Sebring Airport Authority

Board Meeting Agenda

Telephonic Technology - Conference Call

May 21, 2020

1:00p.m. Hendricks Field

Sebring Airside Center

1. OPENING ITEMS a) Call to Order

Executive Order No. 20-52, issued by the Office of Governor Ron Desantis on March

9, 2020, declared a state of emergency in Florida and that order remains in effect

today. Pursuant to Executive Order No. 20-69 issued by the Office of Governor Ron

Desantis on March 20, 2020, , as extended by Executive Order No. 20-112, local

government bodies may conduct meetings of their governing boards without having

a quorum of its members present physically or at any specific location, and utilizing

communications media technology such as telephonic or video conferencing, as

provided by Section 120.54(5)(b)2, Florida Statutes.

During this virtual meeting, please place your phone on mute when you are not

speaking, to minimize potential background noise.

The public will be afforded an opportunity to address this Board today on all items on

the agenda, but please do so only when I call for public input.

When you address the Board, please identify yourself so we can have a clear record

of today's meeting

b) Invocation c) Roll Call d) Identify Callers e) Set the Agenda f) Election of Officers g) Announcements

Upcoming Meetings & Events

Date Time Meeting/Event Location 6/18/2020 1:00pm SAA/CRA Board Meeting Virtual Meeting

Interested persons may attend that meeting by calling 754-837-9893 and entering the following conference code 148-135-115#.

2. CONSENT AGENDA a) Approve April Minutes b) Approve April Invoices

3. MISCELLANEOUS

4. ACTION ITEMS a) Aviation Consultant Service Contracts-AVCON, Atkins Global, AECOM and Amherst

Consulting Company b) RFP #20-01 Terminal HVAC Improvements - Recommendation and Contract - Johnson

Controls

c) Resolution 20-09 Approving Budget Amendment 520-05 d) SEF Track Reconstruction - RWSummers - Final Change Order #8

CONTINGENT ACTION ITEMS e) Lease Rent Deferrals f) Sebring Aviation Lease Amendment

5. EXECUTIVE DIRECTOR MONTHLY SUMMARY FBO Report - Jason Ali

6. BOARD OF DIRECTORS' BUSINESS

7. CONCERNS OF THE PUBLIC

8. EMERGENCY BUSINESS

9. ADJOURNMENT

If a person decides to appeal any decision made by the Board at any meeting or hearing, he will need a verbatim record of the proceedings. The record must include the testimony and

evidence upon which the appeal is to be based. Sebring Airport Authority also gives notice that the Chairman is authorized to cancel or postpone any scheduled meeting or hearing by directing the Executive Director to so inform all Board members and any other interested parties and the press. Sebring Airport Authority does not discriminate upon the basis of any individual's disability status. This non-discriminatory policy involves every aspect of the Board's functions, including one's access to, participation in, employment of, or treatment in its programs or activities. Anyone requiring reasonable accommodations as provided for in the Americans with Disabilities Act should contact Beverly K. Glarner, Sebring Airport Authority at 863-314-1301. IF HEARING OR VOICE IMPAIRED, PLEASE CALL THE EXECUTIVE OFFICES THROUGH FLORIDA RELAY SERVICE AT 711: (TTY) 1-800-955-8771, OR VOICE (V) 1-800-955-8770, VIA FLORIDA RELAY SERVICE.

SEBRING AIRPORT AUTHORITY BOARD MEETING

April 16, 2020

The Sebring Airport Authority Board of Directors held a scheduled Board Meeting on April I 6, 2020 at 1 :00 p.m. by telephone-=technology conference call. A quorum was met with the following in attendance:

Stanley Wells Chairman Craig Johnson Secretary Pete McDevitt Asst. Secretary Carl Cool Board Member Sid Valentine Board Member Mark Andrews Board Member

Also

Mike Willingham Executive Director Beverly G ia.mer Executive Assistant Colleen Polonsky Director of Finance Bob Swaine Swaine and Harris Jason Ali Volo Aviation Kevin McCauley Atkins Craig Sucich AVCON Tricia Fantinano Amhurst Consulting

1. OPENING ITEMS

A. Meeting was called to order at 1 :00 p.m.

B. Roll Call Craig Johnson, Stanley Wells, Mark Andrews, Sid Valentine, Carl Cool and Pete McDevitt were present for the meeting. Terrill Morris was absent.

C. The Invocation were led by Bob Swaine.

D. Set the Agenda Craig Johnson made a motion to set the Agenda with a second to the motion by Pete McDevitt. Bob Swaine asked the Chairman to please add Item n. Executive Director Mike Willingham ratification. Craig Johnson amended his motion to set the amended Agenda with a second to the amended motion by Pete McDevitt. The motion passed with aye votes from McDevitt, Andrews, Johnson Cool, Valentine and Wells.

E. Announcements Interested person may attend SAA/CRA Board Meeting by calling 754-837-9893 and entering conference code 148-135-1 I 5#.

2. CONSENT AGENDA Approve the Consent Agenda: There was a motion by Craig Johnson to approve the Consent Agenda and a second by Mark Andrews. The motion was passed with aye votes by Wells, McDevitt, Johnson, Valentine and Andrews. Cool abstained.

3. MISCELLANEOUS Presentation by Ju lie Fowler - Annual Audit

4. ACTION ITEMS A. Sebring Storm Water Facility - FOOT Grant Mike Willingham presented this item. Pete McDevitt made a motion to approve with a second to the motion by Mark Andrews. The motion passed with aye votes from Wells, McDevitt, Andrews, Cool, Valentine and Johnson.

B. Declaration of Covenants Mike Willingham presented this item. Carl Cool made a motion to approve with a second to the motion by Craig Johnson. The motion passed with aye votes from Wells, McDevitt, Andrews, Cool , Valentine and Johnson.

C. Project Assistance Agreement -Airfield marking Project (Runway 14-32 & 1-19) Mike Willingham presented this item. Craig Johnson made a motion to approve with a second to the motion by Mark Andrews. The motion passed with aye votes from Wells, McDevitt, Andrews, Cool , Valentine and Johnson.

D. Volo Management Sebring, LLC Mike Willingham presented this item. Craig Johnson made a motion to approve with a second to the motion by Pete McDevitt. The motion passed with aye votes from Wells, McDevitt, Andrews, Cool, Valentine and Johnson.

E. Resolution 20-03 Approving Budget Amendment S20-03 Colleen Plonsky presented this item. Pete McDevitt made a motion to approve with a second to the motion by Craig Johnson. The motion passed with aye votes from Wells, McDevitt, Andrews, Cool , Valentine and Johnson.

F. SEF Track Reconstruction - Change Order #7 Mike Willingham presented thi s item. Pete McDevitt made a motion to approve with a second to the motion by Mark Andrews. The motion passed with aye votes from Wells, McDevitt, Andrews, Cool, Valentine and Johnson.

G. Hancor-Advanced Drainage System - Lease Amendment #7 Mike Willingham presented this item. Craig Johnson made a motion to approve with a second to the motion by Pete McDevitt. The motion passed with aye votes from Wells, McDevitt, Andrews, Cool, Valentine and Johnson.

H. RFQ 20-01 Webster Turn Reconstruction -Award Recommendation Mike Willingham presented this item. Carl Cool made a motion to approve with a second to the motion by Pete McDevitt. The motion passed with aye votes from Wells, McDevitt, Andrews, Cool, Valentine and Johnson.

I. Resolution 20-04 Wauchula State Bank - Building 22 Bob Swaine presented this item. Pete McDevitt made a motion to approve with a second to the motion by Craig Johnson. The motion passed with aye votes from Wells, McDevitt, Andrews, Cool, Valentine and Johnson.

J. Resolution 20-07 Approving Budget Amendment S20-04 Colleen Plonsky presented this item. Carl Cool made a motion to approve with a second to the motion by Mark Andrews. The motion passed with aye votes from Wells, McDevitt, Andrews, Cool, Valentine and Johnson.

K. Apron Rehab Project - GLF - Final Change Order Craig Sucich presented this item. Pete McDevitt made a motion to approve with a second to the motion by Craig Johnson. The motion passed with aye votes from Wells, McDevitt, Andrews, Cool, Valentine and Johnson.

L. Resolution 20-05 FAA Grants Electronic Execution Mike Willingham presented this item. Pete McDevitt made a motion to approve with a second to the motion by Craig Johnson. The motion passed with aye votes from Wells, McDevitt, Andrews, Cool, Valentine and Johnson.

M. Resolution 20-06 FOOT Grants Electronic Execution Mike Willingham presented this item. Carl Cool made a motion to approve with a second to the motion by Craig Johnson. The motion passed with aye votes from Wells, McDevitt, Andrews, Cool , Valentine and Johnson.

N. Executive Director - Signing Documents Bob Swaine presented this item. Because of the current COVID-19 virus situation, Staff requested the Board grant Mike Will ingham, Executive Director authorization to sign any and all documents related to any Airport business. This authorization will remain in effect until such time that the Board resumes in person meetings. Pete McDevitt made a motion to approve with a second to the motion by Craig Johnson. The motion passed with aye votes from Wells, McDevitt, Andrews, Cool, Valentine and Johnson.

Contingent Action Items

5. BOARD OF DIRECTOR'S BUSINESS Bob Swaine explained to the Board that the seat of Stanley Wells is expiring May 1, 2020. The Board needs to present at least two resumes to the City of Sebring for the expiring seat. The floor opened to receive nominations, Craig Johnson nominated Stanley Wells and Pete McDevitt nominated Gary Bagwell.

6. CONCERNS OF THE PUBLIC

7. EMERGENCY BUSINESS

8. ADJOURNMENT Chairman adjourned meeting at 1:44pm.

Mike Wi llinghan1, Executive Director 1

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4/22

/202

0 A

MZN

Mkt

p U

S D

U7C

K05

63

4/22

/202

0 LO

OP

NE

T IN

C

4/22

/202

0 W

AL-

MA

RT

#066

6 4/

23/2

020

ALAN

JA

Y C

HE

VY

BU

ICK

GM

C

4/23

/202

0 C

INTA

S C

OR

P

4/23

/202

0 O

FFIC

E D

EP

OT

#236

2 4/

24/2

020

ALAN

JA

Y F

OR

D L

INC

OLN

4/

27/2

020

FLO

RID

A N

OTA

RY

AS

SO

CIA

TIO

N

$42.

14

$178

.00

$238

.99

$59.

75

$115

.73

$175

.00

$208

.23

$46.

00

$470

.00

$149

.99

$73.

96

$152

.91

$244

.00

$127

.01

$45.

50

$49.

00

$93.

00

$6.9

5 $9

9.75

$1

,023

.46

$405

.24

$59.

98

$96.

00

$760

.73

$276

.53

$46.

19

$248

.75

$50.

00

$62.

28

$41.

98

$104

.00

$126

.09

$54.

45

$1,5

30.0

0 $2

57.5

2 $1

88.8

5 $1

39.0

0

SAA:

San

itizi

ng W

ipes

and

Ble

ach

-CO

VID

-19

SAA:

Veh

icle

s W

ashe

d an

d D

etai

led

SAA:

Fur

nitu

re S

tagi

ng G

alle

ria R

ace

T-sh

irts

-Apr

il 20

20

FBO

: Var

ious

Dis

posa

ble

Glo

ves

Purc

hase

d fo

r Airp

ort S

taff

FBO

: M

onth

ly S

atel

lite

Serv

ice

for P

ilot's

Lou

nge

-Apr

il 20

20

SAA:

Mon

thly

Fee

for

Rec

ord

Ret

entio

n S

AA

/FB

O:

Mon

thly

Rec

yclin

g S

ervi

ce A

pril

2020

SA

A: F

uel f

or M

aint

enan

ce T

ruck

SA

A/FB

O:

Mon

thly

Was

te C

olle

ctio

n Se

rvic

e -A

pril

2020

SA

A: V

eriz

on 4

G L

TE M

obile

Hot

spot

Pur

chas

ed

SAA:

DVI

to H

DM

I Ada

pter

, U

SB

Cab

le to

Con

nect

Prin

ter,

Dis

play

Por

t to

HD

MI C

able

, H

DM

I A

dapt

er

SAA:

Mon

thly

Sub

scrip

tions

SA

A: F

ixes

Ass

et M

onth

ly S

ubsc

riptio

n SA

A: O

il an

d Fi

lters

for J

ohn

Dee

re G

ator

s, V

ehic

les

& G

ener

ator

s SA

A: F

uel f

or M

aint

enan

ce T

ruck

SA

A: L

ight

s an

d M

ater

ials

for X

Gen

erat

or R

epai

r SA

A: L

ight

Bul

bs fo

r Ter

min

al B

uild

ing

SAA:

Cer

tifie

d Le

tter M

aile

d fo

r Exe

cutiv

e O

ffice

SA

A: E

mpl

oyee

Bac

kgro

und

Che

cks

SAA:

Rep

lace

men

t fix

ture

s fo

r Run

way

Lig

htin

g &

Run

way

Lig

hts

SAA:

Rep

lace

men

t LED

s fo

r T-H

anga

r Flo

ods

& Bu

lbs

for T

erm

inal

Bui

ldin

g SA

A: 5

X9 a

nd 9

X 12

Env

elop

es w

ith C

lips

SAA:

E-s

ign

Doc

umen

ts P

rogr

am

SAA/

FBO

: M

onth

ly M

obile

Ser

vice

-Ap

ril 2

020

SAA:

Flo

od L

ight

s, L

ight

ing

for L

ands

cape

for a

roun

d Te

rmin

al B

uild

ing

SAA:

Env

elop

es 5

x9 w

ith C

lasp

s SA

A: C

ellp

hone

Cas

es,

3 Li

quid

Gla

ss S

cree

n P

rote

ctor

s SA

A: F

uel f

or M

aint

enan

ce T

ruck

FB

O: T

wo

Pho

ne C

ases

Pur

chas

ed;

Brus

h is

for C

lean

ing

Bat

hroo

m S

ink

SAA/

FBO

: H

eavy

Dut

y Ph

one

Cas

e's

SAA:

Onl

ine

SA

A R

ealty

Lis

ting

Com

pany

SA

A: P

urch

ase

of H

Q W

ebca

m a

nd H

Q M

icro

phon

e fo

r U

se in

Boa

rdro

om

SAA:

Oil

Cha

nge

for C

hevy

Tah

oe

SAA:

CO

VID

19

Cle

anin

g Su

pplie

s, G

love

s, S

aniti

zer

SA

A/F

BO

: PC

Spe

aker

, Wire

less

Key

boar

d/M

ouse

Com

bo S

ets;

Prin

ter I

nk fo

r Acc

ount

ing

SAA:

Ser

vice

and

Mai

nten

ance

on

Mai

nten

ance

Tru

ck

SAA:

Not

ary

Lice

nse

Dire

ctor

of F

inan

ce

April

202

0 P-

Card

s

Purc

hase

Dat

e Ve

ndor

Nam

e A

mou

nt D

escr

iptio

n

4/29

/202

0 5/

1/20

20

5/2/

2020

5/

3/20

20

HAR

BOR

FR

EIG

HT

TOO

LS 5

38

RA

CE

WA

Y 9

94

4980

9940

C

ELL

ULA

R S

ALES

CF-

27

AMZN

Mkt

p U

S 59

2WP

1IG

3

$11.

18

$46.

00

$69.

99

$352

.87

FBO

: El

ectri

cal T

ape

and

Wire

Bru

shes

Pur

chas

ed to

Mai

ntai

n FB

O e

quip

men

t SA

A: F

uel f

or M

aint

enan

ce T

ruck

SA

A: S

mar

t Pho

ne C

harg

er fo

r Fin

ance

Dire

ctor

SA

A: H

ome

Offi

ce D

esk

Org

aniz

er,

Lam

p, T

able

& D

esk

Tota

l: $8

,527

.00

-----

-----

-----

----------

----------

------------

Acc

ount

s Pa

yabl

e A

ged

Invo

ice

Rep

ort

Ope

n In

voic

es -

Age

d by

Invo

ice

Dat

e -A

s of

5/1

4/20

20

Seb

ring

Airp

ort A

utho

rity

(SAA

) In

voic

e N

umbe

r In

voic

e D

ate

Invo

ice

Bal

ance

30

D

ays

60

Day

s 90

Da

ys

120

Days

D

ue D

ate

Cur

rent

AR

OM

A A

rom

a C

offe

e 6/

6/20

20

540.

98

540.

98

0.00

0.

00

o4U

.98

---

540.

98

0.00

0.

00

5/30

/202

0 60

.00

60.0

0 0.

00

0.00

5/

29/2

020

3,10

0.00

0112

9041

0 5/

7/20

20

0.00

0.

00

SAA/

FBO

: Cof

fee

& C

lean

ing

Sup

plie

s R

esto

cked

Ve

ndor

AR

OM

A T

otal

s:

0.00

0.

00

ATK

INS

Atk

ins

1926

55H

I 4/

30/2

020

0.00

0.

00

SAA:

Hur

rican

e Irm

a Bl

dg.

#103

Eng

inee

ring

On-

Cal

l 19

2655

SF

4/29

/202

00.

000.

00SA

A: A

pril

2020

-S

tar F

arm

s -G

rant

Rei

mbu

rsem

ent

1926

642M

C

4/30

/202

0 19

2664

4CS

X 4/

30/2

020

5/30

/202

0 38

,726

.36

38,7

26.3

6 0.

00

0.00

0.

00

0.00

SA

A: A

pril

2020

CS

X T

rack

Rec

onst

ruct

ion

Line

Pac

kage

1

Adm

inis

tratio

n S

ervi

ces-

Gra

nt R

eim

burs

ed

75-1

9266

55

4/30

/202

0 5/

30/2

020

11,8

95.0

0 11

,895

.00

0.00

0.

00

0.00

0.

00

SAA:

Apr

il 20

20 O

n-C

all C

onsu

lting

Ser

vice

s Ve

ndor

ATK

INS

Tota

ls:

BEC

KER

Bec

ker &

Polia

koff,

P.A

. 41

4 795

8 4/

30/2

020

5/30

/202

0 40

0.00

40

0.00

0.

00

0.00

0.

00

0.00

SAA:

Apr

il 20

20 C

onst

ruct

ion

Cla

ims

with

Fra

sier

Con

tract

ing

Ve

ndor

BEC

KER

Tot

als:

40

0.00

40

0.00

0.

00

0.00

0.

00

0.00

CA

LEU

S M

athi

as H

utze

nlau

b 35

6 4/

30/2

020

5/30

/202

0 6,

242.

40

6,24

2.40

0.

00

0.00

0.

00

0.00

SA

A: A

pril

2020

Sec

urity

Ser

vice

s Ve

ndor

CA

LEU

S To

tals

: 6,

242.

40

6,24

2.40

0.

00

0.00

0.

00

0.00

C

INTA

S C

inta

s 40

4923

2951

4/

29/2

020

5/29

/202

0 10

9.80

10

9.80

0.

00

0.00

0.

00

0.00

SA

A/FB

O:

Han

d S

aniti

zer D

isp/

Soap

; Wee

kly

FBO

Uni

form

s fo

r All

Six

Em

ploy

ees

4049

8268

53

5/6/

2020

6/

5/20

20

677.

13

677.

13

0.00

0.

