A meeting of the Manatee County Port Authority will be held Thursday, October 20, 2022, at 9:00 am, or as soon thereafter as is practicable in the third-floor meeting room of the Port Manatee Intermodal Center, 1905 Intermodal Circle, Palmetto, FL 34221, located at the intersection of South Dock Street and Reeder Road at Port Manatee.

Anyone wishing to attend this meeting who does not have an appropriate SeaPort Manatee identification badge may enter SeaPort Manatee by the north or south gate by displaying photo identification, generally a driver’s license.

MANATEE COUNTY PORT AUTHORITY AGENDA

October 20, 2022

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.

CALL TO ORDER

Invocation

Pledge of Allegiance Public Comments

1. Consent Agenda

   
   

2. Legislative Priorities

   
   

3. Master Plan Presentation

   
   

4. Executive Director Evaluation Discussion

Public Comments

Executive Director Comments Commissioner Comments

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.

Reggie Bellamy, Chairman

George Kruse, 1st Vice-Chairman; Misty Servia, 2nd Vice Chairman James Satcher, 3rd Vice-Chairman; Vanessa Baugh, Member; Kevin Van Ostenbridge, Member; Carol Whitmore, Member

October 20, 2022

1. CONSENT AGENDA

   
   

   1. Warrant List

      
      

   2. Budget Resolution – FY 2022

      
      

   3. Budget Resolution – FY 2023

      
      

   4. Notice of Port Authority Meetings Schedule

      
      

   5. 2023 Holiday & Pay Date Schedule

      
      

   6. Amendment to the Public Transportation Grant Agreements

      
      

   7. Florida Power & Light Pipeline License Agreement

      
      

   8. 2022 Port Security Grant Program Agreement

      
      

   9. Berth 4 Extension Professional Services

      
      

   10. U.S. Customs Office Modification 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

09/08/2022 to 10/12/2022

Manatee County Port Authority Warrant (Check) Listing

09/08/2022 to 10/12/2022

Manatee County Port Authority Warrant (Check) Listing

09/08/2022 to 10/12/2022

Total warrants (checks) for period reported 4,316,847.94

October 22, 2022

CONSENT

AGENDA ITEM 1.B: BUDGET RESOLUTION – FY 2022 BACKGROUND:

This resolution budgets the following:

• Decreases revenue and expense a total of $20,512 each to close out various completed projects.

• Decrease $6,320 of the Port Capital Improvement expense to close out the completed Access Control Update project and transfer to Port cash.

ATTACHMENT:

Budget Resolution PA-22-21.

COST AND FUNDING SOURCE:

Transfers $6,320 to port cash.

.

CONSEQUENCES IF DEFERRED:

Delay in budget allocations.

LEGAL COUNSEL REVIEW: N/A RECOMMENDATION:

Move to adopt Budget Resolution PA-22-21

RESOLUTION PA-22-21 AMENDING THE ANNUAL BUDGET

FOR MANATEE COUNTY PORT AUTHORITY FOR FISCAL YEAR 2021-2022

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 2021-2022 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 20th day of October, 2022.

ATTEST: ANGELINA M. COLONNESO MANATEE COUNTY PORT AUTHORITY

CLERK OF CIRCUIT COURT

By:                 

BUDGET AMENDMENT RESOLUTION NO. PA-22-21 AGENDA DATE: October 20, 2022

1. Fund: Port Capital Grants

   
   

   Section: Access Control Update Section: Seaport Security Initiative Section: ARPA OPS

   Section: FDOT: Roadway Port Construction Section: Upland Cargo OPS

   
   

   Description: Budgets a decrease of revenue and expense in the total amount of

   $20,512 to close out various capital grant projects.

   
   

   Batch ID: BAAL102022A/B Reference: BU23000016

   
   

2. Fund: Port Capital Improvements Section: Access Control Update

Description: Budgets a decrease of revenue and expense in the amount of $6,320 to close out the Access Control Update project and transfer to Port cash.

Batch ID: BAAL102022A Reference: BU23000017

October 22, 2022

CONSENT

AGENDA ITEM 1.C: BUDGET RESOLUTION – FY 2023 BACKGROUND:

This resolution budgets the following:

• $50,000 of additional funding for upgrades to the second-floor office space at the Intermodal Building for U.S. Customs and Border Protection to comply with Custom’s security policies.

ATTACHMENT:

Budget Resolution PA-23-02.

COST AND FUNDING SOURCE:

Budgets $50,000 port cash.

CONSEQUENCES IF DEFERRED:

Delay in budget allocations.

LEGAL COUNSEL REVIEW: N/A RECOMMENDATION:

Move to adopt Budget Resolution PA-23-02.

RESOLUTION PA-23-02 AMENDING THE ANNUAL BUDGET

FOR MANATEE COUNTY PORT AUTHORITY FOR FISCAL YEAR 2022-2023

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 2022-2023 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 20th day of October, 2022.

ATTEST: ANGELINA M. COLONNESO MANATEE COUNTY PORT AUTHORITY

CLERK OF CIRCUIT COURT

By:                 

BUDGET AMENDMENT RESOLUTION NO. PA-23-02 AGENDA DATE: October 20, 2022

1. Fund: Port Capital Improvement

   
   

   Section: Customs Upgrades Intermodal Building

   
   

   Description: Budgets additional funding of $50,000 for office space upgrades at the Intermodal Building per the new security policies.

   
   

   Batch ID: BAAL102022C Reference: BU23000018

   October 20, 2022

   
   

   CONSENT

   AGENDA ITEM 1.D.: NOTICE OF PORT AUTHORITY MEETINGS SCHEDULE

   
   

   BACKGROUND:

   
   

   The Port Authority, as a special district, is required by Section 189.015 of the Florida Statutes to publish a schedule of the Authority’s regular meetings. The Authority annually adopts a Resolution scheduling its meetings for the fiscal year and has the Resolution published in the Bradenton Herald. It is now appropriate to adopt and publish Resolution PA-23-01, a schedule of the Port Authority’s meetings for fiscal year 2022-2023.

   
   

   ATTACHMENT:

   
   

   Resolution PA-23-01 giving notice of Authority meetings.

   
   

   COST AND FUNDING SOURCE:

   
   

   N/A.

   
   

   CONSEQUENCES IF DEFERRED:

   
   

   Delay in complying with Section 189.015 of the Florida Statutes.

   
   

   LEGAL COUNSEL REVIEW: Yes

   
   

   RECOMMENDATION:

   
   

   Move to adopt Resolution PA-23-01 and instruct the Executive Director of the Port Authority to cause of a copy of said resolution to be published in the Bradenton Herald, in accordance with the requirements of section 189.015, of the Florida Statutes.

   RESOLUTION PA-23-01

   
   

   RESOLUTION OF THE MANATEE COUNTY PORT AUTHORITY GIVING NOTICE OF MEETINGS THEREOF.

   
   

   BE IT RESOLVED by the Manatee County Port Authority that:

   
   

   1. Regular meetings of said Port Authority shall be scheduled for the 3rd Thursday of each month, except for June and July, beginning at 9 a.m., or as soon thereafter as same may be commenced, in the meeting room on the 3rd floor of the Port Manatee Intermodal Center, 1905 Intermodal Circle, Palmetto, Florida, located at the intersection of South Dock Street and Reeder Road at Port Manatee, north of Palmetto, Florida on U.S. Highway 41. During the month of June and July, there shall be no regular meeting of said Port Authority.

      
      

   2. Meetings of said Port Authority shall be scheduled for each Tuesday beginning at 8:30 a.m., or as soon thereafter as same may be commenced, during each regularly scheduled Tuesday meeting of the Board of County Commissioners of Manatee County, Florida and in the same location as the Board of County Commissioners of Manatee County meeting, which is held at either the County Commission chambers on the 1st floor of the Manatee County Administrative Center, 1112 Manatee Avenue West, Bradenton, Florida or at the Manatee County Civic Center, 1 Haben Boulevard, Palmetto, FL 34221, as publicly announced.

      
      

   3. Meetings of said Port Authority shall be scheduled for each Thursday beginning at 9:00 a.m., 1:30 p.m. or as soon thereafter as same may be commenced, during each regularly scheduled Thursday meeting of Board of County Commissioners’ Land Use Meeting and which is held at either the County Commission chambers on the 1st floor of the Manatee County Administrative Center, 1112 Manatee Avenue West, Bradenton, Florida or at the Manatee County Civic Center, 1 Haben Boulevard, Palmetto, FL 34221, as publicly announced.

      
      

   4. Special meetings of said Port Authority may be scheduled to be held in the meeting room on the 3rd floor of the Port Manatee Intermodal Center, 1905 Intermodal Circle, Palmetto, Florida, located at the intersection of South Dock Street and Reeder Road at Port Manatee, north of Palmetto, Florida on U.S. Highway 41; in County Commission chambers on 1st floor of the Manatee County Administrative Center, 1112 Manatee Avenue West, Bradenton, Florida; or any other accessible public facility in Manatee County, Florida as determined from time to time by the Port Authority and publicly announced.

      
      

   5. Said Port Authority may consider and take action on any matter at a meeting of said Port Authority, including, but not limited to, matters listed on the agenda for a Port Authority meeting if such change in the schedule of the agenda in the discretion of the Chairman will expedite the business of the Port Authority.

      
      

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

      
      

   7. A copy of this resolution shall be published once in the Bradenton Herald, a newspaper of general paid circulation in Manatee County, Florida, in the section where legal notices and classified advertisements appear.

      
      

   8. Resolution PA-22-01 adopted October 21, 2021, giving notice of meetings of said Port Authority is hereby canceled.

ADOPTED with a quorum present and voting this the 20th day of October 2022.

ATTEST: ANGELINA M. COLONNESO MANATEE COUNTY PORT AUTHORITY CLERK OF CIRCUIT COURT

By:               

Chairman

October 20, 2022

CONSENT

AGENDA ITEM 1.E.: 2023 HOLIDAY & PAY DATE SCHEDULE

BACKGROUND:

Each year the Port Authority approves a schedule of Port Authority holidays and pay dates for Port employees for the following year.

ATTACHMENT:

Manatee County Port Authority 2023 Holiday & Pay Date Schedule.

COST AND FUNDING SOURCE:

N/A.

CONSEQUENCES IF DEFERRED:

N/A

LEGAL COUNSEL REVIEW: N/A

RECOMMENDATION:

Move to approve the schedule of holidays and pay dates for the Manatee County Port Authority for calendar year 2023.

MANATEE COUNTY PORT AUTHORITY 2023 HOLIDAY & PAY DATE SCHEDULE

THREE (3) PERSONAL HOLIDAYS: To be used on or before December 15, 2023 (Advance approval by management required)

HOLIDAY PAYDATE

October 20, 2022

CONSENT

AGENDA ITEM 1.F: AMENDMENT TO THE PUBLIC

TRANSPORTATION GRANT AGREEMENTS

BACKGROUND:

On June 6, 2019, the Authority authorized the execution of a Public Transportation Grant Agreement (PTGA) with the Florida Department of Transportation for the extension of Berth 4 (Contract G1946), and on May 19, 2020, and July 28, 2020, approved revisions to the scope.

On April 21, 2022, the Authority authorized the execution of a PTGA with the Florida Department of Transportation for continued berth rehabilitation and reconstruction (Contract G2710).

The scope of both PTGA’s is modified to include the deepening activities and transportation to a beneficial use site or disposal in a dredge material management area. There is no change in the FDOT funding nor the Port’s match requirement.

ATTACHMENT:

Public Transportation Amendment to the Public Transportation Grant Agreement G1946 – Berth 4 Extension

Public Transportation Amendment to the Public Transportation Grant Agreement G2710 – Berth Rehabilitation

COST AND FUNDING SOURCE:

Previously budgeted for the project is $11,374,166 FDOT and $3,791,389 Port-G1946 Previously budgeted for the project is $5,000,000 FDOT and $1,666,667 Port-G2710

CONSEQUENCES IF DEFERRED:

Delay in updating scope revisions

LEGAL COUNSEL REVIEW: Yes

RECOMMENDATION:

• Move to approve and authorize the Chairman to execute the Public Transportation Amendment to the Public Transportation Grant Agreement (Contract G1946) with the Florida Department of Transportation for the extension of Berth 4 modifying the scope to include deepening activities.

  
  

• Move to approve and authorize the Chairman to execute the Public Transportation Amendment to the Public Transportation Grant Agreement (Contract G2710) with the Florida Department of Transportation for berth rehabilitation modifying the scope to include deepening activities.

STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

PUBLIC TRANSPORTATION AMENDMENT TO THE PUBLIC TRANSPORTATION

GRANT AGREEMENT

Form 725-000-03 STRATEGIC DEVELOPMENT

OGC 11/19

Financial Project Number(s):

(item-segment-phase-sequence)

433457-1-94-05

Fund(s): DIS, DPTO, GMR, POED

Work Activity Code/Function: 215

Contract Number: CFDA Number: CFDA Title: CSFA Number: CSFA Title:

G1946

N/A N/A

Federal Number/Federal Award Identification Number (FAIN) – Transit only: Federal Award Date:

SAM/UEI Number:

FLAIR Category: 088794, 088807

Object Code: 751000

Org. Code: 55012020129

Vendor Number: VF596000727160 Amendment No.: 03

55.005, 55.034

Seaport Grant Program, Seaport Investment Program

THIS AMENDMENT TO THE PUBLIC TRANSPORTATION GRANT AGREEMENT (“Amendment”) is made and entered

into on                         , by and between the State of Florida, Department of Transportation (“Department”), and Manatee County Port Authority, (“Agency”),collectively referred to as the “Parties.”

RECITALS

WHEREAS, the Department and the Agency on  6/12/2019 (date original Agreement entered) entered into a Public Transportation Grant Agreement (“Agreement”).

WHEREAS, the Parties have agreed to modify the Agreement on the terms and conditions set forth herein.

NOW THEREFORE, in consideration of the mutual covenants in this Amendment, the Agreement is amended as follows:

1. Amendment Description. The project is amended  to replace Exhibit A, Project Description and Responsibilities.

   
   

2. Program Area. For identification purposes only, this Agreement is implemented as part of the Department program area selected below (select all programs that apply):

   
   

   Aviation

   X Seaports Transit Intermodal

   Rail Crossing Closure

   Match to Direct Federal Funding (Aviation or Transit)

   (Note: Section 15 and Exhibit G do not apply to federally matched funding)

   Other

   
   

3. Exhibits. The following Exhibits are updated, attached, and incorporated into this Agreement:

   X Exhibit A: Project Description and Responsibilities Exhibit B: Schedule of Financial Assistance

   *Exhibit B1: Deferred Reimbursement Financial Provisions

   *Exhibit B2: Advance Payment Financial Provisions

   *Exhibit C: Terms and Conditions of Construction

   X Exhibit D: Agency Resolution

   Exhibit E: Program Specific Terms and Conditions Exhibit F: Contract Payment Requirements

   *Exhibit G: Financial Assistance (Single Audit Act)

   *Exhibit H: Audit Requirements for Awards of Federal Financial Assistance

   STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

   PUBLIC TRANSPORTATION AMENDMENT TO THE PUBLIC TRANSPORTATION

   GRANT AGREEMENT

   Form 725-000-03 STRATEGIC DEVELOPMENT

   OGC 11/19

   
   

   *Additional Exhibit(s):

   
   

4. Project Cost.

The estimated total cost of the Project is   increased/   decreased by $0 bringing the revised total cost of the project to $15,165,555.

The Department’s participation is   increased/   decreased by  $0. The Department agrees to participate in the Project cost up to the maximum amount of $11,374,166, and, additionally the Department’s participation in the Project shall not exceed 75.00% of the total eligible cost of the Project.

Except as modified, amended, or changed by this Amendment, all of the terms and conditions of the Agreement and any amendments thereto shall remain in full force and effect.

IN WITNESS WHEREOF, the Parties have executed this Amendment on the day and year written above.

AGENCY Manatee County Port Authority

STATE OF FLORIDA, DEPARTMENT OF TRANSPORTATION

By: By:                              Name:   Name: John Kubler, P.E.

Title:   Title: Director of Transportation Development

STATE OF FLORIDA, DEPARTMENT OF TRANSPORTATION

Legal Review:             

STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

PUBLIC TRANSPORTATION GRANT AGREEMENT EXHIBITS

Form 725-000-02 STRATEGIC DEVELOPMENT

OGC 09/22

EXHIBIT A

Project Description and Responsibilities

1. Project Description (description of Agency’s project to provide context, description of project components funded via this Agreement (if not the entire project)): This Project provides Department participation for SeaPort Manatee’s berth rehabilitation and reconstruction initiative for berths 4 through 14. For context, when berths are taken out-of- service, the port has to shift vessel activities to berths that are remaining in-service. The timing of individual berthing rehabilitation activities requires flexibility. Rehabilitation and reconstruction of berths 4 through 14 includes two primary components.

   
   

   1. The combined berth length of berths 4 and 5 is only 1,200 feet, making it difficult to support vessel operations on each berth simultaneously. In addition, there is an area of overlapped use between berths 4 and 5, which experiences double the use of each individual berth, leading to increased wear and tear of this overlapping area. A reconstruction of berth 4 is the most viable approach to correct the design of the Port’s North Port area, maximize the Port’s operating capacity, and to extend the design life of berths 4 and 5. The reconstruction will extend the berth 4 wharf and deepen adjacent waterways by 600 feet northward, and extend berth 5 southward by approximately 50 feet. Deepening activities will generate approximately 475,000 cubic yards of material. Material will be transported and placed at a beneficial use site or disposed of in a dredge material management area.

      
      

   2. Berths 6 through 14 need improvements to ensure operational and functional capabilities between all berths. Rehabilitation and construction activities are needed to restore and maintain their functionality and allow for continued cargo operations.

      
      

2. Project Location (limits, city, county, map): Palmetto, Florida

   
   

3. Project Scope (allowable costs: describe project components, improvement type/service type, approximate timeline, project schedule, project size): This Project includes the environmental work, design work, and construction work required to complete the berth rehabilitation and reconstruction activities described in the Project Description, including: aids to navigation; apron improvements; asphalt paving activities; benthic studies; berthing area widening and deepening; bulkhead caps; bulkhead wall excavation, patching, backfilling and grouting; cap faces repair or installation; cable protection systems; cap soffits repair or installation; cast in place concrete; cathodic protection; compaction; concrete beams; construction; construction inspection cost; construction management; construction services; consulting services; contractor stand-by; cost estimates; crack repairs; crane rail repair or installation; deck ballast; demobilization; demolition; electrical systems; engineering services; environmental assessments; environmental impact mitigation; fasteners and connectors; fenders and bollards; form work; geotechnical services; historical resource studies; installation and testing; lighting systems; mitigation assessments; mobilization; panel soffits repair or installation; permitting; pilings; plan development (e.g., 30 / 60 / 90 / 100 % and as-builts); precast concrete; preconstruction engineering and design; procurement costs; rebar repair or installation; reconstruction of underdeck concrete; seagrass studies; seagrass mitigation; sheet piling; shore and slope protection; sidewalk and walkway systems; signage and way finding; steel; stormwater management; striping of roadway or storage areas; structural components; surveying; temporary structures; tie-back systems; transportation, placement or disposal of dredge material; turning basin widening and deepening; and, water quality protection structures.

   
   

4. Deliverable(s):

   
   

   The project scope identifies the ultimate project deliverables. Deliverables for requisition, payment and invoice purposes will be the incremental progress made toward completion of project scope elements. Supporting documentation will be quantifiable, measurable, and verifiable, to allow for a determination of the amount of incremental progress that has been made, and provide evidence that the payment requested is commensurate with the accomplished incremental progress and costs incurred by the Agency.

   
   

5. Unallowable Costs (including but not limited to): Travel costs are not allowed.

   STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

   PUBLIC TRANSPORTATION GRANT AGREEMENT EXHIBITS

   Form 725-000-02 STRATEGIC DEVELOPMENT

   OGC 09/22

   
   

6. Transit Operating Grant Requirements (Transit Only):

Transit Operating Grants billed as an operational subsidy will require an expenditure detail report from the Agency that matches the invoice period. The expenditure detail, along with the progress report, will be the required deliverables for Transit Operating Grants. Operating grants may be issued for a term not to exceed three years from execution. The original grant agreement will include funding for year one. Funding for years two and three will be added by amendment as long as the grantee has submitted all invoices on schedule and the project deliverables for the year have been met.

Page 5 of 6

STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

PUBLIC TRANSPORTATION GRANT AGREEMENT EXHIBITS

Form 725-000-02 STRATEGIC DEVELOPMENT

OGC 09/22

EXHIBIT D AGENCY RESOLUTION

PLEASE SEE ATTACHED

STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

PUBLIC TRANSPORTATION AMENDMENT TO THE PUBLIC TRANSPORTATION

GRANT AGREEMENT

Form 725-000-03 STRATEGIC DEVELOPMENT

OGC 11/19

Financial Project Number(s):

(item-segment-phase-sequence)

433457-1-94-06

Fund(s):

Work Activity Code/Function: Federal Number/Federal Award

Identification Number (FAIN) – Transit only:

Federal Award Date: SAM/UEI Number:

DPTO

215

Contract Number: CFDA Number: CFDA Title: CSFA Number: CSFA Title:

G2710

N/A N/A 55.005

FLAIR Category: 088794

Object Code: 751000

Org. Code: 55012020129

Vendor Number: VF596000727160 Amendment No.: 01

Seaport Grant Program

THIS AMENDMENT TO THE PUBLIC TRANSPORTATION GRANT AGREEMENT (“Amendment”) is made and entered

into on                         , by and between the State of Florida, Department of Transportation (“Department”), and Manatee County Port Authority, (“Agency”),collectively referred to as the “Parties.”

RECITALS

WHEREAS, the Department and the Agency on  4/27/2022 (date original Agreement entered) entered into a Public Transportation Grant Agreement (“Agreement”).

WHEREAS, the Parties have agreed to modify the Agreement on the terms and conditions set forth herein.

NOW THEREFORE, in consideration of the mutual covenants in this Amendment, the Agreement is amended as follows:

1. Amendment Description. The project is amended  to replace Exhibit A, Project Description and Responsibilities.

   
   

2. Program Area. For identification purposes only, this Agreement is implemented as part of the Department program area selected below (select all programs that apply):

   
   

   Aviation

   X Seaports Transit Intermodal

   Rail Crossing Closure

   Match to Direct Federal Funding (Aviation or Transit)

   (Note: Section 15 and Exhibit G do not apply to federally matched funding)

   Other

   
   

3. Exhibits. The following Exhibits are updated, attached, and incorporated into this Agreement:

   X Exhibit A: Project Description and Responsibilities Exhibit B: Schedule of Financial Assistance

   *Exhibit B1: Deferred Reimbursement Financial Provisions

   *Exhibit B2: Advance Payment Financial Provisions

   *Exhibit C: Terms and Conditions of Construction

   X Exhibit D: Agency Resolution

   Exhibit E: Program Specific Terms and Conditions Exhibit F: Contract Payment Requirements

   *Exhibit G: Financial Assistance (Single Audit Act)

   *Exhibit H: Audit Requirements for Awards of Federal Financial Assistance

   STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

   PUBLIC TRANSPORTATION AMENDMENT TO THE PUBLIC TRANSPORTATION

   GRANT AGREEMENT

   Form 725-000-03 STRATEGIC DEVELOPMENT

   OGC 11/19

   
   

   *Additional Exhibit(s):

   
   

4. Project Cost.

The estimated total cost of the Project is   increased/   decreased by $0 bringing the revised total cost of the project to $6,666,667.

The Department’s participation is   increased/   decreased by  $0. The Department agrees to participate in the Project cost up to the maximum amount of $5,000,000, and, additionally the Department’s participation in the Project shall not exceed 75.00% of the total eligible cost of the Project.

Except as modified, amended, or changed by this Amendment, all of the terms and conditions of the Agreement and any amendments thereto shall remain in full force and effect.

IN WITNESS WHEREOF, the Parties have executed this Amendment on the day and year written above.

AGENCY Manatee County Port Authority

STATE OF FLORIDA, DEPARTMENT OF TRANSPORTATION

By: By:                              Name:   Name: John Kubler, P.E.

