HomeMy WebLinkAboutR-96-0654a
- V
J-96-1010
6l27/96
RESOLUTION NO. s 6- 654
A RESOLUTION, WITH ATTACHMENT(S), AUTHORIZING THE
CITY MANAGER TO EXECUTE AN AGREEMENT, IN
SUBSTANTIALLY THE ArrACHED FORM, WITH
METROPOLITAN DADE COUNTY, DEPARTMENT OF
ENVIRONMENTAL RESOURCES MANAGEMENT ("DERM ") FOR
PROFESSIONAL SERVICES RELATING TO THE PLANNING,
DESIGN, PERMITTING, ENGINEERING AND CONSTRUCTION
OF IMPROVEMENT AND ENHANCEMENT PROJECTS FOR
ENVIRONMENTALLY SENSITIVE CITY -OWNED PARKS AND
OTHER PROPERTIES ON AN AS -NEEDED, PER PROJECT
BASIS, FOR A PERIOD OF THREE (3) YEARS WITH THE
OPTION TO Ex* END SAID AGREEMENT FOR AN ADDITIONAL
'THREE (3) YEAR PERIOD, AND IN A TOTAL AMOUNT NOT
TO EXCEED $3€ 0,000 FOR EACH THREE YEAR PERIOD;
ALLOCATING FUNDS THEREFOR FROM THE APPLICABLE
EXISTING AND FUTURE CAPITAL IMPROVEMENT PROJECTS.
WHEREAS, the City of Miami: primarily through the Parks and Recreation
Department, is poised to undertake a number, of environmental improvement and
enhancement projects for ecologically sensitive and/or City -owned waterfront properties,
including shoreline stabilization projects at Peacock, Baywood and Curtis harks; and
WHEREAS, in undertaking such projects, the City requires the services of qualified
professionals in various environmental fields to assist with the preparation of studies,
planning, permitting, engineering, construction management, and project administration;
and
CON TAINE
W. RTWG or'
SEP 12 1
ftewili u w No.
96- 654
U
WHEREAS, Metropolitan Dade County, through its Department of Environmental
Resources Management (DERM), possesses the professional resources required by the City
and has expressed its willingness to provide same on an as -need basis; and
WHEREAS, the attschad agreement provides for DERIM to provide such services to
the City, on a per project basis for a three year period, with the option to extend the term
for an additional period of three years; and
WHEREAS, maximum compensation to GERM for all projects undertaken during the
initial three year term of the contract is $300,000, and the maximum compensation for all
projects undertaken during the extended term is $300,000; and
WHEREAS, funds for said services will be made available from applicable existing
and future Capital Improvement Projects,
NOW, THEREFORE, BE IT RESOLVED BY THE CQMMiSSION OF THE CITY OF
IMIAMI, FLORIDA:
Section 1. The recitals and findings contained in the Preamble to this Resolution
are hereby adopted by reference thereto and incorporated herein as if fully set forth in this
Section.
Section 2. The City Manager is hereby authorized to execute an agreement, in
substantially the attached form, with Metropolitan Dade County, Department of
Environmental Resources Management for professional services relating to the planning,
design, permitting, engineering and construction of improvement and enhancement
,projects for ;environmentally sensitive City -owned parks and other properties on an as -
needed, per project basis, for a period of three (3) dears with the option to extend the term
of sold agreement for an additional period of three (3) years, in a total amount not to
96r- 654
exceed $300,0 0 for each three year period, with funds therefor hereby allocated from the
applicable existing and future Capital Improvement Projects.
Section 3. This Resolution shall become offectivo Immediately upon Its adoption.
PASSED AND ADOPTED this 12th day of ,S tq nbeI , '19gF3,
OE CAROLLO, MAYOR
ATTEST•
WALTE J. EMAN
CITY CL
PREPARED AND APPROVED SY:
dLG RAMIREZ-SEIJ 5
ASS ;CANT CITY ATTOFI EY
APPROVED AS TO FORM AND CORREMESS:
A: Ol3 Jt�
CITY A
W 1078:CSK:ORS
a-
96- 654
Interload Agreement between the City of Miami and
Metropolitan Dade County
Department of Environmental Resourm Manapment
nis agmmnt en=W into Us day of - 19_, by mW betwmn the
aty of V=nL a muni4d corporation of the State of Florida, hereinaft-59"Ye&ff0d to as the
-,CTM-, and Mempolitan bade County, through it-, Deputwnt of Environn=W Resources
Management hereinafter referred to as the "COUNTY".
Wknesseth:
WILEMS, the City of YfiwnL in undertaking a number of impvvernent and,
Whancemat Projects for environrnentally sensitive City -owned properties, requires the services
of . qualified pro&sdonals to assist Yze in the preparation of studies, and with planning,
permitting, engineering and construction and project administration; and
WIMREAS, Nktr%polivm Dade County, through its Department Of EnvirOnnvntal
Resources Managemnsr possn-ases the professional resources required by the CrrY and has
e.%Te&vd its willingness to provide sam;
NOW, 11MREFORE., in consideration, of the mutiud agreements hrAtftiaflw contained,
the L h'TrY mby retains the 00TI1`iT V and the WUN7Y hereby covenants to provide the
t -v
professional semces prescribed herein in in connection vdenvnonnaaawl enhiw= w proif. s at
various WY -owned properties.
SEGFION I - NAM
'M, Agreernent shall become eftectin inurediaiely upon J.ts execution and re=in in effect
uWI all WORK authorlu-A under approved WORK ORDERS has been completed. WORK
I
qi'
ORDERS tray be issued for a period not to exceed three (3) years fr-om the executions date of this
Agwment, which period try be extended for one additional three (3) year period by mutual
consent of Cfl'Y's City Manager and the Director of COUNTY Department of Environmental
Resources Manage,=nt
SE ON 11 - DEFINMONS
For the purposes of this Agree mint, and exmpt as any be otherwise provided hewin, the CITY
sbttll act through its City Mataagez "CITY' MAN'ACiMV), or his primary designee, Alberto
Roder, Director of the ftrl s and Recreation Depai nt C'DIREC MW), or as designee. may be
changed from tirne to anve. The COUNTY s yell act through the Director of the Department of
I' nviromantal Resoums Mwmeroeut� C'DEPJA DMi3G'PIr W), or hk; designee.
