HomeMy WebLinkAboutDocumentation_Regular_Tab 20_10/9/2025 Agenda Item #20.
Regular Council
STAFF MEMO x
Meeting: Regular Council - Oct 09 2025
Staff Contact: Marjorie Craig, Utilities Director Department: Utilities
Consider Approval of Agreements for General Consulting Services with Six (6) Consulting Firms
Selected Using RFQ#PW-Utilities-03-10-2025/MC - Consultants' Competitive Negotiation Act (CCNA)
SUMMARY:
Village of Tequesta (VOT or Village) Utilities Department (UD) recommends approval and execution of an
agreement for general consulting services with six (6) consulting firms selected through the CCNA
procurement process: Baxter & Woodman, Inc.; Carollo Engineers, Inc.; Engenuity Group, Inc.; Holtz
Consulting Engineers, Inc.; Kimley-Horn and Associates, Inc.; and McKim & Creed, Inc. The initial term of
these agreements is three (3) calendar years with the option for two (2) additional one (1) year terms. The
CCNA is a Florida statute (FS 287.055) that governs how public agencies procure engineering, architectural,
and surveying services by focusing on a firm's qualifications rather than the "lowest bid."
On June 2, 2025, the Village posted a request for qualifications (RFQ) for general consulting services
continuing contracts (RFQ # PW-Utilities — 03-10-2025/MC) on DemandStar and the Village website. In
response, qualification packages were received from fourteen (14) firms ahead of the submission deadline of
July 2, 2025, at 2:00 PM EST.
PROPOSALS RECEIVED
The RFQ was posted on June 2, 2025, and the proposal opening was on July 2, 2025. There were fifteen (15)
bids received:
1. Baxter&Woodman, Inc.
2. Carollo Engineers, Inc.
3. Chen Moore and Associates, Inc.
4. Collective Water Resources, LLC
5. Craig A. Smith &Associates, LLC
6. Engenuity Group, Inc.
7. Florida Technical Consultants, LLC
8. Geographic Technologies Group, Inc.
9. Holtz Consulting Engineers, Inc.
10. Innovation Design & Consulting Engineers, LLC
11.Kimley-Horn and Associates, Inc.
12.McKim & Creed, Inc.
13.Mock, Roos &Associates, Inc.
14.Water Resources Management Associates, Inc
An evaluation committee, consisting of five (5) members, with representatives from three (3) departments, was
formed to review the qualification packages and recommend an award to the Village Council. The five
committee members met on Tuesday July 29, 2025, via a publicly advertised meeting to publicly review and
score the qualification packages from the fourteen (14) firms. Three (3) firms, Chen Moore and Associates,
Inc., Mock, Roos & Associates, Inc. and Water Resources Management Associates, Inc., were disqualified
during proposal review due to incomplete proposal packages. Our legal team reviewed the disqualification.
Page 648 of 735
Agenda Item #20.
Each firm was evaluated based on qualifications; experience & expertise; project delivery & approach; and
resources, availability & commitment and rreference. The Village Clerk then tallied the individual scores and
provided the final scoring and rankings to the evaluation committee. The cumulative score and ranking of each
firm, based on the criteria outlined in the RFQ, are as follows:
Kimley-Horn and Associates, Inc. 477 1
Holtz Consulting Engineers, Inc. 455 2
Carollo Engineers, Inc. 443 3
Baxter& Woodman, Inc. 441 4
McKim & Creed, Inc. 436 5
Engenuity Group, Inc. 425 6
Collective Water Resources, LLC 413 7
Craig A. Smith &Associates, LLC 411 8
Florida Technical Consultants, 347.5 9
LLC
Geographic Technologies Group, 311 10
Inc.
Innovation Design & Consulting 276 11
Engineers, LLC
Chen Moore and Associates, Inc.
Mock, Roos &Associates, Inc.
Water Resources Management
Associates, Inc.
** Firm disqualified due to incomplete proposal submission
Based on the collective scoring of the qualification packages, the evaluation committee unanimously
determined that the top six (6) ranked firms move forward to the negotiation stage for final selection and
recommendation of award to the Village Council.
The Village Clerk held an initial public negotiation meeting on August 13, 2025. During this meeting, the
proposed individual position rates from each of the top six (6) ranked firms were reviewed for fairness and
competitiveness. At the conclusion of this meeting, the Committee decided that negotiations would take place
and to take additional time to review the comparison material provided.
Two additional negotiation committee meetings were held, August 22, 2025, and September 10, 2025, in which
the committee decided to counteroffer various rates for positions provided by Kimley-Horn & Associates,
Carollo Engineers, Baxter& Woodman, and McKim & Creed.
These decisions were based on the review of median rates for competing firms and the expertise the positions
provide. Of the counteroffers described below, only four were countered by two firms. The negotiation
committee did accept the final revised counteroffers, including all negotiated rates, with the exception of the
four positions for which counteroffers were denied with justification, which were accepted as originally
presented by the firms. A summary of all counteroffers and final approved rates is provided below:
Kimley-Horn and Principal 350 325
Associates, Inc.
Kimley-Horn and Chief Professional 340 315
Associates, Inc.
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Agenda Item #20.
Kimley-Horn and Senior Project Manager 290 275
Associates, Inc.
Kimley-Horn and Project Manager 275 256
Associates, Inc.
Kimley-Horn and Senior Field 225 210
Associates, Inc. Representative
Kimley-Horn and Administrative Support 120 110**
Associates, Inc. Staff
Carollo Engineers, Inc. Principal 345 325
Carollo Engineers, Inc. Senior Project Manager 295 275
Carollo Engineers, Inc. Project Manager 270 256
Carollo Engineers, Inc. Staff Process 235 210
Professional
Carollo Engineers, Inc. Principal Professional 280 265
Carollo Engineers, Inc. Designer 170 150**
Carollo Engineers, Inc. Senior Designer 210 165**
Carollo Engineers, Inc. Senior Construction 290 275
Manager
Carollo Engineers, Inc. Construction Manager 260 235
Carollo Engineers, Inc. Construction Inspector 190 175
Carollo Engineers, Inc. Clerical Administrative 130 110**
Baxter& Woodman, Inc. Spatial Technology 195 180
Professional IV
Baxter& Woodman, Inc. Spatial Technology 175 165
Professional III
Baxter& Woodman, Inc. Professional I to III 185 165
McKim & Creed, Inc. Principal 334 325
McKim & Creed, Inc. Engineering Manager 301 275
McKim & Creed, Inc. Technical Specialist III 311 295
McKim & Creed, Inc. Technical Specialist II 301 285
McKim & Creed, Inc. Technical Specialist 1 268 255
McKim & Creed, Inc. Designer IV 178 165
** Counteroffer not accepted. Initial proposed rate accepted
Based on the total scores and ranking from the qualification packages the evaluation committee unanimously
recommends that the top six (6) firms — Baxter & Woodman, Inc., Carollo Engineers, Inc., Engenuity Group,
Inc., Holtz Consulting Engineers, Inc., Kimley-Horn and Associates, Inc. and McKim & Creed, Inc. — be
awarded continuing contracts by the Village Council.
The following are budget accounts typically used for CCNA continuing engineering services for the
Utilities Department, but departments, such as Public Works, the Building Department, and the
Recreation Department, among others, also use these agreements:
WATER FUND -Water Admin - Account 401-241-531.302 Engineering Services
WATER FUND - Repair& Replacement-Account 401-411-531.302 Engineering Services
WATER FUND - Capital Outlay -Account 401-412-663.632 Architectural & Engineering Other
STORMWATER FUND —Account 403-250-531.302 As Needed Engineering Services
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Agenda Item #20.
ATTACHMENTS
The following attachments are included for reference:
• Attachment 1 — agreements with the selected consultant firms
o Baxter&Woodman, Inc.
o Carollo Engineers, Inc.
o Engenuity Group, Inc.
o Holtz Consulting Engineers, Inc.
o Kimley-Horn and Associates, Inc.
o McKim & Creed, Inc.
Documents related to the RFQ, selection and negotiation committee agendas are available from the Utilities
Department by calling 561-768-0700.
This document and any attachments may be reproduced upon request in an alternative format by
completing our Accessibility Feedback Form, sending an e-mail to the Village Clerk or calling 561-
768-0443.
BUDGET AMOUNT TBD AMOUNT AVAILABLE TBD EXPENDITURE AMOUNT:
TBD
FUNDING SOURCES: TBD IS THIS A PIGGYBACK:
❑ Yes ❑x N/A
DID YOU OBTAIN 3 QUOTES?
❑ Yes ❑x N/A
QUOTE 1 - BUSINESS NAME N/A QUOTE AMOUNT N/A
QUOTE 2 - BUSINESS NAME N/A QUOTE AMOUNT N/A
QUOTE 3 - BUSINESS NAME N/A QUOTE AMOUNT N/A
COMMENTS/EXPLANATION ON SELECTION Selection of CCNA consultants for continuing
services
1 a) 25.0902 BaxterWoodmanCCNAAgr2025 Par Executed
1 b) 25.0910_CarolloCCNAAgr2025 Par Executed Need Witness
1 c) 25.0911 En_.enuityCCNAAgr2025 Par Executed
1 d) 25.0812 HoltzCCNAAgr2025 Par Executed
1 e) 25.0911_KHACCNAAgr2025 Par Executed
1f) 25.0902 McKim Creed CCNAAgr2025 Par Executed
Page 651 of 735
Agenda Item #20.
PROFESSIONAL ENGINEERING SERVICES AGREEMENT
This Agreement (Contract) made this day of 2025 by and
between the Village of Tequesta,a public agency of the State of Florida hereinafter designated as the"the
— VILLAGE"and"OWNER",and Baxter&Woodman, Inc.,an Illinois Corporation with offices located at 1601
Forum Place, Suite 400, West Palm Beach, FL 33401, whose Federal I.D. number is 36-2845242,
hereinafter designated as "the CONTRACTOR", in consideration of the mutual covenants hereinafter set
— forth agree as follows:
ARTICLE 1. TERM;AGREEMENT NOT EXCLUSIVE
— 1.1 This Agreement shall remain in effect for a term of three (3) years from the date of this Agreement
with two (2) one (1) year options to renew, unless otherwise terminated as provided herein at
Article 13. Each option to renew shall be exercised automatically unless either party gives notice
to the other at least thirty (30) days prior to the end of the term of its intent not to renew.
Additionally, the parties may extend the Agreement upon mutually acceptable terms and
conditions. Any such extension shall be in writing and must be executed by both parties.*The
_ extension may provide for the completion of all tasks previously authorized by the Village in
accordance with Article 2 unless terminated in accordance with Article 13 hereinbelow,or allowed
to lapse by failure to extend same at the end of the term. Any and all Work authorizations issued
_ during the term of this Agreement (including any extensions) shall remain in full force and effect
beyond the term of this Agreement(including any extensions)as set forth herein,unless otherwise
terminated in accordance with Article 13 hereinbelow.
1.2 Nothing in this Agreement shall prevent the Village from employing other consultants to perform
the same or similar services. The Village also retains the option, at its sole discretion, to perform
any and all professional engineering services by utilizing Village employees or other engineers.
ARTICLE 2. SERVICES TO BE PERFORMED BY ENGINEER; INSTRUMENT OWNERSHIP
2.1 Engineer shall perform certain professional general civil/engineering services and such other
related services as may be required by the Village from time to time which are specifically
authorized by the Village and set forth in a specific Scope of Services (herein referred to as the
"Work'). Each such specific authorization will be referred to as a Work Authorization ("WA"). Each
WA shall be designated as a consecutively numbered exhibit to this Agreement and shall be
attached hereto and incorporated by reference as part of this Agreement. Each WA form will set
forth a specific scope of services,total amount of compensation and completion date.An individual
WA for projects costing up to seventy five thousand dollars ($75,000.00) must be approved by the
Village Manager prior to commencement of any work by Engineer, as more particularly set forth
below (2.3 — Process). For all projects valued in excess of seventy five thousand dollars
_ ($75,000.00),the individual WA must be approved by the Village Council prior to commencement
of any work by Engineer.The above referenced limits are reflective of current Village procurement
policies. Should policies change throughout the duration of this Agreement the most current
Village policies should apply.
2.2 All instruments of professional services including, but not limited to, documents, records, disks,
original drawings and/or other information created and/or procured by Engineer for any
authorized Project shall become the property of the Village upon completion of the work for which
the asset was utilized and upon payment by the Village in accordance with the applicable WA and
Article 16.
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Agenda Item #20.
2.3 The Village and Engineer will confer prior to the issuance of any WA to discuss the scope of the
Work, the time needed to complete the Work, including phasing, if any, and the fees for services
to be rendered in connection with the Work. Thereafter, Engineer will submit a proposed WA to
Village which shall state with specificity and detail the scope of Work, the time for completion,
including phasing, if any, and the fees. WAs may divide the Work into individual tasks or phases,
as discussed between the Village and Engineer prior to the issuance of the WA. At the discretion
of Village Manager, WAs for certain general utility and civil services of minimal scope (those that
do not exceed $15,000.00 total cost per WA) may be issued verbally for purposes of expediency
but shall be followed up by Engineer with a written WA as soon as practical. Additionally, at the
discretion of Village, a written WA for general Work services to be performed over a specified
period (months, or years) may be issued. In such event, Engineer shall invoice Village from time to
time, pursuant to Article 3 hereinbelow, against the agreed fees based on authorization from the
Village Manager. Engineer shall commence no Work prior to receipt of Village authorization.
Engineer shall not exceed the fee amount in any WA without prior Village authorization. Village
agrees to cooperate with Engineer at all times with the provision of plans or other data in the
possession of Village and available in Village files for any Work authorized hereunder.
2.4 Means, Methods & Safety. The Engineer will neither have control over or charge of, nor be
responsible for, the construction means, methods, techniques, sequences or procedures, or for
the safety precautions and programs in connection with the construction of the subject project(s).
ARTICLE 3. COMPENSATION
3.1 The Village shall pay Engineer in accordance with each individual WA; however, such WA shall be
based upon the Fee Schedule attached hereto as Exhibit"A"and incorporated by reference as part
of this Agreement. Compensation based upon such Fee Schedule will be negotiated as a lump sum
price or as an hourly rate for each individual WA as set forth in Article 2 hereinabove. Payments
shall be made by Village to Engineer on a monthly basis, pursuant to the Engineer's invoice for
Work completed.
3.2 All requests for payment of "out-of-pocket" expenses which may be eligible for reimbursement
shall be included in the individual WA applicable to the project. Copies of paid receipts,invoices or
other documentation acceptable to the Village Manager may be requested by the Village for
documentation sufficient to establish that the expense was actually incurred. No payment will be
made for items not listed on the WA unless approved by the Village Manager prior to the
expenditure by Engineer.
3.3 All fees presented in the Fee Schedule will remain in effect for the duration of the Agreement term.
If the Agreement is renewed for any additional terms, as outlined in Article 1 of this agreement,
the Engineer may request, through a formal amendment, a change in fees by mutual consent of
both parties.
ARTICLE 4. INSURANCE
4.1 During the performance of the services under this Agreement, Engineer shall maintain the
following insurance policies written by an insurance company authorized to do business in Florida:
1. Professional liability of$2,000,000 per claim and $2,000,000 aggregate.
2. Commercial General Liability limits of$1,000,000 each occurrence and$2,000,000 aggregate.
3. General and Automobile liability insurance with bodily injury limits of not less than$500,000
for each person and not less than$500,000 for each accident and with property damage limits
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Agenda Item #20.
of not less than $1,000,000 for each accident, and any greater limits as may otherwise be
required by law.
4. Workers' Compensation insurance in accordance with statutory requirements.
4.2 Engineer shall furnish the Village certificates of insurance which shall include a provision that policy
cancellation, non-renewal or reduction of coverage will not be effective until at least thirty (30)
days written notice has been made to the Village.Engineer shall include the Village as an additional
insured on the general and automobile liability insurance policies required by the Agreement. All
of Engineer's subcontractors shall be required to include the Village and Engineer as additional
insureds on their general and automobile liability insurance policies. Engineer shall not commence
work under this Agreement or any WA issued hereunder until all insurance required as stated
herein has been obtained and certificates evidencing same are on file with the Village.
ARTICLE 5. STANDARD OF CARE
-" 5.1 Engineer shall exercise the same degree of care, skill and diligence in the performance of the
services as is ordinarily provided by a comparable professional under similar circumstances and
shall be obligated to correct services which fall below such standards at no additional cost to the
— Village. Engineer agrees that all services shall be performed by skilled and competent personnel.
ARTICLE 6. INDEMNIFICATION
— 6.1 Engineer agrees to protect, indemnify, and hold harmless the Village, its employees and
representatives,from and against any and all claims and liabilities, including all attorneys'fees and
court costs recoverable under applicable law, including appeals, for which the Village, its
employees and representatives, can or may be held liable as a result of injury (including death)to
persons or damage to property to the extent caused by the negligence, recklessness, or
intentionally wrongful acts or omissions of Engineer, its employees or agents, including
— subcontractors, in the performance of services under this Agreement. Engineer shall not be
required to indemnify the Village or its agents,employees or representatives when an occurrence
results from the wrongful acts or omissions of the Village or its agents, employees or
representatives.The terms and conditions of this Article shall survive the completion of all services,
obligations and duties provided for in this Agreement as well as the termination of this Agreement
for any reason.
ARTICLE 7. INDEPENDENT CONTRACTOR
7.1 Engineer undertakes performance of the services as an independent contractor and shall be wholly
responsible for the methods of performance utilized. Engineer shall not pledge the Village's credit
or make it a guarantor of payment of surety for any contract, debt, obligation,judgment, lien or
any form of indebtedness. Engineer further warrants and represents that it has no obligation or
indebtedness that would impair its ability to fulfill the terms of this Agreement.
ARTICLE 8. AUTHORITY TO PRACTICE
8.1 Engineer hereby represents and agrees that it has and will continue to maintain all professional
licenses and approvals required to conduct its business, and that it will at all times conduct its
business activities in a reputable manner.
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Agenda Item #20.
ARTICLE 9. COMPLIANCE WITH LAWS
9.1 In performance of the services, Engineer will comply with applicable and published regulatory
requirements, including federal, state, special district and local laws, rules, regulations, orders,
codes, criteria and standards.
ARTICLE 10. SUBCONTRACTING
10.1 The Village reserves the right, in its sole discretion, to accept or reject the use of a subcontractor
and to inspect all facilities of any subcontractor to insure that the selected subcontractors will be
able to perform properly under this Agreement. If a subcontractor fails to perform or make
progress as required by any WA and it becomes necessary to replace the subcontractor in order to
complete the work in a timely fashion, Engineer shall promptly provide a replacement, subject to
acceptance of the new subcontractor by the Village.
ARTICLE 11. FEDERAL AND STATE TAXES
11.1 The Village is exempt from federal tax and state sales and use taxes. Upon request,the Village will
provide an exemption certificate to Engineer. Engineer is not exempt from paying sales tax to its
suppliers for materials to fulfill contractual obligations with the Village, nor shall Engineer be
authorized to use the Village's Tax Exemption Number in securing such materials.
ARTICLE 12. AVAILABILITY OF FUNDS
12.1 The obligations of the Village under this Agreement and any WA are subject to the availability of
funds lawfully appropriated for its purpose by the Village Council of the Village of Tequesta.
Engineer may rely on the execution of an individual WA as evidence that funds have been
appropriated.
ARTICLE 13. TERMINATION OF AGREEMENT
13.1 This Agreement, or any WA issued hereunder, may be terminated by either party with or without
cause upon thirty (30) days prior written notice to the other. Unless Engineer is in breach of this
Agreement, Engineer shall be paid for services rendered to the Village's reasonable satisfaction
through the date of termination. Notice as required hereunder shall be sufficient when provided
in accordance with Article 14 herein below.
ARTICLE 14. NOTICE
14.1 Any notice, demand, communication or request required or permitted hereunder shall be in
writing and delivered in person, by facsimile or sent by certified mail as follows:
AS TO VILLAGE WITH COPY TO AS TO ENGINEER
Jeremy Allen Keith W. Davis, Esq. Rebecca Travis
Village Manager Village Attorney Executive Vice President
Village of Tequesta Davis&Ashton, P.A. Baxter&Woodman, Inc.
345 Tequesta Drive 701 Northpoint Parkway, Suite 205 1601 Forum Place Suite 400,
Tequesta, FL 33469 West Palm Beach, FL 33407 West Palm Beach, FL 33401
14.2 Notices shall be effective when received at the addresses as specified above. Facsimile
transmission is acceptable notice effective when received, however, facsimile transmissions
received (i.e., printed) after 5:00 p.m. on weekends or holidays will be deemed received on the
next business day.The original of the notice must additionally be sent by certified mail.Changes in
the respective addresses to which such notice is to be directed may be made from time to time by
either party by written notice sent by regular mail or facsimile to the other party.
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Agenda Item #20.
ARTICLE 15. UNCONTROLLABLE FORCES
15.1 Neither Village nor Engineer shall be deemed in default of this Agreement if delays or failure of
performance is due to uncontrollable forces, the effect of which, by the exercise of reasonable
diligence,the nonperforming party could not avoid.The term "uncontrollable force(s)"shall mean
any event which results in the prevention or delay of performance by a party of its obligations
under this Agreement which is beyond the reasonable control of the nonperforming party. It
includes, but is not limited to fire, flood, earthquakes, storms, lightning, epidemic, war, riot, civil
.. disturbance, sabotage and governmental actions. The nonperforming party shall, within a
reasonable time of being prevented or delayed from performance by an uncontrollable force, give
written notice to the other party describing the circumstances and uncontrollable forces
preventing continued performance of the obligations of this Agreement. Notice as required
hereunder shall be sufficient when provided in accordance with Article 14 hereinabove.