Title:   Title: Director of Transportation Development

STATE OF FLORIDA, DEPARTMENT OF TRANSPORTATION

Legal Review:             

STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

PUBLIC TRANSPORTATION GRANT AGREEMENT EXHIBITS

Form 725-000-02 STRATEGIC DEVELOPMENT

OGC 09/22

EXHIBIT A

Project Description and Responsibilities

1. Project Description (description of Agency’s project to provide context, description of project components funded via this Agreement (if not the entire project)): This Agreement provides for the Department's financial participation in SeaPort Manatee’s berth rehabilitation and reconstruction initiative for berths 4 through 14. For context, when berths are taken out-of-service, the port has to shift vessel activities to berths that are remaining in-service. The timing of individual berthing rehabilitation activities requires flexibility. Rehabilitation and reconstruction of berths 4 through 14 includes two components.

   
   

   1. The combined berth length of berths 4 and 5 is only 1,200 feet, making it difficult to support vessel operations on each berth simultaneously. In addition, there is an area of overlapped use between berths 4 and 5, which experiences double the use of each individual berth, leading to increased wear and tear of this overlapping area. A reconstruction of berth 4 is the most viable approach to correct the design of the Port’s North Port area, maximize the Port’s operating capacity, and to extend the design life of berths 4 and 5. The reconstruction will extend the berth 4 wharf and deepen adjacent waterways by 600 feet northward, and extend berth 5 southward by approximately 50 feet. Deepening activities will generate approximately 475,000 cubic yards of material. Material will be transported and placed at a beneficial use site or disposed of in a dredge material management area.

      
      

   2. Berths 6 through 14 need improvements to ensure operational and functional capabilities between all berths. Rehabilitation and construction activities are needed to restore and maintain their functionality and allow for continued cargo operations.

      
      

2. Project Location (limits, city, county, map): Palmetto, Florida

   
   

3. Project Scope (allowable costs: describe project components, improvement type/service type, approximate timeline, project schedule, project size): This Project includes the environmental work, design work, and construction work required to complete the Berth development activities described in the Project Description, including: aids to navigation; apron improvements; asphalt paving activities; benthic studies; berthing area widening and deepening; bulkhead caps; bulkhead wall excavation, patching, backfilling and grouting; cap faces repair or installation; cable protection systems; cap soffits repair or installation; cast in place concrete; cathodic protection; compaction; concrete beams; construction; construction inspection cost; construction management; construction services; consulting services; contractor stand-by; cost estimates; crack repairs; crane rail repair or installation; deck ballast; demobilization; demolition; electrical systems; engineering services; environmental assessments; fasteners and connectors; fenders and bollards; form work; geotechnical services; historical resource studies; inspection costs; installation and testing; lighting systems; mitigation assessments; mobilization; panel soffits repair or installation; permitting; pilings; plan development (e.g., 30 / 60 / 90 / 100 % and as-builts); precast concrete; preconstruction engineering and design; procurement costs; rebar repair or installation; reconstruction of underdeck concrete; seagrass studies; sheet piling; shore and slope protection; sidewalk and walkway systems; signage and way finding; steel; stormwater management; striping of roadway or storage areas; structural components; surveying; temporary structures; tie-back systems; transportation, placement or disposal of dredge material; turning basin widening and deepening; and, water quality protection structures.

   
   

4. Deliverable(s):

   
   

   The project scope identifies the ultimate project deliverables. Deliverables for requisition, payment and invoice purposes will be the incremental progress made toward completion of project scope elements. Supporting documentation will be quantifiable, measurable, and verifiable, to allow for a determination of the amount of incremental progress that has been made, and provide evidence that the payment requested is commensurate with the accomplished incremental progress and costs incurred by the Agency.

   
   

5. Unallowable Costs (including but not limited to): Travel costs are not allowed.

   STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

   PUBLIC TRANSPORTATION GRANT AGREEMENT EXHIBITS

   Form 725-000-02 STRATEGIC DEVELOPMENT

   OGC 09/22

   
   

6. Transit Operating Grant Requirements (Transit Only):

Transit Operating Grants billed as an operational subsidy will require an expenditure detail report from the Agency that matches the invoice period. The expenditure detail, along with the progress report, will be the required deliverables for Transit Operating Grants. Operating grants may be issued for a term not to exceed three years from execution. The original grant agreement will include funding for year one. Funding for years two and three will be added by amendment as long as the grantee has submitted all invoices on schedule and the project deliverables for the year have been met.

Page 5 of 6

STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

PUBLIC TRANSPORTATION GRANT AGREEMENT EXHIBITS

Form 725-000-02 STRATEGIC DEVELOPMENT

OGC 09/22

EXHIBIT D AGENCY RESOLUTION

PLEASE SEE ATTACHED

Page 6 of 6

October 20, 2022

CONSENT

AGENDA ITEM 1.G.: FLORIDA POWER & LIGHT PIPELINE LICENSE

AGREEMENT

BACKGROUND:

The Authority and Florida Power & Light Company (FPL) entered into a Pipeline Agreement dated June 5, 1975, which granted a permit to FPL to construct a pipeline to allow for transportation of liquid petroleum products through Port Manatee. FPL is interested in continuing operation and maintenance of the pipeline facilities associated with the permit which expired on May 1, 2021. The Agreement includes an annual $300,000 license fee.

ATTACHMENTS:

Port Manatee Pipeline License Agreement

CONSEQUENCES IF DEFERRED:

Delay in approving FPL pipeline license

LEGAL COUNSEL REVIEW: Yes

RECOMMENDATION:

Move to approve and authorize the Chairman to execute the Port Manatee Pipeline License Agreement between Florida Power & Light Company and the Manatee County Port Authority.

PORT MANATEE PIPELINE LICENSE AGREEMENT

This Pipeline License Agreement (the “Agreement”) is made this     day of      , 2022 by and between MANATEE COUNTY PORT AUTHORITY, (the “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 FLORIDA POWER & LIGHT COMPANY, a Florida profit corporation, with a place of business located at 700 Universe Blvd., Juno Beach Florida, 33408 (“FPL” or “Licensee”), collectively, the “Parties.”

WHEREAS, the Authority owns certain property located in Manatee County Florida consisting of ten berths that handle various commodities via sea, rail, and truck (“Port Manatee”); and

WHEREAS, the Authority and Belcher Oil Company (“Company”) entered into that certain Lease Agreement dated March 5, 1970 (“Land Lease”) where the Authority leased certain Port Manatee lands to the Company to construct bulk liquid petroleum terminal to be used for the purpose of the receipt, storage, sale, and distribution of bulk liquid petroleum; and

WHEREAS, in connection with the Land Lease, the Authority, FPL, and Belcher Oil Company (“Company”) also entered into that certain Pipeline Agreement dated June 5, 1975 (“Pipeline Agreement”) where the Authority granted a permit to the Company and FPL to construct a pipeline and maintain all related appurtenant equipment (“Pipeline Facilities”) to allow for transportation of liquid petroleum products through Port Manatee at a suitable depth of not less than forty-two (42) covered inches between the top of the pipe and the surface of the land, (“Permit”); and

WHEREAS, according to the Pipeline Agreement, the permit expired on May 1, 2021;

and

WHEREAS, according to section 8 of the Pipeline Agreement, the Pipeline Facilities are

personal property of FPL; and

WHEREAS, FPL requested from the Authority a license for the purposes of continuing transportation of liquid petroleum products through Port Manatee; and

WHEREAS, FPL solely installed, operated, and maintained the Pipeline Facilities associated with the Permit from their initial installation through execution of this Agreement and desire to continue to operate and maintain the Pipeline Facilities associated with the Permit; and

WHEREAS, the Authority desires to grant a license to FPL for the use of the Authority’s surface and subsurface rights, such that they do not interfere with the Authority’s surface rights and use, where the Pipeline Facilities are located within which Licensee is permitted to install, inspect, maintain, repair, operate, replace, enlarge, upgrade, and remove its pipeline in accordance with the terms and conditions of this Agreement (“License Area”) as depicted on Exhibit A, which is attached and made a part of this Agreement by reference, for a limited period of time, provided Licensee provides the Authority certain assurances to indemnify, defend and hold the Authority harmless for such use; and

WHEREAS, the Parties desire to enter into this Agreement and memorialize their agreement in writing.

NOW THEREFORE, in consideration of the matters set forth herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

1. Recitals. The Recitals set forth above are true and correct and are incorporated herein by reference.

   
   

2. Term. This Agreement shall commence and be effective as of the Effective Date. This Agreement shall have a term of an initial five (5) years from the Effective Date (“Initial Term”) which may be extended by written agreement of the Parties for one ten (10) year term (“Renewal Term”), unless sooner terminated as provided in this Agreement. Hereinafter “Initial Term” and “Renewal Term” collectively referred to as “Term”. In the event the Parties seek to expand the term and duration of this Agreement, the Parties shall memorialize such an agreement in writing.

   
   

3. Grant of License. The Authority hereby grants to Licensee the nonexclusive right to use, maintain, operate, repair, replace, install, inspect, repair, replace, enlarge, upgrade and remove the Pipeline Facilities, and for the receipt, transportation, sale, storage, distribution of bulk liquid petroleum, , other petroleum products, raw and/or finished/potable water, alternative fuels and/or fuel blending components (hereinafter, “Products”) through the pipelines, limited to the License Area within Port Manatee as more particularly described in Exhibit A, subject to the terms and conditions of this Agreement. For purposes of this Agreement, “Pipelines” shall mean all aboveground and underground piping owned by Licensee to transport Products, including all valves, elbows, joints, flanges, pumps, flexible connectors, manifolds, valve pits, and associated cathodic protection equipment located within the License Area The underground pipeline must be at a suitable depth so that there will not be less than forty-two (42) covered inches between the top of the pipe and the surface of the land, unless otherwise agreed to in writing by the parties.

   
   

4. License for Pipeline Facilities Use. During the term of this Agreement, Licensee, its employees, contractors, representatives, and agents are authorized to use the License Area for the express purposes and on the terms and conditions provided in this Agreement. It is expressly understood that the fee ownership of said License Area remains in the Authority for such use and occupation as the Authority, its successors or assigns, may desire to make of the License Area, subject only to the license rights hereby given to Licensee to install, inspect, maintain, operate, repair, replace, upgrade, enlarge, and remove its Pipeline Facilities, and for the receipt, transportation, sale, storage, distribution of Products. Licensee also agrees that it

   will not (i) use the Pipeline Facilities for any unlawful purposes; (ii) use the Pipelines in such a manner as to create a nuisance as determined by the applicable local government; (iii) otherwise violate any law, rule or regulation; (iv) suffer nor commit any waste of or damage to the Pipeline Facilities; or (v) cause any environmental release or contamination to Authority and Port Manatee property.

   
   

5. Covenants of Parties.

   
   

   1. The Authority covenants and agrees that it will provide, maintain, and make available for use by Licensee throughout the term of this Agreement deep water port facilities that will provide efficient, safe, and useable means for the transportation of Products by water. Any delay or failure by the Authority to provide such facilities that results from an Act of God, an Act of War, or through no fault, action, or omission of the Authority will not be considered a breach of the Authority’s obligations hereunder; except for the willful misconduct of the Authority.

   2. The deep water port facilities that exist at Port Manatee as of the Effective Date are accepted and acknowledged by the Parties as fulfilling the Authority’s obligations to provide such facilities under this License.

   3. Licensee, its parent and/or subsidiary, affiliated or related companies, shall not import Products into Port Manatee by any means other than by water.

   4. In the event Licensee brings into Port Manatee any Products by means other than stated in subsection 5.3 above, this Agreement will become null and void; unless agreed to in writing by the Authority.

      
      

6. Wharfage and Other Port Charges; Compliance with Tariff.

   
   

   1. Licensee shall pay to the Authority wharfage rates for each short ton (2,000 pounds), hereinafter referred to as “ton” or “tons”, or each barrel of cargo exported, imported, transported, or otherwise passing through Port Manatee by waterborne commerce to or from the License Area (“Wharfage Rates”). Licensee shall pay to the Authority Wharfage Rates in accordance with the Port Manatee Tariff in effect at such time for the duration of the Agreement Term. The Wharfage Rates for the Renewal Term(s) will be at the then- current tariff rate.

   2. In making use of the License Area and Port Manatee facilities, equipment, or services, Licensee agrees to be bound by and comply with the terms and provisions of Port Manatee Tariff, including any amendments thereto or reissues thereof.

   3. License Fee. Beginning on the Effective Date, for each twelve-month period (“12 Month Period”), Licensee shall pay or cause to be paid to the Authority

      a license fee for the nonexclusive right to use the License Area for the purposes set forth in this Agreement. Licensee shall pay Authority an initial annual license fee in the sum of Three Hundred Thousand and 00/100

      U.S. Dollars ($300,000.00), within thirty (30) days after (i) the full execution of this Agreement and (ii) the expiration of each 12 Month Period thereafter. Authority shall deliver to Licensee an invoice at least thirty (30) days prior to the payment due date. The first year annual license fee is due and payable in advance. The second year annual license fee and every year thereafter is due, thirty (30) days after the expiration of each 12 Month Period during the Term of this Agreement. (For example, if this agreement is executed on October 21, 2022 and invoiced that same day, then the first year the license fee would be due by no later than November 21, 2022. In year two, the license fee would be invoiced on September 20, 2024 and the fee would be due no later than October 20, 2024. In year three and every year thereafter, the license fee would be invoiced in the September proceeding the expiration of the lease year with payment due no later than 30 days thereafter.) For year one, within thirty (30) calendar days of the expiration of the 12 Month Period, the Authority shall credit Licensee the amount of wharfage payments made during the preceding 12 Month Period. For every year after year one, the Authority shall deduct from the license fee the amount of wharfage payments made during that license year and invoice only the remaining license fee amount. Licensee shall pay any and all applicable sales and use tax on such sum. Payments received by the Authority more than fifteen (15) calendar days after the due date will be subject to interest at the rate of eighteen percent (18%) per annum on the unpaid amount. The acceptance by Authority of any payment made after the due date will not be construed as a waiver of any interest due hereunder.

      
      

      If Licensee shall pay license fee with a check or bank draft that is returned unpaid or uncollected, Licensee shall pay to the Authority, in addition to the total amount due, a processing fee for processing a dishonored check, draft or order for the payment of charges and invoices in accordance with the “Payment of Charges and Invoices” section of the then current Port Manatee Tariff. In the event two (2) or more of Licensee’s checks or bank drafts are returned unpaid or uncollected in any twelve (12) month period during the Agreement Term, the Authority may require, as a condition of Licensee’s continued use and/or occupation of the License Area, that all subsequent payments of license fee be in the form of a cashier’s check.

      
      

      Renewal Term license fee shall be increased every 12 Month Period in an amount the greater of the then-current consumer price index (CPI) or three

      percent (3.0%) but shall not be increased more than four percent (4.0%) for each year. After the first year, the Authority shall reduce the License Fee by the wharfage payments made during each 12 Month Period. By way of example but not limitation, if Licensee paid to Authority wharfage payments less than the $300,000.00 for a 12 Month Period Licensee shall only be obligated to pay to Authority the portion of the License Fee representing the delta between the $300,000 and actual wharfage payments made during the 12 Month Period (if Licensee paid to Authority $275,000 in wharfage payments Licensee would have a License Fee payment obligation of $25,000). If Licensee paid to Authority $300,000 or more in wharfage payments, Licensee would have no License Fee payment obligation.

      
      

7. Pipeline Facilities Installation and Maintenance.

   
   

   1. Licensee shall install (if necessary) all underground Pipelines, whether new, replacement, or relocation, so that throughout the entire run of the Pipelines there is at a minimum thirty-six (36) covered inches between the top of Pipelines and the surface of the land and shall maintain Pipelines in a good state of repair. Licensee may, subject to prior review and written approval from the Authority, install aboveground Pipeline Facilities. Notwithstanding the above, any and all installation of Pipeline Facilities, whether new, replacement, or relocation, must be in accordance with all laws, ordinances, and regulations now or hereafter imposed by any or all governmental bodies, agencies, or regulatory entities having jurisdiction over such activities, including the Authority.

   2. During installation, repair, replacement, or removal of Pipeline Facilities, after considering actual subsurface conditions and obstacles encountered in the field, Licensee shall request and seek prior approval from the Port Manatee Executive Director for any significant modifications to the placement and location of its Pipeline Facilities, which approval shall not be unreasonably withheld, conditioned or denied. In such cases, Licensee shall provide a revised Exhibit A, at its cost and expense that will be automatically made a part of this Agreement upon prior written approval of the Port Manatee Executive Director.

   3. Should any pavement, railroad trackage, or other improvement be (i) significantly damaged by the action or inaction of the Licensee, its employees, agents, or contractors or (ii) removed by Licensee; its employees, agents, or contractors; directly arising out of Licensee’s, its employees, agents, or contractors installation, maintenance, operation, repair, replacement, or removal of Pipelines; or should any such pavement,

      railroad trackage, or other improvement settle or otherwise deteriorate as a result of work by Licensee, its employees, agents, or contractors, related to the installation, maintenance, operation, repair, replacement, or removal of the Pipeline Facilities then Licensee shall, at its own expense, replace, restore, or repair the pavement, railroad trackage, or other improvement, as necessary, to the same or substantially similar condition (as reasonably determined by the Authority) existing immediately prior to such damage, removal, settlement, or deterioration.

   4. The Authority expressly reserves the right to use or allow third parties to use the aboveground surface of the License Area, accommodating the license hereby granted, including the right to store cargo thereon and cross the License Area with roads, railroads, pipelines, or any utilities, provided that such continued use is not inconsistent with Licensee’s use of the aboveground surface and will not unreasonably interfere with the rights and uses granted to Licensee hereunder. Should the Authority use the aboveground surface of the License Area for cargo storage, it shall use its best efforts to notify the Licensee. This notice requirement shall not prevent the Authority from using the aboveground surface of the License Area for cargo storage. Should the Authority construct improvements on the aboveground unimproved surface of the License Area, the Authority will notify the Licensee and seek input from the Licensee on the design of the improvements in an effort to protect the Pipeline Facilities.

   5. If it should become necessary for Licensee to use the surface area of the License Area for repair or replacement of Pipeline Facilities, Licensee and Authority shall work together to minimize the cost of removal and replacement of any cargo or other materials stored thereon. The cost of such removal and replacement of said cargo or other materials will be borne by Licensee. Any work related to the installation, maintenance, operation, repair, replacement, or removal of Pipeline Facilities or any use of the License Area by the Licensee shall not interfere with the operations of other tenants at Port Manatee.

   6. Licensee shall repair any damage or injury to the License Area, including all buildings, structures, and other improvements, caused by Licensee, its employees, agents, and invitees in its exercise of the privileges granted in this Agreement, promptly restoring the License Area to the same or substantially similar condition (as determined by the Authority) existing immediately prior to such damage or injury, at no cost whatsoever to the Authority. In the event damage or injury is caused by multiple parties, then liability shall be apportioned between those parties accordingly.

   7. Except as otherwise provided in this Agreement, all brush, trimmings, and other growth cut by Licensee, and all earth and other material removed by Licensee, must be removed and disposed of by Licensee at its own cost and expense.

   8. The Authority will have the right, at any time during the term of this Agreement, to install, develop, or redevelop utilities, cables, roads, parking areas, pavements, piers, docks, deep water slip areas, railroad tracks, or other Port-related infrastructure under, over, and within the License Area, subject to the Authority taking such reasonable steps necessary in order to protect Licensee’s Pipeline Facilities; ensure that the depth of Licensee’s Pipeline Facilities is not disturbed; and not unreasonably interfere with Licensee’s operations. Further, Authority shall provide written notice in the event of any activity, or any other planned activity by the Authority or a third party that has a potential to excavate within twelve (12) inches of the underground Pipeline Facilities. If removal or relocation of Pipeline Facilities is necessary as determined by the Authority, Licensee, upon receipt of written relocation notice from Authority, shall remove or relocate such Pipeline Facilities and restore the surface to grade level within one (1) year after receipt of written relocation notice and without undue delay, all at the reasonable cost and expense of Authority. Any required relocation or removal of Pipelines as necessary must be made by Licensee within said time period stated above. The Authority shall provide Licensee an adequate alternative licensed location to enable Licensee to install or relocate its Pipeline Facilities in order to continue to transport at least the same amount of Products as before the required relocation or removal of Pipeline Facilities. Authority agrees in good faith to use its best and reasonable engineering practices to design, locate, improve and maintain any Authority’s facilities so as to minimize the risk that Licensee shall be required to relocate, alter or remove (or abandon in place in compliance with applicable federal law and regulation and in accordance with this Agreement) all or a portion of its Pipeline Facilities. Prior to Authority making a request to Licensee for such relocate, alter, or remove actions, the Parties shall seek in good faith to determine a mutually acceptable and timely resolution, which resolution may include relocation of some or all of the Pipeline Facilities or revision of some of Authority’s proposed activities and construction or both. Before Licensee is required to relocate, alter or remove (or abandon in place in compliance with applicable federal law and regulation and in accordance with this Agreement) all or a portion of the Pipeline Facilities, Licensee shall have the opportunity to eliminate the conflict with Authority’s facilities by modifying Licensee’s Facilities. If

      Licensee cannot eliminate the conflict, Licensee agrees to relocate, alter, or remove (or abandon in place in compliance with applicable federal law and regulation) all or a portion of said Pipeline Facilities within one (1) year of receiving relocation notice from Authority to do so, unless a longer period is agreed to by mutual consent of the Parties, but subject to the applicable requirements of the Federal Energy Regulatory Commission and other governmental agencies having jurisdiction of the Parties and the Pipeline Facilities. In the event relocation of Authority’s proposed facilities is less expensive than Licensee’s relocation, Licensee may, with the Authority’s approval, elect to pay for relocation of Authority’s facilities instead. Any relocation, alteration, or removal (or abandon in place in compliance with applicable federal law and regulation and in accordance with this Agreement) contemplated in the previous sentence will be made at the expense of Licensee and at no cost to Authority; provided, however, such request by Authority shall not be unreasonable or arbitrary. In the event of a relocation of the Pipeline Facilities, the License Area as defined herein shall be redefined through an amendment to this Agreement. The Port Manatee Executive Director is authorized to enter into any amendment addressed in this section. During any installation, maintenance, repair, replacement, or removal of Pipeline Facilities, both Licensee and the Authority shall use good faith efforts to ensure that each other’s operations are not unreasonably interrupted.

   9. Should it become necessary to relocate the Pipeline Facilities for reasons determined by federal, state, or local agencies having jurisdiction over the Pipelines Facilities, not created at the request of Authority, or at Licensee’s request, all expenses of deactivation and relocation of the Pipeline Facilities, including costs for associated environmental remediation caused by Licensee, its employees, agents or invitees, will be borne by Licensee. Licensee may exercise any administrative, judicial, or appellate rights available to it to challenge the determination by a federal, state, or local agency that Pipeline Facilities be relocated.

      
      

8. Licensee’s Right to Enter; Required Construction Permits.

   
   

   1. It is expressly understood and agreed that Licensee shall have, and the Authority grants to Licensee, the rights of ingress and egress upon the License Area (as well as the Authority’s adjacent property, as reasonably required) at all times during the term of this Agreement, as necessary for the purpose of installing, inspecting, maintaining, operating, repairing,

      upgrading, enlarging, replacing and removing Pipeline Facilities, and for the receipt, transportation, sale, storage, distribution of Products.

   2. Licensee shall not undertake any work, except emergency circumstances, involving installing, repairing, replacing, or removing of any Pipeline Facilities on the License Area without and until the written approval of the Executive Director for such planned work has been given. Such written approval by the Executive Director will not be unreasonably withheld. In the event of emergency circumstances, Licensee shall immediately notify the Executive Director and undertake appropriate response measures.

   3. Licensee shall obtain all required governmental approvals for such work and shall comply with applicable rules and regulations as set forth in the Authority’s then current tariff and shall take such steps as may be reasonably necessary or as directed by the Authority to ensure that Licensee’s employees, agents, contractors, invitees, and guests observe these requirements, including but not limited to security protocols. All reasonable costs associated with the construction and repair of any Pipeline Facilities, security fence, barrier, access control, or monitoring system, including, but not limited to, gates, signs, or locks (keying and rekeying), that are installed at any time on the License Area by Licensee will be borne by Licensee. The Authority reserves the right to take whatever action that is reasonably necessary to rectify any security deficiency or other deficiency and charge such costs and expenses to Licensee in the event Licensee fails to act within a reasonable time frame after being notified by the Authority in writing of any such deficiency. The provisions of this section will survive the expiration or any other termination of this Agreement as long as Pipeline Facilities exist on the License Area.