A. CITY PROJECT MANAGER: The CTrY shall assign a ProjeAn ]Manager to handle the day
to day supervision of the Work to by undertaken h9 COUNTY'for each Project,, who shall be
identified m each approved iWowk Order.
B. CONSTRUCTION BUDGET: Shall mean the dollar amount allocated by the WY, and
COUNTY, if applicable, for a designated PROJECT and all incases as rosy be subsequently .
authorized-
C. COUNTY PROJECT MANAGER: The COUNTY stril assign a Project Manager to
handle the day to day supervision of the 'work to be undertaken by C;01UNTY for. each
Project, who shall be identified in each approved Work Order.
A PROJECT: Shall be defined as the particular environmental enhancer t or improveracnt
to be awdertaken at the spec fxc City -owned property or properties to be desigaaw by CJTY
2
$ 9 - 6'01'
in each WORK ORD13R, In general, PROJECTS undertaken pursuant to this Agreement
shall involve, but are not limited to, restoration of dredged or mechanically damaged areas
including sea grass or rvrall reefs; resstomdon of filled or hydrologically altered wetlands;
restoration, tenourishment and/or revegetation of beaches, shorellhies c r naUu-d areas or
forest commis Wes; modifimdon or improvermnts to sr.& walls, drainage canals, salinity
control structu oss, or their operation; and analysis and/or study of sedutsent disposal; surfaces
water quality, restoration or mitigation projr, m, water mWly, nan ral areas manageawlt or
inlet management. Examples of PROTECT', include, without limitation, riprap placement,
xdWd reefs, mangrove plasters, beach restoration, actess improvements such as bay wallrs,
and removal and replacement of exotic vegetation.
L WORK.- Shall be dew as the particular M*s and scope of services speci��i by OTY to
be perifomtrrsed by COLIN17Y on a Project by Project basis and shall be enumerated in each
WORK. ORDER.
F. WORK ORDER: Shaft be defined as the docurnernt prepm-ed by Cy'['Y and accepted by
COUNrl Which shalt provide all necessary detail as to the PROJECT, the PRQTF. ;'T" site(s),
the WORK req*ed, approved subconsultants if necessary, the time for completion of said
WORK* and the compensation to be paid COUNTY by CITY. For said WORK. A separate.
WORK ORDER sha be prepared for each PR.OJECr.
A. bmnee of Wcrk Orders: aff shall notify COUNTY of the need for smvices and Oalf,
idwtify the. pardm lar PR.O, cr. cacti and pm umm nary wNi s'1`Ruc-fif3 i BuDGers if
96— 654
applicable. COUNTY shall submit a written proposal demiling the scope of WORK for said
PROJECT, after which the D17 HCTOR or his duly authorized agent shall confer with the
COUNTY to discuss and agree upon the scope, time for completion, and fee for services to be
ron&TOd. Ibc CTTy s,'iudl then PMVEe an individual WORD ORDER, for each PROY13CT to
be Moen by COUNTY, mW aubnn t sauce to COUNTY for find review sM acceptance.
No pgnmt steal! be rw& for the COUNTY''S tim or wxvices in connection with. the
Edon of any such proposaL
Bs Nbd= to Prayed: The DIRECTOR or CITY PROJECT MA14At'iER shall issue written
aadwrization to proceed to the COUNTY for each phase or section of WORK to be
peft and hmrunder. COUiM *0 not start work not incur any expenses for any phase of
the WORD vaithout having received Ntot= to i?weed from CITY PROJECT MANAGER.
In cue of cmrgency, the CITY reserves the right to issue =1 authorization to the COUNTY
wYdi the umdmstanding that written confumnadon shall follow imnrdiatelp thereif ter. Such
notices sh it be issued by CITY on a timely basis, not to exceed ten (10) working days.
C. ProyMon of Roourdsr Ile CITY, through QTY'S PROJECT MANAGER, shall finish to
the CDUNTY any r=rds, documents, plans and other data available in MY des perwining
to the work to be perfOmmel pursuant to arty WORK ORDER under this A.pree=nt.
Tn%nmaden shown on such plans or data s'aili 'be. provided to the COUNTY without
guarantee regarding its roliability and curacy, the COT JNW shall be responsible for
independently verify-ing such information :f it. shall be used by the COUNTY NTY to &=mplisjit the
work undemlan pursuant to the Agreement. The DIREC'MR reserves the right to
guarantee the accuracy of inform tion provides by the CITY to the COUNTY,. 'When such
4
96 - 654
a
guamntee is provided in writing, the COUNTY shall not be compensated for independent
verification of said information.
C'l`TY drail additionally provide COUNTY with copies of any furling or gra rnt
agmenmts avWor offirz doca vents relating to the firing of a pardculraar PROJECT when it
is the Mention of ft CITY that the COUNTY sW assume. fisM responsibility under a given
WORK ORDER. The C TY shall obtain any w=ssary approval(s) from the hmdmg agency
far the assumption of fiscal responsibility by the COUNTY.
i
Da Awodated Stxdeve Unless otherwise provided in an individual WORK ORDER, CITY
I
j shall perftm all reproduction and binding of bid documents including spediRcations and
drawings, and shall furnish all required testing necessary for a PROJECT, ineluditug, without
limitadorn, core borings, test pits, and chemical and soil tests.
E. Apgrovab: CITY shall review and approve the WORK as it mlates only'' to overall
compliance with the general requimments of the PROJECT. Whenever the term "approval by
C1TY'1 or like term is used in this Agreement, the phraseology stall in no way relieve the
COUNTY from compliance with or frr;filin=t of any requirements, duties or responsibiEties
spudfiW under the terms of this Agreernznt or under lo* Mate or federal Yaw, or f om rruinng
the best professional services or practices. -
j ,
SECIaGN IV - COUNIV OBLIGATIONS
l.. At +C1't"Yss request, made in smardance with Sex -don. II hemin, MM"Y I perform
1 the WORK (Basic Pmfessional Services or Additional Professional Services), wbich ro y
i
1
R
1
include reviewing work performed by other professionals, consultants or subconsultafiv,�
required in connft. don with a PR.OYEECT. Ile WORK shall be perfornied with
applicable dispaua dY, in, a, sound, ec onornkA efdesnt ,and pro&Wonal manner and within
the tim requirW in t_he WORK ORDER.
2 O3UN 117 shall perform the WORK under the: direction of, and in close cooaUmtion with,
the CITY'S PROJECT I ANAOM COUNTY shall, provide all professional and
Wcbnk-,,sl savi= mi%ris ag the WORK and shall be fuffy responsible for ft pwf is aal
and technical asT=ts thewof.
