MANATEE COUNTY PORT AUTHORITY AGENDA

July 30, 2024

9:00 a.m.

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

1. CALL TO ORDER

2. Public Comments

   
   

3. Consent Agenda

   Requests by Port Authority (items to be pulled from Consent Agenda)

   
   

4. Executive Director Comments

   
   

5. Commissioner Comments

   
   

6. Adjourn

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

Kevin Van Ostenbridge, Chairman;

Jason Bearden 1st Vice-Chairman; Ray Turner 2nd Vice-Chairman; Amanda Ballard 3rd Vice-Chairman; George Kruse, Member; Mike Rahn, Member;

District One - vacant

July 30, 2024

1. CONSENT AGENDA

   
   

   1. Warrant List

      
      

   2. Minutes – June 20, 2024

      
      

   3. Budget Resolution

      
      

   4. Asset Deletion

      
      

   5. Memorandum of Agreement with United States Coast Guard for Hurricane Berthing Space

      
      

   6. Second Five-Year Extension and Amendment of Marine Towing Tugboat Service Agreement

      
      

   7. Assignment of Port Manatee Tugboat Services License Agreement and Extension

      
      

   8. Berth 6 Concrete Repair Change Order No. 1

      
      

   9. Cargo Pad Contract Award

RECOMMENDATION:

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

‌Manatee County Port Authority Warrant (Check) Listing

06/13/2024 to 07/16/2024

Manatee County Port Authority Warrant (Check) Listing

06/13/2024 to 07/16/2024

Manatee County Port Authority Warrant (Check) Listing

06/13/2024 to 07/16/2024

Total warrants (checks) for period reported 1,623,906.28

‌MANATEE COUNTY PORT AUTHORITY REGULAR MEETING

COUNTY ADMINISTRATION CENTER, HONORABLE PATRICIA M. GLASS CHAMBERS

1112 Manatee Avenue West Bradenton, Florida

June 20, 2024

https://www.youtube.com/channel/UC4KFtzaC9Z87D5mn_SKKtBA

Present were:

Kevin Van Ostenbridge, Chairman Jason Bearden, First Vice-Chairman Ray Turner, Second Vice-Chairman Amanda Ballard, Third Vice-Chairman George W. Kruse

Mike Rahn

District One Seat is vacant

Also present were:

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

Dustin Peebles Accounting, Clerk of the Circuit Court Robin Toth, Deputy Clerk, Clerk of the Circuit Court

1. CALL TO ORDER

   Chairman Van Ostenbridge called the meeting to order at 9:03 a.m.

   
   

   AGENDA PA20240620DOC001

   Agenda Update Memorandum (6/18/24) PA20240620DOC002

   • Agenda Item 3.C., Budget Resolution PA-24-15 – Updated to include the budget of two, used mobile harbor cranes

   • Agenda Item 3.K., Purchase of used Mobile Harbor Cranes – Added to the Agenda

2. PUBLIC COMMENTS

   There being no public comments, Chairman Van Ostenbridge closed public comments.

   CONSENT AGENDA PA20240620DOC003

3. A motion was made by Member Rahn, seconded by Member Turner and carried 6 to 0, with one seat vacant, to approve the Consent Agenda, incorporating the language as stated in the recommended motions on the cover sheets for the Consent Agenda, and as amended.

   1. WARRANT LIST

      Accepted Warrant Listing from May 16, 2024, to June 12, 2024 PA20240620DOC004

   2. MINUTES

      Approved the Minutes of May 28, 2024

   3. BUDGET AMENDMENT

      Adopted Budget Resolution PA-24-15, budgeting for the following:

      • Decrease of $229,297 of Port Capital Improvement expense to close out the completed Customs Upgrades Intermodal Building and TECO Land Purchase projects and transfer back to Port cash;

      • Budgets $360,000 of Port cash for the purchase of off-site, storm water mitigation for Phase I of the development of approximately 11.5 acres on the eastern side of Zone B located in the middle of the Port;

      • Budgets $344,000 for the upgrade of network infrastructure, which will improve performance, expand Wi-Fi coverage, enhance security, allow seamless integration of modern applications and services, and ensure compliance with

        JUNE 20, 2024 (Continued)

        
        

        industry regulations and standards while proactively mitigating risks associated with network vulnerabilities and data breaches;

      • Budgets $1,963,036 for Rail Yard Spur project funded 50 percent ($981,518) FDOT and 50 percent ($981,518) Port cash, for design and construction of rail spur and approximately 670 feet of loading track in Zone B located at the center of the Port; and

      • Budgets $1,991,309 for the Rail Yard Development project funded 75 percent FDOT ($1,493,482) and 25 percent ($497,827) Port cash for the design, permitting, and first phase construction of mainline rail yard development, which includes a class one mainline rail track and four siding tracks

      • Budgets $1,500,000 for the purchase of two mobile harbor cranes

        PA20240620DOC005

   4. PUBLIC TRANSPORTATION GRANT AGREEMENT – RAIL YARD DEVELOPMENT

      Adopted Resolution PA-24-16, authorizing execution of Public Transportation Grant Agreement with Florida Department of Transportation (FDOT) for rail yard development (FDOT $1,493,482; Port $497,827); total project cost $1,991,309 PA20240620DOC006

   5. PUBLIC TRANSPORTATION GRANT AGREEMENT – RAIL SPUR

      Adopted Resolution PA-24-17, authorizing execution of Public Transportation Grant Agreement with FDOT, for the rail yard development initiative including a rail spur and additional rail capacity (FDOT $981,518; Port $981,518); total project cost $1,963,036

      PA20240620DOC007

   6. ZONE B EAST DEVELOPMENT STORMWATER TREATMENT CAPACITY

      Approved and authorized Chairman to execute Schedule A No. 02 with National Stormwater Trust, Inc., Purchase of additional stormwater capacity by .48 acres for Zone B East Development Project, additional amount of $360,000 PA20240620DOC0008

   7. KONECRANES – AMENDMENT 1

      Approved and authorized Chairman to execute Amendment 1 to Agreement (3/21/24) with Konecranes, for upgraded spreaders in the amount of $86,800 PA20240620DOC009

   8. PORT MANATEE AND AGUNSA MANATEE TERMINAL LLC CONSOLIDATED LEASE – FIRST AMENDMENT

      Approved and authorized Chairman to execute First Amendment to Port Manatee and Agunsa Manatee Terminal LLC, Consolidated Lease (8/22/23), extending the term of the lease until September 30, 2024, with three (3), ten-year renewal options. Minimum annual guarantee will be reduced from 400,000 to 300,000 tons for Fiscal Years 2024 and 2025 PA20240620DOC010

   9. AGUNSA MANATEE TERMINAL LLC AND MEDCEM MADENCILIK A.S. – SUBLEASE

      Approved and authorized Chairman to execute Resolution PA-24-18, authorizing Agunsa Manatee Terminals LLC, to sublease four acres of land and certain offices at SeaPort Manatee to Medcem Madencilik A.S. (Medcem), for the purpose of offloading, storing, handling, bagging and related services for importation, manufacturing and distribution of cement and cement-related products PA20240620DOC011

   10. DELETION OF PORT ASSETS

       Authorized removal of assets as listed on attached Asset Deletion – June 20, 2024, from the Fixed Asset Listing PA20240620DOC012

   11. PURCHASE OF USED MOBILE HARBOR CRANES

   Authorized issuance of purchase order to Gulf Stevedoring LLC, in the amount of

   $1,500,000, for the purchase of two, used Gottwald mobile harbor cranes (1997 and 2014 used harbor cranes) PA20240620DOC013

   (End Consent Agenda)

   
   

4. EXECUTIVE DIRECTOR COMMENTS

   Carlos Buqueras, Executive Director, stated the Port Authority continues to move forward to develop and expand the Port.

5. AUTHORITY MEMBER COMMENTS

JUNE 20, 2024 (Continued)

There were no Member comments.

ADJOURN

There being no further business, Chairman Van Ostenbridge adjourned the meeting at 9:04 a.m.

Minutes Approved:                   

‌July 30, 2024

CONSENT

AGENDA ITEM 3.C: BUDGET RESOLUTION BACKGROUND:

This resolution budgets the following:

• Budgets $250,000 to construct equipment (dump shoot) for bulk cargo to be loaded into rail cars. The switch from trucks to rail cars will reduce emissions and increase safety. Regional Rail, the Port’s rail operator, will reimburse the Port 25% of project costs.

• Budget BU24000558 approved at the June 20, 2024, Port Authority meeting contained a scrivener’s error. The budget for the design and construction of a rail spur should have been

  $1,963,036 instead of $1,936,036.

  
  

• Budgets $280,000 for the Seaport Access Control Center Upgrades project funded $210,000 by FDOT and $70,000 of Port cash for a new parking area, fire suppression upgrades, and modernized customer service area of the Access Control Center.

ATTACHMENT:

Budget Resolution PA-24-19

COST AND FUNDING SOURCE:

Budgets $210,000 FDOT, $257,500 Port cash, and $62,500 contribution.

CONSEQUENCES IF DEFERRED:

Delay in budget allocations.

LEGAL COUNSEL REVIEW: N/A

RECOMMENDATION:

Move to adopt Budget Resolution PA-24-19.

RESOLUTION PA-24-19 AMENDING THE ANNUAL BUDGET

FOR MANATEE COUNTY PORT AUTHORITY FOR FISCAL YEAR 2023-2024

WHEREAS, Sections 129.06 and 180.016, Florida Statutes, authorizes the Manatee County Port Authority to amend its budget for the current fiscal year as follows:

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

   
   

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

   
   

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

NOW, THEREFORE, BE IT RESOLVED by the Manatee County Port Authority that the 2023-2024 budget is hereby amended in accordance with Section 129.06 and 180.016, Florida Statutes as described on the attached summary and specified in the budget adjustment batch files which are listed below:

ADOPTED with a quorum present and voting this the 30th day of July 2024.

ATTEST: ANGELINA M. COLONNESO MANATEE COUNTY PORT AUTHORITY

CLERK OF CIRCUIT COURT

By:                                   

BUDGET AMENDMENT RESOLUTION NO. PA-24-19 AGENDA DATE: July 30, 2024

1. Fund: Port Capital Improvement Section: Rail Roading Facility

   Description: Budgets $250,000 for construction of an equipment dump shoot funded 75% ($187,500) Port cash and 25% ($62,500) contribution from Regional Rail.

   
   

   Batch ID: BAAL073024A Reference: BU24000618

   
   

2. Fund: FDOT – 50%

   Port Cash – 50%

   
   

   Section: Rail Yard Spur

   
   

   Description: The budget corrects a scrivener’s error for the rail yard spur project that was approved at the June 20, 2024, Port Authority meeting. The budget should have been $1,963,036 instead of $1,936,036.

   
   

   Batch ID: BAAL062024A Reference: BU24000558

   
   

3. Fund: FDOT – 75%

   Port Cash – 25%

   
   

   Section: Seaport Access Control Center Upgrades

   
   

   Description: Budgets $280,000 for Upgrades to the Access Control Center funded $210,000 by FDOT grant and $70,000 Port cash.

   
   

   Batch ID: BAAL073024A/B Reference: BU24000619

   ‌July 30, 2024

   
   

   CONSENT

   AGENDA ITEM 3.D: DELETION OF PORT ASSETS BACKGROUND:

   Several old, obsolete assets that are no longer in use and are uneconomical to upgrade or repair are considered surplus and should be removed from the Manatee County Port Authority Fixed Assets Listing. The surplus assets will be offered for public bid, auctioned, destroyed, and/or E-scrapped.

   
   

   ATTACHMENT:

   
   

   Asset Deletion - July 30, 2024

   
   

   COST AND FUNDING SOURCE:

   
   

   N/A.

   
   

   CONSEQUENCES IF DEFERRED:

   
   

   Delay in updating property records.

   
   

   LEGAL REVIEW: N/A

   
   

   RECOMMENDATION:

   
   

   Remove assets as listed on the attached Asset Deletion – July 30, 2024, from the Fixed Assets Listing.