      
      

9. Non-exclusive License. The privilege provided to Licensee in this Agreement shall not be construed as precluding the Authority from granting like or similar privileges to others, including the right of the Authority, its grantees or assignees, in implementing the use of any such additional licenses, to cross over, or under the License Area; provided that no such grant will interfere with or be inconsistent with the rights and uses granted to Licensee hereunder. In avoidance of doubt, the Authority shall not permit, authorize or allow, without the prior written consent of Licensee third party collocation on a shared pipeline support structure housing the Pipeline Facilities, or any activity that could infringe within the twelve (12) inch buffer described in Section 7.8 above.

10. Non-reliance. Licensee understands and agrees that it has not and will not rely upon any grant or promise of grant of a property right in this Agreement in the Licensee’s expenditure or investment of funds any manner whatsoever.

11. Indemnification & Hold Harmless. Licensee, and its parents, subsidiaries and affiliates, jointly and severally agree to indemnify, protect, defend and hold harmless the Authority and the Authority’s members, directors, officers, agents and employees (each, an “Indemnified Party”) from and against any and all claims, demands, losses, liabilities, damages, liens, injuries, penalties, fines, lawsuits and other proceedings, judgments, awards, costs and expenses, including, without limitation, reasonable attorneys’ and consultants’ fees and costs through appeal (collectively, “Losses”), arising out of the execution, performance nonperformance of the duties of the Licensee, or its agents, employees or contractors, under this Agreement, the enforcement of this Agreement, or resulting from the activities of the Licensee, or its agents, employees or contractors, in any way connected to this including, but not limited to: (i) any bodily injury, death or damage to tangible property, suits in equity of whatever kind or nature, relief, or loss of use, to the extent caused by the Licensee or relating to or arising out of the Licensee’s performance of this Agreement; (ii) any collision or accident; (iii) any claims, grievances or lawsuits brought by or on behalf of the Licensee’s own employees or their representatives, pursuant to any state or federal law, including, but not limited to, the Federal Employer’s Liability Act, or pursuant to employee protective conditions imposed by a governmental agency or a collective bargaining agreement arising out of the Licensee’s operations hereunder; (iv) any environmental contamination on the License Area arising out of any act or omission by the Licensee, its agents, or invitees ; or (v) any default under this Agreement or failure of Licensee to perform any obligation under this Agreement. Provided, however, the Licensee’s obligation to indemnify under this section shall be proportionately reduced to the extent any such loss is judicially determined to be attributable to the negligence or willful misconduct of the Authority;

    1. An Indemnified Party seeking indemnification under this Agreement shall: (i) give the Licensee prompt written notice of the claim; (ii) cooperate with the Licensee in connection with the defense and settlement of the claim; and (iii) permit the Licensee to control the defense and settlement of the claim; provided that the Licensee will not settle the claim without the prior written consent of the Indemnified Party. Licensee shall assume control of the defense of any claim asserted by a third party against the Indemnified Party for which Licensee is obligated to indemnify, defend, and hold harmless the Authority and, in connection of such defense, shall appoint lead counsel in each case at Licensee’s expense. The Indemnified Party shall have the right, at its option, to participate in the defense of any third party claim, without relieving Licensee of any of its obligations hereunder. If Licensee assumes control of the defense of any third party claim in accordance with this section, Licensee shall obtain the prior written consent of the Indemnified Party before entering into any settlement of such claim. Notwithstanding anything to the contrary

       in this section, Licensee shall not assume or maintain control of the defense of any third party claim, but shall pay the fees of counsel retained by the Indemnified Party and all expenses, including experts’ fees, if (a) an adverse determination with respect to the third party claim would, in the good faith judgment of the Indemnified Party, be detrimental in any material respect to the Indemnified Party’s reputation; (b) the third party claim seeks an injunction or equitable relief against the Authority; or (c) Licensee has failed or is failing to prosecute or defend vigorously the third party claim. Each Party shall cooperate, and cause its agents to cooperate, in the defense or prosecution of any third party claim and shall furnish or cause to be furnished such records and information, and attend such conferences, discovery proceedings, hearings, trials, or appeals, as may be reasonably requested in connection therewith.

    2. This indemnification provision includes claims made by any employees of Licensee against the Indemnified Party, and Licensee hereby agrees that it will not use its entitlement, if any, to immunity under section 440.11, Florida Statutes as a defense against providing indemnity to an Indemnified Party. Nothing contained in this Agreement and specifically this indemnification provision is intended to, nor shall it be construed as an additional waiver of sovereign immunity beyond the expressed written contractual obligations of the Authority contained within this Agreement. Excluded from the Indemnified Party’s indemnification obligation are any claims for which the Indemnified Party is immune from suit under the doctrine of sovereign immunity or for any amount of a claim exceeding the limitations of liability established by section 768.28, Florida Statutes. The Indemnified Party does not in any manner waive its rights and immunities provided by applicable federal or state law and/or regulation under this section or otherwise under this Agreement.

    3. The Licensee’s obligations under this section shall survive termination or expiration of this Agreement and shall not be limited by any amount of insurance required to be obtained or maintained under this Agreement.

       
       

12. Governmental Immunity. Nothing in this Agreement is intended to serve as a waiver of sovereign immunity by Authority or may be construed as consent by Authority to be sued by third parties in any matter arising out of this Agreement. Authority agrees to be fully responsible for the acts and omissions of its agents and employees to the extent permitted by law.

13. Insurance. During the Agreement Term, Licensee shall provide, pay for, and maintain with insurance companies having an A.M. Best rating of A-/VIII or better, the following types of insurance described in this Agreement:

    1. All insurance must be from responsible insurance companies authorized to do business in the State of Florida. The required policies of insurance must be performable in Manatee County, Florida, and must be construed in accordance with the laws of the State of Florida.

    2. The Authority must be included as an Additional Insured on Licensee’s Commercial General Liability, Umbrella Liability, and Business Automobile Liability policies with respect to the liabilities assumed by Licensee under this Agreement or arising out of operations of Licensee governed by this Agreement and provide the “Severability of Interest” provision (a/k/a “Separation of Insured’s” provision).

    3. The Licensee shall deliver to the Authority, within ten (10) days of execution of this Agreement, properly executed “Certificate(s) of Insurance,” setting forth the insurance coverage and limits required in this Agreement. The Certificates must be signed by the authorized representative of the insurance company(s) shown on the Certificate of Insurance. In the event of a claim, certified, true, and exact copies of the insurance policies required in this Agreement must be provided to the Authority, if requested by the Authority.

    4. Licensee shall take commercially reasonable steps to make up any impairment to any Aggregate Policy Limit upon notification of the impairment.

    5. The Licensee authorizes the Authority and its insurance consultant to confirm all information furnished to the Authority with the Licensee’s insurance agents, brokers, surety, and insurance carriers.

    6. All insurance coverage of Licensee will be primary to any insurance or self- insurance program carried by the Authority with respect to the liabilities assumed by Licensee under this Agreement. The Authority’s insurance or self-insurance programs or coverage must not be contributory with any insurance required of Licensee in this Agreement.

    7. The acceptance of delivery to the Authority of any Certificate of Insurance evidencing the insurance coverage and limits required in the Agreement does not constitute approval or agreement by the Authority that the insurance requirements in the Agreement have been met or that the insurance policies shown in the Certificates of Insurance are in compliance with the Agreement requirements.

    8. No work, usage, or occupancy of the License Area may commence unless and until the required Certificate(s) of Insurance are in effect.

    9. The insurance coverage and limits required of Licensee under this Agreement are designed to meet the minimum requirements of the Authority. They are not designed as a recommended insurance program for Licensee. Licensee alone shall be responsible for the sufficiency of its own insurance program. Should Licensee have any question concerning its

       exposures to loss under this Agreement or the possible insurance coverage needed therefore, it should seek professional assistance.

    10. The Authority and its tenants may continue to operate their businesses on the Authority’s premises during the activities of Licensee. No property used in connection with their activities may be considered by Licensee’s insurance company as being in the care, custody, or control of Licensee.

    11. Should any of the required insurances specified in this Agreement provide for a deductible, self-insured retention, self-insured amount, or any scheme other than a fully insured program, Licensee shall be fully responsible for the deductible, self-insured retention, self-insured amount or any other amounts not payable by Licensee’s insurers.

    12. Licensee shall give the Authority thirty (30) days advance written notice of any cancellation, intent not to renew any policy and/or any change that will reduce the insurance coverage required in this Agreement, except for the application of the Aggregate Limits Provisions.

    13. Renewal Certificate(s) of Insurance must be provided to the Authority prior to expiration of current coverage.

    14. If Licensee fails to maintain the insurance coverage required in this Agreement at any time during the term of the Agreement, it shall be deemed an Event of Default under this Agreement.

    15. If the Licensee utilizes contractors or sub-contractors to perform any work on Authority property, the Licensee will ensure all contractors and sub- contractors maintain the same types and amounts of insurance required of the Licensee. In addition, the Licensee will ensure that the contractors and sub-contractors insurances comply with all of the insurance requirements specified for the Licensee contained within this Agreement. The Licensee shall obtain Certificates of Insurance comparable to those required of the Licensee from all contractors and sub-contractors. Such Certificates of Insurances must be presented to Authority upon request.

        
        

        SPECIFIC INSURANCE COVERAGES AND LIMITS:

        
        

    16. All requirements in this Subsection must be complied with in full by Licensee unless excused from compliance in writing by the Authority.

    17. The amounts and types of insurance must conform to the following minimum requirements. Current Insurance Service Office (ISO) or National Council on Compensation Insurance (NCCI) policies, forms, and endorsements or broader must be used where applicable. Non-standard policy forms are acceptable as long as they provide coverage as broad or broader than ISO or NCCI policy forms.

    18. Workers’ Compensation and Employers’ Liability Insurance must be maintained in force during the term of this Agreement for all employees

        engaged in this work under this Agreement, in accordance with the laws of the State of Florida. The minimum acceptable limits are:

        
        

        Workers' Compensation Florida Statutory Requirements Employer's Liability $1,000,000.00 Limit Each Accident

        $1,000,000.00 Limit Disease Aggregate

        $1,000,000.00 Limit Disease Each Employee

        
        

        When applicable, the policy must be endorsed to include the Longshore and Harbor Worker's Compensation Act and/or Maritime Coverage Endorsement (Jones Act Endorsement).

        
        

    19. Longshore & Harbor Worker's Compensation Act Endorsement - When work will be performed on or over navigable waterways, a Longshore and Harbor Workers Endorsement must be provided to cover the employees' wages, transportation, maintenance and cure, in accordance with applicable Legal Requirements (defined hereinafter).

    20. Maritime Coverage Endorsement (Jones Act) - When Operations are to be performed upon navigable waterways and barges, Tugboats, and all other vessels on the ocean and all intra-coastal rivers and canals, as well as drivers, divers, and underwater personnel are utilized, a Maritime Coverage Endorsement must be provided to cover the seamen, masters and members of a crew in accordance with applicable Legal Requirements (defined hereinafter), providing remedy for damage or injury in the course of employment.

    21. Commercial General Liability Insurance must be maintained by Licensee. If such coverage is provided on a “Claims Made” basis then a four (4) year Extended Reporting provision must be provided. Coverage must include but not be limited to License Area and Operations, Personal Injury, Contractual for this Agreement, Independent Contractors. The minimum acceptable limits are:

        
        

        Bodily Injury & $5,000,000.00 each

        Property Damage Liability Occurrence and aggregate

        
        

        The use of an Excess and/or Umbrella policy is acceptable if the level of protection provided by the Excess and/or Umbrella policy is no less restrictive then the Primary General Liability policy.

        
        

    22. Business Automobile Liability Insurance must be maintained by Licensee as to ownership, maintenance, use, loading and unloading of all owned, non- owned, leased, or hired vehicles with limits of not less than:

        Bodily Injury & Property Damage Liability

        $1,000,000.00 Combined Single Limit Each Accident

        
        

        If Licensee does not own automobiles, Licensee’s Commercial General Liability policy referenced above must be endorsed to provide “Non Owned and Hired Automobile Liability” coverage.

        
        

    23. Professional Liability. Licensee shall require all firms providing Professional Services, including any architects and engineers, to carry professional liability insurance with coverage limits and terms that are commensurate with the nature and value of the services provided and the subject matter of their work.

    24. Terminal Operators Legal Liability Insurance shall be maintained by the Licensee that provides coverage for damage with limits of not less than

        $2,000,000.

    25. Pollution/Environmental Liability Insurance shall be maintained by the Licensee that will respond to the impairment of land, water, or air resulting from activities governed by this Agreement. The minimum acceptable limits of liability shall be $5,000,000. If the policy is structured on a “Claims Made” basis, the policy must contain a “Retroactive Date” of no later than the commencement date of the Agreement and will have an extended reporting period of ninety (90) days following expiration or termination of the Agreement.

    26. Accident Reports. The Licensee shall promptly notify the Authority of any major accidents involving the Licensee’s staff, vehicles, or equipment that occur while the Licensee is performing operations under this Agreement and result in major personal injuries or major damage to public or private property. In all such cases, oral notice must be provided within nine (9) hours of the accident and a written report must be provided to the Authority within five (5) business days of the accident. If any issues are unresolved at that time, a subsequent report shall be provided to the Authority within five

        (5) business days following the ultimate disposition of the case. The oral and written reports shall include the date and time of the event, a description of the event, an estimate of the damages and injuries (if any) caused by the event, and a description of how the event and any associated damages and injuries were handled or will be handled.

    27. The Authority will not be responsible for damage, loss, or theft of any items, Products or cargo stored in or at the License Area or any damage caused by any items, Products or cargo stored at the License Area, except to the extent of the Authority’s negligence or misconduct.

    28. Notwithstanding anything in this Agreement to the contrary, Licensee may satisfy its insurance obligations hereunder through a self-insurance program.

14. Compliance with Laws.

    
    

    1. Licensee must at all times comply with and abide by the Port Manatee Tariff and all applicable federal, state, and local laws, codes, ordinances, rules, and regulations of all governmental entities and agencies (“Legal Requirements”) having jurisdiction over the activities of Licensee under this Agreement, expressly including those dealing with environmental protection, at the sole expense of Licensee.

    2. Licensee must take all steps necessary to comply with applicable provisions of federal, state, and local law requiring a demonstration of financial responsibility for petroleum terminal facilities, including, but not limited to, through one or more of the following options: insurance, guarantee, surety bond, letter of credit, or qualification as a self-insurer. Licensee shall provide to the Authority written evidence of its compliance with such financial responsibility requirements or evidence that it is not subject to such requirements.

    3. Licensee must obtain and keep in full force and effect all applicable licenses, permits, and authorizations required by any governmental authority, body, or agency having jurisdiction or regulatory power for the business conducted by Licensee at License Area and Port Manatee.

       
       

15. Easements. The Authority reserves the right to maintain such easements on the License Area as may now, or in the future, be determined to be necessary to serve the needs of Port Manatee, and Licensee agrees to take the License Area subject to said easement requirements. Such easements may be used for, among other things, ingress and egress for other lessees, the installation of water distribution, sewage collection, underground electrical and telephone conduits, above ground street lighting, and power poles. However, it is understood and agreed that the Authority will, in accordance with all applicable laws, notify Licensee and restore any improvements, which Licensee has made, if such improvements are damaged by any installation made by the Authority or third party authorized by Authority. Furthermore, the Authority shall take reasonable steps to ensure that any such installation be the least disruptive to Licensee’s operations.

    
    

16. Common Areas. Subject to the restrictions set forth in the section of this Agreement entitled “Security,” Licensee and its employees and customers will have the nonexclusive right during the Agreement Term to use the parking areas, streets, driveways, aisles, sidewalks, curbs, delivery passages, loading areas, lighting facilities, and all other areas designated by the Authority from time to time, for use by any tenants of Port Manatee (collectively, the “Common Areas”), in common

    with the Authority, other licensees and tenants of Port Manatee, and other persons designated by the Authority.

    
    

17. Security. The Authority is subject to minimum standards, procedures and requirements imposed by federal and state laws and regulations, rules, policies, and procedures in effect from time to time concerning security at Port Manatee, including the U.S. Maritime Transportation Security Act of 2002; Title 33, parts 101 and 105 of the U.S. Code of Federal Regulations; Chapter 311 of the Florida Statutes; and the security provisions of all tariffs in effect at Port Manatee, each as amended, supplemented, restated or otherwise modified from time to time, in connection with the security of Port Manatee as a seaport. The Licensee shall comply with all of the provisions of the above-mentioned laws and regulations applicable to the License Area and to the activities and operations of the Licensee at Port Manatee.

    
    

    Licensee, at its sole cost, shall comply with Section 311.12, Florida Statutes, Seaport Security, as it may be amended from time to time, relating to security regulations for seaports, and shall obtain all necessary security clearances, including criminal background checks for Licensee’s employees, agents, contractors, or subcontractors, that may be required pursuant to Port Manatee’s security plan.

    The Parties acknowledge that security measures at Port Manatee may be increased and that such efforts will likely impact the License Area. In this regard, Licensee agrees to cooperate with the Authority’s efforts to increase security and agrees to comply with all security rules and regulations, whether imposed by federal agencies, including, but not limited to, the United States Custom and Border Protection, the United States Coast Guard, the state of Florida, Manatee County, or the Authority. Licensee, at its sole cost, shall be responsible for complying with all security-related measures that impact the License Area, Licensee and its employees, agents, contractors, guests, and invitees.

18. Access. Subject to the restrictions set forth in the section entitled “Security” in this Agreement, the Authority grants Licensee a continuous (24 hours per day, 7 days a week) right of ingress and egress through Port Manatee to the License Area and berthing facilities. Subject to Licensee’s safety and security measures and upon at least forty-eight (48) hours prior written notice to Licensee, the Authority has free access to the License Area at reasonable times and during business hours for the purpose of examination and inspection of the License Area and all improvements located on the License Area and for conducting the routine business and operations at Port Manatee. Such access will be in a manner that does not unreasonably interfere with Licensee’s business in the License Area.

19. Tariff. To the extent the rates, rules, and regulations of the Authority set forth in the then current Port Manatee Tariff are not in conflict with or in degradation of the terms and conditions of this Agreement, Licensee, throughout the Agreement Term and any Renewal Term(s) shall abide by and comply with all of the rates, rules, and regulations of the Authority set forth in the then current Port Manatee Tariff, as published by the Authority. The covenant by Licensee to abide by and comply with the 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 Licensee to fully abide by and comply with the then current Port Manatee Tariff, may at the option of the Authority constitute an Event of Default (as defined below) by Licensee. Licensee acknowledges receipt from the Authority of a copy of the current Port Manatee Tariff.

    
    

20. Taxes. Licensee shall timely pay any and all taxes related to its operation, the License Area, and items stored at the License Area. Licensee shall be responsible for any and all ad valorem taxes, special assessments, tangible and intangible personal property taxes, sales tax, use taxes, license fees, and any other tax, fee, or charge which may be levied or assessed against any portion of the License Area or imposed in connection with the activities and operations of Licensee upon any portion of the License Area or in connection with the use of any portion of the License Area by Licensee. Licensee shall have the right to contest the amount or validity, in whole or part, of any ad valorem tax or special assessment or to seek a reduction in the valuation of License Area as assessed for real estate property tax purposes by appropriate proceedings diligently conducted in good faith (but Licensee may continue to pursue such contest past the final due date for such tax only after payment of such tax). The Authority shall not be required to join in any proceedings referred to in this paragraph unless required by law, in which event the Authority shall, upon written request by Licensee, join in proceedings or permit the proceeding to be brought in its name. Licensee covenants that the Authority shall not suffer or sustain any costs or expenses (including, but not limited to attorneys’ fees) or any liability in connection with any such proceedings and Licensee agrees to pay all such costs and expenses. No consent to join in proceedings or permit the proceedings to be brought in its name will subject the Authority to material civil liability or the risk of any criminal liability.

    
    

21. Environmental Matters. Licensee shall comply with Legal Requirements applicable to its activities and operations on the License Area, including but not limited to all applicable federal, state, and local governmental laws, rules, orders, codes, judgments, decrees, rulings, and agreements, including but not limited to the Port Manatee Master Plan, Memorandum of Agreement for Land Use Controls between the Authority and the Florida Department of Environmental Protection dated May

    12, 2014, , relating to pollution, protection, natural resources, endangered or threatened species, human health or safety, or the environment; or concerning the presence of, exposure to, or management, manufacture, use, containment, storage, recycling, reclamation, reuse, treatment, generation, discharge, transportation, processing, production, disposal or remediation of any contaminants, hazardous materials or substances, pollutants, toxic materials or substances or other waste (hereinafter collectively referred to as “Hazardous Substances”) (“Environmental Laws”). Except otherwise permitted by this Agreement, Licensee shall not allow, cause, condone, license, permit, or sanction any activities, conduct, or operations on the License Area that enable or result in any Hazardous Substances to be accumulated, deposited, placed, released, spilled, stored, or used upon or under any portion of the License Area contrary to or in violation of any of said Environmental Laws.

    
    

    1. The Authority shall have the right at any time to examine or inspect the License Area for any reason, including but not limited to performing an Environmental Site Assessment and determining the existence of said Hazardous Substances, during the normal business hours of Licensee with reasonable notice to Licensee and at no cost or expense to Licensee. A copy of any such Environmental Site Assessment obtained by the Authority will be immediately furnished to Licensee.

    2. Licensee shall be responsible for any contamination of Hazardous Substances contrary to or in violation of any of Environmental Laws, on, or from the Licensed Area to the extent caused or contributed to by Licensee, including, without limitation, for the prompt environmental assessment and remediation of such contamination to the extent caused by Licensee at Licensee’s cost if and when required by any governmental agency pursuant to applicable Environmental Laws. After the expiration of the Agreement Term, unless otherwise agreed by the Authority and the Licensee, the Licensee will be required to continue to pay the License Fee and MAG as well as provide other coverage required herein (such as insurance and indemnification) until such time as any remediation of Hazardous Substances as required by any governmental agency has been completed to the satisfaction of the Authority or any applicable regulatory agency pursuant to applicable Environmental Laws.

    3. Throughout the term of this Agreement, Licensee must not use, generate, release, discharge, store, dispose, or transport any Hazardous Substances in, under, in, above, to or from the License Area in any manner other than in strict compliance with all applicable Environmental Laws. (c) Licensee shall immediately notify the Authority of any

       accumulation, deposit, placement, release, spill, storage or use of any of said Hazardous Substances caused by Licensee upon or under the License Area that is required to be reported to applicable authority pursuant to applicable Environmental Laws. Such notification will be in addition to and will not replace any notice required by applicable Environmental Laws. 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 Licensee (a “Governmental Authority”) determines that there is any significant or substantial deviation from the conditions, restrictions and limitations of applicable Environmental Laws and if Licensee fails to correct the violation within the period of time required by such Governmental Authority, then and in that event, the Authority will have the right to terminate the operation of any such facilities by Licensee until such violation has been corrected or take such lawful action as may be appropriate under the circumstances.

    4. The remedies granted to the Authority in this Agreement are in addition to all other remedies which may be available to the Authority under the laws of the United States and the State of Florida, and nothing in this Agreement will be construed as limiting the remedies of the Authority or any Governmental Authority.

    5. Unless the steps identified in this paragraph are taken, the environmental provisions of this Agreement survive the termination of this Agreement and will continue in full force and effect so long as the possibility exists of any environmental liability obligation or loss of or claim against the Authority and is attributable to any act or omission of Licensee, its agents or invitees. After termination of this Agreement, Licensee may perform a Phase II Environmental Site Assessment to determine whether there are any Hazardous Substances released by Licensee in violation of any Environmental Laws. After the Licensee has either deactivated or removed the Pipeline Facilities in accordance with the section entitled “Termination” of this License, then the environmental provisions of this Agreement shall automatically terminate, without need for further action, upon (i) Licensee’s performance of such Phase II Environmental Site Assessment indicating that Licensee has not caused the release of Hazardous Substances in violation of Environmental Laws during the Term or (ii) in the event a Governmental Authority determined conclusively that Licensee caused the release of Hazardous Substances in violation of Environmental Laws during the Term, issuance by such Governmental Authority of an Environmental Closure Assessment or other appropriate closure letter.