3. COUNTY shall, in the performance of the WORK, comply with AU federal, state, and
local codes, laws, ordinances and regulations applicable to the P'ROJE,CT, inclu(liog,
without limiting the; generality of the foregoing, the Fedeml Wage -Hour Law, the Walsh
Healy Act, and the Occupational Salety and Health Act.
4. In the pmforrnanc a of WORK authoriwd under. this Agrrzment, COUNTY ads to:
a) Maintain an"adequate staff of qualified personnel on the PROJECT at all throes to
ensure its conVIetion within the COONSTRUCT70N BUDGET and within the tune
specified in the applicable WORK ORDER.
b) Coppeme filly Rdth the € rIT in the scheduling and coordination of all phases of the. -
r.
WORK
c) Report the status of the work to the CITY PROJECT MANAGER at least monthly, or
as stipiAotd, in WORK. ORDER and hold pertinent data calcula ons, I5eid notes, .
records, sketches, and other products open to the inspcc€ion,, of. the IDIRECT'O1R or i*
authorized agent at any time.
6
96— 654
d) Prepare all rnequbred p?ans, specifications, and other documentation pertaining to the
PROJECI(s) In c omp3hu= with all applkable federal, state, and local codes, laws,
ordinances and regulations.
a) Subr&t for CITY mview all computations, sketches, and other data representative of
the WORK'S progress at the stages of completion which may be stipulated in the
applicable, WORK ORT1►13R.. Submit for CITY approval the %1 work products upon
incorporation of any modicastions request by the C ff during any pervious review.
f) Promptly deliver to the € TI'Y PROJECT MANAGER copies of minutw of all relevant
meetyings relating to the PROJECT(s) at which COUNTY is present.
g) Be available to meet with CITY officials, community groups, governmental and other
agencies as wired during the performance of the WORK.
B. BWc ProfeWonsl Seraim: Upon receipt of authorization to proczed from the
DIRECTOR, the COL'kff Y agues to pertbrm professional serves assminted with the
requested WORK in aw3rdace withthe negotiated terms of the applicable WORK ORDER.
Said wxvices may include, but siaa➢1 not ne=ssarily be limited to:
1, j •�► 1 n r rr c l si Survey or evalw-,to prospective work sites
and develop conceptual programs for restoration, enhancement, mitigation,
irnpres ement or nlodifimciou PROJECTS, riion,g with scnernatic or concept
designs, preliminary cost estimate.,3, pWmkjS surnmaries, andlor chedules.
2. SUWkA,, Prepare or assist hi the preparation of studies, reports, models, or CIS and
othoar data =dysis related to environmental issue.- or PROJECTS.
7
,96G 654
I
3. j DM&LMYrdop== Prepare Design Developmnt documents, including drawings,
outline specifications, reports, and other documentation to describe in greater detaB,
the scope said character of the particular PROJECT as to construction methodology
and rmwrWs (outtine apmifications), scheduling, permit roquimments, and refined
cost estimate,
4. Pursuant to any required procurement processes, biro, or
participate is ft hbing, selection and/or supervision of any requixvd subconsultants,
including, without limitation, surveyors, biologists, threshold building inspector, and
'tesdog labonuories.
5. Prepare and/or submit on behalf of the CITY,
required permit applications to governmental and other agencies as appropriate, along
with all required phms or sketches for desigzated PROJECTS.
6. Bn n t Reply to requests for additional infmiiniation as may be
required and obtain necessary pernihs or other approvals, as may be required worn
cowty, city, state, or federal, agencies with jurisdiction at the appropriate, time doming
the Course of the, WORK
7. C=tMcdm j2M==tA: Prepare. Consauction Documents consisting of complete..
conswiction drawings, pleas and specifications. and Rnall Cost Estimates fo, r
designated PROJEC.71S. Construction Docwwnts shall be prepared and spbautod to
CM for roview and approval when 50% coniplate arid when 100% carnplete.
Construction Documents to be bid out by MY &W conform to City of Muni PaMic
Works Deparunent Standard forms, shall utilize ConstLuction. Spocificatiom Institute
8
96- 654
Awl
I
(C603. i Stan-dards. if appropriate, COM TIY shall additionally conduct "dry runse' of
fib conaruct on plans throuih Ci'ir'Y's Bualdifng Deparawnt and other governmental
agencips, ate, shall rwkv Wl n=sary corrections, cxnodii+attion and/or a doors
reqv*ed for pernaiWas.
$, : Adminigber bid and/or other procurement processes as may be w4uired
and/br,as&-t Cl'lY with the preparation, conduct and evduadon of bids and the award
wad/or negation of contracts to contractors, subconsultants or others.
9. Provide construction rrzanagwmt ' supervision andfiar
adminismdon during the course of PROJECT constrnction, which may include,
without limitation, on -site supervision of contractor(s); review and approval of
contractor submittals (e.g., shop drawings and samples), test reports, change orders
reque.sW by contractor(s), payment mquesi4s; and developrrnent of punch lisss=
COUNTY shall attend aH pre -construction and job meetings, And slWll visit the
PROTIEC'T site at least weekly, and during all Ley construction events, to evaluate
prograss of the PROTECT and to determine if PROD C r is proceeding accoring to
cant imt documents. COtlNl'Y shall provide written reports of mm to CTrY
PROJECT LAGER on a t ly basis. tJIvn completion of construction,.
r
COUNTY shell: ftarnish to CTY repoiducible "as -built" record drawings :of the. i
PROYECT, and shall participate in insperetions and administration of consulgc tion
Watmfics or gtwrantees.
10. MI 'I'tratiop; lPtovide Wrrinistmtive am nagerrmont for detsigra wt
PROxI M im.luding, without limitadon, preparafian of gram applications, grant
6
96 - 654 '
i
and/or fiscal adtn&&tration and monitoring, and contract preparation and
manngecnenr. When assuming administrative management responsibilities for grant
fwxIs awarded to CITY, COUNTY shall adhere to allcontractual ternns and
,conditions specified by the granting agency. COUNry shall not be compensated ffor
services perfomsed in connec-tion with the application for and achniWstrstion of
COUNTY grant, funds contributed to a PROJECT.