   Asset Deletion - July 30, 2024

   
   

   Asset #	Description	Serial/VIN#	Date Purchased	Cost	Value	Status	Remarks
   59514	Copier, Kyocera Task Alpha	N431X02005	09/15/15	$ 4,575.00	$ -	Obsolete	Surplus/ Tampa Liquidators
   65072	Copier, Kyocera Task Alpha	5003IRFU9X03045	06/09/20	$ 5,760.94	$ -	Obsolete	Surplus/ Tampa Liquidators

   ‌July 30, 2024

   
   

   CONSENT

   AGENDA ITEM 3.E.: MEMORANDUM OF AGREEMENT WITH UNITED

   STATES COAST GUARD FOR HURRICANE BERTHING SPACE

   
   

   BACKGROUND:

   
   

   The United States Coast Guard (USCG) reached out to SeaPort Manatee to provide temporary berthing space at no cost to the USCG during each hurricane season. The purpose of the agreement is to allow a contingent of USCG personnel and resources to increase the USCG’s ability to continue providing vital support to the maritime community with minimal disruption(s) during the threat of and following hurricane activity. The term of the Memorandum of Agreement (MOA) is five (5) years, at which time the MOA will be reviewed for additional extensions (if any).

   
   

   ATTACHMENT:

   
   

   Memorandum of Agreement between United States Coast Guard and SeaPort Manatee

   
   

   COST AND FUNDING SOURCE:

   
   

   N/A

   
   

   CONSEQUENCES IF DEFERRED:

   
   

   Delay in approval of MOA

   
   

   LEGAL COUNSEL REVIEW: Yes

   
   

   RECOMMENDATION:

   
   

   Move to approve the execution by David St. Pierre, SeaPort Director of Public Safety & Security, of a Memorandum of Agreement between the United States Coast Guard and SeaPort Manatee for temporary berthing space during hurricane season.

   MEMORANDUM OF AGREEMENT FOR

   UNITED STATES COAST GUARD CUTTER CROCODILE (WPB 87369) BETWEEN

   UNITED STATES COAST GUARD AND

   SEAPORT MANATEE, PALMETTO, FLORIDA

   
   

   1. PARTIES. The parties to this agreement are the United States Coast Guard (USCG) Sector St. Petersburg, Florida and SeaPort Manatee, Palmetto, Florida.

      
      

   2. AUTHORITY. This agreement is authorized under the provisions of 14 USC 141, Continuity of Operations, Policy and Planning COMDTINST 3010.15 (series) and Memoranda of Understanding/Agreement, COMDTINST 5216.18 (series). Executive Order 12656, Assignment of Emergency Preparedness Responsibilities, and Presidential Decision Directive 67 (PDD-67), Enduring Constitutional Government (COG) and Continuity of Government Operations (COOP), are the basis for all COOP requirements applicable to the Coast Guard. PDD-67, as amended, identifies 30 federal departments and agencies that are required to develop, maintain, and exercise COOP and COG plans. The Coast Guard is included in this requirement as a component of the Department of Homeland Security.

      
      

   3. PURPOSE. The purpose of this agreement is to allow a contingent of USCG personnel and resources to occupy a berthing location at SeaPort Manatee in Palmetto, Florida in support of Continuity of Operations for the Western Coast of Florida during hurricane season. This agreement is intended to increase the USCG's ability to continue providing vital support to the maritime community, with minimal disruption(s), during the threat of and following hurricane activity, should a storm adversely affect or incapacitate USCG Sector St. Petersburg's facilities and/or USCGC Crocodile’s homeport in Fort Myers Beach, Florida. The SeaPort Manatee, Palmetto, Florida, is located at the following address:

      
      

      1705 Piney Point Rd Palmetto, FL 34221

      
      

   4. RESPONSIBILITES. SeaPort Manatee and the USCG agree to the following:

      
      

      1. SeaPort Manatee will provide temporary berthing space at no cost to the USCG during each hurricane season, between June 1st to November 30th. As the property owner, SeaPort Manatee retains ownership and authority over the property. The space allotted to the USCG will be designated by SeaPort Manatee and shall be limited to that assigned.

      2. The SeaPort Manatee will provide berthing arrangements, 01 parking space for a government vehicle, and an office space for Crocodile personnel, until recalled by the USCG Sector Commander to resume other USCG essential functions.

      3. The USCG will provide notification to SeaPort Manatee prior to implementing the USCG Continuity of Operations Plan, by contacting Mr. David St. Pierre at (941) 722-6455 or other designees as directed.

         
         

      4. The USCG will obtain written permission from SeaPort Manatee prior to installing equipment that cannot be easily removed from the facility or that cannot be readily restored upon departure of the USCG.

      5. To ensure readiness of USCG personnel, the USCG will coordinate an annual site visit to the port.

         
         

      6. Members of the USCG shall adhere to SeaPort Manatee’s rules and regulations while moored at the port.

         
         

      7. Although this agreement is intended to accommodate the continuity of USCG operations in support of hurricane contingencies, it is not legally binding on either party and does not constitute a permanent relocation of resources or obligate the USCG to provide resources at SeaPort Manatee.

         
         

   5. PHYSICAL SECURITY. The USCG retains full responsibility for the physical security, operations, and management of USCG owned assets and personnel. SeaPort Manatee will not be responsible for physical security, operations, or management of any USCG assets located at SeaPort Manatee.

   6. POINTS OF CONTACT.

      
      

      USCG:

      1. Commander, USCG Sector St. Petersburg, Florida (727) 824-7574

         
         

      2. Emergency Management Chief, USCG Sector St. Petersburg, Florida (727) 824-7552

      3. Officer In Charge, USCGC Crocodile, Fort Myers Beach, Florida (239) 823-3510 SeaPort Manatee, Florida:

         1. Mr. David St. Pierre, Director of Public Safety and Security, (941) 650-7300.

         
         

   7. OTHER PROVISIONS. Nothing in this agreement is intended to conflict with current laws or regulations of the directives of the USCG, Department of Homeland Security, or the Manatee County Emergency Operations Center. If a term of this agreement is inconsistent with such authority, then that term shall be invalid, but the remaining terms and conditions of this agreement shall remain in full force and effect. No provision shall be interpreted to require obligation of provision of funds in violation of the Anti-Deficiency Act, 31 U.S.C. 1341.

   8. This MOA supersedes all prior negotiations, representations, and agreements, whether written or oral on the subject between the USCG and SeaPort Manatee and is non-transferable without written consent.

      
      

   9. EFFECTIVE DATE. The term of this agreement will become effective upon signature of both parties.

      
      

   10. MODIFICATION. This agreement may be modified upon the mutual consent of both parties.

       
       

   11. TERMINATION. The terms of this agreement, as modified with the consent of both parties, will be reviewed every five (5) years unless terminated by either party. Either party may terminate this agreement upon 30 days written notice to the other party.

       
       

       APPROVED BY:

       
       

       Date:      Michael P. Kahle Captain, United States Coast Guard Commander, Sector St. Petersburg

       Date:         Mr. David St. Pierre, Director of Public Safety and Security, SeaPort Manatee, Manatee County

       ‌July 30, 2024

       
       

       CONSENT

       AGENDA ITEM 3.F.: SECOND FIVE-YEAR EXTENSION AND AMENDMENT OF MARINE TOWING TUGBOAT SERVICE AGREEMENT

       
       

       BACKGROUND:

       
       

       On August 15, 2019, the Authority approved and authorized the extension of Marine Towing of Tampa, LLC’s (Marine Towing) Tugboat Services License Agreements through August 28, 2024. Request is to approve a five-year extension and amendment through August 28, 2029, continuing with a 7% commission rate.

       
       

       ATTACHMENT:

       
       

       Second Five-Year Extension and Amendment of Port Manatee Tugboat Service License Agreement with Marine Towing of Tampa, LLC.

       
       

       COST AND FUNDING SOURCE:

       
       

       N/A.

       
       

       CONSEQUENCES IF DEFERRED:

       
       

       Delay in renewing tugboat services agreement.

       
       

       LEGAL COUNSEL REVIEW: Yes

       
       

       RECOMMENDATION:

       
       

       Move to approve and authorize execution on behalf of the Port Authority the Second Five-Year Extension and Amendment of Port Manatee Tugboat Services License Agreement between the Manatee County Port Authority and Marine Towing of Tampa, LLC.

       SECO D FIVE-YEAR EXTENSION AND AMENDMENT OF PORT MANATEE TUGBOAT SERVlCES LICENSE AGREEME  T

       
       

       The MA ATEE COUNTY PORT AUTHORITY, a political entity of the State of Florida, with its principal place of business located at Port Manatee, 300 Tampa Bay Way, Palmetto, Florida 34221, and MARINE TOWING OF TAMPA LLC, a Florida limited liability corporation with place of business located at 908 S. 20th Street. Tampa, Florida 33605 (collectively the ·'Parties") in connection with the Port Manatee Tugboat Services License Agreement entered into by and between the Parties on August 28. 2003, as subsequently amended on July 26. 2007, eptember

       15. 2011, August 20. 2015, August 17, 2017, and August 15, 2019 (the ·'Agreement''). agree as follows:

       l. EXTE SION. The duration or term of the Agreement is hereby extended for a period of five (5) years until August 28, 2029.

       
       

       1. AMENDMENT OF COMMISSION RATE. Beginning August 28, 2024 and continuing until August 27. 2029, the commission rate shall remain 7% of the revenues evidenced by invoices for tug services, net any discounts.

          
          

       2. SAVING CLAUSE. Except as extended and amended herein, the Agreement remains in full force and effect.

          
          

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

       I WlTNESS WHEREOF. the Parties have caused this Second Five-Year Extension and Amendment of Port Manatee Tugboat Services License Agreement to be duly executed in duplicate this the     day of                .2024.

       
       

       ATTEST: ANGELrNA COLONNESO

       Clerk of Circuit Com1

       MANATEE COUNTY PORT AUTHORITY

       
       

       By: By:

       Printed:                         

       
       

       Kevin Van Ostenbridge, Chair

       
       

       WITNESSES:

       {l,IA:t-"1l( !&at-...

       Signature

       
       

       PrintN e

       MARINE TOWING OF T{MP_A, LLC

       r

       By: irt21.f>"ta<-l i_ Ct!JF;

       
       

       PrintName

       Print Name: /'JJ(ftlW\ L Afk.l/1..S Title:     V_P         _

       
       

       ‌July 30, 2024

       
       

       CONSENT

       AGENDA ITEM 3.G.: ASSIGNMENT OF SEAPORT MANATEE TUGBOAT

       SERVICES LICENSE AGREEMENT AND EXTENSION

       
       

       BACKGROUND:

       
       

       Seabulk Towing, Inc., a longtime tugboat services provider at SeaPort Manatee, has entered into an assets and operations purchase agreement with E.N. Bisso and Son Towing, Inc. The Agreement can only be assigned with the expressed written approval of the Authority. Port staff has no objections to the assignment.

       
       

       On September 19, 2019, the Authority approved and authorized the extension of Seabulk Towing Tugboat Services (now E.N. Bisso and Son Towing, Inc.) License Agreements through August 28, 2024. Request is to approve a second five-year extension through August 28, 2029, continuing with a 7% commission rate.

       
       

       ATTACHMENT:

       
       

       • Assignment of Port Manatee Tugboat Services License Agreement

       • Second Five-Year Extension of Port Manatee Tugboat Services License Agreement

       
       

       COST AND FUNDING SOURCE: N/A

       
       

       CONSEQUENCES IF DEFERRED:

       
       

       Delay in consent of assignment from Seabulk Towing, Inc. to E.N. Bisso and Son Towing, Inc. and second five-year extension of tugboat services

       
       

       LEGAL COUNSEL REVIEW: Yes

       
       

       RECOMMENDATION:

       
       

       Move to approve and authorize the Chairman to execute:

       
       

       1. The Assignment of Port Manatee Tugboat Service License Agreement from Seabulk Towing, Inc. to E.N. Bisso and Son Towing, Inc.

          
          

       2. The Second Five-Year Extension of Port Manatee Tugboat Services License Agreement between the Manatee County Port Authority and E.N. Bisso and Son Towing, Inc.

