was not bought specifically to apply in excess of the t.imits of Insurance shown in the Declarations
of this Coverage Part.
E. The condition entitied TransW of R of Recovery Against Odws to Us of the BUSINESSOVIFNERS COMMON
POLICY CONDITIONS is amended to deleted paragraph 2. and replace it with the following:
2. We waive any right of recovery we may have against arty person or organization with whom you have agreed to
waive such right of recovery in a written contract or agreement because of payments we make for injury or
damage arising out of your ongoing operations or 'your work' done under a contract with that person or
organization and included within the'rcts-completed operations hazard.'
AN other terms and conditions of the Policy remain unchanged.
SB146968B (6-16)
Page 2 of 2