Confer with the CITY at any tic during the
planning, design, developnzs:nt and implernentation of FROM.= for which the
COUNTY has provided design or otter senices as to unr„rpretatiotn of plans and other
doc rents, conwtion of errors and omissions and prepmtian of any necessary plan
dat of The COUNTY shall not be compensated for the correction of errors or
omissions on the part of COUNTY. COUNTY shall additionally revise plans,
drawings and/or specifications for any phase of `FORK for any PROJECT inn order to
maintain construction cost within CONSTRUCT' ON BUDGET.
12. EQI= t?fu. s, Provide all plans, reports and other documentation for
,submittal to CI'Y`Y in triplicate, unless otherwise directed 'by WIT PILOJlFt. it
MAN'AC3M and in an reproducible format. Drawings shall be on a 24" x 36" sire,
fast quality paper or rnylar, and shall be prepared in a nunner that will ensure- clarity of
linework, notes and dirnensions when reduced to 50% of no ftl sirs. Whetnaver
possible, drawings shall be created by computer using Au'toC"ad Version 12.0, and
submittal shall include a copy of the dravAngs orr a 3-Ii2" floppy disk. Whenever
possible, written documentation, especially specifications, shall be prepared can an MI1M
10
96-- 654
compatible computer using word processing software Microsoft "Word", and shall
also be subirAttod on a 3- In, floppy disk.
C. AddldmW Ste; The following additionei servicts my be consWer+ed as beyond the
scope of C m4rl's Ba$ic ServicrA and may be required by C rrY upon issumce of
appffj rift WORK ORDER: consultation and professional services conwxdng replaoeement
of WORK damaged by fire or other cause during constructions provided cause of same is
deemed by CITY not attributable to COUNTY; services made nec=M, due to the default of
contactor or to major dcfccts Ola the WORK, provided cause of same is deemed by CMY
not attributable to t; OUNITY; and preparation documents andfor drawing,T date to rmjf)r
rN�Wons to a PRQM(Zr's scope when initiated by CITY and due to causes beyond control of
C OUN1t'Y.
SECTION V - TIME FOR COMPLL ON
The. semices to be renderrd by the COUNTY for each segment or phase of the WORK
shall cor mmee upon receipt of a written Nodee to Proceed from the Director or PRA3EECT
MANAGER., and shall be completed within the time stated in the WORK QRI EIL
A reasonable extension of time shall be granted in the event there is a delay on the part of -
the CITY in filling its part of the ,Ag��ient or should a Force Majeum, as defirmA u-, Section
VI here„ of, render performance of the COUNTY''S duties impossible. Such exteaisions of, time
&ball not be, criuse for any clahn by the COUNTY for extra compensation.
tt
654
SECT ON VI - FORCE AAIEAIRE
Force Majeture shall men an act of Clod, epidemic, lightening, earthquake, ;fie, explosion,
hurricane, florid or similar occw.rence, strike, an act of a public enemy, or blexl de, idnstuYection,
riot, ,general arrest or rastraint of government and people, civil disturb= or sintUai coocwrance,
which has had or may reasonably be expected to have a mawdal adverse effect on the rights wid
obligations under this Agreenmt, and w►hich4 by the exercise of due diligence, such parties shall
not have lx%-n abl- to avoid. Such acts or events DO NOT 1NC'L UDE ine1w ent weather (except
as noted above) or the acts or omissions of subconsultants/subcontractors, third. -party
consultants/contractor, nr&te W men, suppliers, or their subcontractors, unless such mcm or
omissions are otherwise encompassed by the definition set forth above.
No party hereto shall be liable for its failure to carry out its obligations under the
Agreement during a. pedod when such p r is rendered unable, in wholr: or in paM by Force
Majeure to cant out such obligations, but the obligation of the party or pardes relying on such
Force Majeeuue shalt be suspended only during the continuance of any ina- May so caused any; for
no longer, paiod of said unexprard or uncontrollable event, mid such cause shall, ,so far, as
passible, be, remedied with all reasonable dispatch.
It is :Farther agreed and stipulaftd that the right of any party ha to excuse its failtm to
petf'orm by reason of Farce M.ajure shall be conditioned upvn such party giving, to the +nth"
party or parties, written noticeof its assertion that a Farce M*we delay has commenceA. within
Im (10) working clays af-Wr such comrnencerrent, unless mitre exists good cause for failure to give
such notice,, in which event, failure to give such notice shall not preju^l m any parry's right to
12
96o 64
Jw;* any non-perfonnance as caused by Force Majeure unless the failure to give timely notice
causes material prejudice to the other party or parties.
SECHON V1I - ADDITIONAL SEIMCES
N the COUNTY expects to incur extra work or expewe due to changes ordemd by C17T der
any pardon of the. WORK is agiroved by the aTY, then the payment for such extra work sho
be the subject of an additional WORK ORDER, which shalt be. approved by the CITY if, in the
L"IT'Y'S reasonable opinion, such work is warranted.
SECTION ViII - CA)PAIIOSATION
7be MY agrees to rAay and the COUNTY agrees to accept, for seances rendered
pu t to this kgmment, few and other compensation computed in accordance with one or a
combination of the methods outlined below. Compensation shall be based on a "'Not to Exceed.
F'ee;�" or a'Tked Lamp Sum Fee", as described hereunder, based on the nature mid scope of the
WORK required for each. individual WORK ORDER. The method of compensation shall be
agreed upon prior to the issuance of the WORK ORDER Notwiftumfiwgl a nythmg herein to ae
contrary, CITY and COUNTY shall agree that the total compensation for UNTY"s
professional services performed under this agreement shall not exceed the sum stipulated 'in
Section ViI-D.
A. jot To Bxcrl pee
If a "Not to Exceed" fixed fat: is mutually agreed upon, the amount of compensation shall
be based on Direct Salaiy,&ptase, with a multiplier for adrnxinistiative ovesrhead as may
13
96- 954
be applicable and approved by the C rY. Said fee shall be computed by taking the direct
salary rate for each employee of COUNTY performing the WORK, as verified by salaries
reported to the Internal Revenue Service and/or other wage report acceptable to the
C3TY, multiplied by the total estbnaW number of hours of WORK required per
employee. In no event shall the Direct Salary Expense for any individual employee of
COUNTY assigned to the, WORK exceed the rate of One Hundred hollers ($100) per
hour.
.As may be approved by the CITY and permitted under applicable fuucling and/or
grant agreements for a PROJECT, the cumulative total of applicable wages for all
employees assigned to. the WORK nay then be multiplied by a factor not to exceed 2.8 to
cove admiWstrative overhead expenses.