          ASSIGNMENT OF PORT MANATEE TUGBOAT SERVICES LICENSE AGREEMENT

          
          

          THIS ASSIGNMENT OF PORT MANATEE TUGBOAT SERVICES LICENSE

          AGREEMENT (“Assignment”) is made and entered into this  30th day of July      , 2024

          (“Effective Date”) by and between the MANATEE COUNTY PORT AUTHORITY, a political entity of the State of Florida, with its principal place of business located at Port Manatee, 300 Tampa Bay Way, Palmetto, Florida 34221 (“Authority”); Seabulk Towing, Inc., a Delaware corporation duly authorized to conduct business in the State of Florida with a principal address of 1 Walnut Street, New Orleans, LA 70118 (“Assignor”); and E.N. Bisso and Son Towing, Inc., a Louisiana corporation duly authorized to conduct business in the State of Florida with a principal address of 1 Walnut Street, New Orleans, LA 70118 (“Assignee”) (collectively, the “Parties”).

          
          

          RECITALS

          WHEREAS, Assignor and the City entered into that certain Port Manatee Tugboat Services License Agreement dated August 28, 2003, as extended by that certain Extension of Port Manatee Tugboat Services License Agreement dated July 26, 2007, that certain Extension of Port Manatee Tugboat Services License Agreement dated September 15, 2011, that certain Extension of Port Manatee Tugboat Services License Agreement dated August 20, 2015, and that certain Five-Year Extension of Port Manatee Tugboat Services License Agreement dated September 19, 2019 (collectively, the “Agreement”), copies of which are attached, made part of, and incorporated by reference into this Assignment as Composite Exhibit 1; and

          
          

          WHEREAS, pursuant to section 15 of the Agreement, the Agreement can only be assigned with the express written approval of the Authority; and

          
          

          WHEREAS, the Assignee entered into an assets and operations purchase agreement with the Assignor and as part of that agreement the Assignor agreed to assign its rights and obligations under the Agreement to the Assignee; and

          
          

          WHEREAS, by entering into this Assignment, the Authority expressly consents to the assumption of the Agreement by the Assignee.

          
          

          NOW, THEREFORE, in consideration of the foregoing premises, the covenants contained herein and other good and valuable consideration, the receipt, sufficiency, and adequacy of which are hereby acknowledged, the Parties agree as follows:

          
          

          1. The above recitals are true and correct and agreed to by the Parties as if such recitals were fully set forth in this Assignment.

             
             

          2. All capitalized terms used in this Assignment that are not otherwise defined shall have the meanings ascribed to them in the Agreement.

             
             

          3. Assignor assigns and transfers to Assignee all of its right, title, claim, and interest in that certain Agreement, and delegates all duties and obligations contained in the Agreement to Assignee. Assignor warrants to Assignee that it is not currently in default under the Agreement.

          4. Assignee accepts the assignment of all of the right, title, interest, claim and demand of, and assumes and agrees to perform all duties and obligations, covenants and provisions first accruing or arising or required from and after the Effective Date of this Assignment with respect to the Agreement.

             
             

          5. Assignee accepts and assumes responsibility and liability for all work performed by Assignor under the Agreement prior to the Effective Date, including any work already performed or to be done under any pending task orders and purchase orders issued under the Agreement.

             
             

          6. The Authority hereby accepts the assumption of the Agreement by the Assignee and agrees to accept the Assignee as the party responsible for the duties and obligations imposed on the Assignor in the Agreement.

             
             

          7. This Assignment shall be binding on and inure to the benefit of the Parties, their heirs, executors, administrators, successors in interest, and assigns.

             
             

          8. This Assignment may be executed in counterparts, each of which shall constitute an original, but all together shall constitute one and the same document.

             
             

          9. This Assignment shall be governed by, and construed in accordance with, the laws of the State of Florida without regard to conflicts of law principles.

             
             

          10. Each of the Parties covenants to the other party that it has lawful authority to enter into this Assignment.

       
       

       IN WITNESS WHEREOF, the Parties have caused this Assignment to be duly executed as of the Effective Date.

       
       

       The Remainder of this Page is Left Blank Intentionally

       
       

       MANATEE COUNTY PORT AUTHORITY

       
       

       Chairman

       
       

       ATTEST:

       
       

       Angelina Colonneso, Clerk of Circuit Court

       
       

       ASSIGNEE

       
       

       By:            

       ASSIGNOR

       
       

       By:            

       Print '

       Name:/Vf.4-r<  q#,...t,...f-lA  

       Title: f71(1f!:$1r:, ,v.,--

       S 6.A'B v -ren,v ltJ6 I / ,./ L.. r

       ;;/cuJ}f. i41

       Print ,- 1 /

       Name: ,),/lc!/.1-Act-- r, V, If

       ::7s+:/JI

       Print "1"'"'

       Name: .Jenn-4-tt- ']j Jd

       
       

       WITNESSES

       
       

       B-y· /4 ./

       Print

       Name: MA--(.,..- Ho 1,.-"t-1,/,A 1.-8

       '1

       Title: F t;:S'I Q as:rn:::

       J;.u. 8/SSI> $0,.J -row1NJ..,/N .

       Print F.

       Name: '/c.1-tA-ct- F l/{,

       
       

       WITNESSES

       
       

       By:Y  Y  

       Prin -r 1 /

       Name: ..Jt "' ;4'!r 16 L1 Cf

       
       

       Page 3 of 4 (without exhibits)

       Composite Exhibit 1 - the “Agreement”

       
       

       Page 4 of 4 (without exhibits)

       PORT MANATEE TUGBOAT SERVICES LICENSE AGREEMENT

       
       

       The MANATEE COUNTY PORT AUTHORITY, a political entity of the State of Florida, with its principal place of business located at Port Manatee, 300 Regal Cruise Way, Suite 1, Palmetto, Florida 34221 , , hereinafter referred to as the "Authority" and SEABULK TOWING, INC.,_a Delaware corporation duly authorized to transact business in the State of Florida, with a place of business located at 1305 Shoreline Drive, Tampa, Florida 33605 and with a post office address being P.O. Box 5797, Tampa, Florida 33675, hereinafter referred to as "SET", for and in consideration of the covenants hereinafter contained and other good and valuable consideration, agree as follows:

       1. AUTHORITY REPRESENTATIONS. The Authority represents unto SET that:

          1. The Authority owns and operates a public seaport facility in the northwestern portion of Manatee County, Florida, known as "Port Manatee" and is seeking to encourage, develop and­ stimulate the flow of waterborne commerce through Port Manatee, and there is a need for tugboat services at Port Manatee in connection with vessels entering, maneuvering within and leaving Port Manatee.

          2. SET and its predecessors have been performing tugboat services at Port Manatee pursuant to a Port Manatee Tugboat Services License Agreement dated March 25, 1991, and amendments and supplements thereto. The Authority has determined that SET by the

             past and current performance and service of SET and its predecessors at Port Manatee and other information furnished to the Authority has established that SET is ready, willing and able to continue to perform tugboat services at Port Manatee as provided for in this agreement.

          3. As long as SET fully performs the provisions of this agreement to be performed by SET, the Authority shall give SET written notice of any application or other request to obtain a license by the Port Authority to provide harbor tugboat services at Port Manatee and SET shall have 20 days from the date said written notice was received by SET to submit to the Authority written objections to the granting of said license. If SET files any such objections, the Authority shall comply with all of the applicable provisions of the then current Port Man tee Tariff relating to a hear ng before a hearing officer and a public hearing before the Authority. A copy of any notice of said hearing or public hearing shall be given to SET.

       2. SET REPRESENTATIONS.

          that SET has the ability,

          SBT represents unto the Authority experience, equipment and vessels

          necessary or needed to perform tugboat services licensed by this agreement nd is ready, willing and able to render the services provided for in this agreement.

       3. TUGBOAT SERVICES LICENSE. SET is hereby granted a license to operate and maintain adequate harbor tugboats which are to be equipped with firefighting apparatus, which will provide efficient and satisfactory tug assistance and firefighting service to meet

          all requirements of tugboat services at PorV Manatee for a period of four (4) years beginning on the date of this agreement. SBT shall use said tugboats to push, tow and qtherwise assist vessels entering, maneuvering within and leaving Port Manatee as requested by or on behalf of vessels. Said tugboats and the services to be provided by SBT shall be in complete compliance with all federal and state laws, regulations and rules relating to said tugboats and services. Said harbor tugboat services shall be continuously

          provided on a 24 hour per day basis, 365 days per year, Port

          vfor

          Manatee.

       4. THE TUGBOATS. SBT shall maintain said tugboats and all of the operating equipment thereon in such an extent and manner that said tugboats and all of the operating equipment thereon remain adequate, efficient, seaworthy and sufficient so that SBT can throughout the duration of this agreement provide efficient, safe and satisfactory tug assistance and firefighting services. If, during the duration of this agreement, any one or more of said tugboats and all of the operating equipment thereon is determined by either party to this agreement to be no longer adequate, efficient, seaworthy and sufficient due to damage or obsolescence, SET shall. cause said damage or obsolescence to .be corrected, replaced or restored expeditiously within a time period determined by the Authority in consultation with SET. The words "adequate, efficient, seaworthy and sufficient" as used in this paragraph shall mean consistent with contemporary industrial standards and the requirements of the vessel operators or vessel owners using

          tugboat services provided by SET.

       5. COMPENSATION. SET shall pay to the Authority for the license provided by this agreement not later than ten (10) days following the end of each and every calendar month a sum equal to

          5 of the revenues evidenced by invoices fer tugboat services, net any discounts. SET shall provide to the Authority copies of all billings, invoices, statements or receipts evidencing said revenues to be used in the calculation of said payments. SET shall make available at its principal place of business the books and records showing all revenues derived by SET in performing these services for inspection by the Authority, financial auditors for the Authority or other representatives of the Authority if it is determined that the information contained therein is necessary in connection with a financial audit of the Authority.

       6. DOCK OR BERTH SPACE. The Authority shall provide. SET such dock or berth space at Port Manatee for the tugboats of SET as determined from time to time by the Executive Director of Port Manatee or his designee. SET shall move tugboats from one docking or berth space to another if requested by said Executive Director or his designee in order to make said space available for vessels· calling at Port Manatee. The docking space furnished shall include water and electrical facilities for use by the tugboats required under the provisions of this agreement.

       7. OUTSIDE ASSISTANCE. The primary mission and obligation of SET is to provide tugboat services and firefighting assistance as licensed by this agreement. If SET receives requests for

          firefighting assistance from vessels beyond the normal Port Manatee area, SBT may, in its discretion, provide such assistance as long

          as adequate equipment and facilities remain -sk- Port Manatee to

          "'available for

          provide the services licensed by this !3-greement. None of the equipment, tugboats or-personnel of SET that are required under the provisions of this agreement shall be diverted from Port Manatee without the prior permission of the Executive Director of Port Manatee or his designee, and the Authority shall not unreasonably withhold such permission.

       8. COOPERATION BETWEEN TUGBOAT SERVICES LICENSEES. In order

          to economically provide efficient and satisfactory tugboat services at Port Manatee on a 24 hour per day basis, 365 days per year, SBT shall cooperate with any tugboat service provider duly licensed by the Authority to provide tugboat services at Port Manatee in locating tugboats and providing tugboat services at Port Manatee as needed.

       9. TARIFF. To the extent same are not in conflict with or in degradation of the terms and conditions of this agreement, SBT shall throughout the duration of this agreement qbide by and comply with applicable rates, rules and regulations of the Authority set forth in the then current Port Manatee Tariff as published by the Authority and duly filed with the Federal Maritime Commission. The covenant by SBT to abide by and comply with said Port Manatee Tariff was a material inducement for the Authority to enter into this agreement constituting substantial consideration to the Authority for this agreement and any failure by SBT to fully abide

          by and comply therewith shall at the option of the Authority constitute a default by SET, entitling the Authority to exercise any one or more of the remedies set forth in the paragraph hereof entitled "Breach or Default". SET acknowledges receipt from the Authority of a copy of the current Port Manatee Tariff as published by the Authority and further acknowledges that SET understands all of the provisions of said Port Manatee Tariff.

