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Contract#IRL2019-18 Encumbrance#GL01-1736/GL01-1895 COST-SHARE AGREEMENT BETWEEN THE IRL COUNCIL AND INDIAN RIVER COUNTY FOR LOST TREE ISLANDS CONSERVATION AREA ECOLOGICAL ENHANCEMENT PLAN DESIGN AND ENGINEERING THIS AGREEMENT("Agreement")is entered into by and between the IRL COUNCIL("Council"), whose address is 1235 Main Street,Sebastian,Florida 32958,and INDIAN RIVER COUNTY,whose address is 1801 27th Street, Vero Beach, Florida 32960 ("Recipient"). All references to the parties hereto include the parties,their officers,employees,agents,successors,and assigns. RECITALS The waters of the state of Florida are among its basic resources, and the Council has been authorized by the United States Environmental Protection Agency to be the local sponsor for the Indian River Lagoon National Estuary Program. Pursuant to the IRL Council Interlocal Agreement,the Council is responsible for managing the Indian River Lagoon National Estuary Program. The Council has determined that providing cost-share funding to Recipient for the purposes provided for herein will benefit the management of the water resources of the Indian River Lagoon. The parties have agreed to jointly fund the following project to benefit the water resources in accordance with the funding formula further described in the Statement of Work, Attachment A(hereafter"the Project"): The goal of this project is to produce a fully designed and engineered plan ready for submittal for construction permits. The design will be: resilient and versatile to extreme weather and climate change, establish endemic habitat, provide water quality benefits, incorporate innovative and low maintenance elements for shoreline stabilization,eliminate exotic vegetation, engage in public education, incorporate passive recreational opportunities, minimize mosquito reproduction, and minimize maintenance/management and capital costs. In consideration of the above recitals, and the funding assistance described below,Recipient agrees to perform and complete the activities provided for in the Statement of Work,Attachment A. Recipient shall complete the Project in conformity with the contract documents and all attachments and other items incorporated by reference herein.This Agreement consists of all of the following documents:(1)Agreement, (2) Attachment A- Statement of Work; and (3) all attachments, if any. The parties hereby agree to the following terms and conditions. 1. TERM;WITHDRAWAL OF OFFER (a) The term of this Agreement is from the date upon which the last party has dated and executed the same ("Effective Date") until September 30, 2020 ("Completion Date"). Recipient shall not commence the Project until any required submittals are received and approved. Recipient shall commence performance within fifteen (15) days after the Effective Date and shall complete performance in accordance with the time for completion stated in the Statement of Work.Time is of the essence for every aspect of this Agreement, including any time extensions. Notwithstanding specific mention that certain provisions Page 1