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HomeMy WebLinkAboutR-89-0393tm J-89-410 4/27/89 0 06 RESOLUTION NO. 89- 39-1, A RESOLUTION, WITH ATTACHMENT, AUTHORIZING THE CITY MANAGER TO EXECUTE AN AGREEMENT, IN SUBSTANTIALLY THE ATTACHED FORM,14 ETWEEN THE CITY OF MIAMI AND URBAN ARCHITECTS, INC. FOR PROFESSIONAL DESIGN CONSULTANT SERVICES FOR THE ORANGE BOWL MODTRNIZATION PROJECT - PHASE 11, AT A TOTAL FEE TO THE CONSULTANT IN THE AMOUNT OF $935,000, WHICH AGREEMENT CONTAINS PROVISION FOR THE TERMINATION OF DESIGN SERVICES AT SUCH TIMES AS MAY BE DETERMINED BY THE CITY OF MIAMI, ALLOCATING FUNDS FOR PHASES 1 AND 2 OF SAID DESIGN SERVICES, THE INVESTIGATIVE ANALYSIS AND PROGRAM PHASE AND THE SCHEMATIC DESIGN PHASE, RESPECTIVELY, IN THE AMOUNT OF $50,000 FROM THE ORANGE BOWL ENTERPRISE FUND OPERATING BUDGET AND IN THE AMOUNT OF $137,000 AS A LOAN FROM THE DOWNTOWN PEOPLE MOVER EXTENSION PROJECT DEPOSIT, PROJECT NO. 371001 TO BE REPAID IMMEDIATELY UPON RECEIPT OF FUNDS FROM THE FLORIDA LEAGUE OF CITIES BOND POOL PROCEEDS, FOR A TOTAL OF $187,000; DIRECTNG THAT THE CITY COMMISSION BE GIVEN THE OPPORTUNITY TO REVIEW AND APPROVE THE FINDINGS OF DESIGN PHASE 1 PRIOR TO THE START OF DESIGN PHASE 2, FURTHER AUTHORIZING THE CITY MANAGER TO DIRECT THE CONTINUATION OF DESIGN CONSULTANT SERVICES UNDER SAID AGREEMENT AS ADDITIONAL FUNDING IS APPROVED AND BECOMES AVAILABLE. WHEREAS, by Resolution No. 88-720, adopted July 21, 1988, the City Commission approved the concept of the Orange Bowl Modernization Project - Phase II, and designated it as a Category "B" project; and WHEREAS, said Resolution further authorized the City Manager to seek the professional services of a qualified planning and design consultant(s) in the fields of engineering and architecture to prepare plans and specifications and to oversee construction of said project, utilizing certification and competitive selection procedures; and WHEREAS, pursuant to public notice and direct mail solicitation, proposals were received from qualified consultants and were duly evaluated by the appointed Certification and Selection Committees; and 1� Said agreement to incorporate the conditions as set forth in the text of this Resolution. A " (P Li to u b 3E� r.:a CITY COMMISSION MEETING OF APR 27 1989 PC — RESOLUTION No' "&- M WHEREAS, the recommendation of the Selection Committee, naming and ranking the top three (3) most qualified design consultant teams, was presented to the City Manager and then to the City Commission on November 3, 1.988; and WHEREAS, the City Commission, by Resolution No. 88-1049, approved said recommendation and authorized the City Manager through his designees, Herbert J. Bailey and John J. Mulvena, to undertake negotiations with the most qualified firms; and WHEREAS, the City Manager, through said designees, has completed negotiations with Urban Architects, Inc. and has arrived at an agreement with said firm that is fair, competitive and reasonable; and WHEREAS, the City Manager, through said designees, has prepared the attached design consultant contract based upon said negotiations and agreement; and WHEREAS, said agreement calls for complete design services on a phase by phase basis, beginning with an Investigative Analysis and Programming Phase through the completion of the Construction Phase on said project, at a total fee to the consultant of $935,000; and WHEREAS, said agreement further contains adequate provisions for the termination of the contract and consultant services at any time by the City of Miami; and WHEREAS, the City Manager, and the Directors of the Departments of Finance, Budget, and Parks, Recreation and Public Facilities are concluding the necessary financial. arrangements to fund the complete project, including both design and construction; and WHEREAS, funds are presently available in the amount of $50,000 from the Orange Bowl Enterprise Fund Operating Budget and in the amount of $137,000 as a loan from the Downtown People Mover Extension Project Deposit, Project No. 371001, to be repaid immediately upon receipt of funds from the Florida League of Cities Bond Pool Proceeds, for a total allocation of $187,000; and 89'°"393 - 2 - WHEREAS, said amount is sufficient to cover the design consultant fees required for the Investigative Analysis and Programming Phase and the Schematic/Preliminary Design Phase mandated in the agreement; and WHEREAS, in order to meet the needs of the major users of said facility and to comply with the directives of the City Commission, it is necessary to execute said agreement and begin the first phases of the design wort, at the present time, prior to the determination of complete financing arrangements; and WHEREAS, the City Manager recommends that the agreement be executed to begin said initial_ work and that authorization be given to continue design work when the necessary additional funding becomes available; NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI, FLORIDA: Section 1. The City Manager is hereby authorized to execute an agreement, in substantially the attached form;/between the City of Miami and Urban Architects, Inc. for professional design consultant services to be provided for the Orange Bowl Modernization Project - Phase II, at a total fee to the consultant in the amount of $935,000, which agreement contains provision for the termination of design services at such times as may be determined by the City of Miami, with funds therefor hereby allocated in the amount of $50,000 from the Orange Bowl Enterprise Fund Operating Budget:. and in the amount of $137,000 as a loan from the Pjo%,rnto\-.n People i,over Extension Project Deposit, Project No. 371001, to be rr.-__I,,:-iici i_r,tinersi.atcly upon ,.ece-ipt of funds from thr^ Florida League of Cities Bond Poo]. Proceeds, for a total amount of $187,000 for both Phase 1, the Investigative Analysis and Program Phase and Phase 2, the Schematic/Preliminary Design Phase of said design services. Section 2. It is hereby directed that the City Commission shall be given the opportunity to review and approve the findings of design Phase 1 prior to the start of design Phase 2 of said contract. 1� Said agreement to incorporate the conditions as set forth in the text of this Resolution. 8 ..,3943 - 3 - wa Section 3. The City Manager is hereby authorized to direct the continuation of said design consultant services under said -` agreement as additional funding is approved and becomes available. Section 4. This Resolution shall become effective immediately upon its adoption pursuant to law. PASSED AND ADOPTED this 27th da of A i1 1989. XAVIER 14. SUAREZ {` ATTES YOR Y MATTY HIRAI, CITY CLERK BUDGETARY REVIEW AND APPROVALt A-" MANOHA DEYRANA, DIRECTOR BUDGETMENT FINANCIAL REVIEW AND APPROVAL: r. CAR GARCIA, DIRECTOR ?! FINANC2 DEPARTMENT PREPARED AND APPROVED BY: r- ROBERT F. CLERK CHIEF DEPUTY CITY ATTORNEY - 4 - �j PROFESSIONAL SERVICES AGREEMENT �o THEN RETURNING FOI? a t; REVIEW, PLEASE IDENTIFY AS L9 TABLE OF CONTENTS SECTION TITLE PAGE Recital------------------------------------------------------- 3 IDefinitions --------------------------------------------------- 4 II General------------------------------------------------------15 III Professional Services ----------------------------------------- 6 A. Investigative Analysis and Program Phase ------------------ 8 B. Schematic and Preliminary Design Phase -------------------- 9 C. Design Development Phase --------------------------------- 10 D. Construction Document Phase ------------------------------ 10 E. Bidding Phase -------------------------------------------- 12 F. Construction Phase --------------------------------------- 1.3 G. Additional Basic?rcfessional---------------------------- 16 H. Additional Work Authorized by the City ------------------- 16 I. Schedule of the Work ------------------------------------- 17 IV City's Services and Responsibilities ------------------------- 18 V Compensation ------------------------------------------------- 20 VI Consultant's Specialists ------------------------------------- 21 VII Miscellaneous Terms ------------------------------------------ 22 VIII Ownership of Documents --------------------------------------- 22 IX Non-Delagability--------------------------------------------- 23 X Audit Rights---------------.