15.2 Neither party shall, however, be excused from performance if nonperformance is due to forces
which are preventable, removable,or remediable and which the nonperforming party could have,
with the exercise of reasonable diligence, prevented, removed or remedied with reasonable
dispatch.
ARTICLE 16. OWNERSHIP OF DOCUMENTS
16.1 Engineer shall be required to cooperate with other consultants relative to providing information
requested in a timely manner and in the specified form. All instruments of professional services,
including, but not limited to, documents, records, disks, original drawings or other information
created or procured by Engineer for any project which is the subject of this Agreement and an
-- individual WA shall,upon completion of the work and payment of all monies due Engineer, become
the property of the Village for its use and/or distribution as may be deemed appropriate by the
Village. However, both parties specifically acknowledge and agree that any re-use of such
documents by the Village, for other than the specific purpose intended, without written
verification and adaption by Engineer for such specific purpose will be at the sole risk of the Village
and without liability or legal exposure to Engineer.
ARTICLE 17. ACCESS AND AUDITS
17.1 Engineer shall maintain adequate records to justify all charges and costs incurred in performing
work authorized under this Agreement and individual WAs for at least three (3) years after
' completion of the applicable project. The Village shall have access to such books, records and
documents as required in this section forthe purpose of inspection or audit during normal working
business hours at Engineer's place of business.
ARTICLE 18. NON-DISCRIMINATION
18.1 Engineer represents that all of its employees are treated in a fair and equitable manner without
regard to race, color, religion, gender,age or national origin.
ARTICLE 19. ENFORCEMENT COSTS
19.1 If any legal action or other proceeding is brought for the enforcement of this Agreement, or
because of an alleged dispute, breach, default or misrepresentation in connection with any
provisions of this Agreement, the successful or prevailing party or parties shall be entitled to
recover reasonable attorneys' fees, court costs and all expenses (including taxes) even if not
taxable as court costs (including,without limitation,all such fees, costs and expenses incidental to
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Agenda Item #20.
appeals), incurred in that action or proceeding, in addition to any other relief to which such party
or parties may be entitled.
ARTICLE 20. GOVERNING LAW AND VENUE
20.1 This Agreement shall be governed by the laws of the State of Florida. Any and all legal action
necessary to enforce the Agreement will be held in the state or federal courts in and for Palm Beach
County and the Agreement will be interpreted according to the laws of Florida.
— ARTICLE 21. SUCCESSORS AND ASSIGNS
21.1 The Village and Engineer each binds itself and its partners, successors, assigns and legal
representatives to the other party in this Agreement and to the partners, successors, executors,
administrators,assigns and legal representatives. Engineer shall not assign this Agreement without
the express written approval of the Village.
— ARTICLE 22. SEVERABILITY
22.1 The invalidity, illegality or unenforceability of any provision of this Agreement, or the occurrence
of any event rendering any portion or provision of this Agreement void, shall in no way affect the
— validity or enforceability of any other portion or provision of the Agreement. Any void provision
shall be deemed severed from the Agreement and the balance of the Agreement shall be construed
and enforced as if the Agreement did not contain the particular portion or provision held to be
-- void.
ARTICLE 23. PUBLIC ENTITY CRIMES
— 23.1 Contractor acknowledges and agrees that a person or affiliate who has been placed on the
convicted vendor list following a conviction for a public entity crime may not submit a bid,
proposal,or reply on a contract to provide any goods or services to a public entity; may not
--- submit a bid, proposal, or reply on a contract with a public entity for the construction or repair of
a public building or public work; may not submit bids, proposals,or replies on leases of real
property to a public entity; may not be awarded or perform work as a contractor,supplier or sub-
contractor under a contract with any public entity; and may not transact business with any public
entity in excess of the threshold amount provided in Section 287.017, Florida Statues,for
— CATEGORY TWO for a period of 36 months following the date of being placed on the convicted
vendor list.The Contractor will advise the OWNER immediately if it becomes aware of any
violation of this statute.
ARTICLE 24. SCRUTINIZED COMPANIES
24.1 Contractor certifies that it and its subcontractors are not on the Scrutinized Companies that
Boycott Israel List and are not engaged in the boycott of Israel. Pursuant to section 287.135,
Florida Statutes,the Owner may immediately terminate this Agreement at its sole option if the
Contractor or any of its subcontractors are found to have submitted a false certification; or if the
Contractor or any of its subcontractors,are placed on the Scrutinized Companies that Boycott
Israel List or is engaged in the boycott of Israel during the term of this Agreement.
24.2 If this Agreement is for one million dollars or more,the contractor certifies that it and its
subcontractors are also not on the Scrutinized Companies with Activities in Sudan List,
Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List,or engaged in
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Agenda Item #20.
business operations in Cuba or Syria as identified in Section 287.135, Florida Statutes. Pursuant
to Section 287.135,the Owner may immediately terminate this Agreement at its sole option if
the Contractor, or any of its subcontractors are found to have submitted a false certification;or if
the Contractor or any of its subcontractors are placed on the Scrutinized Companies with
^. Activities in Sudan List, or Scrutinized Companies with Activities in the Iran Petroleum Energy
Sector List, or are or have been engaged with business operations in Cuba or Syria during the
term of this Agreement.
24.3 The Contractor agrees to observe the above requirements for applicable subcontracts entered
into for the performance of work under this Agreement.
24.4 The Contractor agrees that the certifications in this section shall be effective and relied upon by
the OWNER for the term of this Agreement, including any and all renewals.
24.5 The Contractor agrees that if it or any of its subcontractors'status changes in regards to any
certification herein,the Contractor shall immediately notify the Owner of the same.
24.6 As provided in Subsection 287.135(8), Florida Statutes, if federal law ceases to authorize the
above-stated contracting prohibitions then they shall become inoperative.
ARTICLE 25. EMPLOYMENT ELIGIBILITY
25.1 This Agreement is subject to and governed by the laws of the State of Florida, including without
limitation Chapter 448, Florida Statutes,which provides for General Labor Regulations,and
specifically Section 448.095, Employment Eligibility.The Contractor acknowledges its legal
obligation to comply with §448.095, Florida Statutes.
i. Pursuant to Section 448.095, Florida Statutes, beginning January 1, 2021,Contractor shall
register with and use the U.S. Department of Homeland Security's E-Verify system, https://e-
verifv.uscis.gov/emp,to verify the work authorization status of all Contractor employees
hired on and after January 1, 2021.
ii. Subcontractors—
a. Contractor shall also require all subcontractors performing work under this Agreement to
use the E-Verify system for any employees they may hire during the term of this
Agreement.
b. Contractor shall obtain from all such subcontractors an affidavit stating the
subcontractor does not employ, contract with, or subcontract with an unauthorized
alien, as defined in section 448,095, Florida Statutes.
c. Contractor shall provide a copy of all subcontractor affidavits to the Village upon receipt
and shall maintain a copy for the duration of the Agreement.
iii. Contractor must provide evidence of compliance with Section 448.095, Florida Statutes.
Evidence shall consist of an affidavit from the CONTRACTOR stating all employees hired on
and after January 1, 2021, have had their work authorization status verified through the E-
Verify system and a copy of their proof of registration is in the E-Verify system.
iv. Failure to comply with this provision is a material breach of the Agreement and shall result in
the immediate termination of the Agreement without penalty to the Village. CONTRACTOR
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Agenda Item #20.
shall be liable for all costs incurred by the Village to secure a replacement Agreement,
including but not limited to,any increased costs for the same services,any costs due to delay,
and rebidding costs, if applicable.
ARTICLE 26. OFFICE OF THE INSPECTOR GENERAL
26.1 Pursuant to Article XII of the Palm Beach County Charter, the Office of the Inspector General has
jurisdiction to investigate municipal matters, review and audit municipal contracts and other
— transactions, and make reports and recommendations to municipal governing bodies based on
such audits, reviews or investigations. All parties doing business with the Village shall fully
cooperate with the inspector general in the exercise of the inspector general's functions,authority
and power.The inspector general has the power to take sworn statements,require the production
of records and to audit, monitor, investigate and inspect the activities of the Village, as well as
contractors and lobbyists of the Village in order to detect, deter, prevent and eradicate fraud,
waste, mismanagement, misconduct and abuses.
ARTICLE 27. PUBLIC RECORDS
27.1 In accordance with Sec. 119.0701, Florida Statutes, Engineer must keep and maintain this
Agreement and any other records associated therewith and that are associated with the
performance of the work described herein and in Engineer's proposal. Upon request from Village's
custodian of public records, Engineer must provide Village with copies of requested records, or
_ allow such records to be inspected or copied, within a reasonable time in accordance with access
and cost requirements of Chapter 119, Florida Statutes. Should Engineer fail to provide the public
records to Village, or fail to make them available for inspection or copying, within a reasonable
time, Engineer may be subject to attorney's fees and costs pursuant to Sec. 119.0701, Florida
Statutes, and other penalties under Sec. 119.10, Florida Statutes. Further, Engineer shall ensure
that any exempt or confidential records associated with this Agreement or associated with the
— performance of the work described herein and in Engineer's proposal are not disclosed except as
authorized by law for the duration of the Agreement term, and following completion of the
Agreement if Engineer does not transfer the records to the Village. Finally, upon completion of the
— Agreement, Engineer shall transfer, at no cost to the Village, all public records in possession of
Engineer, or keep and maintain public records required by the Village. If Engineer transfers all
public records to the Village upon completion of the Agreement, Engineer shall destroy any
— duplicate public records that are exempt or confidential and exempt from public records disclosure
requirements. Engineer shall be entitled to retain a copies of documents it creates for record
purposes, pursuant to the requirements of this Article and Chapter 119, Florida Statutes. If
_, Engineer keeps and maintains public records upon completion of the Agreement, Engineer shall
meet all applicable requirements for retaining public records.Records that are stored electronically
must be provided to Village, upon request from Village's custodian of public records, in a format
that is compatible with Village's information technology systems.
IF ENGINEER HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER
119, FLORIDA STATUTES, TO ENGINEER'S DUTY TO PROVIDE PUBLIC
RECORDS RELATING TO THIS AGREEMENT, PLEASE CONTACT THE VILLAGE
CLERK, RECORDS CUSTODIAN FOR THE VILLAGE, AT (561) 768-0685, OR AT
ImcwilliamsC@teguesta.org, OR AT 345 TEQUESTA DRIVE, TEQUESTA,
FLORIDA 33469.
Page 8 of 9
Page 659 of 735
Agenda Item #20.
ARTICLE 28. ENTIRETY OF AGREEMENT
28.1 The Village and Engineer agree that this Agreement, including Exhibit "A" "Fee Schedule" and
Engineer's Proposal submitted in response to Village's RFQ, which is hereby incorporated into this
Agreement;and all required insurance,licenses and approvals required by this Agreement sets forth
the entire agreement between the parties,and that there are no promises or understandings other
than those stated herein. None of the provisions,terms and conditions contained in this added to,
modified, superseded or otherwise altered except by written instrument executed by the parties
hereto.
IN WITNESS WHEREOF, the parties hereto have signed two (2) copies of this Agreement. At least one
counterpart each has been delivered to OWNER and CONTRACTOR. All portions of the Contract
Documents have been signed or identified by OWNER and CONTRACTOR.
OWNER CONTRACTOR
Village of Tequesta Baxter&Woodman, Inc.
345 Tequesta Drive 1601 Forum Place,Suite 400
Tequesta, FL 33469 West Palm Beach, FL 33401
By
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Molly Young, Mayor Rebecca Travis, Executive Vice Presitie'r �
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(VILLAGE SEAL) (CORPORATE SEAL)
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ATTEST ATTEST J� XdS. `�``
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Lori McWilliams,Village Clerk PRINT NAME AND POSITION
Page 9 of 9
Page 660 of 735
Agenda Item #20.
Exhibit B
BAXTER&WOODMAN, INC.
2025 HOURLY BILLING RATES FOR PROFESSIONAL SERVICES
EMPLOYEE CLASSIFICATION HOURLY BILLING RATES
Executive Vice President $275
Vice President $260
Engineer VII $252
Engineer VI $242
Engineer V $220
Engineer IV $205
Engineer III $180
Engineer II $160
Engineer 1 $138
Engineering Intern $80
Construction Manager II $210
Construction Manager 1 $180
Engineering Tech V $185
Engineering Tech IV $160
Engineering Tech III $145
Engineering Tech 11 $125
Engineering Tech 1 $100
Spatial Technology Professional V $200
Spatial Technology Professional IV $180
Spatial Technology Professional III $165
Spatial Technology Professional 11 $145
Spatial Technology Professional 1 $130
Production Manager $185
CADD Tech III $155
CADD Tech 11 $135
CADD Tech 1 $100
Administrative Support I to V $100
Marketing Professional I to IV $150
Communication Specialist I to IV $150
Accounting Professional I to IV IT $120
Professional I to III $165
Data Analyst I to 111 $150
•Hourly rates for inspection services do not include any overtime.
•Hourly Rates include direct labor and indirect overhead expenses,readiness to serve,and profit,and are for 8 hours/day and 40
hours/week during regularly scheduled work hours.
•The Engineer may adjust the hourly billing rate and out-of-pocket expenses on or about January 1 of each subsequent year and
will send the new schedule to the Owner.
•Consulting fees for legal services will vary and subject to change based on services required.
BAXTER WOODMAN
Page 661 of 735
'Agenda Item #20.
Exhibit B
PM BAXTER&WOODMAN,INC.
2025 DIRECT COSTS/EXPENSE ITEMS
FOR PROFESSIONAL SERVICES
■. ITEM RATES
Personal Owned Vehicle Mileage Reimbursed at the rate set by the US Internal Revenue Service
Company Owned/Leased Vehicles Usage $65.00-$80.00 per day
Company Owned/Leased Vehicles Usage $32.50-$40.00 per half day(minimum charge)
Traffic Counters $50 per day
® "$300 per setup plus$30/hour/intersection and$85/hour
Miovision Traffic Data Collection System Flow bikes/pedestrians processing
Meter and Strap-on Flow Meter Pressure Data $650 per month
c� Logger $50.00 per day per unit
Bathymetric Drone Boat $300 per day
Streetview Camera System $300 per day
Underwater Drone Vehicle $500 per day
Pavement Management Camera System Sony $500 per day
FX-30 Cinema Camera $250 per day
® Aerial Drone LiDAR $300 per day
Indoor LiDAR Unit(for Revit use) $700 per day
Standard Aerial Drone Video/Photo Collection $200 per day
g, Advanced Digital Fieldbook $1,500 per month
Digital Fieldbook $500 per month
Mobile LiDAR $800 per day
PID Meter $150 per day
Hand Auger $50 per day
Disposable Field Supplies $30 per day
® Sub-Consultant Costs Invoice costs plus 10%
"Does not include roundabouts
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Page 662 of 735
Agenda Item #20.
PROFESSIONAL ENGINEERING SERVICES AGREEMENT
This Agreement (Contract) made this day of 2025 by and
between the Village of Tequesta,a public agency of the State of Florida hereinafter designated as the"the
— VILLAGE"and "OWNER",and Carollo Engineers, Inc.,a Delaware Corporation with offices located at 2056
Vista Pkwy,Suite 150,West Palm Beach,FL 33411,whose Federal I.D. number is 86-089-9222, hereinafter
designated as "the CONTRACTOR", in consideration of the mutual covenants hereinafter set forth agree
--• as follows:
ARTICLE 1. TERM;AGREEMENT NOT EXCLUSIVE
— 1.1 This Agreement shall remain in effect for a term of three (3) years from the date of this Agreement
with two (2) one (1) year options to renew, unless otherwise terminated as provided herein at
Article 13. Each option to renew shall be exercised automatically unless either party gives notice
„„ to the other at least thirty (30) days prior to the end of the term of its intent not to renew.
Additionally, the parties may extend the Agreement upon mutually acceptable terms and
conditions. Any such extension shall be in writing and must be executed by both parties. The
— extension may provide for the completion of all tasks previously authorized by the Village in
accordance with Article 2 unless terminated in accordance with Article 13 hereinbelow,or allowed
to lapse by failure to extend same at the end of the term. Any and all Work authorizations issued
during the term of this Agreement (including any extensions) shall remain in full force and effect
beyond the term of this Agreement(including any extensions)as set forth herein,unless otherwise
terminated in accordance with Article 13 hereinbelow.
— 1.2 Nothing in this Agreement shall prevent the Village from employing other consultants to perform
the same or similar services. The Village also retains the option, at its sole discretion, to perform
any and all professional engineering services by utilizing Village employees or other engineers.
ARTICLE 2. SERVICES TO BE PERFORMED BY ENGINEER; INSTRUMENT OWNERSHIP
2.1 Engineer shall perform certain professional general civil/engineering services and such other
related services as may be required by the Village from time to time which are specifically
authorized by the Village and set forth in a specific Scope of Services (herein referred to as the
"Work"). Each such specific authorization will be referred to as a Work Authorization ("WA"). Each
WA shall be designated as a consecutively numbered exhibit to this Agreement and shall be
attached hereto and incorporated by reference as part of this Agreement. Each WA form will set
forth a specific scope of services,total amount of compensation and completion date.An individual
— WA for projects costing up to seventy five thousand dollars ($75,000.00) must be approved by the
Village Manager prior to commencement of any work by Engineer, as more particularly set forth
below (2.3 — Process). For all projects valued in excess of seventy five thousand dollars
($75,000.00),the individual WA must be approved by the Village Council prior to commencement
of any work by Engineer.The above referenced limits are reflective of current Village procurement
policies. Should policies change throughout the duration of this Agreement the most current
Village policies should apply.
2.2 All instruments of professional services including, but not limited to, documents, records, disks,
original drawings and/or other information created and/or procured by Engineer for any
authorized Project shall become the property of the Village upon completion of the work for which
the asset was utilized and upon payment by the Village in accordance with the applicable WA and
Article 16.
Page 1 of 9
Page 663 of 735
Agenda Item #20.
2.3 The Village and Engineer will confer prior to the issuance of any WA to discuss the scope of the
Work, the time needed to complete the Work, including phasing, if any, and the fees for services
to be rendered in connection with the Work. Thereafter, Engineer will submit a proposed WA to
Village which shall state with specificity and detail the scope of Work, the time for completion,
... including phasing, if any, and the fees. WAs may divide the Work into individual tasks or phases,
as discussed between the Village and Engineer prior to the issuance of the WA. At the discretion
of Village Manager, WAs for certain general utility and civil services of minimal scope (those that
do not exceed $15,000.00 total cost per WA) may be issued verbally for purposes of expediency
but shall be followed up by Engineer with a written WA as soon as practical. Additionally, at the
discretion of Village, a written WA for general Work services to be performed over a specified
period (months,or years) may be issued. In such event, Engineer shall invoice Village from time to
time, pursuant to Article 3 hereinbelow, against the agreed fees based on authorization from the
Village Manager. Engineer shall commence no Work prior to receipt of Village authorization.
Engineer shall not exceed the fee amount in any WA without prior Village authorization. Village
agrees to cooperate with Engineer at all times with the provision of plans or other data in the
possession of Village and available in Village files for any Work authorized hereunder.
2.4 Means, Methods & Safety. The Engineer will neither have control over or charge of, nor be
responsible for, the construction means, methods, techniques, sequences or procedures, or for
the safety precautions and programs in connection with the construction of the subject project(s).
ARTICLE 3. COMPENSATION
3.1 The Village shall pay Engineer in accordance with each individual WA; however, such WA shall be
based upon the Fee Schedule attached hereto as Exhibit"A"and incorporated by reference as part
of this Agreement. Compensation based upon such Fee Schedule will be negotiated as a lump sum
price or as an hourly rate for each individual WA as set forth in Article 2 hereinabove. Payments
shall be made by Village to Engineer on a monthly basis, pursuant to the Engineer's invoice for
Work completed.
3.2 All requests for payment of "out-of-pocket" expenses which may be eligible for reimbursement
shall be included in the individual WA applicable to the project.Copies of paid receipts,invoices or
other documentation acceptable to the Village Manager may be requested by the Village for
documentation sufficient to establish that the expense was actually incurred. No payment will be
made for items not listed on the WA unless approved by the Village Manager prior to the
expenditure by Engineer.
3.3 All fees presented in the Fee Schedule will remain in effect forthe duration of the Agreement term.
If the Agreement is renewed for any additional terms, as outlined in Article 1 of this agreement,
the Engineer may request, through a formal amendment, a change in fees by mutual consent of
m. both parties.
ARTICLE 4. INSURANCE
4.1 During the performance of the services under this Agreement, Engineer shall maintain the
following insurance policies written by an insurance company authorized to do business in Florida:
1. Professional liability of$2,000,000 per claim and$2,000,000 aggregate.
2. Commercial General Liability limits of$1,000,000 each occurrence and$2,000,000 aggregate.
3. General and Automobile liability insurance with bodily injury limits of not less than$500,000
for each person and not less than$500,000 for each accident and with property damage limits
Page 2 of 9
Page 664 of 735
Agenda Item #20.
of not less than $1,000,000 for each accident, and any greater limits as may otherwise be
required by law.
