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Home My WebLink About1999-056The total budget for the work set forth in this AGREEMENT is provided in Exhibit "S". Compensation for the services related to this AGREEMENT will not exceed $20,500 without written authorization from (lie COUNTY. SECTION IV - PARTIAL PAYMENTS The COUNTY shall make partial payments to the CONSULTANT after the completion of each task, in accordance with this agreement. The CONSULTANT shall submit duly certified invoices in triplicate to the County Coastal Engineer. The contract shall Poe divided into units of deliverables, which shall include, but not be limited to, reports, findings, and drafts, that must be received and accepted in writing by the County Coastal Engineer. The COUNTY will withhold a 10% retainage until the work is complete and accepted by the County Coastal 'Engineer. SECTION V - EXTRA WORK In the event extra work is necessary by the CONSULTANT due to a change in scope of the project, the contract amount shall be adjusted by a supplemental agreement approved by the Board of County Commissioners. All extra work ordered and performed in accordance with the Foregoing, will be paid for in accordance with the Standard Fees as negotiated between the COUNTY and CONSULTANT. SECTION VI -TERMINATION The obligation to provide further services under this Agreement may be terminated by either party seven (7) days written notice in the event of substantial failure by the other party to perform in accordance with the terms hereof through no fault of the terminating party, for refusal to allow public access to all documents subject to the provisions of F.S. 119, or for removal of the PEP Reef. In the event of any terminations, the CONSULTANT will be paid for all services rendered to the date of termination, all expenses subject to reimbursement hereunder, and other reasonable expenses incurred by the CONSULTANT as a result of such termination. SECTION VII - COORDINATION OF THE WORK The Turtle Monitoring for the PEP Reef will be coordinated by the following public agencies: Owners Representative - Indian River County Public Works Department 1840 251" Street Vero Beach, FL. 32960 Phone 561-567-8000 Ext. 344 FAX 561-778-9391 Contact: Jeffrey R. Tabar Interested Party - 41111111 nterested_Party- 41111111 City of Vero Beach City Engineering 1053 2Uh Place Vero Beach, FI.. Phone 561-978-4870 Contact: Cliff Suthard SECTION VIII - OWNERSHIP AND REUSE OF DOCUMENTS A. Ownership All reports, tracings, plans, specifications, field 'books, survey information, maps, contract documents, and otherdata developed by the CONSULTANT for the purpose of this Agreement shall become the property of the COUNTY and shall be made available by the CONSULTANT at any time upon request of the COUNTY. When all work contemplated under this Agreement is complete, ail of the above data shall be delivered to the County Coastal Engineer. B. Reuse of Documents All documents, including but not limited to drawings and specifications, prepared by the CONSULTANT pursuant to this Agreement are related exclusively to the services described herein. They are not intended or represented to be suitable for reuse by the COUNTY or others on extensions of this project or on any other project. Any such utilization or adaptation will entitle the CONSULTANT to further compensation at rates to be agreed upon by the COUNTY and the CONSULTANT. The CONSULTANT shall not be held liable for any reuse of the Documents and shall not be held liable for any modifications made to the documents by others. SECTION IX - NOTICES Any notices, reports or other written communications from the CONSULTANT to the COUNTY shall be considered delivered when posted by certified mail or delivered in person to the County Coastal Engineer. Any notices, reports or other communications from the COUNTY to the CONSULTANT shall be considered delivered when posted by certified mail to the CONSULTANT at the last address left on file with the COUNTY or delivered in person to said CONSULTANT or his authorized representative. In person deliveries shall be evidence by signed receipts. SECTION X - AUDIT RIGHTS The COUNTY reserves the right to audit the records of the CONSULTANT related to this Agreement at any time during the prosecution of the work included herein and for a period of one year after final payment is made. SECTION XI - SUBLETTING The CONSULTANT shall not sublet, assign, or transfer any work under this Agreement without the written consent of the COUNTY. When applicable and upon receipt of such consent in writing, the CONSULTANT