       10. INSURANCE. SET agrees to pay for and maintain in full force and effect Comprehensive General Liability Insurance, including coverage for Bodily Injury and Property Damage Liability, and Protection and Indemnity Insurance for vessels operated by SET, each in an amount of at least $10,000,000 per occurrence. The policies of insurance shall list the Authority as an additional insured. SET shall furnish the Authority with a certificate or certificates of insurance evidencing the existence of said continuous insurance coverage. If SET fails to obtain and keep in full force and effect said insurance coverage nd fails to furnish the Authority with a certificate or certificates of insurance evidencing ·the existence of said continuous coverage, SET shall be deemed to be the insurer of the Authority for all risks required to be insured.

       11. • ENVIRONMENTAL PROTECTION. SET shall comply with all federal, state, regional and county laws, statutes, ordinances, rules and regulations applicable to its operations within Port Manatee, including such rules and regulations of general application at Port Manatee adopted and promulgated by the

           Authority, which are not in degradation of any rights granted to SBT under the terms of this agreement. In the event any federal, state, regional or county governmental authority with jurisdiction to enforce or regulate the construction and operation of the facilities of SBT determines that there is any significant or substantial deviation from the conditions, restrictions and limitations hereinabove set forth or any provisions of applicable environmental laws, statutes, ordinances, rules, regulations or requirements of any such federal, state, regional or county governmental authority (hereinafter referred to as "violation"), the Authority shall have the right, upon providing due notice to SBT, to require a hearing before the Authority for the purpose of determining the cause and extent of the violation and to issue a notice to SBT to correct such violation within thirty (30) days or within such extended period of time as may be reasonable under the circumstances, such period of time to be determined by the Authority. In the event SBT fails to correct the violation within the period of time determined by the Authority, then and in that event, the Authority shall have the right to terminate the operations of SBT until such violation has been corrected or take such lawful action as may be appropriate under the circumstances. The remedies herein granted to the Authority are in addition to all other remedies which may be available to the Authority under the laws of the State of Florida and nothing herein contained shall be construed as limiting the remedies of the Authority or any federal, state, regional or county governmental authority with jurisdiction

           to regulate the services performed by SBT. Nothing herein contained shall be construed to impair or limit the lawful rights of SBT to challenge or contest any such applicable laws, statutes, ordinances, rules, regulations or requirements.

       12. LABOR DISPUTES. Port Manatee consists of various facilities operated by tenants pursuant to leases with the Authority and by the Authority itself, and it is necessary for the operation of Port Manatee that there be a degree of cooperation between SBT and the Authority. In the event there are any strikes, boycotts, walkouts, picketing or other labor disputes at Port Manatee impacting upon the activities and operations of SBT pursuant to the provisions of this agreement, then and in that event, SBT shall cooperate with the Authority in taking reasonable action and undertakings necessary to preserve and protect normal lawful activities and operations at Port Manatee. Such action may include the exchange of information between SBT and the Authority, arranging for a separate entrance to certain_facilities at Port Manatee and the institution and prosecution of legal proceedings at no cost or expense to SBT. SBT shall exercise a reasonable effort to discourage and prevent any such labor disputes in connection with its activities and operations pursuant to the provisions of this agreement. In the event of any such labor dispute in connection with said activities and operation by SBT, then and in that event, SBT shall take all reasonable action consistent with its requirements necessary to resolve said disputes and to prevent the disruption of the normal activities and operations at Port

           Manatee. Nothing herein contained shall be construed to impair or limit the lawful rights of employees of SET or the Authority, or to limit the lawful rights of any labor organization representing said employees.

       13. RELATIONSHIP BETWEEN THE PARTIES. The Authority is not exercising any dominion, control or supervision over the activities and operations of SET except to the extent specifically set forth in this agreement, and the Authority has no obligation or responsibility in connection with the establishing, charging or collecting of costs and fees made by SET for any assistance rendered or services performed pursuant to the license granted by this agreement. SET shall hold the Authority harmless from any and all liability, claims, damages, causes of action or other obl gations arising out of or in connection with the activities and operations of .SET pursuant to this agreement caused by a breach, default, fault or other misconduct of SET, its employees, agents, licensees, invitees or other persons under the control and supervision of SET, and SET will protect, defend and indemnify the Authority from any such obligation.

       14. ACCESS. The Authority hereby grants to SET a continuous right of ingress and egress through Port Manatee for the purpose of providing the assistance and rendering the services covered by this agreement.

       15. assigned

           ASSIGNMENT AND SUCCESSION. This agreement shall not be by SET without the express written approval of the

           Authority. A change in the ownership of the capital stock of SET

           or a change in the personnel who are responsible for the executive management of SBT shall not affect the duration of this agreement or the obligations and responsibilities of SBT pursuant to this agreement.

       16. BREACH OR DEFAULT. In the event SBT fails or refuses to make full and complete performance of all of the terms and conditions of this agreement to be performed by SBT or otherwise defaults in the payment of any sums or the performance of any duty on the part of SBT to be performed for a period in excess of thirty

           (30) days, then and in any one or more of those events, the Authority shall give SBT written notice of said default and SBT shall have thirty (30) days from the receipt of said notice within which to cure the default and reinstate the agreement to a current status. If SBT fails to commence or start to cure said default by the end of said 30 day period, the Authority shall have the option of declaring this agreement in default and exercising any of the remedies authorized by law in favor of the Auth9rity. In the event this agreement is declared to be in default, SBT agrees to pay all costs in connection with exercising and enfarcing any of the remedies authorized by law in favor of the Authority, including a reasonable attorney's fee.

       17. PRIOR AGREEMENTS. The existing agreements and the amendments and supplements thereto between the Authority and SBT and its predecessors for the performance of tugboat services at Port Manatee are canceled and terminated effective simultaneously with the execution of this agreement.

       1 8 . AGREEMENT ADMINISTRATION. The Authority hereby authorizes the Executive Director of Port Manatee, or his designee, to administer the terms and conditions of this agreement on behalf of the Authority and to make all managerial decisions on behalf of the Authority as they relate to the provisions of this agreement.

       1 9. AUTHORITY TO EXECUTE. Each of the parties hereto

       covenants to the other party hereto that it has lawful authority to enter into this agreement, that the governing body of each of the parties has approved this agreement and that the governing body of each of the parties has authorized the execution of this agreement in the manner hereinafter set forth.

       IN WITNESS WHEREOF, the parties have caused this Port Manatee Tugboat Services License Agreement /Jo be duly executed in

       duplicate, this the c:f} gt!:=- day of                        , 2003.

       ATTEST: R. B. SHORE MANATEE COUNTY PORT AUTHORITY

       ( Clerk of ,7r uit Court

       , tU2,_,.·

       1

       .1:cL/

       )1-0Jt- By,_n(--j"--/-=----'-11v_. iJ-"""---'--c.ewJ-_-_

       (I52---              Chairman

       ,,, fflt11.

       \\111i¼)iij'T'HORI TY , _....

       .._ oFIT Av ,,.,,_,

       .;:§

       '?.••·••••••••••··•.l',0s,

       .•• &. \

       WITNESSES: . I (l <-- ( _) 3J SEABULK TOWING, INC.

       \_,In ,1 A 1_ I .J..1  • ·· eo '<'<?;/ -

       1 tL (/_l Le. q_ LlL1na ,,;·-....;;.•-: ,,,,,, =

       Gvb     t,lv'1

       SET

       EXTENSION OF PORT MANATEE TUGBOAT SE:_ V CES LICENSE AGREEMENT

       The MANATEE COUNTY PORT AUTHORITY, a political entity of the State of Florida, with its principal place of business located at Port Manatee, 300 Tampa Bay Way, Palmetto, Florida 34221, and SEABULK TOWING, INC., a Delaware corporation duly authorized to transact business in the State of Florida, with a place of business

       located at 1305 Shoreline Drive, Tampa, Florida 33605 :ma with a

       (/0]-­

       post office address being P.O. Box 5797, Tau a, FloYida 33675, in connection with the Port Manatee Tugboat Services License Agreement (the "Agreement") entered into by and between the parties hereto on August 28, 2003, agree as follows:

       1. EXTENSION. The duration or term of the Agreement is hereby extended for a period of four (4) years until August 28, 2011.

       2. SAVINGS CLAUSE. Except for the herein provided extension, the Agreement remains in full force and effect.

       IN WITNESS WHEREOF, the parties have caused this Extension of

       Port Manatee Tugboat Services License Agreement to be duly executed in duplicate this the 26th day of July, 2007.

       ATTEST:

       R .E. SHORE 11111111111111111, MANATEE COUNTY PORT AUTHORITY

       (:·E;·:;t,,

       C erk /21 f Ci• rcuit Qd_i\.Ju.,l...il;H...O."'>'11,,'_",

       L       J2 ., ,,,, -, r...., ':::1.,/!Vf_>:_l,_.!c::::S:::::::l.:-, ,-I--

       · - %%,,, '--..•..1...c...e. ./ ,.fff Chairman 7 ;u., u7

       '/1/111. \\

       ""''11111111 SEABULK TOWING, INC.

       'fl-&t-fr'4<.,

       By: d.- ("., I

       V/C€:- President

       
       

       EXTENSION OF PORT MANATEE TUGBOAT SERVICES LICENSE AGREEMENT

       
       

       The MANATEE COUNTY PORT AUTHORITY, a political entity of the State of Florida, with its principal place of business located at Port Manatee, 300 Tampa Bay Way, Palmetto, Florida 34221, and SEABULK TOWING, INC., a Delaware corporation duly authorized to transact business in the State of Florida, with a place of business located at 1305 Shoreline Drive, Tampa, Florida 33605, in connection with the Port Manatee Tugboat Services License Agreement (the "Agreement") entered Into by and between the parties hereto on August 28, 2003, with a four-year extension approved through August 28th, 2011, entered on July 26, 2007, agree as follows:

       1. EXTENSION. The duration or term of the Agreement is hereby extended for a period of four

          
          

          (4) years until August 28, 2015.

          
          

       2. SAVING CLAUSE. Except for the herein provided extension, the Agreement remains in full force and effect.

       ATTEST:

       IN WITNESS WHEREOF, the parties have caused this Extension of Port Manatee Tugboat Services License Agreement to be duly executed in duplicate this the 15th day of September, 2011.

       
       

       EKTiENSION OF PORT MANATEE TUGBOAT SEP.VICES LICENSE AGREEMENT

       
       

       The MAhlf,ff([ COUNTY PORT AUTHORITY, a political entity of the State of Florida, with its prinr.,pal place of busir.ess located at Port Manatee, 300 Tampa Bay Way, Palmetto, flonda 34221, and SEABULK TOWING, a Delaware corporation duly authorized to transact business in the State of Florida. with a place of business located at 1305 Shoreline Drive, Tampa, Florida 33605, 1n connection with the Port ManatP.e Tugboat Services License Agreement (the "Agreement") entered into by andbetween thE: parties hereto on August 28, 2003, with extensions approved through August 28th, 2015, entered on July 26, 2007, agree as follows:

       1. EXTENSION. The duration or term of the Agreement is hereby extended for a period of four {4) years until August 28, 2019.

          
          

       2. COMMISSION RATE. The commission rate from August 28, 2015-August 27, 2017 shall remain at 5%. The commission rate shall increase to 6% from August 28, 2017 -August 27, 2019.

          
          

       3. Minor wording change on pages 3 and 5 as denoted in attached Agreement.

          
          

       4. SAVING CLAUSE Except for the herein provided extension, the Agreement remains 1n full force and effect.

       
       

       IN WITNESS WHEREOF, the partie5have cau .ed thi Extension of Port Manatee Tugboat Services License Agreement to be duly executed in duplicate this the 201h day of August 2015

       
       

       ATTEST: ANGELINA COLONNESO

       Clerk Ad Interim of Circuit Court

       
       

       MANATEE COT INTY PORT AUTHORITY

       
       

       ...,

       ----- 1

       Carol \\'nifmITi'e. C'haim1an

       
       

       ... ,

       WITNESSES: SEABULK TOWING

       rrruJ.J- < ff-<.c... /1 o / Ir 1

       
       

       By:

       
       

       ,

       y "j',_, :J. {'6'.lldt.