----------------------------------23 XI Conflict of Interest ----------------------------------------- 23 XII Award of Agreement ------------------------------------------- 23 XIII Construction of Agreement ------------------------------------ 24 XIV Successors and Assigns --------------------------------------- 24 XV Indemnification ---------------------------------------------- 24 XVI Insurance ---------------------------------------------------- 24 XVII Termination of Agreement ------------------------------------- 25 XVIII Right of Decisions ------------------------------------------- 26 XIXNon-Descrimination ------------------------------------------- 26 XX Independent Contractor --------------------------------------- 27 XXI Minority Procurement Compliance ------------------------------ 27 XXIIContingency Clause ------------------------------------------- 27 XXIII Default Provision -------------------------------------------- 27 XXIV Asbestos Abatement ------------------------------------------- 28 XXV Entire Agreement --------------------------------------------- 28 XXVI Amendments --------------------------------------------------- 28 XXVIIVenue -------------------------------------------------------- 28 Exhibit"A--------------------------------------------------- 29 Corporate Resolution ----------------------------------------- 30 -2- PROI'ESSIONAL SERVICES AGREEMENT .THIS AGREEI4ENT, rude this day of , 1989, by and between the City of Miami, a municipal corporation of the State of Florida, (hereinafter referred to as the "CITY",) and Urban Architects, Inc. a for profit corporation of the State of Florida (hereinafter referred to as the "CONSULTANT",) with office at 3033 Coral -Way, Miami, Florida 33145. RECITAL WHEREAS, the City is desirous of securing professional architecture and engineering services to develop, design and program improvements at the City of Miami Orange Bowl Stadium in a project entitled "Orange Bowl Modernization Phase II Project" (hereinafter referred to as the PROJECT) fully described in Exhibit "A", attached to this agreement, and WHEREAS, by Resolution No. 88-720 passed and adopted on July 21, 1988 the City Commission approved the designation as a category "B" Project, the Orange Bowl Modernization Phase II Project appointed the director of the Public Works Department, as chairman of the Competitive Selection Committee and established a Certification Committee of not less than three professionals, qualified in the fields of endeavor or j� practices involved, to review the qualifications, performance data and related information provided by those responding to the City's Request i for Professional Services, in accordance with Ordinance No. 8965; and WHEREAS, the City, through public advertisement and direct mailing, solicited expressions of interest from qualified consultants; and WHEREAS, the Competitive Selection Committee along zrith the Certification Committee, evaluated the qualifications of those firms i:ho responded to the City's Request for Proposals, and selected the firms most qualified to provide professional architectural, landscape architectural and engineerin services for this project, all in accordance with the Competitive Negotiations Act as defined in Florida Statutes, Chapter 287 and in City of Miami Code, Chapter 18-52.2 for the acquisition of professional services; and -- 3- L; 127 WHEREAS, the City Commission, by Resolution No. 88•-345 dated November. 3, 1988 approved the selection of Cu ban ArchitectF, Inc. ar the nutnher one .(1) ranked firm to }�ravjde, along w.i.tl-1 the drrif n tCd r�iI,conF-ultnnts, Professional arclijtect1ira1, Ilnd_,c:1j-�e nrrhjtectnral_Pnri en jneerin services for the "Orange Bowl Hodernizat:jon P1Tase 1.1. Project" and also authorized the City Manager to negotiate an Agreement with it for the professional and technical services required, end WHEREAS, the city commission, by resolution No. , adopted , 1989, authorized the city manager to execute an agreement with Urban architects, Inc. for said professional and technical services for this project. NOW, THEREFORE, in consideration of the covenants and obligations herein contained , and subject to the terms and conditions hereinafter stated, the parties understand and agree as follows: SECTION I DEFINITIONS: A. CITY - is hereby defined as the City of Miami, Florida, which !`- I is a municipal corporation organized and existing under the laws of j the state of Florida. -l. �S B. CITY MANAGER - is hereby defined as the City Manager of the CITY. C. CONSTRUCTION COST - is hereby defined as the total final hard construction contract cost of the PROJECT to the CITY but it shall not include CONSULTANT FEES or the cost of any survey, legal, finance, administration or similar services and land acquisition furnished by the CITY or any cost of furniture, furnishings or unattached equipment purchased by the CITY. I 1 D. CONSULTANT - is hereby defined as Urban Architects, Inc. together with all the firms identified as members of the selected design team E designated in SECTION V. f E. CONSULTANT'S SPECIALISTS - are here defined as individuals f or firms who are either part of the CONSULTANT'S firm or members of the design team selected to provide professional and technical services j related to the PROJECT. F. DAY S - are here defined as calendar days unless otherwise specified. j -4- 6 89-39 3 J AOL G. DIRECT TECHNICAL SALARY EXPENSE - is hereby defined as the hourly cost of salaries of principals and employees directly engaged on the PROJECT and the cost of these mandatory' an,! customary i,enefits .' such as statuary employee hene.fi_t_r, insurance, sick holidays, pensions, vacations and similar benefits but not including honiyses or profit sharing. The salary claimed shall be substantiated by the CONSULTANT'S accounting records and shall not exceed forty-five dollars ($45) per hour for CONSULTANT'S Principals' salary. Benefits are agreed to be thirty- five (35%) percent. H. FEE - is hereby defined as the amount of money the CITY agrees to pay and the CONSULTANT agrees to accept as payment in full. for all the work rendered pursuant to this Agreement to complete the WORK as further defined in SECTION III. I. PROJECT - is hereby defined as The Orange Bowl Modernization Project Phase II. The full scope of the project is outlined in the Exhibit "A", attached to the Agreement. J. PROJECT INSPECTOR - is hereby defined as the Inspector of the PROJECT designated by the CITY. K. PROJECT MANAGER - is the individual of department who has beendesignated by the City Manager as the Manager of the PROJECT for the CITY. L. SPECIAL CONSULTANTS ALLOWANCE - is hereby defined as the amount of money established by the CITY to cover costs associated with professional and technical services, related to the WORK, but other than that provided by the CONSULTANT as professional and technical services covered under this agreement. M. WORK - is hereby defined as all the professional and technical services to be rendered or provided by the CONSULTANT for the PROJECT, as described in SECTION III. SECTION II GENERAL: A. The CONSULTANT and the CITY are fully aware of the Schedule of Work requirements as defined under SECTION III and will therefore proceed with all diligence to carry out the WORK. The CONSULTANT shall proceed with all applicable dispatch in a sound, economical, efficient and professional manner, and shall comply with the proevisions of: all applicable Federal, State and Local Codes, Ordinances and Laws. B. The CONSULTANT shall perform the professional and technical services as hereinafter set forth and in general accordance with tile. C. The CITY has. hrc l ,:('d c n aIT! 01111t not to e)":ccCC' '-,13, i `0.000.00 for the total cost of thr F};n,1F(:T as follows: 1. for design services, fee for the CONS111,ATANT. z, 00 r11(,Wancr_ for the following to be used on the basis of :actual e):henc11t111rs for: a. An estimated $30,000.00 for the fees of special consultants. b. An estimated $75,000.00 for PROJECT costs as follows: i. Projected Expenses for inspection, surveys, soil investigations and related costs. ii. Incidental Expenses for testing, administration, printing and related costs. iii. Threshold Inspection as may be required. 3. $12,710,000.00 for estimated construction as follows: a. $12,103,000.00 for ESTIMATED CONSTRUCTION COST of the PROJECT b. $637,000.00 for estimated construction contingencies at 5 i of the CONSTRUCTION COST to be used as the cash allowance during construction. D. The CITY agrees to pay and the CONSULTANT agrees to accept as payment in full for all professional and technical services rendered, as outlined in SECTION III - PROFESSIONAL SERVICES thereof, the FEE of Nine hundred thirty-five thousand dollars and 00/100 ($935,000.00). SECTION III PROFESSIONAL SERVICES: 1. The CONSULTANT shall provide complete drawings, plans, specifications and related bid and construction documents required to complete the PROJECT, according to any and all applicable City, State and Federal Codes, Statutes and/or. laws. Particular attention shall be paid to requirements pertaining to access by handicapped to ensure, wherever possible, access to designated new arenas of the facility recognizing the nature, scope and use of the proposed project. { 2. Because of the City's concern for energy conservation and operational efficiency it shall. be fully understood that the CONSULTANT shall pay particular attention to the design of all energy systems and amenities required for the PROJECT with emphasis towards conserving energy and operational efficiency. Particular attention shall be focused on the different uses of the PROJECT and the different demands for air- conditioning and lighting etc., within structures as well as site improvements, plant mate-ial and irrigation systems, as may be appropriate for the PROJECT. -6- A 89-3913, 3. The CONSULTANT and its SPE'C1ALISTS sha11 :I.n close coordination primarily with the PROJECT MA.NAGEIR and designatcd City St-ff from the Departments of Parks. Pccreation nn(I Pohlic Faci.li.tes, Yuild.i.ng and Zoning, Planning;, Fire, Public ks and C=eneral Services Administration forming a Technical Cecmittce headed by the PROJECT MANAGER, to work on the PROJECT. 