A meeting of the Manatee County Port Authority will be held during a meeting of the Board of County Commissioners of Manatee County Tuesday, July 28, 2020, at 9:00 am, or as soon as is practicable, in the Longboat Key Room of the Bradenton Area Convention Center, One Haben Boulevard, Palmetto, FL

MANATEE COUNTY PORT AUTHORITY AGENDA July 28, 2020 – 9:00 am

The Manatee County Port Authority may take action on any matter during this meeting, including those items set forth within this agenda. The chairperson, at the option of the chairperson, may take business out of order if the chairperson determines that such a change in the agenda’s schedule will expedite the business of the Port Authority.

CALL TO ORDER

Public Comments

1. Consent Agenda

   
   

2. Intermodal Container Yard Contract Award

   
   

3. Berth Rehab Construction Award

   
   

4. Berth 4 Extension Professional Services

   
   

5. Fourth Amendment to Legal Services Agreement

   
   

6. Contract for Professional Services with Ramba Law Group LLC

   
   

7. Second Amendment to Employment Agreement

Executive Director Comments Public Comments Commissioner Comments

According to Section 286.0105, Florida Statutes, any person desiring to appeal any decision made by the Port Authority with respect to any matter considered at this meeting will need a record of the proceedings, and for such purpose may need to ensure that a verbatim record of the proceedings is made, which includes the testimony and evidence upon which the appeal is to be based.

Priscilla Trace, Chairman

Reggie Bellamy, 1st Vice-Chairman; Misty Servia, 2nd Vice-Chairman; Stephen R. Jonsson, 3rd Vice-Chairman; Vanessa Baugh, Member; Betsy Benac, Member; Carol Whitmore, Member

July 28, 2020

1. CONSENT AGENDA

   
   

   1. Warrant List

      
      

   2. Minutes June 16, 2020

      
      

   3. Ratify/Affirm Budget Resolutions

      
      

   4. Budget Resolution

      
      

   5. Ratify/Affirm Amendments to the Public Transportation Grant Agreements Berth 4 Extension and Facilities Improvement

      
      

   6. Gulfstream Encroachment Agreement

      
      

   7. HDR Engineering Inc. Professional Services Continuing Contract

      
      

   8. Port Manatee Tariff No. 3 Item 452

      
      

   9. Truck Loading Docks Change Order No. 9

      
      

   10. Memorandum of Understanding (MOU) with Tripletail Aqua, LLC

RECOMMENDATION:

Move to approve the Consent Agenda incorporating the language as stated in the recommended motions on the cover sheets for the Consent Agenda items.

Manatee County Port Authority Warrant (Check) Listing

06/10/2020 to 07/20/2020

Manatee County Port Authority Warrant (Check) Listing

06/10/2020 to 07/20/2020

Manatee County Port Authority Warrant (Check) Listing

06/10/2020 to 07/20/2020

Total warrants (checks) for period reported 761,137.29

MANATEE COUNTY PORT AUTHORITY REGULAR MEETING

BRADENTON AREA CONVENTION CENTER, NORTH CENTER HALL

One Haben Boulevard Palmetto, Florida June 16, 2020

Present were:

Priscilla Whisenant Trace, Chairman Reggie Bellamy, First Vice-Chairman Misty Servia, Second Vice-Chairman Stephen R. Jonsson, Third Vice-Chairman Vanessa Baugh

Betsy Benac Carol Whitmore

Also present were:

Carlos Buqueras, Executive Director Jennifer R. Cowan, Port Authority Attorney

Susan Flowers, Accounting Manager, Clerk of the Circuit Court Vicki Tessmer, Board Records Supervisor, Clerk of the Circuit Court

Chairman Trace called the meeting to order at 9:11 a.m.

AGENDA PA20200616DOC001

PUBLIC COMMENTS

There being no public comment, Chairman Trace closed public comment.

CONSENT AGENDA PA20200616DOC002

Carlos Buqueras, Executive Director, outlined changes to the Consent Agenda as follows:

• Item 1.D - Change Orders to Warehouse 2 Loading Docks Contract – The motion was changed to read: “Move to approve and authorize the Chairman to execute Change Order 7 and Change Order 8 to the Flores Construction contract, and approved the issuance and execution of purchase order in the amount of $59,024.18, to Paratec 20- 18Door Solutions, Inc., for the purchase of overhead doors and pit levelers.”

• Item 1.H - Continuing Engineering, Geotechnical Engineering, Environmental and Planning Professional Services Contracts – The contract with HDR is unavailable and will be presented to the Authority at the next meeting.

A motion was made by Member Benac, seconded by Member Servia, and carried to 7-0, to approve the Consent Agenda, with the changes as outlined.

1. WARRANT LIST

   Accepted Warrant Listing from May 12, 2020 to June 9, 2020 PA20201616DOC003

2. MINUTES

   Approved the Minutes of May 19, 2020

3. REFUND

   Approved refund to Maxim Crane Works LP, in the amount of $2,444.80

   PA20200616DOC004

4. CHANGE ORDERS

   Approved and authorized the Chairman to execute Change Order 7 ($1,500 increase) and Change Order 8 ($62,665.63 decrease) to contract with Flores Construction

   JUNE 16, 2020 (Continued)

   
   

   Company (2/20/20), and approved the issuance and execution of purchase order in the amount of $59,024.18, to Paratec Door Solutions, Inc., for purchase of overhead doors and pit levelers PA20200616DOC005

5. BERTH 10 REHABILITATION

   Approved an additional $10,342, to RS&H, Inc., for Berth 10 additions (incorporating a new rail, a walking path for line handlers and steps), subject to the review and approval of the Florida Department of Transportation (FDOT), total $332,467 PA20200616DOC006

6. PORT MANATEE TARIFFS

   Approved the changes in wording to Port Manatee Tariff No. 3, Item 365-Free Time (clarifies free time in Zone A), and Item 415-Parking Fees (adds a fee for access-control parking) PA20200616DOC007

7. PORT RESOLUTION

   Approved and authorized the Chairman to execute Resolution PA-20-18, authorizing the sublease of land (48,000 square feet of Building 1) at Port Manatee by Carver Maritime LLC, to Gateway Co-Packing Acquisition LLC PA20200616DOC008

8. CONTINUING ENGINEERING, GEOTECHNICAL ENGINEERING, ENVIRONMENTAL AND

   PLANNING PROFESSIONAL SERVICES

   Approved and authorized execution on behalf of the Port Authority of the contracts with the firms and teams of firms: AECOM Technical Services, Inc.; Ardaman & Associates, Inc.; Atkins; Bermello Ajamil & Partners; Brightwater Solutions; Gahagan & Bryant Associates; Hyatt Survey Services; John C. Martin Associates; Moffatt & Nichol; RS&H, Inc.; Stantec Consulting Services, Inc.; and ZNS Engineering PA20200616DOC009

9. CHANGE ORDER

   Approved and authorized the Chairman to execute Change Order 1 in the amount of

   $18,483.82, to contract with American Roll-up Door Co., (approved 5/19/20), for concrete repair work to the leveler bays at Warehouse 4, subject to approval of FDOT

   PA20200616DOC010

10. BERTH 4 EXTENSION

    Approved the selection of Stantec Consulting Services, Inc., and team for professional services including design, permitting, construction, and monitoring phase of Berth 4 extension PA20200616DOC011

    (End Consent Agenda)

    EXECUTIVE DIRECTOR COMMENT

    Carlos Buqueras, Executive Director, reported that Port Manatee continues to operate continuously, and all employees and stevedores are actively working. The Port has not experienced any significant COVID-19 (Corona Virus Disease) issues, and proper precautions are being taken. The supply chain remains unchanged.

    PUBLIC COMMENTS

    There being no public comment, Chairman Trace closed public comment.

    AUTHORITY MEMBER COMMENTS

    There were no Authority Member comments.

    
    

    ADJOURN

    There being no further business, Chairman Trace adjourned the meeting at 9:13 a.m.

    Minutes Approved:

    July 28, 2020

    
    

    CONSENT

    AGENDA ITEM 1.C: RATIFY/AFFIRM BUDGET RESOLUTIONS BACKGROUND:

    During extended periods between Authority meetings, Resolution No. PA-20-16 (approved May 19, 2020) authorizes limited and temporary delegation of authority to the Executive Director, including approving any budget amendment required to support authorizations for contracts, purchase orders, and change orders in order to maintain continuity of service in routine business and avoid delay in conducting Port business. The Executive Director approved the following increases in the operating and capital project budgets to maintain continuity of services in the routine business of the Port and avoid delay in the conduct of business:

    
    

    • $10,343 for a rail, walking path and steps for Berth 10. The item was approved, but not budgeted, at the June 16, 2020, Port Authority meeting.

    • Decreases Berth 4 Improvements project $1,108,724 and increase the Berth 12 Trench and Fenders project for the same amount.

      
      

      ATTACHMENT:

    • Budget Resolution PA-20-19

    • Budget Resolution PA-20-20

COST AND FUNDING SOURCE:

Budgets $7,757 FDOT and SIB loan of $2,586.

No change in funding amount for the decrease and increase of Berth 4 Improvements and Berth 12 Trench and Fenders project.

CONSEQUENCES IF DEFERRED:

Delay in ratifying and affirming action taken by the Executive Director

LEGAL COUNSEL REVIEW: N/A

RECOMMENDATION:

Move ratify and affirm the approval by the Executive Director of Budget Resolutions PA-20-19 and PA-20-20.

BUDGET RESOLUTION – PA-20-19

BACKGROUND:

This resolution budgets $10,343 for a rail, walking path and steps for Berth 10 which was approved by the Port Authority on June 16, 2020.

ATTACHMENT:

Budget Resolution PA-20-19.

COST AND FUNDING SOURCE:

Budgets $7,757 FDOT funding and SIB loan of $2,586.

CONSEQUENCES IF DEFERRED:

Delay in budget allocations.

LEGAL COUNSEL REVIEW: N/A

RESOLUTION PA-20-19 AMENDING THE ANNUAL BUDGET

FOR MANATEE COUNTY PORT AUTHORITY FOR FISCAL YEAR 2019-2020

WHEREAS, Florida Statutes 129.06, authorizes the Manatee County Port Authority to amend its budget for the current.'fiscal year as follows: '

1. Appropriations for expenditures in any fund may be decreased and other appropriations in the same fund c01Tespondingly increased, provided the total appropriations of the fund are not changed.

   
   

2. Appropriations from reserves may be made to increase the appropriation for any particular expense in the same fund, or to create an appropriation in the fund for any lawful purpose.

   
   

3. Unanticipated revenues, including increased receipts for enterprise or propriety funds, may be appropriated for their intended purpose, and may be transferred between funds to properly account for the unanticipated revenue.

   
   

   NOW, THEREFORE, BE IT RESOLVED by the Manatee County Port Authority that the 2019-2020 budget is hereby amended in accordance with Section 129.06, Florida Statutes as described on the attached summary and specified in the budget adjustment batch files which are listed below:

   
   

   Item No.

   1

   Batch ID No. BAAL062220A

   Reference No. BU20200402

   
   

   ADOPTED with a quorum present and voting this the 22th day of June, 2020.

   
   

   ATTEST: ANGELINA M. COLONNESO

   CLERK OF CIRCUIT COURT

   MANATEE COUNTY PORT AUTHORITY

   
   

   

   

   By, :

   - ½ . r

   BUDGET ADMENDMENT RESOLUTION NO. PA-20-19

   
   

   1. Fund: FDOT – 75% SIB Loan – 25%

Section: Berth 10

Description: Budgets $10,343 to incorporate a new rail, a walking path for line handlers and steps at Berth 10.

Batch ID: BAAL062220A Reference: BU20200402

BUDGET RESOLUTION – PA-20-20

BACKGROUND:

This resolution decreases the Berth 4 Improvements project and increases Berth 12 Trench and Fenders project for the same amount of $1,108,724 for the removal and replacement of 870 linear feet of trench drain to maintain drainage and protect cargoes from damage and seventeen fenders to protect ships and infrastructure at berth 12.

ATTACHMENT:

Budget Resolution PA-20-20.

COST AND FUNDING SOURCE:

Decreases and/ or increases of same amount of current budgets.

CONSEQUENCES IF DEFERRED:

Delay in budget allocations.

LEGAL COUNSEL REVIEW: N/A

RESOLUTION PA-20-20 AMENDING THE ANNUAL BUDGET

FOR MANATEE COUNTY PORT AUTHORITY FOR FISCAL YEAR 2019-2020

WHEREAS, Florida Statutes 129.06 , authorizes the Manatee County Port Authority to amend its budget for the current fisdl year as follows: '

1. Appropriations for expenditures in any fund may be decreased and other appropriations in the same fund correspondingly increased, provided the total appropriations of the fund are not changed.

   
   

2. Appropriations from reserves may be made to increase the appropriation for any particular expense in the same fund, or to create an appropriation in the fund for any lawful purpose.

   
   

3. Unanticipated revenues, including increased receipts for enterprise or propriety funds, may be appropriated for their intended purpose, and may be transferred between funds to properly account for the unanticipated revenue.

   
   

   NOW, THEREFORE, BE IT RESOLVED by the Manatee County Port Authority that the 2019-2020 budget is hereby amended in accordance with Section 129.06 , Florida Statutes as described on the attached summary and specified in the budget adjustment batch files which are listed below:

   
   

   Item No.

   1

   Batch ID No. BAAL072120NB

   Reference No. BU20200446

   
   

   ADOPTED with a quorum present and voting this the 21th day of July, 2020.

   
   

   ATTEST: ANGELINA M. COLONNESO

   CLERK OF CIRCUIT COURT

   MANATEE COUNTY PORT AUTHORITY

   
   

   

   B, y

   G,.Jl, ¾-=

   BUDGET ADMENDMENT RESOLUTION NO. PA-20-20

   
   

   1. Fund: FDOT – 75% Port Cash – 25%

Section: Berth 12 Trench and Fenders

Description: Decreases $1,108,724 in the Berth 4 Improvements project and increases same for Berth 12 Trench and Fenders project.

Batch ID: BAAL072120A/B Reference: BU20200446

July 28, 2020

CONSENT

AGENDA ITEM 1.D: BUDGET RESOLUTION BACKGROUND:

This resolution budgets the following:

• $40,000 for a Master Development Plan manual for Port consultants to follow which documents the standards required for all Port development which will result in substantial time savings. This will be funded by Port cash.

• Decrease Upland Cargo Facilities Improvements project and increases Intermodal Container Yard project for the same amount of $1,108,724 for additional funding needed for the project construction.

ATTACHMENT:

Budget Resolution PA-20-21.

COST AND FUNDING SOURCE:

Budgets $40,0000 of Port cash and decreases /increases $1,108,724 of the current budgets.

CONSEQUENCES IF DEFERRED:

Delay in budget allocations.

LEGAL COUNSEL REVIEW: N/A

RECOMMENDATION:

Move to adopt Budget Resolution PA-20-21.

RESOLUTION PA-20-21 AMENDING THE ANNUAL BUDGET

FOR MANATEE COUNTY PORT AUTHORITY FOR FISCAL YEAR 2019-2020

WHEREAS, Florida Statutes 129.06, authorizes the Manatee County Port Authority to amend its budget for the current fiscal year as follows:

1. Appropriations for expenditures in any fund may be decreased and other appropriations in the same fund correspondingly increased, provided the total appropriations of the fund are not changed.

   
   

2. Appropriations from reserves may be made to increase the appropriation for any particular expense in the same fund, or to create an appropriation in the fund for any lawful purpose.

   
   

3. Unanticipated revenues, including increased receipts for enterprise or propriety funds, may be appropriated for their intended purpose, and may be transferred between funds to properly account for the unanticipated revenue.

   
   

   NOW, THEREFORE, BE IT RESOLVED by the Manatee County Port Authority that the 2019-2020 budget is hereby amended in accordance with Section 129.06, Florida Statutes as described on the attached summary and specified in the budget adjustment batch files which are listed below:

   
   

   Item No.	Batch ID No.	Reference No.
   1	BAAL072820A	BU20200448
   2	BAAL072820A/B	BU20200449

   
   

   ADOPTED with a quorum present and voting this the 28th day of July, 2020.

   
   

   ATTEST: ANGELINA M. COLONNESO MANATEE COUNTY PORT AUTHORITY

   CLERK OF CIRCUIT COURT

   
   

   

   By:

   BUDGET ADMENDMENT RESOLUTION NO. PA-20-21 AGENDA DATE: July 28, 2020

   
   

   1. Fund: Port Cash

      
      

      Section: Engineering

      
      

      Description: Budgets $40,000 for a Master Development Plan manual. Batch ID: BAAL072820A Reference: BU20200448

      
      

   2. Fund: FDOT – 50% Port Cash – 50%

Section: Intermodal Container Yard

Description: Decreases $1,108,724 in the Upland Cargo Operating project and increases same for Intermodal Container Yard project.

Batch ID: BAAL072820A/B Reference: BU20200449

July 28, 2020

CONSENT

AGENDA ITEM 1.E: RATIFY/AFFIRM AMENDMENTS TO THE PUBLIC

TRANSPORTATION GRANT AGREEMENTS BERTH 4 EXTENSION AND FACILITIES IMPROVEMENT

BACKGROUND:

On June 6, 2019, the Authority authorized the execution of a Public Transportation Grant Agreement (PTGA) with the Florida Department of Transportation for the extension of Berth 4 and Amendment 1 on May 19, 2020, revising the project scope. Amendment 02 further revises the scope to include berths 12 and 14.

On February 20, 2020, the Authority authorized the execution of a PTGA for various facilities and equipment improvements. Amendment 1 revises the scope to include improvements to existing and expansion of cargo storage areas.

There is no change in the FDOT funding nor the Port’s match requirement.

Resolution No. PA-20-16 (approved May 19, 2020) authorizes limited and temporary delegation of authority to the Executive Director during extended periods between Authority meetings. The Executive Director approved the PTGA Amendments to maintain continuity of services in the routine business of the Port and avoid delay in the conduct of Port business in accordance with the authority granted pursuant to Resolution No. PA-20- 16.