       ?1..J-t ( )!Ii),:;,,,,

       Title:

       GCD ,/tlf} fl! /C'> )

       PORT MANA'£EE TUGBOAT_SERVICES LICENSE AGREEMENT

       
       

       The MANATEE COUNI'Y PORT AUTHORITY, a political entity of the State of Florida, with its principal ple e of business located at Port M;:i.,,itc•e, 300 Regal Cruise Way, Suite 1, Pal.rnetto, Flr.,rida

       34221, .hen in-':l.fter referred to as the "Authorj_\:y" and SEABULK

       TOWING, I j:,,    , a_ Delaware corporation duly aut.horiz d to transact

       business in the State of Florida, with a place of business located at 1305 Shorel.ine Drive, Tampa, FJ.orida 33605 and with a post offi e address being P.O. Box 5797, 'fampa, Florida 33675, hereinafter referred to as 11SBT11, for and in consideration of the

       covenants hereinafter contained and other good and valuable consideration, agree as follows:

       1. AUTHORI'fY REPRESENTATIONS. The Authority represents unto

          SBT that:

          1. The Authority mms and operates a public seaport facility in the northwestern portion of Manatee County, Florida, known as "Port Manatee" and is seeking to encourage, develop and­ stimulate the flow of waterborne commerce through Port Manatee, and there is a need for tugboat services at Port Manatee .in connection with vessels entering, maneuvering within and leaving Port Manatee.

          2. SBT and its predecessors have been performing tugboat services at Port Manatee pursuant to a Port Manatee Tugboat Services License Agreement dated March 25, 1 991 , and amendments and supplements thereto. 1'he Authority has determined that SBT by the

             past and current performance and service of SET and its predecessors at Port Manatee and other information furnished to th Authority has established that SBT is ready, willing and able to continue to perform tugboat services at Port Manatee as provided for in this agreement.

          3. As long as SBT fully performs the provisions of this

             agreement to be performed by SBT, the Authority shall give SBT written notice of any application or other request to obtain a license by the Port Authority to provide harbor tugboat services at Port Manatee and SET shall have 20 days from the date said written notice was received by SBT to submit to the Authority written objections to the granting of said license. If SBT files any such objections, the Authority shall comply with all of the applicable provisions of the then current Port Manatee Tariff relating to a hea ing before a hearing officer and a public hearing before the Authority. A copy of any notice of said hearing or public hearing shall be given to SBT.

       2. SBT REPRESENTATIONS.

          that SBT has the ability,

          S6T represents unto the Authority experience, equipment and vessels

          necessary or needed to perform tugboat services licensed by this agreement and is ready, willing and able to render the services provided for in this agreement.

       3. TUGBOAT SERVICES LICENSE. SBT is hereby granted a license to operate and maintain adequate harbor tugboats which are to be equipped with firefighting apparatus, which will provide efficient and satisfactory tug assistance and firefighting service to meet

          c'.11 reqll i r ,,me.nts

          
          

          
          

          
          

          by r nr: heha.lf of vesssi..-:. ()rovided Ly SET sLc>.lJ l..'e. .i.n • cmr,.let.A ccmµl j ar1c,:-, with i.'-1.l feler,J.1

          services. :d<l harbo,· luqboat servic,. s sb<dJ. be continuously

          prov.i.dcd on a 24 hour per day bas1 s,

          
          

          Manatee.

          365 days pe1: year, ...ak- Fort

          .-for

       4. 'I'HE 'rDGBOATS. SAT sbalJ rnai ntain said I 1toboa l:n and all of

          the operating equipment therec,n in such an extenl and manner that

          said tugboats and all of the or1eral ing equipment thereon r"c'main adequate, efficient, seawatrhy and suff icieni:. so that SBT can throughout the duration of this agreemeDt provide efficient, safe and satisfactory tug assistance and firefighting services. If,

          during the duration of this agreement, any one or more of said

          tugboats and all of the operating equipment thereon is determined by either party to this agreement to be no longer adequate, efficient, seaworthy and sufficient due to damage or obsolescence, SET shall. cause said damage or obsoJ.pscence to be corrected, replaced or restored expeditiously within a time period determined by the Authori.ty in consultation with SOT. The wun:!.s "adequate, efficient, seaworthy and suffir.i.enl" as used in Uds paragraph shall mean consistent with contemporary i_ndustrial standards and the requirements of the vessel operators or vessel owners using

          tugboat services provided by SBT.

       5. COMPENSA'l'ION. SBT shall pay to tbe Authorl ty for the license provided by this agreement nut later than ten (10) days following the end of each and every alendar month a sum equal to 5% of the revenues evidenced by invoices fer tugboat services, net any discounts. SET shall provjde to the Authority copies of all billinys, invoices, statements or receipts evidencing said revenues to be used in the calculation of said payments. SE1' shall make available at its principal place of business the books and records showing all revenues derived by SBT in performing these services for inspection by the Authority, financial auditors for the Authority or other representatives of the Authority if it is determined that the information contained therein is necessary in connection with a financial audit of the Authority.

       6. DOCK OR BERTH SPACE. The Authority shall provide SBT such dock or berth space at Port Manatee for the tugboats of SBT as determined from time to time by the Executive Director of Port Manatee or his designee. SBT shall move tugboats from one docking or berth space to another if requested by said Executive Director or his designee in order to make said space available for vessels· calling at Port Manatee. The docking space furnished shall include water and electrical facilities for use by the tugboats required under the provisions of this agreement.

       7. OUTSIDE ASSISTANCE. The primary mission and obligation of SBT is to provide tugboat services and firefighting assistance as licensed by this agreement. If SBT receives requests for

          firefighting as:;; Ls t anc from vessl,l.S beyond the n.onna l 1:-'or l: Mana t8e area, SBTmay, in its discn=?U.on, pi·ovido sucb assist. u1ce as lor:g

          as adequale equipment and facilities remain Port Manatee to

          va,tai.lable for P1-r

          provide the services licensed by this agreement. None of the equipment, tugboats or personnel ,,£ 811T tbat 2re 1:equired under t.he provisions of this agr ement shall be diverted from Port Manatee without the prior permission of thG Executive Direr::Lor cf Pen.:.

          Manatee or his designee, and the A.uthority shall not unreasonubly

          withhold such permission.

       8. COOPERATION BETWEEN TUGBOAT SERVICES LICENSEES. In order

          to econornicall2• provide efficient: and satisfactory tugboat services at Po t Manatee on a 24 hour per day basis, 365 days per year, SBT shall cooperate with any tugboat service provider duly licensed by the Authority to provide tugboat serv·ices at Port Manatee in locating tugboats and providing tugboat services at Port Manatee as needed.

       9. TARIFF. To the extent same are not in conflict with or in degradation of the terms and conditions of this agreement, SBT shall throughout the duration of this agreement bide by and comply with applicable rates, rules and regulations of the Authority set forth in t.:he then cur-rent Port Manatee Tariff as published by the Authority and duly filed with the Federal .Maritime Commission. The covenant by SB'£ to abide by and comply with said Port Manatee Tariff was a material inducement for the Authority to enter into this agreement constituting substantial consideration to the Authority for this agreement and any failure by SBT to fully abide

          by and comply therewith shall at the oplion of the l\uthori ty constitute a default by SBT, entitling the Authority to exercise any one or more of the remedies set forth in the paragraph hereof entitled ''Breach or Default". SBT acknowledges receipt from the Authority of a copy of the current Port Manatee Tariff as published by the Authority and further acknowledges that SBT understands all of the provisions of said Port Manatee Tariff.

       10. INSURANCE. SBT agrees to pay for and maintain in full force and effect Comprehensive General Liability Insurance, including coverage for Bodily Injury and Property Damage Liability, and Protection and Indemnity Insurance for vessels operated by SET, each in an amount of at least $10,000,000 per occurrence. The policies of insurance shall list the Authority as an additional insured. SBT shall furnish the Authority with a certificate or certificates of insurance evidencing the existence of said continuous insurance coverage. If SET fails to obtain and keep in full force and effect said insurance coverage nd fails to furnish the Authority with a certificate or certificates of insurance evidencing·the existence-of said continuous coverage, SBT shall be deemed to be the insurer of the Authority for all risks required to • be insured.

       1 L • ENVIRONMENTAL PROTECTION. SBT shall comply with all federal, state, regional and county laws, statutes, ordinances, rules and regulations applicable to its operations within Port Manatee, including such rules and regulations of general application at Port Manatee adopted and promulgated by the

       Authority, which are not in degradation of any rights granted to SBT under the terms of this agreement. In the event any federal, state, regional or county governmentai authority with jurisdiction to enforce or regulate the construction and operation of the facilities of SBT deterqlines Lhat there is any significant or substantial deviation from the conditions, restrictions and limitations hereinabove set forth or any provisions of applj_cable environmental laws, statutes, ordinances, rules, regulations or requirements of any such federal, state, regional or county governmental authority (hereinafter referred to as "violation"), the Authority shall have the right, upon providing due notice to SBT, to require a hearing before the Authority for the purpose of determining the cause and extent of the violation and to issue a notice to SBT to correct such violation within thirty (30) days or within such extended period of time as may be reasonable under the circumstances, such period of time to be determined by the Authority. In the event SBT fails to correct the violation within the period of time determined by the Authority, then and in that event, the Authority shall have the right to terminate the operations of SET until such violation has been corrected or take such lawful action as may be appropriate under the circumstances. The remedies herein granted to the Authority are in addition to all other remedies which may be available to the Authority under the laws of the State of Florida and nothing herein contained shall be construed as limiting the remedies of the Authority or any federal, state, regional or county governmental authority with jurisdiction

       to regulate the services performed by SBT. Nothing herein contained shall be construed to impair or limit the lawful rights of SBT to challenge or contest any such applicable laws, statutes, ordina ces, rules, regulations or requirements.

   12. LABOR DISPUTES. Port Mana tee consists of various facilities operated by tenants pursuant to leases with the Authority and by the Authority itself, and it is necessary for the operation of Port Manatee that there be a degree of cooperation bet een SBT and the Authority. In the event there are any strikes,

       boycotts, walkouts, picketing or other labor disputes at Port

       Manatee impacting upon the activities and operations of SBT pursuant to the provisions of this agreement, then and in that event, SBT shall cooperate with the Authority in taking reasonable

       ·action and undertakings necessary to preserve and protect normal

       lawful activities and operations at Port Manatee. Such action may include the exchange of information between SBT and the Authority, arranging for a separate entrance to certain facilities at Port Manatee and the institution and prosecution of legal proceedings at

       no cost or expense to SBT. SBT shall ex rcise a reasonable effort

       to discourage and prevent any such labor disputes in connection with its activities and operations pursuant to the provisions of this agreement. In the event of any such labor dispute in connection with said activities and operation by SBT, then and in that event, SBT shall take all reasonable action consistent with its requirements necessary to resolve said disputes and to prevent the disruption of the normal activities and operations at Port

       Manatee. Nothing herein contained shall be construed to impair or limit the lawful rights of employees of SBT or the Authority, or to limit the lawful ights of any labor organization representing said employees.

   13. RELATIONSHIP BE'rWEEN THE PARTIES. The Authority is not

exercising any dominion, control or supervision over the activities and operations of SBT except to the extent specificaJ.ly set forth in this agreement, and the Authority has no obligation or responsibility in connection with the establishing, charging or collecting of costs and fees made by SBT for any assistance rendered or services performed pursuant to the license granted by this agreement. SBT shall hold the Authority harmless from any and all liability, claims, damages, causes of action or other obligations arising out of or in connection with the activities and operations of.SET pursuant to this agreement caused by a breach, default, fault or other misconduct of SBT, its·employees, agents, licensees, invitees or other persons under the control and supervision of SBT, and SBT will protect, defend and indemnify the Authority from any such obligation.

• 14. ACCESS. The Authority hereby grants to SBT a continuous

right of ingress and egress through Port Manatee for the purpose of

. .

providing the assistance and rendering the services covered by this

agreement.

1. ASSIGNMENT AND SUCCESSION. This agreement shall not be assigned by SBT without the express written approval of the Authority. A change in the ownership of the capital stock of SBT

   or a change in the personnel who are responsible for the executive management of Sl3T shall not affect the duration of this agreement or the obligations and responsibilities of SST pursuant to this agreement.