E. t Semi 13pe
The fee for any specified PROJf?CT or WORK ORDER may, at the, option of the C',IT'Y, ' ,
be a f. xed luny sum wnovmt muutiuMy agreed upon by the CITY and the COl]N'"1'Ir and
stated in the wriarn. WORK ORDER. Damp sum fees rwy or may not include
reimbursable wgtenses, arA in any Lase shall be in amorc amce with the terms and,
conditions of any applicable grant agreement.
C. R�sn.�sable E
The COUNTY. shall be compcnsarA for cemin work -related cxporAituir% not cmer,ed by
&ea for professional services, provided such expenditures the have prior authorization of
the CITY PROJECT MANAGER or the MEC°TOR and are in compfia= with any
applicable faurding agmernent+ Reimbursable expenses cnay include:
14
96— 654
i
1. Fees paid by COUNTY for securing approval of authorides having jwi diction aver
the PROJECT. Said fees shall be reimbursed on a direct cost basis.
2. Expenses for document reproduction and/or postage. excluding rproducdons or
postage of documents for use by any required Subconsuitant, wd excluding those
being a ' Mated W
� �mnent as part of an approval W'tdFt.K ORDER under Section
IV.13. Such rxpenses shall be reirnburseci on a direct most bads,.
t
3. Expenses for rendering or models requested by CITY, to be reimbursed on a dot
i Est basis.
i
4. E;qjenses for rental of speciali2vd equipment and/or purchase of special instruments
necessary for the event prrrfonnance of the WOM provided that such instruments
remain the property of ttte MY upon work completion. Such a gxnses shall be
1 reimbursed on a direct cost basis.
5. Expenses for travel, transpwi itcon and subsistence outside Dade County will be
reimbinud according to the provisions of Florida Statutes Section 1.12.061,
a
premently vsvritten or hereafter amnde&
n- a total of all payments to the CC)tdM for pwfessional services attributable to WORK -
Qs1tL3',�RS issued within the" (3) yc ar'period of this Agreement shall not exceed Ibn e
Hund Mi 'Thousand Dollars ($300,t3W). no total of all. payrimts to dr, tOUNII for
grofesdonsd services attributable to W0JRK ORDERS issued within the tlrurw
extension period of this Agreement shall not exc and Three Hundred 'Tbownd Dollars
($3M,000). Said limitation on fees to the COUNTY " be exclusive of any
15
96- 654.
reimbursable expenses paid toCOUNTY and payments made directly by CrrY to
contractors, suppliers, consultants, subconsultants or others in relation to the WORK, and
shah Wditlon&Uy exclude transfm of gmt funds or other rrmneys to the (DOUNTY
inmuded es digmt payments to contractors, suppliers rxonsulttanta, subconsultants or
others.
SEA ON IX - MEfHOD OF PAYMENT
A. INYWIC Q
'Ile C:Ti'Y agrees to nAce monthly or partial payments to the COUNTY for all authorized
work perf mmd during the previous calendar month or other rnutually agreed invoicing
period. The COUNTY agms to provide copies of any and all records mcessary to
substantiate payment requests to the MY. Payments shall be made in accordance with
invoices detailing fees and expenses for WORK performed during the invoice period.
Separate invoices are required for each WORK ORDER. Payment will be made within forty-
five. (45) days following C;Mf PROJE(.7r MANAGER'S approval of invoice. Invoices shall
include ft following information:
WORK ORDER number and total WORK ORDER amount
l
Percentage of WORK completed
* Amount paviously billed
a Amount of %voice
* Surn =y of WORK perform during billing period
* invoim number and date
16
96- 654
�i
4
For Not to Exceed pae/i?MELr SALARY EXPENSE and/or Reimbursable 11.7xpenses, in
addition to the above, invoices snail be. sufficiently detailed and itemized to show the
nmntvr of hours worked by each assignod employee or profiessionai, the respective hourly
;aIM rate and assigned tasks or phases of the WORK for the billin.9 period. If requested.
by CM, G'17iFNTY shy provide to C 17T certified payroll data for the WORK
peftnod dating dm billing 1cKL
Fm Reimbursable Expenses, invoice must be substantiated by copies of receipts and other
dacun entation as necessary
A. MORAL
A1otwido andmS anything to the contrary, COLTN`"t'1' understands and agrees that paymnts
during aay Mug period shall not excel, in the aggregate the percentage of total compensation
for a WORK +i➢i?.tDER based on the foilowing percentage. for each phase:
1. Phase i (Programming & Schematic D+esign):15% upon completion & approval
2. Phase H (Dedp Developmat): 35% upon completion & approval
3. Phase I,E (Construction Documents): 55% upon completion & approval of 50% complete
drawings &+outline specWwations; 75% upon completion & approval of finEd drawings &
sp6cuications
4.Fhasm. IV (Bidding & Contract Execution): 90% upon completion & approval "
S. kbAw, V (construction Adminisuadon): 100% upon final completion of construction
ftwz V) and approval of Work elements under Phase VI (Post -'Construction
A,dcn�is�tionj.
sliadl l AV0 �110 sole right to detemlim on which units or sections of the WORK the
C501. NTY shall proceed and in what order Written WORK ORDEF.S issued by the D PXC+MR
17
96— 654
G
shall cover in detail the scope, time for completion and compensadon for the professional s miops
requested in connection with each unit or section of work.
SE CAN XR o RIGHT OF DECISIONS
All spices ;shall be pedo axed by the COLW1--%r to the sWsfacdon of the DIitl,�M. R who
ftil idde. 0 questions, diM�ultie,% and disputes of whatever nature whichntay arise under or
by renwn of this Agwenzm the prosecution mid fulfillment of the services hereunder, and the
dwacta, quality, aniot nt and vaiue thereof. `line DIREC'TOR.'S decisions Won all claims,
questions and disputes shill be final, conclusive and binding upon the parties hereto unless such
dote nation is clewly atitrary or unreasonable. In the event the COUNTY doe's not concur
with the ded;Wuns of the DIRECTOR, the COUNTY shall present any such objections in writing
to the C3TY MANAGER. °The DIiRECrIOR and the COUWfrY shall abide by the decisions of the
CITY T'Y KANAGEFL This paragmph does cot constitute a waiver, of any party's right to prwxed
in a court of competent jKLediction.