shall cause the names of the firms responsible for the 3 major portions of each separate specialty of the work to be inserted on the reports or other q410 data. SECTION XII - WARRANTY +t• 2 The CONSULTANT warrants that she has not employed or retained any company or person other than bona fide employee working solely for the CONSULTANT to solicit or secure this contract and that he Sias not paid or agreed to pay any company or person other than a bona fide employee working solely for the CONSULTANT any fee, commission, percentage fee, gifts or any other considerations, contingent upon or resulting from the award or making of this contract, For breach violation of this warranty, the COUNTY shall have the right to annul this contract without liability. SECTION XIII - DURATION OF AGREEMENT This Agreement shall remain in full force and effect for a period of two years after the date of execution thereof or until completion of all project phases as specified by the County Coastal Engineer, whichever occurs first, or unless otherwise terminated by mutual consent. of the parties hereto or pursuant to Section XII of this contract. SECTION XIV - INSURANCE AND INDEMNIFICATION The COUNTY acknowledges that the CONSULTANT does not carry General Liability or Professional Liability Insurance. The CONSULTANT is exempt from requirements under the State of Florida Worker's Compensation Laws. SECTION XV - LIMITATION OF CONSULTANT'S LIABILITY TO CLIENT The Client acknowledges the Consultant is not an insurer. The fees determined for the Scope of Services are not based upon the Client's assumed risks, property value or potential value of the project site. Except for claims arising from circumstances caused by the willful misconduct of the Consultant, any and all liability of or claims for damages against the Consultant by the Client, whether based upon contract, tort, breach of warranty, professional negligence (including, without limitation, errors, omissions or other professional acts), or otherwise, shall not in aggregate exceed the amount of the total compensation to be paid by the Client to the Consultant for the services (less any increases caused by late payment, and less any amounts paid to subcontractors by the Consultant). In no event shall the Consultant be responsible for any incidental or indirect impact or consequential damages (including loss of profits) incurred by the Client as a result of the Consultant's performance of any of the Scope of Services. SECTION XVI - INDEMNIFICATION fOR ACTS OR OMISSIONS The Client shall, to the maximum extent permitted by law, indemnify and Fold the Consultant harmless from and against any and all claims losses, damages, fines and expenses (including reasonable attorney fees) which arise out of or are in any way connected with the acts or omissions of the Client, its employees, agents subcontractors and assigned persons and 40 their respective employees, agents and subcontractors. Conversely, the Consultant shall, to the maximurn extent permitted by law, indemnify and hold the Client harmless from and against any and all claims losses, damages, fines and expenses (including reasonable attorney fees) which arise out of or are in any way connected with the acts or omissions of the Consultant, its employees, agents and subcontractors. SECTION XVII - ENTIRETY OF AGREEMENT This writing embodies the entire Agreement and understanding between the parties hereto, and there are no other Agreements and understandings, oral or written, with reference to the subject matter hereof that are not merged herein and superseded hereby. No aiteration, change, or modification of the terms of this Agreement shall be valid unless made in writing and signed by both parties hereto. This Agreement, regardless of where executed, shall be governed by and construed according to the laws of the State of Florida. IN WII NESS WHEREOF the parties hereto have executed these presents this -.1 day of � , 1999. BY: Z��- Z--ZA Christine Perretta President WITNESS: WITNESS:cp (Corporate seal is acceptable in place of witnesses) Co1XNVf7aeid�u�LM7Faa�turtle3.*.4r INDIAN RIVER COUNTY, FLORIDA HOARD OF COUNTY COMMISSIONERS z ///BY: I2 - ' 4��"[ enneth R. Macht, C airman Attest - Jeffrey K. Barton Clerk of � � 4W do EXHIBIT "B" SCHEDULE OF SERVICES AND FEES 1999 Nesting Season Monitoring $17,000 Compile Data/Generate Report 3,500 $20,500 The COUNTY will withhold a 10% retainage until the end of the calendar year, at which time the retainage shall be released conditioned upon satisfactory performance. C,\Ky?i lea%Cat MDA>A9At lir[ lel •iqi