2. BREACH OR DEFAULT. In the event SBT fails or refuses to

make full and complete performance of all of the terms and conditions of this agreement to be performed by SBT or otherwise defaults in the payment of any sums or the performance of any duty on the part of SBT to be performed for a period in excess of thirty ( 30) days, then and in any one or more of those events, the Authority shall give SBT written notice of said default and SBT shall have thirty (30) days from the receipt of said notice within which to cure the default and reinstate the agreement to a current status. If SBT fails to commence or start to cure said default by the end of said 30 day period, the Authority shall have the option of declaring this agreement in default and exercising any of the remedies authorized by law in favor of the Auth9rity. In the event this agreement is declared to be in default, SBT agrees to pay all costs in connection with exercising and enforcing any of the remedies authorized by law in favor of the Authority, including a reasonable attorney's fee.

17·. PRIOR AGREEMENTS. The existing agreements and the amendments and supplements thereto between the Authority and SBT

, and its predecessors for the performance of tugboat services at Port Manatee are canceled and terminated effective simultaneously with the execution of this agreement.

1. AGREEMENT ADMINISTRATION. The Authority hereby authorizes the Executive Director of Port Manatee, or his designee, to administer the terms and conditions of this agreement on behalf of the Authority and to make all managerial decisions on behalf of the Authority as they relate to the provisions of this agreement.

2. AUTHORITY TO EXECUTE. Each of the parties hereto • covenants to the other party hereto that it has lawful authority to enter into this agreement, that the governing body of each of the parties has approved this agreement and that the governing body of each of the parties has authorized the execution of this agreement in the manner hereinafter set forth.

   IN WITNESS WHEREOF, the parties have caused this Port Manatee

   Tugboat Services License Agreement /Jo be .!-ly executed in

   .jµ, J       

   duplicate, this the      gt!=- day of                        , 2003. ATTEST: R. B. SHORE MANATEE COUNTY PORT AUTHORITY

   Clerk of ri ourt i ce --

   12,,,y. B-Ly...-.:\l'v  .               

   7• -' / ©2--  (/    Chairman

   \\\> ,,,,,,

   • \,11,Ml'T'HORITY .  ./

   #"'9o T Al.ti'.iil-

   - • .. ,S,

   ,.

   ,0

   I;:::: (i& <••i3

   ,,,

   \ \ ct>.,f\t./ / SEABULK TOWING, INC.

   f hj """-- •- , ":

   \\\\\"\

   
   

   SET

   
   

   .

   I

   FIVE-YEAR EXTENSION OF PORT MANATEE TUGBOAT SERVICES LICENSE AGREEMENT

   
   

   The MANATEE COUNTY PORT AUTIIOFUTY, a polftlcal entity of the State of Florida, with its principal place of business located at Port MancJtee, 300 Tampa Say Way,Palmetto, Florida 34221, and SEASULI< TO\NING, a Delaware corporation duly authorized to transact business In the State of Florida, with a place of business located at 1305 Shoreline Drive, Tampa, Florlda 33605, In connection with the

   Port Manatee Tugboat Services License Agreement entered Into by and between the parties hereto on •

   August 28, 2003, with extensions approved through August 28th, 201.9, entered on July 26, 2007, I

   !

   September 15, 2011, and August 20, 2015 (collectively, the "Agreement:"), agree as follows: i'

   
   

   1. EXTENSION. The duration or term of the Agreement Is hereby extended for a period of flve (S) years untll August 28, 2024.

      {

   2. AMENDMENT OF COMMISSION RATE. Beginning August 28,201.9 and contlnulng untll August

SECOND FIVE-YEAR EXTENSION OF PORT MANATEE TUGBOAT SERVICES LICENSE AGREEMENT

The MANATEE COUNTY PORT AUfHORITY, a political entity of the State of Florida, with its principal place of business located at Port Manatee, 300 Tampa Bay Way, Palmetto, Florida 34221, and E.N. BISSO AND SON TOWING, INC., a Louisiana corporation duly authorized to conduct business in the State of Florida with a principal address of I Walnut Street, New Orleans, LA 70118, in connection with the Port Manatee Tugboat Services License Agreement entered into by and between the Manatee County Port Authority and the predecessor ofE.N. Bisso and Son Towing, Inc. as party to the Agreement on August 28, 2003, with extensions approved through August 28th, 2019, entered on July 26, 2007, September 15, 2011, August 20,

2015, and September 19, 2019 (collectively, the "Agreement"), agree as follows:

I. EXTENSION. The duration or term of the Agreement is hereby extended for a period of five (5) years until August 28, 2029.

1. AMENDMENT OF COMMISSION RATE. Beginning August 28, 2024 and continuing until August 27, 2029, the commission rate shall remain 7% of the revenues evidenced by invoices for tug services, net any discounts.

   
   

2. SAYING CLAUSE. Except for the herein provided extension, the Agreement remains in full force and effect.

   
   

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

IN WITNESS WHEREOF, the Parties have caused this Second Five-Year Extension and

Amendment of Port Manatee Tugboat Services License Agreement to be duly executed in duplicate this the 30th day of July , 2024.

ATTEST: ANGELINA COLONNESO

WITNESSES:

Clerk of Circuit Court By:                   

MANATEECOUNTYPORTAUTHORITY

By:------------

Kevin Van Ostenbridge, Chair

E.N. BISSO AND SON TOWING, INC.

By:               Ca   

sfgn_• V - • I 1..:1..1.f,41--

Print Name: Anthony Caggiano Title: Commercial Director

WITNESSES:

N/A

Signature

N/A

Print Name

‌July 30, 2024

CONSENT

AGENDA ITEM 3.H.: BERTH 6 CONCRETE REPAIR CHANGE ORDER NO. 1

BACKGROUND:

On April 23, 2024, the Authority approved the contract with BDI Marine Contractors, LLC for Berth 6 Concrete Repair in the amount of $2,075,000.00. Higher-strength concrete was discovered, and additional curb repairs than anticipated are required. Change Order No. 1 increases the contract in the amount of $266,440.00, bringing the contract total to $2,341,440. In addition, the change order includes a project time extension of 30 days.

ATTACHMENT:

Change Order No. 1

COST AND FUNDING SOURCE:

FDOT grant funding of $199,830 and Port cash of $66,610

CONSEQUENCES IF DEFERRED:

Delay in approval of Change Order No. 1

LEGAL COUNSEL REVIEW: Yes

RECOMMENDATION:

Move to approve and authorize the Chairman to execute Change Order No. 1 increasing the contract between the Manatee County Port Authority and BDI Marine Contractors, LLC in the amount of $266,440.00 for demolishing higher-strength concrete and repairing more curb than anticipated, subject to the review and approval of FDOT.

PORT MANATEE

Project Name:       Berth6 Surface Concrete Repair

CHANGE ORDER FORM Change Order No.

Purchase Order No.

      1    

    PA006026   

Date of Issuance:                 

Owner: Manatee County Port Authority Engineer of Record:

Contractor: BDI Marine Contractors, LLC

11718 SE Federal Hwy #22

   Sound FL 33455    Project: 13erth6 Surface Concrete Repair

Effective Date: 6/26/2024

Contract#: ITB-.-0-2024-/RH

Contractors Project#:                      Engineer's Project#:                         Contract Name: Berth 6 Surface Concrete Repair

The Contract is modified as follows upon execution of this Change Order

Description: Response to RFI9 and Teams Meeting on 6/25/2024 unforeseen existing condition of concrete strength. In addition, includes SOIf of curb repair. See attached Documents.

Attachments: discdotion List documents supporting change: Included in RFI9

MCPA ENG.5/7/2024 MANATEE COUNTY

PROJECT MANAGEMENT FORM PMD-2

NOTE: CONTRACTOR MAY SUBMIT A COMPUTER SPREADSHEET IN LIEU OF FILLINGIN THISFORMIF THE SAME INFORMATION ISPROVIDED.

BDI Marine Contractors LLC

The strength of the existing topping slab was only noted as4,000 psi on the as-built drawings for the AreaB portion of the berth as highlighted in bluebelow. Areas A & C were constructed previously, and the topping strength is not noted on the associated as-builts. The intent of AreaB is to only demolish the delaminated portions of topping.

RS&H recommends verifying (if not already done so) the concrete topping strength of area A, where the majority of topping is to be removed.

--- - _/ .- I.I [I:::>_ . - . - .   

1ftN*E-Hm+tEfHIJ11HBffHlffiffifffitlffiffi

( .'

\

'---'

225'-0"

414'-0"±

147':I: 42'-0":I:

BERTH NO. 6 - AREA A BERTH NO. 6 - AREAS B & C

IUES™

Project No ReportNo. Wor-korderNo.

Lab No.

1110.2400198.0000

-323938-1 CT 061424

323938

24P088-C

1748 Independence Blvd Suite B-1, Sarasota, FL 34234 - P: 941.358.7410 - F: 941.358.7353

Compressive Strength of Cores Test Specimens (ASTM C-39)

C-llent BDI Marine &Site Contractors

11718 SE Federal Hwy Unit 222, Hobe Sound, FL

33455

Project Birth6 Port Manatee- Palmetto- CSO- SDI Marine & Site Contractors

  Piney Point Rd, Palmetto, County, FL           

Stl"uctural Element; Client Cored =========== -~Sample Location; Co_i:es- Sampled al -3

jset#1 of 1 jsample !'"rom: Cores             Lsample By: Cite - rop-Off On 0 /14/2024 JAt Lab on or Before: 06/17/2024 ]

Admixture: N/A

General Information General Contractor:

Subcontractor:

  Supplier: NA Truck No.: Unknown Ticket No.: Unknown

Mix Oesi_gn: 5000

Air Content: N/A j Slump: N/S

_ Specified Stren th / Sampling Times Specified Strength: 5000 psi@ 28days Mix Design Strength; 5000 psi @ 28 days Water Added at Site: NIA

Time Batched: Time sampled:

Weather Condition: Unknown

j Ambient Temp: N/S ( C: ncrete Temp:

N/S

Unit V\fefg'!_t: N/A

Field Test Results

Placement Information Truck Load: NIA

Cumulative Quantity: N/A TotalPlacement tor the Day: NIA

Other Results/Comments: L/O ratio has been used to correct the max load as per ASTM spec.L/O ratios are as

  follows  Cylinder  1  I!>_1_.25          &       Cylinder 2-6  are  1.1                           

Results o'f Laboratory Testing

I

JV\ - tlNE &411 .1 E

- -<=c:, N ,- <=..,-C> ·5:i ----

11718 SE Federal Hwy, Unit 222Hobe Sound, FL 33455

561-909-9898

7-3-2024

Port Manatee

Project Name: Berth 6 Surface Concrete Repair Change Order1

An additional SOlinear feet (LF) of curb has been identified for repair, conforming to the curb repair detail. Utilizing Item NO. 15, "Prep and Pour Curbs," BDI can apply the unit price of $200 per LF. Additionally, $3,300 will be allocated for the installation of Galvanic protection for the curbrepair.

‌July 30, 2024

CONSENT

AGENDA ITEM 3.I.: CARGO PAD CONTRACT AWARD BACKGROUND:

On August 19, 2021, the Authority approved a Public Transportation Grant Agreement with the Florida Department of Transportation for partial funding of a dry/chill warehouse. On March 17, 2024, an invitation to bid was published on DemandStar for the construction of a 50,000 square foot cargo handling pad with site lighting (Phase 1). Four bids were received. The lowest bidder is deemed disqualified as non-responsible due to the subsequent loss of two necessary personnel, leaving Spectrum Underground, Inc. as the lowest responsible/responsive bidder with a bid of

$2,584,856.45. The Engineer of Record, AECOM, has deemed Spectrum Underground, Inc. responsible.

ATTACHMENT:

• Bid Tabulation

• Partial Contract (due to size)

COST AND FUNDING SOURCE:

FDOT grant funding and Port cash each in the amount of $1,292,428.22.

CONSEQUENCES IF DEFERRED:

Delay in commencement of Phase 1 cargo pad project

LEGAL COUNSEL REVIEW: Yes

RECOMMENDATION:

Move to approve and authorize the Chairman to execute the contract between the Manatee County Port Authority and Spectrum Underground, Inc. in the amount of $2,584,856.45, for a cargo handling pad, subject to the receipt of required bonds and insurance and FDOT approval.