4. The CITY'S review and approval of the WORK will relate only to overall compliance with the general requirements of the PROJECT and whenever the term "Approval by the CITY" of like term is used in this Agreement, the phraseology shall in no way relieve the CONSULTANT from any duties or responsibilities under the terms of this Agreement, State Law and from using the best professional architectural, landscape architectural, engineering, interior design and any other necessary services and practices. S. The CONSULTANT and its SPECIALISTS shall, throughout the course of this PROJECT, particularly in the initial development and analysis stages, work along with the CITY, with designated representatives of the Major Stadium Tenants and include their input and review in the overall design process. 6. The CONSULTANT shall in proposing the staging and sequence of construction improvements for the PROJECT, take into consideration the ongoing programs and events which may be scheduled and work with the CITY to minimize the impact that the construction may have on said programs and events 7. The CONSULTANT and its SPECIALISTS shall be prepared with the appropriate documents to attend, and participate in, along with the PROJECT MANAGER, various public meetings as appropriate during the course of the PROJECT. Prior to all public meetings the CONSULTANT shall confer with the PROJECT MANAGER and related staff to review and approve all documents presented to the public. These meetings shall include but not be limited to the following: a. The Miami City Commission for review and/or approval, discussion, of various aspects of the PROJECT. b. Pre -bid and Pre -construction meetings. c. Construction Meetings d. Post Construction Meetings. "7- S9-39- 60 8. The CONSULTANT shall, throughout the course of the entire PROJECT., advise the PROJECT MANAGER of any adjustments to previous Cost Estimates which nay re-.ul t from chancic� 9n anN• aspect of. the PROJECT or from market conditions or othE_)`W1=r_ 9. It shall be the ohligation of the CONSULTANT to produce a design which may be constructed within the Project Budget or any subsequent revision thereof approved by the CITY. Approval by the PROJECT MANAGER of the Programmatic Analysis and Pre -Schematic Design, Schematic Design and/or Design Development Documents includes approval of the Construction Cost Estimates unless otherwise, advised, submitted therewith. If the Cost Estimates for any of the phases are greater than the CITY'S budgeted amount set forth in SECTION II herein, the PROJECT MANAGER may require the CONSULTANT to revise the documents related to the specific Phase as necessary in order to bring the CONSULTANT revised Cost Estimate within the CITY'S Project Budget. The work undertaken by the CONSULTANT in revising the documents for the purposes of meeting the CITY'S Project Budget shall be considered as part of the CONSULTANT'S Basic Professional Services at no additional fee or cost to the CITY. 10. The CITY may designate all or portions of the construction contract(s) as black and/or hispanic and/or female owned minority business set asides and it will utilize its minority participation goals, first source hiring and local preference purchase procurement legislation in the bidding construction of this PROJECT. 11. In close coordination with the PROJECT MANAGER, the CONSULTANT shall perform and be fully responsible for the following professional and technical services which compromise the WOI:K: A. 11WEISTICATIVI: 1d,.7ALYS1 S l,1;1) PROGRId-I PIYiSE: During the Investigative Analysis and Program Phase, upon receipt of written authorization to proceed from the PROJECT MANAGER, the CONSULTANT'S activities shall include following: 1. The CONSULTANT shall review the preliminary program outlined by the CITY as well as information from the Technical Committee, representatives of the designated organizations, and users of the facility to familiarize itself with the initial programmatic and functional requirements such as including but not limited to "Orange Bowl Modernization Phase II Project Alternative A" previousl:.' prepared for the. City by the firm of Kunde Sprecher, Yaskin and Associates, Inc. 83y_33 6 U 2. The CONSULTANT shall inventory and inspect all existing st-uctures and facilities equipment. planting and other such improvements at the site arld document t hCI r integrity, life er.pectancy, and renovaCionirxpansio i ; e. = as well as i.tt, c0tr,rl.,,7nce c•ith current building code requirements life safety needs. 3. Based on it= findings. anti expertise, the CONSULTANT shall prepare a written Yroiect Prop r,'1uj to maximize potential use of the facility for sport activities, concerts and other programs which are competitive and marketable, for review, discussion and approval -by the PROJECT MANAGER, the Technical Committee and representatives of the designated organizations. 4. The Investigative Analysis and Program Phase shall be completed when the PROJECT MANI.GER, or the City Commission, approve the investigative Analysis and Document. B. SCUEMATIC AND PRELIMINARY DESIGN PHASE: The Schematic and Preliminary Design Phase shall commence upon completion of the Investigative Analysis and Program Phase and receipt of a written authorization to proceed from the PROJECT MANAGER. During the Preliminary Design Phase the CONSULTANT'S activities shall include the following: 1. Based on the approved Investigative Analysis and Program Documents and its accompanying Cost Estimate including any adjustments and modifications authorized or required by the PROJECT MANAGER, the CONSULTANT shall prepare Schematic Design Documents consisting of drawings and other documents illustrating the form, scale, and relationships of the PROJECT components. 2. The Schematic Preliminary Design Documents shall include, but not be limited to the illustration of location of structures, floor plans, elevations, access and circulation, site improvements and all other elements required to ful.lfill the CITY'S programmatic needs. Also included shall be preliminary site utilities and general information related to building and plant materials, methods of construction. 3. The CONSULTANT shall prepare a Cost Estimate broken down into the various elements of the PROJECT for use in evaluating the Preliminary Design Documents. 4. The CONSULTANT shall present the Scbemat_ic Preliminary Design Documents for review, discussion and approval by the FRO.JI CT IIAN -ER, lechni.cal Committee im.1 rcpresentnt.ivcs of the desiFnatcd orpani.ation, and revise said dorzlments n= directed by the PROJECT TIANAGF;R. S. Upon finalization of the coifiRustic)" of the Structures and overall site improvements, the CONSUL"IANT shall prepare a Preliminary Development Master Plan and Final. Cost Estimate. 6. The Consultant may be requirecl to make a formal presentation of the Preliminary Design Documents to the City Commission and others related to the PROJECT and shall make modifications or revisions as so directed. C. DESIGN DEVELOPMENT P11ASE: The Design Development Phase shall commence upon completion of the Schematic Design Phase and receipt of written authorization to proceed from the PROJECT MANAGER. During the Design Development Phase, the CONSULTANT'S activities shall include the following: 1. Based on the approved Schematic Design Documents and accompanying Cost Estimate, including any adjustments and modifications authorized by the PROJECT MANAGER, the CONSULTANT shall prepare Design Development Documents consisting of drawings including plans, sections, and elevations, outline specifications and other documents to fix and describe the size, scope, and character of the entire PROJECT as to architectural, landscape architectural and engineering elements and systems, materials, interior and exterior finishes, and other related elements appropriate to the PROJECT. 2. The CONSULTANT shall submit an estimate of the construction cost broken down into major categories and elements, and including a list of long time lead items requiring early purchase to meet the schedule. 3. The Design Development Phase shall be completed when the PROJECT MANAGER approves the final Design Development Documents. D. CONSTRUCTION DOCUMENT PHASE: The Construction Document Phase shall commence upon completion of the Design Development Phase and receipt of written authorization to proceed from the PROJECT IWIAGER. During the Construction Document Phase, the CONSULTANT's activities shall include the following: =10-- 63 1. Based on the approved Design Development Documents including any modifications and changes directed by the PROJECT MANAGER the CONSULTANT shall prepare all contract plans end �,t1ccific:-1t10ns as cil. as Other contract +rand bidding documents for the p1:t71f.C1'. These documents sl:a1I. conform to all- applicable local, stote <.nd federal, codes, ordinances and laws and snail include all reaiji.red architectural, .Landscape, architectural and eaEILLer elements and systems, materials, equipment, and finishes as appropriate for a completed PROJECT. 