4. Workers'Compensation insurance in accordance with statutory requirements.
4.2 Engineer shall furnish the Village certificates of insurance which shall include a provision that policy
cancellation, non-renewal or reduction of coverage will not be effective until at least thirty (30)
days written notice has been made to the Village. Engineer shall include the Village as an additional
insured on the general and automobile liability insurance policies required by the Agreement. All
of Engineer's subcontractors shall be required to include the Village and Engineer as additional
insureds on their general and automobile liability insurance policies. Engineer shall not commence
work under this Agreement or any WA issued hereunder until all insurance required as stated
herein has been obtained and certificates evidencing same are on file with the Village.
ARTICLE 5. STANDARD OF CARE
"-' 5.1 Engineer shall exercise the same degree of care, skill and diligence in the performance of the
services as is ordinarily provided by a comparable professional under similar circumstances and
shall be obligated to correct services which fall below such standards at no additional cost to the
— Village. Engineer agrees that all services shall be performed by skilled and competent personnel.
ARTICLE 6. INDEMNIFICATION
.-. 6.1 Engineer agrees to protect, indemnify, and hold harmless the Village, its employees and
representatives,from and against any and all claims and liabilities, including all attorneys'fees and
court costs recoverable under applicable law, including appeals, for which the Village, its
— employees and representatives, can or may be held liable as a result of injury (including death)to
persons or damage to property to the extent caused by the negligence, recklessness, or
intentionally wrongful acts or omissions of Engineer, its employees or agents, including
subcontractors, in the performance of services under this Agreement. Engineer shall not be
required to indemnify the Village or its agents,employees or representatives when an occurrence
results from the wrongful acts or omissions of the Village or its agents, employees or
representatives.The terms and conditions of this Article shall survive the completion of all services,
obligations and duties provided for in this Agreement as well as the termination of this Agreement
for any reason.
ARTICLE 7. INDEPENDENT CONTRACTOR
7.1 Engineer undertakes performance of the services as an independent contractor and shall be wholly
responsible for the methods of performance utilized. Engineer shall not pledge the Village's credit
or make it a guarantor of payment of surety for any contract, debt, obligation,judgment, lien or
any form of indebtedness. Engineer further warrants and represents that it has no obligation or
indebtedness that would impair its ability to fulfill the terms of this Agreement.
ARTICLE 8. AUTHORITY TO PRACTICE
8.1 Engineer hereby represents and agrees that it has and will continue to maintain all professional
licenses and approvals required to conduct its business, and that it will at all times conduct its
business activities in a reputable manner.
Page 3 of 9
Page 665 of 735
Agenda Item #20.
ARTICLE 9. COMPLIANCE WITH LAWS
9.1 In performance of the services, Engineer will comply with applicable and published regulatory
requirements, including federal, state, special district and local laws, rules, regulations, orders,
codes, criteria and standards.
ARTICLE 10. SUBCONTRACTING
10.1 The Village reserves the right, in its sole discretion,to accept or reject the use of a subcontractor
and to inspect all facilities of any subcontractor to insure that the selected subcontractors will be
able to perform properly under this Agreement. If a subcontractor fails to perform or make
progress as required by any WA and it becomes necessary to replace the subcontractor in order to
complete the work in a timely fashion, Engineer shall promptly provide a replacement, subject to
acceptance of the new subcontractor by the Village.
ARTICLE 11. FEDERAL AND STATE TAXES
11.1 The Village is exempt from federal tax and state sales and use taxes. Upon request,the Village will
provide an exemption certificate to Engineer. Engineer is not exempt from paying sales tax to its
suppliers for materials to fulfill contractual obligations with the Village, nor shall Engineer be
authorized to use the Village's Tax Exemption Number in securing such materials.
ARTICLE 12. AVAILABILITY OF FUNDS
12.1 The obligations of the Village under this Agreement and any WA are subject to the availability of
funds lawfully appropriated for its purpose by the Village Council of the Village of Tequesta.
Engineer may rely on the execution of an individual WA as evidence that funds have been
,. appropriated.
ARTICLE 13. TERMINATION OF AGREEMENT
_ 13.1 This Agreement, or any WA issued hereunder, may be terminated by either party with or without
cause upon thirty (30) days prior written notice to the other. Unless Engineer is in breach of this
Agreement, Engineer shall be paid for services rendered to the Village's reasonable satisfaction
through the date of termination. Notice as required hereunder shall be sufficient when provided
in accordance with Article 14 herein below.
ARTICLE 14. NOTICE
14.1 Any notice, demand, communication or request required or permitted hereunder shall be in
writing and delivered in person, by facsimile or sent by certified mail as follows:
AS TO VILLAGE WITH COPY TO AS TO ENGINEER
Jeremy Allen Keith W. Davis, Esq. Elizabeth Fujikawa
Village Manager Village Attorney Vice President
Village of Tequesta Davis&Ashton, P.A. Carollo Engineers, Inc.
345 Tequesta Drive 701 Northpoint Parkway,Suite 205 2056 Vista Pkwy,Suite 150,
Tequesta, FL 33469 West Palm Beach, FL 33407 West Palm Beach, FL 33411
14.2 Notices shall be effective when received at the addresses as specified above. Facsimile
transmission is acceptable notice effective when received, however, facsimile transmissions
received (i.e., printed) after 5:00 p.m. on weekends or holidays will be deemed received on the
next business day.The original of the notice must additionally be sent by certified mail. Changes in
the respective addresses to which such notice is to be directed may be made from time to time by
either party by written notice sent by regular mail or facsimile to the other party.
Page 4 of 9
Page 666 of 735
Agenda Item #20.
ARTICLE 15. UNCONTROLLABLE FORCES
15.1 Neither Village nor Engineer shall be deemed in default of this Agreement if delays or failure of
performance is due to uncontrollable forces, the effect of which, by the exercise of reasonable
diligence,the nonperforming party could not avoid.The term "uncontrollable force(s)"shall mean
—. any event which results in the prevention or delay of performance by a party of its obligations
under this Agreement which is beyond the reasonable control of the nonperforming party. It
includes, but is not limited to fire, flood, earthquakes, storms, lightning, epidemic, war, riot, civil
disturbance, sabotage and governmental actions. The nonperforming party shall, within a
reasonable time of being prevented or delayed from performance by an uncontrollable force,give
written notice to the other party describing the circumstances and uncontrollable forces
preventing continued performance of the obligations of this Agreement. Notice as required
hereunder shall be sufficient when provided in accordance with Article 14 hereinabove.
15.2 Neither party shall, however, be excused from performance if nonperformance is due to forces
which are preventable, removable,or remediable and which the nonperforming party could have,
with the exercise of reasonable diligence, prevented, removed or remedied with reasonable
dispatch.
ARTICLE 16. OWNERSHIP OF DOCUMENTS
16.1 Engineer shall be required to cooperate with other consultants relative to providing information
requested in a timely manner and in the specified form. All instruments of professional services,
including, but not limited to, documents, records, disks, original drawings or other information
created or procured by Engineer for any project which is the subject of this Agreement and an
individual WA shall,upon completion of the work and payment of all monies due Engineer, become
the property of the Village for its use and/or distribution as may be deemed appropriate by the
Village. However, both parties specifically acknowledge and agree that any re-use of such
documents by the Village, for other than the specific purpose intended, without written
verification and adaption by Engineer for such specific purpose will be at the sole risk of the Village
and without liability or legal exposure to Engineer.
ARTICLE 17. ACCESS AND AUDITS
17.1 Engineer shall maintain adequate records to justify all charges and costs incurred in performing
work authorized under this Agreement and individual WAs for at least three (3) years after
completion of the applicable project. The Village shall have access to such books, records and
documents as required in this section for the purpose of inspection or audit during normal working
business hours at Engineer's place of business.
ARTICLE 18. NON-DISCRIMINATION
18.1 Engineer represents that all of its employees are treated in a fair and equitable manner without
regard to race,color, religion,gender,age or national origin.
ARTICLE 19. ENFORCEMENT COSTS
19.1 If any legal action or other proceeding is brought for the enforcement of this Agreement, or
because of an alleged dispute, breach, default or misrepresentation in connection with any
provisions of this Agreement, the successful or prevailing party or parties shall be entitled to
recover reasonable attorneys' fees, court costs and all expenses (including taxes) even if not
taxable as court costs (including,without limitation,all such fees,costs and expenses incidental to
Page 5 of 9
Page 667 of 735
Agenda Item #20.
appeals), incurred in that action or proceeding, in addition to any other relief to which such party
or parties may be entitled.
ARTICLE 20. GOVERNING LAW AND VENUE
20.1 This Agreement shall be governed by the laws of the State of Florida. Any and all legal action
necessary to enforce the Agreement will be held in the state orfederal courts in and for Palm Beach
County and the Agreement will be interpreted according to the laws of Florida.
ARTICLE 21. SUCCESSORS AND ASSIGNS
21.1 The Village and Engineer each binds itself and its partners, successors, assigns and legal
representatives to the other party in this Agreement and to the partners, successors, executors,
administrators,assigns and legal representatives. Engineer shall not assign this Agreement without
the express written approval of the Village.
ARTICLE 22. SEVERABILITY
22.1 The invalidity, illegality or unenforceability of any provision of this Agreement, or the occurrence
of any event rendering any portion or provision of this Agreement void, shall in no way affect the
— validity or enforceability of any other portion or provision of the Agreement. Any void provision
shall be deemed severed from the Agreement and the balance of the Agreement shall be construed
and enforced as if the Agreement did not contain the particular portion or provision held to be
— void.
ARTICLE 23. PUBLIC ENTITY CRIMES
_, 23.1 Contractor acknowledges and agrees that a person or affiliate who has been placed on the
convicted vendor list following a conviction for a public entity crime may not submit a bid,
proposal, or reply on a contract to provide any goods or services to a public entity; may not
submit a bid, proposal, or reply on a contract with a public entity for the construction or repair of
a public building or public work; may not submit bids, proposals,or replies on leases of real
property to a public entity; may not be awarded or perform work as a contractor,supplier or sub-
contractor under a contract with any public entity;and may not transact business with any public
entity in excess of the threshold amount provided in Section 287.017, Florida Statues,for
CATEGORY TWO for a period of 36 months following the date of being placed on the convicted
vendor list.The Contractor will advise the OWNER immediately if it becomes aware of any
violation of this statute.
ARTICLE 24. SCRUTINIZED COMPANIES
24.1 Contractor certifies that it and its subcontractors are not on the Scrutinized Companies that
Boycott Israel List and are not engaged in the boycott of Israel. Pursuant to section 287.135,
Florida Statutes,the Owner may immediately terminate this Agreement at its sole option if the
Contractor or any of its subcontractors are found to have submitted a false certification; or if the
... Contractor or any of its subcontractors, are placed on the Scrutinized Companies that Boycott
Israel List or is engaged in the boycott of Israel during the term of this Agreement.
24.2 If this Agreement is for one million dollars or more,the contractor certifies that it and its
subcontractors are also not on the Scrutinized Companies with Activities in Sudan List,
Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List,or engaged in
Page 6 of 9
Page 668 of 735
Agenda Item #20.
business operations in Cuba or Syria as identified in Section 287.135, Florida Statutes. Pursuant
to Section 287.135,the Owner may immediately terminate this Agreement at its sole option if
the Contractor,or any of its subcontractors are found to have submitted a false certification;or if
the Contractor or any of its subcontractors are placed on the Scrutinized Companies with
Activities in Sudan List, or Scrutinized Companies with Activities in the Iran Petroleum Energy
Sector List, or are or have been engaged with business operations in Cuba or Syria during the
term of this Agreement.
24.3 The Contractor agrees to observe the above requirements for applicable subcontracts entered
into for the performance of work under this Agreement.
24.4 The Contractor agrees that the certifications in this section shall be effective and relied upon by
the OWNER for the term of this Agreement, including any and all renewals.
24.5 The Contractor agrees that if it or any of its subcontractors'status changes in regards to any
certification herein,the Contractor shall immediately notify the Owner of the same.
24.6 As provided in Subsection 287.135(8), Florida Statutes, if federal law ceases to authorize the
above-stated contracting prohibitions then they shall become inoperative.
ARTICLE 25. EMPLOYMENT ELIGIBILITY
25.1 This Agreement is subject to and governed by the laws of the State of Florida, including without
limitation Chapter 448, Florida Statutes, which provides for General Labor Regulations, and
specifically Section 448.095, Employment Eligibility.The Contractor acknowledges its legal
obligation to comply with §448.095, Florida Statutes.
i. Pursuant to Section 448.095, Florida Statutes, beginning January 1, 2021, Contractor shall
register with and use the U.S. Department of Homeland Security's E-Verify system, https://e-
verifv.uscis.gov/emp,to verify the work authorization status of all Contractor employees
hired on and after January 1, 2021.
ii. Subcontractors—
® a. Contractor shall also require all subcontractors performing work under this Agreement to
use the E-Verify system for any employees they may hire during the term of this
Agreement.
-- b. Contractor shall obtain from all such subcontractors an affidavit stating the
subcontractor does not employ, contract with, or subcontract with an unauthorized
alien, as defined in section 448.095, Florida Statutes.
c. Contractor shall provide a copy of all subcontractor affidavits to the Village upon receipt
and shall maintain a copy for the duration of the Agreement.
iii. Contractor must provide evidence of compliance with Section 448.095, Florida Statutes.
Evidence shall consist of an affidavit from the CONTRACTOR stating all employees hired on
and after January 1, 2021, have had their work authorization status verified through the E-
Verify system and a copy of their proof of registration is in the E-Verify system.
iv. Failure to comply with this provision is a material breach of the Agreement and shall result in
the immediate termination of the Agreement without penalty to the Village. CONTRACTOR
Page 7 of 9
Page 669 of 735
Agenda Item #20.
shall be liable for all costs incurred by the Village to secure a replacement Agreement,
including but not limited to,any increased costs for the same services, any costs due to delay,
and rebidding costs, if applicable.
— ARTICLE 26. OFFICE OF THE INSPECTOR GENERAL
26.1 Pursuant to Article XII of the Palm Beach County Charter, the Office of the Inspector General has
jurisdiction to investigate municipal matters, review and audit municipal contracts and other
transactions, and make reports and recommendations to municipal governing bodies based on
such audits, reviews or investigations. All parties doing business with the Village shall fully
cooperate with the inspector general in the exercise of the inspector general's functions,authority
and power.The inspector general has the power to take sworn statements, require the production
of records and to audit, monitor, investigate and inspect the activities of the Village, as well as
contractors and lobbyists of the Village in order to detect, deter, prevent and eradicate fraud,
waste, mismanagement, misconduct and abuses.
ARTICLE 27. PUBLIC RECORDS
T 27.1 In accordance with Sec. 119.0701, Florida Statutes, Engineer must keep and maintain this
Agreement and any other records associated therewith and that are associated with the
performance of the work described herein and in Engineer's proposal. Upon request from Village's
custodian of public records, Engineer must provide Village with copies of requested records, or
allow such records to be inspected or copied,within a reasonable time in accordance with access
and cost requirements of Chapter 119, Florida Statutes. Should Engineer fail to provide the public
records to Village, or fail to make them available for inspection or copying, within a reasonable
time, Engineer may be subject to attorney's fees and costs pursuant to Sec. 119.0701, Florida
Statutes, and other penalties under Sec. 119.10, Florida Statutes. Further, Engineer shall ensure
that any exempt or confidential records associated with this Agreement or associated with the
'- performance of the work described herein and in Engineer's proposal are not disclosed except as
authorized by law for the duration of the Agreement term, and following completion of the
Agreement if Engineer does not transfer the records to the Village. Finally, upon completion of the
Agreement, Engineer shall transfer, at no cost to the Village, all public records in possession of
Engineer, or keep and maintain public records required by the Village. If Engineer transfers all
public records to the Village upon completion of the Agreement, Engineer shall destroy any
duplicate public records that are exempt or confidential and exempt from public records disclosure
requirements. Engineer shall be entitled to retain a copies of documents it creates for record
purposes, pursuant to the requirements of this Article and Chapter 119, Florida Statutes. If
Engineer keeps and maintains public records upon completion of the Agreement, Engineer shall
meet all applicable requirements for retaining public records.Records that are stored electronically
must be provided to Village, upon request from Village's custodian of public records, in a format
that is compatible with Village's information technology systems.
IF ENGINEER HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER
w. 119, FLORIDA STATUTES, TO ENGINEER'S DUTY TO PROVIDE PUBLIC
RECORDS RELATING TO THIS AGREEMENT, PLEASE CONTACT THE VILLAGE
CLERK, RECORDS CUSTODIAN FOR THE VILLAGE, AT (561) 768-0685, OR AT
Imcwilliams@teguesta.org, OR AT 345 TEQUESTA DRIVE, TEQUESTA,
FLORIDA 33469.
Page 8 of 9
Page 670 of 735
Agenda Item #20.
ARTICLE 28. ENTIRETY OF AGREEMENT
— 28.1 The Village and Engineer agree that this Agreement, including Exhibit "A" "Fee Schedule" and
Engineers Proposal submitted in response to Village's RFO, which is hereby incorporated into this
Agreement;and all required insurance,licenses and approvals required by this Agreement sets forth
the entire agreement between the parties,and that there are no promises or understandings other
than those stated herein. None of the provisions,terms and conditions contained in this added to,
modified, superseded or otherwise altered except by written instrument executed by the parties
hereto.
IN WITNESS WHEREOF, the parties hereto have signed two (2) copies of this Agreement. At least one
counterpart each has been delivered to OWNER and CONTRACTOR. All portions of the Contract
Documents have been signed or identified by OWNER and CONTRACTOR.
OWNER CONTRACTOR
Village of Tequesta Carollo Engineers, Inc.
345 Tequesta Drive 2056 Vista Pkwy,Suite 150
Tequesta, FL 33469 West Palm Beach, FL 33411
By.
Molly Young, Mayor Elizab' t Fujikawa,\/is4;)President
(VILLAGE SEAL) (CORPORATE SEAL) o
ATTEST ATTEST :
Lori McWilliams,Village Clerk PRINT NAME AND POSITION
Page 9 of 9
Page 671 of 735
Agenda Item #20.
Village of Tequesta
Contract Billing Rates for Carollo Engineers: August 27, 2025
PERSONNEL CLASSIFICATIONS HOURLY RATE
Principal $ 325.00
Chief Professional $ 300.00
Senior Project Manager $ 275.00
Project Manager $ 256.00
Senior Process Professional $ 260.00
Staff Process Professional $ 210.00
Principal Professional $ 265.00
Senior Professional $ 235.00
Lead Professional $ 205.00
Professional $ 180.00
Staff Professional $ 155.00
Designer $ 160.00
Senior Designer $ 185.00
GIS Specialist $ 250.00
GIS Technician $ 160.00
CADD/Technician $ 150.00
Senior Construction Manager $ 275.00
Construction Manager $ 235.00
Senior Construction Inspector $ 210.00
Construction Inspector $ 175.00
Senior Grant Analyst $ 260.00
Grant Analyst $ 160.00
Grant Specialist $ 210.00
Clerical Administrative $ 130.00
Reimbursable Expenses:
Direct costs such as postage, prints, and delivery services will be billed at cost
Mark-up % Sub-Consultants Fee: 10%
Page 672 of 735
Agenda Item #20.
PROFESSIONAL ENGINEERING SERVICES AGREEMENT
This Agreement (Contract) made this day of 2025 by and
between the Village of Tequesta,a public agency of the State of Florida hereinafter designated as the"the
— VILLAGE"and "OWNER",and Engenuity Group, Inc.,a Florida Corporation with offices located at 1280 N.
Congress Avenue, Suite 101, West Palm Beach, FL 33409, whose Federal I.D. number is 59-1959840,
hereinafter designated as "the CONTRACTOR", in consideration of the mutual covenants hereinafter set
forth agree as follows:
ARTICLE 1. TERM;AGREEMENT NOT EXCLUSIVE
1.1 This Agreement shall remain in effect for a term of three (3) years from the date of this Agreement
with two (2) one (1) year options to renew, unless otherwise terminated as provided herein at
Article 13. Each option to renew shall be exercised automatically unless either party gives notice
to the other at least thirty (30) days prior to the end of the term of its intent not to renew.
Additionally, the parties may extend the Agreement upon mutually acceptable terms and
conditions. Any such extension shall be in writing and must be executed by both parties. The
extension may provide for the completion of all tasks previously authorized by the Village in
accordance with Article 2 unless terminated in accordance with Article 13 hereinbelow,or allowed
to lapse by failure to extend same at the end of the term. Any and all Work authorizations issued
_ during the term of this Agreement (including any extensions) shall remain in full force and effect
beyond the term of this Agreement(including any extensions)as set forth herein,unless otherwise
terminated in accordance with Article 13 hereinbelow.
1.2 Nothing in this Agreement shall prevent the Village from employing other consultants to perform
the same or similar services. The Village also retains the option, at its sole discretion, to perform
any and all professional engineering services by utilizing Village employees or other engineers.