ATTACHMENT:

Public Transportation Amendment to the Public Transportation Grant Agreement – Berth 4 Extension and Berth Rehab - 02

Public Transportation Amendment to the Public Transportation Grant Agreement – Facilities Improvements - 1

COST AND FUNDING SOURCE:

No additional funding

CONSENT

AGENDA ITEM 1.F, cont.:

CONSEQUENCES IF DEFERRED:

Delay in ratifying and affirming action taken by the Executive Director

LEGAL COUNSEL REVIEW: Yes RECOMMENDATION:

• Move to ratify and affirm the execution of the Public Transportation Amendment to the Public Transportation Grant Agreement with the Florida Department of Transportation for the extension of Berth 4 modifying the scope to include berths 12 and 14.

  
  

• Move to ratify and affirm the execution of the Public Transportation Amendment to the Public Transportation Grant Agreement with the Florida Department of Transportation for Facilities Improvements modifying the scope to include improvements to existing and expansion of cargo storage areas.

DocuSign Envelope ID: 55189B30-139A-4C31-A65F-332CA5F96784

DocuSign Envelope ID: 85639649-C9AF-4DA5-8373-485E6F18A912

DocuSign Envelope ID: CF18A729-E0ED-4D49-9DC1-7D0937A6B1EE

DocuSign Envelope ID: B76AFCE7-258E-4335-912B-09E13679DD2D

DocuSign Envelope ID: 0746503C-EEEA-41A9-AA66-230B9068E226

STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

PUBLIC TRANSPORTATION AMENDMENT TO THE PUBLIC TRANSPORTATION

GRANT AGREEMENT

Form 725-000-03 STRATEGIC DEVELOPMENT

OGC 11/19

55.005, 55.034

Seaport Grant Program, Seaport Investment Program

01-973-

7399

FLAIR Category: 088794, 088807

Object Code: 751000

Org. Code: 55012020129

Vendor Number: VF596000727160 Amendment No.: 02

Federal Number/Federal Award Identification Number (FAIN) – Transit only: Federal Award Date:

Agency DUNS Number:

G1946

N/A N/A

Contract Number:

CFDA Number:

CFDA Title: CSFA Number: CSFA Title:

Fund(s): DIS, DPTO, GMR, POED

Work Activity Code/Function: 215

Financial Project Number(s):

(item-segment-phase-sequence)

433457-1-94-05

THIS AMENDMENT TO THE PUBLIC TRANSPORTATION GRANT AGREEMENT (“Amendment”) is made and entered

into on 7/17/2020 | 5:32 PM EDT , by and between the State of Florida, Department of Transportation (“Department”), and Manatee County Port Authority, (“Agency”),collectively referred to as the “Parties.”

RECITALS

WHEREAS, the Department and the Agency on 6/12/2019 (date original Agreement entered) entered into a Public Transportation Grant Agreement (“Agreement”).

WHEREAS, the Parties have agreed to modify the Agreement on the terms and conditions set forth herein.

NOW THEREFORE, in consideration of the mutual covenants in this Amendment, the Agreement is amended as follows:

1. Amendment Description. The project is amended to modify the Project Description and Project Scope.

   
   

2. Program Area. For identification purposes only, this Agreement is implemented as part of the Department program area selected below (select all programs that apply):

   
   

   Aviation

   X Seaports

   Transit

   Intermodal

   Rail Crossing Closure

   Match to Direct Federal Funding (Aviation or Transit)

   (Note: Section 15 and Exhibit G do not apply to federally matched funding)

   Other

   
   

3. Exhibits. The following Exhibits are updated, attached, and incorporated into this Agreement:

   X Exhibit A: Project Description and Responsibilities

   Exhibit B: Schedule of Financial Assistance

   *Exhibit B1: Deferred Reimbursement Financial Provisions

   *Exhibit B2: Advance Payment Financial Provisions

   *Exhibit C: Terms and Conditions of Construction X Exhibit D: Agency Resolution

   Exhibit E: Program Specific Terms and Conditions

   Exhibit F: Contract Payment Requirements

   *Exhibit G: Financial Assistance (Single Audit Act)

   *Exhibit H: Audit Requirements for Awards of Federal Financial Assistance

   
   

   DocuSign Envelope ID: 55189B30-139A-4C31-A65F-332CA5F96784

   DocuSign Envelope ID: 85639649-C9AF-4DA5-8373-485E6F18A912

   DocuSign Envelope ID: CF18A729-E0ED-4D49-9DC1-7D0937A6B1EE

   DocuSign Envelope ID: B76AFCE7-258E-4335-912B-09E13679DD2D

   

   DocuSign Envelope ID: 0746503C-EEEA-41A9-AA66-230B9068E226

   STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

   PUBLIC TRANSPORTATION AMENDMENT TO THE PUBLIC TRANSPORTATION

   GRANT AGREEMENT

   Form 725-000-03 STRATEGIC DEVELOPMENT

   OGC 11/19

   
   

   *Additional Exhibit(s):

   
   

4. Project Cost.

The estimated total cost of the Project is X increased/ decreased by $0 bringing the revised total cost of the project to $15,165,555.

The Department’s participation is X increased/ decreased by $0. The Department agrees to participate in the Project cost up to the maximum amount of $11,374,166, and, additionally the Department’s participation in the Project shall not exceed 75.00% of the total eligible cost of the Project.

Except as modified, amended, or changed by this Amendment, all of the terms and conditions of the Agreement and any amendments thereto shall remain in full force and effect.

IN WITNESS WHEREOF, the Parties have executed this Amendment on the day and year written above.

AGENCY Manatee County Port Authority

STATE OF FLORIDA, DEPARTMENT OF TRANSPORTATION

By: By:

Name: Title:

Carlos Buqueras Executive Director

Name: John Kubler, P.E.

Title: Director of Transportation Development

STATE OF FLORIDA, DEPARTMENT OF TRANSPORTATION

Legal Review: 7/16/2020 | 8:5

Don Conway 7/16/2020 | 10:23 PM EDT

DocuSign Envelope ID: 55189B30-139A-4C31-A65F-332CA5F96784

DocuSign Envelope ID: 85639649-C9AF-4DA5-8373-485E6F18A912

DocuSign Envelope ID: CF18A729-E0ED-4D49-9DC1-7D0937A6B1EE

DocuSign Envelope ID: B76AFCE7-258E-4335-912B-09E13679DD2D

DocuSign Envelope ID: 0746503C-EEEA-41A9-AA66-230B9068E226

STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

PUBLIC TRANSPORTATION GRANT AGREEMENT EXHIBITS

Form 725-000-02 STRATEGIC DEVELOPMENT

OGC 02/20

EXHIBIT A

Project Description and Responsibilities

1. Project Description (description of Agency’s project to provide context, description of project components funded via this Agreement (if not the entire project)): This Project provides Department participation for Port Manatee’s berth rehabilitation and reconstruction initiative for berths 4 through 14. For context, when berths are taken out-of-service, the port has to shift vessel activities to berths that are remaining in-service. The timing of individual berthing rehabilitation activities requires flexibility. Rehabilitation and reconstruction of berths 4 through 14 includes three primary components.

   
   

   1. The combined berth length of berths 4 and 5 is only 1,200 feet, making it difficult to support vessel operations on each berth simultaneously. In addition, there is an area of overlapped use between berths 4 and 5, which experiences double the use of each individual berth, leading to increased wear and tear of this overlapping area. A reconstruction of berth 4 is the most viable approach to correct the design of the Port’s North Port area, maximize the Port’s operating capacity, and to extend the design life of berths 4 and 5.

      
      

   2. Construction of the berth 4 extension component is expected to include impacts to aquatic resource(s). To obtain required pre-construction certifications, Port Manatee will offset (or mitigate) impacts through the acquisition of offsite mitigation property constructed to function similarly to the impacted aquatic area(s). Manatee County has acquired approximately 9.01 acres at Perico Mitigation site. Port Manatee (the Agency) plans to reimburse Manatee County approximately $3,167,127 for related acquisition costs. Cost related to acquisition of offsite mitigation property is not eligible for reimbursement by the Department but may be used to document the Agency’s required matching funds, listed as “LF” (Local Funds) in Exhibit "B", Schedule of Financial Assistance.

      
      

   3. Berths 6 through 14 need improvements to ensure operational and functional capabilities between all berths. Rehabilitation and construction activities are needed to restore and maintain their functionality and allow for continued cargo operations.

   
   

2. Project Location (limits, city, county, map): Port Manatee, Palmetto, FL

   
   

3. Project Scope (allowable costs: describe project components, improvement type/service type, approximate timeline, project schedule, project size): This Project includes the environmental work, design work, and construction work required to complete the berth rehabilitation and reconstruction activities described in the Project Description, including: aids to navigation; apron improvements; asphalt paving activities; benthic studies; berthing area widening and deepening; bulkhead caps; cap faces repair or installation; cable protection systems; cap soffits repair or installation; cast in place concrete; cathodic protection; compaction; concrete beams; construction; construction inspection cost; construction management; construction services; consulting services; contractor stand-by; cost estimates; crack repairs; crane rail repair or installation; deck ballast; demobilization; demolition; electrical systems; engineering services; environmental assessments; environmental impact mitigation; fasteners and connectors; fenders and bollards; form work; geotechnical services; historical resource studies; installation and testing; lighting systems; mitigation assessments; mobilization; panel soffits repair or installation; permitting; pilings; plan development (e.g., 30 / 60 / 90 / 100 % and asbuilts); precast concrete; preconstruction engineering and design; procurement costs; rebar repair or installation; reconstruction of underdeck concrete; bulkhead wall excavation, patching, backfilling and grouting; seagrass studies; seagrass mitigation; sheet piling; shore and slope protection; sidewalk and walkway systems; signage and way finding; steel; stormwater management; striping of roadway or storage areas; structural components; surveying; temporary structures; tie-back systems; turning basin widening and deepening; and, water quality protection structures.

   
   

4. Deliverable(s):

   
   

   The project scope identifies the ultimate project deliverables. Deliverables for requisition, payment and invoice purposes will be the incremental progress made toward completion of project scope elements. Supporting documentation will be quantifiable, measurable, and verifiable, to allow for a determination of the amount of

   
   

   DocuSign Envelope ID: 55189B30-139A-4C31-A65F-332CA5F96784

   DocuSign Envelope ID: 85639649-C9AF-4DA5-8373-485E6F18A912

   DocuSign Envelope ID: CF18A729-E0ED-4D49-9DC1-7D0937A6B1EE

   DocuSign Envelope ID: B76AFCE7-258E-4335-912B-09E13679DD2D

   

   DocuSign Envelope ID: 0746503C-EEEA-41A9-AA66-230B9068E226

   STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

   PUBLIC TRANSPORTATION GRANT AGREEMENT EXHIBITS

   Form 725-000-02 STRATEGIC DEVELOPMENT

   OGC 02/20

   
   

   incremental progress that has been made, and provide evidence that the payment requested is commensurate with the accomplished incremental progress and costs incurred by the Agency.

   
   

5. Unallowable Costs (including but not limited to): Travel costs are not allowed. As described in the Project Description, costs related to acquisition of offsite mitigation property is not eligible for reimbursement by the Department but may be used to document the Agency’s required matching funds, listed as “LF” (Local Funds) in Exhibit "B", Schedule of Financial Assistance.

   
   

6. Transit Operating Grant Requirements (Transit Only):

   
   

   Transit Operating Grants billed as an operational subsidy will require an expenditure detail report from the Agency that matches the invoice period. The expenditure detail, along with the progress report, will be the required deliverables for Transit Operating Grants.

   

   DocuSign Envelope ID: 55189B30-139A-4C31-A65F-332CA5F96784

   DocuSign Envelope ID: 85639649-C9AF-4DA5-8373-485E6F18A912

   DocuSign Envelope ID: CF18A729-E0ED-4D49-9DC1-7D0937A6B1EE

   DocuSign Envelope ID: B76AFCE7-258E-4335-912B-09E13679DD2D

   DocuSign Envelope ID: 0746503C-EEEA-41A9-AA66-230B9068E226

   
   

   Port Manatee Project Location

   (Approximate Locations)

   N

   5 of 6

   
   

   DocuSign Envelope ID: 55189B30-139A-4C31-A65F-332CA5F96784

   DocuSign Envelope ID: 85639649-C9AF-4DA5-8373-485E6F18A912

   DocuSign Envelope ID: CF18A729-E0ED-4D49-9DC1-7D0937A6B1EE

   DocuSign Envelope ID: B76AFCE7-258E-4335-912B-09E13679DD2D

   

   DocuSign Envelope ID: 0746503C-EEEA-41A9-AA66-230B9068E226

   STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

   PUBLIC TRANSPORTATION GRANT AGREEMENT EXHIBITS

   Form 725-000-02 STRATEGIC DEVELOPMENT

   OGC 02/20

   
   

   EXHIBIT D AGENCY RESOLUTION

   
   

   PLEASE SEE ATTACHED

   
   

   DocuSign Envelope ID: 6E3F72A5-B652-4149-B98F-439E3DBF99E9

   DocuSign Envelope ID: 16F2E306-2A34-4906-BBAD-C18460AF5FA0

   DocuSign Envelope ID: CD8A25BB-8A40-4E72-93FE-1F3F2276C5F9

   DocuSign Envelope ID: 20DBC874-0F93-4F42-9829-55B25BB054F2

   

   DocuSign Envelope ID: 4427282C-60B9-40C3-92B4-39EB8858C2C0

   STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

   PUBLIC TRANSPORTATION AMENDMENT TO THE PUBLIC TRANSPORTATION

   GRANT AGREEMENT

   Form 725-000-03 STRATEGIC DEVELOPMENT

   OGC 11/19

   
   

   
   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   Seaport Grant Program

   01-973-

   7399

   FLAIR Category: 088807

   Object Code: 751000

   Org. Code: 55012020129

   Vendor Number: VF596000727160 Amendment No.: 1

   G1I49

   N/A

   N/A 55.034

   Contract Number:

   CFDA Number:

   CFDA Title: CSFA Number: CSFA Title:

   215

   POED

   Fund(s):

   Work Activity Code/Function: Federal Number/Federal Award

   Identification Number (FAIN) – Transit only:

   Federal Award Date:

   Agency DUNS Number:

   Financial Project Number(s):

   (item-segment-phase-sequence)

   444277-1-94-03

   THIS AMENDMENT TO THE PUBLIC TRANSPORTATION GRANT AGREEMENT (“Amendment”) is made and entered

   into on 7/17/2020 | 5:30 PM EDT , by and between the State of Florida, Department of Transportation (“Department”), and Manatee County Port Authority, (“Agency”),collectively referred to as the “Parties.”

   
   

   RECITALS

   
   

   WHEREAS, the Department and the Agency on 2/25/2020 (date original Agreement entered) entered into a Public Transportation Grant Agreement (“Agreement”).

   
   

   WHEREAS, the Parties have agreed to modify the Agreement on the terms and conditions set forth herein.

   
   

   NOW THEREFORE, in consideration of the mutual covenants in this Amendment, the Agreement is amended as follows:

   
   

   1. Amendment Description. The project is amended to update the Project Description and map.

      
      

   2. Program Area. For identification purposes only, this Agreement is implemented as part of the Department program area selected below (select all programs that apply):

      
      

      Aviation

      X Seaports

      Transit

      Intermodal

      Rail Crossing Closure

      Match to Direct Federal Funding (Aviation or Transit)

      (Note: Section 15 and Exhibit G do not apply to federally matched funding)

      Other

      
      

   3. Exhibits. The following Exhibits are updated, attached, and incorporated into this Agreement: X Exhibit A: Project Description and Responsibilities

      Exhibit B: Schedule of Financial Assistance

      *Exhibit B1: Deferred Reimbursement Financial Provisions

      *Exhibit B2: Advance Payment Financial Provisions

      *Exhibit C: Terms and Conditions of Construction

      X Exhibit D: Agency Resolution

      Exhibit E: Program Specific Terms and Conditions

      Exhibit F: Contract Payment Requirements

      *Exhibit G: Financial Assistance (Single Audit Act)

      *Exhibit H: Audit Requirements for Awards of Federal Financial Assistance

      
      

      DocuSign Envelope ID: 6E3F72A5-B652-4149-B98F-439E3DBF99E9

      DocuSign Envelope ID: 16F2E306-2A34-4906-BBAD-C18460AF5FA0

      DocuSign Envelope ID: CD8A25BB-8A40-4E72-93FE-1F3F2276C5F9

      DocuSign Envelope ID: 20DBC874-0F93-4F42-9829-55B25BB054F2

      

      DocuSign Envelope ID: 4427282C-60B9-40C3-92B4-39EB8858C2C0

      STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

      PUBLIC TRANSPORTATION AMENDMENT TO THE PUBLIC TRANSPORTATION

      GRANT AGREEMENT

      Form 725-000-03 STRATEGIC DEVELOPMENT

      OGC 11/19

      
      

      *Additional Exhibit(s):

      
      

   4. Project Cost.

The estimated total cost of the Project is increased/ decreased by $0 bringing the revised total cost of the project to $2,827,166.

The Department’s participation is increased/ decreased by $0. The Department agrees to participate in the Project cost up to the maximum amount of $1,413,583, and, additionally the Department’s participation in the Project shall not exceed 50.00% of the total eligible cost of the Project.

Except as modified, amended, or changed by this Amendment, all of the terms and conditions of the Agreement and any amendments thereto shall remain in full force and effect.

IN WITNESS WHEREOF, the Parties have executed this Amendment on the day and year written above.

AGENCY Manatee County Port Authority

STATE OF FLORIDA, DEPARTMENT OF TRANSPORTATION

By: By:

Name: Title:

Carlos Buqueras Executive Director

Name: John Kubler, P.E.