00

0.00

0.

00

SAA/

FBO

: B

i-Wee

kly

Serv

ice;

Log

o M

ats,

Scr

aper

Mat

s, A

ir Fr

eshe

ner/D

isp,

Soa

p/D

isp,

Ger

mx/

Dis

p, P

aper

tow

els,

Toi

let

Pace

r: W

eekl

v FB

O U

nifo

rms

for A

ll S

ix E

mol

ovee

s Ve

ndor

CIN

TAS

Tota

ls:

786.

93

786.

93

0.00

0.

00

0.00

0.

00

DIA

NA

RI

Dia

na R

ies

Des

igns

, Inc

. 13

295

4/30

/202

0 5/

30/2

020

1,82

3.00

1,

823.

00

0.00

0.

00

0.00

0.

00

SA

A/C

RA

/YA

Z: A

pril

2020

Web

site

Upd

ates

, D

irect

ors

Rep

ort,

Proj

ect S

uppo

rt Ve

ndor

DIA

NA

RI T

otal

s:

1,82

3.00

1,

823.

00

0.00

0.

00

0.00

0.

00

3,

100.

00

0.00

0.

00

5/30

/202

0 2,

464.

80

2,46

4.80

0.

00

0.00

0.

00

0.00

SA

A: A

pril

2020

Mas

ter P

lan

Upd

ate-

Gra

nt R

eim

burs

ed

56,2

46.1

6 56

,246

.16

0.00

0.

00

0.00

0.

00

--~~~

-------

-------

-------

--------

--------

--

------------

--------

--------

--------

----------

------------

Acc

ount

s Pa

yabl

e Ag

ed In

voic

e R

epor

t O

pen

Invo

ices

. A

ged

by In

voic

e D

ate.

As

of 5

/14/

2020

Se

brin

g A

irpor

t Aut

horit

y (S

AA)

Invo

ice

Invo

ice

Invo

ice

30

60

90

120

Num

ber

Dat

e D

ue D

ate

Bal

ance

C

urre

nt

Day

s Da

ys

Days

D

ays

G4S

G4S

Sec

ure

Inte

grat

ion,

LLC

87

62

5/8/

2020

6/

8/20

20

5,23

6.14

5,

236.

14

0.00

0.

00

0.00

0.

00

SA

A: S

oftw

are

Upg

rade

for S

ecur

ity G

ate

8780

5/

11/2

020

6/11

/202

0 2,

909.

66

2,90

9.66

0.00

0.

00

0.00

0.

00

SAA:

Mul

tiple

Ser

vice

Cal

ls fo

r Rep

airs

to S

ecur

ity G

ate

Ve

ndor

G4S

Tot

als:

8,

145.

80

8,14

5.80

0.

00

0.00

0.

00

0.00

JAC

KS

Jack

's L

awn

Serv

ice

MA

Y 2

020

5/1/

2020

5/

31/2

020

7,95

0.00

7,

950.

00

0.00

0.

000.

00

0.00

SA

A: M

ay 2

020

Law

n &

Land

scap

e C

are

Ve

ndor

JA

CK

S To

tals

: 7,

950.

00

7,95

0.00

0.

00

0.00

0.

00

0.00

PAYC

HEX

Pay

chex

of N

ew Y

ork

LLC

2171

2603

4/

30/2

020

5/15

/202

0 99

.00

99.0

0 0.

00

0.00

0.

00

0.00

SA

A: A

pril

2020

Mon

thly

Fee

for O

nlin

e Ti

mek

eepi

ng P

rogr

am

Vend

or P

AYC

HEX

Tot

als:

99

.00

99.0

0 0.

00

0.00

0.

00

0.00

SHU

TTS

Shut

ts &

Bow

en, L

LP

1449

143

4/30

/202

0 5/

30/2

020

1,25

0.00

1,

250.

00

0.00

0.

00

0.00

0.

00

SAA:

Apr

il 20

20 L

egal

Ser

vice

s . S

tar F

arm

s 14

4914

4 4/

30/2

020

5/30

/202

0 2,

817.

50

2,81

7.50

0.

00

0.00

0.

00

0.00

SA

A: A

pril

2020

Leg

al S

ervi

ces.

Wat

er Is

sues

14

4914

6 4/

30/2

020

5/30

/202

0 1,

782.

50

1,78

2.50

0.

00

0.00

0.

00

0.00

SA

A: A

pril

2020

Leg

al S

ervi

ces

• P

GIT

Insu

ranc

e P

olic

y C

over

age

Vend

or S

HU

TTS

Tota

ls:

5,85

0.00

5,

850.

00

0.00

0.

00

0.00

0.

00

STA

NLE

Y St

anle

y A

cces

s Te

chno

logi

es L

LC

9059

3122

6 4/

21/2

020

5/21

/202

0 67

0.00

67

0.00

0.

00

0.00

0.

00

0.00

S

AA

: Ann

ual P

reve

ntat

ive

Mai

nten

ance

. Aut

omat

ic S

lidin

g D

oors

. Te

rmin

al B

uild

ing

Vend

or S

TAN

LEY

Tota

ls:

670.

00

670.

00

0.00

0.

00

0.00

0

00

SWA

INE

Swai

ne, H

arris

& W

ohl,

P.A.

28

643

4/30

/202

0 5/

30/2

020

11,4

93.5

8 11

,493

.58

0.00

0.

00

0.00

0.

00

SAA:

Apr

il 20

20 L

egal

Ser

vice

s 28

644

4/30

/202

0 5/

30/2

020

384.

50

384.

50 ~ ~ ~ ~

SAA:

Apr

il 20

20 L

egal

Ser

vice

s .

Law

suit

Aga

inst

PG

IT

Vend

or S

WA

INE

Tota

ls:

11,8

78.0

8 11

,878

.08

0.00

0.

00

0.00

0.

00

TWC

SEV

TWC

Ser

vice

s 63

6285

4-1

4/29

/202

0 5/

29/2

020

248.

31

248.

31

0.00

0.

00

0.00

0.

00

SAA:

Ser

vice

Cal

l for

Ice

Mac

hine

-Fi

lter C

loQ

Rem

oved

Ve

ndor

TW

CSE

V To

tals

: 24

8.31

24

8.31

0.

00

0.00

0.

00

0.00

Rep

ort T

otal

s:

100,

880.

66

100,

880.

66

0.00

0.

00

0.00

0.

00

Acc

ount

s Pa

yabl

e A

ged

Invo

ice

Rep

ort

Ope

n In

voic

es -

Age

d by

Invo

ice

Dat

e - A

s of

5/1

3/20

20

Sebr

ing

Airp

ort A

utho

rity

(FB

O)

Invo

ice

Num

ber

Invo

ice

Dat

e D

ue D

ate

Invo

ice

Bal

ance

C

urre

nt

30

Dav

s 60

D

ays

90

Day

s 12

0 D

ays

CIN

TAS

Cin

tas

Cor

pora

tion

No. 2

dba

50

1708

8662

5/

11/2

020

6/10

/202

0 41

.61

41.6

1 0.

00

0.00

0.

00

0.00

FB

O: F

irst A

id C

abin

et S

uppl

y R

eple

nish

men

t Ve

ndor

CIN

TAS

Tota

ls:

41.6

1 41

.61

0.00

0.

00

0.00

0.

00

GIB

SON

Gib

son

Avi

atio

n Se

rvic

es In

c.

4396

4/

22/2

020

5/22

/202

0 5,

204.

73

5,20

4.73

0.

00

0.00

0.

00

0.00

FB

O: P

erfo

rmed

Pro

duct

Filt

er C

hang

e on

Jet

-A, A

vGas

, M

oGas

Tru

cks,

Jet

-A &

AvG

as T

anks

at F

uel F

arm

43

98

4/22

/202

0 5/

22/2

020

828.

13

828.

13

0.00

0.

00

0.00

0.

00

FBO

: P

erfo

rmed

Met

er C

alib

ratio

ns o

n Je

t-A

Tru

ck, A

vGas

Tr

uck.

Jet

-A T

ank

& A

vGas

Tan

ks

Vend

or G

IBSO

N T

otal

s:

6,03

2.86

6,

032.

86

0.00

0.

00

0.00

0.

00

LUIS

Lui

s A.

Pra

tts

5/8/

2020

5/

8/20

20

5/8/

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SEBRING AIRPORT AUTHORITY AGENDA ITEM SUMMARY

MEETING DATE: May 21, 2020

PRESENTER: Mike Willingham

AGENDA ITEM: Aviation Consulting Services Contracts

BACKGROUND: Board approved Selection Committee's recommendation at its February 2020 Board Meeting to award contracts to Atkins Global, Avcon, AECOM and Amhurst Consulting Company. Staff now brings the contracts for these firms for board approval.

REQUESTED MOTION: Move to approve and authorize Mike Willingham to execute the same.

BOARD ACTION:

APPROVED ---___DENIED

DEFERRED ------OTHER

X

CONTRACT FOR CONTINUING SERVICES (Construction Projects & Study Activity)

This Contract is made by and between the SEBRING AIRPORT AUTHORITY, hereinafter referred to as the AUTHORITY, and AVCON, Inc. a Florida corporation, hereinafter referred to as the CONSUL TANT, whose address is 5555 East Michigan Street, Suite 200, Orlando, FL 32822. In consideration of the mutual promises contained herein, the AUTHORITY and the CONSULTANT agree:

The CONSUL TANT's responsibility under this Contract is to provide professional services related to tasks and projects hereinafter provided. These services may include aviation consulting, engineering, and other professional services as described in the response CONSUL TANT provided with respect to the Request for Qualifications 19-04. This Contract shall be deemed a "continuing contract" under Section 287.055, Florida Statutes.

The services performed by the CONSUL TANT under this Contract may include professional services for construction or study activity projects in which the estimated construction cost of each individual construction project or the fee of each individual study does not exceed the maximum amount permitted for a continuing contract pursuant to applicable law, including Section 287.055(2)(9), Florida Statutes, as may be amended.

Provisions of this Contract may be amended and updated periodically as deemed appropriate by the parties to reflect changes in professional business practices and general economic conditions without invalidating the effect of the nature of this Contract.

Significant tasks or projects shall be initiated by a separate Consultant Services Authorization (CSA) which will include a Scope of Services and Schedule of Payments. Each CSA shall identify whether it is a construction or study activity project, and shall include a duration during which the services shall be performed by the CONSUL TANT based on the nature of the work as approved by the AUTHORITY. General consulting work shall not require a separate CSA.

This Contract shall be effective upon the date of execution by all parties and shall continue thereafter until terminated in accordance with the General Terms and Conditions attached hereto.

The AUTHORITY shall pay the CONSULTANT for satisfactory performance, as specified, subject to additions and deletions by amendments as otherwise provided in this Contract.

Services of the CONSUL TANT shall be under the general direction of designated individuals, who shall act as the AUTHORITY's representative during the performance of this Contract. The CONSULTANT shall submit to the AUTHORITY a brief written report concerning the status of active projects.

This Contract shall include the following documents, which are attached to and hereby made a part of this Contract:

Attachment 1: General Terms and Conditions Attachment 2: Compensation Schedule

IN WITNESS WHEREOF, the AUTHORITY and CONSUL TANT have made and executed this Contract as of the ;21 day of l'.Y) 4 <-,

• I , 2020.

ATTEST: SEBRING AIRPORT AUTHORITY

~ By ______________

□ D

D. Craig Johnson, as its Secretary or □ D

Stanley H. 1/Vells, as its Chair er Peter H. McDevitt, as its Asst. Secretary T0frill Mu11 is, as its Vice Chair

)\,"I; k Lu; \ \ ,~., ~lk\,.. I q 1).", ( M

AVCON, Inc

Print N me: James A. Kriss Print Name: Sandeep Singh Print T tie: Secretary Print Title: President

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ATTACHMENT 1

GENERAL TERMS AND CONDITIONS TO THE

CONTRACT FOR CONTINUING SERVICES BY AND BETWEEN

SEBRING AIRPORT AUTHORITY AND AVCON, INC

This Attachment contains the general terms and conditions for the Contract for Continuing Services (herein referred to as the "Contract") dated ' 2020, by and betweenthe SEBRING AIRPORT AUTHORITY, a body politic and corporate of the State of Florida (herein referred to as the "AUTHORITY") and AVCON, INC., a Florida corporation, (herein referred to as the "CONSUL TANT").

ARTICLE 1 - PAYMENTS TO CONSULTANT

----,---------------,--,-

The CONSUL TANT will bill the AUTHORITY at the amounts set forth in the Schedule of Payments for services satisfactorily rendered toward the completion of the Scope of Work on a monthly basis or as otherwise provided in a Consultant Services Authorization ("CSA") for specific services initiated pursuant to the Contract. The amounts billed shall be pursuant to the Compensation Schedule set forth in Attachment 2 of the Contract and shall represent the approximate completion of services outlined in the Scope of Work developed for each authorization.

ARTICLE 2 REIMBURSABLES

"Out-of-Pocket" expenses will be reimbursed in accordance with the list of the types of expenditures eligible for reimbursement. All requests for payment of "out-of-pocket" expenses eligible for reimbursement under the terms of this Contract shall include copies of paid receipts, invoices, or other documentation acceptable to the AUTHORITY. Such documentation shall be sufficient to establish that the expense was actually incurred and necessary in the performance of the applicable Scope of Work. Any travel, per diem, mileage, meals, or lodging expenses which may be reimbursable under the terms of this Contract will be paid in accordance with the rates and conditions set forth in Section 112.061, Florida Statutes.

ARTICLE 3 - PAYMENT OF INVOICES

Prior to payment, invoices received from the CONSUL TANT pursuant to the Contract will be reviewed and approved by the initiating department, indicating that services have been rendered in conformity with the Contract or applicable CSA. Invoices must reference the current purchase order number (if any). Payment shall be made in accordance with the CSA for specific projects.

ARTICLE 4- TRUTH-IN-NEGOTIATION CERTIFICATE

The signing of the Contract and any Consultant Services Authorization by the CONSUL TANT shall act as the execution of a truth-in-negotiation certificate certifying that the wage rates and costs used to determine the compensation provided for in the Contract and that CSA are accurate, complete and current as of the date of this Contract and that CSA.

The said rates and costs shall be adjusted to exclude any significant sums should the AUTHORITY determine that the rates and costs were increased due to the inaccurate, incomplete or noncurrent

May 21, 2020

wage rates or due to inaccurate representations of fees paid to outside consultants. The AUTHORITY shall exercise its rights under this "Certificate" within one year following final payment.

ARTICLE 5- TERMINATION

This Contract may be terminated by the CONSUL TANT upon 30 days prior written notice to the AUTHORITY in the event of substantial failure by the AUTHORITY to perform in accordance with the terms of this Contract through no fault of the CONSULTANT. It may also be terminated by the AUTHORITY with or without cause upon 30 days written notice to the CONSULTANT. Unless the CONSUL TANT is in breach of this Contract, the CONSUL TANT shall be paid for services rendered to the AUTHORITY through the date of termination. After receipt of a Termination Notice and except as otherwise directed by the AUTHORITY, the CONSUL TANT shall:

A. Stop work on the date and to the extent specified.

B. Terminate and settle all orders and subcontracts relating to the performance of terminated work.

C. Transfer all work in process, completed work, and other material related to the terminated work to the AUTHORITY.

D. Continue and complete all parts of the work that have not been terminated.

ARTICLE 6 - PERSONNEL

The CONSUL TANT represents that it has, or will secure at its own expense, all necessary personnel required to perform the services under this Contract. Such personnel shall not be employees of or have any contractual relationship with the AUTHORITY.

All of the services required hereunder shall be performed by the CONSUL TANT or under its supervision, and all personnel engaged in performing the services shall be fully qualified and, if required, authorized or permitted under state and local law to perform such services.

Any changes or substitutions in the CONSUL TANT's key personnel as may be listed herein must be made known to the AUTHORITY's representative and written approval granted by the AUTHORITY before said change or substitution can become effective.

ARTICLE 7 - KEY PERSONNEL ASSIGNMENT

The CONSUL TANT and the AUTHORITY agree to assign the following key personnel required to perform the services necessary under this Contract:

Contact Person for the Consultant: Sandeep Singh 5555 East Michigan Street Orlando, FL 32822-2779

Contact Person for Authority: Mike Willingham Executive Director Sebring Airport Authority 128 Authority Lane Sebring, FL 33870

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ARTICLE 8 - SUBCONTRACTING

For any specific project, the CONSULTANT reserves the right to select necessary subcontractors.

The AUTHORITY reserves the right to accept the use of a subcontractor or to reject the selection of a particular subcontractor and to inspect all facilities of any subcontractors in order to make a determination as to the capability of the subcontractor to perform properly under this Contract. The CONSUL TANT is encouraged to seek minority and women business enterprises for participation in subcontracting opportunities.

If a subcontractor fails to perform or make progress, as required by this Contract, and it is necessary to replace the subcontractor to complete the work in a timely fashion, the CONSUL TANT shall promptly do so, subject to acceptance of the new subcontractor by the AUTHORITY.

ARTICLE 9- FEDERAL AND STATE TAX

The AUTHORITY is exempt from Federal Tax and State Tax for Tangible Personal Property. The AUTHORITY will sign an exemption certificate submitted by the CONSUL TANT. The CONSUL TANT shall not be exempted from paying sales tax to its suppliers for materials to fulfill contractual obligations with the AUTHORITY, nor shall the CONSULTANT be authorized to use the AUTHORITY's Tax Exemption Number in obtaining such materials.

The CONSUL TANT shall be responsible for payment of its own taxes.

ARTICLE 10 -AVAILABILITY OF FUNDS

The obligations of the AUTHORITY under this Contract are subject to the availability of funds lawfully appropriated for its purpose by the Board of the Sebring Airport Authority.

ARTICLE 11 - INSURANCE

A. The CONSUL TANT shall not commence work under this Contract or any CSA unless it has all insurance required under this paragraph and that insurance has been approved by the AUTHORITY. In the event the insurance coverage expires prior to the completion of any Project, a renewal certificate shall be issued 30-days prior to said expiration date.

B. All insurance policies shall be issued by companies authorized or approved to do business under the laws of the State of Florida. The CONSUL TANT shall furnish Certificates of Insurance to the AUTHORITY prior to the commencement of work under this Contract. The Certificates shall clearly indicate that the CONSULTANT has obtained insurance of the type, amount, and classifications required for strict compliance with this Article. Compliance with the foregoing requirements shall not relieve the CONSUL TANT of its liability and obligations under this Contract.

C. The CONSUL TANT shall purchase and maintain professional liability or malpractice or errors or omissions insurance with minimum limits of $2,000,000 per occurrence and annual aggregate. If a claims made form of coverage is provided, the retroactive date of coverage shall be no later than the inception date of claims made coverage, unless the prior policy was extended indefinitely to cover prior acts. Coverage shall be extended beyond the policy year either by a supplemental extended reporting

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period (ERP) of as great duration as available, and with no less coverage and with reinstated aggregate limits, or by requiring that any new policy provide a retroactive date no later than the inception date of claims made coverage.