ARTICLE 2. SERVICES TO BE PERFORMED BY ENGINEER; INSTRUMENT OWNERSHIP
2.1 Engineer shall perform certain professional general civil/engineering services and such other
related services as may be required by the Village from time to time which are specifically
authorized by the Village and set forth in a specific Scope of Services (herein referred to as the
"Work"). Each such specific authorization will be referred to as a Work Authorization ("WA"). Each
WA shall be designated as a consecutively numbered exhibit to this Agreement and shall be
attached hereto and incorporated by reference as part of this Agreement. Each WA form will set
forth a specific scope of services,total amount of compensation and completion date.An individual
WA for projects costing up to seventy five thousand dollars ($75,000.00) must be approved by the
Village Manager prior to commencement of any work by Engineer, as more particularly set forth
below (2.3 — Process). For all projects valued in excess of seventy five thousand dollars
($75,000.00),the individual WA must be approved by the Village Council prior to commencement
of any work by Engineer.The above referenced limits are reflective of current Village procurement
policies. Should policies change throughout the duration of this Agreement the most current
Village policies should apply.
2.2 All instruments of professional services including, but not limited to, documents, records, disks,
original drawings and/or other information created and/or procured by Engineer for any
authorized Project shall become the property of the Village upon completion of the work for which
the asset was utilized and upon payment by the Village in accordance with the applicable WA and
Article 16.
Page 1 of 9
Page 673 of 735
Agenda Item #20.
2.3 The Village and Engineer will confer prior to the issuance of any WA to discuss the scope of the
Work, the time needed to complete the Work, including phasing, if any, and the fees for services
to be rendered in connection with the Work. Thereafter, Engineer will submit a proposed WA to
Village which shall state with specificity and detail the scope of Work, the time for completion,
including phasing, if any, and the fees. WAs may divide the Work into individual tasks or phases,
as discussed between the Village and Engineer prior to the issuance of the WA. At the discretion
of Village Manager, WAs for certain general utility and civil services of minimal scope (those that
do not exceed $15,000.00 total cost per WA) may be issued verbally for purposes of expediency
but shall be followed up by Engineer with a written WA as soon as practical. Additionally, at the
discretion of Village, a written WA for general Work services to be performed over a specified
period (months,or years) may be issued. In such event, Engineer shall invoice Village from time to
time, pursuant to Article 3 hereinbelow, against the agreed fees based on authorization from the
Village Manager. Engineer shall commence no Work prior to receipt of Village authorization.
Engineer shall not exceed the fee amount in any WA without prior Village authorization. Village
agrees to cooperate with Engineer at all times with the provision of plans or other data in the
possession of Village and available in Village files for any Work authorized hereunder.
'— 2.4 Means, Methods & Safety. The Engineer will neither have control over or charge of, nor be
responsible for, the construction means, methods, techniques, sequences or procedures, or for
the safety precautions and programs in connection with the construction of the subject project(s).
ARTICLE 3. COMPENSATION
3.1 The Village shall pay Engineer in accordance with each individual WA; however, such WA shall be
based upon the Fee Schedule attached hereto as Exhibit"A"and incorporated by reference as part
of this Agreement.Compensation based upon such Fee Schedule will be negotiated as a lump sum
price or as an hourly rate for each individual WA as set forth in Article 2 hereinabove. Payments
shall be made by Village to Engineer on a monthly basis, pursuant to the Engineer's invoice for
Work completed.
3.2 All requests for payment of "out-of-pocket" expenses which may be eligible for reimbursement
shall be included in the individual WA applicable to the project.Copies of paid receipts,invoices or
other documentation acceptable to the Village Manager may be requested by the Village for
documentation sufficient to establish that the expense was actually incurred. No payment will be
made for items not listed on the WA unless approved by the Village Manager prior to the
expenditure by Engineer.
3.3 All fees presented in the Fee Schedule will remain in effect for the duration of the Agreement term.
If the Agreement is renewed for any additional terms, as outlined in Article 1 of this agreement,
the Engineer may request, through a formal amendment, a change in fees by mutual consent of
both parties.
ARTICLE 4. INSURANCE
4.1 During the performance of the services under this Agreement, Engineer shall maintain the
following insurance policies written by an insurance company authorized to do business in Florida:
1. Professional liability of$2,000,000 per claim and $2,000,000 aggregate.
2. Commercial General Liability limits of$1,000,000 each occurrence and$2,000,000 aggregate.
3. General and Automobile liability insurance with bodily injury limits of not less than$500,000
for each person and not less than$500,000 for each accident and with property damage limits
Page 2 of 9
Page 674 of 735
Agenda Item #20.
of not less than $1,000,000 for each accident, and any greater limits as may otherwise be
required by law.
4. Workers'Compensation insurance in accordance with statutory requirements.
4.2 Engineer shall furnish the Village certificates of insurance which shall include a provision that policy
cancellation, non-renewal or reduction of coverage will not be effective until at least thirty (30)
days written notice has been made to the Village. Engineer shall include the Village as an additional
insured on the general and automobile liability insurance policies required by the Agreement. All
of Engineer's subcontractors shall be required to include the Village and Engineer as additional
insureds on their general and automobile liability insurance policies. Engineer shall not commence
work under this Agreement or any WA issued hereunder until all insurance required as stated
herein has been obtained and certificates evidencing same are on file with the Village.
ARTICLE 5. STANDARD OF CARE
5.1 Engineer shall exercise the same degree of care, skill and diligence in the performance of the
services as is ordinarily provided by a comparable professional under similar circumstances and
shall be obligated to correct services which fall below such standards at no additional cost to the
—' Village. Engineer agrees that all services shall be performed by skilled and competent personnel.
ARTICLE 6. INDEMNIFICATION
6.1 Engineer agrees to protect, indemnify, and hold harmless the Village, its employees and
representatives,from and against any and all claims and liabilities, including all attorneys'fees and
court costs recoverable under applicable law, including appeals, for which the Village, its
employees and representatives, can or may be held liable as a result of injury(including death)to
persons or damage to property to the extent caused by the negligence, recklessness, or
intentionally wrongful acts or omissions of Engineer, its employees or agents, including
subcontractors, in the performance of services under this Agreement. Engineer shall not be
required to indemnify the Village or its agents, employees or representatives when an occurrence
results from the wrongful acts or omissions of the Village or its agents, employees or
representatives.The terms and conditions of this Article shall survive the completion of all services,
obligations and duties provided for in this Agreement as well as the termination of this Agreement
for any reason.
ARTICLE 7. INDEPENDENT CONTRACTOR
7.1 Engineer undertakes performance of the services as an independent contractor and shall be wholly
responsible for the methods of performance utilized. Engineer shall not pledge the Village's credit
— or make it a guarantor of payment of surety for any contract, debt, obligation,judgment, lien or
any form of indebtedness. Engineer further warrants and represents that it has no obligation or
indebtedness that would impair its ability to fulfill the terms of this Agreement.
ARTICLE 8. AUTHORITY TO PRACTICE
8.1 Engineer hereby represents and agrees that it has and will continue to maintain all professional
v licenses and approvals required to conduct its business, and that it will at all times conduct its
business activities in a reputable manner.
Page 3 of 9
Page 675 of 735
Agenda Item #20.
ARTICLE 9. COMPLIANCE WITH LAWS
— 9.1 In performance of the services, Engineer will comply with applicable and published regulatory
requirements, including federal, state, special district and local laws, rules, regulations, orders,
codes, criteria and standards.
ARTICLE 10. SUBCONTRACTING
10.1 The Village reserves the right, in its sole discretion,to accept or reject the use of a subcontractor
_ and to inspect all facilities of any subcontractor to insure that the selected subcontractors will be
able to perform properly under this Agreement. If a subcontractor fails to perform or make
progress as required by any WA and it becomes necessary to replace the subcontractor in order to
® complete the work in a timely fashion, Engineer shall promptly provide a replacement, subject to
acceptance of the new subcontractor by the Village.
ARTICLE 11. FEDERAL AND STATE TAXES
11.1 The Village is exempt from federal tax and state sales and use taxes. Upon request,the Village will
provide an exemption certificate to Engineer. Engineer is not exempt from paying sales tax to its
suppliers for materials to fulfill contractual obligations with the Village, nor shall Engineer be
authorized to use the Village's Tax Exemption Number in securing such materials.
ARTICLE 12. AVAILABILITY OF FUNDS
12.1 The obligations of the Village under this Agreement and any WA are subject to the availability of
funds lawfully appropriated for its purpose by the Village Council of the Village of Tequesta.
Engineer may rely on the execution of an individual WA as evidence that funds have been
appropriated.
ARTICLE 13. TERMINATION OF AGREEMENT
_ 13.1 This Agreement, or any WA issued hereunder, may be terminated by either party with or without
cause upon thirty (30) days prior written notice to the other. Unless Engineer is in breach of this
Agreement, Engineer shall be paid for services rendered to the Village's reasonable satisfaction
through the date of termination. Notice as required hereunder shall be sufficient when provided
in accordance with Article 14 herein below.
ARTICLE 14. NOTICE
14.1 Any notice, demand, communication or request required or permitted hereunder shall be in
writing and delivered in person, by facsimile or sent by certified mail as follows:
AS TO VILLAGE WITH COPY TO AS TO ENGINEER
Jeremy Allen Keith W. Davis, Esq. Lisa A.Tropepe
Village Manager Village Attorney Vice President
Village of Tequesta Davis&Ashton, P.A. Engenuity Group, Inc.
345 Tequesta Drive 701 Northpoint Parkway,Suite 205 1280 N. Congress Avenue,Suite
Tequesta, FL 33469 West Palm Beach, FL 33407 101,West Palm Beach, FL 33409
14.2 Notices shall be effective when received at the addresses as specified above. Facsimile
transmission is acceptable notice effective when received, however, facsimile transmissions
received (i.e., printed) after 5:00 p.m. on weekends or holidays will be deemed received on the
next business day.The original of the notice must additionally be sent by certified mail.Changes in
the respective addresses to which such notice is to be directed may be made from time to time by
either party by written notice sent by regular mail or facsimile to the other party.
Page 4 of 9
Page 676 of 735
Agenda Item #20.
ARTICLE 15. UNCONTROLLABLE FORCES
15.1 Neither Village nor Engineer shall be deemed in default of this Agreement if delays or failure of
performance is due to uncontrollable forces, the effect of which, by the exercise of reasonable
diligence,the nonperforming party could not avoid.The term "uncontrollable force(s)"shall mean
any event which results in the prevention or delay of performance by a party of its obligations
under this Agreement which is beyond the reasonable control of the nonperforming party. It
includes, but is not limited to fire, flood, earthquakes, storms, lightning, epidemic, war, riot, civil
disturbance, sabotage and governmental actions. The nonperforming party shall, within a
reasonable time of being prevented or delayed from performance by an uncontrollable force,give
written notice to the other party describing the circumstances and uncontrollable forces
preventing continued performance of the obligations of this Agreement. Notice as required
hereunder shall be sufficient when provided in accordance with Article 14 hereinabove.
15.2 Neither party shall, however, be excused from performance if nonperformance is due to forces
which are preventable, removable,or remediable and which the nonperforming party could have,
with the exercise of reasonable diligence, prevented, removed or remedied with reasonable
dispatch.
ARTICLE 16. OWNERSHIP OF DOCUMENTS
16.1 Engineer shall be required to cooperate with other consultants relative to providing information
requested in a timely manner and in the specified form. All instruments of professional services,
including, but not limited to, documents, records, disks, original drawings or other information
created or procured by Engineer for any project which is the subject of this Agreement and an
individual WA shall,upon completion of the work and payment of all monies due Engineer,become
the property of the Village for its use and/or distribution as may be deemed appropriate by the
Village. However, both parties specifically acknowledge and agree that any re-use of such
documents by the Village, for other than the specific purpose intended, without written
verification and adaption by Engineer for such specific purpose will be at the sole risk of the Village
and without liability or legal exposure to Engineer.
ARTICLE 17. ACCESS AND AUDITS
17.1 Engineer shall maintain adequate records to justify all charges and costs incurred in performing
work authorized under this Agreement and individual WAs for at least three (3) years after
completion of the applicable project. The Village shall have access to such books, records and
documents as required in this section forthe purpose of inspection or audit during normal working
business hours at Engineer's place of business.
ARTICLE 18. NON-DISCRIMINATION
18.1 Engineer represents that all of its employees are treated in a fair and equitable manner without
regard to race,color, religion,gender, age or national origin.
ARTICLE 19. ENFORCEMENT COSTS
19.1 If any legal action or other proceeding is brought for the enforcement of this Agreement, or
because of an alleged dispute, breach, default or misrepresentation in connection with any
provisions of this Agreement, the successful or prevailing party or parties shall be entitled to
recover reasonable attorneys' fees, court costs and all expenses (including taxes) even if not
taxable as court costs (including,without limitation, all such fees, costs and expenses incidental to
Page 5 of 9
Page 677 of 735
Agenda Item #20.
appeals), incurred in that action or proceeding, in addition to any other relief to which such party
or parties may be entitled.
ARTICLE 20. GOVERNING LAW AND VENUE
20.1 This Agreement shall be governed by the laws of the State of Florida. Any and all legal action
necessary to enforce the Agreement will be held in the state orfederal courts in and for Palm Beach
County and the Agreement will be interpreted according to the laws of Florida.
ARTICLE 21. SUCCESSORS AND ASSIGNS
21.1 The Village and Engineer each binds itself and its partners, successors, assigns and legal
representatives to the other party in this Agreement and to the partners, successors, executors,
administrators,assigns and legal representatives. Engineer shall not assign this Agreement without
the express written approval of the Village.
ARTICLE 22. SEVERABILITY
22.1 The invalidity, illegality or unenforceability of any provision of this Agreement, or the occurrence
of any event rendering any portion or provision of this Agreement void, shall in no way affect the
validity or enforceability of any other portion or provision of the Agreement. Any void provision
shall be deemed severed from the Agreement and the balance of the Agreement shall be construed
and enforced as if the Agreement did not contain the particular portion or provision held to be
void.
ARTICLE 23. PUBLIC ENTITY CRIMES
23.1 Contractor acknowledges and agrees that a person or affiliate who has been placed on the
convicted vendor list following a conviction for a public entity crime may not submit a bid,
proposal, or reply on a contract to provide any goods or services to a public entity; may not
submit a bid, proposal, or reply on a contract with a public entity for the construction or repair of
a public building or public work; may not submit bids, proposals, or replies on leases of real
property to a public entity; may not be awarded or perform work as a contractor,supplier or sub-
contractor under a contract with any public entity;and may not transact business with any public
entity in excess of the threshold amount provided in Section 287.017, Florida Statues,for
CATEGORY TWO for a period of 36 months following the date of being placed on the convicted
vendor list.The Contractor will advise the OWNER immediately if it becomes aware of any
violation of this statute.
ARTICLE 24. SCRUTINIZED COMPANIES
24.1 Contractor certifies that it and its subcontractors are not on the Scrutinized Companies that
Boycott Israel List and are not engaged in the boycott of Israel. Pursuant to section 287.135,
Florida Statutes,the Owner may immediately terminate this Agreement at its sole option if the
Contractor or any of its subcontractors are found to have submitted a false certification;or if the
Contractor or any of its subcontractors, are placed on the Scrutinized Companies that Boycott
Israel List or is engaged in the boycott of Israel during the term of this Agreement.
24.2 If this Agreement is for one million dollars or more,the contractor certifies that it and its
subcontractors are also not on the Scrutinized Companies with Activities in Sudan List,
Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or engaged in
Page 6 of 9
Page 678 of 735
Agenda Item #20.
business operations in Cuba or Syria as identified in Section 287.135, Florida Statutes. Pursuant
to Section 287.135,the Owner may immediately terminate this Agreement at its sole option if
the Contractor, or any of its subcontractors are found to have submitted a false certification;or if
the Contractor or any of its subcontractors are placed on the Scrutinized Companies with
Activities in Sudan List, or Scrutinized Companies with Activities in the Iran Petroleum Energy
Sector List, or are or have been engaged with business operations in Cuba or Syria during the
term of this Agreement.
24.3 The Contractor agrees to observe the above requirements for applicable subcontracts entered
into for the performance of work under this Agreement.
24.4 The Contractor agrees that the certifications in this section shall be effective and relied upon by
the OWNER for the term of this Agreement, including any and all renewals.
24.5 The Contractor agrees that if it or any of its subcontractors'status changes in regards to any
certification herein,the Contractor shall immediately notify the Owner of the same.
24.6 As provided in Subsection 287.135(8), Florida Statutes, if federal law ceases to authorize the
above-stated contracting prohibitions then they shall become inoperative.
ARTICLE 25. EMPLOYMENT ELIGIBILITY
25.1 This Agreement is subject to and governed by the laws of the State of Florida, including without
limitation Chapter 448, Florida Statutes,which provides for General Labor Regulations,and
specifically Section 448.095, Employment Eligibility.The Contractor acknowledges its legal
obligation to comply with §448.095, Florida Statutes.
i. Pursuant to Section 448.095, Florida Statutes, beginning January 1, 2021, Contractor shall
register with and use the U.S. Department of Homeland Security's E-Verify system, https://e-
verifv.uscis.gov/emp,to verify the work authorization status of all Contractor employees
hired on and after January 1,2021.
ii. Subcontractors—
a. Contractor shall also require all subcontractors performing work under this Agreement to
use the E-Verify system for any employees they may hire during the term of this
Agreement.
b. Contractor shall obtain from all such subcontractors an affidavit stating the
subcontractor does not employ, contract with, or subcontract with an unauthorized
alien,as defined in section 448.095, Florida Statutes.
c. Contractor shall provide a copy of all subcontractor affidavits to the Village upon receipt
and shall maintain a copy for the duration of the Agreement.
_ iii. Contractor must provide evidence of compliance with Section 448.095, Florida Statutes.
Evidence shall consist of an affidavit from the CONTRACTOR stating all employees hired on
and after January 1, 2021, have had their work authorization status verified through the E-
Verify system and a copy of their proof of registration is in the E-Verify system.
iv. Failure to comply with this provision is a material breach of the Agreement and shall result in
the immediate termination of the Agreement without penalty to the Village. CONTRACTOR
Page 7 of 9
Page 679 of 735
Agenda Item #20.
shall be liable for all costs incurred by the Village to secure a replacement Agreement,
including but not limited to, any increased costs for the same services,any costs due to delay,
and rebidding costs, if applicable.
ARTICLE 26. OFFICE OF THE INSPECTOR GENERAL
26.1 Pursuant to Article XII of the Palm Beach County Charter, the Office of the Inspector General has
jurisdiction to investigate municipal matters, review and audit municipal contracts and other
—° transactions, and make reports and recommendations to municipal governing bodies based on
such audits, reviews or investigations. All parties doing business with the Village shall fully
cooperate with the inspector general in the exercise of the inspector general's functions,authority
and power.The inspector general has the power to take sworn statements, require the production
of records and to audit, monitor, investigate and inspect the activities of the Village, as well as
contractors and lobbyists of the Village in order to detect, deter, prevent and eradicate fraud,
waste, mismanagement, misconduct and abuses.
ARTICLE 27. PUBLIC RECORDS
27.1 In accordance with Sec. 119.0701, Florida Statutes, Engineer must keep and maintain this
Agreement and any other records associated therewith and that are associated with the
performance of the work described herein and in Engineer's proposal. Upon request from Village's
custodian of public records, Engineer must provide Village with copies of requested records, or
allow such records to be inspected or copied, within a reasonable time in accordance with access
and cost requirements of Chapter 119, Florida Statutes.Should Engineer fail to provide the public
records to Village, or fail to make them available for inspection or copying, within a reasonable
time, Engineer may be subject to attorney's fees and costs pursuant to Sec. 119.0701, Florida
Statutes, and other penalties under Sec. 119.10, Florida Statutes. Further, Engineer shall ensure
that any exempt or confidential records associated with this Agreement or associated with the
performance of the work described herein and in Engineer's proposal are not disclosed except as
authorized by law for the duration of the Agreement term, and following completion of the
Agreement if Engineer does not transfer the records to the Village. Finally,upon completion of the
— Agreement, Engineer shall transfer, at no cost to the Village, all public records in possession of
Engineer, or keep and maintain public records required by the Village. If Engineer transfers all
public records to the Village upon completion of the Agreement, Engineer shall destroy any
— duplicate public records that are exempt or confidential and exempt from public records disclosure
requirements. Engineer shall be entitled to retain a copies of documents it creates for record
purposes, pursuant to the requirements of this Article and Chapter 119, Florida Statutes. If
Engineer keeps and maintains public records upon completion of the Agreement, Engineer shall
meet all applicable requirements for retaining public records.Records that are stored electronically
must be provided to Village, upon request from Village's custodian of public records, in a format
— that is compatible with Village's information technology systems.
IF ENGINEER HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER
— 119, FLORIDA STATUTES, TO ENGINEER'S DUTY TO PROVIDE PUBLIC
RECORDS RELATING TO THIS AGREEMENT, PLEASE CONTACT THE VILLAGE
CLERK, RECORDS CUSTODIAN FOR THE VILLAGE, AT (561) 768-0685, OR AT
Imcwilliams@teguesta.org, OR AT 345 TEQUESTA DRIVE, TEQUESTA,
FLORIDA 33469.
Page 8 of 9
Page 680 of 735
Agenda Item #20.