22. 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 is a degree of cooperation between Licensee 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 Licensee pursuant to the provisions of this Agreement, then and in that event, Licensee shall reasonably cooperate with the Authority in taking reasonable action and undertakings necessary to preserve and protect operations of the Licensee and Port Manatee. Such action may include the exchange of information between Licensee and the Authority, or the Authority arranging for a separate entrance to certain facilities at Port Manatee and the institution and prosecution of legal proceedings at Authority’s sole cost and expense. Licensee 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 to the extent such disputes could reasonably affect the operations of Port Manatee. In the event of any such labor dispute in connection with the activities and operation by Licensee, then and in that event, Licensee shall take all reasonable action necessary to prevent the disruption of the normal activities and operations at Port Manatee. Nothing in this Agreement will be construed to impair or limit the lawful rights of employees of Licensee or the Authority, or to limit the lawful rights of any labor organization representing said employees.

    
    

23. Assignment. If all of Licensee’s assets are assigned or otherwise transferred to an affiliate or subsidiary of the Licensee or a third party, then the Licensee may assign, subcontract or transfer, in whole, this License Agreement to the same affiliate or subsidiary of Licensee or a third party without the consent of Authority. Any other assignment, sale, lease, transfer, subcontract, in whole or in part, by Licensee requires the prior written consent of the Authority, which consent will not be unreasonably withheld. The terms and provisions of this Agreement shall be binding upon the Parties and their respective partners, successors, heirs, executors, administrators, assigns and legal representatives. The Authority may assign its rights and obligations under this Agreement to any successor to the rights and functions of the Authority or to any governmental agency to the extent required by applicable laws or governmental regulations or to the extent the Authority deems necessary or advisable under the circumstances. If Licensee violates this provision, Authority has the right to immediately terminate this Agreement.

    
    

24. Licensee Representations. Licensee represents unto the Authority with the intent that the Authority rely thereon as a major inducement to the Authority to enter into this Agreement and any extension or renewal thereof that:

    1. Licensee represents and warrants to the Authority that to its actual and constructive knowledge: 1) neither Licensee (which includes for purposes of this Section any person or entity that owns or controls, directly or indirectly the Licensee) nor any of its funding sources are identified on the Special Designated Nationals and Blocked Persons List of the U.S. Treasury Office of Foreign Asset Control; 2) neither Licensee nor any guarantor of all or any part of Licensee’s obligations under this Agreement are directly or indirectly owned or controlled by a government or country that is subject to an embargo imposed by the U.S. Government; 3) neither Licensee nor a grantor of all or any part of Licensee’s obligations under this Agreement are acting on behalf of a government or have been in the past ten years involved in business arrangements or other transactions with any country that is subject to such embargo. Licensee agrees to notify the Authority in writing immediately upon the occurrence of any of that, which would cause the foregoing representation, and warranties of this Section to be incorrect in any respect and the Authority shall have the right then or thereafter to terminate this Agreement at its sole and absolute discretion.

    2. In connection with any aspect of this Agreement or other transaction involving Licensee, neither Licensee (which includes for purposes of this Section any person or entity that owns or controls, directly or indirectly the Licensee) has engaged or will engage in prohibited conduct, as defined in the Foreign Corrupt Practices Acts, directly or indirectly in the performance of this Agreement or otherwise on behalf of itself or Licensee. In the event of or during the term of this Agreement, if Licensee is not in compliance with this Section, Licensee shall make prompt disclosure of such non- compliance to the Authority and the Authority shall have the right to terminate the Agreement.

    3. The Licensee (which includes its officers, directors, executives, partners, shareholders, employees, members, and agents who are active in the management of the Licensee) has not been placed on the convicted vendor list following a conviction for a public entity crime within the last 36 months. In the event of or during the term of this Agreement, if Licensee is placed on the convicted vendor list, in accordance with section 287.133 of the Florida Statutes as may be amended, Licensee shall make prompt disclosure of such non-compliance to the Authority.

    4. Pursuant to section 287.135, Florida Statutes, Licensee certifies, represents, and warrants that: (a) it is not on the Scrutinized Companies with Activities in Sudan List, (b) it is not on the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, (c) that it does not have business operations in Cuba or Syria, and (d) that it is not participating in a boycott

       of Israel, and that all such certifications were true at the time it submitted its bid or proposal for this Agreement and as of the effective date of any renewal. Notwithstanding anything contained in this Agreement to the contrary, the Authority may terminate this Agreement immediately if: (1) Licensee is found to have submitted a false certification regarding (a) – (d) above in accordance with section 287.135(5), Florida Statutes, or (2) Licensee is found to have been placed on the Scrutinized Companies that Boycott Israel List as that term is defined and such list is maintained pursuant to Section 287.135, Florida Statutes, or is otherwise engaged in a boycott of Israel. Such termination shall be in addition to any and all remedies available to the Authority at law.

    5. Pursuant to section 286.101, Florida Statutes, the Licensee shall disclose any current or prior interest of any contract with, or any grant or gift received from a Foreign Country of Concern, as defined below, if such interest, contract, or grant or gift has a value of $50,000 or more and such interest existed at any time or such contract or grant or gift was received or in force at any time during the previous five (5) years. For purposes of this section, “Foreign Country of Concern” means the People’s Republic of China, the Russian Federation, the Islamic Republic of Iran, the Democratic People’s Republic of Korea, the Republic of Cuba, the Venezuelan regime of Nicolas Maduro, or the Syrian Arab Republic, including any agency of or any other entity under significant control of such foreign country of concern. Licensee’s disclosure shall include the name and mailing address of the disclosing entity, the amount of the contract or grant or gift or the value of the interest disclosed, the applicable foreign country of concern and, if applicable, the date of termination of the contract or interest, the date of receipt of the grant or gift, and the name of the agent or controlled entity that is the source or interest holder.

       
       

25. Eminent Domain. If during the Term of this Agreement there is any taking of any portion of the License Area by eminent domain or condemnation that materially affects the License Area for the development, construction or operation of Licensee, in accordance with this Agreement, in Licensee’s reasonable determination, Licensee may terminate this Agreement whereupon the Parties will be relieved from further liability under this Agreement.

    
    

26. Default and Remedies. A party will be in default if such party fails to perform its obligations under this Agreement and such failure continues for more than thirty

    (30) calendar days after written notice of such event of default is given by the non- defaulting party, provided that if the default is of such a nature that it cannot be cured within thirty (30) calendar days, then such party will not be in default so long as such party commences to cure within the above period of time and thereafter

    diligently and continuously pursues such cure to completion (“Cure Period”). In the event that a Party fails to cure within the Cure Period, the non-defaulting party, at its option, may terminate this Agreement by serving a notice of termination on the defaulting party thirty (30) calendar days prior to the effective date of termination (“Termination Notice Period”). In the event that a Party defaults in the performance of its obligations hereunder and no termination of this Agreement is claimed by the non-defaulting party, the non-defaulting party may pursue appropriate remedies arising from the uncured default as are provided for by law.

    
    

27. Termination. In accordance with section titled “Default and Remedies,” upon receipt of the notice of termination or thirty (30) calendar days prior to expiration of this License, Licensee, at its expense and at the sole option of the Authority, shall either:

    
    

    1. Deactivate and abandon Pipeline Facilities and segments thereof, in accordance with deactivation and abandonment specifications developed by Licensee and approved in writing by the Executive Director (such approval shall not be unreasonably withheld, denied or conditioned), and in accordance with all applicable federal, state, and local statutes, rules, and regulations. The Authority may, as part of its approval of deactivation and abandonment specifications, require the following: (i) pressure testing of all single-walled piping in contact with the soil to ensure the tightness of the system at the time of deactivation and abandonment; and (ii) removal of all liquids and sludge from Pipeline Facilities. Upon deactivation and abandonment, the Pipeline Facilities shall become property of the Authority; or

    2. Remove Pipeline Facilities that are the subject of this Agreement and fully restore the surface to grade level and the License Area to the same condition existing immediately prior to removal of the Pipeline Facilities.

    Upon notice of termination or thirty (30) calendar days prior to expiration of this License, Licensee must immediately cease operation or transmission of Products through the Pipeline Facilities and must commence and uninterruptedly proceed with removal and restoration or deactivation and abandonment to completion. In conjunction with the removal or deactivation and abandonment, Licensee shall conduct, at its sole expense, an environmental assessment using the services of competent and professional consultants with expertise in the environmental assessment process, to assure that its installation and operation of Pipeline Facilities have not caused contamination of the environment in contravention of any and all applicable federal, state, and local statutes, rules, and regulations. This environmental assessment shall be provided to the Authority within five (5) calendar days of the Licensees’ receipt of such assessment. If the environmental assessment indicates that Licensee’s use or operation of Pipeline Facilities has

    caused environmental contamination at or above the regulatory limits requiring corrective action or further assessment, Licensee will take complete financial and managerial responsibility for the required corrective action and further assessment. In accordance with the section entitled “Environmental Matters” of this License, should such corrective action and further assessment be required beyond the termination or expiration date, Licensee shall be responsible for continuing to pay the annual License fee and costs associated with the correction action until the earlier of (i) Authority permits a third party licensee use all or a portion of the License Area or (ii) a triggering event in of the section entitled “Environmental Matters” of this License above has occurred. If any of the Pipeline Facilities remain on the License Area after expiration or termination of this License, the Authority may remove and dispose of such Pipeline Facilities at the Licensee’s cost and expense. Licensee expressly understand and agrees to fully reimburse the Authority for the associated cost of removal of the remaining Pipeline Facilities.

    
    

28. Force Majeure. Neither party shall be liable for its non-performance or delayed performance if caused by Force Majeure. Force Majeure shall be defined as a fire, flood, act of God, war, terrorism, riot, national emergency, sabotage, civil disturbance, strike, labor dispute, pandemic, epidemic, governmental act, law, ordinance, rule, order or regulation, or events which are not the fault or are beyond the control of the party, provided that the Parties stipulate that Force Majeure shall not include the novel coronavirus COVID-19 pandemic which is ongoing as of the date of the execution of this Agreement. For the avoidance of doubt, Force Majeure shall not include (1) financial distress or the inability of either party to make a profit or avoid a financial loss; (2) changes in market prices or conditions; or (3) a party’s financial inability to perform its obligations hereunder. The obligations of the party affected by the event of Force Majeure (the “Affected Party”) shall be suspended, to the extent that those obligations are affected by the event of Force Majeure, from the date the Affected Party first gives notice in respect of that event of Force Majeure until cessation of that event of Force Majeure (or the consequences thereof). The Affected Party shall use commercially reasonable efforts to resume, with the shortest possible delay, compliance with obligations under this Agreement. Upon the cessation of the event of Force Majeure, the Affected Party shall promptly give notice to the other party of such cessation. If an event of Force Majeure shall continue for more than thirty (30) consecutive calendar days, then the other party shall have the right to terminate this Agreement without penalty.

    
    

29. Agreement Administration. The Authority 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.

30. Attorneys’ Fees. In the event of legal action or other proceeding arising under this Agreement, the prevailing party shall be entitled to recover from the adverse party all its reasonable attorneys’ fees and costs incurred by the prevailing party in the prosecution or defense of such action, or in any post-judgment or collection proceedings and whether incurred before suit, at the trial level or at the appellate level. This shall include any bankruptcy proceedings. The prevailing party also shall be entitled to recover any reasonable attorneys’ fees and costs incurred in litigating the entitlement to attorneys’ fees and costs, as well as in determining the amount of attorneys’ fees and costs due to the prevailing party. The reasonable costs to which the prevailing party will be entitled include costs that are taxable under any applicable statute, rule, or guideline, as well as costs of investigation, copying costs, electronic discovery costs, mailing and delivery charges, costs of conducting legal research, consultant and expert witness fees, travel expenses, court reporter fees and mediator fees, regardless of whether such costs are taxable under any applicable statue, rule or guideline.

    
    

31. Public Records. All comments, papers, letters, maps, books, photographs, films, sound recordings, data processing software, or other material, regardless of the physical form, characteristic, or means of transmission, made or received pursuant to law or ordinance or in connection with the transaction of official business by the Authority are public records of the Authority in accordance with the Florida Constitution and Florida Statutes. Every person has the right to examine, inspect, and copy any such public records not specifically made exempt by provisions of the Florida Statutes. Any financial or proprietary information relating to the Licensee transmitted by the Licensee to the Authority may be a public record subject to disclosure to a requesting third person (not a party to this Agreement). If the Authority receives a request by a third party for the disclosure of any such public records relating to the Licensee, the Authority will notify the Licensee of the request. The Authority will comply with said request to the extent required by law, unless the Licensee institutes an appropriate legal proceeding or suit against the Authority and/or the third person to restrain or otherwise prevent the particular public records’ disclosure. With respect to this Agreement, the Parties, to the extent applicable, shall comply with the provisions of Chapter 119, Florida Statutes, unless the disclosure of a record(s) that is requested is exempted by statute. Should Licensee assert any statutory exemption to the requirements of Chapter 119 and related statutes, the burden and expense of establishing such statutory exemption, by way of injunctive or other relief as provided by law, shall be upon Licensee. To the extent any action is brought alleging a violation of section 119.0701 of the Florida Statutes by this License, the Licensee agrees to fully indemnify, hold the Authority harmless and defend the Authority against those claims and allegations, in accordance with the section of this License entitled “Indemnification & Hold Harmless.”

    
    

32. Governing Law, Jurisdiction, Venue. The enforcement of this Agreement is controlled and governed by the laws of the State of Florida. The Parties agree that

    sole and exclusive jurisdiction for any dispute lies in the Circuit Court of the 12th Judicial Circuit in Manatee County, Florida. Venue for any civil action or legal proceeding arising out of or relating to this Agreement will be in the Circuit Court of the 12th Judicial Circuit in Manatee County, Florida, unless the default implicates or involves a federal statute, regulation, order or permit in which case venue will be in the federal courts with the Middle District of the State of Florida. Neither Party will be liable for any costs, loss of profits, revenue, or other direct, indirect, or consequential damages. This provision in no way limits the Licensee’s obligation to full indemnify the Authority for any and all damages as provided for in the section of this License entitled “Indemnification & Hold Harmless.”

    
    

    The Authority and Licensee recognize that this Agreement involves relatively complex business transactions; that this Agreement is lengthy, and its terminology is technical in nature and thus may be especially susceptible to misinterpretation; and in the event of a dispute as to rights and obligations under this Agreement, a Judge rather than a jury would be the most efficient and qualified trier of fact. Accordingly, the Parties are each desirous of leaving their respective rights to a bench trial with respect to any litigation or other legal proceedings relating to or arising out of or in connection with this Agreement or its subject matter as follows:

    
    

    EACH PARTY BY EXECUTION HEREOF DOES HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVE, FOR THEMSELVES AND THEIR RESPECTIVE SUCCESSORS AND ASSIGNS, ANY RIGHT WHICH EITHER OF THEM MAY HAVE TO A TRIAL BY JURY IN RESPECT ANY LITIGATION, ACTION, SUIT, OR PROCEEDING WHETHER AT LAW OR IN EQUITY BASED ON THIS AGREEMENT, ANY AMENDMENT OR ADDITION TO THIS AGREEMENT, OR ANY COURSE OF CONDUCT, COURSE OF DEALING, (WHETHER ORAL OR WRITTEN) OR ACTIONS OF EITHER PARTY OR THEIR RESPECTIVE BOARD MEMBERS, OFFICERS, PRINCIPALS, EMPLOYEES, AGENTS, OR REPRESENTATIVES IN CONNECTION HEREWITH, WHETHER ARISING IN CONTRACT, TORT, OR OTHERWISE. NO PARTY SHALL SEEK TO CONSOLIDATE ANY LITIGATION, ACTION, SUIT, OR PROCEEDING WITH ANY OTHER ACTION IN WHICH A JURY TRIAL CANNOT BE OR HAS NOT BEEN WAIVED. THIS PROVISION IS MATERIAL AND MUTUAL INDUCEMENT TO ENTERING INTO THIS AGREEMENT.

    
    

33. Miscellaneous.

    1. Amendments. This Agreement may not be amended or modified except in writing, executed by the Parties.

    2. Waiver or Delay. No delay or omission by the Authority in exercising any right hereunder shall operate as a waiver of such right or any other right. A

       waiver by the Authority of any Event of Default by Licensee shall not be construed as a waiver of any future occasion.

    3. Notice. All notices required or made pursuant to this Agreement shall be made in writing and must be delivered by email (with a requirement that the recipient acknowledge receipt), third party overnight courier (including overnight couriers’ services such as Federal Express) or Certified Mail, Return Receipt Requested, postage paid addressed to the party to whom notice is given at the following addresses:

       To the Authority:

       Manatee County Port Authority. Attention: Executive Director 300 Tampa Bay Way, Suite One Palmetto, Florida 34221

       Telephone: (941) 722-6621

       Facsimile: (941) 729-1463

       Email: cbuqueras@portmanatee.com

       
       

       Copy to: Port Counsel

       Bryant Miller Olive P.A.

       201 North Franklin Street, Suite 2700

       Tampa, FL 33602

       Telephone: (813) 273-6677 Email: jcowan@bmolaw.com

       
       

       To the Licensee:

       
       

       Florida Power & Light Company

       Attention: Jacob Hickey, Energy Pipeline Services Manager

       6781 F Osceola Polk Line Rd Davenport, Florida 33896

       Telephone: 305-552-2130

       Email: Jacob.Hickey@nexteraenergy.com

       
       

       Copy to: Florida Power & Light Company

       Attention: Eleanor W. Taft, Office of General Counsel 700 Universe Boulevard Law/JB

       Juno Beach, Florida 33408 Telephone: (561)304-5530 Email: eleanor.taft@fpl.com

       
       

       or to such other address as either party may, from time to time designate to the other in writing.

    4. No Third Party Beneficiaries. This Agreement is entered into solely for the benefit of the Parties and shall not be construed as a benefit to any third parties, including but not limited to the general public, constituents or citizens of the Authority, nor shall it be construed as enforceable by any third parties.

    5. Authority. The Parties represent and warrant that each is authorized to enter into this Agreement without the consent and joinder of any other party and that the individuals executing this Agreement have full power and authority to bind their respective party to the terms hereof.

    6. Severability. If any term, covenant, condition or provision (or part thereof) of this Agreement or the application thereof to any person or circumstances shall, at any time or to any extent, be judicially determined to be invalid or unenforceable, the remainder of this Agreement or the application of such term or provision (or remainder thereof) to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby, and each term, covenant, condition and provision of this Agreement shall be valid and be enforced to the fullest extent permitted by law. It is understood that the Authority shall not be subject to any liability to the Licensee in the event any term herein is found to be invalid or unenforceable.

    7. Mutual Drafting. This Agreement is the product of mutual drafting, each party having been represented by or having the opportunity to be represented by counsel, and therefore shall not be construed against either party.

    8. Entire Agreement. This Agreement sets forth the entire agreement between the Parties as to the subject matter hereof and supersedes all previous written or oral negotiations, agreements, bids, and/or understandings.

    9. Headings and Section References. The headings and section references in this Agreement are inserted only for the purpose of convenience and shall not be construed to expand or limit the provisions contained in such sections.

    10. Counterparts; Signatures. This Agreement will become effective upon the Effective Date if the Agreement has been executed by all of the undersigned. This Agreement may be executed in counterparts, each of which constitutes an original and all of which together will constitute one and the same instrument. This Agreement may be executed by electronic signature technology and such electronic signature shall act as the Parties’ legal signatures on this Agreement and shall be treated in all respects as an original handwritten signature.

The remainder of this page is left blank intentionally.

IWITNESS WHEREOF, the Patties have caused this Pipeline License Agreement to be duly

executed in duplicate, this the   

day of  

_; 2022 (the "Effective Date").

ATTEST:

ANGELINA M. COLONNESO

Clerk of Circuit Court

MANATEE COUNTY PORT AUTHORITY

By ­

Printed: ----------

By:

Reggie Bellamy, Chairman

           _FPL:

Florida Power & Light Company,

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By                                           

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Vice President PGD Fossil Operations and Pipelines

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EXHIBIT “A”

Legal Description and Sketch of License Area

N/F

PORT AUTHORITY MANATEE COUNTY PID: 2059700359

N/F

S. DOCK STREET

S. DOCK STREET

REEDER ROAD

PORT AUTHORITY MANATEE COUNTY PID: 2059700359

N/F

PORT AUTHORITY MANATEE COUNTY PID: 2059700359

S. DOCK STREET

DEL MONTE WAY

PORT AUTHORITY MANATEE COUNTY PARCEL ID: 2059700359

FLORIDA POWER AND LIGHT COMPANY PERMANENT EASEMENT DESCRIPTION

ALL THAT CERTAIN PIECE, PARCEL OR TRACT OF LAND SITUATE, LYING AND

BEING IN SECTION 1 AND 2, TOWNSHIP 33 SOUTH, RANGE 17 AND 18 EAST, MANATEE COUNTY, FLORIDA AND BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS :

COMMENCING FROM A FOUND CONCRETE MONUMENT, HAVING COORDINATE VALUES OF NORTH 1198980.950 AND EAST 480365.395 OF THE FLORIDA STATE

PLANE COORDINATE SYSTEM OF 1983, WEST ZONE, SAID POINT BEING THE POINT OF COMMENCEMENT (P.O.C.); THENCE SOUTH 65° 15' 26" WEST A DISTANCE OF

196.94 FEET TO A POINT, SAID POINT ALSO BEING THE POINT OF BEGINNING (P.O.B.), HAVING COORDINATE VALUES OF NORTH 1198898.523 AND EAST 480186.537 OF THE FLORIDA STATE PLANE COORDINATE SYSTEM OF 1983, WEST ZONE.