D. The CONSUL TANT shall maintain, during the life of this Contract, comprehensive general liability insurance in the amount of $1,000,000 per occurrence to protect the CONSUL TANT from claims of bodily injury and property damages which may arise from any operations under this Contract whether such operations be by the CONSUL TANT or by anyone directly employed by or contracting with the CONSUL TANT.

E. The CONSUL TANT shall maintain, during the life of this Contract, comprehensive automobile liability insurance in the amounts of $1,000,000 combined single limit for bodily injury and property damage to protect the CONSUL TANT from claims for damages for bodily injury, including wrongful death, as well as from claims from property damage, which may arise from the ownership, use, or maintenance of owned and non-owned automobiles, including rented automobiles whether such operations be by the CONSUL TANT or by anyone directly or indirectly employed by the CONSULTANT.

F. The CONSUL TANT shall maintain, during the life of this Contract, adequate Workman's Compensation Insurance and Employer's Liability Insurance in at least such amounts as are required by law for all of its employees performing work for the AUTHORITY pursuant to this Contract.

G. All insurance, other than Professional Liability and Workman's Compensation, to be maintained by the CONSUL TANT shall specifically include the AUTHORITY as an "Additional Insured".

ARTICLE 12 - STANDARD OF CARE

The CONSUL TANT covenants that all services shall be performed by skilled and competent personnel to generally accepted professional standards under similar conditions.

ARTICLE 13- INDEMNIFICATION

Subject to limitations of Florida law, the CONSUL TANT shall indemnify and hold harmless the AUTHORITY, and its officers and employees, from liabilities, damages, losses, and costs, including, but not limited to, reasonable attorneys' fees, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the CONSUL TANT and other persons employed or utilized by the CONSULTANT in the performance of the Contract. CONSULTANT's liability for indemnification shall be limited to $2,000,000.00.

ARTICLE 14 - SUCCESSORS AND ASSIGNS

The AUTHORITY and the CONSUL TANT each binds itself and its partners, successors, executors, administrators and assigns to the other party of this Contract and to the partners, successors, executors, administrators and assigns of such other party, in respect to all covenants of this Contract. Neither the AUTHORITY nor the CONSUL TANT shall assign, convey or transfer its interest in the Contract without the written consent of the other, which shall not be unreasonably withheld. Nothing herein shall be construed as creating any personal liability on the part of any

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officer or agent of the AUTHORITY which may be a party hereto, nor shall it be construed as giving any rights or benefits hereunder to anyone other than the AUTHORITY and the CONSULTANT.

ARTICLE 15 REMEDIES

This Contract shall be governed by the laws of the State of Florida. Any and all legal action necessary to enforce the Contract will be held in Highlands County, Florida, and the Contract will be interpreted according to the laws of the State of Florida. No remedy herein conferred upon any party is intended to be exclusive of any other remedy, and each and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or by statute or otherwise. No single or partial exercise by any party of any right, power, or remedy hereunder shall preclude any other or further exercise thereof.

ARTICLE 16- CONFLICT OF INTEREST

The CONSULTANT represents that it presently has no interest and shall acquire no interest, either direct or indirect, which would conflict in any manner with the performance of services required hereunder, consistent with the intent and declaration of policy stated in Section 112.311, Florida Statutes. The CONSUL TANT further represents that no person having any interest shall be employed for said performance.

The CONSULTANT shall promptly notify the AUTHORITY in writing of potential conflicts of interest for any prospective business associations, interest or other circumstances which may influence or appear to influence the CONSUL TANT's judgment or quality of services being provided under a specific CSA. Such written notification shall identify the prospective business association, interest or circumstance, the nature of work that the CONSULTANT may undertake and request an opinion of the AUTHORITY as to whether the association, interest or circumstance would, in the opinion of the AUTHORITY, constitute a conflict of interest if entered into by the CONSUL TANT. The AUTHORITY agrees to notify the CONSUL TANT of its opinion by certified mail within 30 days of receipt of notification by the CONSULTANT. If, in the opinion of the AUTHORITY, the prospective business association, interest or circumstance would not constitute a conflict of interest by the CONSUL TANT, the AUTHORITY shall so state in the notification, and it shall be deemed not to be a conflict of interest with respect to services provided to the AUTHORITY by the CONSUL TANT under the terms of this Contract.

ARTICLE 17- EXCUSABLE DELAYS

The CONSULTANT shall not be considered in default by reason of any failure in performance if such failure arises out of causes reasonably beyond the CONSULTANT's control and without its fault or negligence. Such causes may include, but are not limited to: acts of God, the AUTHORITY's omissive and commissive failures; natural or public health emergencies; labor disputes; freight embargoes; and severe weather conditions. The CONSUL TANT shall be responsible for the timely completion of subcontractor's work.

Upon the CONSUL TANT's request, the AUTHORITY shall consider the facts and extent of any failure to perform the work and, if the CONSUL TANT's failure to perform was due to causes reasonably beyond the CONSUL TANT's control and without its fault or negligence, the Contract Schedule and/or other affected provision of this Contract shall be revised accordingly, subject to the AUTHORITY's rights to change, terminate, or stop any or all of the work at any time.

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ARTICLE 18-ARREARS

The CONSUL TANT shall not pledge the AUTHORITY's credit or make the AUTHORITY a guarantor of payment or surety for any contract, debt, obligation, judgment, lien or any form of indebtedness. The CONSUL TANT further warrants and represents that it has no obligation or indebtedness that would impair its ability to fulfill the terms of this Contract.

ARTICLE 19 - DISCLOSURE AND OWNERSHIP OF DOCUMENTS

The CONSUL TANT shall deliver to the AUTHORITY, if requested, reproducibles and computer files of all final documents and materials prepared by and for the AUTHORITY under this Contract and any CSA, including, but not limited to Project Specifications and Record Drawings. All documents provided by CONSUL TANT to AUTHORITY shall be delivered both in hard-copy and in digital, hyperlink formats.

All written and oral information not in the public domain or not previously known, and all information and data obtained, developed, or supplied by the AUTHORITY or at its expense will be kept confidential by the CONSUL TANT and will not be disclosed to any other party, directly or indirectly, without the AUTHORITY's prior written consent unless required by a law, notwithstanding that the CONSUL TANT will be permitted to disclose such information to the affected building trades. All drawings, maps, sketches, and other data developed, or purchased, under this Contract or at the AUTHORITY's expense shall be and remain its property and may be reproduced and reused at the direction of the AUTHORITY.

CONSUL TANT shall grant the AUTHORITY unlimited license to use all work product to complete any on-going projects, provided that use by the AUTHORITY of the work product is at the AUTHORITY's sole risk and without liability or legal exposure to CONSULTANT or anyone working by or through CONSULTANT and further provided that CONSULTANT is paid all undisputed monies due under the applicable project from which the work product was rendered.

ARTICLE 20 - INDEPENDENT CONSUL TANT RELATIONSHIP

The CONSUL TANT is, and shall be, in the performance of all work, services, and activities under this Contract an independent contractor, and not an employee, agent, or servant of the AUTHORITY. All persons engaged in any of the work or services performed pursuant to this Contract shall at all times, and in all places, be subject to the CONSUL TANT's sole direction, supervision, and control. The CONSUL TANT shall exercise control over the means and manner in which it and its employees perform the work, and in all respects the CONSUL TANT's relationship and the relationship of its employees to the AUTHORITY shall be that of an independent contractor and not as employees or agents of the AUTHORITY.

The CONSULTANT does not have the power or authority to bind the AUTHORITY in any promise, agreement or representation other than specifically provided for in this Contract or amendment thereto.

ARTICLE 21 - CONTINGENT FEES

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

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gift, or any other consideration contingent upon or resulting from the award or making of this Contract.

ARTICLE 22 - ACCESS AND AUDITS

The CONSUL TANT shall maintain adequate records to justify all charges, expenses, and costs incurred in performing work pursuant to this Contract for at least three (3) years after completion of this Contract. The AUTHORITY shall have access to such books, records, and documents as required in this section for the purpose of inspection or audit during normal business hours, at the AUTHORITY's cost, upon five (5) days written notice.

ARTICLE 23 - NONDISCRIMINATION

The CONSULTANT represents, to the best of its knowledge, that all of its employees are treated equally during employment without regard to race, color, religion, sex, age, national origin, handicap, or marital status.

ARTICLE 24- COMPLIANCE WITH DAVIS-BACON ACT REQUIREMENTS

The CONSULTANT hereby agrees, where required on Federal Grant assisted projects, to comply with applicable portions of the Davis-Bacon and related acts which regulate employee wages and benefits. The CONSUL TANT further acknowledges the possible necessity for amending the Contract in order to comply with Federal guidelines applicable to Grant Assisted projects which may be undertaken by the AUTHORITY.

ARTICLE 25- SURVIVAL

All covenants, agreements, and representations made herein, or otherwise made in writing by any party pursuant hereto, including but not limited to any representations made herein relating to disclosure or ownership or documents, shall survive the execution and delivery of this Contract and consummation of the transactions contemplated hereby.

ARTICLE 26 ENTIRETY OF CONTRACTUAL AGREEMENT

The AUTHORITY and the CONSUL TANT agree that this Contract 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 Contract may be added to, modified, superseded or otherwise altered, except by written instrument executed by the parties hereto.

ARTICLE 27 ENFORCEMENT COSTS

In any action brought by either party for the interpretation or enforcement of the obligations of the other party, including the establishment of a right to indemnification, the prevailing party shall be entitled to recover from the losing party all reasonable attorney's fees, paralegal fees, court and other costs, even if not taxable as court costs, whether incurred before or at trial, on appeal, in bankruptcy or in post judgment collections.

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ARTICLE 28 - AUTHORITY TO PRACTICE

The CONSUL TANT hereby represents and warrants that it has and will continue to maintain all licenses and approvals required to conduct its business, that it will at all times conduct its business activities in a reputable manner, and that it will maintain for duration of this Contract a current certificate of registration required under Florida Statutes.

ARTICLE 29 - SEVERABILITY

If any term or provision of this Contract, or the application thereof to any person or circumstances shall, to any extent, be held invalid or unenforceable, the remainder of this Contract, or the application of such term or provision, to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected, and every other term and provision of this Contract shall be deemed valid and enforceable to the extent permitted by law.

ARTICLE 30 -AMENDMENTS AND MODIFICATION

No amendments and/or modifications of this Contract or any Consultant Services Authorization shall be valid unless in writing and signed by each of the parties.

The AUTHORITY reserves the right to make changes in the scope of work, including alterations, reductions therein or additions thereto. Upon receipt by the CONSULTANT of the AUTHORITY's notification of a contemplated change, the CONSULTANT shall, if requested by AUTHORITY: (1) provide an estimate for the increase or decrease in cost due to the contemplated change, (2) notify the AUTHORITY of any estimated change in the completion date, and (3) advise the AUTHORITY in writing if the contemplated change shall effect the CONSUL TANT's ability to meet the completion dates or schedules of this Contract.

If the AUTHORITY so instructs in writing, the CONSUL TANT shall suspend work on the portion of the work affected by a contemplated change, pending the AUTHORITY's decision to proceed with the change.

If the AUTHORITY elects to make the change, the AUTHORITY shall issue a written amendment or Change Order and the CONSUL TANT shall not commence work on any such change until such written amendment or change order has been issued and signed by each of the parties.

ARTICLE 31 - CONSTRUCTION COST AND ESTIMATES

As to construction projects, the "Construction Cost" shall be the total cost or estimated cost to the AUTHORITY of all elements of the Project(s), including design costs, designed or specified by the CONSULTANT including costs of additives or deductive work items regardless of whether they are awarded for construction. It shall include the cost at current market rates of labor and materials furnished by the AUTHORITY and equipment designed, specified, selected or specially provided for by the CONSUL TANT, including a reasonable allowance of the Contractor's overhead and profit. In addition, a reasonable allowance for contingencies shall be included for market conditions at the time of bidding and for changes in the work during construction.

The ability to complete Projects at or under budget is of great importance to the AUTHORITY. Evaluations of individual Project budget(s), preliminary estimates of Construction Cost, and detailed estimates of Construction Cost prepared by the CONSULTANT, shall represent the CONSUL TANT's best judgment as a design professional familiar with the construction industry.

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CONSUL TANT shall review the Project budget prior to undertaking substantive work on the Project. If CONSUL TANT initially determines that the Construction Cost will likely exceed the budget, CONSUL TANT shall promptly notify AUTHORITY in writing and suspend further work on the Project.

If CONSUL TANT initially believes that the Construction Cost of the proposed Project will likely not exceed the budget, CONSUL TANT shall proceed with its work until it has completed approximately thirty percent (30%) of the Project's overall professional services, at which point CONSUL TANT shall deliver to AUTHORITY a detailed written estimate of Construction Cost ("First Estimate"). The AUTHORITY shall review the First Estimate and provide a written directive to either continue or suspend work on the Project.

If AUTHORITY has directed CONSUL TANT to continue work on the Project, CONSUL TANT shall proceed with its work until it has completed approximately ninety percent (90%) of the Project's overall professional services, at which point CONSULTANT shall deliver to AUTHORITY another detailed written estimate of Construction Cost ("Second Estimate"). If the Second Estimate exceeds the First Estimate by more than five percent (5%), the CONSULTANT shall explain, in writing, the reason(s) for the increase. The AUTHORITY shall review the Second Estimate and provide a written directive to either continue or suspend work on the Project.

If the Second Estimate is exceeded by the lowest bona fide bid or negotiated proposal, the AUTHORITY shall:

31.1 give written approval of an increase in such fixed limit;

31.2 authorize rebidding or renegotiating of the project(s) within a reasonable time;

31.3 abandon the project(s); or

31.4 cooperate in revising the project(s) scope and quality as required to reduce the Construction Cost.

If the AUTHORITY chooses to proceed in accordance with either 31.2 or 31.4 above, the CONSULTANT shall, at its own expense, either a) modify the contract documents or plans, as necessary and subsequently approved by the Authority, or b) re-bid the Project to achieve a lower bona fide bid or negotiated proposal. If no such lower bid or proposal can be obtained after appropriate modification of the contract documents, AUTHORITY may proceed in accordance with 31.1, 31.3 or any other option that may be available to AUTHORITY in the AUTHORITY's discretion.

ARTICLE 32 -AUTHORITY'S RESPONSIBILITIES

Provided such information is reasonably required by the CONSULT ANT to perform its services under this Contract, the AUTHORITY shall:

1. Provide full information regarding requirements for the projects and tasks, including a program which shall set forth the AUTHORITY's objectives, schedule, constraints and criteria, including space requirements and relationships, flexibility, expandability, special equipment, systems and site requirements.

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2. Designate a representative authorized to act on the AUTHORITY's behalf with respect to the projects or tasks. The AUTHORITY or that authorized representative shall render decisions in a timely manner pertaining to documents submitted by the CONSUL TANT in order to avoid unreasonable delay in the orderly and sequential progress of the CONSUL TANT's services.

3. Furnish, to the extent in its possession, surveys describing available information on utility locations, written legal descriptions of the sites, easements, encroachments, zoning, deed restrictions, and other available information to assist the CONSUL TANT in developing proper scopes of service and fulfilling project or task objectives.

4. Assist in gaining access to and make all provisions for access required for the CONSUL TANT to enter upon public and private property as required for the CONSUL TANT to perform services under this Contract.

5. Examine all studies, reports, sketches, drawings, specifications, proposals and other documents presented by the CONSUL TANT and render decisions and comments regarding them within a reasonable time so as not to delay the services of the CONSULTANT.

6. Bear all reasonable costs incident to compliance with the requirements of this Article.

ARTICLE 33 - NOTICE

All notices required in this Contract shall be sent certified mail, return receipt requested, and if sent to the AUTHORITY shall be mailed to:

Mike Willingham Executive Director Sebring Airport Authority 128 Authority Lane Sebring, FL 33870

and if sent to the CONSUL TANT shall be mailed to:

Sandeep Singh President AVCON, Inc. 5555 East Michigan Street Orlando, FL 32822-2779

ARTICLE 34 PUBLIC ENTITY CRIMES

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, subcontractor, or consultant under a contract with any public entity; and may not transact business with any public entity in excess of the threshold amount provided in s. 287.017, Florida Statutes for CATEGORY TWO for a period of 36 months following the date of being placed on the convicted vendor list. By signing the Contract, CONSUL TANT certifies that it is

not subject to denial or revocation of the right to transact business with public entities pursuant to s. 287.133, Florida Statutes.

ARTICLE 35 - SCRUTINIZED COMPANIES

By signing the Contract, CONSUL TANT certifies that it is not ineligible, pursuant to Florida Statute 287.135, to bid on, submit a proposal for, or enter into or renew a contract pursuant to Florida Statute 287.135. AUTHORITY may terminate the Contract at its option if CONSULTANT is found to have submitted a false certification pursuant to section 287.135, F.S., been placed on the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or been engaged in business operations in Cuba or Syria. AUTHORITY may also terminate the Contract at its option if CONSULTANT is found to have been placed on the Scrutinized Companies that Boycott Israel List or is engaged in a boycott of Israel.

ARTICLE 36 - COMPLIANCE WITH ALL LAWS

In provision of services pursuant to the Contract, CONSULTANT shall comply with all applicable federal, state, and local laws, rules, and regulations.

ARTICLE 37 - PUBLIC RECORDS

AS REQUIRED BY § 119.0701{2)(a), FLORIDA STATUTES: IF CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONSULTANT'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS, Beverly K. Glarner AT 863-314-1301, EMAIL: bev@sebring-airport.com OR 128 AUTHORITY LANE, SEBRING, FLORIDA 33870.

CONSUL TANT shall:

37.1 Keep and maintain public records required by AUTHORITY to perform services.

37.2 Upon request from AUTHORITY's custodian of public records, CONSULTANT shall provide the AUTHORITY with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes, or as otherwise provided by law.

37.3 Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the Contract term and following completion of the Contract if CONSUL TANT does not transfer the records to the AUTHORITY.

37.4 Upon completion of the Contract, transfer, at no cost to the AUTHORITY, all public records in possession of CONSULTANT or keep and maintain public records required by AUTHORITY to perform the services. If the CONSUL TANT transfers all public records to the AUTHORITY upon completion of the Contract, CONSUL TANT shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If CONSULT ANT keeps and maintains public records upon completion of the Contract, CONSUL TANT shall meet all

II

applicable requirements for retaining public records. All records stored electronically must be provided to the AUTHORITY, upon request from the AUTHORITY's custodian of public records, in a format that is compatible with the information technology systems of the AUTHORITY.

-- END ATTACHMENT 1 --

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AMctdN I : I I

APPENDIX B COMPENSATION SCHEDULE

2018 HOURLY BILLING RATES1

SEBRING REGIONAL AIRPORT

The following hourly rates include direct and indirect costs except direct expenses. Indirect costs include such items as overhead, profit and such statutory and customary fringe benefits as social security contributions, sick leave, unemployment, excise and payroll taxes, workmen's compensation, health and retirement benefits, bonuses, annual leave and holiday pay.

Hourly rates in effect on January 1, 2020 are:

CLASSIFICATION HOURLY RATE

Principal $220.00

QC Reviewer $220.00

Sr. Project Manager $220.00

Project Manager $185.00

Sr. Engineer/Planner $145.00

Project Engineer $110.00

Engineer/Planner $90.00

Sr. CADD Designer $95.00

CADD Designer $70.00

Administrative $65.00

Respectfully Submitted April 16, 2020

1Hourly rates are subject to annual adjustment for CPI increases.