Title: Director of Transportation Development

STATE OF FLORIDA, DEPARTMENT OF TRANSPORTATION

Legal Review:

7/16/2020 | 8:

Don Conway 7/16/2020 | 10:23 PM EDT

DocuSign Envelope ID: 6E3F72A5-B652-4149-B98F-439E3DBF99E9

DocuSign Envelope ID: 16F2E306-2A34-4906-BBAD-C18460AF5FA0

DocuSign Envelope ID: CD8A25BB-8A40-4E72-93FE-1F3F2276C5F9

DocuSign Envelope ID: 20DBC874-0F93-4F42-9829-55B25BB054F2

DocuSign Envelope ID: 4427282C-60B9-40C3-92B4-39EB8858C2C0

STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

PUBLIC TRANSPORTATION GRANT AGREEMENT EXHIBITS

Form 725-000-02 STRATEGIC DEVELOPMENT

OGC 02/20

EXHIBIT A

Project Description and Responsibilities

1. Project Description (description of Agency’s project to provide context, description of project components funded via this Agreement (if not the entire project)): This Agreement provides for the Department's participation in Port Manatee's upland cargo facilities improvement initiative. There are eight (8) primary activities included as part of this Project. The first component consists of installing a walkway between mooring bollards near Berths 10 and 11 to increase safety for line handlers and incoming ships. The second component consists of repairs to warehouse roofs to allow for the continuance of business operations. The third component consists of replacing dock levelers for efficiency of cargo handling. The fourth component consists of replacing a trench drain near Berth 12 to maintain drainage and protect cargoes from damage. The fifth component consists of replacing refrigeration systems to allow for the continued movement of freight that requires refrigeration. The sixth component consists of installing sprinklers to increase the types of cargoes that can be handled at the port. The seventh component consists of replacing fenders to protect ships and infrastructure at the port. The eighth component consists of improvements to existing and expansion of cargo storage areas.

   
   

2. Project Location (limits, city, county, map): Palmetto, Florida

   
   

3. Project Scope (allowable costs: describe project components, improvement type/service type, approximate timeline, project schedule, project size): This Project includes the environmental, design and construction work required to complete the rehabilitation activities described in the Project Description, including: anchoring components; asphalt paving activities; backfilling; compaction; concrete; construction; construction inspection costs; construction management; consulting services; contractor stand-by; costs estimates; demobilization; demolition; dock leveler components; door components; drainage systems; earthwork; electrical systems; engineering services; fasteners and connectors; fenders and bollards; fire protection systems; form work; geotechnical services; ground covering; interior finishes; installation and testing; insulation; mobilization; permitting; pilings; plan development (e.g., 30 / 60 / 90 / 100

   % and as-builts); plumbing systems; preconstruction engineering and design; procurement cost; refrigeration system components; roofing system components; shore and slope protection; siding; sprinkler system components; structural components; surveying; thermal barriers; trench drain components; ventilation systems; utility components; and, water quality protective structures.

   
   

4. Deliverable(s):

   
   

   The project scope identifies the ultimate project deliverables. Deliverables for requisition, payment and invoice purposes will be the incremental progress made toward completion of project scope elements. Supporting documentation will be quantifiable, measurable, and verifiable, to allow for a determination of the amount of incremental progress that has been made, and provide evidence that the payment requested is commensurate with the accomplished incremental progress and costs incurred by the Agency.

   
   

5. Unallowable Costs (including but not limited to): Travel costs are not allowed.

   
   

6. Transit Operating Grant Requirements (Transit Only):

   
   

   Transit Operating Grants billed as an operational subsidy will require an expenditure detail report from the Agency that matches the invoice period. The expenditure detail, along with the progress report, will be the required deliverables for Transit Operating Grants.

   DocuSign Envelope ID: 4427282C-60B9-40C3-92B4-39EB8858C2C0

   

   DocuSign Envelope ID: 20DBC874-0F93-4F42-9829-55B25BB054F2

   DocuSign Envelope ID: CD8A25BB-8A40-4E72-93FE-1F3F2276C5F9

   DocuSign Envelope ID: 16F2E306-2A34-4906-BBAD-C18460AF5FA0

   DocuSign Envelope ID: 6E3F72A5-B652-4149-B98F-439E3DBF99E9

   
   

   

   
   

   DocuSign Envelope ID: 6E3F72A5-B652-4149-B98F-439E3DBF99E9

   DocuSign Envelope ID: 16F2E306-2A34-4906-BBAD-C18460AF5FA0

   DocuSign Envelope ID: CD8A25BB-8A40-4E72-93FE-1F3F2276C5F9

   DocuSign Envelope ID: 20DBC874-0F93-4F42-9829-55B25BB054F2

   

   DocuSign Envelope ID: 4427282C-60B9-40C3-92B4-39EB8858C2C0

   STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

   PUBLIC TRANSPORTATION GRANT AGREEMENT EXHIBITS

   Form 725-000-02 STRATEGIC DEVELOPMENT

   OGC 02/20

   
   

   EXHIBIT D AGENCY RESOLUTION

   
   

   PLEASE SEE ATTACHED

   July 28, 2020

   
   

   CONSENT

   AGENDA ITEM 1.F: GULFSTREAM ENCROACHMENT AGREEMENT BACKGROUND:

   Gulfstream Natural Gas System, L.L.C. (Gulfstream) is the present owner of an Easement and Right of Way for the transportation of natural gas through a pipeline over certain lands in Port Manatee. Port Manatee’s Intermodal Container Yard Phase II project is located within the Easement and therefore consent is required by Gulfstream for construction of said project. Gulfstream has given consent and has provided an Encroachment Agreement.

   
   

   ATTACHMENT:

   
   

   Encroachment Agreement

   
   

   COST AND FUNDING SOURCE:

   
   

   N/A

   
   

   CONSEQUENCES IF DEFERRED:

   
   

   Delay in drop trailer lot project completion

   
   

   LEGAL COUNSEL REVIEW: Yes

   
   

   RECOMMENDATION:

   
   

   Move to approve and authorize the Executive Director to execute the Encroachment Agreement between the Manatee County Port Authority and Gulfstream Natural Gas System, L.L.C.

   
   

   Instrument prepared by:

   Name: Melissa Hammer

   Gulfstream Natural Gas System, L.L.C.

   Address: 4610 Buckeye Road

   Palmetto, FL 34221

   
   

   
   

   STATE OF FLORIDA COUNTY OF MANATEE

   
   

   Tract No. 200 FL-MA-003.000

   
   

   ENCROACHMENT AGREEMENT

   
   

   KNOW ALL MEN BY THESE PRESENTS;

   
   

   WHEREAS, Gulfstream Natural Gas System, L.L.C., a Delaware Corporation. (hereinafter called "Gulfstream"), whose mailing address is 46 IO Buckeye Road Palmetto, FL 34221, is the present owner of an Easement and Right of Way (hereinafter called the "Easement") over certain lands in Manatee County, State of Florida, pursuant to that Port Manatee Pipeline Agreement dated July 20, 2000, and recorded in the Office of the Clerk of Court of Manatee County, Florida, in Book 1642 at Page 6959. Gulfstream acquired this Easement for the purpose of laying, constructing, maintaining, operating, repairing, altering, replacing, changing the size of, and removing one pipeline (with valves, regulator s, meters, fittings, appliances , tie-over s, and appurtenant facilities) for the transportation of natural gas through a pipeline under, upon, over, through and across certain lands in Manatee County, Florida, more particularly described therein, and

   
   

   WHEREAS, the Manatee County Pott Authority (the "Authority"), 300 Tampa Bay Way, Suite 1, Palmetto, FL 34221, (hereinafter called "G rantee") represent and warrant that they are the present owner of a portion of the property described in the above referenced Easement; and

   
   

   WHEREAS, Gulfstream owns and maintains one (1) pipeline (hereinafter called the "Pipeline") across said prope1ty pursuant to the Easement; and

   
   

   WHEREAS, the Grantee desires to construct a Container Yard Expansion within the Easement in accordance with the plans as depicted in Stantec drawing sheet C-104, Project No. 215614956 dated 04/03/2020 and included as Exh ibit "A"; and procedures as submitted and approved by Gulfstream as set forth in Gulfstream 's letters dated June 11, 2020 and June 30, 2020 from Sam Wooley, Sr. Engineer and included as Exhibit "B", (hereinafter called "Penn itted Construction");

   
   

   NOW THEREFORE, notwithstanding any of the prov1s10ns of the Easement which prohibit such construction, consent is hereby given by Gulfstream to the Authority, insofar as it has the lawful right to do so, to install, operate and maintain the Permitted Construction partly on or within Gulfstream's Easeme nt, subject to the following terms and conditions:

   
   

   1. The Authority accepts this consent with full knowledge of Gulfstream 's prior rights and existing facilities.

   2. Except as specifically provided herein, Grantee shall not change the grade, except as provided in the Permitted Construction, on the right of way nor place or construct upon the right of way any building, house, improvement, structure, trees or obstruction of any kind (except the Pennitted Construction) across the Pipeline, or cause or permit such construction or said acts to be done by others, without the express written pe1mission of Gulfstream.

      
      

   3. The Authority acknowledges the receipt of Williams Gas Pipeline Requirements for Landowner and Third Party Construction and wanant that any construction and/or maintenance in the area of Gulfstream 's Easement will confo1m to the conditions and requirements listed in said Requirements for Landowner and Third Party Constrnction.

      
      

   4. The Authority warrants that prior to any contractor or subcontractor(s) perfonning any construction over or in the vicinity of Gulfstream's Easement, said contractor(s) and/or subcontractor(s) shall furnish to Gulfstream verification of liability insurance in an amount not less than $2,000,000. Said verification of liability is to be submitted on a Gulfstream approved form, and shall name Gulfstream Natural Gas System, L.L.C. as additional insured.

      
      

   5. Gulfstream shall have no responsibility for the maintenance of the Permitted Construction authorized herein.

      
      

   6. The Easement shall remain in full force and effect except as modified and changed by this Encroachment Agreement.

      
      

   7. If Gulfstream deems it necessaiy to remove any portion of the Pe1mitted Construction to gain access to the Pipeline for repair, maintenance, or in exercising any right under the Easement, Gulfstream may remove same after two business days' prior written notice has been provided to the Grantee; and after Gulfstream has completed the work for which the Permitted Construction was removed, Grantee agrees to replace same at their sole cost and expense. Gulfstream shall not be responsible or liable to Grantee for any damage caused to the Pe1mitted Construction in the performance of such work or the exercise of such rights.

THIS CONSENT shall not serve to diminish or affect the rights granted to Gulfstream in the Original Easement Agreement.

THIS AGREEMENT shall be binding upon and shall inure to the benefit of the patties hereto, their heirs, executors, administrators, personal representatives, successors and assigns.

IN WITNESS WHEREOF, this Encroachment Agreement has been duly executed this _ _ _ _ day of

,2020.

Witness:

Print Name

By:_ _ _ _ _ _ _ _ _ _ _ _ _ _ _

Print Name and Title:

Address and Contact information :

STATE OF - - - - - - - - - - -

COUNTY OF _ _ _ _ _ _ _ _ _ _

I HEREBY CERTIFY that before me, a Notary Public in and for the County aforesaid, personally appeared ,known to me to be the_ _ _ _ _ _ _ _ _ _

of _ _ _ _ _ _ _ _ _ _ _ . and acknowledged that, being thereunto authorized, (s)he executed the foregoing agreement for the purposes therein contained, as an act and deed of

In witness whereof, I have set my hand and seal this day of ,2020.

(SEAL)

Notmy Public

My commission expires _ _ _ _ _ _ _ _ _

_ _ _ _ _ _ _ _ _ _ _ _ _ _ _ Remainder of page is blank_ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _

Witness:

l'Z6y <'YIE:001..-y6

u

GULFSTREAM NATURAL GAS SYSTEM, L.L.C.

By: GULFSTREAM MANAGEMENT &

OPERATING SERVICES, L.L.C., ITS OPERATOR

Print Name: Shawn Deutscher, Operations Manager

Me1,·ss"- /+aMhler-

STATEOF E\o6 da.

COUNTY OF Mo.na+ee.

I HEREBY CERTIFY that before me, a Notaiy Public in and for the State and County aforesaid, personally appeared 5 no,,,oD ei-Js c.be..c , known to me to be the

Opecab' QY\ s ec of GULFSTREAM NATURAL GAS SYSTEM, LLC and acknowledged

that, being thereunto authorized, (s)he executed the foregoing agreement for the purposes therein contained, as an act and deed of GULFSTREAM NATURAL GAS SYSTEM LLC.

In witness whereof, I have set my hand and seal this

..--;,: vp •·_•.. MELISSA HAJ.\MER

sI f day of T1.dy , 2020.

(SE

{f \-\ Notary Public • State of Florida

\\_ $! Commission# GG 227135

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Clean Energy for Florida's Future

June 11, 2020

Mr. George Isiminger

Manatee County Port Authority 300 Tampa Bay Way Suite 1

Palmetto, FL 34221

941-721-2330

EXHIBIT B

.

Gulfstream

• \

na tural oas s11s1em

Subject: Port Manatee lntermodal Cargo Yard Expansion Plans - Encroachment overLL200

Mr. Isiminger,

Gulfstream Natural Gas System has reviewed the plans provided under the email received on April 16, 2020 for the subject project. Gulfstream Natural Gas owns operates and maintains a 30" high pressure natural gas transmission pipeline within the northern zone of the proposed project limits. There is no conflict within the southern zone as proposed. Gulfstream provided an aerial map and the associated survey notes showing the pipeline location (email dated May 21, 2020) and William McDonald has field verified depth of coverage in the area of concern as indicated in the same email as being over 8 ft deep. (This is at the crossing at Norway Ave). The depth of coverage near the water is over 80 ft deep as this was an HOD installation. After reviewing the proposed elevation changes in this area of concern (Near Norway Ave), Gulfstream approves of the project as proposed.

During work that occurs within Gulfstream's easement the contractor will be required to follow the specifications outlined below in order to safely proceed with the proposed project.

1. An Encroachment /Foreign Line Crossing Permit will have to be issued prior to performing any work within our ROW. The agreement stipulates that you have received and understand the requirements, conditions and specifications contained within the permit. This permit is issued in the field by a Gulfstream representative.

   
   

2. An authorized Gulfstream representative must be on site prior to and during any surface disturbing work performed within our ROW. Gulfstream's representative will assist you, free of charge in determining the location of the pipeline, the right-of-way width and existing cover over the pipeline. William (Caleb) McDonald will be the primary contact for this project; Caleb can be reached at (727) 304-7383.

   
   

   Gulfstream Natural Gas System 4610 Buckeye Road

   Palmetto, FL 34221

   Phone: (941) 723-7100 Fax: (941) 723-7180

   Toll Free: BBB·GAS -4-FLA

   Clean Energy for Florida's Future

   
   

3. The exact pipeline location and depth will need to be field verified.

If you have any questions, please contact me at (251) 873-2602. Sincerely,

illi s.

Sam Wooley I Williams I Sr Engineer I Tactical Projects-Technical Services I Gulf East

Office: 251-873-2602 I Cell: 251-214-6438 I Fax: 251-873-26051

IGj'

fm

If you have received this message in error, please reply to advise the sender of the error and then immediately delete this message.

Cc: William McDonald Fred Deloach Melissa Hammer Jerry Knight

Gulfstream

Clean Energy for Florida's Future

June 30, 2020

Mr. George Isiminger

Manatee County Port Authority 300 Tampa Bay Way Suite 1

Palmetto, FL 34221

941-721-2330

natural oas sustem

Subject: Port Manatee lntermodal Cargo Yard Expansion Plans - Encroachment over LL200 (Addendum)

Mr. Isiminger,

Upon further review of the plans provided on April 16, 2020, Gulfstream Natural Gas System would like to add the following stipulation to the previous letter sent out on June 11, 2020:

1. Please provide a valve box over the GNGS gas transmission line located in the asphalt covered area west of Norway Ave centered over the covered portion of the pipeline. There are no specifications on the valve box except that it should be rated for the traffic.

   
   

   If you have any questions, please contact me at (251) 873-2602 or feel free to email me at sam.wooley@williams.com.

   
   

   Sincerely,

   
   

   
   

   ,..,. mS

   
   

   

   
   

   Sam Wooley I Williams I Sr Engineer I Tactical Projects-Technical Services I Gulf East

   Office: 251-873-26021 Cell: 251-214-64381 Fax: 251-873-2605 I

   

   - -- - ·r, tm

   If you have received this message in error, please reply to advise the sender of the error and then immediately delete this message.

   
   

   Cc: William McDonald Fred Deloach Melissa Hammer Jerry Knight

   July 28, 2020

   
   

   CONSENT

   AGENDA ITEM 1.G: HDR ENGINEERING INC. PROFESSIONAL SERVICES CONTINUING CONTRACT

   
   

   BACKGROUND:

   
   

   On May 19, 2020, the Authority certified the qualification of the firms and teams of firms for continuing Engineering, Geotechnical Engineering, Environmental and Planning professional services contracts as recommended by the Evaluation Committee and authorized negotiation of the continuing contracts to be brought back to the Port Authority for approval. On June 16, 2020, twelve (12) of the thirteen (13) firms selected were presented with completed contracts available upon request. One of the firms, HDR Engineering Inc., was delayed in providing its contract. The completed contract is now attached.

   
   

   ATTACHMENT:

   
   

   Port Manatee Professional Services Continuing Contract

   
   

   COST AND FUNDING SOURCE:

   
   

   N/A until Professional Service Agreements are entered into.

   
   

   CONSEQUENCES IF DEFERRED:

   
   

   Delay in the continuing contract for HDR.

   
   

   LEGAL COUNSEL REVIEW: Yes

   
   

   RECOMMENDATION:

   
   

   Move to approve and authorize the execution on behalf of the Port Authority of the contract with HDR Engineering Inc.

   Port Manatee Professional Services Continuing Contract

   
   

   MANATEE COUNTY PORT AUTHORITY,

   
   

   a political entity of the State of Florida, with offices located at Port Manatee, 300 Tampa Bay Way, Palmetto, FL 34221, hereinafter referred to as the "Authority", and

   
   

   HDR Engineering Inc.