THENCE SOUTH 05°27'42" WEST A DISTANCE OF 15.05 FEET TO AN ANGLE POINT; THENCE NORTH 89°10'06" WEST A DISTANCE OF 978.24 FEET TO AN ANGLE POINT; THENCE NORTH 88°50'10" WEST A DISTANCE OF 383.68 FEET TO AN ANGLE POINT; THENCE SOUTH 89°16'18" WEST A DISTANCE OF 136.66 FEET TO AN ANGLE POINT; THENCE SOUTH 00°00'55" WEST A DISTANCE OF 21.28 FEET TO AN ANGLE POINT; THENCE NORTH 89°23'02" WEST A DISTANCE OF 389.24 FEET TO AN ANGLE POINT; THENCE SOUTH 89°06'52" WEST A DISTANCE OF 259.53 FEET TO AN ANGLE POINT; THENCE NORTH 89°57'51" WEST A DISTANCE OF 158.48 FEET TO AN ANGLE POINT; THENCE NORTH 88°45'46" WEST A DISTANCE OF 504.02 FEET TO AN ANGLE POINT; THENCE NORTH 89°52'32" WEST A DISTANCE OF 280.93 FEET TO AN ANGLE POINT; THENCE SOUTH 89°43'28" WEST A DISTANCE OF 264.48 FEET TO AN ANGLE POINT; THENCE NORTH 88°32'52" WEST A DISTANCE OF 297.02 FEET TO AN ANGLE POINT; THENCE NORTH 59°11'31" WEST A DISTANCE OF 10.39 FEET TO AN ANGLE POINT; THENCE NORTH 47°13'37" WEST A DISTANCE OF 57.01 FEET TO AN ANGLE POINT; THENCE NORTH 45°37'17" WEST A DISTANCE OF 194.98 FEET TO AN ANGLE POINT; THENCE NORTH 44°10'45" WEST A DISTANCE OF 191.44 FEET TO AN ANGLE POINT; THENCE NORTH 45°03'27" WEST A DISTANCE OF 183.41 FEET TO AN ANGLE POINT; THENCE NORTH 46°12'39" WEST A DISTANCE OF 225.80 FEET TO AN ANGLE POINT; THENCE NORTH 46°47'58" WEST A DISTANCE OF 124.57 FEET TO AN ANGLE POINT; THENCE NORTH 78°40'05" WEST A DISTANCE OF 5.04 FEET TO AN ANGLE POINT; THENCE NORTH 00°00'00" WEST A DISTANCE OF 2.64 FEET TO AN ANGLE POINT; THENCE SOUTH 87°24'52" WEST A DISTANCE OF 55.64 FEET TO AN ANGLE POINT; THENCE NORTH 89°57'40" WEST A DISTANCE OF 875.89 FEET TO AN ANGLE POINT; THENCE NORTH 89°49'35" WEST A DISTANCE OF 578.24 FEET TO AN ANGLE POINT; THENCE SOUTH 89°39'17" WEST A DISTANCE OF 171.89 FEET TO AN ANGLE POINT; THENCE NORTH 89°52'35" WEST A DISTANCE OF 161.31 FEET TO AN ANGLE POINT; THENCE SOUTH 86°31'06" WEST A DISTANCE OF 23.14 FEET TO AN ANGLE POINT; THENCE NORTH 03°28'54" WEST A DISTANCE OF 10.00 FEET TO AN ANGLE POINT; THENCE NORTH 86°31'06" EAST A DISTANCE OF 23.46 FEET TO AN ANGLE POINT; THENCE SOUTH 89°52'35" EAST A DISTANCE OF 161.59 FEET TO AN ANGLE POINT; THENCE NORTH 89°39'17" EAST A DISTANCE OF 171.90 FEET TO AN ANGLE POINT; THENCE SOUTH 89°49'35" EAST A DISTANCE OF 578.27 FEET TO AN ANGLE POINT; THENCE SOUTH 89°57'40" EAST A DISTANCE OF 875.65 FEET TO AN ANGLE POINT; THENCE NORTH 87°24'52" EAST A DISTANCE OF 55.86 FEET TO AN ANGLE POINT; THENCE NORTH 00°00'00" WEST A DISTANCE OF 2.64 FEET TO AN ANGLE POINT; THENCE SOUTH 78°40'05" EAST A DISTANCE OF 12.33 FEET TO AN ANGLE POINT; THENCE SOUTH 46°47'58" EAST A DISTANCE OF 128.93 FEET TO AN ANGLE POINT; THENCE SOUTH 46°12'39" EAST A DISTANCE OF 226.02 FEET TO AN ANGLE POINT; THENCE SOUTH 45°03'27" EAST A DISTANCE OF 183.67 FEET TO AN ANGLE POINT; THENCE SOUTH 44°10'45" EAST A DISTANCE OF 191.37 FEET TO AN ANGLE POINT; THENCE SOUTH 45°37'17" EAST A DISTANCE OF 194.58 FEET TO AN ANGLE POINT; THENCE SOUTH 47°13'37" EAST A DISTANCE OF 55.23 FEET TO AN ANGLE POINT; THENCE SOUTH 59°11'31" EAST A DISTANCE OF 4.89 FEET TO AN ANGLE POINT; THENCE SOUTH 88°32'52" EAST A DISTANCE OF 292.87 FEET TO AN ANGLE POINT; THENCE NORTH 89°43'28" EAST A DISTANCE OF 264.31 FEET TO AN ANGLE POINT; THENCE SOUTH 89°52'32" EAST A DISTANCE OF 281.13 FEET TO AN ANGLE POINT; THENCE SOUTH 88°45'46" EAST A DISTANCE OF 504.01 FEET TO AN ANGLE POINT; THENCE SOUTH 89°57'51" EAST A DISTANCE OF 158.20 FEET TO AN ANGLE POINT; THENCE NORTH 89°06'52" EAST A DISTANCE OF 259.19 FEET TO AN ANGLE POINT; THENCE NORTH 87°29'04" EAST A DISTANCE OF 390.04 FEET TO AN ANGLE POINT; THENCE NORTH 89°16'42" EAST A DISTANCE OF 136.79 FEET TO AN ANGLE POINT; THENCE SOUTH 88°50'10" EAST A DISTANCE OF 383.81 FEET TO AN ANGLE POINT; THENCE SOUTH 89°10'06" EAST A DISTANCE OF 979.42 FEET TO AN ANGLE POINT, SAID POINT ALSO BEING THE POINT OF BEGINNING (P.O.B.), HAVING AN AREA OF

92,498 SQUARE FEET, 2.123 ACRES.

October 20, 2022

CONSENT

AGENDA ITEM 1.H: 2022 PORT SECURITY GRANT PROGRAM

AGREEMENT

BACKGROUND:

The Department of Homeland Security has awarded the Authority $750,000 (or 75% of project costs) under the 2022 Port Security Grant Program (PSGP) for a Cyber Security Information Management System. As a condition of the grant, the Port is obligated to contribute 25% (or $250,000), bringing the total project costs to $1,000,000. The accepted agreement is presented to enter into the records.

ATTACHMENT:

Agreement No. EMW-2022-PU-00480-S01

COST AND FUNDING SOURCE:

FEMA Department of Homeland Security grant funding of $750,000 and $250,000 from port cash

CONSEQUENCES IF DEFERRED:

Delay in entering agreement into record

LEGAL COUNSEL REVIEW: Yes RECOMMENDATION:

Move to accept into the record Agreement Number EMW-2022-PU-00480-S01 from FEMA Department of Homeland Security for a cyber security information management system.

U.S. Department of Homeland Security

Washington, D.C. 20472

David St. Pierre

Manatee County Port Authority 300 Tampa Bay Way

Suite 1

Palmetto, FL 34221 - 6608

Re: Grant No.EMW-2022-PU-00480

Dear David St. Pierre:

Congratulations, on behalf of the Department of Homeland Security, your application for financial assistance submitted under the Fiscal Year (FY) 2022 Port Security Grant Program has been approved in the amount of $750,000.00. As a condition of this award, you are required to contribute a cost match in the amount of $250,000.00 of non-Federal funds, or 25 percent of the total approved project costs of $1,000,000.00.

Before you request and receive any of the Federal funds awarded to you, you must establish acceptance of the award. By accepting this award, you acknowledge that the terms of the following documents are incorporated into the terms of your award:

• Agreement Articles (attached to this Award Letter)

• Obligating Document (attached to this Award Letter)

• FY 2022 Port Security Grant Program Notice of Funding Opportunity.

• FEMA Preparedness Grants Manual

Please make sure you read, understand, and maintain a copy of these documents in your official file for this award. In order to establish acceptance of the award and its terms, please follow these instructions:

Step 1: Please log in to the ND Grants system at https://portal.fema.gov.

Step 2: After logging in, you will see the Home page with a Pending Tasks menu. Click on the Pending Tasks menu, select the Application sub-menu, and then click the link for "Award Offer Review" tasks. This link will navigate you to Award Packages that are pending review.

Step 3: Click the Review Award Package icon (wrench) to review the Award Package and accept or decline the award. Please save or print the Award Package for your records.

System for Award Management (SAM): Grant recipients are to keep all of their information up to date in SAM, in particular, your organization's name, address, Unique Entity Identifier (UEI) number, EIN and banking information. Please ensure that the UEI number used in SAM is the same one used to apply for all FEMA awards. Future payments will be contingent on the information provided in the SAM; therefore, it is imperative that the information is correct. The System for Award Management is located at http://www.sam.gov.

If you have any questions or have updated your information in SAM, please let your Grants Management Specialist (GMS) know as soon as possible. This will help us to make the necessary updates and avoid any interruptions in the payment process.

PAMELA SUSAN WILLIAMS

Award Letter

Thu Sep 01 00:00:00 UTC 2022

U.S. Department of Homeland Security

Washington, D.C. 20472

AGREEMENT ARTICLES

Port Security Grant Program

GRANTEE: Manatee County Port Authority

PROGRAM: Port Security Grant Program

AGREEMENT NUMBER: EMW-2022-PU-00480-S01

TABLE OF CONTENTS

Article I Summary Description of Award

Article II Assurances, Administrative Requirements, Cost Principles, Representations and Certifications

Article III General Acknowledgements and Assurances

Article IV Acknowledgement of Federal Funding from DHS

Article V Activities Conducted Abroad

Article VI Age Discrimination Act of 1975

Article VII Americans with Disabilities Act of 1990

Article VIII Best Practices for Collection and Use of Personally Identifiable Information

Article IX Civil Rights Act of 1964 - Title VI

Article X Civil Rights Act of 1968

Article XI Copyright

Article XII Debarment and Suspension

Article XIII Drug-Free Workplace Regulations

Article XIV Duplication of Benefits

Article XV Education Amendments of 1972 (Equal Opportunity in Education Act) - Title IX

Article XVI Energy Policy and Conservation Act

Agreement Articles

Article XVII False Claims Act and Program Fraud Civil Remedies

Article XVIII Federal Debt Status

Article XIX Federal Leadership on Reducing Text Messaging while Driving

Article XX Fly America Act of 1974

Article XXI Hotel and Motel Fire Safety Act of 1990

Article XXII John S. McCain National Defense Authorization Act of Fiscal Year 2019

Article XXIII Limited English Proficiency (Civil Rights Act of 1964 - Title VI)

Article XXIV Lobbying Prohibitions

Article XXV National Environmental Policy Act

Article XXVI Nondiscrimination in Matters Pertaining to Faith-Based Organizations

Article XXVII Non-Supplanting Requirement

Article XXVIII Notice of Funding Opportunity Requirements

Article XXIX Patents and Intellectual Property Rights

Article XXX Procurement of Recovered Materials

Article XXXI Rehabilitation Act of 1973

Article XXXII Reporting of Matters Related to Recipient Integrity and Performance

Article XXXIII Reporting Subawards and Executive Compensation

Article XXXIV Required Use of American Iron, Steel, Manufactured Products, and Construction Materials

Article XXXV SAFECOM

Article XXXVI Terrorist Financing

Article XXXVII Trafficking Victims Protection Act of 2000 (TVPA)

Article XXXVIII Universal Identifier and System of Award Management

Article XXXIX USA PATRIOT Act of 2001

Article XL Use of DHS Seal, Logo and Flags

Article XLI Whistleblower Protection Act

Article XLII Environmental Planning and Historic Preservation (EHP) Review

Article XLIII Applicability of DHS Standard Terms and Conditions to Tribes

Article XLIV Acceptance of Post Award Changes

Article XLV Disposition of Equipment Acquired Under the Federal Award

Article XLVI Prior Approval for Modification of Approved Budget

Article XLVII Indirect Cost Rate

Article XLVIII DHS Standard Terms and Conditions Generally

Article XLIX PSGP Performance Goal

Article I - Summary Description of Award

The terms of the approved Investment Justification(s) and Budget Detail Worksheet(s) submitted by the recipient are incorporated into the terms of this Federal award, subject to the additional description and limitations stated in this Agreement Article and the limitations stated in subsequent reviews by FEMA of the award budget. Post-award documents uploaded into ND Grants for this award are also incorporated into the terms and conditions of this award, subject to any limitations stated in subsequent approvals by FEMA of changes to the award. Investments not listed in this Agreement Article are not approved for funding under this award.

Investment 2: Cyber Security - Information Management System is fully funded for $750,000.

Article II - Assurances, Administrative Requirements, Cost Principles, Representations and Certifications

1. DHS financial assistance recipients must complete either the Office of Management and Budget (OMB) Standard Form 424B Assurances - Non-Construction Programs, or OMB Standard Form 424D Assurances - Construction Programs, as applicable. Certain assurances in these documents may not be applicable to your program, and the DHS financial assistance office (DHS FAO) may require applicants to certify additional assurances. Applicants are required to fill out the assurances as instructed by the awarding agency.

   
   

2. DHS financial assistance recipients are required to follow the applicable provisions of the Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards located at Title 2, Code of Federal Regulations (C.F.R.) Part 200 and adopted by DHS at 2 C.F.R. Part 3002.

   
   

3. By accepting this agreement,recipients,andtheirexecutives,as defined in 2 C.F.R.section170.315, certifythat their policies are in accordance with OMB's guidance located at 2 C.F.R. Part 200, all applicable federal laws, and relevant Executive guidance.

Article III - General Acknowledgements and Assurances

All recipients, subrecipients, successors, transferees, and assignees must acknowledge and agree to comply with applicable provisions governing DHS access to records, accounts, documents, information, facilities, and staff.

1. Recipients must cooperate with any DHS compliance reviews or compliance investigations conducted by DHS.

2. Recipients must give DHS access to examine and copy records, accounts, and other documents and sources of information related to the federal financial assistance award and permit access to facilities or personnel.

   
   

3. Recipients must submit timely, complete, and accurate reports to the appropriate DHS officials and maintain appropriate backup documentation to support the reports.

   
   

4. Recipients must comply with all other special reporting, data collection, and evaluation requirements, as prescribed by law, or detailed in program guidance.

   
   

5. Recipients (as defined in 2 C.F.R. Part 200 and including recipients acting as pass-through entities) of federal financial assistance from DHS or one of its awarding component agencies must complete the DHS Civil Rights Evaluation Tool within thirty (30) days of receipt of the Notice of Award for the first award under which this term applies. Recipients of multiple awards of DHS financial assistance should only submit one completed tool for their organization, not per award. After the initial submission, recipients are required to complete the tool once every two (2) years if they have an active award, not every time an award is made. Recipients should submit the completed tool, including supporting materials, to

CivilRightsEvaluation@hq.dhs.gov. This tool clarifies the civil rights obligations and related reporting requirements contained in the DHS Standard Terms and Conditions. Subrecipients are not required to complete and submit this tool to DHS. The evaluation tool can be found at https://www.dhs.gov/publication/dhs-civil-rights-evaluation-tool.

The DHS Office for Civil Rights and Civil Liberties will consider, in its discretion, granting an extension if the recipient identifies steps and a timeline for completing the tool. Recipients should request extensions by emailing the request to CivilRightsEvaluation@hq.dhs.gov prior to expiration of the 30-day deadline.

Article IV - Acknowledgement of Federal Funding from DHS

Recipients must acknowledge their use of federal funding when issuing statements, press releases, requests for proposal, bid invitations, and other documents describing projects or programs funded in whole or in part with federal funds.

Article V - Activities Conducted Abroad

Recipients must ensure that project activities performed outside the United States are coordinated as necessary with appropriate government authorities and that appropriate licenses, permits, or approvals are obtained.

Article VI - Age Discrimination Act of 1975

Recipients must comply with the requirements of the Age Discrimination Act of 1975, Public Law 94-135 (1975) (codified as amended at Title 42, U.S. Code, section 6101 et seq.), which prohibits discrimination on the basis of age in any program or activity receiving federal financial assistance.

Article VII - Americans with Disabilities Act of 1990

Recipients must comply with the requirements of Titles I, II, and III of the Americans with Disabilities Act, Pub. L. 101-336 (1990) (codified as amended at 42 U.S.C. sections 12101 - 12213), which prohibits recipients from discriminating on the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities.

Article VIII - Best Practices for Collection and Use of Personally Identifiable Information

Recipients who collect personally identifiable information (PII) are required to have a publicly available privacy policy that describes standards on the usage and maintenance of the PII they collect. DHS defines PII as any information that permits the identity of an individual to be directly or indirectly inferred, including any information that is linked or linkable to that individual. Recipients may also find the DHS Privacy Impact Assessments: Privacy Guidance and Privacy Template as useful resources respectively.

Article IX - Civil Rights Act of 1964 - Title VI

Recipients must comply with the requirements of Title VI of the Civil Rights Act of 1964 (codified as amended at 42 U.S.C. section 2000d et seq.), which provides that no person in the United States will, on the grounds of race, color, or national origin, be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial assistance. DHS implementing regulations for the Act are found at 6 C.F.R. Part 21 and 44 C.F.R. Part 7.

Article X - Civil Rights Act of 1968

Recipients must comply with Title VIII of the Civil Rights Act of 1968, Pub. L. 90-284, as amended through Pub. L. 113-4, which prohibits recipients from discriminating in the sale, rental, financing, and advertising of dwellings, or in the provision of services in connection therewith, on the basis of race, color, national origin, religion, disability, familial status, and sex (see 42 U.S.C. section 3601 et seq.), as implemented by the U.S. Department of Housing and Urban Development at 24 C.F.R. Part 100. The prohibition on disability discrimination includes the requirement that new multifamily housing with four or more dwelling units - i.e., the public and common use areas and individual apartment units (all units in buildings with elevators and ground-floor units in buildings without elevators) - be designed and constructed with certain accessible features. (See 24 C.F.R. Part 100, Subpart D.)

Article XI - Copyright

Recipients must affix the applicable copyright notices of 17 U.S.C. sections 401 or 402 and an acknowledgement of U.S. Government sponsorship (including the award number) to any work first produced under federal financial assistance awards.

Article XII - Debarment and Suspension

Recipients are subject to the non-procurement debarment and suspension regulations implementing Executive Orders (E.O.) 12549 and 12689, which are at 2 C.F.R. Part 180 as adopted by DHS at 2 C.F.R. Part 3002. These regulations restrict federal financial assistance awards, subawards, and contracts with certain parties that are debarred, suspended, or otherwise excluded from or ineligible for participation in federal assistance programs or activities.

Article XIII - Drug-Free Workplace Regulations

Recipients must comply with drug-free workplace requirements in Subpart B (or Subpart C, if the recipient is an individual) of 2

C.F.R. Part 3001, which adopts the Government-wide implementation (2 C.F.R. Part 182) of Sec. 5152-5158 of the Drug-Free Workplace Act of 1988 (41 U.S.C. sections 8101-8106).

Article XIV - Duplication of Benefits

Any cost allocable to a particular federal financial assistance award provided for in 2 C.F.R. Part 200, Subpart E may not be charged to other federal financial assistance awards to overcome fund deficiencies; to avoid restrictions imposed by

federal statutes, regulations, or federal financial assistance award terms and conditions; or for other reasons. However, these prohibitions would not preclude recipients from shifting costs that are allowable under two or more awards in accordance with existing federal statutes, regulations, or the federal financial assistance award terms and conditions.

Article XV - Education Amendments of 1972 (Equal Opportunity in Education Act) - Title IX

Recipients must comply with the requirements of Title IX of the Education Amendments of 1972, Pub. L. 92-318 (1972) (codified as amended at 20 U.S.C. section 1681 et seq.), which provide that no person in the United States will, on the basis of sex, be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any educational program or activity receiving federal financial assistance. DHS implementing regulations are codified at 6 C.F.R. Part 17 and 44 C.F.R. Part 19.

Article XVI - Energy Policy and Conservation Act

Recipients must comply with the requirements of the Energy Policy and Conservation Act, Pub. L. 94- 163 (1975) (codified as amended at 42 U.S.C. section 6201 et seq.), which contain policies relating to energy efficiency that are defined in the state energy conservation plan issued in compliance with this Act.

Article XVII - False Claims Act and Program Fraud Civil Remedies

Recipients must comply with the requirements of the False Claims Act, 31 U.S.C. sections 3729- 3733, which prohibit the submission of false or fraudulent claims for payment to the Federal Government. (See 31 U.S.C. sections 3801-3812, which details the administrative remedies for false claims and statements made.)

Article XVIII - Federal Debt Status

All recipients are required to be non-delinquent in their repayment of any federal debt. Examples of relevant debt include delinquent payroll and other taxes, audit disallowances, and benefit overpayments. (See OMB Circular A-129.)

Article XIX - Federal Leadership on Reducing Text Messaging while Driving

Recipients are encouraged to adopt and enforce policies that ban text messaging while driving as described in E.O. 13513, including conducting initiatives described in Section 3(a) of the Order when on official government business or when performing any work for or on behalf of the Federal Government.

Article XX - Fly America Act of 1974

Recipients must comply with Preference for U.S. Flag Air Carriers (air carriers holding certificates under 49 U.S.C.) for international air transportation of people and property to the extent that such service is available, in accordance with the International Air Transportation Fair Competitive Practices Act of 1974, 49 U.S.C. section 40118, and the interpretative guidelines issued by the Comptroller General of the United States in the March 31, 1981, amendment to Comptroller General Decision B-138942.

Article XXI - Hotel and Motel Fire Safety Act of 1990

Recipients must ensure that all conference, meeting, convention, or training space funded in whole or in part with federal funds complies with the fire prevention and control guidelines of Section 6 of the Hotel and Motel Fire Safety Act of 1990, 15

U.S.C. section 2225a.

Article XXII - John S. McCain National Defense Authorization Act of Fiscal Year 2019

Recipients, subrecipients, and their contractors and subcontractors are subject to the prohibitions described in section 889 of the John S. McCain National Defense Authorization Act for Fiscal Year 2019, Pub. L. No. 115-232 (2018) and

2 C.F.R. sections 200.216, 200.327, 200.471, and Appendix II to 2 C.F.R. Part 200. Beginning August 13, 2020, the statute

- as it applies to DHS recipients, subrecipients, and their contractors and subcontractors - prohibits obligating or expending federal award funds on certain telecommunications and video surveillance products and contracting with certain entities for national security reasons.

Article XXIII - Limited English Proficiency (Civil Rights Act of 1964 - Title VI)

Recipients must comply with Title VI of the Civil Rights Act of 1964, (42 U.S.C. section 2000d et seq.) prohibition against discrimination on the basis of national origin, which requires that recipients of federal financial assistance take reasonable steps to provide meaningful access to persons with limited English proficiency (LEP) to their programs and services. For additional assistance and information regarding language access obligations, please refer to the DHS Recipient Guidance: https://www.dhs.gov/guidance-published-help-department-supported-organizations-provide-meaningful-access-people-limited and additional resources on http://www.lep.gov.

Article XXIV - Lobbying Prohibitions

Recipients must comply with 31 U.S.C. section 1352, which provides that none of the funds provided under a federal financial assistance award may be expended by the recipient to pay any person to influence, or attempt to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with any federal action related to a federal award or contract, including any extension, continuation, renewal, amendment, or modification.

Article XXV - National Environmental Policy Act

Recipients must comply with the requirements of the National Environmental Policy Act of 1969, (NEPA) Pub. L. 91-190 (1970) (codified as amended at 42 U.S.C. section 4321 et seq.) and the Council on Environmental Quality (CEQ) Regulations for Implementing the Procedural Provisions of NEPA, which require recipients to use all practicable means within their authority, and consistent with other essential considerations of national policy, to create and maintain conditions under which people and nature can exist in productive harmony and fulfill the social, economic, and other needs of present and future generations of Americans.

Article XXVI - Nondiscrimination in Matters Pertaining to Faith-Based Organizations

It is DHS policy to ensure the equal treatment of faith-based organizations in social service programs administered or supported by DHS or its component agencies, enabling those organizations to participate in providing important social services to beneficiaries. Recipients must comply with the equal treatment policies and requirements contained in 6 C.F.R. Part 19 and other applicable statues, regulations, and guidance governing the participations of faith-based organizations in individual DHS programs.

Article XXVII - Non-Supplanting Requirement

Recipients receiving federal financial assistance awards made under programs that prohibit supplanting by law must ensure that federal funds do not replace (supplant) funds that have been budgeted for the same purpose through non-federal sources.

Article XXVIII - Notice of Funding Opportunity Requirements

All the instructions, guidance, limitations, and other conditions set forth in the Notice of Funding Opportunity (NOFO) for this program are incorporated here by reference in the award terms and conditions. All recipients must comply with any such requirements set forth in the program NOFO.

Article XXIX - Patents and Intellectual Property Rights

Recipients are subject to the Bayh-Dole Act, 35 U.S.C. section 200 et seq, unless otherwise provided by law. Recipients are subject to the specific requirements governing the development, reporting, and disposition of rights to inventions and patents resulting from federal financial assistance awards located at 37 C.F.R. Part 401 and the standard patent rights clause located at 37 C.F.R. section 401.14.

Article XXX - Procurement of Recovered Materials

States, political subdivisions of states, and their contractors must comply with Section 6002 of the Solid Waste Disposal Act, Pub. L. 89-272 (1965), (codified as amended by the Resource Conservation and Recovery Act, 42 U.S.C. section 6962.) The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 C.F.R. Part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition.

Article XXXI - Rehabilitation Act of 1973

Recipients must comply with the requirements of Section 504 of the Rehabilitation Act of 1973, Pub. L. 93-112 (1973) (codified as amended at 29 U.S.C. section 794), which provides that no otherwise qualified handicapped individuals in the United States will, solely by reason of the handicap, be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial assistance.

Article XXXII - Reporting of Matters Related to Recipient Integrity and Performance

General Reporting Requirements:

If the total value of any currently active grants, cooperative agreements, and procurement contracts from all federal awarding agencies exceeds $10,000,000 for any period of time during the period of performance of this federal award, then the recipients must comply with the requirements set forth in the government-wide Award Term and Condition for Recipient Integrity and Performance Matters located at 2 C.F.R. Part 200, Appendix XII, the full text of which is incorporated here by reference in the award terms and conditions.

Article XXXIII - Reporting Subawards and Executive Compensation

Reporting of first tier subawards:

Recipients are required to comply with the requirements set forth in the government-wide award term on Reporting Subawards and Executive Compensation located at 2 C.F.R. Part 170, Appendix A, the full text of which is incorporated here by reference in the award terms and conditions.