ARTICLE 28. ENTIRETY OF AGREEMENT
28.1 The Village and Engineer agree that this Agreement, including Exhibit "A" "Fee Schedule" and
Engineer's Proposal submitted in response to Village's RFO, which is hereby incorporated into this
Agreement;and all required insurance,licenses and approvals required by this Agreement sets forth
_ the entire agreement between the parties,and that there are no promises or understandings other
than those stated herein. None of the provisions,terms and conditions contained in this added to,
modified, superseded or otherwise altered except by written instrument executed by the parties
hereto.
IN WITNESS WHEREOF, the parties hereto have signed two (2) copies of this Agreement. At least one
counterpart each has been delivered to OWNER and CONTRACTOR. All portions of the Contract
Documents have been signed or identified by OWNER and CONTRACTOR.
OWNER CONTRACTOR
Village of Tequesta Engenuity Group, Inc.
345 Tequesta Drive 1280 N. Congress Avenue,Suite 101
Tequesta, FL 33469 West Palm Beach, FL 33409
By: ev-"`�
llC i
Molly Young, Mayor Lisa A.Tropepe,Vice President
(VILLAGE SEAL) (CORPORATE SEAL)
ATTEST ATTEST
Lori McWilliams,Village Clerk PRI �d<E AND POSITION
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Page 681 of 735
Agenda Item #20.
�_� A Higher Standard of Excellence ■ 7/28/2025
`oJ en enui tyv
ENGINEERS•SURVEYORS•GIS MAPPERS group Vup i IV.
Village of Tequesta: 2025-2026 Rate Schedule
POSITION Hourly Rate
EXPERT WITNESS $400.00
SR. PROJECT MANAGER $250.00
PROJECT MANAGER $230.00
SR. ENGINEER $200.00
PROJECT ENGINEER $150.00
SR.PROJECT LAND SURVEYOR $215.00
PROJECT LAND SURVEYOR $170.00
SR.PROJECT. FIELD REP. $160.00
FIELD REPRESENTATIVE $140.00
SR.AUTOCAD/GIS $150.00
TECH/DESIGNER
AUTOCAD/GIS
TECH/DESIGNER $125.00
SENIOR TECHNICIAN
TECHNICIAN
3 PERSON SURVEY CREW $225.00
2 PERSON SURVEY CREW $180.00
GPS CREW $200.00
SR.ADMIN. ASSISTANT $95.00
ADMIN. ASSISTANT $80.00
CLERICAL $70.00
COURIER $70.00
Reimbursable Expenses
8 1/2 x l l B/W Copies $0.25
8 1/2 x l l Color Copies $0.50
In- House Blackline Prints 24 x 36 $2.00
Mylars 24 x 36 $8.00
Mileage (Subject to IRS adjustments) $0.56
Fax $0.25
Scanned Print (8 1/2 x 11, 8 1/2 x 14, 11 x 17) $0.50
Scanned Print 24 x 36 $2.00
Color Plot 24 x 36 $15.00
Postage Cost
Outside Printing Cost+ 1.57o
Outside Consultant Cost+ 1.5%
Page 682 of 735
Agenda Item #20.
PROFESSIONAL ENGINEERING SERVICES AGREEMENT
This Agreement (Contract) made this day of 2025 by and
between the Village of Tequesta,a public agency of the State of Florida hereinafter designated as the"the
— VILLAGE" and "OWNER", and Holtz Consulting Engineers, Inc., a Florida Corporation with offices located
at 270 South Central Blvd, Suite 207 Jupiter FL 33458, whose Federal I.D. number is 01-0860983,
hereinafter designated as "the CONTRACTOR", in consideration of the mutual covenants hereinafter set
— forth agree as follows:
ARTICLE 1. TERM;AGREEMENT NOT EXCLUSIVE
.— 1.1 This Agreement shall remain in effect for a term of three (3) years from the date of this Agreement
with two (2) one (1) year options to renew, unless otherwise terminated as provided herein at
Article 13. Each option to renew shall be exercised automatically unless either party gives notice
to the other at least thirty (30) days prior to the end of the term of its intent not to renew.
Additionally, the parties may extend the Agreement upon mutually acceptable terms and
conditions. Any such extension shall be in writing and must be executed by both parties. The
extension may provide for the completion of all tasks previously authorized by the Village in
accordance with Article 2 unless terminated in accordance with Article 13 hereinbelow,or allowed
to lapse by failure to extend same at the end of the term. Any and all Work authorizations issued
during the term of this Agreement (including any extensions) shall remain in full force and effect
beyond the term of this Agreement(including any extensions)as set forth herein, unless otherwise
terminated in accordance with Article 13 hereinbelow.
" 1.2 Nothing in this Agreement shall prevent the Village from employing other consultants to perform
the same or similar services. The Village also retains the option, at its sole discretion, to perform
any and all professional engineering services by utilizing Village employees or other engineers.
ARTICLE 2. SERVICES TO BE PERFORMED BY ENGINEER; INSTRUMENT OWNERSHIP
2.1 Engineer shall perform certain professional general civil/engineering services and such other
related services as may be required by the Village from time to time which are specifically
authorized by the Village and set forth in a specific Scope of Services (herein referred to as the
"Work"). Each such specific authorization will be referred to as a Work Authorization("WA"). Each
WA shall be designated as a consecutively numbered exhibit to this Agreement and shall be
attached hereto and incorporated by reference as part of this Agreement. Each WA form will set
forth a specific scope of services,total amount of compensation and completion date.An individual
WA for projects costing up to seventy five thousand dollars ($75,000.00) must be approved by the
Village Manager prior to commencement of any work by Engineer, as more particularly set forth
below (2.3 — Process). For all projects valued in excess of seventy five thousand dollars
($75,000.00),the individual WA must be approved by the Village Council prior to commencement
of any work by Engineer.The above referenced limits are reflective of current Village procurement
policies. Should policies change throughout the duration of this Agreement the most current
Village policies should apply.
2.2 All instruments of professional services including, but not limited to, documents, records, disks,
original drawings and/or other information created and/or procured by Engineer for any
authorized Project shall become the property of the Village upon completion of the work for which
the asset was utilized and upon payment by the Village in accordance with the applicable WA and
Article 16.
Page 1 of 9
Page 683 of 735
Agenda Item #20.
2.3 The Village and Engineer will confer prior to the issuance of any WA to discuss the scope of the
Work, the time needed to complete the Work, including phasing, if any, and the fees for services
to be rendered in connection with the Work. Thereafter, Engineer will submit a proposed WA to
Village which shall state with specificity and detail the scope of Work, the time for completion,
including phasing, if any, and the fees. WAs may divide the Work into individual tasks or phases,
as discussed between the Village and Engineer prior to the issuance of the WA. At the discretion
of Village Manager, WAs for certain general utility and civil services of minimal scope (those that
do not exceed $15,000.00 total cost per WA) may be issued verbally for purposes of expediency
but shall be followed up by Engineer with a written WA as soon as practical. Additionally, at the
discretion of Village, a written WA for general Work services to be performed over a specified
period (months,or years) may be issued. In such event, Engineer shall invoice Village from time to
time, pursuant to Article 3 hereinbelow, against the agreed fees based on authorization from the
Village Manager. Engineer shall commence no Work prior to receipt of Village authorization.
Engineer shall not exceed the fee amount in any WA without prior Village authorization. Village
agrees to cooperate with Engineer at all times with the provision of plans or other data in the
possession of Village and available in Village files for any Work authorized hereunder.
'— 2.4 Means, Methods & Safety. The Engineer will neither have control over or charge of, nor be
responsible for, the construction means, methods, techniques, sequences or procedures, or for
the safety precautions and programs in connection with the construction of the subject project(s).
ARTICLE 3. COMPENSATION
3.1 The Village shall pay Engineer in accordance with each individual WA; however, such WA shall be
based upon the Fee Schedule attached hereto as Exhibit"A"and incorporated by reference as part
of this Agreement. Compensation based upon such Fee Schedule will be negotiated as a lump sum
price or as an hourly rate for each individual WA as set forth in Article 2 hereinabove. Payments
shall be made by Village to Engineer on a monthly basis, pursuant to the Engineer's invoice for
Work completed.
3.2 All requests for payment of "out-of-pocket" expenses which may be eligible for reimbursement
shall be included in the individual WA applicable to the project.Copies of paid receipts,invoices or
other documentation acceptable to the Village Manager may be requested by the Village for
documentation sufficient to establish that the expense was actually incurred. No payment will be
made for items not listed on the WA unless approved by the Village Manager prior to the
expenditure by Engineer.
— 3.3 All fees presented in the Fee Schedule will remain in effect forthe duration of the Agreement term.
If the Agreement is renewed for any additional terms, as outlined in Article 1 of this agreement,
the Engineer may request, through a formal amendment, a change in fees by mutual consent of
•— both parties.
ARTICLE 4. INSURANCE
— 4.1 During the performance of the services under this Agreement, Engineer shall maintain the
following insurance policies written by an insurance company authorized to do business in Florida:
1. Professional liability of$2,000,000 per claim and $2,000,000 aggregate.
— 2. Commercial General Liability limits of$1,000,000 each occurrence and$2,000,000 aggregate.
3. General and Automobile liability insurance with bodily injury limits of not less than $500,000
for each person and not less than$500,000 for each accident and with property damage limits
Page 2 of 9
Page 684 of 735
Agenda Item #20.
of not less than $1,000,000 for each accident, and any greater limits as may otherwise be
required by law.
4. Workers'Compensation insurance in accordance with statutory requirements.
4.2 Engineer shall furnish the Village certificates of insurance which shall include a provision that policy
cancellation, non-renewal or reduction of coverage will not be effective until at least thirty (30)
days written notice has been made to the Village. Engineer shall include the Village as an additional
insured on the general and automobile liability insurance policies required by the Agreement. All
of Engineer's subcontractors shall be required to include the Village and Engineer as additional
insureds on their general and automobile liability insurance policies. Engineer shall not commence
work under this Agreement or any WA issued hereunder until all insurance required as stated
herein has been obtained and certificates evidencing same are on file with the Village.
ARTICLE 5. STANDARD OF CARE
5.1 Engineer shall exercise the same degree of care, skill and diligence in the performance of the
services as is ordinarily provided by a comparable professional under similar circumstances and
shall be obligated to correct services which fall below such standards at no additional cost to the
— Village. Engineer agrees that all services shall be performed by skilled and competent personnel.
ARTICLE 6. INDEMNIFICATION
— 6.1 Engineer agrees to protect, indemnify, and hold harmless the Village, its employees and
representatives,from and against any and all claims and liabilities, including all attorneys'fees and
court costs recoverable under applicable law, including appeals, for which the Village, its
— employees and representatives, can or may be held liable as a result of injury (including death)to
persons or damage to property to the extent caused by the negligence, recklessness, or
intentionally wrongful acts or omissions of Engineer, its employees or agents, including
— subcontractors, in the performance of services under this Agreement. Engineer shall not be
required to indemnify the Village or its agents, employees or representatives when an occurrence
results from the wrongful acts or omissions of the Village or its agents, employees or
representatives.The terms and conditions of this Article shall survive the completion of all services,
obligations and duties provided for in this Agreement as well as the termination of this Agreement
for any reason.
ARTICLE 7. INDEPENDENT CONTRACTOR
7.1 Engineer undertakes performance of the services as an independent contractor and shall be wholly
responsible for the methods of performance utilized. Engineer shall not pledge the Village's credit
or make it a guarantor of payment of surety for any contract, debt, obligation,judgment, lien or
any form of indebtedness. Engineer further warrants and represents that it has no obligation or
indebtedness that would impair its ability to fulfill the terms of this Agreement.
ARTICLE 8. AUTHORITY TO PRACTICE
8.1 Engineer hereby represents and agrees that it has and will continue to maintain all professional
licenses and approvals required to conduct its business, and that it will at all times conduct its
business activities in a reputable manner.
Page 3 of 9
Page 685 of 735
Agenda Item #20.
ARTICLE 9. COMPLIANCE WITH LAWS
9.1 In performance of the services, Engineer will comply with applicable and published regulatory
requirements, including federal, state, special district and local laws, rules, regulations, orders,
codes, criteria and standards.
ARTICLE 10. SUBCONTRACTING
10.1 The Village reserves the right, in its sole discretion,to accept or reject the use of a subcontractor
and to inspect all facilities of any subcontractor to insure that the selected subcontractors will be
able to perform properly under this Agreement. If a subcontractor fails to perform or make
progress as required by any WA and it becomes necessary to replace the subcontractor in order to
complete the work in a timely fashion, Engineer shall promptly provide a replacement, subject to
acceptance of the new subcontractor by the Village.
ARTICLE 11. FEDERAL AND STATE TAXES
11.1 The Village is exempt from federal tax and state sales and use taxes. Upon request,the Village will
provide an exemption certificate to Engineer. Engineer is not exempt from paying sales tax to its
suppliers for materials to fulfill contractual obligations with the Village, nor shall Engineer be
authorized to use the Village's Tax Exemption Number in securing such materials.
ARTICLE 12. AVAILABILITY OF FUNDS
12.1 The obligations of the Village under this Agreement and any WA are subject to the availability of
funds lawfully appropriated for its purpose by the Village Council of the Village of Tequesta.
Engineer may rely on the execution of an individual WA as evidence that funds have been
appropriated.
ARTICLE 13. TERMINATION OF AGREEMENT
13.1 This Agreement, or any WA issued hereunder, may be terminated by either party with or without
cause upon thirty (30) days prior written notice to the other. Unless Engineer is in breach of this
Agreement, Engineer shall be paid for services rendered to the Village's reasonable satisfaction
through the date of termination. Notice as required hereunder shall be sufficient when provided
in accordance with Article 14 herein below.
ARTICLE 14. NOTICE
-- 14.1 Any notice, demand, communication or request required or permitted hereunder shall be in
writing and delivered in person, by facsimile or sent by certified mail as follows:
AS TO VILLAGE WITH COPY TO AS TO ENGINEER
Jeremy Allen Keith W. Davis, Esq. Stephen Fowler
Village Manager Village Attorney Vice President
Village of Tequesta Davis &Ashton, P.A. Holtz Consulting Engineers, Inc.
345 Tequesta Drive 701 Northpoint Parkway,Suite 205 270 South Central Blvd,Suite 207
Tequesta, FL 33469 West Palm Beach, FL 33407 Jupiter FL 33458
14.2 Notices shall be effective when received at the addresses as specified above. Facsimile
transmission is acceptable notice effective when received, however, facsimile transmissions
received (i.e., printed) after 5:00 p.m. on weekends or holidays will be deemed received on the
next business day.The original of the notice must additionally be sent by certified mail.Changes in
the respective addresses to which such notice is to be directed may be made from time to time by
either party by written notice sent by regular mail or facsimile to the other party.
Page 4 of 9
Page 686 of 735
Agenda Item #20.
ARTICLE 15. UNCONTROLLABLE FORCES
15.1 Neither Village nor Engineer shall be deemed in default of this Agreement if delays or failure of
performance is due to uncontrollable forces, the effect of which, by the exercise of reasonable
diligence,the nonperforming party could not avoid.The term "uncontrollable force(s)"shall mean
any event which results in the prevention or delay of performance by a party of its obligations
under this Agreement which is beyond the reasonable control of the nonperforming party. It
includes, but is not limited to fire, flood, earthquakes, storms, lightning, epidemic, war, riot, civil
disturbance, sabotage and governmental actions. The nonperforming party shall, within a
reasonable time of being prevented or delayed from performance by an uncontrollable force,give
written notice to the other party describing the circumstances and uncontrollable forces
preventing continued performance of the obligations of this Agreement. Notice as required
hereunder shall be sufficient when provided in accordance with Article 14 hereinabove.
15.2 Neither party shall, however, be excused from performance if nonperformance is due to forces
which are preventable, removable,or remediable and which the nonperforming party could have,
with the exercise of reasonable diligence, prevented, removed or remedied with reasonable
dispatch.
ARTICLE 16. OWNERSHIP OF DOCUMENTS
16.1 Engineer shall be required to cooperate with other consultants relative to providing information
requested in a timely manner and in the specified form. All instruments of professional services,
including, but not limited to, documents, records, disks, original drawings or other information
created or procured by Engineer for any project which is the subject of this Agreement and an
individual WA shall,upon completion of the work and payment of all monies due Engineer,become
the property of the Village for its use and/or distribution as may be deemed appropriate by the
Village. However, both parties specifically acknowledge and agree that any re-use of such
documents by the Village, for other than the specific purpose intended, without written
verification and adaption by Engineer for such specific purpose will be at the sole risk of the Village
and without liability or legal exposure to Engineer.
ARTICLE 17. ACCESS AND AUDITS
17.1 Engineer shall maintain adequate records to justify all charges and costs incurred in performing
work authorized under this Agreement and individual WAs for at least three (3) years after
completion of the applicable project. The Village shall have access to such books, records and
documents as required in this section for the purpose of inspection or audit during normal working
business hours at Engineer's place of business.
ARTICLE 18. NON-DISCRIMINATION
18.1 Engineer represents that all of its employees are treated in a fair and equitable manner without
regard to race, color, religion,gender,age or national origin.
ARTICLE 19. ENFORCEMENT COSTS
19.1 If any legal action or other proceeding is brought for the enforcement of this Agreement, or
because of an alleged dispute, breach, default or misrepresentation in connection with any
provisions of this Agreement, the successful or prevailing party or parties shall be entitled to
recover reasonable attorneys' fees, court costs and all expenses (including taxes) even if not
taxable as court costs (including,without limitation, all such fees, costs and expenses incidental to
Page 5 of 9
Page 687 of 735
Agenda Item #20.
appeals), incurred in that action or proceeding, in addition to any other relief to which such party
or parties may be entitled.
ARTICLE 20. GOVERNING LAW AND VENUE
20.1 This Agreement shall be governed by the laws of the State of Florida. Any and all legal action
necessary to enforce the Agreement will be held in the state or federal courts in and for Palm Beach
County and the Agreement will be interpreted according to the laws of Florida.
ARTICLE 21. SUCCESSORS AND ASSIGNS
21.1 The Village and Engineer each binds itself and its partners, successors, assigns and legal
_ representatives to the other party in this Agreement and to the partners, successors, executors,
administrators,assigns and legal representatives. Engineer shall not assign this Agreement without
the express written approval of the Village.
°— ARTICLE 22. SEVERABILITY
22.1 The invalidity, illegality or unenforceability of any provision of this Agreement, or the occurrence
of any event rendering any portion or provision of this Agreement void, shall in no way affect the
— validity or enforceability of any other portion or provision of the Agreement. Any void provision
shall be deemed severed from the Agreement and the balance of the Agreement shall be construed
and enforced as if the Agreement did not contain the particular portion or provision held to be
— void.
ARTICLE 23. PUBLIC ENTITY CRIMES
— 23.1 Contractor acknowledges and agrees that a person or affiliate who has been placed on the
convicted vendor list following a conviction for a public entity crime may not submit a bid,
proposal, or reply on a contract to provide any goods or services to a public entity; may not
— submit a bid, proposal, or reply on a contract with a public entity for the construction or repair of
a public building or public work; may not submit bids, proposals, or replies on leases of real
property to a public entity; may not be awarded or perform work as a contractor,supplier or sub-
contractor under a contract with any public entity;and may not transact business with any public
entity in excess of the threshold amount provided in Section 287.017, Florida Statues,for
CATEGORY TWO for a period of 36 months following the date of being placed on the convicted
vendor list.The Contractor will advise the OWNER immediately if it becomes aware of any
violation of this statute.
ARTICLE 24. SCRUTINIZED COMPANIES
24.1 Contractor certifies that it and its subcontractors are not on the Scrutinized Companies that
Boycott Israel List and are not engaged in the boycott of Israel. Pursuant to section 287.135,
Florida Statutes,the Owner may immediately terminate this Agreement at its sole option if the
Contractor or any of its subcontractors are found to have submitted a false certification;or if the
Contractor or any of its subcontractors,are placed on the Scrutinized Companies that Boycott
Israel List or is engaged in the boycott of Israel during the term of this Agreement.
24.2 If this Agreement is for one million dollars or more,the contractor certifies that it and its
subcontractors are also not on the Scrutinized Companies with Activities in Sudan List,
Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or engaged in
Page 6 of 9
Page 688 of 735
Agenda Item #20.
business operations in Cuba or Syria as identified in Section 287.135, Florida Statutes. Pursuant
to Section 287.135,the Owner may immediately terminate this Agreement at its sole option if
the Contractor,or any of its subcontractors are found to have submitted a false certification; or if
the Contractor or any of its subcontractors are placed on the Scrutinized Companies with
Activities in Sudan List, or Scrutinized Companies with Activities in the Iran Petroleum Energy
Sector List,or are or have been engaged with business operations in Cuba or Syria during the
term of this Agreement.
24.3 The Contractor agrees to observe the above requirements for applicable subcontracts entered
into for the performance of work under this Agreement.
24.4 The Contractor agrees that the certifications in this section shall be effective and relied upon by
the OWNER for the term of this Agreement, including any and all renewals.
24.5 The Contractor agrees that if it or any of its subcontractors'status changes in regards to any
certification herein,the Contractor shall immediately notify the Owner of the same.
24.6 As provided in Subsection 287.135(8), Florida Statutes, if federal law ceases to authorize the
above-stated contracting prohibitions then they shall become inoperative.
ARTICLE 25. EMPLOYMENT ELIGIBILITY
25.1 This Agreement is subject to and governed by the laws of the State of Florida, including without
limitation Chapter 448, Florida Statutes,which provides for General Labor Regulations,and
specifically Section 448.095, Employment Eligibility.The Contractor acknowledges its legal
obligation to comply with §448.095, Florida Statutes.