   
   

   a professional services firm, with its principle place of business located at 4830 W Kennedy Blvd Suite 400 Tampa, FL 33609, hereinafter referred to as the "Consultant," for and in consideration of the mutual covenants of this Contract and other good and valuable consideration hereby agree as follows:

   
   

   ARTICLE 1. CONTRACT DOCUMENTS: This Contract consists of this document including attachments, the RFQ, and Consultant's response to the RFQ, as if all components were set forth herein verbatim. In the event of a conflict between the terms and conditions provided in this document including the attachments and the RFQ or response, the provisions in this document will prevail. No amendment will be effective until and unless reduced to writing and executed by the Parties.

   
   

   To the extent that the incorporated proposal addresses any terms inconsistent with the terms of this main Contract document, the inconsistent proposal terms do not apply.

   
   

   ARTICLE 2. SCOPE OF SERVICE: The Consultant shall perform and render engineering, architecture, planning and/or environmental services for various projects as required by the Port to function as a deepwater seaport on an as needed basis for a protracted period of time and the Consultant's services may include, but are not limited to, the necessary engineering, investigations, studies, cost estimating, planning, inspections, sampling, testing, environmental assessment, compliance, remediation, analysis, consulting, design, specifications, permitting, mitigation, monitoring, reporting, certification, procurement of professional services, procurement of construction, construction phase services, Engineer of Record services, as-built drawings, record drawings, drafting, surveying, hydrographic surveying, compliance, value engineering, architecture, master planning, strategic planning, comprehensive planning, capital improvement planning, transportation planning, land valuation and market analysis services.

   Services may include new construction and renovations/additions to existing facilities.

   
   

   The services that may be required of the Consultant include, but are not limited to, the following engineering disciplines:

   
   

   Site/Civil Structural Mechanical Electrical Waterfront Facilities Transportation Railroad Planning Environmental

   
   

   The Consultant shall perform all services in accordance with generally accepted professional standards. No other warranty, express or implied, is made or intended. The Consultant shall perform all services as expeditiously as is consistent with professional skill and care and the orderly progress of the work. All work of any kind must conform to and be in compliance with, and the consultant shall be familiar with applicable codes, laws, ordinances, regulations and restrictions, guidelines, standards, procedures and directives.

   
   

   The Consultant recognizes that funding for work to be performed under this contract may be made from the Florida Department of Transportation (the "FOOT"), pursuant to a Grant Agreement. Consultant will have to review any applicable Grant Agreement and agree to comply with all of the requirements under the Grant and complete the Engineer's Certification of Compliance to the Department if required by the Authority or FOOT, as a prerequisite to authorization of work covered by a Grant under this contract. Failure of the Consultant to comply with any provision of the Grant will be grounds for immediate termination of this Contract and potential liability to the Port for loss of grant money.

   
   

   ARTICLE 3. COMPENSATION: The Authority shall pay the Consultant for services performed or rendered for the Authority pursuant to the terms of this Contract the amount applicable to the portion of the services completed pursuant to the Contract, including but not limited to the related reimbursable expenses if applicable. The amount of compensation paid to the Consultant shall in no event exceed the amount set forth in the Contract. The amount of per diem and travel expenses paid by the Authority to the Consultant must be limited to the extent set forth in Section 112.061 of the Florida Statutes if applicable. Payment may be made by the Authority to the Consultant based upon invoices or statements periodically (but no more than once a month) and timely submitted by the Consultant to the Authority that sufficiently document, itemize, and report all compensation expenses claimed. Recognizing that the Authority is a public entity, the Consultant shall provide all of the necessary documents and records to the Authority, the Clerk of the Circuit Court of Manatee County, Florida on behalf of the Authority, and to any independent auditor of the Authority upon request, using forms as provided by the Authority, as necessary pursuant to acceptable accounting standards applicable to public bodies and to provide the necessary audit trail and justification for the Authority paying said compensation and expenses.

   
   

   Compensation to the Consultant will be based on terms set forth in a Professional Services Authorization (PSA). Said compensation will be the total compensation for the services and must contain all costs to include salaries, office operation, transportation, equipment, overhead, general and administrative, incidental expenses, fringe benefits and operating margin.

   
   

   "Task," as used in the Contract, refers to particular categories/groupings of services.

   
   

   ARTICLE 4. REIMBURSABLE EXPENSES: All costs of providing the Scope of Services will be the responsibility of the Consultant with no separate reimbursement by the Authority for any direct costs.

   
   

   ARTICLE 5. SUBCONTRACTORS AND SUBCONSULTANTS: lfit should become

   necessary for the Consultant to utilize the services of an associated firm, a subcontractor or a Subconsultant, in matters relating to the scope of services, then the identity of the associated firm, a subcontractor or a Subconsultant shall be set forth in the particular PSA. The Consultant shall require each such associated engineering firm, subcontractor or Subconsultant to adhere to the appropriate provisions of this Contract and the utilization of any such associated engineering firm, subcontractor or Subconsultant by the Consultant shall not relieve the Consultant from any liability or responsibility to the Authority pursuant to the provisions of this Contract or any duly executed PSA. The Consultant shall not sublet, assign or transfer any work under this Contract to another associated firm, a subcontractor or a Subconsultant without the prior written consent of the Authority.

   ARTICLE 6. AUTHORIZATION OF OPTIONAL OR ALTERNATIVE PROFESSIONAL

   SERVICES: No work is guaranteed under this Contract. The Consultant shall provide services described in Attachment A: Professional Services Proposal as optional or alternative only after receipt of written specific authorization from the individual or individuals authorized pursuant to the "Contract Administration" section of this Contract.

   
   

   ARTICLE 7. AUTHORIZATION OF PROFESSIONAL SERVICES: The Consultant shall

   provide services only after receipt of a written Professional Services Authorization (PSA) issued in accordance with this Contract in the attached form. PSAs must be signed by the Consultant and the Authority and will constitute supplemental agreements entered into under the terms and conditions of this Contract.

   
   

   Each PSA must establish the following:

   
   

   l. A PSA number;

2. A title for the project;

3. A general description of the purpose of the work;

4. A clear and concise description of each item of the scope of the services to be performed in sufficient detail to reasonably assure both Parties as to the extent and cost of each service to be performed;

5. The scope items to which a lump sum fee applies and the total compensation that will be paid to the Consultant by the Authority for completion of the project services;

6. The scope items to which time charges apply and the maximum total compensation amount to which they are limited for each scope item;

7. The maximum total amount to which reimbursement of related expenses is limited;

8. Deliverables;

9. The committed date of completion of the services, with intermediate milestone dates where appropriate;

10. Subconsultants to be utilized, the scope items in which they will be involved, and the above-referenced fees and expenses attributable to them;

11. Any additional details that may be required to describe the duties and obligations of the Parties with respect to a particular PSA;

12. A designated person to act on the Consultant's behalf on all matters concerning the PSA; and

13. Reference to any applicable grants used to fund the work and its requirements.

Each PSA must be accompanied by a signed "Truth in Negotiation Certificate" using the form included in Attachment A.

The Executive Director of Port Manatee may approve on behalf of the Authority additional services PSA where the total project's fee, reimbursable expenses and other compensation to the Consultant do not exceed the threshold amount set forth in the Manatee County Port Authority Procurement Policy, as amended from time to time. Any single PSA in excess of the specified threshold amount may not be effected, unless and until the document has been approved by the Authority and signed on behalf of the Authority. The PSA may not be purposefully divided to increase the delegated authority provided to the Executive Director.

The Parties shall negotiate in good faith the tenns of each proposed additional services PSA. If the Parties are not able to negotiate in good faith the tenns of a particular proposed PSA, no services shall be performed by the Consultant in reliance thereon.

Consultant is expected to identify and include, or expressly exclude, all services in the applicable engineering dis iplines that would be reasonably expected to be necessary to complete the project. Additionally, services reasonably expected include those services potentially necessary depending on known factors that have yet to be resolved and those services reasonably expected are to be identified with the fee for such services subject to resolution. All reasonably expected services not expressly excluded, even if not specifically expressed, will be required without additional fees.

Consultant acknowledges and agrees that time is of the essence with respect to its perfonnance under this Contract and any PSA.

If the project described in any PSA is suspended, canceled, or abandoned by the Authority, without affecting any other PSA or this Contract, the Consultant must be given seven (7) calendar days prior written notice of such action and shall be compensated for professional services provided up to the date of suspension, cancellation or abandonment.

Port Authority approval of certain PSAs will be subject to FOOT approval pursuant to terms of the applicable grants.

ARTICLE 8. AUTHORITY COOPERATION: The Authority shall, at its sole cost, furnish to the Consultant all reasonably available books, plans, records, studies and other documents and information in the possession of the Authority to assist the Consultant in perfonning services pursuant to this Contract. The Authority does not warrant the accuracy or completeness of the information authored by third parties. The Consultant is responsible for independently verifying the infonnation contained in the documents provided.

ARTICLE 9. PROPERTY OF THE AUTHORITY: All reports, studies, plans, specifications, maps and data prepared or obtained by the Consultant pursuant to any duly executed PSA must become the property of the Authority and must be made available to the Authority upon request at any reasonable time, including all finished or unfinished documents and other data prepared or obtained by the Consultant upon the termination of this Contract in whole or in part. Documents shall be provided in original searchable electronic format (as opposed to scanned with OCR).

Consultant may not be held liable for the accuracy or reliability of any partially completed work clearly identified as partially completed and delivered in accordance with this provision. The Consultant will have the right to retain reproducible copies of said documents or other data. Any reuse of said documents or other data by the Authority without written verification or adaptation by the Consultant for the specific use intended will be at the sole risk of the Authority and without liability or legal exposure to the Consultant.

ARTICLE 10. CONTRACT ADMINISTRATION: The Authority hereby authorizes the Executive Director of Port Manatee to administer the terms and conditions of this Contract on behalf of the Authority and to make all managerial decisions on behalf of the Authority as they relate to the provisions of this Contract. The Executive Director has the authority to transmit instructions, receive information, interpret and define the policy of the Authority and decisions pertinent to services covered by this Contract. The Executive Director has the right from time to time to designate such other employee of the Authority as the Executive Director may deem advisable to perform administrative and managerial functions as they relate to provisions of this Contract.

For the purposes of this Contract, the Senior Director and Port Engineer, Department of Engineering, Planning and Environmental Affairs, is the designated Contract Manager.

For the purposes of this Contract, Mike Freiner is designated as the person to act on the Consultant's behalf on all matters concerning this Contract.

ARTICLE 11. NOTICE: Any notice or other writings permitted or required to be delivered under the provisions of this Contract must be in writing and be delivered by sending the notice by personal delivery, electronic mail, U.S. regular mail, or U.S. express mail in any event with sufficient postage affixed, and addressed as follows:

If to Authority:

Manatee County Port Authority 300 Tampa Bay Way

Palmetto, FL 34221 Attention: Executive Director

Email: cbuqueras@portmanatee.com

If to Consultant:

Mike Freiner Project Manager

4830 W Kennedy Blvd Suite 400

Tampa, FL 33609

Either party may change said address by notice in writing to the other party in the manner provided in this Contract.

ARTICLE 12. ACCESS TO THE PORT: Access to Port Manatee is controlled pursuant to seaport security requirements that change from time to time to comply with applicable governing laws, rules and regulations. The Consultant is responsible for compliance with all of the applicable seaport security requirements, including obtaining Transportation Worker Identification Credentials (TWIC) as necessary for access to the Port to perform the services pursuant to this Contract. Port Manatee Security Access Control at (941) 722-6455 is the appropriate contact for information on the latest requirements. Escorts needed due to lack of TWIC credentials will not be provided by the Authority.

ARTICLE 13. AUTHORITY REPRESENTATIONS: The Authority owns and operates public seaport facilities in northwest Manatee County, Florida, known as "Port Manatee."

The Authority conducted public announcement, qualification, competitive selection and competitive negotiation procedures for this contract in accordance with Section 287.055 of the Florida Statutes, the Consultants' Competitive Negotiation Act (CCNA). The request for proposals (RFQ-1-0-2020/JZ PROFESSIONAL SERVICES CONTINUING CONTRACT)

(the "RFQ") was publicly advertised on March 9, 2020. (25) submittals were received by the deadline, including the Consultant's submittal. The submittals were opened on April 14, 2020. An Evaluation Committee met publicly on April 28, 2020 and reached consensus on the short lists. The Authority certified the short-listed firms, which included the Consultant, as qualified and authorized negotiation of the contract at its May 19, 2020, public meeting.

The Authority has determined that it is necessary, expedient, and in its best interest to enter into this Contract with the Consultant for the performance of professional consulting services in connection with Port Manatee.

ARTICLE 14. CONSULTANT REPRESENTATIONS: The Consultant submitted and stands behind its submittal in response to the above RFQ as accepted into the record of the Authority on April 14, 2020, with the knowledge that the Authority is relying thereon as an inducement for entering into this Contract. The Consultant acknowledges that the Authority also relied upon the Consultant's representations identified in this Contract as an inducement for entering into this Contract.

The Consultant is legally authorized to and, by capacity and experience, is qualified to perform and render all of the professional consulting engineering services identified in this Contract and the professional qualifications of the Consultant was material inducement for the Authority to enter into this Contract with the Consultant.

The Consultant, in representing the Authority, shall promote the best interest of the Authority and assume towards the Authority a responsible professional relationship consistent with mutual confidence and fair dealing between Consultant and the Authority.

The Consultant warrants that it has not employed or retained any company or person, other than a bona fide employee working solely for the Consultant, to solicit or secure this Contract and that is has not paid or agreed to pay any persons, company, corporation, individual or firm, other than a bona fide employee working for the Consultant any fee, commission, percentage, gift, or any

other consideration, contingent upon or resulting from the award or making of this Contract. Consultant represents that it has complied with the provision of Section 287.055(6) of the Florida Statutes.

The Consultant currently has no potential or actual conflict of interest with respect to providing professional services to the Authority. The Consultant agrees to notify the Authority in writing of any commitments during the term of this Contract which may constitute a potential or actual conflict of interest with respect to the professional services to be performed for the Authority. The Consultant agrees that it must not knowingly engage in any contractual or professional obligations that create an appearance of a conflict of interest with respect to the service provided pursuant to this Contract.

ARTICLE 15. PROFESSIONAL SERVICES AUTHORIZATIONS FOR ADDITIONAL

SERVICES: If the Parties are not able to negotiate in good faith the terms of a particular proposed PSA, the Authority reserves the right, without prejudice to this Contract, to negotiate for the performance of said services by another qualified firm.

The Authority reserves the right to enter into contracts with other firms for similar services and negotiate with separate firms for separate parts of a single project. The Consultant is not promised or guaranteed any amount of additional work or fees as part of this Contract.

ARTICLE 16. SUPPLEMENTAL SERVICES: It is the intention of this Contract to provide for the performance and rendering of professional consulting services supplemental to any professional consulting services rendered or performed by any other consultant for the Authority and provide the Authority with additional access to professional consulting services when the abilities, costs or work load of any professional consultant under contract with the Authority or any other relevant factors make it impractical or not feasible or less advantageous to use any other professional consultant under contract with the Authority.

ARTICLE 17. DURATION, REVIEW AND TERMINATION: The Contract shall commence on the day and year as shown below and continue in force for a period of not more than 5 years, with four( 4), 5-year options to extend the Contract at the Authority's discretion, subject to annual review by the Authority and termination at the election of either party as described below. The Authority may annually review this Contract and the Consultant's performance and may make a determination as a result of the review to terminate the Contract or make such modification to this Contract as the Authority may deem appropriate and to which the Consultant may agree. If the Authority determines that the performance of the Consultant is not satisfactory, the Authority shall have the option of: 1) immediately terminating the Contract, or 2) notifying the Consultant of the deficiency with a requirement that the deficiency be corrected within a specified time otherwise the Contract will be terminated at the end of specified time. The Consultant shall be paid only for that work satisfactorily performed for which costs can be substantiated. All work in progress will become the property of the Authority and will be promptly delivered to the Authority by the Consultant.

This Contract may be terminated in its entirety by either party giving at least 30 calendar days prior written notice to the other party. If the Contract is terminated, the Consultant must

continue to perform for the remaining 30-day time period in accordance with all previous issued PSAs, except to the extent Consultant is directed by Authority in writing to cease performance of any or all such previously issued PSAs. The Consultant will be entitled to compensation for all services rendered or performed on outstanding PSAs through the date of the termination together with all costs and expenses incurred in connection therewith, but the Consultant will not be entitled to any other or further recovery against the Authority, including, but not limited to, anticipated fees or profit on services not required to be performed. The Authority shall determine that portion of the fee earned for any incomplete PSA based on the ratio of such part of the PSA that has been completed relative to the entire PSA. Any such determination must be made in the Authority's sole discretion.

The Consultant will be considered in material default of this Contract and such default will be considered cause for the Authority to terminate this Contract, in whole or in part, for any of the following reasons: (a) failure to begin services authorized under any particular PSA within the time specified in that PSA, or (b) failure to properly and timely perform the services required hereunder or as directed by the Authority, or (c) the bankruptcy or insolvency or a general assignment for the benefit of creditors by Consultant or by any of Consultant's principals, partners, officers or directors , or (d) failure to provide access to public records, or (e) failure to comply with the Grant or grant requirements, if project funding is through a grant, or (f) having been found to have been placed on the Scrutinized Companies that Boycott Israel List or is engaged in a boycott of Israel, or (g) failure to obey and comply with any applicable laws, ordinances, regulations, agency agreements or other codes of conduct, or (h) Consultant otherwise materially breaches this Contract. In any such event, the Authority may terminate this Contract, in whole or in part, by giving Consultant seven (7) calendar days' written notice. In the event of any such termination, the Authority will not be obligated to make any further payments to Consultant until such time as the Authority has determined all direct costs, expens es, losses and damages which the Authority may have incurred as a result of such default by Consultant, whereupon the Authority will be entitled to set off all costs, expenses, losses and damages so incurred by the Authority against any amounts due Consultant for services properly performed.