Article XXXIV - Required Use of American Iron, Steel, Manufactured Products, and Construction Materials

Recipients and subrecipients must comply with the Build America, Buy America Act (BABAA), which was enacted as part of the Infrastructure Investment and Jobs Act Sections 70901-70927, Pub. L. No. 117-58 (2021); and Executive Order 14005, Ensuring the Future is Made in All of America by All of America's Workers. See also Office of Management and

Budget (OMB), Memorandum M-22-11, Initial Implementation Guidance on Application of Buy America Preference in Federal Financial Assistance Programs for Infrastructure.

Recipients and subrecipients of federal financial assistance programs for infrastructure are hereby notified that none of the funds provided under this award may be used for a project for infrastructure unless:

1. all iron and steel used in the project are produced in the United States--this means all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States;

2. all manufactured products used in the project are produced in the United States--this means the manufactured product was manufactured in the United States; and the cost of the components of the manufactured product that are mined, produced, or manufactured in the United States is greater than 55 percent of the total cost of all components of the manufactured product, unless another standard for determining the minimum amount of domestic content of the manufactured product has been established under applicable law or regulation; and

3. all construction materials are manufactured in the United States--this means that all manufacturing processes for the construction material occurred in the United States.

   
   

   The Buy America preference only applies to articles, materials, and supplies that are consumed in, incorporated into, or affixed to an infrastructure project. As such, it does not apply to tools, equipment, and supplies, such as temporary scaffolding, brought to the construction site and removed at or before the completion of the infrastructure project. Nor does a Buy America preference apply to equipment and furnishings, such as movable chairs, desks, and portable computer equipment, that are used at or within the finished infrastructure project, but are not an integral part of the structure or permanently affixed to the infrastructure project.

   
   

   Waivers

   
   

   When necessary, recipients may apply for, and the agency may grant, a waiver from these requirements.

   
   

   1. When the federal agency has made a determination that one of the following exceptions applies, the awarding official may waive the application of the domestic content procurement preference in any case in which the agency determines that:

      1. applying the domestic content procurement preference would be inconsistent with the public interest;

      2. the types of iron, steel, manufactured products, or construction materials are not produced in the United States in sufficient and reasonably available quantities or of a satisfactory quality; or

      3. the inclusion of iron, steel, manufactured products, or construction materials produced in the United States will increase the cost of the overall project by more than 25 percent.

A request to waive the application of the domestic content procurement preference must be in writing. The agency will provide instructions on the format, contents, and supporting materials required for any waiver request. Waiver requests are subject to public comment periods of no less than 15 days and must be reviewed by the OMB Made in America Office.

There may be instances where an award qualifies, in whole or in part, for an existing waiver described. For awards by the Federal Emergency Management Agency (FEMA), existing waivers are available and the waiver process is described at "Buy America" Preference in FEMA Financial Assistance Programs for Infrastructure | FEMA.gov. For awards by other DHS components, please contact the applicable DHS FAO.

To see whether a particular DHS federal financial assistance program is considered an infrastructure program and thus required to include a Buy America preference, please either contact the applicable DHS FAO, or for FEMA awards, please see Programs and Definitions: Build America, Buy America Act | FEMA.gov.

Article XXXV - SAFECOM

Recipients receiving federal financial assistance awards made under programs that provide emergency communication equipment and its related activities must comply with the SAFECOM Guidance for Emergency Communication Grants, including provisions on technical standards that ensure and enhance interoperable communications.

Article XXXVI - Terrorist Financing

Recipients must comply with E.O. 13224 and U.S. laws that prohibit transactions with, and the provisions of resources and support to, individuals and organizations associated with terrorism. Recipients are legally responsible to ensure compliance with the Order and laws.

Article XXXVII - Trafficking Victims Protection Act of 2000 (TVPA)

Trafficking in Persons:

Recipients must comply with the requirements of the government-wide financial assistance award term which implements Section 106 (g) of the Trafficking Victims Protection Act of 2000 (TVPA), codified as amended at 22 U.S.C. section 7104. The award term is located at 2 C.F.R. section 175.15, the full text of which is incorporated here by reference.

Article XXXVIII - Universal Identifier and System of Award Management

Requirements for System for Award Management and Unique Entity Identifier Recipients are required to comply with the requirements set forth in the government-wide financial assistance award term regarding the System for Award Management and Universal Identifier Requirements located at 2 C.F.R. Part 25, Appendix A, the full text of which is incorporated here by reference.

Article XXXIX - USA PATRIOT Act of 2001

Recipients must comply with requirements of Section 817 of the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (USA PATRIOT Act), which amends 18 U.S.C. sections

175-175c.

Article XL - Use of DHS Seal, Logo and Flags

Recipients must obtain permission from their DHS FAO prior to using the DHS seal(s), logos, crests or reproductions of flags or likenesses of DHS agency officials, including use of the United States Coast Guard seal, logo, crests or reproductions of flags or likenesses of Coast Guard officials.

Article XLI - Whistleblower Protection Act

Recipients must comply with the statutory requirements for whistleblower protections (if applicable) at 10 U.S.C section 2409, 41 U.S.C. section 4712, and 10 U.S.C. section 2324, 41 U.S.C. sections 4304 and 4310.

Article XLII - Environmental Planning and Historic Preservation (EHP) Review

DHS/FEMA funded activities that may require an Environmental Planning and Historic Preservation (EHP) review are subject to the FEMA EHP review process. This review does not address all federal, state, and local requirements. Acceptance of federal funding requires the recipient to comply with all federal, state, and local laws.

DHS/FEMA is required to consider the potential impacts to natural and cultural resources of all projects funded by DHS/ FEMA grant funds, through its EHP review process, as mandated by: the National Environmental Policy Act; National Historic Preservation Act of 1966, as amended; National Flood Insurance Program regulations; and any other applicable laws and executive orders. To access the FEMA EHP screening form and instructions, go to the DHS/FEMA website. In order to initiate EHP review of your project(s), you must complete all relevant sections of this form and submit it to the Grant Programs Directorate (GPD) along with all other pertinent project information. The EHP review process must be completed before

funds are released to carry out the proposed project; otherwise, DHS/FEMA may not be able to fund the project due to noncompliance with EHP laws, executive orders, regulations, and policies.

If ground disturbing activities occur during construction, applicant will monitor ground disturbance, and if any potential archeological resources are discovered the applicant will immediately cease work in that area and notify the pass-through entity, if applicable, and DHS/FEMA.

Article XLIII - Applicability of DHS Standard Terms and Conditions to Tribes

The DHS Standard Terms and Conditions are a restatement of general requirements imposed upon recipients and flow down to subrecipients as a matter of law, regulation, or executive order. If the requirement does not apply to Indian tribes or there is a federal law or regulation exempting its application to Indian tribes, then the acceptance by Tribes of, or acquiescence

to, DHS Standard Terms and Conditions does not change or alter its inapplicability to an Indian tribe. The execution of grant documents is not intended to change, alter, amend, or impose additional liability or responsibility upon the Tribe where it does not already exist.

Article XLIV - Acceptance of Post Award Changes

In the event FEMA determines that changes are necessary to the award document after an award has been made, including changes to period of performance or terms and conditions, recipients will be notified of the changes in writing. Once notification has been made, any subsequent request for funds will indicate recipient acceptance of the changes to the award. Please call the FEMA/GMD Call Center at (866) 927-5646 or via e-mail to ASK-GMD@fema.dhs.gov if you have any questions.

Article XLV - Disposition of Equipment Acquired Under the Federal Award

For purposes of original or replacement equipment acquired under this award by a non-state recipient or non-state subrecipients, when that equipment is no longer needed for the original project or program or for other activities currently or

previously supported by a federal awarding agency, you must request instructions from FEMA to make proper disposition of the equipment pursuant to 2 C.F.R. section 200.313. State recipients and state subrecipients must follow the disposition requirements in accordance with state laws and procedures.

Article XLVI - Prior Approval for Modification of Approved Budget

Before making any change to the FEMA approved budget for this award, you must request prior written approval from FEMA where required by 2 C.F.R. section 200.308.

For purposes of non-construction projects, FEMA is utilizing its discretion to impose an additional restriction under 2 C.F.R. section 200.308(f) regarding the transfer of funds among direct cost categories, programs, functions, or activities. Therefore, for awards with an approved budget where the federal share is greater than the simplified acquisition threshold (currently

$250,000), you may not transfer funds among direct cost categories, programs, functions, or activities without prior written approval from FEMA where the cumulative amount of such transfers exceeds or is expected to exceed ten percent (10%) of the total budget FEMA last approved.

For purposes of awards that support both construction and non-construction work, FEMA is utilizing its discretion under 2

C.F.R. section 200.308(h)(5) to require the recipient to obtain prior written approval from FEMA before making any fund or budget transfers between the two types of work.

You must report any deviations from your FEMA approved budget in the first Federal Financial Report (SF-425) you submit following any budget deviation, regardless of whether the budget deviation requires prior written approval.

Article XLVII - Indirect Cost Rate

2 C.F.R. section 200.211(b)(15) requires the terms of the award to include the indirect cost rate for the federal award. If applicable, the indirect cost rate for this award is stated in the budget documents or other materials approved by FEMA and included in the award file.

Article XLVIII - DHS Standard Terms and Conditions Generally

The Fiscal Year (FY) 2022 DHS Standard Terms and Conditions apply to all new federal financial assistance awards funded in FY 2022. These terms and conditions flow down to subrecipients unless an award term or condition specifically indicates otherwise. The United States has the right to seek judicial enforcement of these obligations.

All legislation and digital resources are referenced with no digital links. The FY 2022 DHS Standard Terms and Conditions will be housed on dhs.gov at www.dhs.gov/publication/fy15-dhs-standard-terms-and-conditions.

Article XLIX - PSGP Performance Goal

In addition to the Performance Progress Report (PPR) submission requirements outlined in the Preparedness Grants Manual, recipients must demonstrate how the grant-funded project addressed the capability gaps identified in their vulnerability assessment or other relevant documentation or sustains existing capabilities per the FEMA-approved Investment Justification. The capability gap reduction or capability sustainment must be addressed in the PPR.

October 20, 2022

CONSENT

AGENDA ITEM 1.I.: BERTH 4 EXTENSION PROFESSIONAL SERVICES

BACKGROUND:

On June 16, 2020, the Authority awarded a professional services contract to Stantec Consulting Services Inc. and team for Berth 4 Extension project design and permitting. To take maximum advantage of the grant funding schedule, the Authority desires to split the project into phases and move forward with the first phase, dredging, pursuant to Stantec’s October 10, 2022, Additional Services Authorization (ASA) proposal for Berth 4 Extension construction phasing and dredging construction phase services for a fee of $1,037,469.69, funded with FDOT grant and Port funding.

ATTACHMENT:

Professional Services Authorization (PSA) No. 22-12

COST AND FUNDING SOURCE:

75% FDOT Grant and 25% Port Funding

CONSEQUENCES IF DEFERRED:

Delay in approval of task change

LEGAL COUNSEL REVIEW: Yes

RECOMMENDATION:

Move to approve and authorize the Chairman to execute Professional Services Authorization (PSA) No. 22-12 in the amount of $1,037,469.69 between the Manatee County Port Authority and Stantec Consulting Services Inc. for Berth 4 Extension.

PROFESSIONAL SERVICES AUTHORIZATION (PSA) NO. 22-12

Pursuant to the Port Manatee Professional Services Authorization Contract dated June 16, 2020, between the Manatee County Port Authority, hereinafter referred to as the "Authority" and

Stantec Consulting Services Inc.,

hereinafter referred to as the "Consultant", the Authority hereby authorizes and the Consultant hereby agrees to perform the hereinafter identified professional services for the project, facility or program identified as:

"Berth 4 Extension Professional Services"

The professional services and additional terms hereby authorized by the Authority and agreed to by the Consultant are set forth in the attached proposals dated October 10, 2022 for the above entitled project, facility or program.

The total fees and expenses for these professional services must not exceed:

$1,037,469.69

DATED:             MANATEE COUNTY PORT AUTHORITY

By:                 Executive Director

CONSULTANT

.?----_

By: "-

CONTRACT MANAGER

George F. Isiminger

Senior Dir & Port Engineer, Dept of Engineering, Planning & Env. Affairs

Grant Contract#: G1946

ame,

·tl Hamid Sahebkar, Sr. Pr.

N T1 e:  _

If applicable, the Authority has considered and hereby approves this Supplemental Professional Engineering Services Authorization with a quorum present and voting this 20th day of

Attest: MANATEE COUNTY PORT AUTHORITY

By:_____________________________ By:____________________________________ Clerk of Circuit Court Chairman

October 2022.

October 13, 2022

File: 177311522

Stantec Consulting Services Inc.

6900 Professional Parkway East, Sarasota FL 34240-8414

777 S Harbour Island Boulevard Suite 600, Tampa FL 33602-5729

Attention: Mr. George Isiminger, P.E.

Senior Director of Planning, Engineering and Environmental Affairs

Port Manatee

300 Tampa Bay Way Palmetto Florida 34221

Dear Mr. Isiminger,

Reference: SeaPort Manatee Berth 4 Extension Design, Permitting and Mitigation Monitoring Proposal for Additional Services: Construction Phasing Design and CEI

Stantec is pleased to submit the following proposal of additional professional services and fees for the evaluation and design of the construction phasing and construction support services of the SeaPort Manatee Berth 4 Extension Project. This proposal of additional professional services and fees also includes environmental services that need to be completed during the post-permitting/construction phases of the project. As part of this proposal, we have separated out the currently authorized services that need to be completed, services previously authorized that are no longer required, additional work that is needed to comply with anticipated permit conditions, and contingent work that could be needed if certain issues arise during construction. This scope of work and associated fees will be performed in accordance with the terms and conditions of the SeaPort Manatee Professional Services Contract, to which this document is to be attached.

Project Description

The Manatee County Port Authority (Authority) is currently in the final design phase of the Berth 4 Extension Project at their SeaPort Manatee facility. Due to the timing of funding, the Berth 4 Extension Project will not be able to be completed all at once. Therefore, it is proposed that that the dredging will be completed ahead of the construction of the proposed Berth 4 wharf structure. It is understood this proposed scope of services will be begin upon completion of final design of the Berth 4 Extension Project.

The Authority desires to receive a cost estimate for the proposed work to evaluate the financial and regulatory impact a two-phase Project: Phase 1 Dredging, Phase 2 Berth Structure Construction. Phase 1 will be evaluated, as well as its impact on Phase 2 assessed. It is anticipated the design will meet the North Shore Seagrass Mitigation Bank obligation of the Authority and minimize the financial impact of construction of the project. The Authority will review the construction phasing design and provide input to develop the final design.

Once the Authority decides on a construction phasing design is final, Stantec, Moffatt & Nichol and Gahagan & Bryant (Team) will develop phasing design plans for construction of the dredging template and berth structure (Project). The Authority and Stantec are concerned with how the phasing of construction

October 13, 2022

Mr. George Isiminger, P.E. Page 2 of 17

SeaPort Manatee Berth 4 Extension Design, Permitting and Mitigation Monitoring Proposal for Additional Services: Construction Phasing Design and CEI

may affect regulatory approvals: Florida Department of Environmental Protection (FDEP) and U.S. Army Corps of Engineers (USACE). Therefore, Task 310 (Permitting Additional Services) has been included for potential permit modifications and negotiations.

For the pre-, during, and post-construction phase of Phase 1 Dredging, Stantec, Moffatt & Nichol, Gahagan & Bryant, S&ME, and CSA will provide full construction engineering and inspection services to ensure the project is delivered adequately and adheres to the budget and schedule. This level of effort will require regularly scheduled survey and inspections as well as an on-site presence to guarantee the quality of the Project.

Project Goals

The goals of this Project are:

• Develop construction phasing design for Phase 1 that define the dredging footprint and placement, phasing of construction, and required additional materials.

  
  

• Prepare Preliminary Opinion of Probable Construction Cost (POPCC) estimates for the construction phasing design.

  
  

• Evaluate the financial and regulatory impact of the phasing design as well as how it will affect the Project schedule.

  
  

• Prepare final construction phasing plans based on the Authority’s review and comments.

  
  

• Identify the technical specifications that will be used to complete construction of the final phasing design and indicate potential changes to the design criteria for the Berth 4 Extension Project.

  
  

• Identify and define maintenance and operating constraints of the final phasing design.

  
  

• Prepare Engineer’s Opinion of Probable Construction Cost (EOPCC) for the final phasing design.

  
  

• Construction of Phase 1 adheres to Project budget and schedule.

  
  

• Reduce the need for Client involvement during the construction phase.

  
  

• Minimize issues during the duration of construction of Phase 1.

  October 13, 2022

  Mr. George Isiminger, P.E. Page 3 of 17

  SeaPort Manatee Berth 4 Extension Design, Permitting and Mitigation Monitoring Proposal for Additional Services: Construction Phasing Design and CEI

  
  

  Task Overview

  The additional services included in this Scope include construction phasing evaluation and preparation of construction phasing plans for the Berth 4 Extension Project. Construction phasing is being requested due to the timing of the funding for the Project. The following is the general Task list associated with this effort:

  
  

• Team Meetings and Internal Consultations

  
  

• Permitting and Regulatory Compliance

  
  

• Design Development

  
  

• Engineers Opinion of Probable Construction Cost (EOPCC) based on AACE Level 5 Criteria

  
  

• Pre-Construction Services

  
  

• Construction Phase Support

  
  

• Post-Construction Support

October 13, 2022

Mr. George Isiminger, P.E. Page 4 of 17

SeaPort Manatee Berth 4 Extension Design, Permitting and Mitigation Monitoring Proposal for Additional Services: Construction Phasing Design and CEI

Assumptions and Conditions

• The Construction Phasing Design and Construction Engineering and Inspection scope of services will begin upon completion of the final design phase of the Berth 4 Extension Project.

  
  

• The proposed scope under Section 300 Permitting and Regulatory Compliance is an estimated effort, as the extent of the regulatory requirements and permitting modifications is unknown until further in the phase design work.

  
  

• An evaluation of the construction phasing design will be completed with this scope of services. Recommendations for the phasing design will be provided to the Authority.

  
  

• Final phasing design development will be based on information provided by the Authority or designated representative. Drawings, EOPCC, and other project deliverables will be developed using Stantec standard templates.

  
  

• Preparation of technical specifications is excluded from this scope of services.

  
  

• Stantec has the right to review, interpret and rely on all information and data provided by the Authority and other consultants and is not expected to field verify or re-confirm any information or data provided.

  
  

• In providing an Engineers Opinion of Probable Construction Cost (EOPCC), it is understood and agreed that neither the Consultant nor the Authority has control over the costs of labor, equipment, or materials, or over the Contractor’s methods of determining prices or bidding. Any EOPCC is based on published construction estimating resources and the Consultant’s reasonable professional judgment and experience, and does not constitute a warranty, expressed or implied, that the Contractor’s bids or the negotiated price of the Work will not vary from the Authority’s budget.

  
  

• Authority acknowledges and agrees the current COVID 19 pandemic may create certain adverse impacts on the performance of Stantec’s services on the project, which are out of our control, and for which Stantec may be entitled to schedule and cost relief. Due to the dynamic and fluid nature of the situation, we are currently unable to provide a reasonable assessment of the potential impacts. Our firm has developed a detailed pandemic response plan, we are monitoring the situation closely and will provide you with updates once we are able to evaluate the impact of the pandemic may have on this project. We are committed to working with you to mitigate any adverse impact arising from these circumstances.

  
  

• Stantec will assume the role of Engineer under EJCDC C-700 to be used by SeaPort Manatee.

October 13, 2022

Mr. George Isiminger, P.E. Page 5 of 17

SeaPort Manatee Berth 4 Extension Design, Permitting and Mitigation Monitoring Proposal for Additional Services: Construction Phasing Design and CEI

Scope of Services

200 Project Management

210 Project Management Additional Services

Stantec will perform various project management related activities to support the Authority’s management and administration of these additional services. Under this task, Stantec project manager will work closely with the team’s Task Managers and Technical Leads to facilitate addressing project related issues, cross discipline coordination, track budget, and maintain the project schedule.

Stantec will establish and hold scheduled status meetings (up to a total of four) with the Authority and project team. Based on the meeting agenda, appropriate Stantec and project team members will be invited to attend. Authority team members to be included in meetings will be at the discretion of the Authority PM. Stantec staff will attend meetings and prepare and track action item summaries.

300 Environmental Services

1. Mitigation Pre-Planting (Baseline) Survey – Task Deleted/ Credited

   Given that the project mitigation is no longer associated with the Perico Preserve seagrass mitigation site, this task (Task 361) is not required. As a result, Task 361 will be removed from the current contract authorization and the related fees will be credited towards the additional services requested below.

   
   

2. Mitigation Implementation Coordination and Oversight – Task Deleted/ Credited

   Similar to Task 361 above, this task (Task 362) is no longer needed and will be removed from the current contract authorization. The related fees will be credited towards the additional services requested below.

   
   

3. Mitigation Post-Planting (Time Zero) Survey – Task Deleted/ Credited

   Similar to Tasks 361and 362 above, this task (Task 363) is no longer needed and will be removed from the current contract authorization. The related fees will be credited towards the additional services requested below.

   
   

4. Impact Area Monitoring – Task Revised/ Additional Services

   Task 364 has been revised in accordance with the requirements of the Revised Biological Monitoring Plan (dated April 29, 2022), as submitted to the FDEP (File No.: 0079193-001-BI) and the USACE (File No.: SAJ-2020-03362-CMW). This task includes impact area monitoring services that have been previously authorized as well as modified and additional monitoring services to address the requirements of the FDEP established during the Port Manatee Berth 4 Extension project permit application review. Specifically, this task has been revised to include the environmental support services for conducting the following Biological Monitoring Plan components of the Revised Biological Monitoring Plan (dated April 29, 2022):

   October 13, 2022

   Mr. George Isiminger, P.E. Page 6 of 17

   SeaPort Manatee Berth 4 Extension Design, Permitting and Mitigation Monitoring Proposal for Additional Services: Construction Phasing Design and CEI

   
   

   • Section 2.1 – Pre- and Post-Construction Seagrass Monitoring

     
     

     • Pre-Construction Monitoring

     • Post-Construction (Time Zero) Monitoring, and

       o +1 Year Post-Construction Monitoring

   • Section 2.4 – Project Mitigation Analysis

     
     

     The services referenced above and found in Section 2.1 of the Revised Biological Monitoring Plan (dated April 29, 2022) overlap with many of the previously authorized monitoring services under this task (Task 364 – Impact Area Monitoring). However, due to the modified quadrat sampling design for assessing the areal coverage of seagrass within the mapped limits of monitoring areas, as required by the FDEP under the Revised Biological Monitoring Plan (dated April 29, 2022), the following is a bulleted summary highlighting only the modified and additional services that will be included under this task (Task 364):

     
     

   • The monitoring services under this task (Task 364) include only the mapping of seagrasses or areal coverage mapping (i.e., edge of bed in-water delineation) within the Construction Impact Buffer Zone (CIBZ) and the Reference Area. These field mapping activities will be guided by aerial imagery analyzed utilizing a segment mean shift tool in ArcGIS Pro. This preliminary areal coverage mapping will provide a quantification of seagrass distribution and abundance (acreage) that will also cover the Dredge and Fill Construction Limits, Mitigation Dredge Impacts Limits, and the Reference Isolation Buffer. In addition to guiding the field mapping activities, this preliminary areal coverage mapping data may be used in the identification of impacts (direct and/or secondary impacts) outside the permitted construction limits as part of the contingency services referenced under Task 830.

     
     

   • Given that the previously authorized scope of services for this task (Task 364) only included one

     (1) field day to monitor 60 randomly selected quadrat sampling points for assessing areal coverage of seagrass, two (2) additional field days (for a total of 4 field days) are required for the Pre- Construction Monitoring event to establish a total of 103 fixed sampling points within the Reference Area, Construction Buffer Zone and Mitigation Dredge Impact Limits, and to monitor the established fixed quadrat sampling points, as required by the Revised Biological Monitoring Plan (dated April 29, 2022). Establishment of the fixed quadrat sampling points includes locating each sampling points via submeter GPS and permanent field demarcation of each fixed point utilizing the installation of two (2) - 2’ lengths of steel rebar (at each sampling point). Data collection at each fixed quadrat sampling point includes the following:

     
     

     • Braun-Blanquet Cover-Abundance scores (previously authorized scope of services), and

     • Quadrat Cover-Abundance (percent cover) scores, total and by seagrass species (additional services).