All rgmts� tcacdngs, plans, W.ccif%cations, males contract documents, and/or other data;
developetil by de COUNTY pursuantto elms Ag=mont shall becona; the property of the CrTy
v*fhout rWdctions or HmiM Lions upon their use ands be delivemd to CITY dur1mg the W' urse
of the WORK as may be appropriate and no later than the completion of each WORK ORDEP-
'i
Retnsa of such data by the C17Y for any purpose other than that for which pitpared shall be at tho
CITY"S sole risk. Both parties agree that all documents geamattA, and maintained pursuant, to
18
96— 654
this Agrm mt shall be subject to all applicable provisions of Public Records lAw, Chapter 119
&Morita Sum".
SEMON M11 - HIEUSE OF DOCUMENTS
The COUNTY imy reuse documents or date from other work included in this Agreernent
provided irrelevant n aterial is deleted„ The DTRECPOR shall not accept any mused data
containing an excess of irrelevant material vWch has no cxstmacdon with the ,spplicaNe work.
COUNTY Mall not seek aMdonal compensation for reused documents or data.
SECTION 1IV - NOTICE.
Any noticu, repou or other communicatiorLs given pursuant to the .Agreement shall be in
writing and sW be deYiver+ed by repster+ed mail or de i-mned in person to either party W the
address indicated herein or as the same may be changed from time to tires. Such notice shiffi be
deerrad given on the day which personally mrved, or, if by mail„ on the fifth day after Wing
pom-4 or the date of actual receipt, v►; hichever is. earlier.
Cat OF mi"I NMRO DADR COUNTY
Departwnt of Parks and Recreation Dept. of Rnyirunmental Resources
]M'..anagernmt
Atta, Albert Ruder, :liirectrr Attn.:
FO Box 33070a 33 SW Second Aveaue
Mand, FL. 331.33-0708 Miami, FL. 33130
Streat A dr+e.
444 SW Second Avenue - 8th Floor
Miami, FL 33130
19
96- 654
1
SECVON XV - ABMDONMENT OR TERMINATION
In the event the CITY causes abandonment, cancellation, or suspension of the projects of
paru thereof, the COUNTY dWl be compensated for all services rendered consistent frith tems
of ft Age m t up to the time the COUNTY receives written notification of suc;r
abarAonmea , amum %iota or suspension. TWs compensation shall be determined on the basis of
the pmmtage of she told services which have been performed at the time the COUNTY receiaes
such nodm, In the event pa -EW pay mnt has been made for profmional wtvicses not performed,
the COUNTY" shad returo such sunm to the (STY within ten (10) days after receipt of written.
notices that such sums are due.
SECTION XVI - AUDIT RIGHTS
11m CTN reserves the right to audit the records of the COUNTY related to tip Ag - not
at airy firw clearing the prosecution of the work included herein and for a period of three (3) yews
afOcr final payrrt at is made. 'Me COUNTY' vg;rm to provide copies of any records rc ssary to
=bb statntkte payment requests to the CITY.
COUNTY aMitionafly agrees to ee+naply with any and all audit requirements �stipulatod in
applicable fu fig or grant agmarrmts pertaining to designwA WORK ORDERS.
" SECTION X II - SUBCONTRACTS
The COUNTY dM not subcontract any work tinder this Agremma without the wrimn
consent of the DMECTOR or C-TrY PROJECT MANAGFIL Van applicable and upon r+mlpt
of such content in writing, the COI,TYff ftd cause the naaxtes of the firms respondble for ttca
20
96-- C 34
major portions of each separate specialty of the work to be inserted in the pertinent documents or
data. No assignments or transfer of work will be allowed.
COUNTY its that no € onVades or persons, other than bona fide ewloyo s
woddq solely for tine COUM"Y or the COUNTY°S authorized subconsultants, have beer.
mta zwd or ennployed to solicit or secure this Agroeiwnt or have been paid or guaranteed pant
of any fees, commission, percentage fees, Rifts or any other considerations contingent upon or
msulting from the award or making of this Ag reeweaL The COUNT?t also warrants that no
MY personnel, whether full-time, or part-time employee. has or shall be aetai led or employed in
anjr capacity, by the COUNTY or the COUNTY'S approved subconsultants, to ac mpHsh the
work conWWIa d under the teinu of this Agreement. For tn=h or violation of this warranty,
the Cr.-KY MANAGER shall have, the right to annul this Agreement without liability.
lt, is =pmaly imftrstcod and ag=d that the (377 MNAGER may trmnihate this
Agreemt nt,, in total or in past, Vithout cause or penalty, by thirty (30) days prier Writteq
notification or by declining to issue WORK ORDERS, as provided in Section Hi, in which event
the al`rs sole obligation to the COUNTY shall be payment, in awprdance with Section Via )
f ompemsotion, for these units or =dons of work previously audsorized. Such payment shall be
dommiined on the basis of the hours or percentage of v✓ork perforrW by the 00UN"TY up to the
s of wmination, In the event partial payment has been nwde for professional servims not
21
96- 654
performed, the COUNTY shell return such sums to the. CITY within ten (10) days after receipt of
written notice that said sums are due. Upon such wnnination, the CITY my, without penalt-i or
other oblige don to the COUNTY, elect to employ other persons to perform the same or , art lar
service.
SECTION XX - DURAMON OF AGRUMENT
This Aunt shall rwub in full force and effect for a period of three (3) years after its
data of execution, plus any approved extension, although actual completion of the servims
hereunder nuy exwnd beycvad such term or extension, or until depletion of the funds allocated to
my kv the cost of ss;A smv cis, whichever occurs first, imles3 terminated by mutual ,; onsent of
the partios hereto or as provided in Section XV, Section XVM Section XTX, Section Xx anci.
SWtic.M M hawf. The pmfforffmce of spedfically and properly authorised serviewq may extend
txyond the Agmment's three year effecdve term, or extension, and shall be compensated in
accomdhnco to Smion VII hereof
SEMON - DEFAULT
in the event the COUNTY falls to comply with the provisions of this Agreement, the CITY
IA7i A E may decltue the i OLINTY in default by thirty (30) days prior written notification.
In such event, the COUNTY shall only be compensated for any completed professional servims.