ARTICLE 18. QUALITY OF PROFESSIONAL CONSULTING SERVICES: The services

must be performed by the Consultant to the reasonable satisfaction of the Authority and all questions, difficulties and disputes of any nature whatsoever that may arise under or by reason of this Contract, any duly executed PSA, the prosecution fulfillment of the services in this Contract and the character, quality, amount and value thereof which cannot be settled by mutual agreement of the Parties will be settled by recourse to litigation under Florida law in the appropriate court in Manatee County, Florida.

ARTICLE 19. INDEMNIFICATION: To the greatest extent permitted by law, the Consultant shall indemnify, save and hold harmless the Authority, its officers, directors, employees, and agents from and against claims, causes of action, lawsuits, damages, judgments, losses and expenses, whether direct, indirect or consequential, including but not limited to, bodily injury, sickness, disease or death, personal injury, or injury to or destruction of tangible property, including loss of use, to the extent such claims are caused by the negligent or reckless acts or errors or omissions, or wrongful or willful acts by the Consultant, any Subconsultant or any other person or organization employed by Consultant to perform or furnish any of the services required hereunder, or anyone for whose acts any of them may be liable. This indemnity must include, but not be limited to, reasonable charges of engineers, attorneys, legal assistants, and other professionals, and costs of both defense and appeal in a court of law, or arbitration, or other tribunal, for any reason. This indemnification must also include claims, damages, losses and expenses, including reasonable attorneys', experts', and legal assistants' fees and costs, to the extent caused by infringement of patents or copyrights, or public record violations incident to providing the services required hereun der. It is specifically understood and agreed that this indemnification agreement does not cover or indemnify the Authority for its own negligence. It is the specific intent of the Parties that that this indemnification provision complies with section 725.08, Fla. Stat. It is further the specific intent and agreement of the Parties that all of the contract documents of any project for which the Consultant provided services be hereby

amended to include this indemnification provision. Consultant expressly agrees that it will not claim, and waives any claim that this article violates section 725.06, Fla. Stat. or is unenforceable pursuant to section 725.06, Fla. Stat. This indemnification provisions shall include claims made by an employee of Consultant or any subconsultant again the Authority and the Consultant waives any entitlement to immunity under section 440.01 l, Fla. Stat. This Indemnification must survive completion or termination of this Contract. Nothing contained in this Agreement is intended to nor will it constitute a waiver of any immunity or limitation of liability the Authority may be entitled to under the doctrine of sovereign immunity or section 768.28, Fla. Stat.

In the event that State of Florida, Department of Transportation grant funding is involved, to the fullest extent permitted by law, the Consultant shall indemnify and hold harmless the State of Florida, Department of Transportation, including the Department's officers and employees, 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 the Consultant an person employed or utilized by the Consultant in the performance of this Contract. This indemnification survives termination of this Contract. Nothing contained in this paragraph is intended to nor will it constitute a waiver of the State of Florida and the Authority's sovereign immunity.

ARTICLE 20. INSURANCE: During the term of the Contract, the Consultant shall provide, pay for, and maintain with insurance companies satisfactory to the Authority, the types of insurance described in this Contract. All insurance must be from responsible insurance companies eligible to do business in the State of Florida. The required policies of insurance must be performable in Manatee County, Florida, and shall be construed in accordance with the laws of the State of Florida.

The Authority must be specifically included as an Additional Insured on the Consultant's

Commercial General Liability, Umbrella Liability and Business Automobile Liability policies and must also provide the "Severability of Interest" provision (a/k/a "Separation of Insured's" provision). The Authority's additional insured status should be extended to the Completed Operations coverage. ISO's standard "Blanket Additional Insured" will not be acceptable.

The Consultant shall deliver to the Authority, prior to the Authority issuing the PSA, properly executed "Certificate(s) of Insurance," setting forth the insurance coverage and limits required in this Contract. The Certificates must be personally, manually signed by the authorized representative of the insurance company(s) shown on the Certificate oflnsurance. In addition, certified, true and exact copies of the insurance policies required in this Contract must be provided the Authority, on a timely basis, ifrequested by the Authority.

The Consultant shall take immediate steps to make up any impairment to any Aggregate Policy Limit upon notification of the impairment. If at any time the Authority requests a written statement from the insurance company(s) as to any impairment to the Aggregate Limit, the Consultant shall promptly authorize and have delivered such statement to the Authority.

The Consultant authorizes the Authority and/or the Authority's insurance consultant to confirm all information furnished to the Authority, as to its compliance with its Bonds and Insurance Requirements, with the Consultant's insurance agents, brokers, surety, and insurance carriers. The insurance coverage required of the Consultant must be primary to any insurance or self­ insurance program carried by the Authority. The Authority's insurance or self-insurance programs or coverage must not be contributory with any insurance required of the Consultant in this Contract.

The acceptance of delivery to the Authority of any Certificate of Insurance evidencing the insurance coverage and limits required in the Contract does not constitute approval or agreement by the Authority that the insurance requirements in the Contract have been met or that the insurance policies shown in the Certificates oflnsurance comply with the Contract requirements .

No work governed by this contract or occupancy of the premises owned or occupied by the Authority may commence at the site unless and until the required Certificate(s) of Insurance are in effect and the PSA and written Notice to Proceed are issued to the Consultant by the Authority.

The insurance coverage and limits required of the Consultant under this Contract are designed to meet the minimum requirements of the Authority. They are not designed as a recommended insurance program for the Consultant. The Consultant alone will be responsible for the sufficiency of its own insurance program. Should the Consultant have any question concerning its exposures to loss under this Contract or the possible insurance coverage needed therefore, it should seek professional assistance.

The Authority and its Tenants may continue to operate their businesses on the Authority's premises during the activities of the Consultant. No property used in connection with their activities may be considered by the Consultant's insurance company as being in the care, custody, or control of the Consultant.

Should any of the required insurances specified in this Contract provide for a deductible, self­ insured retention, self-insured amount, or any scheme other than a fully insured program, and the insurance company providing the coverage will not agree in writing to pay the deductible or retention including the costs of defense as provided for in its policy without consideration of the deductible or retention in the settlement of insured claims, then the Consultant agrees, if required by the Authority, to provide, pay for, and maintain a surety bond acceptable to the Authority from an insurance company acceptable to the Authority (or a standby irrevocable Letter of Credit acceptable to the Authority) in the amount of the deductible or retention, guaranteeing payment of the deductible or retention. Said guarantee is to continue for four (4) years following completion of the Work.

All of the required insurance coverage must be issued as required by law and shall be endorsed, where necessary, to comply with the minimum requirements contained in this Contract.

Consultant shall give the Authority thirty (30) calendar days advance written notice of any cancellation, intent not to renew any policy and/or any change that will reduce the insurance coverage required in this Contract, except for the application of the Aggregate Limits Provisions.

Renewal Certificate(s) oflnsurance must be provided to the Authority at least twenty (20) calendar days prior to expiration of current coverage so that there will be no interruption in the work due to lack of proof of the insurance coverage required of the Consultant in this Contract. If the Consultant fails to provide or maintain the insurance coverage required in this Contract at any time during the term of the Contract, the Authority may terminate or suspend this Contract.

If the Consultant utilizes contractors or sub-contractors to perform any work governed by this Contract, the Consultant will ensure all contractors and sub-contractors maintain the same types and amounts of insurance required of the Consultant. In addition, the Consultant will ensure that the contractors and sub-contractors insurances comply with all of the Insurance Requirements specified for the Consultant contained within this Contract. The Consultant shall obtain Certificates oflnsurance comparable to those required of the Consultant from all contractors and sub-contractors. Such Certificates of Insurances must be presented to Authority prior to the subcontractor beginning work.

SPECIFIC INSURANCE COVERAGES AND LIMITS:

The Consultant must comply with all requirements in this Insurance Section in full unless excused from compliance in writing by the Authority. The amounts and types of insurance must conform to the following minimum requirements. Current Insurance Service Office (ISO) or National Council on Compensation Insurance (NCCI) policies, forms, and endorsements or broader must be used where applicable. Notwithstanding the foregoing, the wording of all policies, forms, and endorsements must be acceptable to the Authority.

Workers' Compensation and Employers' Liability Insurance must be maintained in force during the term of this Contract for all employees engaged in this work under this Contract, in accordance with the laws of the State of Florida. The minimum acceptable limits are:

Workers' Compensation: Employer's Liability:

Florida Statutory Requirements

$1,000,000.00 Limit Each Accident

$1,000,000.00 Limit Disease Aggregate

$1,000,000.00 Limit Disease Each Employee

USL&H Coverage must be maintained by the Consultant if any of the work governed by this Contract or any of the Consultant's employees may be entitled to benefits specified in the United States Longshoremen and Harbor Workers (USL&H) Act (33 USC sections 901-950). The minimum acceptable limits under such coverage must be no less than $1,000,000.

Jones Act Coverage must be maintained by the Consultant if any of the work governed by this Contract involves the use of any watercraft (regardless of size). Such coverage must comply with the Federal Jones Act (46 U.S.C.A, subsection 688). The minimum acceptable limits under such coverage must be no less than $1,000,000.

Commercial General Liability Insurance must be maintained by the Consultant on the Full Occurrence Form. Coverage must include but not be limited to Premises and Ope rations, Personal Injury, Contractual Liability, Independent Contractors, Broad Form Property Damage, and Products & Completed Operations Coverage and may not exclude coverage for the "X" (explosion), "C" (collapse) and "U" (underground) Property Damage Liability exposures. Limits of coverage must not be less than:

Bodily Injury & Property Damage Liability: $1,000,000.00 Combined Single Limit each occurrence and aggregate.

Completed Operations Liability Coverage must be maintained by the Consultant for a period of not less than four (4) years following Final Completion and Acceptance by the Authority.

The use of an Excess and/or Umbrella policy will be acceptable if the level of protection provided by the Excess and/or Umbrella policy is no less restrictive then the Primary General Liability policy.

Business Automobile Liability Insurance must be maintained by the Consultant as to ownership, maintenance, use, loading and unloading of all owned, non-owned, leased or hired vehicles with limits of not less than :

Bodily Injury: $1,000,000.00 Limit Each Accident

Property Damage Liability: $1,000,000.00 Limit Each Accident or

Bodily Injury & Property Damage Liability: $1,000,000.00 Combined Single Limit Each Accident

Professional Liability [nsurance must be maintained by the Consultant that will respond to claims arising out of any professional services provided by the Consultant. The minimum

acceptable limits of such coverage must be $2,000,000 per claim and in aggregate and must be maintained for a minimum of 4 years following the termination of this agreement.

The Consultant must maintain Watercraft Liability Insurance if any of the services provided by the Consultant or any of its sub-consultants require the use of any watercraft that is in excess of 26 feet in length. The minimum acceptable limits of such coverage must be $1,000,000.

The Consultant must maintain Aircraft Liability Insurance if any of the services provided by the Consultant or any of its sub-contractors require the use of any aircraft. The minimum acceptable limits of such coverage must be $1,000,000.

ARTICLE 21. PROFESSIONAL LIABILITY: The Consultant recognizes that the registered persons practicing engineering with the Consultant as provided in Chapter 471 of the Florida Statutes are not relieved from personal liability for their professional acts and each registered person practicing engineering with the Consultant who performs consulting engineering services for the Authority pursuant to this Contract or any particular PSA will be liable in accordance with section 471.023(3) of the Florida Statutes.

ARTICLE 22. LEGAL RESTRAINTS AND LIMITATIONS: The Consultant acknowledges that the Authority, as a unit of local government and as a subdivision of the State of Florida, is subject to controls, limitations, regulations and restraints imposed or administered pursuant to numerous applicable laws, ordinances, agreements, rules and regulations of federal, state, regional and certain local jurisdictions, governmental agencies or authorities. Additionally, the Consultant acknowledges that the Authority often receives grants and participates in grant or funding agreements from federal and state agencies. All service·s rendered or performed by the Consultant pursuant to any duly executed PSA will be in conformance therewith.

In performing services, Consultant must be responsible for identifying and assisting the Authority in obtaining all permits necessary to complete the services.

The Authority retains the Consultant only for the purposes and to the extent set forth in this Contract, and its relationship with the Authority will, during the term of this Contract, be that of an independent contractor. Consultant has discretion, subject to the requirement that it performs the services required in this Contract competently and professionally in accordance with the applicable professional standards and otherwise complies with the terms of this Contract, to select the means and methods of performing such services. In this regard, Consultant will be fully responsible for the employment, direction, supervision, compensation and control of any and all persons employed or retained by Consultant. Neither Consultant nor Consultant's contractors, subcontractors, consultants, Subconsultants, suppliers, experts or other persons or organizations retained or utilized by Consultant for the services required in this Contract will be considered by reason of the provisions of this Contract or otherwise as being an employee or agent of the Authority. Consultant shall comply with all workers' compensation, employers' liability and other Federal, State, and municipal la ws, ordinances and regulations required of an employer performing services as contemplated in this Contract. Furthermore, Consultant is responsible for paying all income and employment taxes, and the Authority will not be responsible for collecting and/or paying withholding, FUTA, FICA and any other state or federal

taxes.

At all times during the performance of any of the services required hereunder, Consultant must comply with Title VII of the Civil Rights Act of 1964, as amended (45 C.F.R. Part 1010), and the Florida Civil Rights Act of 1992. Consultant may not discriminate in any form or manner against its employees or applicants for employment on the basis of race, color, national origin, religion, sex, age, handicap or marital status. Further, Consultant shall comply with all applicable rules, regulations or executive order promulgated to give effect to the Civil Rights Act of 1964, as amended.

In accordance with FOOT policy, projects funded with FOOT funding shall provide Disadvantaged Business Enterprises ("DBE") an opportunity to participate in the performance of the Contract. In the event that State of Florida, Department of Transportation grant funding is involved, Consultant agrees to ensure that DBEs have the opportunity to participate in the performance of any Contract or PSA funded with FOOT funding and that Consultant shall take necessary and reasonable steps to ensure such opportunities. The Authority and its Consultant, Contractors, and subcontractors must not discriminate on the basis of race, color, national origin, or sex in the performance of any Contract or PSA funded with FOOT funding.

In the event that state or federal funding is involved, the Consultant shall utilize the U.S. Department of Homeland Security's E-Verify system to verify the employment eligibility of all new employees hired by the Consultant/sub-consultant during the contract term and require all of its sub-consultants performing work or providing services pursuant to this contract to do the same.

ARTICLE 23. LITIGATION AND ADMINISTRATIVE PROCEEDINGS: In the event the

Consultant is authorized by a duly executed PSA to become involved in litigation or administrative proceedings as a witness for the Authority or in any other professional assignment connected with litigation or administrative proceedings, the compensation or fee to the Consultant for such services will not be related to the findings of any court or administrative agency concerning the adequacy or inadequacy of the compensation or fee. The Authority will pay the Consultant compensation for said services in the manner set forth in the particular Authorization regardless of the decision in any such litigation or administrative proceedings.

ARTICLE 24. LEGAL QUALIFICATIONS AND ETHICAL CONSIDERATIONS: The

Consultant warrants it is duly permitted by the laws of the State of Florida to render engineering services in the State of Florida and that one or more of its officers and employees are duly registered as professional engineers in the State of Florida. The Consultant recognizes that in rendering or performing professional services pursuant to the provisions of this Contract, the Consultant is working for the residents of Manatee County, Florida, subject to public observation, scrutiny and inquiry and based upon said recognition, the Consultant shall in all of its relationships with the Authority pursuant to the provisions of this Contract conduct itself in accordance with all of the recognized applicable ethical standards set by any related national societies, and the reasonable traditions to perform services.

The Consultant acknowledges that the portion of its books and records related to its contracting

activities with the Authority may become subject to inspection and copying under the Florida Public Records Act. The Consultant agrees to comply with the Florida Public Records Act, as applicable, including, but not limited to section 119.0701 of the Florida Statutes. The Consultant agrees, to the extent required by law, to:

1. keep and maintain public records that ordinarily and necessarily would be required by the public agency in performing the services of the Contract and meeting any grant agreement requirements;

2. provide the public with access to the public records under the same terms and conditions that the Authority, and Department of Transportation (DOT), if applicable, would provide the records and at a cost that does not exceed the cost provided for by law;

3. ensure that the public records that are exempt or confidentia l, and exempt from public record disclosure requirements, are not disclosed, except as authorized by law; and

4. meet all requirements where retained public records and transfer, at no cost, to the Authority, and DOT, if applicable, all public records in possession of the Consultant, upon termination or completion of the Contract and destroy any duplicate public records that are exempt or confidential, or exempt from public record disclosure requirements.

Furthermore, the Consultant agrees that all records stored electronically will be provided to the Authority, and DOT, if applicable, in a format that is compatible with the information technology systems of the Authority, and DOT, if applicable. The Consultant shall promptly provide the Authority with a copy of any request to inspect or copy public records that Consultant receives and a copy of the Consultant's response to each request. The Consultant understands and agrees that failure to provide access to the public records will be grounds for unilateral cancellation of the Contract, its amendments, and PSAs.

IF THE CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONSULTANT'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT THE AUTHORITY AT (941) 722-6621; 300 TAMPA BAY WAY, PALMETTO, FL 34221; EMAIL: TDAUGHERTY@PORTMANATEE.COM.

Consultant has been made aware of the Florida Public Entity Crimes Act,§ 287.133, Florida Statutes, specifically section 2(a), and the Authority's requirement that the Consultant has complied with it in all respects prior to and will comply with it in all respects during the term of this Contract.

Consultant has been made aware of the prohibition against contracting with scrutinized companies pursuant to Section 287.135, Florida Statutes, and the Authority's requirement that the Consultant has complied with it in all respects prior to and will comply with in all respect during the term of this Contract.