CONTRACT FOR CONTINUING SERVICES (Construction Projects & Study Activity)

This Contract is made by and between the SEBRING AIRPORT AUTHORITY, hereinafter referred to as the AUTHORITY, and ATKINS NORTH AMERICA, INC., a Florida corporation, hereinafter referred to as the CONSULTANT, whose address is 4030 West Boy Scout Boulevard, Suite 700, Tampa, FL 33607. In consideration of the mutual promises contained herein, the AUTHORITY and the CONSULTANT agree:

The CONSULTANT’s responsibility under this Contract is to provide professional services related to tasks and projects hereinafter provided. These services may include aviation consulting, engineering, and other professional services as described in the response CONSULTANT provided with respect to the Request for Qualifications 19-04. This Contract shall be deemed a “continuing contract” under Section 287.055, Florida Statutes.

The services performed by the CONSULTANT under this Contract may include professional services for construction or study activity projects in which the estimated construction cost of each individual construction project or the fee of each individual study does not exceed the maximum amount permitted for a continuing contract pursuant to applicable law, including Section 287.055(2)(g), Florida Statutes, as may be amended.

Provisions of this Contract may be amended and updated periodically as deemed appropriate by the parties to reflect changes in professional business practices and general economic conditions without invalidating the effect of the nature of this Contract.

Significant tasks or projects shall be initiated by a separate Consultant Services Authorization (CSA) which will include a Scope of Services and Schedule of Payments. Each CSA shall identify whether it is a construction or study activity project, and shall include a duration during which the services shall be performed by the CONSULTANT based on the nature of the work as approved by the AUTHORITY. General consulting work shall not require a separate CSA.

This Contract shall be effective upon the date of execution by all parties and shall continue thereafter until terminated in accordance with the General Terms and Conditions attached hereto.

The AUTHORITY shall pay the CONSULTANT for satisfactory performance, as specified, subject to additions and deletions by amendments as otherwise provided in this Contract.

Services of the CONSULTANT shall be under the general direction of designated individuals, who shall act as the AUTHORITY’s representative during the performance of this Contract. The CONSULTANT shall submit to the AUTHORITY a brief written report concerning the status of active projects.

This Contract shall include the following documents, which are attached to and hereby made a part of this Contract:

Attachment 1: General Terms and Conditions Attachment 2: Compensation Schedule

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IN WITNESS WHEREOF, the AUTHORITY and CONSUL TANT have made and executed this Contract as of the ,;).\ day of

ATTEST:

By ________ ______ ~nson, as its Secretary or D ~cDevitt, as its Asst. Secretary

ATTEST:

Print Name: C. Ernest Print Title: Secretary

VY A-'j ,2020.

SEBRING AIRPORT AUTHORITY

~ By -B □-

Stanley H. Wells, as its Chair or I emir-Morris, as its Vice Chair

Mike Willingham I

z.",c e~tivt D i ✓tc+-,,i_

ATKINS NORTH AMERICA, INC.

Print Name: Darin Larson Print Title: Vice President

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ATTACHMENT 1

GENERAL TERMS AND CONDITIONS TO THE

CONTRACT FOR CONTINUING SERVICES BY AND BETWEEN

SEBRING AIRPORT AUTHORITY AND ATKINS NORTH AMERICA, INC.

This Attachment contains the general terms and conditions for the Contract for Continuing Services (herein referred to as the “Contract”) dated

May 20, 2020 _________________________, 2020, by and between

the SEBRING AIRPORT AUTHORITY, a body politic and corporate of the State of Florida (herein referred to as the “AUTHORITY”) and ATKINS NORTH AMERICA, INC., a Florida corporation, (herein r eferred to as the “CONSULTANT”).

ARTICLE 1 – PAYMENTS TO CONSULTANT

The CONSULTANT will bill the AUTHORITY at the amounts set forth in the Schedule of Payments for services satisfactorily rendered toward the completion of the Scope of Work on a monthly basis or as otherwise provided in a Consultant Services Authorization (“CSA”) for specific services initiated pursuant to the Contract. The amounts billed shall be pursuant to the Compensation Schedule set forth in Attachment 2 of the Contract and shall represent the approximate completion of services outlined in the Scope of Work developed for each authorization.

ARTICLE 2 – REIMBURSABLES

“Out-of-Pocket” expenses will be reimbursed in accordance with the list of the types of expenditures eligible for reimbursement. All requests for payment of “out-of-pocket” expenses eligible for reimbursement under the terms of this Contract shall include copies of paid receipts, invoices, or other documentation acceptable to the AUTHORITY. Such documentation shall be sufficient to establish that the expense was actually incurred and necessary in the performance of the applicable Scope of Work. Any travel, per diem, mileage, meals, or lodging expenses which may be reimbursable under the terms of this Contract will be paid in accordance with the rates and conditions set forth in Section 112.061, Florida Statutes.

ARTICLE 3 – PAYMENT OF INVOICES

Prior to payment, invoices received from the CONSULTANT pursuant to the Contract will be reviewed and approved by the initiating department, indicating that services have been rendered in conformity with the Contract or applicable CSA. Invoices must reference the current purchase order number (if any). Payment shall be made in accordance with the CSA for specific projects.

ARTICLE 4 – TRUTH-IN-NEGOTIATION CERTIFICATE

The signing of the Contract and any Consultant Services Authorization by the CONSULTANT shall act as the execution of a truth-in-negotiation certificate certifying that the wage rates and costs used to determine the compensation provided for in the Contract and that CSA are accurate, complete and current as of the date of this Contract and that CSA.

The said rates and costs shall be adjusted to exclude any significant sums should the AUTHORITY determine that the rates and costs were increased due to the inaccurate, incomplete or noncurrent

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wage rates or due to inaccurate representations of fees paid to outside consultants. The AUTHORITY shall exercise its rights under this “Certificate” within one year following final payment.

ARTICLE 5 – TERMINATION

This Contract may be terminated by the CONSULTANT upon 30 days prior written notice to the AUTHORITY in the event of substantial failure by the AUTHORITY to perform in accordance with the terms of this Contract through no fault of the CONSULTANT. It may also be terminated by the AUTHORITY with or without cause upon 30 days written notice to the CONSULTANT. Unless the CONSULTANT is in breach of this Contract, the CONSULTANT shall be paid for services rendered to the AUTHORITY through the date of termination. After receipt of a Termination Notice and except as otherwise directed by the AUTHORITY, the CONSULTANT shall:

A. Stop work on the date and to the extent specified.

B. Terminate and settle all orders and subcontracts relating to the performance of terminated work.

C. Transfer all work in process, completed work, and other material related to the terminated work to the AUTHORITY.

D. Continue and complete all parts of the work that have not been terminated.

ARTICLE 6 - PERSONNEL

The CONSULTANT represents that it has, or will secure at its own expense, all necessary personnel required to perform the services under this Contract. Such personnel shall not be employees of or have any contractual relationship with the AUTHORITY.

All of the services required hereunder shall be performed by the CONSULTANT or under its supervision, and all personnel engaged in performing the services shall be fully qualified and, if required, authorized or permitted under state and local law to perform such services.

Any changes or substitutions in the CONSULTANT’s key personnel as may be listed herein must be made known to the AUTHORITY’s representative and written approval granted by the AUTHORITY before said change or substitution can become effective.

ARTICLE 7 – KEY PERSONNEL ASSIGNMENT

The CONSULTANT and the AUTHORITY agree to assign the following key personnel required to perform the services necessary under this Contract:

Contact Person for the Consultant: Kevin McCauley Atkins North America, Inc. 482 South Keller Road Orlando, FL 32810

Contact Person for Authority: Mike Willingham Executive Director Sebring Airport Authority 128 Authority Lane Sebring, FL 33870

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ARTICLE 8 - SUBCONTRACTING

For any specific project, the CONSULTANT reserves the right to select necessary subcontractors.

The AUTHORITY reserves the right to accept the use of a subcontractor or to reject the selection of a particular subcontractor and to inspect all facilities of any subcontractors in order to make a determination as to the capability of the subcontractor to perform properly under this Contract. The CONSULTANT is encouraged to seek minority and women business enterprises for participation in subcontracting opportunities.

If a subcontractor fails to perform or make progress, as required by this Contract, and it is necessary to replace the subcontractor to complete the work in a timely fashion, the CONSULTANT shall promptly do so, subject to acceptance of the new subcontractor by the AUTHORITY.

ARTICLE 9 – FEDERAL AND STATE TAX

The AUTHORITY is exempt from Federal Tax and State Tax for Tangible Personal Property. The AUTHORITY will sign an exemption certificate submitted by the CONSULTANT. The CONSULTANT shall not be exempted from paying sales tax to its suppliers for materials to fulfill contractual obligations with the AUTHORITY, nor shall the CONSULTANT be authorized to use the AUTHORITY’s Tax Exemption Number in obtaining such materials.

The CONSULTANT shall be responsible for payment of its own taxes.

ARTICLE 10 – AVAILABILITY OF FUNDS

The obligations of the AUTHORITY under this Contract are subject to the availability of funds lawfully appropriated for its purpose by the Board of the Sebring Airport Authority.

ARTICLE 11 – INSURANCE

A. The CONSULTANT shall not commence work under this Contract or any CSA unless it has all insurance required under this paragraph and that insurance has been approved by the AUTHORITY. In the event the insurance coverage expires prior to the completion of any Project, a renewal certificate shall be issued 30-days prior to said expiration date.

B. All insurance policies shall be issued by companies authorized or approved to do business under the laws of the State of Florida. The CONSULTANT shall furnish Certificates of Insurance to the AUTHORITY prior to the commencement of work under this Contract. The Certificates shall clearly indicate that the CONSULTANT has obtained insurance of the type, amount, and classifications required for strict compliance with this Article. Compliance with the foregoing requirements shall not relieve the CONSULTANT of its liability and obligations under this Contract.

C. The CONSULTANT shall purchase and maintain professional liability or malpractice or errors or omissions insurance with minimum limits of $2,000,000 per occurrence and annual aggregate. If a claims made form of coverage is provided, the retroactive date of coverage shall be no later than the inception date of claims made coverage, unless the prior policy was extended indefinitely to cover prior acts. Coverage shall be extended beyond the policy year either by a supplemental extended reporting

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period (ERP) of as great duration as available, and with no less coverage and with reinstated aggregate limits, or by requiring that any new policy provide a retroactive date no later than the inception date of claims made coverage.

D. The CONSULTANT shall maintain, during the life of this Contract, comprehensive general liability insurance in the amount of $1,000,000 per occurrence to protect the CONSULTANT from claims of bodily injury and property damages which may arise from any operations under this Contract whether such operations be by the CONSULTANT or by anyone directly employed by or contracting with the CONSULTANT.

E. The CONSULTANT shall maintain, during the life of this Contract, comprehensive automobile liability insurance in the amounts of $1,000,000 combined single limit for bodily injury and property damage to protect the CONSULTANT from claims for damages for bodily injury, including wrongful death, as well as from claims from property damage, which may arise from the ownership, use, or maintenance of owned and non-owned automobiles, including rented automobiles whether such operations be by the CONSULTANT or by anyone directly or indirectly employed by the CONSULTANT.

F. The CONSULTANT shall maintain, during the life of this Contract, adequate Workman’s Compensation Insurance and Employer’s Liability Insurance in at least such amounts as are required by law for all of its employees performing work for the AUTHORITY pursuant to this Contract.

G. All insurance, other than Professional Liability and Workman’s Compensation, to be maintained by the CONSULTANT shall specifically include the AUTHORITY as an “Additional Insured”.

ARTICLE 12 - STANDARD OF CARE

The CONSULTANT covenants that all services shall be performed by skilled and competent personnel to generally accepted professional standards under similar conditions.

ARTICLE 13 – INDEMNIFICATION

Subject to limitations of Florida law, the CONSULTANT shall indemnify and hold harmless the AUTHORITY, and its officers and employees, from liabilities, damages, losses, and costs, including, but not limited to, reasonable attorneys’ fees, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the CONSULTANT and other persons employed or utilized by the CONSULTANT in t he performance of the Contract. CONSULTANT’s liability for indemnification shall be limited to $2,000,000.00.

ARTICLE 14 – SUCCESSORS AND ASSIGNS

The AUTHORITY and the CONSULTANT each binds itself and its partners, successors, executors, administrators and assigns to the other party of this Contract and to the partners, successors, executors, administrators and assigns of such other party, in respect to all covenants of this Contract. Neither the AUTHORITY nor the CONSULTANT shall assign, convey or transfer its interest in the Contract without the written consent of the other, which shall not be unreasonably withheld. Nothing herein shall be construed as creating any personal liability on the part of any

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officer or agent of the AUTHORITY which may be a party hereto, nor shall it be construed as giving any rights or benefits hereunder to anyone other than the AUTHORITY and the CONSULTANT.

ARTICLE 15 – REMEDIES

This Contract shall be governed by the laws of the State of Florida. Any and all legal action necessary to enforce the Contract will be held in Highlands County, Florida, and the Contract will be interpreted according to the laws of the State of Florida. No remedy herein conferred upon any party is intended to be exclusive of any other remedy, and each and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or by statute or otherwise. No single or partial exercise by any party of any right, power, or remedy hereunder shall preclude any other or further exercise thereof.

ARTICLE 16 – CONFLICT OF INTEREST

The CONSULTANT represents that it presently has no interest and shall acquire no interest, either direct or indirect, which would conflict in any manner with the performance of services required hereunder, consistent with the intent and declaration of policy stated in Section 112.311, Florida Statutes. The CONSULTANT further represents that no person having any interest shall be employed for said performance.

The CONSULTANT shall promptly notify the AUTHORITY in writing of potential conflicts of interest for any prospective business associations, interest or other circumstances which may influence or appear to influence the CONSULTANT’s judgment or quality of services being provided under a specific CSA. Such written notification shall identify the prospective business association, interest or circumstance, the nature of work that the CONSULTANT may undertake and request an opinion of the AUTHORITY as to whether the association, interest or circumstance would, in the opinion of the AUTHORITY, constitute a conflict of interest if entered into by the CONSULTANT. The AUTHORITY agrees to notify the CONSULTANT of its opinion by certified mail within 30 days of receipt of notification by the CONSULTANT. If, in the opinion of the AUTHORITY, the prospective business association, interest or circumstance would not constitute a conflict of interest by the CONSULTANT, the AUTHORITY shall so state in the notification, and it shall be deemed not to be a conflict of interest with respect to services provided to the AUTHORITY by the CONSULTANT under the terms of this Contract.

ARTICLE 17 – EXCUSABLE DELAYS

The CONSULTANT shall not be considered in default by reason of any failure in performance if such failure arises out of causes reasonably beyond the CONSULTANT’s control and without its fault or negligence. Such causes may include, but are not limited to: acts of God, the AUTHORITY’s omissive and commissive failures; natural or public health emergencies; labor disputes; freight embargoes; and severe weather conditions. The CONSULTANT shall be responsible for the timely completion of subcontractor’s work.

Upon the CONSULTANT’s request, the AUTHORITY shall consider the facts and extent of any failure to perform the work and, if the CONSULTANT’s failure to perform was due to causes reasonably beyond the CONSULTANT’s control and without its fault or negligence, the Contract Schedule and/or other affected provision of this Contract shall be revised accordingly, subject to the AUTHORITY’s rights to change, terminate, or stop any or all of the work at any time.

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ARTICLE 18 – ARREARS

The CONSULTANT shall not pledge the AUTHORITY’s credit or make the AUTHORITY a guarantor of payment or surety for any contract, debt, obligation, judgment, lien or any form of indebtedness. The CONSULTANT further warrants and represents that it has no obligation or indebtedness that would impair its ability to fulfill the terms of this Contract.

ARTICLE 19 – DISCLOSURE AND OWNERSHIP OF DOCUMENTS

The CONSULTANT shall deliver to the AUTHORITY, if requested, reproducibles and computer files of all final documents and materials prepared by and for the AUTHORITY under this Contract and any CSA, including, but not limited to Project Specifications and Record Drawings. All documents provided by CONSULTANT to AUTHORITY shall be delivered both in hard-copy and in digital, hyperlink formats.

All written and oral information not in the public domain or not previously known, and all information and data obtained, developed, or supplied by the AUTHORITY or at its expense will be kept confidential by the CONSULTANT and will not be disclosed to any other party, directly or indirectly, without the AUTHORITY’s prior written consent unless required by a law, notwithstanding that the CONSULTANT will be permitted to disclose such information to the affected building trades. All drawings, maps, sketches, and other data developed, or purchased, under this Contract or at the AUTHORITY’s expense shall be and remain its property and may be reproduced and reused at the direction of the AUTHORITY.

CONSULTANT shall grant the AUTHORITY unlimited license to use all work product to complete any on-going projects, provided that use by the AUTHORITY of the work product is at the AUTHORITY’s sole risk and without liability or legal exposure to CONSULTANT or anyone working by or through CONSULTANT and further provided that CONSULTANT is paid all undisputed monies due under the applicable project from which the work product was rendered.

ARTICLE 20 – INDEPENDENT CONSULTANT RELATIONSHIP

The CONSULTANT is, and shall be, in the performance of all work, services, and activities under this Contract an independent contractor, and not an employee, agent, or servant of the AUTHORITY. All persons engaged in any of the work or services performed pursuant to this Contract shall at all times, and in all places, be subject to the CONSULTANT’s sole direction, supervision, and control. The CONSULTANT shall exercise control over the means and manner in which it and its employees perform the work, and in all respects the CONSULTANT’s relationship and the relationship of its employees to the AUTHORITY shall be that of an independent contractor and not as employees or agents of the AUTHORITY.

The CONSULTANT does not have the power or authority to bind the AUTHORITY in any promise, agreement or representation other than specifically provided for in this Contract or amendment thereto.

ARTICLE 21 – CONTINGENT FEES

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

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gift, or any other consideration contingent upon or resulting from the award or making of this Contract.

ARTICLE 22 – ACCESS AND AUDITS

The CONSULTANT shall maintain adequate records to justify all charges, expenses, and costs incurred in performing work pursuant to this Contract for at least three (3) years after completion of this Contract. The AUTHORITY shall have access to such books, records, and documents as required in this section for the purpose of inspection or audit during normal business hours, at the AUTHORITY’s cost, upon five (5) days written notice.

ARTICLE 23 – NONDISCRIMINATION

The CONSULTANT represents, to the best of its knowledge, that all of its employees are treated equally during employment without regard to race, color, religion, sex, age, national origin, handicap, or marital status.

ARTICLE 24 – COMPLIANCE WITH DAVIS-BACON ACT REQUIREMENTS

The CONSULTANT hereby agrees, where required on Federal Grant assisted projects, to comply with applicable portions of the Davis-Bacon and related acts which regulate employee wages and benefits. The CONSULTANT further acknowledges the possible necessity for amending the Contract in order to comply with Federal guidelines applicable to Grant Assisted projects which may be undertaken by the AUTHORITY.

ARTICLE 25 – SURVIVAL

All covenants, agreements, and representations made herein, or otherwise made in writing by any party pursuant hereto, including but not limited to any representations made herein relating to disclosure or ownership or documents, shall survive the execution and delivery of this Contract and consummation of the transactions contemplated hereby.