L Pursuant to Section 448.095, Florida Statutes, beginning January 1, 2021,Contractor shall
register with and use the U.S. Department of Homeland Security's E-Verify system, https://e-
verifv.uscis.gov/emp,to verify the work authorization status of all Contractor employees
hired on and after January 1, 2021.
ii. Subcontractors—
a. Contractor shall also require all subcontractors performing work under this Agreement to
use the E-Verify system for any employees they may hire during the term of this
Agreement.
b. Contractor shall obtain from all such subcontractors an affidavit stating the
subcontractor does not employ, contract with, or subcontract with an unauthorized
alien,as defined in section 448.095, Florida Statutes.
c. Contractor shall provide a copy of all subcontractor affidavits to the Village upon receipt
and shall maintain a copy for the duration of the Agreement.
iii. Contractor must provide evidence of compliance with Section 448.095, Florida Statutes.
Evidence shall consist of an affidavit from the CONTRACTOR stating all employees hired on
and after January 1, 2021, have had their work authorization status verified through the E-
Verify system and a copy of their proof of registration is in the E-Verify system.
iv. Failure to comply with this provision is a material breach of the Agreement and shall result in
the immediate termination of the Agreement without penalty to the Village. CONTRACTOR
Page 7 of 9
Page 689 of 735
Agenda Item #20.
shall be liable for all costs incurred by the Village to secure a replacement Agreement,
including but not limited to,any increased costs for the same services, any costs due to delay,
and rebidding costs, if applicable.
ARTICLE 26. OFFICE OF THE INSPECTOR GENERAL
26.1 Pursuant to Article XII of the Palm Beach County Charter, the Office of the Inspector General has
jurisdiction to investigate municipal matters, review and audit municipal contracts and other
transactions, and make reports and recommendations to municipal governing bodies based on
such audits, reviews or investigations. All parties doing business with the Village shall fully
cooperate with the inspector general in the exercise of the inspector general's functions,authority
and power.The inspector general has the power to take sworn statements, require the production
of records and to audit, monitor, investigate and inspect the activities of the Village, as well as
contractors and lobbyists of the Village in order to detect, deter, prevent and eradicate fraud,
-. waste, mismanagement, misconduct and abuses.
ARTICLE 27. PUBLIC RECORDS
27.1 In accordance with Sec. 119.0701, Florida Statutes, Engineer must keep and maintain this
Agreement and any other records associated therewith and that are associated with the
performance of the work described herein and in Engineer's proposal. Upon request from Village's
custodian of public records, Engineer must provide Village with copies of requested records, or
allow such records to be inspected or copied,within a reasonable time in accordance with access
and cost requirements of Chapter 119, Florida Statutes.Should Engineer fail to provide the public
records to Village, or fail to make them available for inspection or copying, within a reasonable
time, Engineer may be subject to attorney's fees and costs pursuant to Sec. 119.0701, Florida
Statutes, and other penalties under Sec. 119.10, Florida Statutes. Further, Engineer shall ensure
that any exempt or confidential records associated with this Agreement or associated with the
performance of the work described herein and in Engineer's proposal are not disclosed except as
authorized by law for the duration of the Agreement term, and following completion of the
Agreement if Engineer does not transfer the records to the Village. Finally,upon completion of the
Agreement, Engineer shall transfer, at no cost to the Village, all public records in possession of
Engineer, or keep and maintain public records required by the Village. If Engineer transfers all
public records to the Village upon completion of the Agreement, Engineer shall destroy any
— duplicate public records that are exempt or confidential and exempt from public records disclosure
requirements. Engineer shall be entitled to retain a copies of documents it creates for record
purposes, pursuant to the requirements of this Article and Chapter 119, Florida Statutes. If
— Engineer keeps and maintains public records upon completion of the Agreement, Engineer shall
meet all applicable requirements for retaining public records.Records that are stored electronically
must be provided to Village, upon request from Village's custodian of public records, in a format
— that is compatible with Village's information technology systems.
IF ENGINEER HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER
— 119, FLORIDA STATUTES, TO ENGINEER'S DUTY TO PROVIDE PUBLIC
RECORDS RELATING TO THIS AGREEMENT, PLEASE CONTACT THE VILLAGE
_ CLERK, RECORDS CUSTODIAN FOR THE VILLAGE, AT (561) 768-0685, OR AT
Imcwilliams@teguesta.org, OR AT 345 TEQUESTA DRIVE, TEQUESTA,
FLORIDA 33469.
Page 8 of 9
Page 690 of 735
Agenda Item #20.
ARTICLE 28. ENTIRETY OF AGREEMENT
28.1 The Village and Engineer agree that this Agreement, including Exhibit "A" "Fee Schedule" and
Engineer's Proposal submitted in response to Village's RFQ, which is hereby incorporated into this
Agreement;and all required insurance,licenses and approvals required bythis Agreement sets forth
the entire agreement between the parties, and that there are no promises or understandings other
than those stated herein. None of the provisions,terms and conditions contained in this added to,
modified, superseded or otherwise altered except by written instrument executed by the parties
hereto.
IN WITNESS WHEREOF, the parties hereto have signed two (2) copies of this Agreement. At least one
counterpart each has been delivered to OWNER and CONTRACTOR. All portions of the Contract
Documents have been signed or identified by OWNER and CONTRACTOR.
OWNER CONTRACTOR
Village of Tequesta Holtz Consulting Engineers, Inc.
345 Tequesta Drive 270 South Central Blvd, Suite 207
Tequesta, FL 33469 Jupiter, FL 33458
By:
Molly Young, Mayor Stephen Fovjgr,Vice President
(VILLAGE SEAL) (CORPORATE SEAL)
ATTEST ATTEST — -
Lori McWilliams,Village Clerk PR T NAME AND POSITION
o
Page 9 of 9
Page 691 of 735
'AAgenda Item #20.
2025 HCE RATE SCHEDULE FOR THE VILLAGE OF TEQUESTA
Principal Engineer - Acquires, plans, supervises, and coordinates professional $225
engineering projects by developing proposals and directing and controlling project
elements. Requires Professional Engineer (PE) license and minimum 20 years'
experience.
Associate Engineer- Supervises engineering projects and project staff. Requires $215
Professional Engineer(PE) license and minimum 15 years'experience.
Senior Project Manager - Completes engineering projects by organizing and $195
controlling project elements. Requires Professional Engineer (PE) license and
minimum 10 years' experience.
Project Manager- Completes engineering projects by organizing and controlling $185
project elements and overseeing project engineers. Requires Professional
® Engineer(PE) license and minimum 8 years'experience.
Senior Project Engineer - Assists with project responsibilities by completing $175
project phases and elements as requested by Project Manager. Requires
Professional Engineer(PE) license and minimum 5 years'experience.
® Project Engineer(PE) - Assists with project responsibilities by completing project $165
phases and elements as requested by Project Manager. Requires Professional
Engineer(PE) license and minimum 4 years'experience or 3 years with a Masters
Degree.
® Project Engineer (EI) - Assists with engineering projects by aiding in the $135
completion of project elements. Requires Engineer Intern (EI) certificate.
® Construction Manager—Administers the construction contract and ensures the $180
project is constructed according to the technical and administrative contract
documents. Minimum 8 years'experience required.
Construction Inspector—Assists the Project Manager and Construction Manager $150
by performing project site inspections during construction to ensure the project is
® being constructed according to the technical plans and specifications.
Senior Designer-CADD technician responsible for generating preliminary layouts, $150
® creating and updating engineering drawings under the supervision of engineers,
enforcing CADD standards,and supervising drafters. Minimum 5 years experience
required.
1
Page 692 of 735
Agenda Item #20.
Administrative Assistant-Provides office services by implementing administrative $90
® systems, procedures,and policies, and monitoring administrative projects.
® - The above rates will be valid for 3 years from the contract date.
- Revisions will be based on the Consumer Price Index (CPI)for the following
year.
- Subconsultants will be billed at cost plus 10%markup.
- Postage, mileage, and reproduction costs are included in the hourly rates.
z
Page 693 of 735
Agenda Item #20.
PROFESSIONAL ENGINEERING SERVICES AGREEMENT
This Agreement (Contract) made this day of 2025 by and
between the Village of Tequesta,a public agency of the State of Florida hereinafter designated as the"the
— VILLAGE" and "OWNER", and Kimley-Horn and Associates, Inc., a North Carolina Corporation with offices
located at 1920 Wekiva Way, Suite 200, West Palm Beach, FL 33411, whose Federal I.D. number is 56-
0885615, hereinafter designated as "the CONTRACTOR", in consideration of the mutual covenants
—• hereinafter set forth agree as follows:
ARTICLE 1. TERM;AGREEMENT NOT EXCLUSIVE
-- 1.1 This Agreement shall remain in effect for a term of three (3) years from the date of this Agreement
with two (2) one (1) year options to renew, unless otherwise terminated as provided herein at
Article 13. Each option to renew shall be exercised automatically unless either party gives notice
to the other at least thirty (30) days prior to the end of the term of its intent not to renew.
Additionally, the parties may extend the Agreement upon mutually acceptable terms and
conditions. Any such extension shall be in writing and must be executed by both parties. The
extension may provide for the completion of all tasks previously authorized by the Village in
accordance with Article 2 unless terminated in accordance with Article 13 hereinbelow,or allowed
to lapse by failure to extend same at the end of the term. Any and all Work authorizations issued
during the term of this Agreement (including any extensions) shall remain in full force and effect
beyond the term of this Agreement(including any extensions)as set forth herein,unless otherwise
terminated in accordance with Article 13 hereinbelow.
1.2 Nothing in this Agreement shall prevent the Village from employing other consultants to perform
the same or similar services. The Village also retains the option, at its sole discretion, to perform
any and all professional engineering services by utilizing Village employees or other engineers.
ARTICLE 2. SERVICES TO BE PERFORMED BY ENGINEER; INSTRUMENT OWNERSHIP
2.1 Engineer shall perform certain professional general civil/engineering services and such other
related services as may be required by the Village from time to time which are specifically
authorized by the Village and set forth in a specific Scope of Services (herein referred to as the
"Work"). Each such specific authorization will be referred to as a Work Authorization ("WA"). Each
WA shall be designated as a consecutively numbered exhibit to this Agreement and shall be
attached hereto and incorporated by reference as part of this Agreement. Each WA form will set
forth a specific scope of services,total amount of compensation and completion date.An individual
WA for projects costing up to seventy five thousand dollars ($75,000.00) must be approved by the
Village Manager prior to commencement of any work by Engineer, as more particularly set forth
below (2.3 — Process). For all projects valued in excess of seventy five thousand dollars
($75,000.00),the individual WA must be approved by the Village Council prior to commencement
of any work by Engineer.The above referenced limits are reflective of current Village procurement
policies. Should policies change throughout the duration of this Agreement the most current
Village policies should apply.
2.2 All instruments of professional services including, but not limited to, documents, records, disks,
original drawings and/or other information created and/or procured by Engineer for any
authorized Project shall become the property of the Village upon completion of the work for which
the asset was utilized and upon payment by the Village in accordance with the applicable WA and
Article 16.
Page 1 of 9
Page 694 of 735
Agenda Item #20.
2.3 The Village and Engineer will confer prior to the issuance of any WA to discuss the scope of the
Work,the time needed to complete the Work, including phasing, if any, and the fees for services
to be rendered in connection with the Work. Thereafter, Engineer will submit a proposed WA to
Village which shall state with specificity and detail the scope of Work, the time for completion,
including phasing, if any, and the fees. WAs may divide the Work into individual tasks or phases,
as discussed between the Village and Engineer prior to the issuance of the WA. At the discretion
of Village Manager, WAs for certain general utility and civil services of minimal scope (those that
do not exceed $15,000.00 total cost per WA) may be issued verbally for purposes of expediency
but shall be followed up by Engineer with a written WA as soon as practical. Additionally, at the
discretion of Village, a written WA for general Work services to be performed over a specified
e„ period (months,or years) may be issued. In such event, Engineer shall invoice Village from time to
time, pursuant to Article 3 hereinbelow, against the agreed fees based on authorization from the
Village Manager. Engineer shall commence no Work prior to receipt of Village authorization.
Engineer shall not exceed the fee amount in any WA without prior Village authorization. Village
agrees to cooperate with Engineer at all times with the provision of plans or other data in the
possession of Village and available in Village files for any Work authorized hereunder.
2.4 Means, Methods & Safety. The Engineer will neither have control over or charge of, nor be
responsible for, the construction means, methods, techniques, sequences or procedures, or for
the safety precautions and programs in connection with the construction of the subject project(s).
ARTICLE 3. COMPENSATION
3.1 The Village shall pay Engineer in accordance with each individual WA; however, such WA shall be
based upon the Fee Schedule attached hereto as Exhibit"A"and incorporated by reference as part
of this Agreement. Compensation based upon such Fee Schedule will be negotiated as a lump sum
price or as an hourly rate for each individual WA as set forth in Article 2 hereinabove. Payments
shall be made by Village to Engineer on a monthly basis, pursuant to the Engineer's invoice for
Work completed.
3.2 All requests for payment of "out-of-pocket" expenses which may be eligible for reimbursement
shall be included in the individual WA applicable to the project. Copies of paid receipts,invoices or
other documentation acceptable to the Village Manager may be requested by the Village for
documentation sufficient to establish that the expense was actually incurred. No payment will be
made for items not listed on the WA unless approved by the Village Manager prior to the
expenditure by Engineer.
3.3 All fees presented in the Fee Schedule will remain in effect forthe duration of the Agreement term.
If the Agreement is renewed for any additional terms, as outlined in Article 1 of this agreement,
the Engineer may request, through a formal amendment, a change in fees by mutual consent of
both parties.
ARTICLE 4. INSURANCE
_. 4.1 During the performance of the services under this Agreement, Engineer shall maintain the
following insurance policies written by an insurance company authorized to do business in Florida:
1. Professional liability of$2,000,000 per claim and$2,000,000 aggregate.
2. Commercial General Liability limits of$1,000,000 each occurrence and$2,000,000 aggregate.
3. General and Automobile liability insurance with bodily injury limits of not less than$500,000
for each person and not less than$500,000 for each accident and with property damage limits
Page 2 of 9
Page 695 of 735
Agenda Item #20.
of not less than $1,000,000 for each accident, and any greater limits as may otherwise be
required by law.
4. Workers' Compensation insurance in accordance with statutory requirements.
4.2 Engineer shall furnish the Village certificates of insurance which shall include a provision that policy
cancellation, non-renewal or reduction of coverage will not be effective until at least thirty (30)
days written notice has been made to the Village. Engineer shall include the Village as an additional
insured on the general and automobile liability insurance policies required by the Agreement. All
•— of Engineer's subcontractors shall be required to include the Village and Engineer as additional
insureds on their general and automobile liability insurance policies. Engineer shall not commence
work under this Agreement or any WA issued hereunder until all insurance required as stated
— herein has been obtained and certificates evidencing same are on file with the Village.
ARTICLE 5. STANDARD OF CARE
— 5.1 Engineer shall exercise the same degree of care, skill and diligence in the performance of the
services as is ordinarily provided by a comparable professional under similar circumstances and
shall be obligated to correct services which fall below such standards at no additional cost to the
— Village. Engineer agrees that all services shall be performed by skilled and competent personnel.
ARTICLE 6. INDEMNIFICATION
— 6.1 Engineer agrees to indemnify and hold harmless the Village, its employees and representatives,
from and against any and all claims and liabilities, including all attorneys' fees and court costs
recoverable under applicable law, including appeals, for which the Village, its employees and
— representatives, can or may be held liable as a result of injury (including death) to persons or
damage to property to the extent caused by the negligence, recklessness,or intentionally wrongful
acts or omissions of Engineer, its employees or agents, including subcontractors, in the
— performance of services under this Agreement. Engineer shall not be required to indemnify the
Village or its agents, employees or representatives when an occurrence results from the wrongful
acts or omissions of the Village or its agents, employees or representatives. The terms and
— conditions of this Article shall survive the completion of all services,obligations and duties provided
for in this Agreement as well as the termination of this Agreement for any reason.
ARTICLE 7. INDEPENDENT CONTRACTOR
7.1 Engineer undertakes performance of the services as an independent contractor and shall be wholly
responsible for the methods of performance utilized. Engineer shall not pledge the Village's credit
or make it a guarantor of payment of surety for any contract, debt, obligation,judgment, lien or
any form of indebtedness. Engineer further warrants and represents that it has no obligation or
indebtedness that would impair its ability to fulfill the terms of this Agreement.
— ARTICLE 8. AUTHORITY TO PRACTICE
8.1 Engineer hereby represents and agrees that it has and will continue to maintain all professional
— licenses and approvals required to conduct its business, and that it will at all times conduct its
business activities in a reputable manner.
Page 3 of 9
Page 696 of 735
Agenda Item #20.
ARTICLE 9. COMPLIANCE WITH LAWS
9.1 In performance of the services, Engineer will comply with applicable and published regulatory
requirements, including federal, state, special district and local laws, rules, regulations, orders,
codes, criteria and standards.
ARTICLE 10. SUBCONTRACTING
10.1 The Village reserves the right, in its sole discretion, to accept or reject the use of a subcontractor
and to inspect all facilities of any subcontractor to insure that the selected subcontractors will be
— able to perform properly under this Agreement. If a subcontractor fails to perform or make
progress as required by any WA and it becomes necessary to replace the subcontractor in order to
complete the work in a timely fashion, Engineer shall promptly provide a replacement, subject to
— acceptance of the new subcontractor by the Village.
ARTICLE 11. FEDERAL AND STATE TAXES
— 11.1 The Village is exempt from federal tax and state sales and use taxes. Upon request, the Village will
provide an exemption certificate to Engineer. Engineer is not exempt from paying sales tax to its
suppliers for materials to fulfill contractual obligations with the Village, nor shall Engineer be
— authorized to use the Village's Tax Exemption Number in securing such materials.
ARTICLE 12. AVAILABILITY OF FUNDS
— 12.1 The obligations of the Village under this Agreement and any WA are subject to the availability of
funds lawfully appropriated for its purpose by the Village Council of the Village of Tequesta.
Engineer may rely on the execution of an individual WA as evidence that funds have been
— appropriated.
ARTICLE 13. TERMINATION OF AGREEMENT
— 13.1 This Agreement, or any WA issued hereunder, may be terminated by either party with or without
cause upon thirty (30) days prior written notice to the other. Unless Engineer is in breach of this
Agreement, Engineer shall be paid for services rendered to the Village's reasonable satisfaction
— through the date of termination. Notice as required hereunder shall be sufficient when provided
in accordance with Article 14 herein below.
ARTICLE 14. NOTICE
14.1 Any notice, demand, communication or request required or permitted hereunder shall be in
writing and delivered in person, by facsimile or sent by certified mail as follows:
AS TO VILLAGE WITH COPY TO AS TO ENGINEER
Jeremy Allen Keith W. Davis, Esq. Tom Jensen
Village Manager Village Attorney Engineer
Village of Tequesta Davis&Ashton, P.A. Kimley-Horn and Associates, Inc.
345 Tequesta Drive 701 Northpoint Parkway, Suite 205 1920 Wekiva Way, Suite 200,
Tequesta, FL 33469 West Palm Beach, FL 33407 West Palm Beach, FL 33411
14.2 Notices shall be effective when received at the addresses as specified above. Facsimile
transmission is acceptable notice effective when received, however, facsimile transmissions
received (i.e., printed) after 5:00 p.m. on weekends or holidays will be deemed received on the
next business day.The original of the notice must additionally be sent by certified mail. Changes in
the respective addresses to which such notice is to be directed may be made from time to time by
either party by written notice sent by regular mail or facsimile to the other party.
Page 4 of 9
Page 697 of 735
Agenda Item #20.
ARTICLE 15. UNCONTROLLABLE FORCES
15.1 Neither Village nor Engineer shall be deemed in default of this Agreement if delays or failure of
performance is due to uncontrollable forces, the effect of which, by the exercise of reasonable
diligence,the nonperforming party could not avoid.The term "uncontrollable force(s)"shall mean
any event which results in the prevention or delay of performance by a party of its obligations
under this Agreement which is beyond the reasonable control of the nonperforming party. It
includes, but is not limited to fire, flood, earthquakes, storms, lightning, epidemic, war, riot, civil
disturbance, sabotage and governmental actions. The nonperforming party shall, within a
reasonable time of being prevented or delayed from performance by an uncontrollable force,give
written notice to the other party describing the circumstances and uncontrollable forces
preventing continued performance of the obligations of this Agreement. Notice as required
hereunder shall be sufficient when provided in accordance with Article 14 hereinabove.
15.2 Neither party shall, however, be excused from performance if nonperformance is due to forces
which are preventable, removable,or remediable and which the nonperforming party could have,
with the exercise of reasonable diligence, prevented, removed or remedied with reasonable
dispatch.