Tabulation Sheet

Agency Name Manatee County Port Authority

Bid Number ITB-RH-0-2024/RH

Bid Name Storage Initiative Phase 1 - Cargo Pad

Bid Due Date 07/08/2024 14:00:00 Eastern

Bid Opening Closed

1. responses found. online, offline, not submitting, not received

   	Company	Responded	Address	Bid Amount	Alt Bid Amount	Declared Attributes	Documents	Sent
   Complete
   1 . 2 .							Completed and signed bid (ITB cover page)
   							Signed Bid Instructions
   							Completed and Signed Agreement Form
   							Completed and Signed Instructions To Bidders
   							Proof of Insurance
   							Bonds
   							List of Proposed Subcontractors
   							Completed and Signed Trench Safety Affidavit
   							Drug Free Work Place Certificate
   	Crisdel Group Inc	07/08/2024 12:56:06 Eastern	8985 Palm River Road, Tampa, FL, 33619	$3189270.000 0	0.0000		LARGE CONSTRUCTION ITB Required bid security with Power of Attorney for Surety List of proposed Suppliers List of Project References
   							Required Bidder Qualification Statement with supporting data
   							Certificate of Compliance with Trench Safety Form
   							Copies of Valid Licenses
   							Subcontractor List
   							Supplementary Conditions
   							Completed and Signed Bid Bond
   							Payment Bond
   							Performance Bond
   							Contractor's Affidavit For Final Payment
   							Completed and signed bid (ITB cover page)
   							Signed Bid Instructions
   							Completed and Signed Agreement Form
   							Completed and Signed Instructions To Bidders
   							Proof of Insurance
   							Bonds
   							List of Proposed Subcontractors
   							Completed and Signed Trench Safety Affidavit
   	LandmarkServices of SWFL	07/08/2024 12:44:52 Eastern	1101 9th Ave. E., Bradenton, FL, 34208	$3290210.690 0	0.0000		LARGE CONSTRUCTION ITB Drug Free Work Place Certificate Required bid security with Power of Attorney for Surety
   							List of proposed Suppliers
   							List of Project References
   							Required Bidder Qualification Statement with supporting data
   							Certificate of Compliance with Trench Safety Form
   							Copies of Valid Licenses
   							Subcontractor List
   							Supplementary Conditions
   							Completed and Signed Bid Bond

   
   

   3 . 4 .							Payment Bond
   							Performance Bond
   							Contractor's Affidavit For Final Payment
   							Completed and signed bid (ITB cover page)
   							Signed Bid Instructions
   							Completed and Signed Agreement Form
   							Completed and Signed Instructions To Bidders
   							Proof of Insurance
   							Bonds
   							List of Proposed Subcontractors
   							Completed and Signed Trench Safety Affidavit
   							LARGE CONSTRUCTION ITB
   	Moran Environmental Recovery	07/08/2024 11:44:20 Eastern	1650 Hemlock Street, Tampa, FL, 33605	$2203885.000 0	0.0000		Drug Free Work Place Certificate Required bid security with Power of Attorney for Surety List of proposed Suppliers List of Project References
   							Required Bidder Qualification Statement with supporting data
   							Certificate of Compliance with Trench Safety Form
   							Copies of Valid Licenses
   							Subcontractor List
   							Supplementary Conditions
   							Completed and Signed Bid Bond
   							Payment Bond
   							Performance Bond
   							Contractor's Affidavit For Final Payment
   							Completed and signed bid (ITB cover page)
   							Signed Bid Instructions
   							Completed and Signed Agreement Form
   							Completed and Signed Instructions To Bidders
   							Proof of Insurance
   							Bonds
   							List of Proposed Subcontractors
   							Completed and Signed Trench Safety Affidavit
   							Drug Free Work Place Certificate
   	Spectrum Underground, Inc.	07/08/2024 13:45:27 Eastern	5802 Bee Ridge Rd, Ste 101, Sarasota, FL, 34233	$2594856.450 0	0.0000		LARGE CONSTRUCTION ITB Required bid security with Power of Attorney for Surety List of proposed Suppliers List of Project References
   							Required Bidder Qualification Statement with supporting data
   							Certificate of Compliance with Trench Safety Form
   							Copies of Valid Licenses
   							Subcontractor List
   							Supplementary Conditions
   							Completed and Signed Bid Bond
   							Payment Bond
   							Performance Bond
   							Contractor's Affidavit For Final Payment

   PORT MANATEE

   STORAGE INlTIATIVE PHASE l - CARGO PAD

   
   

   SECTION 00 52 13 AGREEMENT FORM

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

   30

   This Agreement is dated as of -2--5- th day of   July          inthe year 2024 by and between

   Manatee Count Port Authority ("Owner'') and Spectrum Underground, Inc. who is registered and licensed to do business in the State of Florida ("Contractor''). Owner and Contractor hereby agree as follows:

   
   

   ARTICLE 1 - WORK

   
   

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

   
   

   ARTICLE 2 - THE PROJECT

   
   

   1. The Project, of which the Work under the Contract Documents is a part, is generally described as follows: Necessary materials and labor for the construction of a cargo handling pad, approximately 50,000 square feet, with required site lighting, stormwater system and fire hydrant relocation, as indicated on the Drawings and as specified herein. Contractor shall obtain and pay required fees for the pre-approved permit with the Manatee County Development Services

   2. All Work for the Project shall be constructed in accordance with the Drawings and Specification prepared by _AECOM Technical Services_.

   
   

   ARTICLE 3 - ENGINEER

   
   

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

   3.02

   
   

   ARTICLE 4 - CONTRACT TIMES

   
   

   1. Time is of the Essence

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

1. Contract Times: Days

   1. The Work, including add-alternates if elected by Owner, will be substantially completed within 180 calendar days after the date when the Contract Times commence to run as provided in Paragraph 4.01 of the General Conditions and completed and ready for final

      01103266-4

      This Section is a MODIFIED version of EJCDC C-S20, Agreement between Owner and Contractor for Construction Contract

      {Stipulated Price). Copyright © 2018 by the National Society of Professional Engineers, American Society of Civil Engineers, and American Council of Engineering Companies. Those portions of the text that originated in published EJCDC documents remain subject to the copyright.

      
      

      Sll7/Z024 ISSUED FOR BIDDING AGREEMENT FORM

      PORT MANATEE                                                                                                  STORAGE INITIATIVE PHASE 1 - CARGO PAD

      
      

      payment in accordance with Paragraph 15.06 of the General Conditions within 30 calendar days after substantial completion.

2. Liquidated Damages

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

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

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

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

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

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

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

Special Damages

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

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

   
   

   01103266-4

   AGREEMENT FORM 5/17/2024-JS_SUED FOR BIDDING

   PORT MANATEE STORAGE INITIATl.VE PHASE 1 - CARGO PAD

   
   

3. The special damages imposed in this paragraph are in addition to any liquidated damages for delayed completion established in this Agreement and may be deducted or set off from any unpaid amounts due to Contractor.

ARTICLE S - CONTRACT PRICE

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

   1. For all Work, a lump sum of: $ 2;594,856.45 .

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

ARTICLE 6 - PAYMENT PROCEDURES

1. Submittal and Processing of Payments

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

2. Progress Payments; Retainage

   1. Owner shall make progress payments on account of the Contract Price on the basis of Contractor's Applications for Payment on or about the first day of each month during performance of the Work as provided in Paragraph 6.02.A.1 below, provided that such Applications for Payment have been submitted in a timely manner and otherwise meet the requirements of the Contract. All such payments will be measured by the Schedule of Values established as provided in the General Conditions. All retainage shall comply with section 255.078, Florida Statutes. All payments shall comply with sections 218.735, Fla. Stat. ("Florida's Local Government Prompt Payment Act"}.

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

         1. Ninety-five (95) percent of Work completed {with the balance being retainage), and

         2. Ninety-five (95} percent of cost of materials and equipment not incorporated in the Work (with the balance being retainage}.

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

3. Final Payment

   1. Upon final completion and acceptance of the Work in accordance with Paragraph 15.06 of the General Conditions, Owner shall pay the remainder of the Contract Price as

Qll03266-4

5/17/2024 ISS_UED FOR BIDDING AGREEMENT FORM

00 52 13 - 3 oft 2

PORT MANATEE                                                                                                STORAGE INITIATIVE PHASE 1-CARGO PAD

recommended by Engineer as provided in said Paragraph 15.06. Contractor's acceptance of final payment from Owner shall constitute a full waiver and release

ARTICLE 7 - CONTRACT DOCUMENTS

1. Contents

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

      1. This Agreement (Section 00 52 13 - pages 1 to 12, inclusive).

      2. Bonds:

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

         2. Payment bond (together with power of attorney} (Section 00 6113.16 pages 1 to 4, inclusive).

      3. General Conditions (EJCDC C-700 2018, Pages 1-65).

      4. Supplementary Conditions of the Construction Contract.

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

      6. Drawings (not attached but incorporated by reference) consisting of 31 sheets with each sheet bearing the following general title: Storage Initiative Phase 1- Cargo Pad, listed on the following sheet index.

         General

         1. G-001 COVER SHEET

         2. G-002 KEY MAP

         3. G-003 DRAWING INDEX & SIGNATURE SHEET CIVIL

         4. C-001 CIVIL GENERAL NOTES

         5. C-002 CIVIL GENERAL NOTES

         6. CD-100 EXISTING CONDITIONS AND DEMOLITION PLAN

         7. C-100 CIVIL SITE PLAN - BASE BID

         8. C-lOOA CIVIL SITE PLAN-ADDITIVE BID (FOR INFO ONLY)

         9. CA-201 PAVING AND GRADING & DRAINAGE PLAN (1)- BASE BID

         10. CA-202

         11. CA-400

         12. C-501

         13. C-601

         14. C-602

         15. C-603

             PAVING AND GRADING & DRAINAGE PLAN (2) - BASE BID EROSION CONTROL PLAN - BASE BID

             CROSS SECTIONS - BASE BID PAVING AND GRADING DETAILS (1} PAVING AND GRADING DETAILS (2) PAVING AND GRADING DETAILS (3)

             !!!.1!!lli2::!.                                                                              

             AGREEMENT FORM 5/11/2024_I_SSWm FOR BIDDING

             PORT MANATEE STORAGE INITIATlVE PHASE 1 - CARGO PAD

             
             

         16. C-701

         17. C-801 ELECTRICAL

         18. E-001

         19. E-002

         20. E-100

         21. E-101

         22. E-102

         23. E-103

             EROSION & SEDIMENT CONTROLS DETAILS MISCELLANEOUS DETAILS

             
             

             ELECTRICAL NOTES, LEGENDS, AND ABBREVIATIONS ELECTRICAL GENERAL NOTES

             ELECTRICAL SITE UTILITY PLAN ELECTRICAL SITE PLAN - BASE BID

             ELECTRICAL SITE PLAN -ADDITIVE BID (FOR INFO ONLY) ELECTRICAL SITE PHOTOMETRIC PLAN - BASE BID - FULL ON

         24. E-104 ELECTRICAL SITE PHOTOMETRIC PLAN - BASE BID - PARTIAL ON

         25. E-105 ELECTRICL SITE PHOTOMETRIC PLAN -ADDITIVE BID - FULL ON (FOR INFO ONLY)

         26. E-106 ELECTRICAL SITE PHOTOMETRIC PLAN -ADDITIVE BID - PARTIAL ON -ADDITIVE BID (FOR INFO ONLY)

         27. E-500

         28. E-600

         29. E-601

             ONLY)

         30. E-602

         31. E-700

         POWER RISER DIAGRAM

         AREA LIGHTING DIMMING CONTROL - BASE BID

         AREA LIGHTING DIMMING CONTROL - ADDITIVE BID (FOR INFO

         
         

         AREA LIGHTING POLE DETAILS PANEL SCHEDULES

         
         

      7. Addenda (numbers _L to i, inclusive).

      8. Exhibits to this Agreement (enumerated as follows):

         1. Invitation to Bid (Section 00 1113 pages 1 to 4, inclusive).

         2. Bidder Qualification Form (Section 00 11 53 pages 1 to 16, inclusive).

         3. Instructions to Bidders (Section 00 2113 pages 1 to 16, inclusive).

         4. Contractor's Bid (Section 00 4113, pages 1 to 6, inclusive).

         5. Subcontractor list (Section 00 43 36, pages 1 to 2 inclusive).

      9. The following which may be delivered or issued on or after the Effective Date of the Contract and are not attached hereto (samples of the forms are included):

         1. Notice to Proceed (Section 00 55 00, Pages 1 to 2, inclusive).

         2. Work Change Directives (Section 00 63 49, Pages 1 to 2, inclusive).

         3. Change Order(s) (Section 00 63 63, Pages 1 to 2 inclusive).

         4. Permit Modifications and/or Amendments.

         5. Contractor's Affidavit.

            
            

            Oll032M-4

            5117/2_024 ISSUED FOR BIDDING AGREEMENT FORM

            PORT MANATEE                                                                                                    STORAGE INITIAnvE PHASE l - CARGO pAD

            
            

         6. State of Florida Department of Transportation {FOOT) Public Transportation Grant Agreement (PTGA) Contract Number G1Z26 for its applicable conditions and restrictions.