2. The CONSULTANT shall. continue to advise the PROJECT MANAGER of any adjustments to previous Cost- Estimates which may be indicated by changes in scope, design, requirements, market conditions or otherwise. 3. The CONSULTANT shall assist the PROJECT MA14AGER in the preparation of the necessary bidding documents, by preparing the Bid Proposal and Special Provisions Sections as well as modifications to the CITY's Standard General and Special Conditions Sections of the non -technical portion of the Specifications, based on the CITY'S standard format and documents. 4. The C014SULTANT shall submit a final estimate of the CONSTRUCTION COST based on the final Construction Drawings, Specifications and Bidding Documents, broken down into major categories and bid items. The CONSULTANT'S Cost Estimate shall be construed as an informed professional opinion of a responsible expert and the CITY will rely on it as a reasonable approximation of bids to be received. If the estimate exceeds the PROJECT construction budget, the CONSULTANT shall revise the Construction Documents at no additional fee to the CITY as part of the basic professional services unless the CITY approves an increase in the budget. 5. The CONSULTAIT shall submit the final construction contract plans, specifications anti bid documents to the PROJECT V`A:i'1_GER and members of the Technical Committee for review and approval. 6. The CONSULTANT may, with the approval of the PROJECT YRANAGER, divide the construction document phase into two or more seperate parts coinciding with the phased nature of the construction schedule. -11- 89-393 Lo 7. The CONSULTANT shall conduct and follow up oil all necessary dry -runt checks of the Construction Drawings and Specification in connection with securing approvals and permits from the City of. Miami Departmentp _ of Building and Zoning, Fire, Planning and Public Works and all other local, state and federal governmental entities, authorities or departments having jurisdiction over the PROJECT. By said acceptance and the approvals as a result of the dry run process, the CITY does not relieve the CONSULTANT of any responsibilities, particularly related to the Code Compliance for the new parts of the facility. Any revisions to the Construction Documents to comply with building code and permit requirements shall be made at no additional fees or costs to the CITY. 8. The CONSULTANT shall see that all Construction Contract Plans bear the seal of a Florida registered professional architect, and/or landscape architect and/or engineer as appropriate and that the names of the professionals responsible for major portions of each seperate specialty of the WORK appear on the Construction Contract Plans, Specifications and Bid Documents. 9. The CONSULTANT shall deliver to the PROJECT MANGER reproducible Drawings, Specifications and related bid documents for reproduction by the CITY for bidding of the PROJECT. 10. The Construction Document Phase shall be completed when the drawings and Specifications have been delivered and are approved by the PROJECT MANAGER and Technical Committee as complete and ready for biddir.3 and all dry -run approvals have been obtained and the PROJECT is permittable. E. BIDDING I HASi?: The Bidding Phase shall commence upon completion of the Construction Document Phase and receipt of written authorization to proceed from the PROJECT MANAGER. During the Bidding Phase, the CONSULTANT'S activities shall include the following: 1. The CONSULTANT shall assist the PROJECT MANAGER in obtaining bids, awarding and preparing contracts for construction. This phase includes preparation of any addenda and accompanying drawings or other material as required; taking part in pre -bid conferences; responding to inquiries from prospective bidders and assisting in evaluation of bids. -12- 89 39 3 co 2. Should the bids exceed the construction budl,et by five percent (5%), the CONSULTANT shallrevise the Construction Documents as necessary for re-oidding as no additional cost. to the CITE`. 3. The Biddirlr, Phase or Phases shall be considered completed when the CITY execute: a Construction Contract for complete construction of the PROJECT or in case of i or more Contracts (for Phased Construction), when each Construction Contract is executed. 4. If the Bidding Phase has not commenced within nine months after the CONSULTANT submits the final Bidding and Construction Documents to the PROJECT W.NAGI:R, the BUDGETED CONSTRUCTION COST shall be adjusted to reflect any change in the general level of prices in the construction industry between the date of approval of the Bidding and Construction Documents by the PROJECT i•1iWGE11 and the date on which Bids are advertised. This shall also apply to changes in the general level of prices that may result from unanticipated modification to federal, state and/or local codes and ordinances applicable to the PROJECT which occur after the final Bidding and Construction Documents are submitted to the PROJECT MANAGER. The percentage of adjustment shall be based on the Consumer Price Index for Metropolitan Dade County, or an equivalent readily accepted trade index acceptable to the CITY. F. CONSTRUCTION PRASE: During the Construction Phase of the PROJECT, upon execution of the Construction Contract for the entire PROJECT and receipt of written authorization from the PROJECT MANAGER the CONSULTANT'S activities shall include the following: 1. The CONSUi.TAI:1 shall work closely with the PROJECT MANAGER or designated represe11t.ati.ves in all. stages of co11struction1 work. 2. The CONSULTANT shall attend regular weekly site r.:eetings and make periodic visits to the site to familiarize itself with the rrogress and quality of the work to determine that construction is proceeding in accordance with the Contract Documents and to submit a written report on a weekly basis of his observations after the site visit: Based on its observations, the C014SULTAI4T shall make recommendations on any work that should be corrected and or/rejected. In addition, it shall assist the PROJECT MANAGER in matters related to the Contractor's schedules. -13- 89'� 31 How^ver, the CONSULTANT shr.li not be required to make exhaustive or continuous on -site inspections to check the quality or quant-ity of the work. On the bnsJs of s.2ch on -site observations the CONSULTANT shall keep the PROJECT tIANAC=1T informed of the progress and quality of the work, and shall endeavor to quard the CITY against: deficiencies i.n the woi': of the Contractor. 3. The CONSULTANT shall assist the PROJI?CT 11ANAG1:1Z in matter relating to the interpretation of the Contract Documents and in evaluating suggestions which might be submitted by the. Contractor. 4. The CONSULTANT shall review and approve or take other appropriate action on the Contractor's submittal of shop drawings, product data, samples and retain a copy of the approved shop drawings and samples for the CITY'S records. 5. The CONSULTANT shall review test reports required by the Contract Documents and provide the PROJECT MANAGER with written reports on all such tests. 6. The CONSULTANT shall witness all tests as may be required to be witnessed by the Contract Documents and provide the CITY with written reports of all such tests. 7. The CONSULTANT shall assist the PROJECT MANAGER in the preparation ;j of bids for fixtures and furnishings and other related equipment which i may be required for the PROJECT. Upon receipt of these bids, the CONSULTANT E' i shall assist the PROJECT MANAGER in their evaluation and make recommendations related to the arrival and installation of said fixtures and furnishings. 6. The CONSULTANT shall furnish any additional details or information required at the PROJECT site for proper execution of the CORK and assist in scheduling with the purchase of long lead items. y: 9. The CONSULTANT shall itslist the PROJECT HAIaAGER in determining the amounts owing to the Contractor based on site observations and in evaluating the Contractor's Applications for Payment. s 10. The CONSULTANT shall prepare Change Orders for the PROJECT ` MANAGER'S approval and execution in accordance with the Contract Documents and shall have authority to order minor changes in the work not involving an adjustment in the Contract Sum or an extension of the Contract Time f which are not inconsistent with the intent of the Contract Documents. 3* -14- W 11. During the course of the work the ensure that all guarantees, certificates, operation .•nd m�7ntens?nce manuals, keying schedules. sprlre tarts "Ind 001Fr i_tc--� th-C h^''c l>een spr..cif.ied in the Contract 1 ocillne11t ,, hay e l ren submit tee} P nd rcriet,-ed and shall deliver all f�-1jch items t.o t_I1c I'R()Jt(:T 11A1JAG£R prior t�, the elate of. beneficial occupancy for e:1ch p}lasc of the construction. 12. The CONSUI_,TANT shall furnish to the PROJECT MANAGER within sixty (60) days after completion of the applicable Construction Phase of the PROJECT, record drawings in the form of the original reproducible drawings of the Construction Contract plans, revised to include all changes or modifications to the design made during the Construction Phase as recorded by the General Contractor on the set of drawings maintained by the Contractor at the site and updated to include all. changes and modifications throughout the construction of the PROJECT. 