ARTICLE 16. OWNERSHIP OF DOCUMENTS
16.1 Engineer shall be required to cooperate with other consultants relative to providing information
requested in a timely manner and in the specified form. All instruments of professional services,
including, but not limited to, documents, records, disks, original drawings or other information
created or procured by Engineer for any project which is the subject of this Agreement and an
individual WA shall, upon completion of the work and payment of all monies due Engineer,become
the property of the Village for its use and/or distribution as may be deemed appropriate by the
Village. However, both parties specifically acknowledge and agree that any re-use of such
documents by the Village, for other than the specific purpose intended, without written
verification and adaption by Engineer for such specific purpose will be at the sole risk of the Village
and without liability or legal exposure to Engineer.
ARTICLE 17. ACCESS AND AUDITS
17.1 Engineer shall maintain adequate records to justify all charges and costs incurred in performing
work authorized under this Agreement and individual WAs for at least three (3) years after
completion of the applicable project. The Village shall have access to such books, records and
documents as required in this section for the purpose of inspection or audit during normal working
business hours at Engineer's place of business.
ARTICLE 18. NON-DISCRIMINATION
18.1 Engineer represents that all of its employees are treated in a fair and equitable manner without
regard to race,color, religion, gender,age or national origin.
ARTICLE 19. ENFORCEMENT COSTS
19.1 If any legal action or other proceeding is brought for the enforcement of this Agreement, or
because of an alleged dispute, breach, default or misrepresentation in connection with any
provisions of this Agreement, the successful or prevailing party or parties shall be entitled to
recover reasonable attorneys' fees, court costs and all expenses (including taxes) even if not
taxable as court costs(including,without limitation, all such fees, costs and expenses incidental to
Page 5 of 9
Page 698 of 735
Agenda Item #20.
appeals), incurred in that action or proceeding, in addition to any other relief to which such party
or parties may be entitled.
ARTICLE 20. GOVERNING LAW AND VENUE
20.1 This Agreement shall be governed by the laws of the State of Florida. Any and all legal action
necessary to enforce the Agreement will be held in the state or federal courts in and for Palm Beach
County and the Agreement will be interpreted according to the laws of Florida.
ARTICLE 21. SUCCESSORS AND ASSIGNS
21.1 The Village and Engineer each binds itself and its partners, successors, assigns and legal
representatives to the other party in this Agreement and to the partners, successors, executors,
administrators,assigns and legal representatives. Engineer shall not assign this Agreement without
the express written approval of the Village.
— ARTICLE 22. SEVERABILITY
22.1 The invalidity, illegality or unenforceability of any provision of this Agreement, or the occurrence
of any event rendering any portion or provision of this Agreement void, shall in no way affect the
— validity or enforceability of any other portion or provision of the Agreement. Any void provision
shall be deemed severed from the Agreement and the balance of the Agreement shall be construed
and enforced as if the Agreement did not contain the particular portion or provision held to be
—, void.
ARTICLE 23. PUBLIC ENTITY CRIMES
— 23.1 Contractor acknowledges and agrees that a person or affiliate who has been placed on the
convicted vendor list following a conviction for a public entity crime may not submit a bid,
proposal,or reply on a contract to provide any goods or services to a public entity; may not
— submit a bid, proposal, or reply on a contract with a public entity for the construction or repair of
a public building or public work; may not submit bids, proposals, or replies on leases of real
property to a public entity; may not be awarded or perform work as a contractor,supplier or sub-
contractor under a contract with any public entity;and may not transact business with any public
entity in excess of the threshold amount provided in Section 287.017, Florida Statues,for
_ CATEGORY TWO for a period of 36 months following the date of being placed on the convicted
vendor list. The Contractor will advise the OWNER immediately if it becomes aware of any
violation of this statute.
ARTICLE 24. SCRUTINIZED COMPANIES
24.1 Contractor certifies that it and its subcontractors are not on the Scrutinized Companies that
_ Boycott Israel List and are not engaged in the boycott of Israel. Pursuant to section 287.135,
Florida Statutes,the Owner may immediately terminate this Agreement at its sole option if the
Contractor or any of its subcontractors are found to have submitted a false certification; or if the
... Contractor or any of its subcontractors, are placed on the Scrutinized Companies that Boycott
Israel List or is engaged in the boycott of Israel during the term of this Agreement.
24.2 If this Agreement is for one million dollars or more,the contractor certifies that it and its
subcontractors are also not on the Scrutinized Companies with Activities in Sudan List,
Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List,or engaged in
Page 6 of 9
Page 699 of 735
Agenda Item #20.
business operations in Cuba or Syria as identified in Section 287.135, Florida Statutes. Pursuant
to Section 287.135,the Owner may immediately terminate this Agreement at its sole option if
the Contractor, or any of its subcontractors are found to have submitted a false certification;or if
the Contractor or any of its subcontractors are placed on the Scrutinized Companies with
Activities in Sudan List,or Scrutinized Companies with Activities in the Iran Petroleum Energy
Sector List,or are or have been engaged with business operations in Cuba or Syria during the
term of this Agreement.
24.3 The Contractor agrees to observe the above requirements for applicable subcontracts entered
into for the performance of work under this Agreement.
24.4 The Contractor agrees that the certifications in this section shall be effective and relied upon by
the OWNER for the term of this Agreement, including any and all renewals.
24.5 The Contractor agrees that if it or any of its subcontractors'status changes in regards to any
certification herein,the Contractor shall immediately notify the Owner of the same.
24.6 As provided in Subsection 287.135(8), Florida Statutes, if federal law ceases to authorize the
above-stated contracting prohibitions then they shall become inoperative.
ARTICLE 25. EMPLOYMENT ELIGIBILITY
25.1 This Agreement is subject to and governed by the laws of the State of Florida, including without
limitation Chapter 448, Florida Statutes,which provides for General Labor Regulations, and
specifically Section 448.095, Employment Eligibility.The Contractor acknowledges its legal
obligation to comply with §448.095, Florida Statutes.
i. Pursuant to Section 448.095, Florida Statutes, beginning January 1, 2021, Contractor shall
register with and use the U.S. Department of Homeland Security's E-Verify system, https://e-
verifv.uscis.gov/emp,to verify the work authorization status of all Contractor employees
hired on and after January 1, 2021.
ii. Subcontractors—
a. Contractor shall also require all subcontractors performing work under this Agreement to
use the E-Verify system for any employees they may hire during the term of this
Agreement.
b. Contractor shall obtain from all such subcontractors an affidavit stating the
subcontractor does not employ,contract with, or subcontract with an unauthorized
alien,as defined in section 448.095, Florida Statutes.
c. Contractor shall provide a copy of all subcontractor affidavits to the Village upon receipt
and shall maintain a copy for the duration of the Agreement.
_ iii. Contractor must provide evidence of compliance with Section 448.095, Florida Statutes.
Evidence shall consist of an affidavit from the CONTRACTOR stating all employees hired on
and after January 1, 2021, have had their work authorization status verified through the E-
Verify system and a copy of their proof of registration is in the E-Verify system.
iv. Failure to comply with this provision is a material breach of the Agreement and shall result in
the immediate termination of the Agreement without penalty to the Village. CONTRACTOR
Page 7 of 9
Page 700 of 735
Agenda Item #20.
shall be liable for all costs incurred by the Village to secure a replacement Agreement,
including but not limited to, any increased costs for the same services,any costs due to delay,
and rebidding costs, if applicable.
— ARTICLE 26. OFFICE OF THE INSPECTOR GENERAL
26.1 Pursuant to Article XII of the Palm Beach County Charter, the Office of the Inspector General has
jurisdiction to investigate municipal matters, review and audit municipal contracts and other
— transactions, and make reports and recommendations to municipal governing bodies based on
such audits, reviews or investigations. All parties doing business with the Village shall fully
cooperate with the inspector general in the exercise of the inspector general's functions,authority
— and power.The inspector general has the power to take sworn statements, require the production
of records and to audit, monitor, investigate and inspect the activities of the Village, as well as
contractors and lobbyists of the Village in order to detect, deter, prevent and eradicate fraud,
— waste, mismanagement, misconduct and abuses.
ARTICLE 27. PUBLIC RECORDS
27.1 In accordance with Sec. 119.0701, Florida Statutes, Engineer must keep and maintain this
Agreement and any other records associated therewith and that are associated with the
performance of the work described herein and in Engineer's proposal. Upon request from Village's
custodian of public records, Engineer must provide Village with copies of requested records, or
allow such records to be inspected or copied, within a reasonable time in accordance with access
and cost requirements of Chapter 119, Florida Statutes.Should Engineer fail to provide the public
records to Village, or fail to make them available for inspection or copying, within a reasonable
time, Engineer may be subject to attorney's fees and costs pursuant to Sec. 119.0701, Florida
Statutes, and other penalties under Sec. 119.10, Florida Statutes. Further, Engineer shall ensure
that any exempt or confidential records associated with this Agreement or associated with the
performance of the work described herein and in Engineer's proposal are not disclosed except as
authorized by law for the duration of the Agreement term, and following completion of the
Agreement if Engineer does not transfer the records to the Village. Finally, upon completion of the
Agreement, Engineer shall transfer, at no cost to the Village, all public records in possession of
Engineer, or keep and maintain public records required by the Village. If Engineer transfers all
public records to the Village upon completion of the Agreement, Engineer shall destroy any
duplicate public records that are exempt or confidential and exempt from public records disclosure
requirements. Engineer shall be entitled to retain a copies of documents it creates for record
purposes, pursuant to the requirements of this Article and Chapter 119, Florida Statutes. If
Engineer keeps and maintains public records upon completion of the Agreement, Engineer shall
meet all applicable requirements for retaining public records.Records that are stored electronically
must be provided to Village, upon request from Village's custodian of public records, in a format
that is compatible with Village's information technology systems.
IF ENGINEER HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER
119, FLORIDA STATUTES, TO ENGINEER'S DUTY TO PROVIDE PUBLIC
RECORDS RELATING TO THIS AGREEMENT, PLEASE CONTACT THE VILLAGE
CLERK, RECORDS CUSTODIAN FOR THE VILLAGE, AT (561) 768-0685, OR AT
Imcwilliams@tequesta.org, OR AT 345 TEQUESTA DRIVE, TEQUESTA,
FLORIDA 33469.
Page 8 of 9
Page 701 of 735
Agenda Item #20.
ARTICLE 28. ENTIRETY OF AGREEMENT
28.1 The Village and Engineer agree that this Agreement, including Exhibit "A" "Fee Schedule" and
Engineer's Proposal submitted in response to Village's RFQ, which is hereby incorporated into this
Agreement;and all required insurance, licenses and approvals required by this Agreement sets forth
the entire agreement between the parties,and that there are no promises or understandings other
than those stated herein. None of the provisions, terms and conditions contained in this added to,
modified, superseded or otherwise altered except by written instrument executed by the parties
hereto.
IN WITNESS WHEREOF, the parties hereto have signed two (2) copies of this Agreement. At least one
counterpart each has been delivered to OWNER and CONTRACTOR. All portions of the Contract
Documents have been signed or identified by OWNER and CONTRACTOR.
OWNER CONTRACTOR
Village of Tequesta Kimley-Horp.and,Associates, Inc.
345 Tequesta Drive 1920 Wl Vl1l tte 200
Tequesta, FL 33469 Wes P Mr' "T-C,� 1
By: Y. mm.
Cn
Molly Young, Mayor Jas L S,..,y,ice Prodef
(VILLAGE SEAL) (CORPORATE SEAL)
ATTEST ATTEST
Lori McWilliams, Village Clerk P T ME AND POST ION
L(SA- STV �- �
Page 9 of 9
Page 702 of 735
Agenda Item #20.
Kimley>Morn
Village of Tequesta
General Consulting Services Continuing Contracts
RFQ-PW-Utilities — 03-10-2025/MC
Kimley-Horn and Associates, Inc.
Hourly Labor Rate Schedule
Effective August 1, 2025, the following rates are utilized in calculating invoices for
services:
Job Title/Description Proposed Hourly Rates
Principal $ 325.00
Chief Professional $ 315.00
Senior Project Manager $ 275.00
Project Manager $ 256.00
Senior Professional II $ 240.00
Senior Professional 1 $ 210.00
Registered Professional $ 190.00
Professional III $ 170.00
Professional11 $ 150.00
Professional $ 140.00
Senior Field Representative $ 225.00
Field Representative $ 150.00
CAD Designer $ 135.00
Administrative Support Staff $ 110.00
1. Rates are subject to adjustment starting July 2026.
2. Hourly rates include all reimbursable costs.
3. No markups/multipliers on subconsultant hourly rates are proposed.
Page 703 of 735
Agenda Item #20.
PROFESSIONAL ENGINEERING SERVICES AGREEMENT
This Agreement (Contract) made this day of 2025 by and
between the Village of Tequesta, a public agency of the State of Florida hereinafter designated as the"the
'— VILLAGE" and "OWNER", and McKim & Creed, Inc., a North Carolina Corporation with offices located at
6501 Congress Avenue, #160, Boca Raton, FL 33487, whose Federal I.D. number is 56-2136769,
hereinafter designated as "the CONTRACTOR", in consideration of the mutual covenants hereinafter set
-- forth agree as follows:
ARTICLE 1. TERM;AGREEMENT NOT EXCLUSIVE
._ 1.1 This Agreement shall remain in effect for a term of three (3) years from the date of this Agreement
with two (2) one (1) year options to renew, unless otherwise terminated as provided herein at
Article 13. Each option to renew shall be exercised automatically unless either party gives notice
to the other at least thirty (30) days prior to the end of the term of its intent not to renew.
Additionally, the parties may extend the Agreement upon mutually acceptable terms and
conditions. Any such extension shall be in writing and must be executed by both parties. The
extension may provide for the completion of all tasks previously authorized by the Village in
accordance with Article 2 unless terminated in accordance with Article 13 hereinbelow,or allowed
to lapse by failure to extend same at the end of the term. Any and all Work authorizations issued
during the term of this Agreement (including any extensions) shall remain in full force and effect
beyond the term of this Agreement(including any extensions)as set forth herein,unless otherwise
terminated in accordance with Article 13 hereinbelow.
1.2 Nothing in this Agreement shall prevent the Village from employing other consultants to perform
the same or similar services. The Village also retains the option, at its sole discretion, to perform
any and all professional engineering services by utilizing Village employees or other engineers.
ARTICLE 2. SERVICES TO BE PERFORMED BY ENGINEER; INSTRUMENT OWNERSHIP
2.1 Engineer shall perform certain professional general civil/engineering services and such other
.. related services as may be required by the Village from time to time which are specifically
authorized by the Village and set forth in a specific Scope of Services (herein referred to as the
"Work"). Each such specific authorization will be referred to as a Work Authorization ("WA"). Each
WA shall be designated as a consecutively numbered exhibit to this Agreement and shall be
attached hereto and incorporated by reference as part of this Agreement. Each WA form will set
forth a specific scope of services,total amount of compensation and completion date.An individual
WA for projects costing up to seventy five thousand dollars ($75,000.00) must be approved by the
Village Manager prior to commencement of any work by Engineer, as more particularly set forth
below (2.3 — Process). For all projects valued in excess of seventy five thousand dollars
($75,000.00),the individual WA must be approved by the Village Council prior to commencement
—' of any work by Engineer.The above referenced limits are reflective of current Village procurement
policies. Should policies change throughout the duration of this Agreement the most current
Village policies should apply.
2.2 All instruments of professional services including, but not limited to, documents, records, disks,
original drawings and/or other information created and/or procured by Engineer for any
authorized Project shall become the property of the Village upon completion of the work for which
the asset was utilized and upon payment by the Village in accordance with the applicable WA and
Article 16.
Page 1 of 9
Page 704 of 735
Agenda Item #20.
2.3 The Village and Engineer will confer prior to the issuance of any WA to discuss the scope of the
Work, the time needed to complete the Work, including phasing, if any, and the fees for services
to be rendered in connection with the Work. Thereafter, Engineer will submit a proposed WA to
Village which shall state with specificity and detail the scope of Work, the time for completion,
including phasing, if any, and the fees. WAs may divide the Work into individual tasks or phases,
as discussed between the Village and Engineer prior to the issuance of the WA. At the discretion
of Village Manager, WAs for certain general utility and civil services of minimal scope (those that
do not exceed $15,000.00 total cost per WA) may be issued verbally for purposes of expediency
but shall be followed up by Engineer with a written WA as soon as practical. Additionally, at the
discretion of Village, a written WA for general Work services to be performed over a specified
period (months, or years) may be issued. In such event, Engineer shall invoice Village from time to
time, pursuant to Article 3 hereinbelow, against the agreed fees based on authorization from the
Village Manager. Engineer shall commence no Work prior to receipt of Village authorization.
Engineer shall not exceed the fee amount in any WA without prior Village authorization. Village
agrees to cooperate with Engineer at all times with the provision of plans or other data in the
possession of Village and available in Village files for any Work authorized hereunder.
2.4 Means, Methods & Safety. The Engineer will neither have control over or charge of, nor be
responsible for, the construction means, methods, techniques, sequences or procedures, or for
the safety precautions and programs in connection with the construction of the subject project(s).
ARTICLE 3. COMPENSATION
3.1 The Village shall pay Engineer in accordance with each individual WA; however, such WA shall be
based upon the Fee Schedule attached hereto as Exhibit"A"and incorporated by reference as part
of this Agreement. Compensation based upon such Fee Schedule will be negotiated as a lump sum
price or as an hourly rate for each individual WA as set forth in Article 2 hereinabove. Payments
shall be made by Village to Engineer on a monthly basis, pursuant to the Engineer's invoice for
Work completed.
3.2 All requests for payment of "out-of-pocket" expenses which may be eligible for reimbursement
shall be included in the individual WA applicable to the project.Copies of paid receipts,invoices or
other documentation acceptable to the Village Manager may be requested by the Village for
documentation sufficient to establish that the expense was actually incurred. No payment will be
made for items not listed on the WA unless approved by the Village Manager prior to the
expenditure by Engineer.
3.3 All fees presented in the Fee Schedule will remain in effect for the duration of the Agreement term.
If the Agreement is renewed for any additional terms, as outlined in Article 1 of this agreement,
the Engineer may request, through a formal amendment, a change in fees by mutual consent of
both parties.
ARTICLE 4. INSURANCE
4.1 During the performance of the services under this Agreement, Engineer shall maintain the
following insurance policies written by an insurance company authorized to do business in Florida:
1. Professional liability of$2,000,000 per claim and $2,000,000 aggregate.
2. Commercial General Liability limits of$1,000,000 each occurrence and$2,000,000 aggregate.
3. General and Automobile liability insurance with bodily injury limits of not less than$500,000
for each person and not less than$500,000 for each accident and with property damage limits
Page 2 of 9
Page 705 of 735
Agenda Item #20.
of not less than $1,000,000 for each accident, and any greater limits as may otherwise be
required by law.
4. Workers'Compensation insurance in accordance with statutory requirements.
4.2 Engineer shall furnish the Village certificates of insurance which shall include a provision that policy
cancellation, non-renewal or reduction of coverage will not be effective until at least thirty (30)
days written notice has been made to the Village. Engineer shall include the Village as an additional
insured on the general and automobile liability insurance policies required by the Agreement. All
of Engineer's subcontractors shall be required to include the Village and Engineer as additional
insureds on their general and automobile liability insurance policies. Engineer shall not commence
work under this Agreement or any WA issued hereunder until all insurance required as stated
herein has been obtained and certificates evidencing same are on file with the Village.
ARTICLE 5. STANDARD OF CARE
— 5.1 Engineer shall exercise the same degree of care, skill and diligence in the performance of the
services as is ordinarily provided by a comparable professional under similar circumstances and
shall be obligated to correct services which fall below such standards at no additional cost to the
— Village. Engineer agrees that all services shall be performed by skilled and competent personnel.
ARTICLE 6. INDEMNIFICATION
6.1 Engineer agrees to protect, indemnify, and hold harmless the Village, its employees and
representatives,from and against any and all claims and liabilities, including all attorneys'fees and
court costs recoverable under applicable law, including appeals, for which the Village, its
employees and representatives, can or may be held liable as a result of injury(including death)to
persons or damage to property to the extent caused by the negligence, recklessness, or
intentionally wrongful acts or omissions of Engineer, its employees or agents, including
subcontractors, in the performance of services under this Agreement. Engineer shall not be
required to indemnify the Village or its agents,employees or representatives when an occurrence
results from the wrongful acts or omissions of the Village or its agents, employees or
_ representatives.The terms and conditions of this Article shall survive the completion of all services,
obligations and duties provided for in this Agreement as well as the termination of this Agreement
for any reason.
ARTICLE 7. INDEPENDENT CONTRACTOR
7.1 Engineer undertakes performance of the services as an independent contractor and shall be wholly
responsible for the methods of performance utilized. Engineer shall not pledge the Village's credit
or make it a guarantor of payment of surety for any contract, debt, obligation,judgment, lien or
any form of indebtedness. Engineer further warrants and represents that it has no obligation or
indebtedness that would impair its ability to fulfill the terms of this Agreement.
ARTICLE 8. AUTHORITY TO PRACTICE
8.1 Engineer hereby represents and agrees that it has and will continue to maintain all professional
licenses and approvals required to conduct its business, and that it will at all times conduct its
business activities in a reputable manner.
Page 3 of 9
Page 706 of 735
Agenda Item #20.
ARTICLE 9. COMPLIANCE WITH LAWS
9.1 In performance of the services, Engineer will comply with applicable and published regulatory
requirements, including federal, state, special district and local laws, rules, regulations, orders,
codes, criteria and standards.