       
       

   • One (1) additional field day (for a total three (3) field days per each sampling event) for the Post- Construction (Time Zero) and +1 Year Post-Construction Monitoring events in order to sample the

     October 13, 2022

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     SeaPort Manatee Berth 4 Extension Design, Permitting and Mitigation Monitoring Proposal for Additional Services: Construction Phasing Design and CEI

     
     

     103 established fixed points, as required by the Revised Biological Monitoring Plan (dated April 29, 2022).

     
     

   • Additional data analysis (frequency of occurrence and density) and reporting (description of monitoring methods and results) and the drafting of a Mitigation Analysis Report, following each monitoring event, as required by FDEP, and referenced in Section 2.4 of the Revised Biological Monitoring Plan (dated April 29, 2022).

     
     

     Deliverables under this task (Task 364) include the following:

     
     

   • Pre-Construction Report pursuant to Section 2.1 of the Revised Biological Monitoring Plan (dated April 29, 2022)

     
     

   • Post-Construction Report that will include a Project Mitigation Analysis pursuant to Sections 2.1

     and 2.4 of the Revised Biological Monitoring Plan (dated April 29, 2022)

     
     

      +1 Year Construction Report that will include a Project Mitigation Analysis pursuant to Sections 2.1

     and 2.4 of the Revised Biological Monitoring Plan (dated April 29, 2022)

     
     

     Please note that the monitoring services to be conducted under this task (Task 364) will be limited to the monitoring activities specifically referenced under Sections 2.1 and 2.4 of the Revised Biological Monitoring Plan (dated April 29, 2022). However, development of one (1) Mitigation Contingency Plan, if required, is covered under Task 830 Contingencies (referenced below).

     
     

     The sampling activities associated with this task (Task 363) will be conducted during the peak seagrass growing season from June 1st – September 30th. If initiation of project construction occurs during the growing season, then the Pre-Construction Monitoring event will be conducted immediately prior to project construction initiation. However, if construction commences outside of the seagrass growing season, then the Pre-Construction Monitoring event will be completed during the seagrass growing season immediately prior to the commencement of construction. Under this scenario, the post-construction surveys (Post and +1 Year Post-Construction Monitoring events) will be completed during the seagrass growing season immediately following the construction completion and done as close as possible to the same time of year as the Pre-Construction Monitoring event survey to avoid seasonal differences in seagrass condition, density and abundance. In accordance with the specific request made by the FDEP as part of the project review, the Post and +1 Year Post-Construction Monitoring events will be required to be conducted over a minimum period encompassing two (2) consecutive winters to ensure that potential impacts to marine resources can be detected post-construction. If an additional Post-Construction Monitoring Event is required by the FDEP, due to potential project construction schedule deviations, additional services may be required. Stantec will provide a scope and fee estimate for approval by the Port prior to implementation of additional services not included under this task (Task 363).

     
     

     This scope of services does not include monitoring activities not specifically referenced herein. Monitoring activities that may be required for mitigation compliance at the North Shore Seagrass Mitigation Bank are not included.

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     SeaPort Manatee Berth 4 Extension Design, Permitting and Mitigation Monitoring Proposal for Additional Services: Construction Phasing Design and CEI

     
     

     370 Coral Relocation Implementation – Task New/ Additional Services

     Stantec Environmental staff will conduct the Coral Relocation Implementation activities as referenced in Section 5.0 of the Revised Mitigation Plan (dated April 20, 2022). These activities will be coordinated with CSA Ocean Sciences Inc. (Task 641, below). Specifically, Stantec will conduct the following services as part of this task (Task 370):

     
     

   • Site Assessment: assess and delineate coral resource donor and specific reattachment locations within the recipient site

     
     

   • Coral Relocation Plan (CRP) Finalization: Finalize the CRP based on the updated and detailed field assessment findings; and

     
     

   • CRP Implementation: conduct coral resource relocation activities utilizing coral specialists.

     
     

     Deliverables under this task (Task 370) as well as Task 641 will include the following:

     
     

   • Finalized Hardbottom and Octocorals Impact Relocation Plan (Coral Relocation Plan or CRP) that will include an updated coral resources map, general description of the donor and recipient site as well as methods for biological removal, transport, and reattachment of the relocated resources pursuant to Section 5.0 of the Revised Mitigation Plan (dated April 20, 2022)

     
     

   • Post-Completion Report that will include a summary of the extent of the relocation operation, relocation methods (including removal, transport, and reattachment) as well as locations and number by species of coral resources relocated and a map depicting the location of the mapped coral resources within the impact area as well as the location of the relocated coral resources within the recipient site pursuant to Section 5.0 of the Revised Mitigation Plan (dated April 20, 2022)

Please note that these services referenced under this task (Task 370) are contingent upon approval by the Port of the additional services of the revised Task 641. Also note that based on coordination with the regulatory agencies during the review of the permit application, this scope of services under this task (Task 370) and Task 641 will require up to three (3) field days to complete the implementation of the CRP. If additional field days are needed due to regulatory agency requirements (i.e., relocation of additional coral resources), additional services will be required. If additional services are required, Stantec will prepare a scope and fee estimate for approval by the Port prior to implementation.

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SeaPort Manatee Berth 4 Extension Design, Permitting and Mitigation Monitoring Proposal for Additional Services: Construction Phasing Design and CEI

500 Design Development

540 Construction Phasing Evaluation

Stantec will develop construction phasing design for Phase 1 of the Berth 4 Extension Project. The design will be provided to the Authority for review and written responses to all comments will be provided along with the necessary changes made to the design. The phasing design will seek to meet the North Shore mitigation obligation and reduce the financial impact of the Project.

Design Team will coordinate with Stantec Environmental staff to evaluate the regulatory impact of the phasing design. As part this task, Stantec will aim to reduce the regulatory impact of the construction phasing.

Stantec will develop a high-level, AACE Level 5 cost estimate for the phasing design of the Berth 4 Extension Project. The parties understand and agree that these POPCC is a “Budget Level” cost for the Authority to use in their evaluation of the design.

The Authority will review the design over a ten (10) working day period, at the end of which, and provide review comments. Written responses to all comments will be provided with the subsequent submittal.

Deliverables:

• Exhibit detailing the Phase 1 design for construction of the Berth 4 Extension Project.

  
  

• Evaluation Memorandum in PDF format delivered via email summarizing financial and regulatory impact of the final design.

  
  

• POPCC estimate for the final design.

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SeaPort Manatee Berth 4 Extension Design, Permitting and Mitigation Monitoring Proposal for Additional Services: Construction Phasing Design and CEI

550 Phasing Design Plans

Stantec will develop phasing design documents for Phase 1 and Phase 2 of the Berth 4 Extension Project. Stantec will incorporate comments received from the Authority to produce 90% design deliverables. The 90% design completion documents will consist of following:

• Phasing Plans

  • Cover Sheet

  • Dredging Plans

  • Placement Plans

  • Structural Plans

  • Structural Details

    
    

• EOPCC

  • Stantec will coordinate with the Team to develop an Engineer’s Opinion of Probable Construction Cost (EOPCC) for the 90% phasing design and feedback from the Authority.

Stantec will submit the design documents for review. The review process will consist of the following steps:

• Stantec will submit the 90% design documents for review to verify that consistency with the desired design intent is being achieved.

  
  

• The Authority will review the documents over a ten (10) working day period, at the end of which, review comments will be received and written responses to all comments provided with the subsequent submittal.

  
  

• Stantec will issue final phasing plans and EOPCC after incorporating the Authority and any agency comments.

  
  

  Deliverables:

  
  

  • Phasing Plans for construction of the Berth 4 Extension Project.

    
    

  • Three 11x17 printed copies of drawings and a pdf file via email.

    
    

  • EOPCC estimate for the proposed work of the final phasing design.

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SeaPort Manatee Berth 4 Extension Design, Permitting and Mitigation Monitoring Proposal for Additional Services: Construction Phasing Design and CEI

600 Subconsultant Services

611 Moffatt & Nichol Additional Services

Refer to Attachment C for the proposed scope of services by Moffatt & Nichol for structural analysis, OPCC evaluations, and construction support services.

621 Gahagan & Bryant Additional Services

Refer to Attachment D for the proposed scope of services by Gahagan & Bryant for design evaluation, dredge template revision, cost estimate, and plan preparation services. GBA will also provide full time construction engineering, surveying, and inspection services during Phase 1 of the Project.

631 S&ME Additional Services

Refer to Attachment E for the proposed scope of services by S&ME, Inc. for geotechnical and construction support services.

641 CSA – Task Deleted/ Credited and Revised/ Additional Services

The services provided under this task (Task 641) have been partially completed. The remaining balance of services will not be required. As a result, the remaining services not associated with CSA support on Tasks 364 and 370 will be removed from the current contract authorization and the related fees will be credited towards the additional services requested herein.

Additional services to be conducted by CSA Ocean Sciences Inc. will be provided in accordance with the scope of services and fee estimate provided in Attachment F.

Please note that based on coordination with the regulatory agencies during the review of the permit application, this scope of services under this task (Task 641) will require up to three (3) field days to complete the implementation of the CRP. If additional field days are needed due to regulatory agency requirements (i.e., relocation of additional coral resources), additional services will be required. If additional services are required, Stantec will provide a scope and fee estimate (prepared by CSA) for approval by the Port prior to implementation.

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SeaPort Manatee Berth 4 Extension Design, Permitting and Mitigation Monitoring Proposal for Additional Services: Construction Phasing Design and CEI

700 Construction Support Services

710 Pre-Construction Phase

Bidding Assistance Services

Stantec will provide assistance during the bidding phase of the project, by assembling the bid package in coordination with the Port based on Engineers Joint Contract Documents Committee (EJCDC), attend the pre-bid conference, coordinate and support in generating responses to request for information (RFI) by the bidders, and provide input on selection of the contractor. Stantec will work in coordination with Gahagan & Bryant (GBA) to assembly the bid package. Edits to EJCDC documents will be called out (separately or by redline/strikeout notation) for Port review. Port will provide its supplementary conditions to be incorporated by Stantec. After completion of the bid process and selection of the successful contractor, Stantec, with support from subcontractors, will assemble the bid package, RFI responses and any revisions into a single conformed contract document. The basis of the estimate is to provide a single bid package with the specific condition that Phase 1 of the Project is to be constructed and completed by an established date.

Recommendation to SeaPort Manatee, with Port making final suggestion. Pre-Construction Submittals

Stantec shall review and process shop drawings, furnished by the Contractor, associated with material included on plans prepared by Stantec team. The acceptability of substitute materials and equipment proposed by Contractor will be reviewed and submitted to the entities that may be affected by such a modification. It is the Contractor’s responsibility to provide all documentation required to prove any substitute material is the same or better than the material specified. It is assumed all material submittals will be done in no more than twenty (20) submittals and that no more than twenty-five (25%) percent of submittals will require re-submittal.

Pre-Construction Conference

Stantec will attend one (1) in-person pre-construction conference meeting with the Client and the Contractor. It is assumed this meeting will be set up by the Contractor and attended by the Team, appropriate governmental agencies, and utility companies, as coordinated by the Contractor. Other Stantec team members will also attend.

Team Meetings and Coordination

Stantec will conduct two (2) virtual preparatory meetings with the Client, Contractor, and subconsultants (Team) for coordination prior to the issuance of the Notice to Proceed (NTP). Stantec will conduct one (1) virtual kick-off meeting with the subconsultants (Team) and one (1) kick-off meeting with the Team and the Client to coordination construction processes and elements.

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SeaPort Manatee Berth 4 Extension Design, Permitting and Mitigation Monitoring Proposal for Additional Services: Construction Phasing Design and CEI

720 Construction Phase Support

Stantec will provide full time construction engineering and inspection services for Phase 1 of the Project. Stantec will provide regular inspection as coordinated with GBA and the Contractor, review and respond to the shop drawings and other contract submittals, attend regularly scheduled progress meetings and provide final inspection and certification of the project.

Construction Inspections

Stantec staff will conduct field visits to inspect and monitor progress and compliance of the work with the approved plans and specifications. It is assumed GBA will be on-site 9 hours a day, 7 days a week. It is understood that Stantec will conduct additional construction inspections at least once a month during the active dredging construction period of six (6) months. It is anticipated that some the site observation visits maybe conducted by Port Staff. It is assumed Stantec will provide up to eight (8) of the site visits. Stantec will coordinate with GBA to prepare weekly field inspection reports including inspections of work of progress, deviations from the approved construction plans and other pertinent information. The field inspection reports will be submitted to the Client and the Client’s contractor for review and use. Contractor's pay request will be reviewed and submitted to the Client for approval. Material test reports associated with the work shown on Stantec’s plans will be reviewed at intervals as appropriate. It will be the responsibility of the Contractor to engage an independent testing laboratory.

Stantec will not, during the site inspection visits or as a result of such inspections of the Contractor(s) work in progress, supervise, direct or have control over Contractor(s) work nor will Stantec have authority over, or responsibility for means, methods, techniques, sequences or procedures of construction selected by the Contractor(s) to comply with laws, rules, regulations, ordinances, codes or orders applicable to Contractor(s) furnishing and performing their work. Accordingly, Stantec can neither guarantee the performance of the construction contracts by the Contractor(s), nor assume responsibility for Contractor(s) failure to furnish and perform their work in accordance with the plans.

Engineering and Review

Stantec will provide office support and assistance during the construction phases of the project. This will include responding to Contract Submittals, Requests for Information (RFI), Work Change Directives, Change Orders, and Payment Requests and providing other input and clarification to the Client, or Contractor for issues relating/resulting from the elements of the project designed by Stantec team. This Task assumes review and responses of up to twenty (20) contract submittals and fifteen (15) RFIs, as well as up to twenty (20) hours for Sea-Port initiated Work Change Directives and up to twenty (20) hours for contractor-initiated change orders.

Meetings and Documentation

A Stantec representative will attend regularly scheduled progress/OAC meetings or conference calls. It is assumed the progress meetings will be conducted weekly by the Contractor, and that the Contractor will prepare and meeting agendas/minutes. Stantec will coordinate with GBA to maintain a record of RFIs, Work Directives, Change Orders, design changes, payment request, and administrative issues that may occur throughout the duration of the active dredging construction period. Stantec will maintain an electronic

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SeaPort Manatee Berth 4 Extension Design, Permitting and Mitigation Monitoring Proposal for Additional Services: Construction Phasing Design and CEI

Submittal Log and Action Item List as well as record of RFIs and Change Orders to capture the issues, resolutions, current status, relevant dates, and other comments.

730 Post-Construction Phase Support

Final Inspections

Stantec team will conduct one (1) final inspection with the Client, Contractor and Team, to identify improvements requiring completion or correction. A punch list document will be produced by the Team subsequent to the final inspection and will include a comprehensive list of items requiring repair, modification, or replacement. After the contractor completes the punch list, a second final inspection will be performed to verify the modifications and corrections have been completed. It is assumed the Contractor will be responsible for coordination of all required government inspections and the final inspection of completed punch list items. Any additional final inspection site visits required by Stantec will be considered as an additional service.

Record Drawings

Stantec will review two (2) as-built surveys, prepared, and certified by a Professional Surveyor and Mapper, registered in the State of Florida. One (1) to be prepared by the Contractor and one (2) to be prepared by GBA. The as-built information will be the responsibility of the Contractor and GBA and furnished to Stantec in hard copy format and digital/AutoCAD format as acceptable to Stantec. This condition will be specified in the Construction Documents. Stantec in coordination with GBA will prepare Record drawings for the project’s improvements as required for the Agency certifications, Port requirements and pursuant to the grant PTGA.

Certifications

Upon successful and acceptable completion of the work by the Contractor, Stantec will certify to SeaPort Manatee, FDEP and U.S. Army CORE (USACE) that the work has been performed in accordance with the permit conditions and the approved plans. Certifications will be signed and sealed by an engineer, registered in the State of Florida.

Post-Construction Project Report

Stantec will coordinate with GBA will assemble a Post-Construction Project Report to document the details of the project including equipment used, construction sequencing, RFIs, change orders, final as- builts/surveys and measurements, habitat acreages, and final contract costs.

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SeaPort Manatee Berth 4 Extension Design, Permitting and Mitigation Monitoring Proposal for Additional Services: Construction Phasing Design and CEI

830 Contingencies – Task New/ Contingency Additional Services

Stantec Environmental staff will closely coordinate with and advise the engineering and design team on the design, specifications, footprint and timing of the dredging template and construction phasing plan as pertains to resource impacts and mitigation.

Stantec will prepare an update to the previously submitted Revised Construction Sequencing Plan (dated June 21, 2022) to be provided to the FDEP and USACE. This updated Revised Construction Sequencing Plan will include updated project plan sets and project schedule. Stantec will provide a draft of the Updated Revised Construction Sequencing Plan to the Authority for its review and comments. Upon receipt of the Authority’s comments, a final submittal will be prepared for signature and submission by the Authority.

Stantec Environmental staff will conduct up to three (3) Follow Up Inspections, as referenced under Section 2.2.2 of the Revised Biological Monitoring Plan (dated April 29, 2022). These, as needed only, Follow Up Inspections will be conducted at the Port Manatee Berth 4 Project and/or the North Shore Seagrass Mitigation Bank Dredge Hole site.

Stantec Environmental staff will also prepare three (3) Corrective Action Plans that correspond to the Follow Up Inspections as referenced above. These Corrective Action Plans will be prepared pursuant to Section

2.2.2 of the Revised Biological Monitoring Plan (dated April 29, 2022).

Stantec Environmental staff will prepare a (1) Mitigation Contingency Plan as referenced under Section 2.4 of the Revised Biological Monitoring Plan (dated April 29, 2022). This Mitigation Contingency Plan will only be prepared as needed if inadvertent construction related impacts occur that require an evaluation of additional mitigation.

Services or activities to be completed under this task (Task 830) will only be conducted with prior written approval by the Port. Deliverables under this task (Task 830) include the following:

• Updated Revised Construction Sequencing Plan that will include updated project plan sets and project schedule

  
  

• Up to three (3) Corrective Action Plans that will be prepared in accordance with Section 2.2.2 of the Revised Biological Monitoring Plan (dated April 29, 2022)

  
  

• A Mitigation Contingency Plan that will be prepared in accordance with Section 2.4 of the Revised Biological Monitoring Plan (dated April 29, 2022)

Please note that the only the Construction Monitoring services as referenced under 2.2.2 from the Revised Biological Monitoring Plan (dated April 29, 2022) are included under this scope of services. The Construction Monitoring services as referenced under Section 2.2.1 are to be conducted by the Port or Construction/Dredging Contractors.

If additional Follow Up Inspections, Corrective Action Plans, and/or Mitigation Contingency Plans are required due to unanticipated construction impacts, additional services will be required. Stantec will provide

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SeaPort Manatee Berth 4 Extension Design, Permitting and Mitigation Monitoring Proposal for Additional Services: Construction Phasing Design and CEI

a scope and fee estimate for approval by the Port prior to implementation of additional services not included under this task (Task 830).

Excluded Services

Services such as the ones listed below, are not included with the delivery of this project:

• Additional Seagrass and/or Wetlands Mitigation Planning or Implementation

• Additional Ecological, Biological and/or Environmental/Engineering Field Studies/Monitoring, or Sample Collection as may be required by the FDEP, USACE, or Florida Fish and Wildlife Conservation Commission (FWC)

• Agency Site Visits

• Permit application or procurement of mitigation bank credit fees

Please note that this scope of services does not include coordination or support for modifications to the project state and/or federal permits or updates to the previously submitted Revised Mitigation Plan (dated April 20, 2022) or Revised Biological Monitoring Plan (dated April 29, 2022) as may be required by the regulatory agencies for potential deviations to the project schedule.

Also note that this scope of services does not include any additional field studies, monitoring, or sample collection as may be required by the FWC as part of the coral relocation activities referenced under Tasks 370 and 641.

If coordination or support is required for project state and/or federal permit modifications are needed due to regulatory agency requirements or if additional field studies, monitoring or sample collection are required by the regulatory agencies, additional services will be required. If additional services are required, Stantec will prepare a scope and fee estimate for approval by the Port prior to implementation.

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SeaPort Manatee Berth 4 Extension Design, Permitting and Mitigation Monitoring Proposal for Additional Services: Construction Phasing Design and CEI

Fees

Compensation to be paid to Stantec for providing the services described shall be the attached Fee Estimate (Attachment A). All fixed fee tasks will be invoiced monthly based on the percent completion of the task. If the scope or duration of the project changes, Stantec will need to re-evaluate these fee amounts. Additional services are subject to prior written contract amendment as approved by the Authority. All additional services will be invoiced on a time and material basis unless Stantec and Authority agree otherwise.

Schedule

Refer to Attachment B for the anticipated Schedule for the construction phasing evaluation and design, as well as the dredging construction (Phase 1).

Thank you for the opportunity to be of service to SeaPort Manatee.

Regards,

Stantec Consulting Services Inc.

Attachment: A – Fee Estimate

B – Schedule

C – Moffatt & Nichol Scope & Fee

D – Gahagan & Bryant Scope & Fee

E – S&ME Scope & Fee

F – CSA Scope & Fee

ATTACHMENT A FEE SUMMARY

*Credit against current contracted amounts.

ATTACHMENT B SCHEDULE

* Construction to commence upon completion of Pre-Construction Monitoring

July 15, 2022

501 E. Kennedy Blvd, Suite 1910

Tampa, FL 33602

(813) 258-8818

www.moffattnichol.com

Stantec

6920 Professional Parkway East Sarasota, Florida 34240

Attn: Michael A.G. Burton, CEP

Subject: Berth 4 Ext - Added Services: Construction Phasing Analysis and Evaluation - REV 1

Dear Michael,

SeaPort Manatee has requested that the current Berth 4 Extension project be evaluated such that construction can be completed in two phases. Phase one would include a significant amount of the dredging scope for the project so that the mitigation process of filling the Northshore area in St. Petersburg can be performed. Phase two would complete the installation of the bulkhead and berth extension structure as initially designed. The scope of works included in this proposal are to complete additional engineering services to perform an analysis and evaluation of two alternatives for the phase one portion, opinion of probable construction costs (OPCC) updates for each option, design drawing updates related to the selected alternative, and construction support services during the phase one dredging process.

TASK 1 – Structural Analysis

This task includes running analysis to evaluate projected dredge slopes at the wall interface. The project previously allowed dredging to be completed following wall installation, facilitating installation of the deadman and tieback system without loading the wall. Pre-dredging prior to wall installation may limit construction options and the wall section needs to be evaluated for compatibility with this construction order. Items to be performed in this task are:

• Attend coordination meetings with the design team to evaluate the initial dredge solutions to be considered

• Update the current wall structural model with possible soil conditions based on two alternate dredging solutions (dredge solutions to be provided by others)

• Analyze each wall condition to determine if the alternate dredging solutions would potentially cause installation issues when the bulkhead is installed in Phase 2 including unsupported fill height and tie- back installation options

• Provide recommendations to the design team of changes that may improve the installation based on the results of the analysis

• Update drawings to reflect the selected dredge solution in the drawings and sections, as needed

• Create a sequencing plan to outline a wall installation based on limitations that pre-dredging may require

  Berth 4 Ext. – Added Services – Construction Phasing Analysis and Evaluation

  July 15, 2022

  
  

  Deliverables – Task 1

• Recommendations and input to the design team for determining the preferred dredge solution

• Updated drawings and sequencing plan, as needed

  TASK 2 – OPCC Evaluations

  This task includes developing two OPCCs that outline the results of the analysis performed in Task 1. The following scope will be completed:

• Update the current OPCC with material and quantity changes for each alternative

• Perform an evaluation of the differences between each alternative

• Attend meetings with SeaPort Manatee to review and discuss the results of the evaluation

  Deliverables – Task 2

• Two (2) alternate OPCCs with a final version to be provided after selection of the preferred alternative

  TASK 3 – Construction Support Services: Phase 1

  In this task, M&N will provide engineering services related to construction during the initial dredging phase of the project. This task will include the following scope of work:

• Attend meetings between SeaPort Manatee, contractor, and the design team, to discuss issues or concerns encountered during the dredging process, as needed

• Respond to requests for information (RFIs) to resolve project questions or issues, as needed

• Perform up to two (2) site visits for observing dredging and review progress

  Dependencies – Task 3

• Fee to be contracted on a not to exceed Time & Material (T&M) basis

• Fee is based on a total of 75 hours of support time and 24 hours of site visit time (Engineer III and Principal Engineer)

• Hours are only associated with the dredging portion of the project, and do not include works associated with the berth extension structure installation. Services related to that work will be provide in a separate proposal.