ARTICLE 26 – ENTIRETY OF CONTRACTUAL AGREEMENT

The AUTHORITY and the CONSULTANT agree that this Contract 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 Contract may be added to, modified, superseded or otherwise altered, except by written instrument executed by the parties hereto.

ARTICLE 27 – ENFORCEMENT COSTS

In any action brought by either party for the interpretation or enforcement of the obligations of the other party, including the establishment of a right to indemnification, the prevailing party shall be entitled to recover from the losing party all reasonable attorney’s fees, paralegal fees, court and other costs, even if not taxable as court costs, whether incurred before or at trial, on appeal, in bankruptcy or in post judgment collections.

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ARTICLE 28 – AUTHORITY TO PRACTICE

The CONSULTANT hereby represents and warrants that it has and will continue to maintain all licenses and approvals required to conduct its business, that it will at all times conduct its business activities in a reputable manner, and that it will maintain for duration of this Contract a current certificate of registration required under Florida Statutes.

ARTICLE 29 - SEVERABILITY

If any term or provision of this Contract, or the application thereof to any person or circumstances shall, to any extent, be held invalid or unenforceable, the remainder of this Contract, or the application of such term or provision, to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected, and every other term and provision of this Contract shall be deemed valid and enforceable to the extent permitted by law.

ARTICLE 30 – AMENDMENTS AND MODIFICATION

No amendments and/or modifications of this Contract or any Consultant Services Authorization shall be valid unless in writing and signed by each of the parties.

The AUTHORITY reserves the right to make changes in the scope of work, including alterations, reductions therein or additions thereto. Upon receipt by the CONSULTANT of the AUTHORITY’s notification of a contemplated change, the CONSULTANT shall, if requested by AUTHORITY: (1) provide an estimate for the increase or decrease in cost due to the contemplated change, (2) notify the AUTHORITY of any estimated change in the completion date, and (3) advise the AUTHORITY in writing if the contemplated change shall effect the CONSULTANT’s ability to meet the completion dates or schedules of this Contract.

If the AUTHORITY so instructs in writing, the CONSULTANT shall suspend work on the portion of the work affected by a contemplated change, pending the AUTHORITY’s decision to proceed with the change.

If the AUTHORITY elects to make the change, the AUTHORITY shall issue a written amendment or Change Order and the CONSULTANT shall not commence work on any such change until such written amendment or change order has been issued and signed by each of the parties.

ARTICLE 31 – CONSTRUCTION COST AND ESTIMATES

As to construction projects, the “Construction Cost” shall be the total cost or estimated cost to the AUTHORITY of all elements of the Project(s), including design costs, designed or specified by the CONSULTANT including costs of additives or deductive work items regardless of whether they are awarded for construction. It shall include the cost at current market rates of labor and materials furnished by the AUTHORITY and equipment designed, specified, selected or specially provided for by the CONSULTANT, including a reasonable allowance of the Contractor’s overhead and profit. In addition, a reasonable allowance for contingencies shall be included for market conditions at the time of bidding and for changes in the work during construction.

The ability to complete Projects at or under budget is of great importance to the AUTHORITY. Evaluations of individual Project budget(s), preliminary estimates of Construction Cost, and detailed estimates of Construction Cost prepared by the CONSULTANT, shall represent the CONSULTANT’s best judgment as a design professional familiar with the construction industry.

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CONSULTANT shall review the Project budget prior to undertaking substantive work on the Project. If CONSULTANT initially determines that the Construction Cost will likely exceed the budget, CONSULTANT shall promptly notify AUTHORITY in writing and suspend further work on the Project.

If CONSULTANT initially believes that the Construction Cost of the proposed Project will likely not exceed the budget, CONSULTANT shall proceed with its work until it has completed approximately thirty percent (30%) of the Project’s overall professional services, at which point CONSULTANT shall deliver to AUTHORITY a detailed written estimate of Construction Cost (“First Estimate”). The AUTHORITY shall review the First Estimate and provide a written directive to either continue or suspend work on the Project.

If AUTHORITY has directed CONSULTANT to continue work on the Project, CONSULTANT shall proceed with its work until it has completed approximately ninety percent (90%) of the Project’s overall professional services, at which point CONSULTANT shall deliver to AUTHORITY another detailed written estimate of Construction Cost (“Second Estimate”). If the Second Estimate exceeds the First Estimate by more than five percent (5%), the CONSULTANT shall explain, in writing, the reason(s) for the increase. The AUTHORITY shall review the Second Estimate and provide a written directive to either continue or suspend work on the Project.

If the Second Estimate is exceeded by the lowest bona fide bid or negotiated proposal, the AUTHORITY shall:

31.1 give written approval of an increase in such fixed limit;

31.2 authorize rebidding or renegotiating of the project(s) within a reasonable time;

31.3 abandon the project(s); or

31.4 cooperate in revising the project(s) scope and quality as required to reduce the Construction Cost.

If the AUTHORITY chooses to proceed in accordance with either 31.2 or 31.4 above, the CONSULTANT shall, at its own expense, either a) modify the contract documents or plans, as necessary and subsequently approved by the Authority, or b) re-bid the Project to achieve a lower bona fide bid or negotiated proposal. If no such lower bid or proposal can be obtained after appropriate modification of the contract documents, AUTHORITY may proceed in accordance with 31.1, 31.3 or any other option that may be available to AUTHORITY in the AUTHORITY’s discretion.

ARTICLE 32 – AUTHORITY’S RESPONSIBILITIES

Provided such information is reasonably required by the CONSULTANT to perform its services under this Contract, the AUTHORITY shall:

1. Provide full information regarding requirements for the projects and tasks, including a program which shall set forth the AUTHORITY’s objectives, schedule, constraints and criteria, including space requirements and relationships, flexibility, expandability, special equipment, systems and site requirements.

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2. Designate a representative authorized to act on the AUTHORITY’s behalf with respect to the projects or tasks. The AUTHORITY or that authorized representative shall render decisions in a timely manner pertaining to documents submitted by the CONSULTANT in order to avoid unreasonable delay in the orderly and sequential progress of the CONSULTANT’s services.

3. Furnish, to the extent in its possession, surveys describing available information on utility locations, written legal descriptions of the sites, easements, encroachments, zoning, deed restrictions, and other available information to assist the CONSULTANT in developing proper scopes of service and fulfilling project or task objectives.

4. Assist in gaining access to and make all provisions for access required for the CONSULTANT to enter upon public and private property as required for the CONSULTANT to perform services under this Contract.

5. Examine all studies, reports, sketches, drawings, specifications, proposals and other documents presented by the CONSULTANT and render decisions and comments regarding them within a reasonable time so as not to delay the services of the CONSULTANT.

6. Bear all reasonable costs incident to compliance with the requirements of this Article.

ARTICLE 33 – NOTICE

All notices required in this Contract shall be sent certified mail, return receipt requested, and if sent to the AUTHORITY shall be mailed to:

Mike Willingham Executive Director Sebring Airport Authority 128 Authority Lane Sebring, FL 33870

and if sent to the CONSULTANT shall be mailed to:

Darin R. Larson Atkins North America, Inc. 482 South Keller Road Orlando, FL 32810

ARTICLE 34 – PUBLIC ENTITY CRIMES

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, subcontractor, or consultant under a contract with any public entity; and may not transact business with any public entity in excess of the threshold amount provided in s. 287.017, Florida Statutes for CATEGORY TWO for a period of 36 months following the date of being placed on the convicted vendor list. By signing the Contract, CONSULTANT certifies that it is

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not subject to denial or revocation of the right to transact business with public entities pursuant to s. 287.133, Florida Statutes.

ARTICLE 35 – SCRUTINIZED COMPANIES

By signing the Contract, CONSULTANT certifies that it is not ineligible, pursuant to Florida Statute 287.135, to bid on, submit a proposal for, or enter into or renew a contract pursuant to Florida Statute 287.135. AUTHORITY may terminate the Contract at its option if CONSULTANT is found to have submitted a false certification pursuant to section 287.135, F.S., been placed on the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or been engaged in business operations in Cuba or Syria. AUTHORITY may also terminate the Contract at its option if CONSULTANT is found to have been placed on the Scrutinized Companies that Boycott Israel List or is engaged in a boycott of Israel.

ARTICLE 36 – COMPLIANCE WITH ALL LAWS

In provision of services pursuant to the Contract, CONSULTANT shall comply with all applicable federal, state, and local laws, rules, and regulations.

ARTICLE 37 – PUBLIC RECORDS

AS REQUIRED BY § 119.0701(2)(a), FLORIDA STATUTES: IF CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONSULTANT’S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS, Beverly K. Glarner AT 863-314-1301, EMAIL: bev@sebring-airport.com OR 128 AUTHORITY LANE, SEBRING, FLORIDA 33870.

CONSULTANT shall:

37.1 Keep and maintain public records required by AUTHORITY to perform services.

37.2 Upon request from AUTHORITY’s custodian of public records, CONSULTANT shall provide the AUTHORITY with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes, or as otherwise provided by law.

37.3 Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the Contract term and following completion of the Contract if CONSULTANT does not transfer the records to the AUTHORITY.

37.4 Upon completion of the Contract, transfer, at no cost to the AUTHORITY, all public records in possession of CONSULTANT or keep and maintain public records required by AUTHORITY to perform the services. If the CONSULTANT transfers all public records to the AUTHORITY upon completion of the Contract, CONSULTANT shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If CONSULTANT keeps and maintains public records upon completion of the Contract, CONSULTANT shall meet all

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applicable requirements for retaining public records. All records stored electronically must be provided to the AUTHORITY, upon request from the AUTHORITY’s custodian of public records, in a format that is compatible with the information technology systems of the AUTHORITY.

-- END ATTACHMENT 1 --

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APPENDIX A

SCHEDULE OF HOURLY RATES AND REIMBURSABLE EXPENSES

ATKINS

The Standard Hourly Rates and Reimbursable Expenses are subject to periodic review and adjustment annually.

The following hourly rates include direct and indirect costs except direct expenses. Indirect costs include such items as overhead,

profit and such statutory and customary fringe benefits as social security contributions, sick leave, unemployment, excise and

payroll taxes, workmen's compensation, health and retirement benefits, bonuses, annual leave and holiday pay.

Hourly rates in effect on the date of the Agreement (April 2020) are:

Classification Rates

ENGINEERING / ARCHITECTURAL / PLANNING SERVICES

Practice Manager

Sr. Project Manager

Project Manager

Sr. Eng/Arch/Planner IV

Sr. Eng/Arch/Planner III

Sr. Eng/Arch/Planner II

Sr. Eng/Arch/Planner I

Eng/Arch/Planner II

Eng/Arch/Planner I

$250.00

$220.00

$180.00

$245.00

$200.00

$180.00

$145.00

$125.00

$105.00

ENVIRONMENTAL / ECOLOGICAL SERVICES

Sr. Scientist I

Scientist II

Scientist I

Technician

$120.00

$100.00

$90.00

$80.00

CONSTRUCTION SERVICES

Sr. Construction Management Rep.

Construction Management Rep. II

Construction Management Rep. I

$155.00

$130.00

$110.00

DESIGN / DRAFTING / SUPPORT STAFF

Clerical/Administrative

Sr. Designer/CAD Technician

Designer/CAD Technician

$90.00

$115.00

$100.00

SURVEYING SERVICES

Sr. Surveyor

Survey Field Coordinator

Survey CADD Technician

$150.00

$110.00

$90.00

CONTRACT FOR CONTINUING SERVICES (Construction Projects & Study Activity)

This Contract is made by and between the SEBRING AIRPORT AUTHORITY, hereinafter referred to as the AUTHORITY, and Amherst Consulting Company, LLC. a Florida corporation, hereinafter referred to as the CONSULTANT, whose address is 2300 Maitland Center Parkway, Suite 106, Maitland, FL 32751. In consideration of the mutual promises contained herein, the AUTHORITY and the CONSULTANT agree:

The CONSULTANT’s responsibility under this Contract is to provide professional services related to tasks and projects hereinafter provided. These services may include aviation consulting, engineering, and other professional services as described in the response CONSULTANT provided with respect to the Request for Qualifications 19-04. This Contract shall be deemed a “continuing contract” under Section 287.055, Florida Statutes.

The services performed by the CONSULTANT under this Contract may include professional services for construction or study activity projects in which the estimated construction cost of each individual construction project or the fee of each individual study does not exceed the maximum amount permitted for a continuing contract pursuant to applicable law, including Section 287.055(2)(g), Florida Statutes, as may be amended.

Provisions of this Contract may be amended and updated periodically as deemed appropriate by the parties to reflect changes in professional business practices and general economic conditions without invalidating the effect of the nature of this Contract.

Significant tasks or projects shall be initiated by a separate Consultant Services Authorization (CSA) which will include a Scope of Services and Schedule of Payments. Each CSA shall identify whether it is a construction or study activity project, and shall include a duration during which the services shall be performed by the CONSULTANT based on the nature of the work as approved by the AUTHORITY. General consulting work shall not require a separate CSA.

This Contract shall be effective upon the date of execution by all parties and shall continue thereafter until terminated in accordance with the General Terms and Conditions attached hereto.

The AUTHORITY shall pay the CONSULTANT for satisfactory performance, as specified, subject to additions and deletions by amendments as otherwise provided in this Contract.

Services of the CONSULTANT shall be under the general direction of designated individuals, who shall act as the AUTHORITY’s representative during the performance of this Contract. The CONSULTANT shall submit to the AUTHORITY a brief written report concerning the status of active projects.

This Contract shall include the following documents, which are attached to and hereby made a part of this Contract:

Attachment 1: General Terms and Conditions Attachment 2: Compensation Schedule

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ATTEST:

By _______ _______ 8 D. Craig Jotmson, as its Secretary or ~vitt, as its Asst. Secretary

ATTEST:

~m70anllim~D Print Title: Chief Operating Officer (COO)

ti6 os;()-0 7H) I

SEBRING AIRPORT AUTHORITY

'L~ By ___,,.,.-;..:-,;;;;---------□ ~ntey t=I. Wells, as its Chair or □-rernll Morns, as its Vice Chair

Mike Willingham I Z~ eC(...+ I1/f l) i'( t c-h✓

Amherst Consulting Company, LLC

Print Name: Todd N. Zimmerman, PE Print Title: President/CEO

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ARTICLE 1 – PAYMENTS TO CONSULTANT

ATTACHMENT 1

GENERAL TERMS AND CONDITIONS TO THE

CONTRACT FOR CONTINUING SERVICES BY AND BETWEEN

SEBRING AIRPORT AUTHORITY AND Amhurst consulting Company, LLC

This Attachment contains the general terms and conditions for the Contract for Continuing Services (herein referred to as the “Contract”) dated May 21, 2020 _________________________, 2020, by and between the SEBRING AIRPORT AUTHORITY, a body politic and corporate of the State of Florida (hereinreferred to as the “AUTHORITY”) and Amhurst Consulting Company, LLC a Florida corporation, (herein r eferred to as the “CONSULTANT”).

The CONSULTANT will bill the AUTHORITY at the amounts set forth in the Schedule of Payments for services satisfactorily rendered toward the completion of the Scope of Work on a monthly basis or as otherwise provided in a Consultant Services Authorization (“CSA”) for specific services initiated pursuant to the Contract. The amounts billed shall be pursuant to the Compensation Schedule set forth in Attachment 2 of the Contract and shall represent the approximate completion of services outlined in the Scope of Work developed for each authorization.

ARTICLE 2 – REIMBURSABLES

“Out-of-Pocket” expenses will be reimbursed in accordance with the list of the types of expenditures eligible for reimbursement. All requests for payment of “out-of-pocket” expenses eligible for reimbursement under the terms of this Contract shall include copies of paid receipts, invoices, or other documentation acceptable to the AUTHORITY. Such documentation shall be sufficient to establish that the expense was actually incurred and necessary in the performance of the applicable Scope of Work. Any travel, per diem, mileage, meals, or lodging expenses which may be reimbursable under the terms of this Contract will be paid in accordance with the rates and conditions set forth in Section 112.061, Florida Statutes.

ARTICLE 3 – PAYMENT OF INVOICES

Prior to payment, invoices received from the CONSULTANT pursuant to the Contract will be reviewed and approved by the initiating department, indicating that services have been rendered in conformity with the Contract or applicable CSA. Invoices must reference the current purchase order number (if any). Payment shall be made in accordance with the CSA for specific projects.

ARTICLE 4 – TRUTH-IN-NEGOTIATION CERTIFICATE

The signing of the Contract and any Consultant Services Authorization by the CONSULTANT shall act as the execution of a truth-in-negotiation certificate certifying that the wage rates and costs used to determine the compensation provided for in the Contract and that CSA are accurate, complete and current as of the date of this Contract and that CSA.

The said rates and costs shall be adjusted to exclude any significant sums should the AUTHORITY determine that the rates and costs were increased due to the inaccurate, incomplete or noncurrent

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wage rates or due to inaccurate representations of fees paid to outside consultants. The AUTHORITY shall exercise its rights under this “Certificate” within one year following final payment.

ARTICLE 5 – TERMINATION

This Contract may be terminated by the CONSULTANT upon 30 days prior written notice to the AUTHORITY in the event of substantial failure by the AUTHORITY to perform in accordance with the terms of this Contract through no fault of the CONSULTANT. It may also be terminated by the AUTHORITY with or without cause upon 30 days written notice to the CONSULTANT. Unless the CONSULTANT is in breach of this Contract, the CONSULTANT shall be paid for services rendered to the AUTHORITY through the date of termination. After receipt of a Termination Notice and except as otherwise directed by the AUTHORITY, the CONSULTANT shall:

A. Stop work on the date and to the extent specified.

B. Terminate and settle all orders and subcontracts relating to the performance of terminated work.

C. Transfer all work in process, completed work, and other material related to the terminated work to the AUTHORITY.

D. Continue and complete all parts of the work that have not been terminated.

ARTICLE 6 - PERSONNEL

The CONSULTANT represents that it has, or will secure at its own expense, all necessary personnel required to perform the services under this Contract. Such personnel shall not be employees of or have any contractual relationship with the AUTHORITY.

All of the services required hereunder shall be performed by the CONSULTANT or under its supervision, and all personnel engaged in performing the services shall be fully qualified and, if required, authorized or permitted under state and local law to perform such services.

Any changes or substitutions in the CONSULTANT’s key personnel as may be listed herein must be made known to the AUTHORITY’s representative and written approval granted by the AUTHORITY before said change or substitution can become effective.

ARTICLE 7 – KEY PERSONNEL ASSIGNMENT

The CONSULTANT and the AUTHORITY agree to assign the following key personnel required to perform the services necessary under this Contract:

Contact Person for the Consultant: Todd Zimmerman 2300 Maitland Center Parkway, Suite 106 Maitland, FL 32751

Contact Person for Authority: Mike Willingham Executive Director Sebring Airport Authority 128 Authority Lane Sebring, FL 33870

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ARTICLE 8 - SUBCONTRACTING

For any specific project, the CONSULTANT reserves the right to select necessary subcontractors.