ARTICLE 10. SUBCONTRACTING
10.1 The Village reserves the right, in its sole discretion,to accept or reject the use of a subcontractor
— and to inspect all facilities of any subcontractor to insure that the selected subcontractors will be
able to perform properly under this Agreement. If a subcontractor fails to perform or make
progress as required by any WA and it becomes necessary to replace the subcontractor in order to
complete the work in a timely fashion, Engineer shall promptly provide a replacement, subject to
acceptance of the new subcontractor by the Village.
ARTICLE 11. FEDERAL AND STATE TAXES
11.1 The Village is exempt from federal tax and state sales and use taxes. Upon request,the Village will
provide an exemption certificate to Engineer. Engineer is not exempt from paying sales tax to its
suppliers for materials to fulfill contractual obligations with the Village, nor shall Engineer be
authorized to use the Village's Tax Exemption Number in securing such materials.
ARTICLE 12. AVAILABILITY OF FUNDS
12.1 The obligations of the Village under this Agreement and any WA are subject to the availability of
funds lawfully appropriated for its purpose by the Village Council of the Village of Tequesta.
Engineer may rely on the execution of an individual WA as evidence that funds have been
_ appropriated.
ARTICLE 13. TERMINATION OF AGREEMENT
13.1 This Agreement,or any WA issued hereunder, may be terminated by either party with or without
cause upon thirty (30) days prior written notice to the other. Unless Engineer is in breach of this
Agreement, Engineer shall be paid for services rendered to the Village's reasonable satisfaction
through the date of termination. Notice as required hereunder shall be sufficient when provided
in accordance with Article 14 herein below.
ARTICLE 14. NOTICE
— 14.1 Any notice, demand, communication or request required or permitted hereunder shall be in
writing and delivered in person, by facsimile or sent by certified mail as follows:
AS TO VILLAGE WITH COPY TO AS TO ENGINEER
Jeremy Allen Keith W. Davis, Esq. Mario Loaiza
Village Manager Village Attorney Regional Manager
Village of Tequesta Davis&Ashton, P.A. McKim &Creed, Inc.
345 Tequesta Drive 701 Northpoint Parkway,Suite 205 6501 Congress Avenue,#160,
Tequesta, FL 33469 West Palm Beach, FL 33407 Boca Raton, FL 33487
14.2 Notices shall be effective when received at the addresses as specified above. Facsimile
transmission is acceptable notice effective when received, however, facsimile transmissions
received (i.e., printed) after 5:00 p.m. on weekends or holidays will be deemed received on the
next business day.The original of the notice must additionally be sent by certified mail.Changes in
the respective addresses to which such notice is to be directed may be made from time to time by
either party by written notice sent by regular mail or facsimile to the other party.
Page 4 of 9
Page 707 of 735
Agenda Item #20.
ARTICLE 15. UNCONTROLLABLE FORCES
15.1 Neither Village nor Engineer shall be deemed in default of this Agreement if delays or failure of
performance is due to uncontrollable forces, the effect of which, by the exercise of reasonable
diligence,the nonperforming party could not avoid.The term "uncontrollable force(s)"shall mean
any event which results in the prevention or delay of performance by a party of its obligations
under this Agreement which is beyond the reasonable control of the nonperforming party. It
includes, but is not limited to fire, flood, earthquakes, storms, lightning, epidemic, war, riot, civil
disturbance, sabotage and governmental actions. The nonperforming party shall, within a
reasonable time of being prevented or delayed from performance by an uncontrollable force,give
written notice to the other party describing the circumstances and uncontrollable forces
_. preventing continued performance of the obligations of this Agreement. Notice as required
hereunder shall be sufficient when provided in accordance with Article 14 hereinabove.
15.2 Neither party shall, however, be excused from performance if nonperformance is due to forces
which are preventable, removable,or remediable and which the nonperforming party could have,
with the exercise of reasonable diligence, prevented, removed or remedied with reasonable
dispatch.
ARTICLE 16. OWNERSHIP OF DOCUMENTS
16.1 Engineer shall be required to cooperate with other consultants relative to providing information
requested in a timely manner and in the specified form. All instruments of professional services,
including, but not limited to, documents, records, disks, original drawings or other information
created or procured by Engineer for any project which is the subject of this Agreement and an
individual WA shall,upon completion of the work and payment of all monies due Engineer,become
the property of the Village for its use and/or distribution as may be deemed appropriate by the
Village. However, both parties specifically acknowledge and agree that any re-use of such
documents by the Village, for other than the specific purpose intended, without written
verification and adaption by Engineer for such specific purpose will be at the sole risk of the Village
and without liability or legal exposure to Engineer.
ARTICLE 17. ACCESS AND AUDITS
17.1 Engineer shall maintain adequate records to justify all charges and costs incurred in performing
work authorized under this Agreement and individual WAs for at least three (3) years after
completion of the applicable project. The Village shall have access to such books, records and
documents as required in this section for the purpose of inspection or audit during normal working
business hours at Engineer's place of business.
ARTICLE 18. NON-DISCRIMINATION
18.1 Engineer represents that all of its employees are treated in a fair and equitable manner without
.— regard to race, color, religion,gender,age or national origin.
ARTICLE 19. ENFORCEMENT COSTS
19.1 If any legal action or other proceeding is brought for the enforcement of this Agreement, or
because of an alleged dispute, breach, default or misrepresentation in connection with any
provisions of this Agreement, the successful or prevailing party or parties shall be entitled to
recover reasonable attorneys' fees, court costs and all expenses (including taxes) even if not
taxable as court costs (including,without limitation, all such fees, costs and expenses incidental to
Page 5 of 9
Page 708 of 735
Agenda Item #20.
appeals), incurred in that action or proceeding, in addition to any other relief to which such party
or parties may be entitled.
ARTICLE 20. GOVERNING LAW AND VENUE
20.1 This Agreement shall be governed by the laws of the State of Florida. Any and all legal action
necessary to enforce the Agreement will be held in the state orfederal courts in and for Palm Beach
County and the Agreement will be interpreted according to the laws of Florida.
ARTICLE 21. SUCCESSORS AND ASSIGNS
21.1 The Village and Engineer each binds itself and its partners, successors, assigns and legal
_ representatives to the other party in this Agreement and to the partners, successors, executors,
administrators,assigns and legal representatives. Engineer shall not assign this Agreement without
the express written approval of the Village.
— ARTICLE 22. SEVERABILITY
22.1 The invalidity, illegality or unenforceability of any provision of this Agreement, or the occurrence
of any event rendering any portion or provision of this Agreement void, shall in no way affect the
— validity or enforceability of any other portion or provision of the Agreement. Any void provision
shall be deemed severed from the Agreement and the balance of the Agreement shall be construed
and enforced as if the Agreement did not contain the particular portion or provision held to be
— void.
ARTICLE 23. PUBLIC ENTITY CRIMES
23.1 Contractor acknowledges and agrees that a person or affiliate who has been placed on the
convicted vendor list following a conviction for a public entity crime may not submit a bid,
proposal,or reply on a contract to provide any goods or services to a public entity; may not
— submit a bid, proposal, or reply on a contract with a public entity for the construction or repair of
a public building or public work; may not submit bids, proposals,or replies on leases of real
property to a public entity; may not be awarded or perform work as a contractor,supplier or sub-
contractor under a contract with any public entity;and may not transact business with any public
entity in excess of the threshold amount provided in Section 287.017, Florida Statues,for
CATEGORY TWO for a period of 36 months following the date of being placed on the convicted
vendor list.The Contractor will advise the OWNER immediately if it becomes aware of any
violation of this statute.
ARTICLE 24. SCRUTINIZED COMPANIES
24.1 Contractor certifies that it and its subcontractors are not on the Scrutinized Companies that
Boycott Israel List and are not engaged in the boycott of Israel. Pursuant to section 287.135,
Florida Statutes,the Owner may immediately terminate this Agreement at its sole option if the
Contractor or any of its subcontractors are found to have submitted a false certification; or if the
Contractor or any of its subcontractors,are placed on the Scrutinized Companies that Boycott
Israel List or is engaged in the boycott of Israel during the term of this Agreement.
24.2 If this Agreement is for one million dollars or more,the contractor certifies that it and its
subcontractors are also not on the Scrutinized Companies with Activities in Sudan List,
Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or engaged in
Page 6 of 9
Page 709 of 735
Agenda Item #20.
business operations in Cuba or Syria as identified in Section 287.135, Florida Statutes. Pursuant
to Section 287.135,the Owner may immediately terminate this Agreement at its sole option if
the Contractor, or any of its subcontractors are found to have submitted a false certification; or if
the Contractor or any of its subcontractors are placed on the Scrutinized Companies with
Activities in Sudan List, or Scrutinized Companies with Activities in the Iran Petroleum Energy
Sector List,or are or have been engaged with business operations in Cuba or Syria during the
term of this Agreement.
24.3 The Contractor agrees to observe the above requirements for applicable subcontracts entered
into for the performance of work under this Agreement.
24.4 The Contractor agrees that the certifications in this section shall be effective and relied upon by
the OWNER for the term of this Agreement, including any and all renewals.
24.5 The Contractor agrees that if it or any of its subcontractors'status changes in regards to any
certification herein,the Contractor shall immediately notify the Owner of the same.
24.6 As provided in Subsection 287.135(8), Florida Statutes, if federal law ceases to authorize the
above-stated contracting prohibitions then they shall become inoperative.
ARTICLE 25. EMPLOYMENT ELIGIBILITY
25.1 This Agreement is subject to and governed by the laws of the State of Florida, including without
,., limitation Chapter 448, Florida Statutes,which provides for General Labor Regulations, and
specifically Section 448.095, Employment Eligibility.The Contractor acknowledges its legal
obligation to comply with §448.095, Florida Statutes.
i. Pursuant to Section 448.095, Florida Statutes, beginning January 1, 2021,Contractor shall
register with and use the U.S. Department of Homeland Security's E-Verify system, https://e-
verifv.uscis.gov/emp,to verify the work authorization status of all Contractor employees
hired on and after January 1, 2021.
ii. Subcontractors—
a. Contractor shall also require all subcontractors performing work under this Agreement to
use the E-Verify system for any employees they may hire during the term of this
Agreement.
b. Contractor shall obtain from all such subcontractors an affidavit stating the
subcontractor does not employ, contract with,or subcontract with an unauthorized
alien, as defined in section 448.095, Florida Statutes.
c. Contractor shall provide a copy of all subcontractor affidavits to the Village upon receipt
and shall maintain a copy for the duration of the Agreement.
iii. Contractor must provide evidence of compliance with Section 448.095, Florida Statutes.
Evidence shall consist of an affidavit from the CONTRACTOR stating all employees hired on
and after January 1, 2021, have had their work authorization status verified through the E-
Verify system and a copy of their proof of registration is in the E-Verify system.
iv. Failure to comply with this provision is a material breach of the Agreement and shall result in
the immediate termination of the Agreement without penalty to the Village. CONTRACTOR
Page 7 of 9
Page 710 of 735
Agenda Item #20.
shall be liable for all costs incurred by the Village to secure a replacement Agreement,
including but not limited to, any increased costs for the same services,any costs due to delay,
and rebidding costs, if applicable.
ARTICLE 26. OFFICE OF THE INSPECTOR GENERAL
26.1 Pursuant to Article XII of the Palm Beach County Charter, the Office of the Inspector General has
jurisdiction to investigate municipal matters, review and audit municipal contracts and other
transactions, and make reports and recommendations to municipal governing bodies based on
such audits, reviews or investigations. All parties doing business with the Village shall fully
cooperate with the inspector general in the exercise of the inspector general's functions,authority
and power.The inspector general has the power to take sworn statements, require the production
of records and to audit, monitor, investigate and inspect the activities of the Village, as well as
contractors and lobbyists of the Village in order to detect, deter, prevent and eradicate fraud,
waste, mismanagement, misconduct and abuses.
ARTICLE 27. PUBLIC RECORDS
_ 27.1 In accordance with Sec. 119.0701, Florida Statutes, Engineer must keep and maintain this
Agreement and any other records associated therewith and that are associated with the
performance of the work described herein and in Engineer's proposal. Upon request from Village's
custodian of public records, Engineer must provide Village with copies of requested records, or
allow such records to be inspected or copied, within a reasonable time in accordance with access
and cost requirements of Chapter 119, Florida Statutes.Should Engineer fail to provide the public
records to Village, or fail to make them available for inspection or copying, within a reasonable
time, Engineer may be subject to attorney's fees and costs pursuant to Sec. 119.0701, Florida
Statutes, and other penalties under Sec. 119.10, Florida Statutes. Further, Engineer shall ensure
that any exempt or confidential records associated with this Agreement or associated with the
` performance of the work described herein and in Engineer's proposal are not disclosed except as
authorized by law for the duration of the Agreement term, and following completion of the
Agreement if Engineer does not transfer the records to the Village. Finally, upon completion of the
Agreement, Engineer shall transfer, at no cost to the Village, all public records in possession of
Engineer, or keep and maintain public records required by the Village. If Engineer transfers all
public records to the Village upon completion of the Agreement, Engineer shall destroy any
— duplicate public records that are exempt or confidential and exempt from public records disclosure
requirements. Engineer shall be entitled to retain a copies of documents it creates for record
purposes, pursuant to the requirements of this Article and Chapter 119, Florida Statutes. If
— Engineer keeps and maintains public records upon completion of the Agreement, Engineer shall
meet all applicable requirements for retaining public records.Records that are stored electronically
must be provided to Village, upon request from Village's custodian of public records, in a format
_, that is compatible with Village's information technology systems.
IF ENGINEER HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER
-- 119, FLORIDA STATUTES, TO ENGINEER'S DUTY TO PROVIDE PUBLIC
RECORDS RELATING TO THIS AGREEMENT, PLEASE CONTACT THE VILLAGE
CLERK, RECORDS CUSTODIAN FOR THE VILLAGE, AT (S61) 768-0685, OR AT
Imcwilliams@teguesta.org OR AT 345 TEQUESTA DRIVE, TEQUESTA,
FLORIDA 33469.
Page 8 of 9
Page 711 of 735
Agenda Item #20.
ARTICLE 28. ENTIRETY OF AGREEMENT
28.1 The Village and Engineer agree that this Agreement, including Exhibit "A" "Fee Schedule" and
Engineer's Proposal submitted in response to Village's RFO, which is hereby incorporated into this
Agreement;and all required insurance, licenses and approvals required by this Agreement sets forth
the entire agreement between the parties, and that there are no promises or understandings other
than those stated herein. None of the provisions,terms and conditions contained in this added to,
modified, superseded or otherwise altered except by written instrument executed by the parties
hereto.
IN WITNESS WHEREOF, the parties hereto have signed two (2) copies of this Agreement. At least one
counterpart each has been delivered to OWNER and CONTRACTOR. All portions of the Contract
Documents have been signed or identified by OWNER and CONTRACTOR.
OWNER CONTRACTOR
Village of Tequesta McKim & Creed, Inc.
34S Tequesta Drive 6501 Congress Avenue,#160
Tequesta, FL 33469 Boca Raton, FL 33487
By:
1 �
Molly Young, Mayor Mario Lo4iza, R gi nal M ager
l
(VILLAGE SEAL) (CORPORATE SEAL)
ATTEST ATTEST
Lori McWilliams, Village Clerk PRINT NAME AND POSITION
Page 9 of 9
Page 712 of 735
Agenda Item #20.
v� MCK1M&CREED
Water - 2025 Schedule of Hourly Rates
Per Diem Rates
Employee Classification (Fee/Hour)
Employee Classification (Fee/Hour)
Engineering
Principal......................................................................$325.00 Leak Detection Services
Engineering Manager..................................................$275.00 Leak Detection 3 Person Crew...................................$560.00
Project Manager III...............................................$256.00 Leak Detection 2 Person Crew...................................$390.00
., Project Manager II.................................................$233.00 Leak Detection 1 Person Crew...................................$225.00
Project Manager I..................................................$212.00
Technical Specialist III.................................................$295.00 Geospatial Services
Technical Specialist II..................................................$285.00 GIs Specialist................................................................$135.00
Technical Specialist I...................................................$255.00 GIs Technician II.........................................................$110.00
Project Eng IV...............................................................$245.00 GIs Technician I.............................................................$88.00
ProjectEng III...............................................................$228.00 GIs Analyst II...............................................................$139.00
ProjectEng II................................................................$195.00 GIs Analyst I................................................................$128.00
Project Eng I..................................................................$172.00
Engineer Intern............................................................$156.00
I&C Specialist III..........................................................$228.00
I&C Specialist II...........................................................$205.00
I&C Specialist I.............................................................$172.00
Programmer III.............................................................$212.00
Programmer 11..............................................................$195.00
Programmer I...............................................................$162.00
Designer IV...................................................................$165.00
DesignerIII...................................................................$156.00
Designer 11....................................................................$144.00
DesignerI......................................................................$122.00
CAD Technician-Senior............................................$111.00
CAD Technician.............................................................$94.00
Summer Intern...............................................................$94.00
Project Administrator-Senior...................................$117.00
Project Administrator..................................................$101.00
Administrative Assistant..............................................$89.00
Construction
Construction Administrator IV..................................$205.00
Construction Administrator III..................................$184.00
Construction Administrator II...................................$167.00
Construction Administrator I.....................................$139.00
Project Representative III............................................$162.00
Project Representative II ............................................$139.00
Project Representative I..............................................$122.00
Field Services
Field Services Manager-Senior.................................$171.00
Field Services Manager...............................................$162.00
Field Technician II.......................................................$134.00
Field Technician I.........................................................$101.00
_ Rates are valid through December31,2025 `��MoKIM&CREED
Page 713 of 735
Agenda Item #20.
v
� MCKIM&CREED
Water - 2025 Schedule of Hourly Rates
am
Expenses
In addition to labor,McKim&Creed bills for the following project related costs at a contractually agreed
markup: printing;conference calling charges;document review,permit or recording fees paid on behalf of
the client;shipping;bid advertisement;specialty materials, software or equipment rental;sub-consultant
fees;costs of project related employee travel including meals, lodging, airfare and miscellaneous travel
costs such as tolls,parking etc.;mileage for all company-owned vehicles(trucks)will be billed at
.. $0.85/mile;employee owned vehicles used for transportation related to the project will be charged at the
prevailing federal mileage rate allowed by the IRS at the time the travel occurs.
McKim&Creed also bills for the cost of internal reproduction and the use of specialized
equipment related to subsurface utility vacuum excavation, mobile scanning(LIDAR), and
hydrographic surveying.
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A
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_ Rates are Valid Through December 31,2025 ✓* McIQM&CREED Pg 2/2
Page 714 of 735
Agenda Item #20.
im JLA Geosciences, Inc.
HYDROGEOLOGIC CONSULTANTS
1907 Commerce Lane,Suite 104
® Jupiter,Florida 33458
(561)746-0228
so
JLA Geosciences, Inc.
Schedule of Hourly Billing Rates
MR
Personnel/Title Rate/hour
Project Manager- President $255.00
me
Principal Hydrogeologist $245.00
MR
Senior Hydrogeologist III $228.00
0-3 Senior Hydrogeologist II $205.00
Senior Hydrogeologist 1 $167.00
Hydrogeologist III $155.00
Hydrogeologist II $140.00
Hydrogeologist 1 $132.00
Project Administration $95.00
Hydrologic Technician $95.00
Principal Modeling $255.00
Expenses
® Expenses Billed at 5%of Labor. Company owned or personal vehicles will be charged at
the prevailing IRS allowed reimbursement rate which is currently 70 cents per mile for
project related travel excluding commute between home and office.
Subcontract
Subcontractor and Subcontract services will be invoiced at JLA Geosciences, Inc. cost
multiplied by 1.0
Other Direct Costs
JLA Geosciences, Inc. owned equipment will be charged as needed on a project specified
negotiated basis.
jlageosciences.com
Page 715 of 735
Agenda Item #20.
j/l UES Geotechnical Proposal Cost Schedule
PROJECT NAME:
Proposal No.:
DESCRIPTION Rate Unit
Mobilization/Demobilization S550.00 Each
SPT Borings 0-50' $18.00 Ft
SPT Borings 50-100' $21.00 Ft
SPT Borings 100-150' $26.00 Ft
Tripod Borings $29.00 Ft
Auger Borings $13.00 Ft
Casing 0-50' $5.00 Ft
Casing 50-100' $8.00 Ft
Grouting 0-50' $8.00 Ft
Grouting 50-100' S12.00 Ft
Exfils(6'or 10') S500.00 Each
Exfils(15+) S600.00 Each
Lake Probes $300.00 Each
DCP/HCP $200.00 Each
DRI $800.00 Each
Coring[Asphalt or Concrete] $150.00 Each
Drilling Subtotal
Site Layout $70.00 Hour
Clerical S70.00 Hour
Project Engineer S115.00 Hour
Professional Engineer S140.00 Hour
Geotechnical Field Technician $75.00 Hour
Senior Engineer S180.00 Hour
Principal Engineer S250.00 Hour
Test Pits $3,000.00 Day
Permits[MOT/ROW] TBD Each
MOT Plan TBD Each
MOT Implementation TBD Each
Engineering Subtotal
Notes:The following additional costs may apply
Reimbursable Expenses such as supplies.printing,etc.Cost+25%
Unforeseen Circumstances due to site conditions such as rig repairs.additional tooling,etc.Cost+25%
Permits Cost+20%
Page 716 of 735