In The event partial payn4eait has been made for such professional services not completed, the
COUNTY daaii return such surns to the CITY within ten (10) days after notice that said surm
due. The COUNTY shall not be compensated on a percentage of the professional services which
22,
96- 654
a
have been; performed at the time the CITY MANAGER declares a default. In the event the CITY
prevails in litigation to enforce the provisions of this Agreement, the CITY shall be compensated
by the COUNTY for reasonable attorney's fees and court costs.
i
SEA ON, 1-1N DFAiN IFICATIONI
To the extent partnit od and Bmitod by Florida Statute 728.28, each paddy, agrees to irxk=*,
j
defend and save hwr+mless the other,, their appointed boards and commissions, officials, officers,
eijVloyees, individually and collectively from all losses, claims, suits demands, espefws,
fie ate' z4& j*v-R! � �� ,
subrogadons, or actors of any kind resulting �0 .
1
j However, the parties do not, and shall not be
deemed to have given any indemnification for damages arising out of injury or damage to persons
or property caused by or resulting from the negligence of the other party hereto or any of its
oars, agents or enVloyees, if applicable.
SECTION XYJ11- INSURANCE
Any third party hired, by C01JNTY pursuant to this Agreement, including, without linnntatson,
subconsultants and/or contractors, shall hold and maintain through the course of said third party's
pP.,rfornnce, liability insumnee in a form and in amounts deemed appropriate by Ca'I`Y through its
Depa trout of Risk Matiagorrnent. Ile City shall be named primary Additional Insured on any
sucb liability insurance policy. All such insurance policies shall be i,Ssued by companies authorized
to do business under the laws of the State of Florida and Which are,, approved according to
654
specifications of the CITY's Risk Management Department. COUNTY shall ensure that
certificates of insurance are furnished to the CITY prior to the commencement of any work,
which c ficates shall clearly indicate that the third party has obtained insurance in the We,
amount and classification as required for strict compliance with the requirements stipulated by
C'I'Y and that no r terial change or cancefton of the insurance shall be effective without the
thirty (30) days written notice of the Cam'.
Compliance with the foregoing requirennents shall not relieve the COUNTY of ittc liability and
obligations under this Section or tinder any portion of this Agreemnt.
SECTION X= - MURGUION OF WAGE RATES
In accordance with panda Statute 287.005, the COUNTY h=by cor ifies and warrants that
wage rates and other facival unit costs, as subs itted in support of the compensation provided in
Section, VII are acc unft,, complete wad current as of the date of this Age`eement. It is further
agreed that said compensation shall be adjusted to eyxlude any sigifficsnt costs whom the CITY
I determine that the price of services was increased due to inaccurate, incomplete or unclear
wage rates or other factual emit costs,. A11 such compensation adjust nts shall be made. within
one (1) year from the date of final billing or acceptance ,of the work by the CM, whichever is..
later.
U
6- 654
I
The COUNTY acknowledges that it has been ftnished a copy of Ordinance No. 10062, as
i
amended, the Minority 1rocurerrteat Winance of the (sty of MiarnL and apm to comply with
i
all applicable substantive and procedmt provisions therein, iaduding any amendments thereto.
SEC71ON - NONDISCRIMINATION
Both parties agree that they shall not discriminate as to sex, race, color, creed, national origin,
Me, hamlicap or marital status in connection with the performance of this Agcaernent.
SECTION XXVII - l ISCEUMEOUS PROVISIONS
A. 11de and paragraph 1>eadiugs acre for convenient reference and are not a part of this
Agreement:
B. In the event of confEct between the terms of this Agreement and any terms or conditions
contained in any attached documents, the terms .in this Agreement shall rule.
C< No waiver or breach of ,any provision of this Agreement shall constitute a waives of any,
ribsequent breach of the sum or any other provision hereof, and no A fiver da.1—.be offeciiva,
crass made in writing.
O. Should any provi'.sion, paragraph, sentence, word or phrase contained in this Agreement be
dctemdned by a court of competent jiuis&cdon to be invalid, illegal or otherwise, unenformable
trader the laws of the State of Florida or the, City of Miami, such provision, paragraph, sentience,
word or phrase small be deemed nx difiad to the extent necessary in order to conform wii:h such
laws, or if not rnodiSable to conform will► larch laws, then sWe shall be deems! severaW., sees},. in
either event, the rserrtaining omms and provisions of this Agreement sW remVn umnod:ified and. in .
full force and of a
2
96- 654
70MIl v NONDBEGAMUTY
The obligations undertaken by COUNTY pursuant to this agmement shall not be delegated or
assigned to any other person or fmn unless the CITY shall first consent in writing to the
prAfbmu= or assignmwt of such service or any part ftreof by another persrin or firm.
X a Sll�.►�'.ESSORS AND ASSIGNS
This A.grmwmt shall be binding upon the parties @herein, their heirs, executors, legal
representatives, srr+c =sore and anigns.
XXX - CONTINGENCY
PW,Lonnance under for this Agmement iq contingent upon the avaailabiliv of funds and coa7tinued
authorization for specified programs and activities and is subject to amendrwnt or ten nination due
to lack offuhds or authorization, reduction of funds and/or change in regulations.
XXXI - ENTIRE AGREEMEMY
"hips instrument and its attachments constitute the sole and only Agreement of the parties hfreto
relating to the program and correctly set forth the rights, obligations, duties and obligations of
each to the other ,�w if this ,its slate. Any prior ag=ments, prorWmsb' negotialioans, or
mpresentadons not expressly set forth in this Agreement are of no force or effect. _
XXXII a AMENDMENTS
No amendments to this A,reensent sltiall Ix binding on eWier party unless in writing and signed by
both parties,
26
�.... 654
IN WrrM$ WMEOF ft parties heme have, dough their Proper corporate
officials, executed this Agreement, the day and year first above set fortis.
DADE COUNTY, FLORIDA
BY ITS BOARD OF
Ai MST COUNTY CONWSSIONERS
.�..� By .....____.._ �_�.___. �.....
