778-Airport Blvd Phase IIC_-o N----"7"}
JOINT PARTICIPATION AGREEMENT BETWEEN
CITY OF SANFORD AND SEMINOLE COUNTY
PROVIDING FOR
POTABLEWATERAND SANITARY SEWER UTILITY RELOCATIONS
FOR THE PHASE II AIRPORT BOULEVARD ROADWAY WIDENING PROJECT
THIS AGREEMENT is made and entered into this /~ day of
~ , 1999, by and between the CITY OF SANFORD, a Florida
municipal corporation, whose mailing address is Post Office Box 1788,
Sanford, Florida 32772-1788, hereinafter referred to as "CITY" and
SEMINOLE COUNTY, a political subdivision of the State of Florida,
whose address is Seminole County Services Building', 1101 East First
Street, Sanford, Florida 32771, hereinafter referred to as "COUNTY."
WITNESSETH:
WHEREAS, pursuant to the provisions of Chapters 125, 163, 166 and
336, Florida Statutes, as well as other applicable law, the COUNTY is
authorized to enter into this Agreement; and
WHEREAS, it is the purpose of this Agreement to set forth the
complete and full understandings and agreement of the parties
concerning the relocation of COUNTY potable water and sanitary sewer
infrastructure for the Phase II Airport Boulevard Roadway Widening
Project at the intersection of Old Lake Mary Road and Airport
Boulevard, hereinafter referred to as the "Project Area," as depicted
in Exhibit "A," attached hereto and incorporated herein by reference;
and
WHEREAS, it is the intent of this Agreement to provide for
reimbursement to the CITY for design, permitting, construction and
construction engineering and inspection (CEI) costs incurred by the
CITY for relocation of COUNTY potable water and sanitary sewer
infrastructure relative to the PrOject Area which the parties agree to
address in a collaborative and cooperative manner; and
WHEREAS, the CITY and COUNTY have determined that the terms and
conditions of this Agreement are in the best interests of the public
health, safety and welfare of CITY and COUNTY citizens,
NOW, THEREFORE, in consideration of the mutual promises,
covenants and agreements herein contained and of other good and
valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, the parties agree as follows:
Section 1. Recitals. The recitals set forth above are true and
correct and form a material part of this Agreement upon which the
parties have relied.
Section 2. Construction Contracts.
(a) The parties agree to engage in good faith and open
competitive bidding processes and procedures in order to obtain
competitive bids for the construction of COUNTY potable water and
sanitary sewer infrastructure improvements in the Project Area.
(b) The parties agree to exercise due diligence and to act in
good faith in seeking and awarding the contract to the lowest and best
qualified bidder for constructing the COUNTY potable water and
sanitary sewer infrastructure improvements in the Project Area.
Section 3. Parties' Responsibilities.
(a) The CITY shall design and permit an eight inch (8")
sanitary sewer force main and an eight inch (8") potable water main to
replace the existing COUNTY potable water main and sanitary sewer
force main, as depicted in Exhibit "A".
2
(b) The CITY shall construct and provide construction,
engineering and inspection (CEI) services for the COUNTY utilities
described in 3(a) hereinabove in addition to the relocation and
construction of the CITY's utilities in order to accommodate the Phase
II Airport Boulevard Roadway Widening Project in the Project Area.
(c) The CITY shall separately itemize in its labor bid schedule
the construction work provided for the COUNTY's utilties, as shown in
the Scope of Services, attached hereto and incorporated herein as
Exhibit "B". The CITY shall submit the bid selected by the CITY to
the COUNTY for review of the COUNTY's portion of the utility work as
described in 3(a) hereinabove. Upon approval by the COUNTY of the bid
for its portion of the utility work, the COUNTY shall submit to the
CITY, within ten (10) working days of written request from the CITY,
payment in the amount of the bid approved by the COUNTY for its
portion of the utility work. The actual cost to the COUNTY for its
portion of the utility work shall be based on final costs incurred
during construction, including, if applicable, change orders. If the
final costs exceed the amount of initial payment to the CITY, the
COUNTY shall remit payment for the additional amount due within thirty
(30) days of written request from the CITY. If the final costs are
less than the amount of initial payment to the CITY, the CITY shall
remit payment for the difference due to the COUNTY within thirty (30)
days of written request from the COUNTY.
(d) The COUNTY shall have review and approval authority of
payment and change order requests submitted to the CITY by its
contractor for COUNTY's portion of the utility work. The COUNTY shall
provide field representatives on site during work on the COUNTY's
utilities toenable prompt coordination with the CITY.