• RFI responses are assumed to not include engineering design related issues, and therefore engineering services not explicitly outlined in this task and others in this proposal are not included. Any additional engineering services can be provided under a separate proposal.

Schedule

The schedule to complete the scope in Tasks 1 and 2 is within three (3) weeks of M&N receipt of alternate dredge solutions, and Task 3 will run concurrent to the dredging operation.

Fee

The fee for each task is outlined below:

Berth 4 Ext. – Added Services – Construction Phasing Analysis and Evaluation

July 15, 2022

We look forward to the opportunity to continue to collaborate with Stantec and SeaPort Manatee on this important expansion project. Should you have any questions or comments, please contact John Glass via email or at (813) 258-8818.

Sincerely,

MOFFATT & NICHOL

Michael Herrman, PE Vice President

Gahagan & Bryant Associates, Inc. 3802 W. Bay to Bay Blvd., Suite B-22 Tampa, Florida 33629

(813) 831-4408 Fax (813) 831-4216

info@gba-inc.com

September 30, 2022

Michael Burton, CEP

Stantec Consulting Services, Inc.

777 S. Harbor Island Blvd., Suite 600 Tampa, FL 33602-5729

RE: Port Manatee Berth 4 Extension-

GBA Scope of Work for Phased Design Plans & Construction Engineering, Surveying, and Inspection Services

Dear Mr. Burton,

Gahagan & Bryant Associates, Inc. (GBA) is pleased to submit the following Scope of Work to complete a revision to the design plans for Berth 4 Extension Project, as described below. This Scope of Work describes the services for the design evaluation and preparation of contract revised documents. GBA, in consultation with Stantec and other team members, will provide the engineering services necessary to develop a phased set of project plans suitable for bid purposes.

Recent funding shortfalls and the pending expiration of project grants, has resulted in a move by SeaPort Manatee to split the project into two phases whereby the dredging of the basin and placement in the North Shore Mitigation site would occur first, followed by the construction of the wharf and backlands. The construction of the bulkhead and wharf would occur at a future date upon the acquisition of additional funding. As a member of the Stantec Team, GBA proposes to review and refine two alternative scenarios for dredging along the berth face and provide updated dredging plans, technical specifications, and cost estimates. The task to accomplish this effort is outlined below.

GBA is also pleased to provide Stantec with a proposal to conduct construction engineering, surveying, and inspection services in support of the dredging phase of the Berth 4 Extension Project. Construction management and engineering services will include administering the construction of the project from the bidding and award of the contract through final acceptance. To account for site preparation, changes to dredging and placement execution, weather delays, change orders, equipment substitution, and repairs, the assumed construction duration (including the Bidding and Pre-Construction Phases) is approximately 6 months (180 days).

SCOPE OF WORK AND COST

Task 7: Phased Project Plans Preparation & Revision of Dredge Footprint and Template

(GBA Budget: $29,972)

GBA will review the constructability of two proposed basin dredge template alternatives. The design basin slope will be evaluated to determine at what bench level and slope could be implemented to provide sufficient support for the future installation of the bulkhead. The approach will seek to balance what residual dredging could be economically accomplished in conjunction with bulkhead construction against the economies of scale of removing as much material as possible during the initial basin dredging mobilization.

GBA will utilize the current hydrographic survey data in the design and analysis of the dredging template. Based on the two alternate design templates, developed by Moffatt and Nichols, project dredging quantities will be updated.

GBA will analyze and evaluate the best dredging and placement methods to meet the phased project requirements. Cost estimates will be prepared for comparative analysis of project template options. Dredge production rates will be based on the existing geotechnical data, transport distances, dredge plant capabilities, and any other physical and environmental constraints. Our analysis efforts will include:

• Understanding of the dredge-ability and behavior of the materials to be excavated.

• Theoretical production of each proposed dredge type.

• Perform quantity take-off for each dredge template alternative. Based on the areas to be dredged and the depth of cuts, the quantities of material to be dredged will be determined.

• Determine rates of production of dredge plant and associated equipment. Establish monthly production rates for dredge plant to provide basis for projected duration of each dredging phase.

  
  

  It is assumed all material excavated during the initial project phase will be placed at the North Shore Mitigation Site. The material excavated during the second phase of the project (if required) could potentially be placed as structural fill within the Berth 4 Extension, utilized as surcharge, or transported and placed in the DMMA or other approved upland location.

  
  

  GBA will provide project management to coordinate the final design considerations with Stantec, team members, and the SeaPort. This will entail the necessary virtual meetings to identify the final design requirements and the form of contract and phased bid schedule. Upon completion of the review of the two project alternatives, the final design construction documents will be revised and updated to reflect the selected project template option.

  
  

  Final Revised Design Construction Documents (100% )

  • Revise 100% design drawings for two separate phases of construction: Incorporate selected dredge template option and quantities. Detail drawings will be revised to include: revised dredge footprint, template and slopes, and cross sections. The final design drawings will be suitable for bidding and construction of the project.

  • Prepare 100% Technical Specifications

  • Prepare 100% Opinion of Probable Construction Cost Estimate

The total proposed budget for the above described services is $29,972 as detailed on the attached spreadsheet.

Task 8: Construction Engineering, Surveying, and Inspection Services (GBA Budget: $602,355)

Table of Contents

INTRODUCTION 1

1. Pre-Construction Phase 2

   1. Pre-Bid Conference /Bidding Assistance 2

   2. Post-Contract Award and Pre-Construction Submittals 2

   3. Pre-Construction Conference 3

   4. Preparatory Meetings 3

   5. Stantec and Subconsultants Kick-Off Meetings 3

2. Construction Phase Support 4

   1. Construction Inspection 5

      1. Inspection Schedule and Transportation 5

   2. Engineering and Review 5

      1. Submittal Reviews and Responses To RFIs 5

      2. Seaport-Initiated Work Change Directives 6

      3. Change Orders (Contractor-Initiated) 6

      4. Payment Requests 6

   3. Surveys 6

      1. Before Dredging (BD) Surveys 7

         1. Final AD Acceptance Surveys 7

         2. Placement Area Surveys 7

   4. Meetings and Documentation 7

      1. Weekly Progress Meetings 7

         1. Meeting Minutes 8

      2. Daily, Weekly, Monthly Progress Reporting 8

      3. Project Documentation 8

   5. Safety and Health 8

3. Post-Construction Phase Support 9

   1. Final Inspection and Acceptance 9

   2. Post-Construction Submittals for Final Payment 9

   3. As-Builts and Record Drawings 9

   4. Post-Construction Project Report 9

Assumptions 10

ATTACHMENTS

Attachment A – Fee Estimates

INTRODUCTION

In 2020, the Manatee County Port Authority awarded Stantec, along with team members Gahagan & Bryant Associates, Inc. (GBA) and Moffatt and Nichols, a contract to provide pre‐construction, engineering, and design services for the Berth 4 Extension Project. The recently completed design provides for the excavation of approximately 487,000 CY of material to a depth of -42.0’ MLLW, with placement of dredged material at the North Shore Seagrass Mitigation Site. The 32-acre site consists of a relic borrow pit located adjacent to Vinoy Park in St. Petersburg. This scope of work (SOW) includes engineering, surveying, and inspection services necessary to support the project construction for the dredging phase of the project and does not include the services required to complete the subsequent berth construction phase.

Construction management, engineering, and inspection will include administering the construction of the project from pre-bid of the contract through to final acceptance and closeout reporting. To account for site preparation, changes to dredging and placement execution, weather delays, change orders, equipment substitution, and repairs, it is assumed that it will take approximately 6 months to construct the project (including the Bidding and Pre‐Construction Phases) with an additional month of construction support to cover final project closeout. Depending on the selected Contractor’s Work Plan and proposed schedule, the duration and fees for Construction Management services may change.

1. PRE-CONSTRUCTION                         PHASE

   
   

   1. PRE-BID CONFERENCE /BIDDING ASSISTANCE

      
      

      GBA will review the final permits upon receipt and make any necessary revisions or additions to the project plans and specifications. GBA will review bid documents prior to solicitation and provide comments and suggested revisions to the bid solicitation. Stantec will schedule and conduct a Pre‐bid Conference with the potential bidders, appropriate SeaPort representatives, and other appropriate project personnel and stakeholders. The Pre‐bid Conference agenda will include a discussion of project elements, contract documents, permits, and bid requirements. GBA will assist Stantec with the development of exhibits and presentation materials to be distributed during the Pre-bid Conference. GBA will participate in a site visit of the Berth 4 dredge area, staging area, and North Shore placement site. We will prepare responses to questions and assist in the preparation of any required bid addendums. Following receipt of bids, GBA shall review bids and bidder qualifications and provide a recommendation of award.

      
      

   2. POST-CONTRACT AWARD AND PRE-CONSTRUCTION SUBMITTALS

      
      

      GBA will review the contractor submittals required by the Contract Documents and listed below.

      • Post‐Award

        • Project Submittal Register

        • Safety Plan

        • Accident Prevention Plan

          • Severe Weather Plan

        • Quality Control Plan

          • Quality Control Daily Report Form

            
            

      • Pre‐Construction Conference

        • Contacts and Qualifications

        • Work Plan and Schedule of Work

          • Staging Area Plan

          • Dredging Sequence Plan

          • Scow\Pipeline Route Plan

          • Placement Site Fill and Capping Plan

          • Survey Plan

          • Water Quality Testing Plan

        • Environmental Protection Plan

        • Spill Contingency Plan

      • Pre‐Construction

        • Survey Control Checks

        • Notification of Intention to Dredge: USACE and USCG

   3. PRE-CONSTRUCTION CONFERENCE

      
      

      Prior to the commencement of construction, Stantec, GBA, and appropriate members of the project team will schedule and conduct a Pre‐Construction Conference with the successful contractor, appropriate SeaPort representatives, field inspectors, and other appropriate project personnel and stakeholders. The Pre‐Construction Conference agenda will include a discussion of project elements, project communications, reporting, quality control (QC) procedures, environmental protection measures, and other issues necessary to deliver a quality project. GBA will also assist Stantec and the SeaPort with developing presentation materials to be distributed during the pre-construction conference.

   4. PREPARATORY MEETINGS

      
      

      Prior to the commencement of construction, GBA and appropriate members of the project team will participate in two (2) preparatory meetings with the SeaPort and/or the Contractor as needed for coordination prior to the issuance of the Notice to Proceed (NTP).

      
      

   5. STANTEC AND SUBCONSULTANTS KICK-OFF MEETINGS

GBA will participate in one (1) internal team kick‐off meeting and one (1) kick‐off meeting with our subconsultants to coordinate processes and project elements.

    2.         CONSTRUCTION     PHASE     SUPPORT                       

During the Construction Phase, GBA services will include: field inspections and Contractor oversight; preparation of weekly construction reports; reviews of contract modifications, plans, and specifications; reviews and responses to Contractor RFIs; review of requests; coordinating field engineering; and ensuring compliance with the permits and Construction Documents.

Specific tasks include:

1. Assist Stantec in conducting routine progress meetings including recording and distributing meeting minutes with Action Items.

2. Receive, track, coordinate, record, and respond to Contractor Submittals required by the Construction Documents.

3. Provide technical reviews of the Contractor’s schedule with consideration to durations, sequencing of major construction items, and completion of critical activities which are influential to the progress of the work. GBA’s review will validate the Contractor’s schedule based on daily inspections, progress reports, and surveys.

4. Coordinate review of laboratory and field tests of material and equipment, and submittals requiring technical evaluation for general conformity with the Contract Documents requirements.

5. Field Inspections Reports will include daily activity reports and will be summarized and provided to the SeaPort in a Weekly Report. Sample daily and weekly reports will be provided to the SeaPort prior to the Pre‐Construction Conference for review and approval.

6. Prepare and distribute monthly status reports with budget information, current estimates of construction cost and schedule, obligations and action items required, status of change orders, anticipated change orders, expenditures and estimated cost at completion, Contractor payment requests, and other information necessary to define the current status of the project.

7. Track Contractor's dredging production (Proposed versus Actual) and present in a graphical format for inclusion in weekly summary reports.

8. Verify the quantities presented in the Contractor's progress payment requests and make recommendations to the SeaPort regarding progress and final payment requests. Progress payments will be based on contractor supplied survey data.

9. Discuss design clarifications and recommendations with the SeaPort in resolving issues relating to the construction. Evaluate proposals by the Contractor in response to such requests.

10. Receive, track, coordinate, record, and develop responses to RFIs from the Contractor.

11. Prepare and recommend construction‐contract change orders. Maintain a record of field orders, directives, time extensions, RFIs, proposals, and change orders. Reviews\responses shall be limited as follows: Submittals - 20, RFIs - 15, Change Orders - up to 60 manhours (T&M), Change Work Directives - up to 60 manhours.

12. Monitor compliance of Contractor's work regarding permit requirements and relevant laws.

1. CONSTRUCTION INSPECTION

   
   

   Work will include regular on‐site inspections by competent personnel. GBA will provide a Field Inspector who will perform inspections of the construction site (at the dredging operation and the placement areas) five days a week and prepare and submit a report of the construction activities observed and maintain a record of progress to record work performed and significant job events, with a weekly summary submitted to the SeaPort.

   The Field Inspector will monitor the progress of the phases of construction performed by the Contractor and subcontractors for conformance to the project Contract Documents and any change orders.

   The Field Inspector will attend periodic safety meetings led and attended by the Contractor and relevant subcontractors (if applicable). Safety observations and concerns resulting from new work activities, new and continuing potential hazards, and any incidents that may have occurred on the project as well as corrective actions taken will be noted in field inspection reports.

   Field inspection reports will include the Contractor's activities; significant events; amount of work performed; quantities of material mechanically dredged and transported to the North Shore Placement Site; the locations of placement in the North Shore site; equipment on‐site; weather conditions; and any other pertinent information.

   1. Inspection Schedule and Transportation

      
      

      Normal hours of inspection may vary from day to day, but should generally be nine (9) hours per day, including travel to and from the work sites, five (5) days per week. The field office will typically be a project trailer or small office located near the project site provided by the Contractor. The Field Inspector will not be observing 100% of the contractor’s activities; work beyond 9 hrs. per day shall not be performed without prior authorization and approval from SeaPort.

      
      

2. ENGINEERING AND REVIEW

   
   

   Formal communication between the Contractor, SeaPort, and the CM will be documented weekly, or as needed.

   1. Submittal Reviews and Responses to RFIs

      
      

      The Contractor is responsible for providing the required submittals outlined in the Contract Documents and any additional submittals requested by the SeaPort and/or the Engineer. It is assumed the SeaPort and/or the Engineers may request submittals in addition to those specified when deemed necessary to adequately describe the work covered in the respective sections. Each submittal is to be complete and in sufficient detail to allow ready determination of compliance with Contract requirements. Work will include reviewing submittals for completeness and compliance with the Contract Documents and issuing subsequent approvals/denials. Work will also include responding to Contractor RFIs.

      • Review of the Contractor’s daily quality control reports.

      • Coordinate review of laboratory and field tests of material and equipment, and submittals requiring technical review, for general conformity with Construction Document requirements and report to the SeaPort, in writing, on such matters.

      • Receive, track, coordinate, record, and respond to Contractor submittals required by the Construction Documents. An updated submittal log will be maintained until project completion.

      • Verify the quantities presented in the Contractor's payment requests and make recommendations to the SeaPort regarding progress and/or final payment requests.

      • Discuss design clarifications and recommendations with the SeaPort in resolving field issues relating to the construction. Evaluate proposals by the Contractor in response to such requests.

      • Monitor compliance of Contractor’s work regarding required permits and relevant laws.

      
      

      A sample Submittal Register will be provided in the Technical Specifications of the Contract Documents; however, it is the Contractor’s responsibility to ensure that required information is provided. The CM will monitor the Submittal Register for completeness.

   2. SeaPort-Initiated Work Change Directives

      
      

      GBA will prepare documentation for submittal to the Contractor for SeaPort initiated instructions and/or changes to the Contract Documents or operations.

   3. Change Orders (Contractor-Initiated)

      
      

      GBA will work with the SeaPort in the various aspects of managing changes throughout the duration of the project. This includes Contractor initiated changes and internal project team changes. Contractor initiated changes may be due to unanticipated or unexpected conditions as claimed by the Contractor. This SOW would include reviewing change order requests and advising the SeaPort on the resolution of such issues. However, this SOW does not include hazardous material testing, sediment chemical testing, or remedial design for field conditions encountering these items.

   4. Payment Requests

      
      

      GBA will review the Contractor’s payment requests and compare the work claimed with progress reports and surveys to validate the request. The findings of the review and recommendations will be summarized in a memo and provided to the Port. The memo will include cross‐sections overlaid with the Before Dredging (BD) Survey required basin templates. The memo will include a table summarizing the available quantities (per the BD survey), payment quantity with the total volume removed, and the quantity remaining.

3. SURVEYS

   
   

   It is expected that the Contractor will conduct regular hydrographic surveys as outlined in the Contract Documents to monitor production and provide QC for dredging and placement operations. However, GBA will conduct the Before Dredging (BD) and final After Dredging (AD) surveys for the dredge area, and

   pre- and post-fill acceptance surveys at the North Shore placement site, in conjunction with City of St. Petersburg project representatives.

   1. Before Dredging (BD) Surveys

      
      

      GBA will conduct a BD survey over the entire dredge limits prior to the commencement of dredging to confirm pre‐construction conditions. Single beam data will be collected on 50‐foot spacing to provide complete coverage of the basin extension area, including a 100-foot buffer outside of the dredge template. The BD surveys will be the basis for the Contractor payment requests.

      
      

   2. Final AD Acceptance Surveys

      
      

      GBA will conduct a final AD acceptance survey over the entire dredge limits subsequent to the completion of dredging for final acceptance in conformity with USACE standards. Multibeam survey data will be collected to provide for 100% coverage of the berth dredge area. Should the survey reveal areas above the required grade template, the contractor will be required to remove the high spots and a multibeam survey of those areas will be repeated until the complete dredge area is shown to be at or below the required grade. The Final AD acceptance survey will be the basis for the Contractor final payment request. This proposal provides for two (2) multibeam survey events to achieve final acceptance. Should additional multibeam surveys be required, the additional survey events would be billed to the SeaPort on a T&M rate in accordance with contract documents, and will be reimbursed by the dredging contractor.

   3. Placement Area Surveys

      
      

      GBA will conduct BD and AD single-beam hydrographic and topographic surveys of the North Shore placement area for pre‐construction, and after final grading and dressing of the sand cap for each acceptance cell. GBA will review the data for compliance with the Contract Documents and permit requirements for final acceptance. GBA will also survey the marine staging area and access channel adjacent to the placement site prior to and following fill operations. The contractor will be required to perform intermittent check surveys of the fill areas, stockpiled sand, mud wave dikes, the terminal dike, the initial fill surface prior to capping, and of the sand cap.

      
      

4. MEETINGS AND DOCUMENTATION

   
   

   1. Weekly Progress Meetings

      
      

      GBA will participate in weekly progress meetings with the Contractor, SeaPort representatives, Stantec, and other appropriate project personnel (i.e. City of St. Petersburg, Tampa Bay Watch) at the site or another suitable meeting location to discuss the schedule of work, construction challenges, coordination

      issues, or other topics that may be of mutual interest. Weekly progress meetings will include a discussion of new or ongoing QA\QC issues.

      1. Meeting Minutes

         
         

         Stantec will be responsible for coordinating meeting times; issuing meeting agendas and materials; and recording and distributing meeting minutes. Additionally, Stantec will develop and maintain an Action Items List to document required events, tasks, or activities resulting from each meeting. Progress Meetings may be in‐person but will also be hosted via Microsoft Teams, WebEx, or a similar platform to provide for virtual participation.

   2. Daily, Weekly, Monthly Progress Reporting

      
      

      GBA will maintain a daily progress log and field inspection reports to record critical activities and work performed with a weekly and monthly summary report provided to the SeaPort. The monthly status reports will include budget information, current estimates of construction cost and schedule, obligations and action items required, status of change orders, anticipated change orders, expenditures and estimated cost at completion, Contractor payment requests, and other information necessary to define the current status of the project.

   3. Project Documentation

      
      

      GBA will maintain a Record of Project Documents to chronicle Work Directives, Change Orders, RFIs, design changes, payment request, administrative issues, and/or other matters that may occur throughout the duration of the project.

      Additionally, Stantec will maintain an electronic Submittal Log and Action Item List as well as record of RFIs and Change Orders to capture the issues, resolutions, current status, relevant dates, and other comments.

5. SAFETY AND HEALTH

Site safety is the responsibility of the Contractor.

The Field Inspector will comply with the U.S. Army Corps of Engineers Safety and Health Requirements Manual, EM 385‐1‐1, dated 30 November 2014 and the SeaPort’s Safety Requirements. Personal Protective Equipment (PPE) will be furnished. Field Inspectors will be provided with a copy of the Contractor’s Accident Prevention Plan and Activity Hazard Analyses, and will comply with these documents as well as the SeaPort’s safety requirements. In the event the Contractor imposes requirement(s) or the SeaPort’s safety requirements are more stringent than those required by EM 385‐1‐1, the more stringent requirement(s) will govern.

GBA Field Inspector will attend periodic safety meetings with the Contractor and Subcontractors (if applicable). In general, Contractor‐led safety meetings should communicate safety concerns, new work activities, new and continuing potential hazards, and any incidents that may have occurred on the project as well as corrective actions taken.

1. POST-CONSTRUCTION PHASE SUPPORT

   The Post‐Construction Phase will occur upon completion of dredging and final grading and dressing at the placement area. Tasks include conducting final inspections and surveys, producing Record Drawings, finalizing deliverables and project documentation.

   1. FINAL INSPECTION AND ACCEPTANCE

      
      

      GBA will make complete final inspections of the project features and notify the SeaPort of acceptance, incompleteness, or defects. GBA will provide recommendations for measures to remedy such deficiencies.

   2. POST-CONSTRUCTION SUBMITTALS FOR FINAL PAYMENT

      
      

      GBA will review submittals required by the Contract Documents and listed below. Post‐ Construction Submittals must be provided by the Contractor for Final Payment.

      • Post‐Construction

        • Record Drawings

        • Final Submittals

        • Application for Final Payment

          After the Contractor has completed corrections and provided daily quality control reports, hydrographic or topographic construction surveys, water quality reports, data requests, guarantees, bonds, certificates of inspection, marked‐up record documents, or other documents as required; and has completed demobilization, the Contractor may submit the application for final payment

   3. AS-BUILTS AND RECORD DRAWINGS

      
      

      GBA will maintain a record of as‐built drawings throughout execution of the project to be submitted as the final record drawings upon project completion as a compilation of GBA and Contractor surveys for a complete project record. The contractor and GBA will perform as-built surveys. GBA will produce the final record drawings for submittal to the SeaPort.

   4. POST-CONSTRUCTION PROJECT REPORT

GBA will prepare a Post‐Construction Project Report to document the details of the project including equipment used, construction sequencing, RFIs, change orders, final as‐builts/surveys and measurements, habitat acreages, and final contract costs.

Assumptions:

1. Construction is anticipated to commence in early 2023 with completion by mid-summer for an overall construction duration of approximately 6 months (180 days).

2. Depending on the selected Contractor’s Work Plan and proposed schedule, the duration and fees for CEI services may change.

3. Services include on‐site inspections by one (1) Field Inspector five days a week for the duration of the construction estimated at 6 months, with oversight by a CM and Engineer.

4. Services include construction oversight for dredge operations at SeaPort Manatee and at the North Shore placement area.

5. While not expected, should any hazardous material, sediment, or other debris be encountered during construction that may require environmental testing, remedial response, or design modifications, these services are not include as part of this scope of work.

6. Services do not include geotechnical review and evaluations, if necessary.

7. Services do not include providing a field office for the CM, Engineer, and/or Field Inspectors. GBA will utilize space at the Contractor’s field office.

8. Services do not include plotting of drawings. Only electronic submittals will be provided.

The total proposed budget for the above described CEI services is $602,355 , as detailed on the attached spreadsheet.

We look forward to working with you on this project. Best regards,