13. After substantial completion, the CONSULTANT shall make a list of items for correction and check each item as it is corrected. 14. The CITY may elect to have beneficial occupancy and use any completed or partially completed portion of the PROJECT. Such beneficial occupancy may not be deemed acceptance of work not completed and it shall not relieve the CONSULTANT of any of his responsibilities under the terms of this Agreement. 15. At the completion of construction of the PROJECT, the CONSULTANT shall deliver to the PROJECT MANAGER a written report verifying that to the best of the CONSULTANT'S knowledge the PROJECT has been completed in accordance with the approved drawings, specifications and change orders. 16. The CONSU1,TAhT will not be held responsible for the means, method, techniques, sequences or procedures used, or for safety precautions and programs in connection with the work performed by the Contractor, but shall immediately report to the PROJECT MANAGER any observations of conditions which in its judgement would endanger persons or property or which might result in liabilities to the CITY. 17. The Construction Phase shall be completed when the CONSULTANT has delivered the aforesaid verification, record drawings and the PROJECT is accepted by the CITY COMMISSION. —15— 89 3�41 G. ADDITIONAL TIASIC PROFIESSIONAL SERVICES: .1. The CONSULTANT shall revise the Construction Documents including plans and specifi.catirns to reduce the cost. of construction of the PROJECT to the final budgeted or the CITi' approved emount for t:he construction of the PROJECT, if the amount of the lowest acceptable hid received by the CITY for the construction of the PROJECT is five (51) percent or more in excess of the final amount budgeted or approved for Lhe cost of the Construction Contract of the PROJECT. 2. Should an error or errors in the CONSULTANT'S design, design documents or plans, cause delay in the construction of the PROJECT, and consequently result in delay of the CITY'S beneficial occupant' of the PROJECT without compensation of damages from the contractor, the CONSULTANT agrees to seek no additional compensation for the services required under this Agreement, during the period of said delay. 3. Modification, additions, substitutes, alterations and extensions of the existing on -site utilities including but not limited to electrical, fire protection (alarm system, sprinklers and smoke evacuation), plumbing, heating, ventilation and air conditioning/heating systems (HVAC), for the scope of the PROJECT are part of the basic services. H. ADDITIONAL WORK AUTHORIZED HY THE CITY: 1. Additional or unforeseen WORK beyond the scope of the PROJECT described herein may only be done by written ammendment to this agreement executed by the CITY MANAGER. At the CITY'S option for additional work, the CONSULTANT may be paid an agreed upon fixed fee or be paid at a rate of two and one half (2.5%) times DIRECT TECHNICAL SALARY EXPENSE for those services rendered. 2. If any of the following services are required of the C011SULTAIIT and cause the CONSULTANT extra expense the CITY shall, after authorization and subsequent acceptance of such work, pay the CONSULTANT as specified in subsection H.1.: a. Revising previously approved program, drawings and/or specifications to accomplish changes by the PROJECT MANAGER, unless such changes are required to bring the CONSTRUCTIO14 COSTS within the budgeted as required herein or to meet building or other code requirements. -16- 89`""39 11 6� Lo b. rrepar.e documents as requested by the rROJECT MANAGER for additi.oVal alternate bids and change orders. c. Arr•angltig for the work to px nceed should the Contractor default due to delinquency, eubstantiol brench. insolvency, death, dissolution or appointment of a receiver for its assets. d. Providing extended contract Administration and observation of construction should be 'he actual construction time exceed t}re contract construction time and require more than six additional weekly site meetings, due to no fault of the CONSULTANT. Construction contract time shall include any time extensions recommended by the CONSULTANT and approved by the PROJECT MANAGER unless both parties agree that the cause of the -_-delay was beyond the control of. the CONSULTANT. e. In the event that delays not caused by the CONSULTANT, require that WORK in all Phases of t_he Project, excluding the Construction Phase, be delayed more than ninety (90) days, the CONSULTANT may request additional compensation based on actual expenses, if any, that may have been incurred by the CONSULTANT during the time that the WORK on the PROJECT was placed on hold. I. SCUFDULE OF THE WORK: The CITY staff shall endeavor to complete all functions related to review and approval of the various phases within fifteen (15) days of receipt of complete submissions. It is understood and agreed by both parties that time is of the essence and the following schedule for the WORK will be strictly followed by the CONSULTANT and the CITY: 1. Investif.3ti.ve Programmatic Analysis and Program Phase The CONSULTANT shall complete the investigative Analysis and Program Design Phase within sixty (60) days after receipt- of written authorization from the PROJECT I•WgAGER to begin WORK on this Phase. 2. Schematic Design Phase The CONSULTANT shall complete the Schematic Design Phase within thirty (30) days after receipt of written authorization from the PROJECT MANAGER to begin WORK on this Phase. -17- 3. Design Devcloptnenc Phase The CONSULTANT shallcormpl-ete the Design Development P1:ase within sixty (6Q) days after receipt of written authorization from the PROJECT MANAGER to begin WORK on this Phase. 4. Construction Document Phase The CONSULTM41- shall complete the Construction Documents Phase within one hundred twenty (120) days after receipt of written authorization from the PROJECT MANAGER to begin work on this Phase. 5. Bidding Phase The Bidding Phase is anticipated to require ninety (90) days. 6. Construction Phas^ The Construction Phase will commence with the execution of the Construction Contract or contracts and shall be completed when all of the cc7ditions indicated in SECTION III, E have been met. In the event the CONSULTANT is unable to meet the above schedule, or complete the above services because of delays resulting from Acts of God or untimely review and approval by the CITY and other governmental authorities having jurisdiction over the PROJECT, and such delays are not caused by the CONSULTANT, the PROJECT MANAGER shall grant a reasonable extension of time for completion of the WORK. It shall be the responsibility of the CONSULTANT to notify the PROJECT MANAGER promptly in writing whenever a delay in approval by any governmental agency is anticipated or experienced, and to inform the PROJECT MANAGER of all facts and details related to the delay. SECTION IV CITY°S SERVICES AJil) RESPONSIBILITIES: CITY shall furnish CONSULTANT i,-,ith the following services and information fron existing CITY records and CITY Piles: A. CITY shall furnish CONSULTANT shall. provide information regarding its known requirements for the PROJECT. B. CITY shall furnish a Certified Land Survey of the site giving, as available grades and lines of streets, alleys, pavements and adjoining property; right of way, restrictions, easements, utilities, trees, encroachments, zoning, deed restrictions, boundaries and contours of the site locations, dimensions and date from existing records on file in the Department of Public Works of CITY pertaining to the existing Park and other improvements; —18- 89-~39 N U and information concerning, available service and ut.ilitylines both public and private, i.f required. COIISULTAVT shall not be held responsible for completeness or acct+ra.cV of the ))epart.ment of Fubl ic. i'er}cs' f 1.1 es. C. If the C1Tl" PROJECT MANAGY'R anti/or the PROJECT TNSPFCTOR observes or has been notified in writing- of any fault or defect in the PROJECT or nonconformance with the Contract Documents, prompt written notice thereof shall be given to the CONSULTANT. i D. Upon request by CONSULTANT, CITY shall do all. reproduction and binding of the bidding and construction sets of the drawings and specifications. CITY shall loan all existing and applicable CITY aerial photographs to the CONSULTANT. E. The City shall appoint a PROJECT MANAGER to act as a liaison between CITY and CONSULTANT, and CONSULTANT shall not start work nor incur any expenses for any Phase of the WORK, special conditions or change orders { 4 without having received authorization from CTTY'S PROJECT MANAGER to d a j do so. Nothing contained herein shall relieve CONSULTANT of any t; jresponsibility as provided under this Agreement. j F. CITY shall furnish all required testing necessary for the PROJECT f } including core borings, test pits, structural, mechanical, chemical, 1 soil and mill and laboratory tests, and surfaces of a soils engineer 4 or other special consultants when deemed necessary by CONSULTANT and CITY; and CONSULTANT shall be entitled to rely upon accuracy, completeness, and competence thereof. I t G. CITY reserves the right to retain the services of a Professional f Quantity Surveyorto prepare Detail Construction Cost Estimate based upon Design Development Documents and the Construction Documents. H. The services, inf.oL-mntion, surveys and reports required shall be furnished at the CITY'S e,:pense and the CONSULTANT shall be entitled i to rely upon the accuracy and completeness thereof. I. The CITY shall furnish required information and shall render approvals and decisions as expeditiously as necessary for the orderly progress of the CONSULTANT'S services and of the WORK. 89-a. 93 4 9 SECTION V C014PENSATION: For all professional. and technical services required to complete the the PROJECT, as outlined in Secti.on III hereof, the CITY agrees to pay, and the CONSUII,ANT agrees to accept . as a- payment: for hip_- services the fee of nine hi.sndred t.hirtti-five thosss3nd clnl.lars anti 00/100 ($935,000.00). This payment wi.11 1,e made monthly .In proportion to t:l!e services performed so that the compensation at the completion of each Phase shall eUsa:?l the following percentages and amounts of the total. fee. Accumi+.lated Percentage Progrenr- Phase of Fee - Payment Payrrents 1. Investigative Analysis 10 $ 93,500.00 ? 