(e) The COUNTY shall reimburse the CITY for the design,
permitting and CEI costs incurred by the CITY and associated with the
COUNTY's portion of the utility work described above. The estimated
design, permitting and CEI costs are set forth in Exhibit "B." Such
design, permitting and CEI work costs shall be submitted by the CITY
to the COUNTY for payment at the time of determination of the final
costs as set forth in 3(c) hereinabove.
Section 4. Cooperation. To facilitate performance under this
Agreement, the CITY and COUNTY agree to provide cooperation and
assistance to each other and the officers, agents and employees of the
other party.
Section 5. Administrative Agent. The CITY is designated as the
party to administer this Agreement by and through its departments and
officers, consultants and independent contractors.
Section 6. Employee Status. Persons employed by a party hereto
in the performance of services and functions pursuant to this
Agreement shall have no claim to pension, workers' compensation,
unemployment compensation, civil service or other employee rights or
privileges granted by operation of law or by another party to its
officers and employees.
Section 7. Governing Law. This Agreement shall be governed by
and construed in accordance with the laws of the State of Florida and
the parties consent to venue in the Circuit Court in and for Seminole
County, Florida, as to State actions and the United States District
Court for the Middle District of Florida as to Federal actions.
Section 8. Headings. All sections and descriptive headings in
this Agreement are inserted for convenience only and shall not affect
the construction or interpretation hereof.
Section 9. Force Majeure. In the event any party hereunder
fails to satisfy a requirement imposed by this Agreement in a timely
manner, due to a hurricane, flood, tornado or other Act of God or
force majeure, then said party shall not be in default hereunder;
provided, however, that performance shall recommence upon such event
ceasing its effect.
Section 10. Binding Effect. This Agreement shall be binding
upon and inure to the benefit of the parties hereto and the successors
in interest, transferees and assigns of the parties.
Section 11. Assignment. This Agreement shall not be assigned by
either party without the prior written consent of the other which
shall not be unreasonably withheld.
Section 12. Exhibits. All exhibits to this Agreement shall be
deemed incorporated into this Agreement as if fully set forth verbatim
into the body of the Agreement.
Section 13. Public Records. Each party shall allow public
access to all documents, papers, letters or other materials which have
been made or received in conjunction with this Agreement in accordance
with Chapter 119~ Florida Statutes.
Section 14. Equal Opportunity Employment. It is not anticipated
that either party will be required to hire any employees to perform
5
work contemplated by this Agreement but if such employment occurs, the
parties agree to not discriminate against any employee or applicant
for employment for work under this Agreement because of race, color,
religion, sex, age or national origin and to take affirmative steps to
ensure that applicants are employed and employees are treated during
employment without regard to race, color, religion, sex, age or
national origin. This provision shall include, but not be limited to,
the following: employment, upgrading, demotion or transfer;
recruitment advertising; layoff or termination; rates of pay or other
forms of compensation; and selection for training including
apprenticeship.
Section 15. Conflict of Interest. The parties agree to take no
action or engage in any conduct that would cause an officer or
employee to have a conflict of interest or violate any law relating to
the ethical conduct of government offices and employees, or otherwise
create a conflict of interest as defined by Chapter 112, Florida
Statutes, to exist or occur in the performance of its obligations
pursuant to this Agreement.
Section 16. Compliance with Laws and Regulations. In performing
pursuant to this Agreement, the parties shall abide by all statutes,
ordinances, rules, and regulations pertaining to, or regulating the
acts contemplated to be performed herein, including those now in
effect and hereafter adopted. Any material violation of said
statutes, ordinances, rules or regulations shall constitute a material
breach of this Agreement and entitle the non-violating party to
terminate this Agreement immediately upon delivery of written notice
of termination to the other party.
Section 17. Notices. Whenever a party desires to give notice
unto the other, notice may be sent to:
For COUNTY: County Manager
Seminole County Services Building
1101 East First Street
Sanford, Florida 32771
With a copy to: County Attorney
Seminole County Services Building
1101 East First Street
Sanford, Florida 32771
For CITY: City Manager
City of Sanford
Post Office Box 1788
Sanford, Florida 32772-1788
Any party may change, by written notice as provided herein, the
address or person for receipt of notices.
Section 18. Indemnity and Insurance.
(a) Each party to this Agreement is responsible for all
personal injury and property damage attributable to the negligent acts
or omissions of that party and the officers, employees and agents
thereof.
(b) To the extent permitted by law, each party to this
Agreement shall indemnify, save and hold harmless the other party and
all of its respective officers, agents and employees from and against
all losses and all claims, demands, payments, suits, actions,
recoveries and judgments of every nature and description whatsoever,
including claims for property damage and claims for injury to or death
of persons brought or recovered against the other party to this
Agreement by reason of any act or omission of the responsible party,
its respective officers, agents, subcontractors or employees, in the
execution of the work relating to this Agreement.