HARVEY RUV'IN ARMAANM VIRAL
C7ZRK OF THE BOARD COtM'Y MANAGER
'Y OF hfiAMI, PL.ORIDA, a mnniclpial
corporation of the State of Florida
By: _-
WAL.TER L POE.MAN C ESAR H. OD10
Chi f CLERK C',TrY MANAGER
APPROVED,AS TO FORM AND APPROVED AS TO FORM AND
LEGAL SUMENCY CORRECTNESS
ASSISTANT COUN' Y ATTORNEY
27
A. QUINN JONFS,111
CrrY ATTORNEYf
PXVIEWED AS TO l'NSURANCE'
REQUMEMENTS:
Chief Frank Rolla son, Director
Risk Management
96-- 654
lntearl®csl Agreement between the Cft of Miami and
Nehvpnlltan Dade County
Depadment of Environmental Resources Management
TABLE OF CONTENTS
SECTIONI - TERM .................. eee............,a.r.J..va....•,...e...e......,........r........... .n.01
SECTION11 - DEFINITIONS.......... e.............Ua.•.0..... t..•a..r..........A,..........0....•.OY.... , 2
BECTIONIII - CITY OBLIGATIONS ...............eJ.....e..o....see ....e.v ......... o......... %........... 3
SECTIONIV - COUNTY OBLIGATIONS ...b...o.....Y....... a..v.o......ea... .J.... be..... be.* ......... .3
SECTIONV - TIMEE/fFOB COMPLETION e.......b......b.......... ......
SECTIONVI - FORCE MASEVRE.............e.....o...rb... ............. au........eow... 0...........
SECTIONVII - ADDITIONAL SERVICES.e........................•.....................ob.........a. N A
SECTIONVI11 - COMPENSATIOW..............w.........•........o....................... ,,........... t 3
SECTION IX - METHOD OF PAYMENT ........................ •......... ............. ............
,,...
SECTIONX - SC1IE9ULE Of WORD ............................. I....... u......................nu..r Y S
SECTION XI - RIGHT' OF DECISIONS
M...r...........,n........a.nu.a.a.. n.eq.....w.u.w.a............. i8
BEC{FION XII - OWNERSHIP OF DOCUU NiTSa.........e... boa ....... a .... Y..e.nr...a..fA......... IS
SECTIONXIII - REUSE OF DOCUMENTS ..................... ...e......*................0...•....i..
19
SECTION XIV - NOTICES...e..b.....e.ev
19
„ .............. 1-4............... to ...... ..e........ ..r........
81ECTm XV - ABANDONMENT 08 TERMINATION...........a...................a................
20
SECTIONXV'I - AUDIT BIGHTS ........ ..a...ab................. q......Y....Y..e•....................b•
20
SECTIONXVII - SUBCONTRACTS ............b........•.................\l...q.i.......•..Ile•.,`......
20
SECTIONXY111 - AWARD OF AGREEMENT (WARRANTY).— .............................!—......
21
SECTIONX�{IX - TERMINATION ANION OF AGREEMENT ...............i.r...•........................... o...
2f1p
- ®�ql��!R@AT�t1lVN 0F AQDiEE1� NT•..•..•.n.Y....nu.c....a.•an•Y
SECTION��Ayy
'
r...a.•.e.a .......
-
�XII
SECTIONXXI • DEFAULT......c...uvaMn..a...w.. o....e.......... Y............ ......a'•e.u.. es..........
f22
22
SECTION XXII d INDEMNIFICATIONlt
23
.......r
.........•............q•.r...•..•a.. a..•......... a.Y......
SECTIONXXIII INSURANCE............u....ay..r..........a..........rra i...
23
•. ......... qa. a..
SECTIONXXIV - CERTIFICATION OF WAGE RATES
24
...a...q.......•.............•.......0......%.
SECTION XXV - MINORITY PROCUREMENT COMPLIANCE ............................ we ... v....
28
SECTIONXXVI - NONDISCRIMINATION ............................Y«aae.,..ee9es
25
SECTIONXX+IVII - MISCELLANEOUS PROVISIONS .........•..a...a.....►er•.....Rob j—.J.er..a.......
25
VIIINONDELEGARILITT...a......POb.J.Y......e
20
..............Y...........o..............see......C.
XXIX- SUCCESSOR@ AND ASSIGNS
....................... of, ...........a..aga..veanq.,.e..aa.w•,•.a..
.26
xXX- CONTINGENCY
26
................aMa.aFa......e..l....... f.v..
XXX- ENTIRE AGC4•IEpAT•'.....i...e.o.e....
26
fY... YYYi.... ..I.... A ....... ...*vm...
XXXII- AMENDMENTS.....a...v.... ...... v.a.....e.
20
�6- 654
t, -
CITY OK MIAMI, FLORIDA
INTER -OFFICE MEMORANDUM 63
To . Honorable Mayor and Members
of the City Commission
MOM
Cesar
CitS h
DATE FILE
'A j jQa j
SUBJECT Resolution to Approve Contract with
Dade County DERM for Environmental
Projects
REFERENCES :
Resolution, Agreement
ENCLOSUiIES :
RE=?dM7,MDAT10N
It is respectfully recommended that the, City Commission adopt the attached
Resolution authori ang the City Manager to execute an agreement, in substantially
the attached form., with 'Metropolitan Dade County, Department of Environmental
Resources Management ("DER-M") for professional services relating to the design,
permitting and management of various environmental improvement ,and enhancement
projects for City of Miami parks and other properties as needed, on a project by
project basis for a period of three (3) years, with the option to extend the contract for
an additional three (3) year period.
BACKGROUND
The Department of Parks and Recreation has prepared the attached documentation.
The City, primarily through the Parka Department, is poised to undertake a number
of environmental improvement and enhancement projects for ecologically sensitive
parks and/or v,°aterfront properties, including shoreline stabilization projects at
Peacock, Baywood and Curtis Parks. In undertaking such projects, the City requires
the services of qualified professionals in various environmental fields to assist with in
the preparation of studies, and with planning, permitting, engineering, construction
management and project administration.
MetropoL;tan Dade County, through. its Department of Environmental Resources
Management, possesses the professional resources required by the City and has
expressed its willingness to provide same on an as needed basis. The ached
agreement provides for DERM to provide such services to the City on a project by
project basis for a three year period, with the option to extend the t(7.m for and
axlditionsl three years, Ma7imum compensation to DERM for all projects undertaken
over the initial term of the contract is $300,000, with,. $300,000 as maxianwn
compensation tion over any extension. Funds for said services will be made available from
exiating and. hiture Capital Improvement Projects for the subject parrs and other
properties,
It ahould be noted that the *,services to be provided by DE RA will primarily involve,
projects that are jointly funded by the City and County, As indacaated the attacched
table, in the City has currently been designated to receive more than $ P 05,000 in
funds for active projects, with an additional $161,000 identified for future ptrojec:ts.
And, since 1987, the City has received $550,000 for completed environment —Al
enhancement projects at City pare, properties.
. � 6 64