Consultant agrees to comply with Section 20.055(5), Florida Statutes, and to incorporate in all subcontracts the obligation to comply with Section 20.0555(5), Florida Statutes.

ARTICLE 25. NO WAIVER OF SOVEREIGN IMMUNITY: Nothing in this Contract may be interpreted as a waiver by the Authority of its rights, including the limitations of the waiver of immunity, as set forth in Florida Statutes 768.28, or any other statutes, and the Authority expressly reserves these rights to the full extent allowed by law. This provision survives completion or termination of this Contract.

ARTICLE 26. SEVERABILITY: It is understood and agreed by the Parties that if any part, term or provision of this Contract is held to be illegal or in conflict with any law, the validity of the remaining portions or provisions will not be affected, and the rights and obligations of the Parties must be construed and enforced as if the Contract did not contain the particular part, term or provision held to be invalid.

ARTICLE 27. SUCCESSORS AND ASSIGNS: This Contract is binding on successors, assigns, and legal representatives of and persons in privity of contract with the Authority or Consultant. The Consultant may not sublet, assign, or transfer this Contract, any PSA or any other work specifically set forth under this Contract without the prior written consent of the Authority, which consent may be withheld in the Authority's sole discretion. This provision survives completion or termination of this Contract.

ARTICLE 28. JURISDICTION AND VENUE: The Contract is governed by and construed under the laws of the State of Florida. Venue for any action arising under the Contract lies exclusively in state courts in Manatee County, FL. Each Party consents to the jurisdiction of such court in any such civil action or legal proceeding and waives any objection to the aforeseaid laying of venue of any such civil action or legal proceeding in such court. This provision survives completion or termination of this Contract.

ARTICLE 29. INTERPRETATION: The Parties represent and warrant that they have entered into this Contract relying wholly upon their own judgment, belief, and knowledge of the nature, extent, effect, and duration of any actions, damages, and liability therefore. The Parties represent that they enter into this Contract without relying upon any statement or representation of the adverse parties other than what has been set forth in writing in this Contract. The Parties represent that they have had the opportunity to discuss this matter with counsel of their choosing and are satisfied with its counsel and the advice received. The Parties understand this Contract's contents and agree that this Contract may not be construed more strongly against any party to this Contract, regardless of who is responsible for its preparation or drafting. The Parties further declare and represent that no promise, inducement, agreement or understanding not expressed in this Contract has been made to an adverse party and that this Contract contains the entire agreement between the Parties hereto and that the terms of this Contract are contractual and not a mere recital. All the Parties drafted this Contract jointly, and no term, condition or provision of this Contract may be construed more strictly against any Party.

The captions and headings in this Contract are for convenience of reference only and in no way define or limit the scope or content of this Contract or in any way affect its provisions.

ARTICLE 30. AGREEMENTS RELATING TO CONSIDERATION: Each party

acknowledges and agrees that the covenants under this Contract, together with the consideration exchanged hereunder, constitute full, fair and valuable consideration for the transfers, transactions and releases required of and by the Parties pursuant t9 the provisions of this Contract and that, by virtue of the above-referenced consideration, the Parties have received reasonably equivalent value in exchange for their obligations under this Contract. The Parties acknowledge and agree that each has received and reviewed a copy of this Contract in the presence of their respective, independent counsel retained by them. Each party understands the purport, tenor, and effect of this Contract, and has entered into this Contract freely and voluntarily.

ARTICLE 31. AUTHORITY TO EXECUTE: Each of the Parties covenants to the other party to this Contract that it has lawful authority to enter into this Contract, that the governing or managing body of each of the Parties has approved this Contract and that the governing or managing body of each of the Parties has authorized the execution of this Contract in the manner hereinafter set forth.

IN WITNESS WHEREOF, the Parties have caused this Contract to be duly executed, in

duplicate, this the day of 2020.

ATTEST: ANGELINA COLONNESO CLERK OF CIRCUIT COURT

MANATEE COUNTY PORT AUTHORITY

By: _ _ _ _ _ _ _ _ _ _ _ _

AUTHORITY

WITNESSES: HDR Engineering Inc.

CONSULTANT

Attachment A

TRUTH IN NEGOTIATION CERTIFICATE

This Certificate is executed and given by the undersigned as a condition precedent to entering into this Contract:

HDR Engineering Inc.

pursuant to the Port Manatee Professional Engineering Services Contract for the Professional Services Continuing Contract with the Manatee County Port Authority.

Before me, the undersigned authority personally appeared, who having knowledge as to the facts and statement in this Truth In Negotiation Certificate after duly sworn, deposes and states under oath that:

l. This Certificate must be attached to and constitute an integral part of the contract as provided in Florida Statute 287.055(5)(a).

1. The undersigned hereby certifies that the wage rate and other factual unit costs supporting the compensation on which this contract is established are accurate, complet e, and current on the date set forth in this Truth In Negotiation Certificate .

2. The truth of statements made in this Truth In Negotiation Certificate may be relied upon by the Manatee County Port Authority and the undersigned is fully advised of the legal effect and obligations imposed upon him by the execution of this instrument under oath.

3. The original contract price and any additional thereto will be adjusted to exclude any significant sums by which the agency determines the contract price was increased due to in accurate, in complete, or noncurrent wage rates and other factual unit costs.

Executed on behalf of the Party to the Port Manatee Professional Engineering Services Contract referred to as the Consultant, doing business as:

HDR inee· 1 _Inc. 1 I 1

By: t-1

--( S- gi n --;,"rTe,' Na-me ) --=-Y:-? - r1- 1"1i -.-..R.,..,1---/£ ---. -----=-/----o{---r- ;;+--t - - ·

Title: V; ce?res,·aen--t-

The foregoing instrument was acknowledged and executed before me by the above signed on the 1sf day of ..Julv , 20&-.0

NOTARY SEAL:

I JOOIEM.HUNTER _ _: lli _

COmmlsslon #GG 978249

Expires June 10, 2024

Bondedllllll BudgatNalalyS....

COVERAGE S *

CERTIFICATE NUMBER· 16763994 REVISION NUMBER· x:xxxxxx

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NO.WITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDEDBY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,

EXCLUSIONSAND CONDITIONSOF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.

INSR LTR

□

TYPEOFINSURANCE COMMERCIAL GENERAL LLABILITY

I I CLAIMS-MADE OCCUR

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POLICY NUMBER NOT APPLICABLE

I , MPMO/LDICDY/YEYYFYF,l l )t,%JvW ,l

LIMITS

s xxxxxxx

EACH OCCURRENCE $ xxxxxxx

DAMAGE TO RENTED

M!§E"'E•occurrence!

MED EXP (Anv one person) s XXXXXX_X

PERSNOAL & ADV INJURY s xxxxxxx

GEN'L AGGREGATELIMIT APPLIES PER:

GENERAL AGGREGATE s xxxxxxx

POLICY OTHER:

PJAEOC-T LOC

PRODUCTS · COMP/OPAGG s xxxxxxx

s

-AUTOMOBILE LIABILITY

NOT APPLICABLE

t f Nl

GLE LIMIT 1 s XXXXXXX

-

OWNED AUTOS ONLY

-

-- ANY AUTO -

BODILY INJURY(Perperson)

s xxxxxxx

HIRED AUTOSONLY -

-

UMBRELLA LIAB

I EXCESS LIAB

NON·OWNED AUTOS ONLY

SCHEDLUED AUTOS

H OCCUR CLAIMS-MADE

BODILY INJURY(Peracciden)l s xxxxxxx

NOT APPLI CABLE

f,RO !°.i1:_: AMAGE

Per a n1t

EACH OCCURRENCE AGGREGATE

$ xxxxxxx s x:xxxxxx s xxxxxxx

s xxxxxxx

OED I IRETENTION s

WORKERS COMPENSATION

□

ANO EMPLOYERS' LIABILITY Y / N

ANY PROPRIETOR/PARTNER/EXECUTIVE

OFFICER/MEMBEREXCLUDE?D

N / A

NO T APPLI CABLE

I T\JTE I I H- I

EL. EACH ACCIDENT

s xxxxxxx

-

s xxxxxxx

(Mandatory InNH)

E. L DISEASE. EA EMPLOYeel $ xxxxxxx

m:t ';l 'j,d PERATIONSbelow

EL. DISEASE· POLICY LIMIT $ xxxxxxx

A ARCH&ENG N

PROFESSIONAL

N 061853691 6/1/20 20 1 6 /1/2021

PER CLAIM: $2.000.000

AGGREGATE: $2.000.000.

LI ABI LITY

I I I

DESCRIPTIONOFOPERATIONS / LOCATIONS/ VEHICLES (ACORD101, Additional Remarks Schedu1l t, may be attached H more spaco Is required)

MANATEE COUNTY PORT AUT HORIT Y PORT MA N ATEE PROFESSIONAL SERVICES CONTI UING CONTRACT RFQ-1-0-2020/JZ PROFESSION AL SERVICES CONTINUING CONTRACT

CERTIFICATE HOLDER CANCELLATION

© 1988>Q015 ACORD CORPORATION.

ACORD 25 (2016/03) The ACORD name and logo areregistered marks of ACORD

All rlghts reserved.

A C O R D 1$1> CERTIFICATE OF LIABILITY INSURANCE

Page 1 of 2

I

COVERAGES CERIFTICTANUMBER: w16511235 REVISION NUMBER:

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LIST ED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, 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 BEENI REDUCED BY PAID CLAIMS.

LTR

INSRI TYPEOF INSURANCE

X COMMERCIAL GENERAL LIABILITY

I CLAIMS-MADE CK. OCCUR

A ==:) Contr act u al Li abi l i t y

. !' l !!. I

POLICYNUMBER

POLICYEFF POLICY EXP IMM/00 /YYYY\ CMM/DD/YYYYI

LIMITS

'$ 1 , 000 , 00 0

!EACHOCCURRENCE s 2 , 000, 000 iOAMAGE To RENTED

PREMISES!Eaoccurrence\

y y

q

0

GEN'L AGGREGATELIMIT APPLEI SPER;

9 ""'"""'

I

POLICY f& 0 LOC OTHER: I

-AUTOMOBILELIABILITY

-· - X ANY AUTO

B2-641-444950- 039

0 6/ 0l / 20191 0 6 / 01 / 2020

I I

COMBINEDSINGLELIMIT

IEa aocidenll

BODILYINJURY (Per person)

s 2 , 000, 000

$

A

OWNED

-

AUTOS ONLY AUTOS

y y AS 2-641 - 44495 0 - 0 49

0 6 / 01 / 2 019

0 6 / 01 / 2 02 0

BOOILY INJURY(Pera ccldent) s

$

HIRED NON-OWNED

r

AUTOS ONLY AUTOSONLY I

PROPERTY DAMAGE

rPer aceidentl

s

-

UMBRELLA LIAS

B

X EXCESSLIAB

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CLAIMSM. ADE y y

E00 ( 20) 57919 36 3 0 6/ 01 / 2019 0 6/ 01 / 2020

EACHOCCURRENCE s 5 , 000-, 000

AGGREGATE s 5, 000, 000

I

OED I X IRETENTIONS 0 WORKERSCOMPENSATION ANDEMPLOYERS'LIABILITY Y / N

C ANYPROPRIETOR/PARTNERIEXECUTIVE

I s

X I; TUTE I I H- I -

E.L.EACH ACCIDENT $ 1 , 000, 000

OFFICER/MEMBEREXCLUDED?

{ Mandatory I n NH)

If es, descnbe under

1. I N / A l y

   'W1o.7 -64D - 444950 - 0l9

   06/ 01 / 2019 06/ 01/ 2020

   1. DISEASE· EA EMPLOYEE s

      1 , 000 , 000

      1 , 000, 000

      ol sc R1PTIONOF OPERATIONSbelow

      E.L. DISEASE· POLICY LIMIT s

      I

      I I

      DESCRIPTION OF OPERATIONS / LOCATIONSI VEHICLE$ (ACORD101, Additional Remarks Schedule, may be attached if more space is required)

      Cer t i f i c at e Bolder is name d as Additi onal I nsured on Gene.raJ. Li ab i l i t y , Au t omob i l e Li ab il i ty and Umbr el l a / Ex ce ss

      Li ab i l i t y on a Pr im ary , Non-contributory basis wher e required by wr i t t en contract. Waiver of Subr og a t i on applies on

      Genear.l L i ab i -1.i t y , A u t om o b i l e L i ab i l i t y , Umbr e l l a / Ex c e s s Liability and Wor k er s Co mpen sa ti on wher e r e qui r ed by wr i t t en c o n tr ac t and as permitted by l aw . Umbr el l a / Exc es s p o l i cy is F o l l ow F orm ov er Gen er al L i ab i l i ty , Au t o Liability and Empl oy er s Liability.

      
      

      
      

      CERTIFICATE HOLDER CANCELLA TION

      ,tee Coun t y Por t Au t hor i ty --'" Jeani ne Fra iley Zeris 300 Tampa Bay Way Suite 1 Pal met t o , FL 34221	SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.
      	AUTHORIZED REPRESENTATIVE {,,U Piv.Lkd

      
      

      ACORD 25(2016/03)

      © 1988-2016 ACORD CORPORATION. All rig hts reserved.

      The ACORD name and lo go are register ed marks of ACORD

      SR ID, 19643214 BATC, H 1688429

      

      
      

      
      

      AGENCY CUSTOMER ID_: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _

      
      

      AC O R D®

      LOC #_: _ _ _ _ _ _ _

      ADDITIONAL REMARKS SCHEDULE Page 2 of 2

      
      

      I NCY - lis Towers Watson Midwest, Inc .			NAMED INSURED HOR Engineering, Inc. 1917 South 67th Street
      POLICY NUMBER			Omaha, NE 68106
      See Page l
      See Page J.		See Page 1	EFFECTIVE DATE: Saca Page 1

      

      ADDITIONAL REMARKS

      THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM,

      FORM NUMBER: 25 FORM TITLE: Certificate of Liability Insurance

      Project Description: Manatee County Port Authority, Port Manatee Professional Services Continuing Contract, RFQ-1-0-2020/JZ Professional Services Continuing Contract.

      
      

      ACORD 101 (2008/01) © 2008 ACORD CORPORATION. All rights reserved.

      The ACORD name and logo areregistered marks of ACORD

      SR ID: 19643214 BATCH: 1688429 CERT: W16511235

      
      

      ORGANIZATIONAL CHART

      \h n,.itte{mm h f'WI l'\ud,:ui1v Pl"- ·.Y"u';t L' f'rnltwo !UIStrrir,.,( rmlm-.tt111, Cfliritr;ul t-:n

      
      

      

      PROJECT PRINCIPAL QUALITY CONTROL

      

      

      . 1·.b,;I. !'E lv',,l,e Frc1nL'I, PE \\'u.Jotrch,P[

      
      

      a-:llJ-iiiih4'@i1MifoW1' ADDnlONAl SERVICES

      s,r[JCIVIL

      1. 1, ·!: Ours r

      Carlos Lopez, PE - Stor mwaler & Drainage

      ,1')Ey HJ>l- ili (KHA)

      Ju,·r H 't '[ (KHA)

      Ryan Hoppe, PE mlA>

      Juan Jimenez, PE (KHA>

      
      

      ,;:,f<UCTURAL

      Fri. 1 f r"<-11. Ji r:rr. - M arine ChadSmith, PE - Tran sportation Robert DiRienzo, PE - Morine Craig McG illawee,PE.·Marine

      '"'!,. re < HA>

      Acrt, ,n, r 111( (KHA)

      Seth Schmid, PE C« HAJ

      
      

      'U\UENC¥

      Stephanie Long, PE (KHA>

      Chris Nlforatos, PE tKHA)

      
      

      MECli'AMII.A,.

      ElEC1RICAI

      Jose Gonzale-z, PE Peter Syntax , PE <KHA)

      
      

      WATi:RHmm

      <,t pk ·· r\/1--r•rlo•r I" rn i}' r· lill P1 Robert DiRien:w, PE

      '' 'if' D[ (KHA)

      
      

      FACILITIE

      1. ,-,,,"'I Lnnr ' (KHA)

         • · 11 ,, h,n d. "· (Kl-IA)

      Angelina Fairchild, PE <KHA>

      O!ANSt'OlffA nori

      Dn1111h ·fol, .ii ,b, 'E

      Ke nt M cWa t ers, PE- Road way

      l ndike Rat n aya ke, PhD, PE, PTOE-Traffic Design

      Heat her Hubb ard, PE - Traffic Operations

      u, d, L,•, o. '[ (KHA)

      irll '- ape!,, t 'F (KHA) - Securit y & Traffic Planning

      RAILROAD

      T, ·l<: Irv.Pf. KyleRobe

      L ct. T ''If ·" i·' (KHA)

      
      

      PI.At1NING

      1i II .,1.: :, Pl

      Noel Comeaux, PM P,AICP

      I II,,,. Kl• 11 , f' (KHA)

      
      

      ENVIR'1NMENTA!

      .1•,: 1,1, o , r- v

      Sherri Swanson, PWS, GTA

      ,1 11 ,It, ,l)n(KHA)

      1 rr,hh ..:r,hc J (KHAJ

      UTILITIES

      H eather M anganiello, PE Ji: d;, Ii\ all , J,E (K H A> Juan Jimenez, PE (KHA)

      CO!,TESTIMAT£S

      Stephen M ersdorf, PE Robert DiRlenzo, PE

      
      

      COliST RI/CTIO\.'l"HAst SI il/lCl:S

      Stephen M ersdor f, PE

      
      

      VIILUr WGINffl! "G

      Jose Theiler, PE Frank Proctor, PE

      
      

      

      l r

      GRAIIT SUPPOl!T

      V v·I! I(

      Pete r O g onowski, PhD Steve Schnell, AICP

      O , lb" I P (KHA)

      
      

      PUBL,._ &.IVOll/Ul17fT

      Sharlsse Kenney

      LI' ., (On< ' p, (KHA)

      IIR.ED61NG

      Ne ,l Mclellan. PE

      
      

      s ...G 'l. S MnGATIDI'

      Ch ip M essenkop,f PW S Sherri Swanson, PWS, GTA Barry Lenz

      John Spierto, PE, CEM , LEED AP

      ffia

      K,·y Fer,vnnd /11 rul Csi!ith§@,N·til11@itf

      Kml ley·llornand A<SOCi,1l es, foc. jKKA)

      Manatee County Port Authority , RFQ-1-0-2020/JZ Professional Services Continuing Contract

      
      

      ATTACHMENT A

      RESPONSE SIGNATURE FORM

      RFQ-1-0-2020/JZ, PROFESSlONAL SERVICES CONTINUING CONTRACT

      
      

      The undersigned represents by signing the Response that he/she has the authority and approval of the legal entity purporting to submit the Response, and that all of the facts and responses set forth in the Response are true and correct. If the Responder is selected by the Port to negotiate an agreement, the undersigned certifies that the Responder's negotiators will negotiate in good faith to establish an agreement to provide the services described in the Scope of Services of this Request for Qualifications.