93,500.00 2. and Program Phase Schematic Preliminary 10 $ 93,500.00 $187,000.00 3. Design Phase Design Development 20 ' $187,000.00 $37'+,000.00 4. Construction Documents 40 $374,000.00 $748,000.00 5. Bidding 5 $ 46,750.00 $794,750.00 6. Construction 15 $140,250.00 $935,000.00���,,,, TOTAL, 100% 1935,000.00 B. The CONSULTANT shall invoice seperately for payment of costs associated with the SPECIAL CONSULTANTS ALLOWANCE and/or any other reimbur.seable expense authorized by CITY. Each request for payment shall be accompanied by copies of the invoices for which the CONSULTANT is being reimbursed, as appropriate. C. The CONSULTANT shall not expend funds related to the SPECIAL CONSULTANTS and/or any other reimburseable expense without prior written approval from the PROJECT MANAGER, and then only in amounts specifically designated by each authorization. Invoices for services performed under the said ALLOWANCE shall be separate and apart from those related to the FEE, and must be accompanied by a breakdown of time and tasks related to the expenditure. The CONSULTANT shall receive only those funds from this allowance as are specifically authorized and is not otherwise entitled to any or all of the monies contained in the ALLOWANCE. Nothing contained in this Section shall allow the CONSULTANT to invoice for services other than those specifically authorized as stated herein. D. Additional WORK approved by the PROJECT MANAGER shall be paid as provided under SECTION III, 11. SECTION VI CONSULTANT'S SPECIALISTS: A. The CONSULTA,N'1' proposes to have the following specialists, either from its organization of a:.� its CONSULTANTS or associates to perform the services indicated: 1. Architectural 2. Landscape Architecture 3. Civil Engineering 4. Electrical & Mechanical Engineering 5. Cost Estimating B. Selection of the CONSULTANT by the Competitive Selection Committee, authorization to negotiate and approval of this AGREEMENT by the City Commission was based, in part, on the qualifications and expertise of the following architectural, landscape architectural, engineering,, and other design firms proposed as the designated CONSULTANT'S SPECIALISTS. 1. Heery Architects & Engineers, Inc. 2. Laura Liert`:sa & Associates, Inc. 3. Maurice Grey & Associates, Inc. 4. Emilio ,l, Hospital & Associates, Inc. 5. Construction Management Services, Inc. 6. United Architects, Inc. 89--39 3 4 The CONSULTANT shall negotiate a fair and equitable agreement with eacji of the desi.gnnted SPECIALISTS and furnish the PROJECT MANAGER �i,i. crntract afarccrent i.r: n time] canner. with a copy of each the COtdSL'LTAtdT may choose additiona>._ SPF..CIAI,LS'IS, for 4'hicli prior kTritten approval from the PROJI:C"l' I1A?;AGi:lt mast he ohtainer. but shall not exclude those originally desif;11.:4ted i,ithout: the prior u7ritt.en approval of the PROJECT KINAGEI:. D. The CONSULTANT shall be responsible for all the work of its organization, and that of its CONSULTANT'S or SPECIALISTS. Nothing contained in this Agreement shall create any contractual relationship between any of the CONSULTANTS and/or SPECIALISTS working for the CONSULTANT and the CITY. It shall be understood that the CONSULTANT is in no way relieved of any responsibility under the terms of this Agreement by virtue of any other professional who may associate with him in performing the WORK. SECTION VII MISCELI.ANEOUS TERMS: A. All notices or other communications which shall or may be given pursuant to this Agreement shall be in writing and shall be delivered by personal service, or by mail addressed to the other party at the address indicated herein or as the same may be changed from time to time. Such notice shall be deemed given on the day on which personally served: or, if by mail, on the fifth day after being posted of the date of actual receipt, whichever is earlier. CITY OF MIAMI CON S U LTA14 T Dept. of Public Works Urban Architects, Inc. P.O. BOX 33078 3033 Coral 4,ay Miami, Florida 33233-0708 Miami, Florida 33145 B. Title and paragraph headings are for convenient reference and are not a part of this Agreement. C. In the event of conflict between the terms of this Agreement and any terms or conditions contained in any attached documents, the terms in this Agreement shall control. D. No waiver or breach of any provision of this Agreement shall constitute a waiver of any subsequent breach of the same or any other provision hereof, and no waiver shall be effective unless made in writing by an authorized signatory. -21- 89-39 3 i Should any provisions, paragraphs, sentences, words or phrases contained in this Agreement be determined by a court of competent jurisdiction to be invalid, illegal or otherwise unenforce,2b)n iinder the IF-s of the United Stater, State of Florida, Dade County or. the City of tiiami, such provisions, paragraphs or sentences, words or phrases shall be deemed modified to the extent necessary in order to conform with such laws, then same shall be deemed severable, and in either event, the remaining terms and in either event, the remaining terms and provisions of this Agreement shall remain unmodified and in full force and effect. SECTION VIII OWNERSHIP OF DOCUMENTS: All documents developed by the CONSULTANT under this Agreement shall be delivered to PROJECT MANAGER by said CONSULTANT upon completion of the services required pursuant to SECTION III and shall become property of the CITY. The CONSULTANT agrees that all documents maintained and generated pursuant to this contractural relationship between CITY and CONSULTANT shall be subject to all provisions of the Public Records Law, Chapter 119, Florida Statutes. The CITY reserves the right to reuse for follow-up construction project(s) and/or for project(s) not realted to this AGREEMENT Plans, Specifications and other documents produced by the CONSULTANT under the terms of this AGREEMENT. Should the CITY elect to reuse such Plans. Specifications or other documents, the CITY, prior, to such reuse, shall remove the CONSULTANT'S DAME' AND SEAL FROM SAID Contract Docu,,.:eats, and the CONSULTAIT shall be fully relieved from any professional liability in connection therewith. The CONSULTANT shall not be entitled to any compensation for such reuse unless agreed to by the CITY. It is further understood by and between the parties that any information, writings, maps, contract documents, reports or any other matter whatsoever which are given by CITY to CONSULTANT pursuant to this Agreement shall at all times remain the property of CITY and shall not be used by CONSULTANT for any other purpose whatsoever without the written consent of the CITY. -22- s 89-393 SECTION I% NON-I?FLEGAMLI.TY: Ttle CITY is relying upon the CONSULTANTS unique professional expertise in the per.