The AUTHORITY reserves the right to accept the use of a subcontractor or to reject the selection of a particular subcontractor and to inspect all facilities of any subcontractors in order to make a determination as to the capability of the subcontractor to perform properly under this Contract. The CONSULTANT is encouraged to seek minority and women business enterprises for participation in subcontracting opportunities.

If a subcontractor fails to perform or make progress, as required by this Contract, and it is necessary to replace the subcontractor to complete the work in a timely fashion, the CONSULTANT shall promptly do so, subject to acceptance of the new subcontractor by the AUTHORITY.

ARTICLE 9 – FEDERAL AND STATE TAX

The AUTHORITY is exempt from Federal Tax and State Tax for Tangible Personal Property. The AUTHORITY will sign an exemption certificate submitted by the CONSULTANT. The CONSULTANT shall not be exempted from paying sales tax to its suppliers for materials to fulfill contractual obligations with the AUTHORITY, nor shall the CONSULTANT be authorized to use the AUTHORITY’s Tax Exemption Number in obtaining such materials.

The CONSULTANT shall be responsible for payment of its own taxes.

ARTICLE 10 – AVAILABILITY OF FUNDS

The obligations of the AUTHORITY under this Contract are subject to the availability of funds lawfully appropriated for its purpose by the Board of the Sebring Airport Authority.

ARTICLE 11 – INSURANCE

A. The CONSULTANT shall not commence work under this Contract or any CSA unless it has all insurance required under this paragraph and that insurance has been approved by the AUTHORITY. In the event the insurance coverage expires prior to the completion of any Project, a renewal certificate shall be issued 30-days prior to said expiration date.

B. All insurance policies shall be issued by companies authorized or approved to do business under the laws of the State of Florida. The CONSULTANT shall furnish Certificates of Insurance to the AUTHORITY prior to the commencement of work under this Contract. The Certificates shall clearly indicate that the CONSULTANT has obtained insurance of the type, amount, and classifications required for strict compliance with this Article. Compliance with the foregoing requirements shall not relieve the CONSULTANT of its liability and obligations under this Contract.

C. The CONSULTANT shall purchase and maintain professional liability or malpractice or errors or omissions insurance with minimum limits of $2,000,000 per occurrence and annual aggregate. If a claims made form of coverage is provided, the retroactive date of coverage shall be no later than the inception date of claims made coverage, unless the prior policy was extended indefinitely to cover prior acts. Coverage shall be extended beyond the policy year either by a supplemental extended reporting

3

period (ERP) of as great duration as available, and with no less coverage and with reinstated aggregate limits, or by requiring that any new policy provide a retroactive date no later than the inception date of claims made coverage.

D. The CONSULTANT shall maintain, during the life of this Contract, comprehensive general liability insurance in the amount of $1,000,000 per occurrence to protect the CONSULTANT from claims of bodily injury and property damages which may arise from any operations under this Contract whether such operations be by the CONSULTANT or by anyone directly employed by or contracting with the CONSULTANT.

E. The CONSULTANT shall maintain, during the life of this Contract, comprehensive automobile liability insurance in the amounts of $1,000,000 combined single limit for bodily injury and property damage to protect the CONSULTANT from claims for damages for bodily injury, including wrongful death, as well as from claims from property damage, which may arise from the ownership, use, or maintenance of owned and non-owned automobiles, including rented automobiles whether such operations be by the CONSULTANT or by anyone directly or indirectly employed by the CONSULTANT.

F. The CONSULTANT shall maintain, during the life of this Contract, adequate Workman’s Compensation Insurance and Employer’s Liability Insurance in at least such amounts as are required by law for all of its employees performing work for the AUTHORITY pursuant to this Contract.

G. All insurance, other than Professional Liability and Workman’s Compensation, to be maintained by the CONSULTANT shall specifically include the AUTHORITY as an “Additional Insured”.

ARTICLE 12 - STANDARD OF CARE

The CONSULTANT covenants that all services shall be performed by skilled and competent personnel to generally accepted professional standards under similar conditions.

ARTICLE 13 – INDEMNIFICATION

Subject to limitations of Florida law, the CONSULTANT shall indemnify and hold harmless the AUTHORITY, and its officers and employees, from liabilities, damages, losses, and costs, including, but not limited to, reasonable attorneys’ fees, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the CONSULTANT and other persons employed or utilized by the CONSULTANT in t he performance of the Contract. CONSULTANT’s liability for indemnification shall be limited to $2,000,000.00.

ARTICLE 14 – SUCCESSORS AND ASSIGNS

The AUTHORITY and the CONSULTANT each binds itself and its partners, successors, executors, administrators and assigns to the other party of this Contract and to the partners, successors, executors, administrators and assigns of such other party, in respect to all covenants of this Contract. Neither the AUTHORITY nor the CONSULTANT shall assign, convey or transfer its interest in the Contract without the written consent of the other, which shall not be unreasonably withheld. Nothing herein shall be construed as creating any personal liability on the part of any

4

officer or agent of the AUTHORITY which may be a party hereto, nor shall it be construed as giving any rights or benefits hereunder to anyone other than the AUTHORITY and the CONSULTANT.

ARTICLE 15 – REMEDIES

This Contract shall be governed by the laws of the State of Florida. Any and all legal action necessary to enforce the Contract will be held in Highlands County, Florida, and the Contract will be interpreted according to the laws of the State of Florida. No remedy herein conferred upon any party is intended to be exclusive of any other remedy, and each and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or by statute or otherwise. No single or partial exercise by any party of any right, power, or remedy hereunder shall preclude any other or further exercise thereof.

ARTICLE 16 – CONFLICT OF INTEREST

The CONSULTANT represents that it presently has no interest and shall acquire no interest, either direct or indirect, which would conflict in any manner with the performance of services required hereunder, consistent with the intent and declaration of policy stated in Section 112.311, Florida Statutes. The CONSULTANT further represents that no person having any interest shall be employed for said performance.

The CONSULTANT shall promptly notify the AUTHORITY in writing of potential conflicts of interest for any prospective business associations, interest or other circumstances which may influence or appear to influence the CONSULTANT’s judgment or quality of services being provided under a specific CSA. Such written notification shall identify the prospective business association, interest or circumstance, the nature of work that the CONSULTANT may undertake and request an opinion of the AUTHORITY as to whether the association, interest or circumstance would, in the opinion of the AUTHORITY, constitute a conflict of interest if entered into by the CONSULTANT. The AUTHORITY agrees to notify the CONSULTANT of its opinion by certified mail within 30 days of receipt of notification by the CONSULTANT. If, in the opinion of the AUTHORITY, the prospective business association, interest or circumstance would not constitute a conflict of interest by the CONSULTANT, the AUTHORITY shall so state in the notification, and it shall be deemed not to be a conflict of interest with respect to services provided to the AUTHORITY by the CONSULTANT under the terms of this Contract.

ARTICLE 17 – EXCUSABLE DELAYS

The CONSULTANT shall not be considered in default by reason of any failure in performance if such failure arises out of causes reasonably beyond the CONSULTANT’s control and without its fault or negligence. Such causes may include, but are not limited to: acts of God, the AUTHORITY’s omissive and commissive failures; natural or public health emergencies; labor disputes; freight embargoes; and severe weather conditions. The CONSULTANT shall be responsible for the timely completion of subcontractor’s work.

Upon the CONSULTANT’s request, the AUTHORITY shall consider the facts and extent of any failure to perform the work and, if the CONSULTANT’s failure to perform was due to causes reasonably beyond the CONSULTANT’s control and without its fault or negligence, the Contract Schedule and/or other affected provision of this Contract shall be revised accordingly, subject to the AUTHORITY’s rights to change, terminate, or stop any or all of the work at any time.

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ARTICLE 18 – ARREARS

The CONSULTANT shall not pledge the AUTHORITY’s credit or make the AUTHORITY a guarantor of payment or surety for any contract, debt, obligation, judgment, lien or any form of indebtedness. The CONSULTANT further warrants and represents that it has no obligation or indebtedness that would impair its ability to fulfill the terms of this Contract.

ARTICLE 19 – DISCLOSURE AND OWNERSHIP OF DOCUMENTS

The CONSULTANT shall deliver to the AUTHORITY, if requested, reproducibles and computer files of all final documents and materials prepared by and for the AUTHORITY under this Contract and any CSA, including, but not limited to Project Specifications and Record Drawings. All documents provided by CONSULTANT to AUTHORITY shall be delivered both in hard-copy and in digital, hyperlink formats.

All written and oral information not in the public domain or not previously known, and all information and data obtained, developed, or supplied by the AUTHORITY or at its expense will be kept confidential by the CONSULTANT and will not be disclosed to any other party, directly or indirectly, without the AUTHORITY’s prior written consent unless required by a law, notwithstanding that the CONSULTANT will be permitted to disclose such information to the affected building trades. All drawings, maps, sketches, and other data developed, or purchased, under this Contract or at the AUTHORITY’s expense shall be and remain its property and may be reproduced and reused at the direction of the AUTHORITY.

CONSULTANT shall grant the AUTHORITY unlimited license to use all work product to complete any on-going projects, provided that use by the AUTHORITY of the work product is at the AUTHORITY’s sole risk and without liability or legal exposure to CONSULTANT or anyone working by or through CONSULTANT and further provided that CONSULTANT is paid all undisputed monies due under the applicable project from which the work product was rendered.

ARTICLE 20 – INDEPENDENT CONSULTANT RELATIONSHIP

The CONSULTANT is, and shall be, in the performance of all work, services, and activities under this Contract an independent contractor, and not an employee, agent, or servant of the AUTHORITY. All persons engaged in any of the work or services performed pursuant to this Contract shall at all times, and in all places, be subject to the CONSULTANT’s sole direction, supervision, and control. The CONSULTANT shall exercise control over the means and manner in which it and its employees perform the work, and in all respects the CONSULTANT’s relationship and the relationship of its employees to the AUTHORITY shall be that of an independent contractor and not as employees or agents of the AUTHORITY.

The CONSULTANT does not have the power or authority to bind the AUTHORITY in any promise, agreement or representation other than specifically provided for in this Contract or amendment thereto.

ARTICLE 21 – CONTINGENT FEES

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

6

gift, or any other consideration contingent upon or resulting from the award or making of this Contract.

ARTICLE 22 – ACCESS AND AUDITS

The CONSULTANT shall maintain adequate records to justify all charges, expenses, and costs incurred in performing work pursuant to this Contract for at least three (3) years after completion of this Contract. The AUTHORITY shall have access to such books, records, and documents as required in this section for the purpose of inspection or audit during normal business hours, at the AUTHORITY’s cost, upon five (5) days written notice.

ARTICLE 23 – NONDISCRIMINATION

The CONSULTANT represents, to the best of its knowledge, that all of its employees are treated equally during employment without regard to race, color, religion, sex, age, national origin, handicap, or marital status.

ARTICLE 24 – COMPLIANCE WITH DAVIS-BACON ACT REQUIREMENTS

The CONSULTANT hereby agrees, where required on Federal Grant assisted projects, to comply with applicable portions of the Davis-Bacon and related acts which regulate employee wages and benefits. The CONSULTANT further acknowledges the possible necessity for amending the Contract in order to comply with Federal guidelines applicable to Grant Assisted projects which may be undertaken by the AUTHORITY.

ARTICLE 25 – SURVIVAL

All covenants, agreements, and representations made herein, or otherwise made in writing by any party pursuant hereto, including but not limited to any representations made herein relating to disclosure or ownership or documents, shall survive the execution and delivery of this Contract and consummation of the transactions contemplated hereby.

ARTICLE 26 – ENTIRETY OF CONTRACTUAL AGREEMENT

The AUTHORITY and the CONSULTANT agree that this Contract 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 Contract may be added to, modified, superseded or otherwise altered, except by written instrument executed by the parties hereto.

ARTICLE 27 – ENFORCEMENT COSTS

In any action brought by either party for the interpretation or enforcement of the obligations of the other party, including the establishment of a right to indemnification, the prevailing party shall be entitled to recover from the losing party all reasonable attorney’s fees, paralegal fees, court and other costs, even if not taxable as court costs, whether incurred before or at trial, on appeal, in bankruptcy or in post judgment collections.

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ARTICLE 28 – AUTHORITY TO PRACTICE

The CONSULTANT hereby represents and warrants that it has and will continue to maintain all licenses and approvals required to conduct its business, that it will at all times conduct its business activities in a reputable manner, and that it will maintain for duration of this Contract a current certificate of registration required under Florida Statutes.

ARTICLE 29 - SEVERABILITY

If any term or provision of this Contract, or the application thereof to any person or circumstances shall, to any extent, be held invalid or unenforceable, the remainder of this Contract, or the application of such term or provision, to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected, and every other term and provision of this Contract shall be deemed valid and enforceable to the extent permitted by law.

ARTICLE 30 – AMENDMENTS AND MODIFICATION

No amendments and/or modifications of this Contract or any Consultant Services Authorization shall be valid unless in writing and signed by each of the parties.

The AUTHORITY reserves the right to make changes in the scope of work, including alterations, reductions therein or additions thereto. Upon receipt by the CONSULTANT of the AUTHORITY’s notification of a contemplated change, the CONSULTANT shall, if requested by AUTHORITY: (1) provide an estimate for the increase or decrease in cost due to the contemplated change, (2) notify the AUTHORITY of any estimated change in the completion date, and (3) advise the AUTHORITY in writing if the contemplated change shall effect the CONSULTANT’s ability to meet the completion dates or schedules of this Contract.

If the AUTHORITY so instructs in writing, the CONSULTANT shall suspend work on the portion of the work affected by a contemplated change, pending the AUTHORITY’s decision to proceed with the change.

If the AUTHORITY elects to make the change, the AUTHORITY shall issue a written amendment or Change Order and the CONSULTANT shall not commence work on any such change until such written amendment or change order has been issued and signed by each of the parties.

ARTICLE 31 – CONSTRUCTION COST AND ESTIMATES

As to construction projects, the “Construction Cost” shall be the total cost or estimated cost to the AUTHORITY of all elements of the Project(s), including design costs, designed or specified by the CONSULTANT including costs of additives or deductive work items regardless of whether they are awarded for construction. It shall include the cost at current market rates of labor and materials furnished by the AUTHORITY and equipment designed, specified, selected or specially provided for by the CONSULTANT, including a reasonable allowance of the Contractor’s overhead and profit. In addition, a reasonable allowance for contingencies shall be included for market conditions at the time of bidding and for changes in the work during construction.

The ability to complete Projects at or under budget is of great importance to the AUTHORITY. Evaluations of individual Project budget(s), preliminary estimates of Construction Cost, and detailed estimates of Construction Cost prepared by the CONSULTANT, shall represent the CONSULTANT’s best judgment as a design professional familiar with the construction industry.

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CONSULTANT shall review the Project budget prior to undertaking substantive work on the Project. If CONSULTANT initially determines that the Construction Cost will likely exceed the budget, CONSULTANT shall promptly notify AUTHORITY in writing and suspend further work on the Project.

If CONSULTANT initially believes that the Construction Cost of the proposed Project will likely not exceed the budget, CONSULTANT shall proceed with its work until it has completed approximately thirty percent (30%) of the Project’s overall professional services, at which point CONSULTANT shall deliver to AUTHORITY a detailed written estimate of Construction Cost (“First Estimate”). The AUTHORITY shall review the First Estimate and provide a written directive to either continue or suspend work on the Project.

If AUTHORITY has directed CONSULTANT to continue work on the Project, CONSULTANT shall proceed with its work until it has completed approximately ninety percent (90%) of the Project’s overall professional services, at which point CONSULTANT shall deliver to AUTHORITY another detailed written estimate of Construction Cost (“Second Estimate”). If the Second Estimate exceeds the First Estimate by more than five percent (5%), the CONSULTANT shall explain, in writing, the reason(s) for the increase. The AUTHORITY shall review the Second Estimate and provide a written directive to either continue or suspend work on the Project.

If the Second Estimate is exceeded by the lowest bona fide bid or negotiated proposal, the AUTHORITY shall:

31.1 give written approval of an increase in such fixed limit;

31.2 authorize rebidding or renegotiating of the project(s) within a reasonable time;

31.3 abandon the project(s); or

31.4 cooperate in revising the project(s) scope and quality as required to reduce the Construction Cost.

If the AUTHORITY chooses to proceed in accordance with either 31.2 or 31.4 above, the CONSULTANT shall, at its own expense, either a) modify the contract documents or plans, as necessary and subsequently approved by the Authority, or b) re-bid the Project to achieve a lower bona fide bid or negotiated proposal. If no such lower bid or proposal can be obtained after appropriate modification of the contract documents, AUTHORITY may proceed in accordance with 31.1, 31.3 or any other option that may be available to AUTHORITY in the AUTHORITY’s discretion.

ARTICLE 32 – AUTHORITY’S RESPONSIBILITIES

Provided such information is reasonably required by the CONSULTANT to perform its services under this Contract, the AUTHORITY shall:

1. Provide full information regarding requirements for the projects and tasks, including a program which shall set forth the AUTHORITY’s objectives, schedule, constraints and criteria, including space requirements and relationships, flexibility, expandability, special equipment, systems and site requirements.

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2. Designate a representative authorized to act on the AUTHORITY’s behalf with respect to the projects or tasks. The AUTHORITY or that authorized representative shall render decisions in a timely manner pertaining to documents submitted by the CONSULTANT in order to avoid unreasonable delay in the orderly and sequential progress of the CONSULTANT’s services.

3. Furnish, to the extent in its possession, surveys describing available information on utility locations, written legal descriptions of the sites, easements, encroachments, zoning, deed restrictions, and other available information to assist the CONSULTANT in developing proper scopes of service and fulfilling project or task objectives.

4. Assist in gaining access to and make all provisions for access required for the CONSULTANT to enter upon public and private property as required for the CONSULTANT to perform services under this Contract.

5. Examine all studies, reports, sketches, drawings, specifications, proposals and other documents presented by the CONSULTANT and render decisions and comments regarding them within a reasonable time so as not to delay the services of the CONSULTANT.

6. Bear all reasonable costs incident to compliance with the requirements of this Article.

ARTICLE 33 – NOTICE

All notices required in this Contract shall be sent certified mail, return receipt requested, and if sent to the AUTHORITY shall be mailed to:

Mike Willingham Executive Director Sebring Airport Authority 128 Authority Lane Sebring, FL 33870

and if sent to the CONSULTANT shall be mailed to:

Todd Zimmerman Amhurst Consulting Company, LLC 2300 Maitland Center Parkway #106 Maitland, FL 32751

ARTICLE 34 – PUBLIC ENTITY CRIMES

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, subcontractor, or consultant under a contract with any public entity; and may not transact business with any public entity in excess of the threshold amount provided in s. 287.017, Florida Statutes for CATEGORY TWO for a period of 36 months following the date of being placed on the convicted vendor list. By signing the Contract, CONSULTANT certifies that it is

10

not subject to denial or revocation of the right to transact business with public entities pursuant to s. 287.133, Florida Statutes.