      
      

      Print or Type Responder's Information Below:

      
      

      

      Name of Responder HDR Engineering, Inc.

      Telephone Number 813.282.2300

      
      

      

      Street Address

      4830 W Kennedy Blvd., Suite 400

      Tampa, FL 33609-2548

      Email Address erin.hunt@hdrinc.com

      
      

      

      Print Name & Title of Authorized Officer Jennifer E. Hunt, PE, Vice President

      
      

      

      Date Signed 4/10/2020

      Acknowledge Addendum No. 1

      Acknowledge Addendum No. 2 Acknowledge Addendum No.

      Web Address

      
      

      

      
      

      Dated. 3/17/20

      Dated: 3/25/20 Dated:

      Manatee County Port Authority ' RFQ- -0- 020iJZ I Professional Services Continuing Contract

      
      

      ATTACHMENT B

      PUBLIC CONTRACTING AND ENVIRONMENTAL CRIMES CERTIFICATION

      
      

      SWORN STATEMENT

      
      

      THIS FORM MUST BE SIGNED AND SWORN TO IN THE PRESENCE OF A NOTARY PUBLIC OR OTHER OFFICIAL AUTHORIZED TO ADMINISTER OATHS.

      This sworn statement is submitted to the Manatee County Port Authority (the Port) by Jennifer E. Hunt, PE, Vice President

      [print Individual's name and title]

      
      

      For HOR Engineering, Inc.

      [name of entity submitting sworn statement]

      
      

      whose business address is: 4830 W Kennedy Blvd, Suite 400, Tampa, FL 33609-2548

      
      

      

      and (if applicable) Its Federal Employer Identification Number (FEIN) is 47-0680568. If the entity has no FEIN, include the Social Security Number of the individual signing this sworn statement:

      
      

      I understand that no person or entity shall be awarded or receive a Port contract for public improvements, procurement of goods or services (Including professionalservices) or a Port lease, franchise, concession or management agreement, or shall receive a grant of Port monies unless such person or entity has submitted a written certification to the Authority that it has not:

      
      

      1. been convicted of bribery or attempting to bribe a public officer or employee of the Port. the State of Florida, or any other public entity, Including. but not limitedto theGovernment of theUnited States, any state. or any local government authority in the United States, in that officer's or employee"s official capacity; or

         
         

      2. been convicted of an agreement or collusion among bidders or prospective bidders In restraint of freedom of competition, by agreement to bid a fixed price. or otherwise; or

         
         

      3. ) been convicted of a violation of anenvironmental law that. In the sole opinion of thePort. reflects negatively upon the ability of the person or entity to conduct business in a responsible manner; or

         
         

      4. made an admissionof guilt of such conduct described in items (1), (2) or (3) above, which is a matter of record, but has not been prosecuted for such conduct. or has made an admission of guilt of such conduct. which is a matter of record, pursuant to fonnal prosecution. An admission of guilt shall be construed to include a plea of nolo contendere; or

         
         

      5. where an officer. official, agent or employee of a business entity has been convicted of or has admitted gull! to any of the crimes set forth above on behalf of such and entity and pursuant to the direction or authorization of an official thereof (including the person committing the offense. if he Is an official of the business entity), the business shall be chargeable with the conduct herein above set forth. A business entity shall be chargeable with the conduct of an affiliated entity, whether wholly owned, partially owned. or one which has common ownership or a common Board of Directors.

         
         

         For purposes of this Form. business entitles are affiliated if, directly or indirectly, onebusiness entity controls or has the power to control another business entity, or if an Individual or group of individuals controls or has the power to control both entities. lndlcia of control shall Include, without limitation, interlocking management or ownership, identity of interests amount family members, shared

         July 28, 2020

         
         

         CONSENT

         AGENDA ITEM 1.H.: PORT MANATEE TARIFF NO. 3 ITEM 452 BACKGROUND:

         Port Manatee Tariff No. 3 Item 452 is added to reflect $30.00 per container dock transfer fee at warehouse 2.

         
         

         ATTACHMENT:

         
         

         Port Manatee Tariff No. 3 Item 452

         
         

         COST AND FUNDING SOURCE:

         
         

         N/A.

         
         

         CONSEQUENCES IF DEFERRED:

         
         

         N/A

         
         

         LEGAL COUNSEL REVIEW: N/A

         
         

         RECOMMENDATION:

         
         

         Move to approve the addition of item 452 in the Port Manatee Tariff No. 3 to reflect a dock transfer fee at warehouse 2.

         PORT MANATEE TARIFF NO. 3			16th Rev. Page 32-A Canc. 15th Rev. Page 32-A
         SECTION FOUR RATES AND CHARGES
         ITEM	SUBJECT	APPLICATION
         452 ■	Warehouse 2-B Dock Transfer Fee	Warehouse 2-B Dock Transfer Fee $30.00 per container.
         453	Used Vehicles With Cargo	For shipments of used vehicles which contain commodities considered cargo which are not vehicle components, the following rates will apply in addition to the wharfage commodity rates in Item 491, page 36 of this tariff:
         454	Late Cargo Statement Charge	Reference is made to the cargo statement requirements of Item 195. This documentation is necessary for computation and assessment of charges and maintaining Port records. All vessel agents or representatives shall comply within five (5) business days or:
         Issued: 07/28/20 Effective: 07/28/20

         1. Vehicles up to 10,000 pounds-$15.00 each

         2. Vehicles over 10,000 pounds- $25.00 each

         1. A late charge will be imposed of $100 per business day; and

         2. Cargo free time will be waived.

         • Addition Issued by: Manatee County Port Authority

         July 28, 2020

         
         

         CONSENT

         AGENDA ITEM 1.I: TRUCK LOADING DOCKS CHANGE ORDER NO. 9

         
         

         BACKGROUND:

         
         

         On February 20, 2020, the Authority approved the contract with Flores Construction Company in the amount of $1,238,073 for all necessary labor, equipment, and materials for the construction of loading docks. On May 19, 2020 and June 16, 2020, change orders 1-8 were approved decreasing the contract $314,251.94. Change Order 9 increases the contract

         $1,650 to raise the grate/lid elevation for existing storm structures from 7.96’ to 8.35’ and also includes several no-cost design revisions.

         
         

         ATTACHMENT:

         
         

         Change Order No. 9

         Several pages of design revisions are available upon request

         
         

         COST AND FUNDING SOURCE:

         
         

         FDOT and Port cash in the amount of $825 each

         
         

         CONSEQUENCES IF DEFERRED:

         
         

         Delay in warehouse 2 loading dock completion

         
         

         LEGAL COUNSEL REVIEW: Yes

         
         

         RECOMMENDATION:

         
         

         Move to approve and authorize the Chairman to execute Change Order No. 9 to the Flores Construction contract in the amount of $1,650, subject to the approval of FDOT.

         
         

         Change in Contrac Price Change in Contract Times

         
         

         Original Contract Price: ' $ 1,238,073 .00	Original Contract Price Times: 180 days Substantial Completion: September 6, 2020 Ready for final payment: October 6, 2020
         Increase/(Decrease) from previously approved Change Orders No. I to No. 8: ($314,251.94)	lncrease/(Decrease) from previously approved Change Orders No. I to No. 8: 0 Substantial Completion: September 6, 2020 Ready for final payment: October 6, 2020
         Contract Price prior to this Change Order: $ 923,821.06	Contract Times prior to this Change Order: 0 Substantial Completion: September 6, 2020 Ready for final payment: October 6, 2020
         Increase/(Decrease) this Change Order: $1,650.00	Increase/(Decrease) this Change Order: 0 Substantial Completion: September 6, 2020 Ready for final payment: October 6, 2020
         Contract Price incorporating to this Change Order: $925,471.06	Contract Times with all approved Change Orders: 0 Substantial Completion: September 6, 2020 Ready for final payment: October 6, 2020

         
         

         Recommended by Enginne Authorized by Owner Port Authority

         
         

         By:

         _i1_ D IC

         I

         Johr/ D. Rice, PE, CEM

         

         Senior Project Management Engineer

         Title:

         7/15/2020

         Date:

         
         

         
         

         /..--------:;

         Authorized by Owner

         

         ,·:/;,/

         
         

         l;.,....--....--

         
         

         ...-..

         Approved by C,o,ntractor

         '

         ·,.:/ / ,-

         By: Title: Date:

         George Isiminger, PE David Flores Senior Director of Planning, Engineering

         

         is~ / --:?6-

         

         

         and Environmental Affairs President

         
         

         07/15/2020

         

         
         

         

         MEMORANDUM

         To: Jdhn Rice, RS&H

         

         n .net

         From: David Flores, C 813 323-7895, David@FloresConstructio Date: June 10, 2020

         Re: Cold Storage Improvements (PO No. PA005411)

         
         

         

         
         

         Please accept this memorandum as our Change Order Proposal (COP) to provide the following: Raise grate/lid elevation for existing storm structure ES-7 (DS-4) from 7.96' to 8.35' .

         Subcontractor	$ 1,500.00
         Mark up	$ 150.00
         Total ADD	$1,650.00

         
         

         •

         
         

         5470 East Busch Boulevard #511 Tampa , Fl orida 33617

         lnfo@Fl oresConst ruction.net www. FloresConst ruct ion.net

         July 28, 2020

         
         

         CONSENT

         AGENDA ITEM 1.J.: MEMORANDUM OF UNDERSTANDING (MOU) WITH

         TRIPLETAIL AQUA, LLC

         
         

         BACKGROUND:

         
         

         Port Manatee is the owner of 54 acres which is currently occupied by Florida Fish and Wildlife Conservation Commission (FFWCC). Tripletail Aqua, LLC (TTA) requested the opportunity to conduct due diligence of the land without disrupting FFWCC’s operations to determine if the property and the facilities available are suitable for TTA’s purposes of operating a state-of-the-art aquaculture facility. Both parties desire to execute a MOU to document their willingness to explore whether the parties should enter a lease. FFWCC has been advised and has no objection.

         
         

         ATTACHMENT:

         
         

         Memorandum of Understanding between Manatee County Port Authority and Tripletail Aqua, LLC

         
         

         COST AND FUNDING SOURCE:

         
         

         None.

         
         

         CONSEQUENCES IF DEFERRED:

         
         

         Delay in TTA commencement of due diligence

         
         

         LEGAL COUNSEL REVIEW: Yes

         
         

         RECOMMENDATION:

         
         

         Move to approve and authorize the Chairman to execute a Memorandum of Understanding between the Manatee County Port Authority and Tripletail Aqua, LLC.

         Memorandum of Understanding

         Between Manatee County Port Authority and Tripletail Aqua, LLC

         
         

         This Memorandum of Understanding (this “MOU”), is made and entered into as of

         of July, 2020, (the “Effective Date”), by and between MANATEE COUNTY PORT AUTHORITY (the “Authority”), having an address at Port Manatee, 300 Tampa Bay Way, Palmetto Florida 34221-6608, and Tripletail Aqua, LLC (“TTA), a Delaware limited liability company, authorized to do business in the State of Florida and having an address at 1901 E. Moreland Blvd, Waukesha, WI, 53186. The Authority and TTA are sometimes collectively referred to herein as the “Parties” and individually as a “Party”.

         
         

         WITNESSETH:

         WHEREAS, Authority is the owner, fee simple, of land(s) located in Manatee County described in Exhibit “A” attached hereto (the “Land”) to include but not limited to land currently leased by Florida Fish and Wildlife Conservation Commission (“FFWCC”); and

         WHEREAS, TTA is interested in leasing Port Manatee Land to build and operate a state- of the-art aquaculture facility to include a hatchery and grow out operation for marine finfish and other similar and related facilities (the “Project”); and

         WHEREAS, TTA requested the Authority allow TTA the opportunity to conduct some due diligence on the Land, without disrupting FFWCC’s operations, to determine if the Land and the facilities available are suitable for TTA’s purposes and to determine the economic viability of the project; and

         WHEREAS, Policy 1.3.1 of the Port Manatee Master Plan states that the Port shall allow land uses within the Port for manufacturing, processing, and assembly activities that are customarily associated with ports and Foreign Trade Zones as well as other revenue-generating uses; and

         WHEREAS, both parties desire to execute this MOU to document their willingness to explore whether the Parties should entered into a lease for the Land and the potential terms of that Lease; and

         NOW, THEREFORE, for and in consideration of the foregoing premises and mutual understandings of the Parties, the Authority and TTA agree as follows:

         1. TERM. This MOU is in effect until December 1, 2020. TTA intends to perform the diligence necessary to determine whether the Land at Port Manatee are suitable to conduct the aquaculture operations intended to be initiated. Once the diligence period is complete, the Parties may need up to an additional 90 days to execute definitive agreements. This MOU may be extended if items agreed to be provided to TTA by Manatee County Port Authority have not yet been secured or available.

            
            

         2. DUE DILIGENCE. The actions by the Parties provided for in this MOU will begin immediately following the signing of this MOU and will be pursued to substantial completion as soon as reasonably feasible. The actions will be aimed at enabling the Parties to arrive at a firm and mutually acceptable determination of the overall concept of the Project and its principal parameters in technical, commercial and financial respects, furnishing a clear basis for the approvals to be sought. At no costs to the Authority, TTA will engage consultants and partners to determine requirements for each proposed aquaculture operation and whether the Authority facilities available are suitable. Additional diligence will be performed to determine economic viability of each operation based on available land, facilities, flow through permits and any regulatory constraints. It is envisioned that this diligence will be complete no later than December 1, 2020. If any inspection or test disturbs the Land, TTA shall restore the Land as soon as reasonably possible to the same condition as existed prior to any such inspection or test. In addition, TTA shall not disturb the current operations of FFWCC on the Land.

            
            

         3. TTA Partners. The Authority acknowledges and recognizes, and TTA represents that TTA’s business partners, Pontos Recirculating Aquaculture Company, LLC (d/b/a “Terra Blue Farms”), will act on behalf of and represent TTA in relation to the due diligence and other matters as described herein.

            
            

         4. AUTHORITY ASSITANCE. Authority will promptly be notified of any facility, regulatory, mitigation or other issues that arise in diligence so as to allow Authority to assist in solving issue or provide an alternative solution.

            
            

         5. EXCLUSIVITY. The Authority understands that TTA will continue to spend significant time and resources, both internal and external, for the purpose of completing a careful and full review of the feasibility of this Project and other aspects of the Project as a whole during the term of this MOU. In consideration of this, the Authority grants a period of exclusivity up to December 1, 2020 with regard to any due diligence for aquaculture operations to be conducted at the Port Manatee location and facilities. Notwithstanding the foregoing, TTA acknowledges that the Land is currently subject to a lease with FFWCC and the exclusivity provisions described in this paragraph are subject to such a lease. The Authority shall provide to TTA the details of any such existing relationship and exclusivity provisions along with other deliverables described herein.

            
            

         6. DEPOSIT: TTA will pay to the Authority, concurrent with the execution of this MOU, a non-refundable deposit of $5,000.00 (five thousand dollars). In the event that the Parties enter into a fully executed Lease Agreement as contemplated herein, the $5,000 shall be credited towards any lease payments required under such fully executed Lease Agreement.

            
            

         7. CONFIDENTIALITY. The Parties acknowledge that the Authority, Pontos Recirculating Aquaculture Company, LLC, and TTA have entered into a separate Non- Disclosure Agreement. The Authority will notify TTA of any requests for documents deemed as trade secret by TTA.

            
            

         8. MUTUAL UNDERSTANDING. This MOU is only an expression of the Parties’ intent with respect to TTA’s potential lease of Port Manatee Land and nothing herein shall create any legally binding obligation upon the Parties; provided, however, Paragraphs 1., 4., 5., 6., 8. and 9, shall be binding on the Parties. No such obligation shall arise unless and until a mutually agreeable contract regarding the proposed transaction has been executed by both Parties, and then the Parties shall be bound only in accordance with the terms of contract. This MOU does not create a duty and negotiate in good faith towards any such definitive, binding written agreement and may not be relied upon as a basis for a contract by estoppel or otherwise. Nothing in this MOU shall be construed to place the Parties in the relationship of legal representatives, partners, or participants in a joint venture or in any trust or other fiduciary relationship, and each party stipulates that no such relationships exist. Nothing in this MOU is intended to create any rights to anyone other than the Parties. The Parties agree they will not assign their rights or obligations under this MOU except with the written consent of each of the other party.