(c) The parties further agree that nothing contained herein
shall be construed or interpreted as denying to any party any remedy
or defense available to such parties under the laws of the State of
Florida, nor as a waiver of sovereign immunity of the COUNTY beyond
the waiver provided for in Section 768, Florida Statutes.
(d) Each party shall provide the necessary workers'
compensation coverage and unemployment compensation for its employees.
Section 19. Expenses of Enforcement. Should a party incur any
expenses in enforcing any covenants, terms or conditions of this
Agreement, the party in default shall pay to the other all expenses so
incurred, including reasonable attorney's fees.
Section 20. Remedies. Each party shall have any and all
remedies as permitted by law; provided, however, that the parties
agree to provide for positive dialogue and communications if disputes
or disagreements arise as to the interpretation or implementation of
this Agreement.
Section 21. Counterparts. This Agreement may be executed in any
number of counterparts each of which, when executed and delivered,
shall be an original, but all counterparts shall together constitute
one and the same instrument.
Section 22. Severability. If any part of this Agreement is
found invalid or unenforceable by any Court, such invalidity or
unenforceability shall not affect the other parts of this Agreement if
the rights and obligations of the parties contained herein are not
materially prejudiced and if the intentions of the parties can
continue to be effected. To that end, this Agreement is declared
severable.
Section 23. Effect/Entire Agreement.
(a) This Agreement constitutes the entire agreement of the
parties and supersedes all previous discussion, understandings and
agreements, verbal or written, between the parties relating to the
subject matter hereof, and may not be modified or amended except by a
written instrument equal in dignity and executed by the parties to be
bound thereby.
(b) No waiver or consent to any departure from an term,
condition or provision of this Agreement shall be effective or binding
upon any party hereto unless such waiver or consent is in writing,
signed by an authorized officer of the party giving the same and
delivered to the other party.
Section 24. Effective Date. This Agreement shall take effect on
the date that this Agreement is fully executed by the parties hereto.
IN WITNESS WHEREOF, the parties hereto have made and executed
this Agreement for the purposes herein stated on the date first above
written.
ATTEST:
City Clerk
CITY OF SANFORD
Y P. DALE, Mayor
ATTEST:
County Commissioners of
Seminole County, Florida.
BOARD OF COUNTY COMMISSIONERS
UNTY,
FL RIDA
By: CARLTON HENLE~
For the use and reliance
of Seminole County only.
Approved as to form and
legal sufficiency
As authorized for execution by
19~, regul~eting.
County Attorney
.3a. 77
Attachments:
Exhibit "A" - Project Area
Exhibit "B" - Scope of Services
SED/lpk
P:\USERS\Calk01\MYDOCS\AGT\waterairportblvd.doc
10
* .~69 ' . '
~~,..~i~C q----PROP. 8' FFI
U/20" CASING PT.P[
QNNECT TO 8~ R~ '
t~ STA 6G8*11.73 B~ ~URY~Y At~ORT BLeD -
~% t STA 9*86-62 C/L CONST ~O
PI .~TO. OO
;f,, · 1.35 ·
I I'te|O-&l '
2 7 2.$8
_ Z
EXHTRTT
A
i Z f * If o 7:~
4~
4t
'r ..................................3~
~ U1;'I L I TY ADJUSTME~'
II.
III.
EXHZBZT B
SEMINOLE COUNTY UTZ~ RELOCATZON O
OLD LAKE MARY ROAD & A%RPORT BLVD.
SCOPE OF SERVICES
DESIGN & PERMZT'F[NG ESTIMATED COSTS
CEI ESTIMATED COSTS
CONSTRUCTION COSTS
$2,500
$4,980
ITEM
NO.
2
DESCRZPTZON UNZ'i'
Hobilization, I~, inSrmlce LS
Fumish& Install Sanitary Forcemain: LF
a.) 8"PVC
UNZT
COST
--_
TOTAL
COST
3 Bore & 3ack Casing Pipe: LF
a.) 20" Steel w/0.250° wall
~idcness
110
4 Furnish & Inst~ll Rug Valve - 8" EA
5 Fittings TON
6 Rug and grout fill abandoned EA
Forcemain
7 Remove existing Forcemain LF
8 Fumish& Install Water Main LF
a.) 8" PVC
1
0.98
1
135
70
9 8" X 8' Tapping sleeve &valve EA
10 Rttings TON
11 Remove existing Watermain LF
12 Restoration/Sodding LF
1
0.25
80
300
c.'lrn,vdocu.,,l Ihugh lm/scl...ceminde CD/ I./OTity Re/oc-alfon rab/e. doc