ARTICLE 35 – SCRUTINIZED COMPANIES

By signing the Contract, CONSULTANT certifies that it is not ineligible, pursuant to Florida Statute 287.135, to bid on, submit a proposal for, or enter into or renew a contract pursuant to Florida Statute 287.135. AUTHORITY may terminate the Contract at its option if CONSULTANT is found to have submitted a false certification pursuant to section 287.135, F.S., been placed on the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or been engaged in business operations in Cuba or Syria. AUTHORITY may also terminate the Contract at its option if CONSULTANT is found to have been placed on the Scrutinized Companies that Boycott Israel List or is engaged in a boycott of Israel.

ARTICLE 36 – COMPLIANCE WITH ALL LAWS

In provision of services pursuant to the Contract, CONSULTANT shall comply with all applicable federal, state, and local laws, rules, and regulations.

ARTICLE 37 – PUBLIC RECORDS

AS REQUIRED BY § 119.0701(2)(a), FLORIDA STATUTES: IF CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONSULTANT’S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS, Beverly K. Glarner AT 863-314-1301, EMAIL: bev@sebring-airport.com OR 128 AUTHORITY LANE, SEBRING, FLORIDA 33870.

CONSULTANT shall:

37.1 Keep and maintain public records required by AUTHORITY to perform services.

37.2 Upon request from AUTHORITY’s custodian of public records, CONSULTANT shall provide the AUTHORITY with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes, or as otherwise provided by law.

37.3 Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the Contract term and following completion of the Contract if CONSULTANT does not transfer the records to the AUTHORITY.

37.4 Upon completion of the Contract, transfer, at no cost to the AUTHORITY, all public records in possession of CONSULTANT or keep and maintain public records required by AUTHORITY to perform the services. If the CONSULTANT transfers all public records to the AUTHORITY upon completion of the Contract, CONSULTANT shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If CONSULTANT keeps and maintains public records upon completion of the Contract, CONSULTANT shall meet all

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applicable requirements for retaining public records. All records stored electronically must be provided to the AUTHORITY, upon request from the AUTHORITY’s custodian of public records, in a format that is compatible with the information technology systems of the AUTHORITY.

END ATTACHMENT 1

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ATTACHMENT 2Compensation Schedule for Sebring Airport Authority

Amherst Consulting Company, LLC Typical Prime Consultant Billing Rates

2020

FUNCTION 2020 HOURLY BILLING RATE

Principal $235.00

Project Director $200.00

Sr. Project Manager $185.00

Project Manager $155.00

Sr. Engineer/Planner II $155.00

Sr. Engineer/Planner I $140.00

Engineer/Planner II $120.00

Engineer/Planner I $105.00

Sr. Designer/CAD Technician II $125.00

Sr. Designer/CAD Technician I $105.00

Designer/CAD Technician II $95.00

Designer/CAD Technician I $80.00

Sr. Administrative Assistant $85.00

Administrative Assistant $70.00

Sr. Construction Manager $180.00

Construction Manager $150.00

Sr. Construction RPR $110.00

Construction RPR $90.00

Expenses Per Project

Per Diem (RPR) Per Project

Note: Billing rates are specific to function, not necessarily individual employees

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CONTRACT FOR CONTINUING SERVICES (Construction Projects & Study Activity)

This Contract is made by and between the SEBRING AIRPORT AUTHORITY, hereinafter referred to as the AUTHORITY, and AECOM Technical Services, Inc., a California corporation, hereinafter referred to as the CONSULTANT, whose address is 7650 W. Courtney Campbell Causeway, Tampa, Florida 33607. In consideration of the mutual promises contained herein, the AUTHORITY and the CONSULTANT agree:

The CONSULTANT’s responsibility under this Contract is to provide professional services related to tasks and projects hereinafter provided. These services may include aviation consulting, engineering, and other professional services as described in the response CONSULTANT provided with respect to the Request for Qualifications 19-04. This Contract shall be deemed a “continuing contract” under Section 287.055, Florida Statutes.

The services performed by the CONSULTANT under this Contract may include professional services for construction or study activity projects in which the estimated construction cost of each individual construction project or the fee of each individual study does not exceed the maximum amount permitted for a continuing contract pursuant to applicable law, including Section 287.055(2)(g), Florida Statutes, as may be amended.

Provisions of this Contract may be amended and updated periodically as deemed appropriate by the parties to reflect changes in professional business practices and general economic conditions without invalidating the effect of the nature of this Contract.

Significant tasks or projects shall be initiated by a separate Consultant Services Authorization (CSA) which will include a Scope of Services and Schedule of Payments. Each CSA shall identify whether it is a construction or study activity project, and shall include a duration during which the services shall be performed by the CONSULTANT based on the nature of the work as approved by the AUTHORITY. General consulting work shall not require a separate CSA.

This Contract shall be effective upon the date of execution by all parties and shall continue thereafter until terminated in accordance with the General Terms and Conditions attached hereto.

The AUTHORITY shall pay the CONSULTANT for satisfactory performance, as specified, subject to additions and deletions by amendments as otherwise provided in this Contract.

Services of the CONSULTANT shall be under the general direction of designated individuals, who shall act as the AUTHORITY’s representative during the performance of this Contract. The CONSULTANT shall submit to the AUTHORITY a brief written report concerning the status of active projects.

This Contract shall include the following documents, which are attached to and hereby made a part of this Contract:

Attachment 1: General Terms and Conditions Attachment 2: Compensation Schedule

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-

IN WITNESS WHEREOF, the AUTHORITY and CONSULTANT have made and executed this Contract as of the _±L_ day of (v\ ~

ATTEST:

By __::::~:;.-:.,~---=- - -------□ 97-Craig Johnson, as its Secretary or □ Pet~as its Asst. Secretary

, 2020.

SEBRING AIRPORT AUTHORITY

By □ 0 --

Stafiley t=t. Well57as its Chair or 'fetrill Mo11 is, as its Vice Chair

Mike WIiiingham , ~x r C:U'ti ~

AECOM Technical ervices, Inc.

' I

Print Name: Steven G. Print Title: Vice Presid

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ATTACHMENT 1

GENERAL TERMS AND CONDITIONS TO THE

CONTRACT FOR CONTINUING SERVICES BY AND BETWEEN

SEBRING AIRPORT AUTHORITY AND AECOM TECHNICAL SERVICES, INC.

This Attachment contains the general terms and conditions for the Contract for Continuing Services (herein referred to as the “Contract”) dated May 20, 2020 _________________________, 2020, by and between the S EBRING AIRPORT AUTHORITY, a body politic and c orporate of the State of Florida (herein referred to as the “AUTHORITY”) and AECOM TECHNICAL SERVICES, INC., a California corporation, (herein r eferred to as the “CONSULTANT”).

ARTICLE 1 – PAYMENTS TO CONSULTANT

The CONSULTANT will bill the AUTHORITY at the amounts set forth in the Schedule of Payments for services satisfactorily rendered toward the completion of the Scope of Work on a monthly basis or as otherwise provided in a Consultant Services Authorization (“CSA”) for specific services initiated pursuant to the Contract. The amounts billed shall be pursuant to the Compensation Schedule set forth in Attachment 2 of the Contract and shall represent the approximate completion of services outlined in the Scope of Work developed for each authorization.

ARTICLE 2 – REIMBURSABLES

“Out-of-Pocket” expenses will be reimbursed in accordance with the list of the types of expenditures eligible for reimbursement. All requests for payment of “out-of-pocket” expenses eligible for reimbursement under the terms of this Contract shall include copies of paid receipts, invoices, or other documentation acceptable to the AUTHORITY. Such documentation shall be sufficient to establish that the expense was actually incurred and necessary in the performance of the applicable Scope of Work. Any travel, per diem, mileage, meals, or lodging expenses which may be reimbursable under the terms of this Contract will be paid in accordance with the rates and conditions set forth in Section 112.061, Florida Statutes.

ARTICLE 3 – PAYMENT OF INVOICES

Prior to payment, invoices received from the CONSULTANT pursuant to the Contract will be reviewed and approved by the initiating department, indicating that services have been rendered in conformity with the Contract or applicable CSA. Invoices must reference the current purchase order number (if any). Payment shall be made in accordance with the CSA for specific projects.

ARTICLE 4 – TRUTH-IN-NEGOTIATION CERTIFICATE

The signing of the Contract and any Consultant Services Authorization by the CONSULTANT shall act as the execution of a truth-in-negotiation certificate certifying that the wage rates and costs used to determine the compensation provided for in the Contract and that CSA are accurate, complete and current as of the date of this Contract and that CSA.

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The said rates and costs shall be adjusted to exclude any significant sums should the AUTHORITY determine that the rates and costs were increased due to the inaccurate, incomplete or noncurrent wage rates or due to inaccurate representations of fees paid to outside consultants. The AUTHORITY shall exercise its rights under this “Certificate” within one year following final payment.

ARTICLE 5 – TERMINATION

This Contract may be terminated by the CONSULTANT upon 30 days prior written notice to the AUTHORITY in the event of substantial failure by the AUTHORITY to perform in accordance with the terms of this Contract through no fault of the CONSULTANT. It may also be terminated by the AUTHORITY with or without cause upon 30 days written notice to the CONSULTANT. Unless the CONSULTANT is in breach of this Contract, the CONSULTANT shall be paid for services rendered to the AUTHORITY through the date of termination. After receipt of a Termination Notice and except as otherwise directed by the AUTHORITY, the CONSULTANT shall:

A. Stop work on the date and to the extent specified.

B. Terminate and settle all orders and subcontracts relating to the performance of terminated work.

C. Transfer all work in process, completed work, and other material related to the terminated work to the AUTHORITY.

D. Continue and complete all parts of the work that have not been terminated.

ARTICLE 6 - PERSONNEL

The CONSULTANT represents that it has, or will secure at its own expense, all necessary personnel required to perform the services under this Contract. Such personnel shall not be employees of or have any contractual relationship with the AUTHORITY.

All of the services required hereunder shall be performed by the CONSULTANT or under its supervision, and all personnel engaged in performing the services shall be fully qualified and, if required, authorized or permitted under state and local law to perform such services.

Any changes or substitutions in the CONSULTANT’s key personnel as may be listed herein must be made known to the AUTHORITY’s representative and written approval granted by the AUTHORITY before said change or substitution can become effective.

ARTICLE 7 – KEY PERSONNEL ASSIGNMENT

The CONSULTANT and the AUTHORITY agree to assign the following key personnel required to perform the services necessary under this Contract:

Contact Person for the Consultant: Kelli Piercy, PE AECOM Technical Services, Inc. 7650 W. Courtney Campbell Causeway Tampa, FL 33607

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Contact Person for Authority: Mike Willingham Executive Director Sebring Airport Authority 128 Authority Lane Sebring, FL 33870

ARTICLE 8 - SUBCONTRACTING

For any specific project, the CONSULTANT reserves the right to select necessary subcontractors.

The AUTHORITY reserves the right to accept the use of a subcontractor or to reject the selection of a particular subcontractor and to inspect all facilities of any subcontractors in order to make a determination as to the capability of the subcontractor to perform properly under this Contract. The CONSULTANT is encouraged to seek minority and women business enterprises for participation in subcontracting opportunities.

If a subcontractor fails to perform or make progress, as required by this Contract, and it is necessary to replace the subcontractor to complete the work in a timely fashion, the CONSULTANT shall promptly do so, subject to acceptance of the new subcontractor by the AUTHORITY.

ARTICLE 9 – FEDERAL AND STATE TAX

The AUTHORITY is exempt from Federal Tax and State Tax for Tangible Personal Property. The AUTHORITY will sign an exemption certificate submitted by the CONSULTANT. The CONSULTANT shall not be exempted from paying sales tax to its suppliers for materials to fulfill contractual obligations with the AUTHORITY, nor shall the CONSULTANT be authorized to use the AUTHORITY’s Tax Exemption Number in obtaining such materials.

The CONSULTANT shall be responsible for payment of its own taxes.

ARTICLE 10 – AVAILABILITY OF FUNDS

The obligations of the AUTHORITY under this Contract are subject to the availability of funds lawfully appropriated for its purpose by the Board of the Sebring Airport Authority.

ARTICLE 11 – INSURANCE

A. The CONSULTANT shall not commence work under this Contract or any CSA unless it has all insurance required under this paragraph and that insurance has been approved by the AUTHORITY. In the event the insurance coverage expires prior to the completion of any Project, a renewal certificate shall be issued 30-days prior to said expiration date.

B. All insurance policies shall be issued by companies authorized or approved to do business under the laws of the State of Florida. The CONSULTANT shall furnish Certificates of Insurance to the AUTHORITY prior to the commencement of work under this Contract. The Certificates shall clearly indicate that the CONSULTANT has obtained insurance of the type, amount, and classifications required for strict compliance with this Article. Compliance with the foregoing

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requirements shall not relieve the CONSULTANT of its liability and obligations under this Contract.

C. The CONSULTANT shall purchase and maintain professional liability or malpractice or errors or omissions insurance with minimum limits of $2,000,000 per occurrence and annual aggregate. If a claims made form of coverage is provided, the retroactive date of coverage shall be no later than the inception date of claims made coverage, unless the prior policy was extended indefinitely to cover prior acts. Coverage shall be extended beyond the policy year either by a supplemental extended reporting period (ERP) of as great duration as available, and with no less coverage and with reinstated aggregate limits, or by requiring that any new policy provide a retroactive date no later than the inception date of claims made coverage.

D. The CONSULTANT shall maintain, during the life of this Contract, comprehensive general liability insurance in the amount of $1,000,000 per occurrence to protect the CONSULTANT from claims of bodily injury and property damages which may arise from any operations under this Contract whether such operations be by the CONSULTANT or by anyone directly employed by or contracting with the CONSULTANT.

E. The CONSULTANT shall maintain, during the life of this Contract, comprehensive automobile liability insurance in the amounts of $1,000,000 combined single limit for bodily injury and property damage to protect the CONSULTANT from claims for damages for bodily injury, including wrongful death, as well as from claims from property damage, which may arise from the ownership, use, or maintenance of owned and non-owned automobiles, including rented automobiles whether such operations be by the CONSULTANT or by anyone directly or indirectly employed by the CONSULTANT.

F. The CONSULTANT shall maintain, during the life of this Contract, adequate Workman’s Compensation Insurance and Employer’s Liability Insurance in at least such amounts as are required by law for all of its employees performing work for the AUTHORITY pursuant to this Contract.

G. All insurance, other than Professional Liability and Workman’s Compensation, to be maintained by the CONSULTANT shall specifically include the AUTHORITY as an “Additional Insured”.

ARTICLE 12 - STANDARD OF CARE

The CONSULTANT covenants that all services shall be performed by skilled and competent personnel to generally accepted professional standards under similar conditions.

ARTICLE 13 – INDEMNIFICATION

Subject to limitations of Florida law, the CONSULTANT shall indemnify and hold harmless the AUTHORITY, and its officers and employees, from liabilities, damages, losses, and costs, including, but not limited to, reasonable attorneys’ fees, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the CONSULTANT and other persons

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employed or utilized by the CONSULTANT in the performance of the Contract. CONSULTANT’s liability for indemnification shall be limited to $2,000,000.00.

ARTICLE 14 – SUCCESSORS AND ASSIGNS

The AUTHORITY and the CONSULTANT each binds itself and its partners, successors, executors, administrators and assigns to the other party of this Contract and to the partners, successors, executors, administrators and assigns of such other party, in respect to all covenants of this Contract. Neither the AUTHORITY nor the CONSULTANT shall assign, convey or transfer its interest in the Contract without the written consent of the other, which shall not be unreasonably withheld. Nothing herein shall be construed as creating any personal liability on the part of any officer or agent of the AUTHORITY which may be a party hereto, nor shall it be construed as giving any rights or benefits hereunder to anyone other than the AUTHORITY and the CONSULTANT.

ARTICLE 15 – REMEDIES

This Contract shall be governed by the laws of the State of Florida. Any and all legal action necessary to enforce the Contract will be held in Highlands County, Florida, and the Contract will be interpreted according to the laws of the State of Florida. No remedy herein conferred upon any party is intended to be exclusive of any other remedy, and each and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or by statute or otherwise. No single or partial exercise by any party of any right, power, or remedy hereunder shall preclude any other or further exercise thereof.

ARTICLE 16 – CONFLICT OF INTEREST

The CONSULTANT represents that it presently has no interest and shall acquire no interest, either direct or indirect, which would conflict in any manner with the performance of services required hereunder, consistent with the intent and declaration of policy stated in Section 112.311, Florida Statutes. The CONSULTANT further represents that no person having any interest shall be employed for said performance.

The CONSULTANT shall promptly notify the AUTHORITY in writing of potential conflicts of interest for any prospective business associations, interest or other circumstances which may influence or appear to influence the CONSULTANT’s judgment or quality of services being provided under a specific CSA. Such written notification shall identify the prospective business association, interest or circumstance, the nature of work that the CONSULTANT may undertake and request an opinion of the AUTHORITY as to whether the association, interest or circumstance would, in the opinion of the AUTHORITY, constitute a conflict of interest if entered into by the CONSULTANT. The AUTHORITY agrees to notify the CONSULTANT of its opinion by certified mail within 30 days of receipt of notification by the CONSULTANT. If, in the opinion of the AUTHORITY, the prospective business association, interest or circumstance would not constitute a conflict of interest by the CONSULTANT, the AUTHORITY shall so state in the notification, and it shall be deemed not to be a conflict of interest with respect to services provided to the AUTHORITY by the CONSULTANT under the terms of this Contract.

ARTICLE 17 – EXCUSABLE DELAYS

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The CONSULTANT shall not be considered in default by reason of any failure in performance if such failure arises out of causes reasonably beyond the CONSULTANT’s control and without its fault or negligence. Such causes may include, but are not limited to: acts of God, the AUTHORITY’s omissive and commissive failures; natural or public health emergencies; labor disputes; freight embargoes; and severe weather conditions. The CONSULTANT shall be responsible for the timely completion of subcontractor’s work.

Upon the CONSULTANT’s request, the AUTHORITY shall consider the facts and extent of any failure to perform the work and, if the CONSULTANT’s failure to perform was due to causes reasonably beyond the CONSULTANT’s control and without its fault or negligence, the Contract Schedule and/or other affected provision of this Contract shall be revised accordingly, subject to the AUTHORITY’s rights to change, terminate, or stop any or all of the work at any time.

ARTICLE 18 – ARREARS

The CONSULTANT shall not pledge the AUTHORITY’s credit or make the AUTHORITY a guarantor of payment or surety for any contract, debt, obligation, judgment, lien or any form of indebtedness. The CONSULTANT further warrants and represents that it has no obligation or indebtedness that would impair its ability to fulfill the terms of this Contract.

ARTICLE 19 – DISCLOSURE AND OWNERSHIP OF DOCUMENTS

The CONSULTANT shall deliver to the AUTHORITY, if requested, reproducibles and computer files of all final documents and materials prepared by and for the AUTHORITY under this Contract and any CSA, including, but not limited to Project Specifications and Record Drawings. All documents provided by CONSULTANT to AUTHORITY shall be delivered both in hard-copy and in digital, hyperlink formats.

All written and oral information not in the public domain or not previously known, and all information and data obtained, developed, or supplied by the AUTHORITY or at its expense will be kept confidential by the CONSULTANT and will not be disclosed to any other party, directly or indirectly, without the AUTHORITY’s prior written consent unless required by a law, notwithstanding that the CONSULTANT will be permitted to disclose such information to the affected building trades. All drawings, maps, sketches, and other data developed, or purchased, under this Contract or at the AUTHORITY’s expense shall be and remain its property and may be reproduced and reused at the direction of the AUTHORITY.