            
            

         9. NOTICES. Any notices, demands, requests or other communications which the Authority or TTA require or desire to give to the other hereunder shall be in writing and shall be given by (i) hand delivery, (ii) a widely recognized national overnight courier service (e.g. Federal Express, Airborne, UPS) for next business day priority delivery, or (iii) the United States Postal Service when sent registered or certified mail, return receipt requested, postage prepaid, and in each case addressed to each Party at its address set forth below:

            
            

            To the Authority: MANATEE COUNTY PORT AUTHORITY

            c/o Executive Director 300 Tampa Bay Way

            Palmetto, Florida 34221-6608

            With a copy to: Bryant, Miller, & Olive, P.A. , P.A. c/o Jennifer Cowan

            201 Franklin Street, Ste 2700

            Tampa, FL 33602

            To TTA: Tripletail Aqua, LLC

            1901 E. Moreland Blvd.,

            Waukesha, WI 53186 Attn: Earl Klein

            
            

         10. GOVERNING LAW. This agreement shall be governed and construed in accordance with the laws of the State of Florida.

             
             

         11. EXPENSES. Each of the Parties shall bear its own costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby.

             
             

         12. COUNTERPARTS. This MOU may be executed in counterparts each of which shall be deemed an original but all of which together shall constitute one and the same instrument. Signed signature pages may be transmitted digitally and any such signature shall have the same legal effect as an original.

      
      

      IN WITNESS WHEREOF, the Authority and TIA have executed this Memorandum of Understanding effective as of the Effective Date.

      
      

      MANATEE COUNTY PORT AUTHORITY COMMISSIONERS

      
      

      ATTEST:

      
      

      

      Angelina M. Colonneso Clerk of the Circuit Court

      
      

      By:

      
      

      _

      

      PRISCILLA TRACE CHAIRWOMAN

      
      

      
      

      WITNESSES: Tripletail Aqua, LLC:

      A Delaware limited liability company

      By: _

      /;fllP

      MT. Holtzman

      
      

      By:

      Print Name: ]_Qnatha.n Milchman Title: Member, Mgr.

      

      Untitled Map

      EXHIBIT A

      
      

      FWC Occupancy at Port Manatee through 2025 Yellow boxes indicate exclusive use by FWC Orange boxes indicate shared use

      

      Untitled Map

      
      

      FWC Occupancy at Port Manatee beyond 2025.

      Yellow boxes indicate exclusive use by FWC. Orange boxes indicate shared use.

      July 28, 2020

      
      

      AGENDA ITEM 2: INTERMODAL CONTAINER YARD CONTRACT AWARD

      
      

      BACKGROUND:

      
      

      On February 26, 2019, the Authority approved the Port Manatee Professional Engineering Services Contract with Stantec Consulting Services, Inc. (Stantec) for the engineering of the Intermodal Cargo Yard Improvements. Stantec prepared the bid documents for the construction of the expansion and a bid opening was held on February 9th, 2020. The lowest responsible, responsive bidder is The Crisdel Group (Crisdel) with the bid of $8,927,812.90. Several cost-saving measures were identified, many of which are removal of scope items that can be delayed until the next phase of the container yard expansion. Change Order 001 reduces the contract $1,037,615 resulting in a new contract amount of $7,890,197.90.

      
      

      ATTACHMENT:

      
      

      • Bid tabulation sheet

      • Partial Contract (entire contract document will be provided for Chair signature when all documents are received)

      • Change Order No. 001

        
        

        COST AND FUNDING SOURCE:

        
        

        FDOT proceeds and Port cash each $3,945,098.95

        
        

        CONSEQUENCES IF DEFERRED:

        
        

        Delay in project commencement

        
        

        LEGAL COUNSEL REVIEW: Yes

        
        

        RECOMMENDATION:

        
        

      • Move to approve and authorize the Chairman to execute the contract between the Manatee County Port Authority and The Crisdel Group in the amount of $8,927,812.90 for the construction of the Intermodal Container Yard Expansion, subject to receipt of all contract documents and FDOT approval.

      • Move to approve and authorize the Chairman to execute Change Order No. 001 decreasing the contract between the Manatee County Port Authority and The Crisdel Group in the amount of $1,037,615.00, subject to the review and approval of FDOT.

   
   

   
   

   Tabulation Sheet

   
   

   Tabluation with Additive Options

   
   

   Company Name	A1	AA1	AA2	B	C	Grand Total
   Cobb Site Development	$9,336,929.59	$2,294,263.47	$2,285,226.57	$0.00	$50,000.00	$13,966,419.63
   Gator Grading & Paving LLC	$11,953,526.00	$2,492,954.00	$2,493,779.00	$0.00	$50,000.00	$16,990,259.00
   Pepper Contracting Services Inc.	$12,141,400.00	$1,750,000.00	$1,575,000.00	$0.00	$50,000.00	$15,516,400.00
   Woodruff & Sons, Inc.	$10,946,445.26	$1,856,557.60	$2,133,484.06	$0.00	$50,000.00	$14,986,486.92
   Crisdel Group Inc	$8,927,812.90	$1,749,636.15	$1,776,054.05		$50,000.00	$12,503,503.10
   Carver Construction, Inc.	$11,247,250.00	$1,676,750.00	$2,841,750.00	$0.00	$50,000.00	$15,815,750.00

   
   

   $0.00

   A1 Lump Sum Bid Price for Base Bid ‐ 9.306 ac of pavement, base, and prepared subgrade

   (Consists of three areas: 4.543 ac + 0.108 ac + 4.655 ac), all proposed stormwater collection, all fire line,

   
   

   AA1 Add Alternate 1 ‐ Additional 2.912 acres of eaithwork, pavement, base, and prepared subgrade, additional curbing, one additional flume

   
   

   AA2 Add Alternate 2 ‐ Additional 2.894 acres of earthwork, pavement, base, and prepared subgrade, additional curbing, one additional flume

   
   

   B All specified cash allowance(s) are included in the price(s) set forth below, and have been computed in accordance with Paragraph 13.02 of the General Conditions.

   
   

   C Lump Sum for General Owner Contingency Allowance (All specified contingency allowances are included in the price(s) set fo1th below, and have been computed in accordance with Paragraph 13 .02

   
   

   1 of 1 Container Yard Expansion 6/9/2020

   

   
   

   
   

   PORT MANATEE INTERMODAL CONTAINER YARD EXPANSION

   
   

   SECTION 00 52 13 AGREEMENT FORM

   AGREEMENT BETWEEN OWNER AND CONTRACTOR FOR CONSTRUCTION CONTRACT (STIPULATED PRICE)

   
   

   This Agreement is dated as of day of inthe year by and between

   Manatee Count Port Authority ("Owner") and Crisdel Group, Inc., who is registered and licensed to do business in the State of Florida ("Contractor"). Owner and Contractor hereby agree as fo llows :

   
   

   ARTICLE 1 - WORK

   
   

   1.01 Contractor shall complete all Work as specified or indicated in the Contract Documents. The Work is generally described as the furnishing, delivering, and installing all materials, equipment, incidentals and services, including labor, for the Work which general includes, but is not necessar ily limited to the Project described below in Article 2.

   
   

   ARTICLE 2-THE PROJECT

   
   

   1. The Project, of which the Work under the Contract Documents is a part, is generally described as fo llows : The project is located in the secured Port Manatee, in Palmetto, Manatee County, Florida. Ability to obtain TWIC cards are required . The project limits are 17.45 ac. Construction activities include demolition, clearing, surveying, soil erosion and sediment control, backfilling/ eart hwork, compaction, asphalt paving, cur bing, installation of: drainage collection system, electrical systems, fencing, fire line, sod, lighting systems, and signage. There are additional areas of fill, earthwork, prepared subgrade, base material, paving, and curbing as described below. All other work to be included in the base bid. Base Bid: 9.306 ac of pavement, base, and prepared subgrade (Cons i sts of three areas: 4.543 ac + 0.108 ac + 4.655 ac), all proposed stormwater collection, all fire line, all electrical work, as indicated on the Drawings and as specified herein

   2. Additive Alternate No. 1 includes additional 2.912 acres of earthwork, pavement, base, and prepared subgrade, additional curbing, one additional flume, as indicated on the Drawings and as specified herein.

   3. Additive Alternate No.2 includes additional S.80 7 acres of earthwork, pavement, base, and prepared subgrade, additional cur bing, one addit ional flume, as indicated on the Drawings and as specified herein

   4. All Work for the Project shall be constructed in accordance with the Drawings and Specification prepared by Stantec Consulting Services Inc and Moffat & Nichol.

   
   

   ARTICLE 3 - ENGINEER

   
   

   1. The Owner has retained Stantec Consulting Services Inc. ("Engineer") to act as Owner's representative, assume all duties and responsibilities of the Engineer of Record, and have the rights and authority assigned to Engineer in the Contract.

      
      

      0110326&-4

      This Section is a MODIFIED version of EJCDc• C-520 , Agreement between Owner and Contractor for Construction Contract (Stipulated Price). Copyright© 2018 by the National Society of Professional Engineers, American Society of Civil Engineers, and American Council of Engineering Companies. Those portions of the text that originated in published EJCDC documents remain subject to the copyright .

      
      

      

      07/17/2020 ISSUED FOR CONSTRUCTION AGREEMENT FORM

      

      
      

      
      

      PORT MANATEE INTERMODAL CONTAINER YARD EXPANSION

      
      

   2. The part of the Project that pertains to the Work has been designed by Stantec Consulting Services Inc., Moffatt & Nichol, and SM & E.

   3. Contractor to provide and pay for on site testing and inspections by an appropriated licensed professional. The contractor shall provide five days advance notice to the owner's representative to observe and concur with the adequacy of the proof-rolling. The owner's representative is to perform the following tasks:

      1. Attend progress meetings at the site

      2. Review pavement/base material submittals

      3. Observe site works and review site preparation activities (such as proofrolIing/overexcavatio n)

   
   

   ARTICLE 4 - CONTRACT TIMES

   
   

   1. Time is of the Essence

      1. All time limits for Milestones, if any, Substantial Completion, and completion and readiness for final payment as stated in the Contract Documents are of the essence of the Contract.

   1. Contract Times: Days

      1. The Work, including add-alternates if elected, will be substantially completed within 302 calendar days after the date when the Contract Times commence to run as provided in Paragraph 4.01 of the General Conditions and completed and ready for final payment in accordance with Paragraph 15.06 of the General Conditions within 28 calendar days after substantial completion.

   2. Liquidated Damages

      1. Contractor and Owner recognize that time is of the essence as stated in Paragraph 4.01 above and that Owner will suffer direct financial and other losses if the Work is not completed within the Contract Times and Milestones are not achieved within the times specified in Paragraph 4.02 above, plus any extensions thereof allowed in accordance with the Contr act . The parties also recognize the delays, expense, and difficulties involved in proving in a legal or arbitration proceeding, the actual loss suffered by Owner if the Work is not completed on time. Accordingly, instead of requiring any such proof, Owner and Contractor agree that as liquidated damages for delay (but not as a penalty):

         1. Substantial Completion : Contractor shall pay Owner ONE THOUSAND DOLLARS ($1,000.00) for each day that expires after the time (as duly adjusted pursuant to the Contract) specified in Paragraph 4.01.A. above for Su bst ant ial Completion until the Work is substantially complet e.

         2. Completion of Remaining Work : After Su bstant ial Completion, if Contractor shall neglect, refuse, or fail to complete the remaining Work within the Contract Times (as duly adjusted pursuant to the Contract) for completion and readiness for final payment, Contractor shall pay Owner ONE THOUSAND DOLLARS ($1,000.00) for each day that expires after such time until the Work is completed and ready for final payment.

         3. Liquidated damages for failing to timely attain Milestones, if any, Substantial Completion and final completion are not additive and will not be imposed concurrently.

            
            

            011032664

            

            AGREEMENT FORM 07/17/2020 ISSUED FOR CONSTRUCTION

            

            
            

            
            

            PORT MANATEE

            INTERMODAL CONTAINER YARD EXPANSION

            
            

      2. The Owner may deduct liquidated damages as described in this section from any unpaid amounts due to Contractor under this Contract.

      3. These amounts represent a reasonable estimate of Owner's expenses for extended delays and for inspection, engineering services and administrative costs associated with such delay.

      4. Any liquidated damages not deducted or set-off from any unpaid amounts due to Contractor shall be payable to the Owner, at the demand of the Owner, together with interest from the date of the demand at the maximum allowed interest rate .

   Special Damages

   1. Contractor shall reimburse Owner (1) for any fines or penalties imposed on Owner as a direct result of the Contractor's failure to attain Substantial Completion according to the Contract Times, and (2) for the actual costs reasonably incurred by Owner for engineering, construction observation, inspection, and administrative services needed after the time specified in Paragraph 4.02 for Substantial Completion (as duly adjusted pursuant to the Contract), until the Work is substantially complete ;

   2. After Contractor achieves Substantial Completion, if Contractor shall neglect, refuse, or fail to complete the remaining Work within the Contract Times, Contractor shall reimburse Owner for the actual costs reasonably incurred by Owner for engineering, construction observation, inspection, and administrative services needed after the time specified in Paragraph 4.02 for Work to be completed and ready for final payment (as duly adjusted pursuant to the Contract), until the Work is completed and ready for final payment.

   3. The special damages imposed in this paragraph are in addition to any liquidated damages for delayed completion established in this Agreement.

   
   

   ARTICLE 5 - CONTRACT PRICE

   
   

   1. Owner shall pay Contractor for completion of the Work in accordance with the Contract Documents the amounts that follow, subject to adjustment under the Contract:

      1. For all Base Bid Work, a lump sum of: $8,927,812.90.

         

      2. For all Additive Alternate No. 1 Work, a lump sum of: $

         

      3. For all Additive Alternate No. 2 Work, a lump sum of: $

         All specific cash allowances are included in the above price in accordance with Paragraph 13.02 of the General Conditions.

         
         

      4. For all Work, at the prices stated in Contractor's Bid, attached hereto as an exhibit .

   
   

   ARTICLE 6 - PAYMENT PROCEDURES

   
   

   1. Submittal and Processing of Payments

      1. Contractor shall submit Applications for Payment in accordance with Article 15 of the General Condition s. Applications for Payment will be processed by Engineer as provided in the General Conditions.

         
         

         011032664

         07117/102_0 ISSUED_ FQB_CQ_NSTRUCTl_ON AG_REEMENT FORM

         

         
         

         
         

         PORT MANATEE INTERMODAL CONTAINER YARD EXPANSION

         
         

   2. Progress Payments; Retainage

      1. Owner shall make progress payments on account of the Contract Price on the basis of Contractor's Applications for Payment on or about the first day of each month during performance of the Work as provided in Paragraph 6.02.A.1 below, provided that such Applications for Payment have been submitted in a timely manner and otherwise meet the requirements of the Contract. All such payments will be measured by the Schedule of Values established as provided in the General Conditions (and in the case of Unit Price Work based on the number of units completed) or, in the event there is no Schedule of Values, as provided elsewhere in the Cont ract.

         1. Prior to Substantial Completion, progress payments will be made in an amount equal to the percentage indicated below but, in each case, less the aggregate of payments previously made and less such amounts as Owner may withhold, including but not limited to liquidated damages, in accordance with the Contract

            1. Ninety (90) percent of Work completed (with the balance being ret aina ge), and

            2. Ninety (90) percent of cost of materials and equipment not incorporated in the Work (with the balance being retainage).

      2. Upon Substantial Completion, Owner shall pay an amount sufficient to increase total payments to Contractor to ninety-five (95) percent of the Work completed, less such amounts set off by Owner pursuant to Paragraph 15.01. E of the General Conditions, and less one hundred (100) percent of Engineer's estimate of the value of Work to be completed or corrected as shown on the punch list of items to be completed or corrected prior to final payment.

   3. Final Payment

      1. Upon final completion and acceptance of the Work in accordance with Paragraph 15.06 of the General Conditions, Owner shall pay the remainder of the Contract Price as recommended by Engineer as provided in said Par ag raph 15.06. Contractor's acceptance of final payment from Owner shall constitute a full waiver and release

   
   

   ARTICLE 7 - CONTRACT DOCUMENTS

   
   

   1. Contents

      1. The Contract Documents consist of all of the following:

         1. This Agreement (Section 00 52 13 - pages 1 to 14, inclusive).

         2. Bonds:

            1. Performance bond (together with power of attorney) (Section 00 6113.13 pages 1 to 4, inclusive).

            2. Payment bond (together with power of attorney) (Section 00 61 13.16 pages 1 to 4, inclusive).

         3. General Conditions (Section 00 72 00 pages 1 to 71, inclusive).

         4. Supplementary Conditions pages 1 to 38, inclusi ve).

         5. Specifications, Permits and Reports as listed in the table of contents of the project manual (copy of list attached).

            01103266-4

            AGREEMENT FORM 07/17/2020 ISSUED FOR CONSTRUCTION

            

            
            

            
            

            PORT MANATEE

            INTERMODAL CONTAINER YARD EXPANSION

            
            

         6. Drawings (not attached but incorporated by reference) consisting of 51 sheets with each sheet bearing the following general title: Port Manatee lntermodal Container Yard Expansion, listed on the following sheet index.

            GENERAL

            1. COVER

            2. GENERAL NOTES

            3. HORIZONTAL CONTROL PLAN CIVIL

            1. EXISTING CONDITIONS & DEMOLITION PLAN (1)

            2. EXISTING CONDITIONS & DEMOLITION PLAN (2) C-103 SITE PLAN

            C-104 STORMWATER POLLUTION PREVENTION PLAN C-105 BASIN AND DRAINAGE PLAN

            C-106 PAVING AND GRADING PLAN (1) C-107 PAVING AND GRADING PLAN (2) C-108 PAVING AND GRADING PLAN (3)

            C 109 ALTERNATIVE PAVING AND GRADING PLAN C-109A SURCHARGE GRADING PLAN BASE BID

            C 109B SURCI-IARGE GRADING PLAN BID ALTERNATIVES C-110 FIRE LINE PLAN & PROFILE

            C-111 CROSS SECTIONS (1) C-112 CROSS-SECTIONS (2)

            1. CROSS-SECTIONS (3)

            2. CROSS-SECTIONS (4)

            3. CONSTRUCTION DETAILS (1) C-116 CONSTRUCTION DETAILS (2) C-117 CONSTRUCTION DETAILS (3)

            
            

            ELECTRICAL

            1. GENERAL NOTES

            2. ELECTRICAL LEGEND AND ABBREVIATIONS ED-101 OVERALL ELECTRICAL DEMOLITION PLAN