`or.mance of i.ts service. The obilgatl.ons uT1aerLi3tk F'rj l,) 1-111. CONSULTANT pursuant to thif, Aj reement shall not. be ciel.ep;at.ed or assigned to any other person or firm unless the CITY shall first consent in writing to the performance or assignment of such service or any part thereof by another person or firm. SECTION R AUDIT RIGHTS: The CITY reserves the right to audit and review -the records of the CONSULTANT, including but not limited to billing and payment documents and time sheets or records, at any time during the performance of this Agreement and for a period of one year after final payment is made under this Agreement. The CONSULTANT shall keep and maintain its records in Dade County, Florida during the operable term of this Agreement and section. SECTION %I CONFLICT OF MEREST A. CONSULTANT covenants that no person under its employ who presently exercises any function or responsibility in connection with this Agreement has any personal financial interests, direct or indirect, with CITY, except as permitted pursuant to this Agreement. CONSULTANT further covenants that in the performance of this Agreement no person having a conflicting interest shall of this Agreement no person having a conflicting interest shall be employed. Any such interest on the part of CONSULTANT or its employees shall be disclosed in writing to the CITY. B. The CONSULTANT is aware of the conflict of interest laws of the City of Miami (City of Miami Code Chapter, 2, Article V), Dade County Florida (Dade County Code Section 2-11.1) and the State of Florida, and agrees that it shall fully comply in all respects with the terms of said laws. SECTION RII AWARD OF AGREEMENT: The CONSULTANT warrants that it has not employed or retained any person employed by the CITY to solicit or secure this Agreement and that it has not offered to pay, paid, or agreed to pay any person employed by the CITY any fee, commission, percentage, brokerage fee, or gift of any kind contingent upon or resulting from the award of this Agreement. The CONSULTANT shall not engage during the period of this Agreement the services of any professional or technical person who has at any time during the period of this Agreement been in the employ of the CITY. _23- rl 9 SECTIOY XIII CONSTRUCTION OF AC-RE194ENT: This Agreement shall be construed and enforced according to the laws of the State of Florida. SECTION XIV SUCCESSORS ANI) ASSIGNS: This Agreement shall be binding upon the parties herein their heirs, executors, legal representatives, successors, and duly approved e assigns. SECTION XV INDEMNIFICATION: The CONSULTANT shall indemnify and save the CITY, its officials, employees, agents, and authorized representatives harmless from any and all claims, liability, losses and causes of action, in contract or in tort, in law or in equity, which may arise put of performance of this AGREEMENT as a result of any error, omission or negligent act, unless such act is caused by an employee, agent or authorized representative f of the CITY. The CONSULTANT shall pay all costs from and against any i1 orders, judgements, or decrees which may be entered and from and against all costs, attorney's fees, expenses and liabilities incurred in the defense of any such claims, or in the investigation thereof. 1 SECTION XVI INSURANCE: The CO24SULTANT shall not commence WORK on this Agreement until it has obtained all insurance required under this paragraph and such insurance has been approved by the CITY. The Certificates of Insurance furnished to the PROJECT MANAGER prior to the can_nencF•nent of apc ration,,, shall clearly indicate that the CONSULTAIT has obtained irrsr.rraticc in the type, ratnount and classification as required for strict con%T) i�:nce i-rit2i this Paragraph: and that no T�aterial change or cancellation of insurance shall be effective without thirty (30) da;s written notice to the CITY. -24- F39--393 Compliance with these r.eg0rernents shall not relieve the CONSULTANT of its liability and obligations under this Section or any portion of this Agreement. Tht CONSULTANT shall. maintain during the term of this Agreement the following insurance. A. Professional Liability Insurance in the minimum amount of - $1,000,000 covering errors and omissions arising out of the terms of this Agreement. The professional Liability Insurance Policy shall be -- in the form of a standard Professional Liability Policy or a Specific_ Project Policy. B. Compiehensive general liability coverage with the following limits: bodily injury $1,000,000.00, property damage $1,000,000.00, - worker's compensation coverage up to and including statutory limits of $100,000.00 C. The City of Miami shall be added as additionally insured on the Architect's policy of insurance. All insurance policies shall be issued by companies authorized to do business under the laws of the State of Florida rated A: 5 or better per A.M. Bests' Key Rating Guide (latest edition); and which are ap;roved according to CITY specifications. SECTION %'VII TERMINATION OF AGREEMENT: The CITY retains the right to terminate this Agreement at any time prior to completion of the WORK without penalty to the CITY. In that event, termination of those Agreement shall be in writing to the CONSULTANT shall be paid for services rendered in each completed Phase'S 4 4�r prior to termination, in accordance with SECTION IV C011P NSATI0N, provided, LGa' at however the, cer.r.�in:3t:i.nn of this Agreement occurs during; and incomplete }� ptaa i r i phase, then the CONSULTANT :311311 be paid at the rate of two point: five (2.5) times the DIRECT TECHNICAL SALAJRY EXPENSE for those services rendered � in such incomplete Phase provided, that the CONSULTANT is not in default � �r under the terms of this Agreement. In no case, however, will the CITY k f ?'7 Eer pay the CONSULTANT a greater amount for an incomplete Phase than would Hsi have been paid had the termination been made at the completion of the Phase. In the event of termination for any reason, all documents, including plans, etc., as set forth in SECTION VII 014NERSIIIP OF DOCUMENTS shall become the property of the CITY, with the same provisions of use as set forth therein. -25- 89-39a� SECTION XVIII RIGHT OF UECISJONS: All services shall be performed by the CONSULTANT to the satisfaction of the PROJECT 111A A ;F.F:who sl).ill decide all questions. difficui.ties and disputes of vhatever nature which Wray arise under or by reason Of this Agreement, the prosecution and fulfillment: of the services. Hereunder, and the character, quaJity, amount, and value. thereof. and the PROJECT MANAGER'S decisions upon all claims, questions of fact., rind disputes shall be final, conclusive and bindl.nj; upon the part.i.es hereto, unless such determination is clearly arbitrary and unreasonable. In the event that the CONSULTANT does not concur in the judgement of. the PROJECT MANAGER as to any decision made the CONSULTANT shall advise the PROJECT MANAGER of it's non-occurrence and objection in writing, present his written objection to the CITY MANAGER, subsequent to advising the PROJECT MANAGER of his intention to do so; and the PROJECT riANAGER and the CONSULTANT shall abide by the decision of the CITY MANAGER. Adjustment of compensation and contract time because of changes in the WORK that may be necessary or be deemed desirable as the WORK progresses, shall be reviewed by the PROJECT MANAGER and the CITY MANAGER and submitted to the City Commission for approval, if necessary. SECTION XIX NON-DESCRIMINATION: A. The CONSULTANT will not descriminate against any employee or applicant for employment because of handicap, race, color, religion, sex or national origin. In the event of the CONSULTANT'S non-compliance with this Section of this contract, this contract may be cancelled or terminated or suspended in whole or in part and the CONSULTANT may be declared ineligible for further CITY ccntracts. B. The CONSULTANT will, in all solicitations or advertisements for employees placed by or on behalf of the CONSULTANT, state that all qua -ifiedapplicants will receive consideration for employment without regard to handicap, race, color, religion, sex or national origin. Y -26- 89-393 SECTION XX INDEPENDENT CONTIiACTOR: Tjie CO'SULTANT, i_tr, em}��nyees, agents and specialists shall be d f' deemc.l tt` hC ineC dI)[11ci('ll( (,11rr7 "ctor`c and not agents or employees/i the CITY, rind -hall nOT �t.tain nny or henefitn under. the Civil Service or. rension Ord lnanc(,_r- of the CITY, or anti• rig)-)tr generally afforded classified or unclassified employees; further it shall not be deemed entitled to the Florida Worker's Compensation benefits as an employee of the CITY. SECTION XXI MINORITY PROCUREMENT COMPLIANCE: The CONSULTANT acknowledges that it has been furnished a copy of Ordinance No. 10062, The Minority and Women Business Affairs and Procurement Ordinance of the City of Miami, and agrees to comply with all applicable substantive and procedural provisions therein, including any amendments thereto. SECTION XXII CONTINGENCY CLAUSE: Funding for this Agreement is contingent on the availability of funds and is subject to amendment or termination due to lack of funds, or authorization, reduction of funds, and/or change in regulations or program. SECTION XXIII DEFAULT PROVISION: In the event that the CONSULTANT shall fail to comply with each and every term and condition of this Agreement or fails to perform any of the terms and conditions; contained herein, then the CITY, at its sole option, upon written notice to the CONSULTANT ujay ca-tcel. and terminate this Agreement, and all payments, advances,or other cor.lpensation paid to the CONSULTANT by the CITY while the CONSULTANT taaU in default of the provisions herein contained, shall be forthwith returned to the CITY, provided the CONSULTANT was given the opprtunity to cure such default and fails to do so within fifteen (15) days of receipt of official notice. -27- AA SECTION XXI.V ASPESTOS ARATF.MENT: lnNestiF_ation and removal of asbestos containing material is not part of this f�frecrent or of the services rendered by the Architect in connection with the 1d,_,rk covered hY this Agreement. SECTION X.XV ENTi R1i AGRF.F T1j,'1411 This instrument and its attachments constitute the sole and only Agreement of the parties hereto relatinf; to Laid Project and correctly sets forth the rights, duties, and obligations of each. SECTION XXVI AMENDMENTS: No amendments to this Agreement shall be binding on either party unless in writing and signed by both parties. SECTION XXVII VENUE: Any litigation, arbitration or administrative proceeding arising hereunder shall be in Dade County, Florida. IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed by the respective officials thereunto duly authorized, this the day and year first above written. CITY OF MIAMI, a municipal Corporation of the State of ATTEST: Florida MATTY HIRAI City Clerk ATTEST: Jorge L. Estevanez Corporation Secretary APPROVED AS TO INSURANCE REQUIREMENTS: By GESAR H. ODIO City Manager CONSULTANT Urban Architects, Inc., A Florida for Profit Corporation By Nelson Mallo, President (affix Corporate Seal) Federal Employer I.D. #59-1585289 APPROVED AS TO FORM AND CORRECTNESS: Segundo Perez JORGE L. FERNANDEZ City Attorney --2 8- 89 -393 EXii1BI'I' "A" MODERN I ZATI ON PROJECT Propose� c��,n�, nf Prnjerr 1. THREE NEW TICKL'T BOOTHS/WASHROOMS To improve circulation around the OrnnFe Bowl end to provide washroom facilities for "tail gate" activities and parking lot special uses. The existing ticket booths will be removed after the new ramps and concourses are constructed. 