CONSULTANT shall grant the AUTHORITY unlimited license to use all work product to complete any on-going projects, provided that use by the AUTHORITY of the work product is at the AUTHORITY’s sole risk and without liability or legal exposure to CONSULTANT or anyone working by or through CONSULTANT and further provided that CONSULTANT is paid all undisputed monies due under the applicable project from which the work product was rendered.

ARTICLE 20 – INDEPENDENT CONSULTANT RELATIONSHIP

The CONSULTANT is, and shall be, in the performance of all work, services, and activities under this Contract an independent contractor, and not an employee, agent, or servant of the AUTHORITY. All persons engaged in any of the work or services performed pursuant to this Contract shall at all times, and in all places, be subject to the CONSULTANT’s sole direction, supervision, and control. The CONSULTANT shall exercise control over the means and

8

manner in which it and its employees perform the work, and in all respects the CONSULTANT’s relationship and the relationship of its employees to the AUTHORITY shall be that of an independent contractor and not as employees or agents of the AUTHORITY.

The CONSULTANT does not have the power or authority to bind the AUTHORITY in any promise, agreement or representation other than specifically provided for in this Contract or amendment thereto.

ARTICLE 21 – CONTINGENT FEES

The CONSULTANT represents that it has not employed or retained any company or person, other than a bona fide employee working solely for the CONSULTANT, to solicit or secure this Contract and that it has not paid or agreed to pay any person, company, corporation, individual, or firm, other than a bona fide employee working solely for the CONSULTANT, any fee, commission, percentage, gift, or any other consideration contingent upon or resulting from the award or making of this Contract.

ARTICLE 22 – ACCESS AND AUDITS

The CONSULTANT shall maintain adequate records to justify all charges, expenses, and costs incurred in performing work pursuant to this Contract for at least three (3) years after completion of this Contract. The AUTHORITY shall have access to such books, records, and documents as required in this section for the purpose of inspection or audit during normal business hours, at the AUTHORITY’s cost, upon five (5) days written notice.

ARTICLE 23 – NONDISCRIMINATION

The CONSULTANT represents, to the best of its knowledge, that all of its employees are treated equally during employment without regard to race, color, religion, sex, age, national origin, handicap, or marital status.

ARTICLE 24 – COMPLIANCE WITH DAVIS-BACON ACT REQUIREMENTS

The CONSULTANT hereby agrees, where required on Federal Grant assisted projects, to comply with applicable portions of the Davis-Bacon and related acts which regulate employee wages and benefits. The CONSULTANT further acknowledges the possible necessity for amending the Contract in order to comply with Federal guidelines applicable to Grant Assisted projects which may be undertaken by the AUTHORITY.

ARTICLE 25 – SURVIVAL

All covenants, agreements, and representations made herein, or otherwise made in writing by any party pursuant hereto, including but not limited to any representations made herein relating to disclosure or ownership or documents, shall survive the execution and delivery of this Contract and consummation of the transactions contemplated hereby.

ARTICLE 26 – ENTIRETY OF CONTRACTUAL AGREEMENT

The AUTHORITY and the CONSULTANT agree that this Contract 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 Contract

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may be added to, modified, superseded or otherwise altered, except by written instrument executed by the parties hereto.

ARTICLE 27 – ENFORCEMENT COSTS

In any action brought by either party for the interpretation or enforcement of the obligations of the other party, including the establishment of a right to indemnification, the prevailing party shall be entitled to recover from the losing party all reasonable attorney’s fees, paralegal fees, court and other costs, even if not taxable as court costs, whether incurred before or at trial, on appeal, in bankruptcy or in post judgment collections.

ARTICLE 28 – AUTHORITY TO PRACTICE

The CONSULTANT hereby represents and warrants that it has and will continue to maintain all licenses and approvals required to conduct its business, that it will at all times conduct its business activities in a reputable manner, and that it will maintain for duration of this Contract a current certificate of registration required under Florida Statutes.

ARTICLE 29 - SEVERABILITY

If any term or provision of this Contract, or the application thereof to any person or circumstances shall, to any extent, be held invalid or unenforceable, the remainder of this Contract, or the application of such term or provision, to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected, and every other term and provision of this Contract shall be deemed valid and enforceable to the extent permitted by law.

ARTICLE 30 – AMENDMENTS AND MODIFICATION

No amendments and/or modifications of this Contract or any Consultant Services Authorization shall be valid unless in writing and signed by each of the parties.

The AUTHORITY reserves the right to make changes in the scope of work, including alterations, reductions therein or additions thereto. Upon receipt by the CONSULTANT of the AUTHORITY’s notification of a contemplated change, the CONSULTANT shall, if requested by AUTHORITY: (1) provide an estimate for the increase or decrease in cost due to the contemplated change, (2) notify the AUTHORITY of any estimated change in the completion date, and (3) advise the AUTHORITY in writing if the contemplated change shall effect the CONSULTANT’s ability to meet the completion dates or schedules of this Contract.

If the AUTHORITY so instructs in writing, the CONSULTANT shall suspend work on the portion of the work affected by a contemplated change, pending the AUTHORITY’s decision to proceed with the change.

If the AUTHORITY elects to make the change, the AUTHORITY shall issue a written amendment or Change Order and the CONSULTANT shall not commence work on any such change until such written amendment or change order has been issued and signed by each of the parties.

ARTICLE 31 – CONSTRUCTION COST AND ESTIMATES

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As to construction projects, the “Construction Cost” shall be the total cost or estimated cost to the AUTHORITY of all elements of the Project(s), including design costs, designed or specified by the CONSULTANT including costs of additives or deductive work items regardless of whether they are awarded for construction. It shall include the cost at current market rates of labor and materials furnished by the AUTHORITY and equipment designed, specified, selected or specially provided for by the CONSULTANT, including a reasonable allowance of the Contractor’s overhead and profit. In addition, a reasonable allowance for contingencies shall be included for market conditions at the time of bidding and for changes in the work during construction.

The ability to complete Projects at or under budget is of great importance to the AUTHORITY. Evaluations of individual Project budget(s), preliminary estimates of Construction Cost, and detailed estimates of Construction Cost prepared by the CONSULTANT, shall represent the CONSULTANT’s judgment as a design professional familiar with the construction industry.

CONSULTANT shall review the Project budget prior to undertaking substantive work on the Project. If CONSULTANT initially determines that the Construction Cost will likely exceed the budget, CONSULTANT shall promptly notify AUTHORITY in writing and suspend further work on the Project.

If CONSULTANT initially believes that the Construction Cost of the proposed Project will likely not exceed the budget, CONSULTANT shall proceed with its work until it has completed approximately thirty percent (30%) of the Project’s overall professional services, at which point CONSULTANT shall deliver to AUTHORITY a detailed written estimate of Construction Cost (“First Estimate”). The AUTHORITY shall review the First Estimate and provide a written directive to either continue or suspend work on the Project.

If AUTHORITY has directed CONSULTANT to continue work on the Project, CONSULTANT shall proceed with its work until it has completed approximately ninety percent (90%) of the Project’s overall professional services, at which point CONSULTANT shall deliver to AUTHORITY another detailed written estimate of Construction Cost (“Second Estimate”). If the Second Estimate exceeds the First Estimate by more than five percent (5%), the CONSULTANT shall explain, in writing, the reason(s) for the increase. The AUTHORITY shall review the Second Estimate and provide a written directive to either continue or suspend work on the Project.

If the Second Estimate is exceeded by the lowest bona fide bid or negotiated proposal, the AUTHORITY shall:

31.1 give written approval of an increase in such fixed limit;

31.2 authorize rebidding or renegotiating of the project(s) within a reasonable time;

31.3 abandon the project(s); or

31.4 cooperate in revising the project(s) scope and quality as required to reduce the Construction Cost.

If the AUTHORITY chooses to proceed in accordance with either 31.2 or 31.4 above, the CONSULTANT shall, at its own expense, either a) modify the contract documents or plans, as necessary and subsequently approved by the Authority, or b) re-bid the Project to achieve a

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lower bona fide bid or negotiated proposal. If no such lower bid or proposal can be obtained after appropriate modification of the contract documents, AUTHORITY may proceed in accordance with 31.1, 31.3 or any other option that may be available to AUTHORITY in the AUTHORITY’s discretion.

ARTICLE 32 – AUTHORITY’S RESPONSIBILITIES

Provided such information is reasonably required by the CONSULTANT to perform its services under this Contract, the AUTHORITY shall:

1. Provide full information regarding requirements for the projects and tasks, including a program which shall set forth the AUTHORITY’s objectives, schedule, constraints and criteria, including space requirements and relationships, flexibility, expandability, special equipment, systems and site requirements.

2. Designate a representative authorized to act on the AUTHORITY’s behalf with respect to the projects or tasks. The AUTHORITY or that authorized representative shall render decisions in a timely manner pertaining to documents submitted by the CONSULTANT in order to avoid unreasonable delay in the orderly and sequential progress of the CONSULTANT’s services.

3. Furnish, to the extent in its possession, surveys describing available information on utility locations, written legal descriptions of the sites, easements, encroachments, zoning, deed restrictions, and other available information to assist the CONSULTANT in developing proper scopes of service and fulfilling project or task objectives.

4. Assist in gaining access to and make all provisions for access required for the CONSULTANT to enter upon public and private property as required for the CONSULTANT to perform services under this Contract.

5. Examine all studies, reports, sketches, drawings, specifications, proposals and other documents presented by the CONSULTANT and render decisions and comments regarding them within a reasonable time so as not to delay the services of the CONSULTANT.

6. Bear all reasonable costs incident to compliance with the requirements of this Article.

ARTICLE 33 – NOTICE

All notices required in this Contract shall be sent certified mail, return receipt requested, and if sent to the AUTHORITY shall be mailed to:

Mike Willingham Executive Director Sebring Airport Authority 128 Authority Lane Sebring, FL 33870

and if sent to the CONSULTANT shall be mailed to:

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Steven G. Henriquez, PE AECOM Technical Services, Inc. 7650 W. Courtney Campbell Causeway Tampa, FL 33607

ARTICLE 34 – PUBLIC ENTITY CRIMES

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, subcontractor, or consultant under a contract with any public entity; and may not transact business with any public entity in excess of the threshold amount provided in s. 287.017, Florida Statutes for CATEGORY TWO for a period of 36 months following the date of being placed on the convicted vendor list. By signing the Contract, CONSULTANT certifies that it is not subject to denial or revocation of the right to transact business with public entities pursuant to s. 287.133, Florida Statutes.

ARTICLE 35 – SCRUTINIZED COMPANIES

By signing the Contract, CONSULTANT certifies that it is not ineligible, pursuant to Florida Statute 287.135, to bid on, submit a proposal for, or enter into or renew a contract pursuant to Florida Statute 287.135. AUTHORITY may terminate the Contract at its option if CONSULTANT is found to have submitted a false certification pursuant to section 287.135, F.S., been placed on the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or been engaged in business operations in Cuba or Syria. AUTHORITY may also terminate the Contract at its option if CONSULTANT is found to have been placed on the Scrutinized Companies that Boycott Israel List or is engaged in a boycott of Israel.

ARTICLE 36 – COMPLIANCE WITH ALL LAWS

In provision of services pursuant to the Contract, CONSULTANT shall comply with all applicable federal, state, and local laws, rules, and regulations.

ARTICLE 37 – PUBLIC RECORDS

AS REQUIRED BY § 119.0701(2)(a), FLORIDA STATUTES: IF CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONSULTANT’S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS, Beverly K. Glarner AT 863-314-1301, EMAIL: bev@sebring-airport.com OR 128 AUTHORITY LANE, SEBRING, FLORIDA 33870.

CONSULTANT shall:

13

37.1 Keep and maintain public records required by AUTHORITY to perform services.

37.2 Upon request from AUTHORITY’s custodian of public records, CONSULTANT shall provide the AUTHORITY with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes, or as otherwise provided by law.

37.3 Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the Contract term and following completion of the Contract if CONSULTANT does not transfer the records to the AUTHORITY.

37.4 Upon completion of the Contract, transfer, at no cost to the AUTHORITY, all public records in possession of CONSULTANT or keep and maintain public records required by AUTHORITY to perform the services. If the CONSULTANT transfers all public records to the AUTHORITY upon completion of the Contract, CONSULTANT shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If CONSULTANT keeps and maintains public records upon completion of the Contract, CONSULTANT shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the AUTHORITY, upon request from the AUTHORITY’s custodian of public records, in a format that is compatible with the information technology systems of the AUTHORITY.

ARTICLE 38 – PURSUANT TO FLORIDA STATUTES, SECTION558.0035, AN INDIVIDUAL EMPLOYEE OR AGENT OFCONSULTANT MAY NOT BE HELD INDIVIDUALLY LIABLEFOR NEGLIGENCE.

-- END ATTACHMENT 1 --

14

EXHIBIT A AECOM TECHNICAL SERVICES, INC.

SEBRING AIRPORT AUTHORITY / SEBRING REGIONAL AIRPORT

PROPOSED HOURLY RATES FOR CALENDAR YEAR 2020

Job Classification Billable Rate ($ / hour)

Vice President / Principal $290.00

Project Manager $185.00

Senior Architect $175.00

Project Architect $140.00

Construction Manager $155.00

Senior Construction Inspector $115.00

Project Construction Inspector $85.00

Senior Civil Engineer $165.00

Project Civil Engineer $140.00

Civil Engineer $110.00

Senior Electrical Engineer $165.00

Project Electrical Engineer $135.00

Electrical Engineer $110.00

Senior Environmental Engineer $160.00

Project Environmental Engineer $125.00

Environmental Engineer $100.00

Senior Geotechnical Engineer $175.00

Project Geotechnical Engineer $155.00

Geotechnical Engineer $105.00

Senior Structural Engineer $180.00

Project Structural Engineer $145.00

Structural Engineer $110.00

Page 1 of 2

EXHIBIT A AECOM TECHNICAL SERVICES, INC.

SEBRING AIRPORT AUTHORITY / SEBRING REGIONAL AIRPORT

PROPOSED HOURLY RATES FOR CALENDAR YEAR 2020

Senior Environmental Scientist $160.00

Project Environmental Scientist $125.00

Senior Water Resources Engineer $175.00

Project Water Resources Engineer $135.00

Water Resources Engineer $110.00

Senior Engineer $175.00

Project Engineer $140.00

Engineer $110.00

Senior Planner $180.00

Project Planner $140.00

Senior Landscape Architect $155.00

Landscape Architect $105.00

Senior Geologist $140.00

Project Geologist $105.00

Senior GIS Specialist $130.00

Project GIS Specialist $95.00

Field Technician $85.00

Senior Designer $140.00

Drafter / CADD Operator $105.00

Operations Specialist $95.00

Fiscal / Accounting $75.00

Administrative / Clerical $75.00

Page 2 of 2

RESOLUTION SAA 20-09

A RESOLUTION OF THE SEBRING AIRPORT AUTHORITY TO APPROVE AMENDMENT S20-05 TO THE 2019-2020 BUDGET.

WHEREAS, The Sebring Airpo11 Authority is req uired to have an operating budget; and

WHEREAS, said budget is to be used as a tool to project revenues, expenses and reserves; and

WHEREAS, said budget is to be used as a control of costs and expenditures; and

WHEREAS, said budget can be amended from time to time by action of the Sebring Airpo11 Authority Board of Directors;

NOW, THEREFORE, BE IT RESOLVED BY A MAJORITY OF THE MEMBERS OF THE SEBRING AIRPORT AUTHORITY AS FOLLOWS:

SECTION 1. The Sebring Airport Authority hereby approves the 2019-2020 Budget Amendment S20-05 as presented.

SECTION 2. This Resolution shall take effect immediately upon its adoption.

PASSED AND ADOPTED this 21st day of May 2020.

SEBRING AIRPORT AUTHORITY

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SEBRING AIRPORT AUTHORITY AGENDA ITEM SUMMARY

MEETING DA TE:

PRESENTER:

AGENDA ITEM:

May 21, 2020

Mike Willingham

SEF Track Reconstruction - RWSummers - Change Order #8

BACKGROUND: Change Order #08 is a credit to the contract and includes the deduction of the Change Order #05 work associated with the Turf care pit system that was not required. This change order will also reconcile the final contract amount for the Project.

REQUESTED MOTION:

BOARD ACTION:

APPROVED DENIED

---___

DEFERRED OTHER

---

---

Move to approve and authorize Mike Willingham to execute the same.

X

--

Change Order

Change Order

PROJECT: FOOT FPN: 444395-1-94-01

SEfSllmgNrport Au1tl0111y

T,..d< Rec:omlUCllon - Padcage 1

CONTRACT INFORMATION: CCnndlor: SEF Sc:t>ri'Jg Akp«1 Alll>a1l'j

gig/2019

CHANGE ORDER INFO:

O.ngeOro..-No.: 3

Dato< 6/11/2020

OWNER; Mike~-El(8(u1M) OlreQor

12B~Lare

Stl>r'llg. ~ 33670

OWNER'S REPRESENTATIVE: 151' l!toeclwi,v. &Jlle202

Fart My,n. Fl33001

CONTRACTOR: RW&lrnmers. Inc. J693!:estGantfyRold

8"'10#, Fl 33830

THECONTRACT IS CHANGED AS FOU.OWS:

The onginal (Cootred Sum) (Guarantood maximum Price) was

Netchange by previously alfhOrized Change on!OIS

Tho (Contract Sum) (G.Jerant~ maximum Price) prior to !hi&O>Mge order was

The new (Conlnact Sum) (Guaranteed maximum Prioe) lnduding tHs Change orderw1n ba

$ 2,774,979.66 -------5 __2_70..;.,0_1_4_68__

s _ __,;3._044_.;...994_ .34__

$ 3,041,546.12

CHANGE ORDER DETAILS • CONTRACT FINAL EARTHWORK QUANTITY RECONCll.lATION Thi&Q\angeOrd« is for the final reconciliation of wor1c for Ille project ba,;odon final oompleled wak

1) DeductChange Order #05 due to WDfk onIha exisllng Turfcere Pit OOI being n,quired. $ - ---- --2) Raconcillallon to a,rmct Anal Cortract Amount. $

TheCortracl Sum WWI ba 1ncr&a$8d by this Olenge oroer in the amourt of $ -----TheCottract Time w,11 be (ooehanged) byThe date ofSub5tantlalCanpletlon asof the daloor this ChengeOrder therefore is

HOT VALID UlfTl SIGNfD Ill' TH~ R~PRf:S!NTATIVE, CONTRACTOR ANO OWNER.

Alldns NMh America RW S ummers, Inc. Seb<lf111 AJrpo,t Authority OWNER'S REPRESENTATIVE CONTI!ACTOR

_.,;,,-,,,,,.~ r?'~ SIGNATURE SIGNATURE

Kellin McCauley MikeWlRlnghamC.L~~ LJ[(t PRINTED N!UIE PRINTI:O NAME PRINTED NAIIIE

5/11/2020 f1. l'l Lo1.o DATE DATE ~ DATE