         7. Warranty Bond, if any.

      10. All applicable provisions of state and federal law, which are incorporated by reference and included as if attached to this Contract, and any Modification, including all Change Orders, duly delivered after execution of Contract.

   2. The Contract Documents listed in Paragraph 7.01.A are attached to this Agreement (except as expressly noted otherwise above).

   3. There are no Contract Documents other than those listed above in this Article 7.

   4. The Contract Documents may only be amended, modified, or supplemented as provided in the Contract.

   5. The Contract represents the entire and integrated agreement between the Contractor and Owner and supersedes prior negotiations, representations or agreements, either written or oral.

ARTICLE 8 - REPRESENTATIONS

1. Contractor's Representations

   1. In order to induce Owner to enter into this Contract, Contractor makes the following representations:

      1. Contractor has examined and carefully studied the Contract Documents, including Addenda and any data and referenced items identified in the Contract Documents.

      2. Contractor has visited the Site, conducted a thorough, alert visual examination of the Site and adjacent areas, and become familiar with and is satisfied as to the general, local, and Site conditions that may affect cost, progress, and performance of the Work.

      3. Contractor is familiar with and is satisfied as to state, federal and local Laws and Regulations that may affect cost, progress, and performance of the Work.

      4. Contractor has carefully studied all: (1) reports of explorations and tests of subsurface conditions at or adjacent to the Site and all drawings of physical conditions relating to existing surface or subsurface structures at the Site that have been identified in the General and Supplementary Conditions, especially with respect to Technical Data in such reports and drawings, and (2) reports and drawings relating to Hazardous Environmental Conditions, if any, at or adjacent to the Site that have been identified in the General and Supplementary Conditions, especially with respect to Technical Data in such reports and drawings.

      5. Contractor has considered that it has carefully examined, satisfied itself as to the conditions and limitations under which the Work is to be performed, including without limitation 1) the location, layout, and nature of the Site and surrounding areas, 2) generally occurring climate and weather conditions, and 3) anticipated labor, supply and costs; and 4) availability of materials, tools, and equipment and other similar issues.

      6. Contractor has considered the information known to Contractor itself; information commonly known to contractors doing business in the locality of the Site; information

         PORT MANATEE STORAGE INITIATIVE PHASE 1 - CARGO PAD

         
         

         and observations obtained from visits to the Site; the Contract Documents; and the Technical Data identified in the Supplementary Conditions or by definition, with respect to the effect of such information, observations, and Technical Data on (1) the cost, progress, and performance of the Work; {2) the means, methods, techniques, sequences, and procedures of construction to be employed by Contractor; and (3) Contractor's safety precautions and programs.

      7. Based on the information and observations referred to in the preceding paragraph, Contractor agrees that no further examinations, investigations, explorations, tests, studies, or data are necessary for the performance of the Work at the Contract Price, within the Contract Times, and in accordance with the other terms and conditions of the Contract.

      8. Contractor is aware of the general nature of work to be performed by Owner and others at the Site that relates to the Work as indicated in the Contract Documents.

      9. Contractor has given Engineer written notice of all conflicts, errors, ambiguities, or discrepancies that Contractor has discovered in the Contract Documents, discrepancies between the site conditions and Contract Documents, and the written resolution thereof by Engineer is acceptable to Contractor.

      10. The Contract Documents are generally sufficient to indicate and convey understanding of all terms and conditions for performance and furnishing of the Work.

      11. Contractor's entry into this Contract constitutes an incontrovertible representation by Contractor that without exception all prices in the Contract are premised upon performing and furnishing the Work required by the Contract Documents.

      12. Contractor accepts assignment of responsibilities for Owner direct procurement items as described in the Tax Savings Provision in Section 22.01 of the Instructions to Bidders.

ARTICLE 9 - PROJECT FUNDING

1. The Project is funded in part from the proceeds of a grant{s} from the Florida Department of Transportation. This grant funding is conditioned in part on the Contractor meeting the following requirements:

   1. DBE Policy: The contractor and subcontractor shall not discriminate on the basis of race, color, national origin, or sex in the performance of this Contract. The Contractor shall carry out applicable requirements of 49 CFR part 26 in the award and administration of this Contract. Failure by the Contractor to carry out these requirements is a material breach of this Contract, which may result in the termination of this Contract or such remedy as the Owner deems appropriate.

   2. Contractor understands that the grant funding is dependent on completion of Work within the Contract Times and the Milestones and the Contractor agrees to complete the Work within the Contract Times and Milestones. Should the Contractor fail to complete the Work within the Contact Times and Milestones, the Contractor agrees the provisions of Article 4 above shall apply.

      PORT MANATEE                                                                                                  STORAGE INITIATIVE PHASE l - CARGO PAD

      
      

   3. No member, officer or employee of Contractor during this Contract or 2 years thereafter shall have any interest, direct or indirect, in this contract or the proceeds thereof. Moreover, this provision must be inserted in any subcontracts for the Work.

   4. Contractor shall not employ unauthorized aliens in violation of section 274(e) of the Immigration and Naturalization Act. If Contractor knowingly employs unauthorized aliens, such violation will be cause for unilateral cancellation of this Contract.

   5. To the fullest extent permitted by law, the Contractor shall indemnify and hold harmless the Owner and the State of Florida, Department of Transportation, including the Department's officers and employees, from liabilities, damages, losses and costs, including, but not limited to, reasonable attorney's fees, to the extent caused by the negligence, recklessness or intentional wrongful misconduct of the Contract and person employed or utilized by the Contractor in the performance of this Agreement. This indemnification provision shall survive termination of this Agreement. Nothing contained in this this paragraphs is intended to nor shall it constitute a waiver of the State of Florida and the Owner's sovereign immunity.

   6. Contractor agrees to include the above provision {F.) in its subcontracts for those who perform Work in connection with this Contract.

2. In addition to any requirements listed above in section 9.01, Contractor acknowledges its review of FOOT Grant #GlZ26 and agrees to strictly comply with all of the terms and conditions of FOOT Grant #GlZ26.

ARTICLE 10 - TERMINATION OR SUSPENSION

1. Termination

   1. The Contract may be terminated by the Owner or Contractor as provided in Article 16 of the General Conditions.

2. Suspension by Owner

   1. The Work may be suspended by the Owner as provided in Article 16 of the General Conditions.

ARTICLE 11- MISCELLANEOUS

1. Terms

   1. Terms used in this Agreement will have the meanings stated in the General Conditions.

2. Assignment of Contract

   1. Unless expressly agreed to elsewhere in the Contract, no assignment by a party hereto of any rights under or interests in the Contract will be binding on another party hereto without the written consent of the party sought to be bound; and, specifically but without limitation, money that may become due and money that is due may not be assigned without such consent (except to the extent that the effect of this restriction may be limited by law), and unless specifically stated to the contrary in any written consent to an assignment, no assignment will release or discharge the assignor from any duty or responsibility under the Contract Documents. Notwithstanding the foregoing, the Owner may assign this Contract to the State of Florida for any political subdivision, municipality, special district, or authority thereof without Contractor's consent and without recourse.

      
      

      PORT MANAT_EE STORAGE INITIATIVE PHASE 1- CARGO PAD

      
      

3. Successors and Assigns

   1. Owner and Contractor each binds itself, its successors, assigns, and legal representatives to the other party hereto, its successors, assigns, and legal representatives in respect to all covenants, agreements, and obligations contained in the Contract Documents.

   2. This Contract is solely for the benefit of the parties and no right or privilege or cause of action shall by reason hereof accrue upon to, or for the benefit of any third party. Nothing in this Contract is intended or will be construed to confer upon or give any person, corporation, partnership, trust, private entity, or agency any right, remedy, or claim under or by reason of this Contract or any provisions or conditions of this Contract.

4. Severability

   1. Any provision or part of the Contract Documents held to be void or unenforceable under any Law or Regulation shall be deemed stricken, and all remaining provisions shall continue to be valid and binding upon Owner and Contractor, who agree that the Contract Documents shall be reformed to replace such stricken provision or part thereof with a valid and enforceable provision that comes as close as possible to expressing the intention of the stricken provision.

   2. Neither the validity of this Contract nor the validity of any portion of it may be challenged by any party to this Contract, and each party waives any right to initiate such challenge. Furthermore, if this Contract or any portion is challenged by a third party in a judicial, administrative, or appellate proceeding (each party covenanting with the other party not to initiate, encourage, foster, promote, cooperate with or acquiesce to such challenge), the parties collectively and individually agree, at their individual sole cost and expense, to defend in good faith its validity through a final judicial determination or other resolution, unless all parties mutually agree in writing not to defend such challenge or not to appeal any decisions invalidating this Contract or portion thereof.

5. Contractor's Certifications

   1. Contractor certifies that it has not engaged in corrupt, fraudulent, collusive, or coercive practices in competing for or in executing the Contract. For the purposes of this Paragraph 10.05:

      1. "corrupt practice" means the offering, giving, receiving, or soliciting of anything of value likely to influence the action of a public official in the bidding process or in the Contract execution;

      2. "fraudulent practice" means an intentional misrepresentation of facts made (a) to influence the bidding process or the execution of the Contract to the detriment of Owner, (b) to establish Bid or Contract prices at artificial non-competitive levels, or (c) to deprive Owner of the benefits of free and open competition;

      3. "collusive practice" means a scheme or arrangement between two or more Bidders, with or without the knowledge of Owner, a purpose of which is to establish Bid prices at artificial, non-competitive levels; and

      4. "coercive practice" means harming or threatening to harm, directly or indirectly, persons or their property to influence their participation in the bidding process or affect the execution of the Contract.

   2. Contract shall pay promptly and before final payment, any claims or liens incurred in and about this work, and to execute a Contractor's affidavit for final payment.

      01103266-4

      Sf17/i024 IS_SUlm FOR BJilill_NG AGREEMENT FORM

      
      

      PORT MANAT.EE

      STORAGE INITIATIVE PHASE 1.- CARGO PAD

      
      

6. 01:her Provisions

   1. E-verify - Contractor shall utilize the U.S. Department of Homeland Security's E-Verify System to verify the employment eligibility of: {a) all persons employed by Contractor throughout the term of this Agreement; and (b) all persons, including subcontractors, retained or hired by Contractor, regardless of compensation, to perform work under this Agreement.

   2. The Owner and Contractor agree that this Contract shall be governed by applicable Florida Law. Venue for any legal action in connection with this Contract shall be in the Circuit Court of the Twelfth Judicial Circuit in and for Manatee County. In any claim dispute procedure or litigation arising from this Contract, each party shall be solely responsible for paying its attorney's fees and costs.

   3. Each party to this Contract has had the benefit of representation by counsel and equal input into drafting this Contract such that no provision of this Contract shall be strictly construed against one party asthe draft of the Contract.

   4. The headings and captions of articles, sections and paragraphs used in this Agreement are for convenience of reference only and are not intended to define or limit their contents, nor are they to affect the construction of or be taken into consideration in interpreting this Agreement.

   5. The Contractor recognized the Owner is a public agency subject to the Public Records Act of Florida and agrees to comply with section 18.11 of the General and Supplementary Conditions. The Contractor agrees that, at anytime during the Contract, the Contactor will