2. HANDI CAPPLD-KA11I' DECKEAS1: SLOPE, NEW SEATING PLATFORMS AND NOKT11 AND SOUTH STANDS To provide Handicapped Seating and improve accessibility to this seating area and handicapped toilet. 3. 2-80001# ELEVATORS-2 SOUTH SIDE AND 1 NORTH SIDE The service elevator; are primarily for concession use. They can also be used to transport spectators when it is desirable to do so. 4. CONTROL SCREEN AROUND ORANGE BOWL STRUCTURE Replace existing orange fence located 30-40 feet outside face of structures with permanent decorative exterior wail. creating an at grade concourse around the Orange Bowl. Also incorporated with this wall will be four (4) points new ticket turnstyle entry points (1 located in each corner of the Orange Bowl.) It is proposed that ticketed patrons present their ticket regardless of the section they are seated in any one of four (4) entry points and then once inside at grade concourse, signing and graphics will direct the patron to the proper seat. 5. WASHROOMS MORE THAN DOUBLE -NEW TOTAL 1,250 PLUS FIXTURES 6. CONCESSION ADDITIONS -CONCESSIONAIRE TO FURNISH FIXTURES With the construction of the new concourses, the old concourses will provide space to expand concession facilities at the 36 and 68 foot levels of the North and South Stands. 7. UTILITY ADJUSTMENTS Relocate on -site underground utilities to accommodate the new ramp and concourse construction. 8. EXTERIOR LIGHTING Improve lighting for the exterior circulation area arounf the Orange Bowl. 9. STRUCTUI:AL REPAIR Replace concrete seating joists and slabs, clean, repair and paint structural steel where necessary. 10. EMERGENCY LIGHTING S7STEM To provide for a Standby Generator System in the event of complete power loss to the Orange Bowl Stadium. 11. GARDEN CONCESSION - SOUTH STANDS ONLY To accommodate those who arrive prior to the Orange Bowl being open for an event. Can also be used for special parking lot event uses. 12. REMOVE EXISTING INTERIOR FENCE AND ADDED PAVING Because the new fence system will be easily controlled, the existing interior fencing; will not be required. Pavement adjustments will be required to direct people to the new entry areas. 13. NEW RAMPS AND CONCOURSE This improvement will provide for a new ramp system twice as wide as the existing ramps but with a far more gentle slope. Entry to the stadium will greatly improve with far better ground control. The new wider concourses will vastly improve interior circulation with better access to the n w washrooms and concessions at the 36 and 68 foot levels. 14. NEW RA_.1111) SLOPES TO 9' 6 LEVEL, CONCOURSE Ramps at each end of the North and South Stands will be reconstructed with less slope than currently exists. CORPORATE RESOLUTION WHEREAS, Urban Architects, Inc. ., desires to enter into an Agreement with the City of Miami; and WHEREAS, the Board of Directors at a duly held corporate meeting has considered the matter in accordance with the By-laws of the corporation; NOW THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS that the president and secretary are hereby authorized and instructed to enter into a contract in the name and on behalf of this corporation with the City of Miami upon the terms contained in the proposed contract to which this resolution is attached. DATED this day of , 1989. Nelson Mallo CHAIRPERSON OF THE BOARD OF DIRECTORS 61 CITY OF MIAMI, FLORIDA INTER -OFFICE MEMORANDUM To: Honorable Mayor and Members of the City Commission FROM : Cesar H. Odl o City Manager E DATE : APR 19 1989 FILE : SUBJECT: Resolution to Approve Contract: Design Consultant for Orange Bowl Modernization Phase II REFERENCES: ENCLOSURES: RECOMMENDATION: TT is respectfiTlly recommended that the City Commission adopt the attached resolution authorizing the City Manager to execute an agreement, in the substantially attached form, with Urban Architects, Inc. for professional design consultant services for the Orange Bowl Modernization Project - Phase II, for a total fee to the consultant of $935,000, and authorizing the start of design work on said project for an amount not to exceed $187,000, with continuation of the work being subject to the Commission's approval of the total project and financing. BACKGROUND: e Depar ment of Parks, Recreation and Public facilities has prepared the attached legislation which authorizes the start design of work on the Orange Bowl Modernization Project - Phase II. Even though total financing for this project has not yet been finalized, we are requesting approval to begin work so that we may satisfy the major users of the facility, the University of Miami and the Orange Bowl Committee and complete negotiations with them for new long -tern use agreements, and so that we may be in position to begin construction after January 1, 1990, pending further Commission approvals-. Failure to initiate design wort: at this time will preclude January start of construction. Pursuant to public notice and direct mail solicitations for proposals, and after a lengthy competitive selection process, the design team lead by Urban Architects, Inc. (a Hispanic -owned firm) as the prime consultant was ranked first by the Selection Committee and later by the City Manager for this project. Subconsultants are Heery Architects and Engineers (a non -minority stadium specialist and structural engineering firm), Maurice Gray and Associates (a black -owned civil engineering firm), United Architects, Inc. (a Hispanic, female -owned firm that will perform facility inspections and investigation), Emilio J. Hospital and Associates (a Hispanic -owned electrical and mechanical engineering firm), Construction Management Services, Inc. (a black -owned firm that will provide cost estimating) and Laura Llerena and Associates, Inc. (a Hispanic, female -owned landscape architectural firm). Honorable Mayor and Members of the City Commission Resolution to Approve Contract: Design Consultant for Orange Bowl Modernization Phase II page 2 roved by the City Commission by The ranking was then app which further Resolution No. 88-1049 adopted Novemberhrough9Bde�signees Herbert authorized City Manager to negotiate, J. Bailey and John J. Mulvena, with the design professionals for the needed services. agreement These negotiations are now condit ions a forand the a performance attached of into details the terms and The work is divided required design consultant services. six (6) phases: Investigative Analysis and Construction Schematic/Preliminary Design, Design Development. estimate and Documents, Bidding, and Construction; City to costestimate City at the related documents are to be conclusion of each phase for approval. It should be noteany d that the City may terminate the worfor taaork time Burling the contract, paying the consultants only completed up to that point. A full report at the conclusion of s and phase may the first, Investigative Analy the future Programming, n this historic assi st the City t.y in determining Design Phase Vai 11 assi 1 i ty. The scheivati c/Prel imi nary ate file plan originated by facconceptualize those fi n6d�cigs herganyaski i7 and Associ a`ccs, inc. and the fi rm of Kunde, 5p " of presented to the CorlImi ssi ongin Jul' for 1a B� total of o �e$187 ,000 for each of three phases is L Phase 1 and 2. The total fee to the consultant, including all sub -consultants, uaC � is $935,000 for al 1 6 phases, Eahi ch i s roughly y the total project. The consultant completion on will remain otunder constructi on and the will ct, at of the City, throughDesign time is the City's acceptance of the finwhal wor k. be phased over estimated to be 7-1/2 months, construction time, and constructtoe January towill eAugusta( periods in phases, to be performed during both 1990 and 1991. for the first two (2) phases is presently available as a Funding le glover Extension Project Deposit, loan from the Downtown to People repaid immediately upon receipt of Project PJo. 371001, funds from the and Florida fromUe of the CitiesLoanL Bowl Enterprises' Fund from funds allocated package to be Operating Budget. We anticipate a full financing completed for Commission review within the next sixty (60) days.