HomeMy WebLinkAboutR-79-0413RESOLUTION NO.
79..413
A RESOLUTION APPROVING THE' AGREEMENT, BETWEEN THE CITY OF MIAMI,
FLORIDA, AND THE FIRM OF ECONOMICS RESEARCH ASSOCIATES., TO
PREPARE A POLICY MANUAL AND'TO REVISE ITS FEASIBILITY STUDY
OF APRIL 1978 FOR THE WATSON ISLAND PROJECT; AUTHORIZING THE
CITY MANAGER TO EXECUTE SAID AGREEMENT; AND AUTHORIZING THE.
CITY MANAGER TO EXPEND AN AMOUNT'NOT TO EXCEED $28,000.00
FROM THE WATSON;ISLAND,CAPITAL IMPROVEMENTS` FUND FOR SAID
AGREEMENT.
WHEREAS, the City of Miami, in undertakingthe developmentof the
Watson Island project, by Resolution No. 77-671, dated July 28, 1977,
approved the firm of Economics Research Associates as part of -the develop-
ment team assembled by the Developer -Operator, Diplomat World Enterprises,
Ltd.; and
WHEREAS, the Commission o
the City of Miami approved, among
other things, the financial feasibility report, prepared by Economics Research.
Associates,by Resolution No. 78-302, dated April 27, 1978; and
WHEREAS, it is now necessary and to the best interests of'the City
that the financial feasibility report be revised to reflect current
economic conditions and to meet the requirements of the revenue bond
underwriters; and that a policy manual be prepared for the joint use of the
City and the Developer -Operator; and
WHEREAS, the City has programmed approximately ,$28,000-00..from
the "Watson Island Fund to finance management research
and economic studies for the project;
NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION p RIBENT
INDEX.
MIAMI
,
FLORIDA: 'TCM NO
Section 1 The City Manager is hereby authorize'i to
an Agreement with Economics Research Associates for the
of preparing a policy manual governing the development and
of the Watson Island Project and revising the April, 1978,
bility study for said Project.
xecute
purpose
operation
feasi
arr COMMISSION
MEETING OF
rJUN 4
;?'9.41
Section 2. The City Manager is hereby authorized to expend an
amount not to exceed Twenty-eight Thousand Dollars ($28,000.00) from the
Watson Island Capital Improvement Fund to pay for the cost of services
under said Agreement.
PASSED AND ADOPTED this 4th day of June, 1979.
ROBERT F. CLARK
ASSISTANT CITY ATTORNEY
GEORGE KNOX, JR.
CITY A .RNEY
Maurice A.`Ferre
MAURICE A. FERRE MAYOR.
79-413
A` GREEMENT
THIIS AGREEMENT made this day.
and between the CITY OF 'MIAMI, a
.D.. 19�7,9, by,and
Municipal.Corporation.;,of the State
CITY,
Principal.
WITNESSETH:_
City -owned Watson
WHEREAS, the CITY proposes to develop the
Island into a major park development which will consist ofaircraft,
sports facilities,
amusement, - cultural', marine, recreational and
parking,landscaping and related amenities, hereinafter
PROJECT; and
WHEREAS, the CITY
from the Watson Island''
research and economic studies for the PROJECT; and
has programmed
WHEREAS, the CITY has selected Economics Research
part of the Developer -Operator team by
Resolution No.
called the
000.00
approximately $28 ;
Fund to finance
management
Associates as
7-671,
dated
28 July 1977; and
WHEREAS ",;Economics Research Associates prepared an economic
study base on the preliminary "drawings and overall design concept
in accordance`, with the terms and conditions of an Agreement, dated
11 November 1977, entered into by the CITY and the Developer -Operator,
Diplomat World Enterprises, Ltd; and
WHEREAS, the CITY approved said study and overall design
by Resolution No. 73-302, dated 27 April 1978; and
WI-IEREAS, the CITY desires.to engage Economics Research
render necessary professional and technical services
called WORK; and
WHEREAS, the Commission of the City of Miami
No. , dated , approved the
concept
Associates
hereinafter
has by ;Resolution
recommendation of
the CITY MANAGER to have the firm of Economics Research
Associates
render professional and technical services for the PROJECT and has
authorized the CITY MANAGER to
with said ;firm;'.
negotiate and
execute
an Agreement
t 79-413
NOW, THEREFORE, the CITY and the PRINCIPAL for the consideration
hereinafter set forth, agree
follows:
SECTION I
GENERAL
and covenant, one unto, the other, as
▪ The PRINCIPAL shall carry
out the work
dispatch in a sound, economical, efficient
and shall meet all provisions of all.
with all` applicable
and professional manner
applicable Federal, State and
Local: Laws.
B..`The .PRINCIPAL shall perform the professional and technical
services as hereinafter set forth and in accordance with .the
instructions of the CITY.
The CITY agrees to pay and the PRINCIPAL agrees to
as payment in full for all professional and technical
rendered,
as 'outlined in SECTION III'`
accept
services
PROFESSIONAL SERVICES,
FEE of TWENTY THREE THOUSAND AND NO/DOLLARS ($23,000.00)..
The CITY agrees to pay and the. PRINCIPAL, agrees t
hereof,
o accept
as payment in full for all REIMBURSABLE EXPENSES, as outlined
SECTION IV - REIMBURSABLES hereof, an amount not to exceed.
THOUSAND` AND NO/DOLLARS ($5,000.00).
SECTION II DEFINITIONS
City.
in
FIVE
CITY is hereby defined "as the City of Miami, Florida:
▪ CITY MANAGER - is hereby definedas the City Manager
• PROJECT DIRECTOR
is hereby defined as the
PROJECT.
D. PRINCIPAL is hereby defined
10960 Wilshire Boulevard,
Los Angeles, California
of the
irectorof the
as Economics Research Associates,
(213)477-9585.
90024
E."PROJECT „- is hereby defined as a major parks
City -owned Watson Island, an island in Biscayne Bay, of
87 acres in size, located on MacArthur Causeway, The
consist of the design and construction of all require
systems :within and external to the island
visitors and employees; airport, amusement,
marine, recreational sports and transportation
and related amenities.
development on.
approximately
development will
d infrastructure
parking facilities for
cul tura
entertainment,
facilities; landscaping
F. DEVELOPER - OPERATOR - is hereby defined as Diplomat" World
Enterprises,
Ltd., an agent of
National Bank Building, 25 West Street, Miami
(305)358-0275.
G. ARCHITECT -ENGINEER - is hereby defined as
Flagler
located at 1212 City
Florida 33130,
Duell
and
Associates, a consultant to the CITY, located at 606 Wilshire
Boulevard, Santa Monica, California 80401, (213)415-5873.
II. WORK - is hereby defined as all the professional and
technical services to be rendered or provided by the
the PROJECT, as described in SECTION III - PROFESSIONAL SERVICES
hereof.
I. LUMP SUM -FEE - is hereby defined as the amount:of.
the CITY agrees to pay and the PRINCIPAL agrees to.
in full for` all professional and technical
services
PRINCIPAL for
money
accept as payment
rendered pursuant
this agreement, to complete the WORK as further defined in SECTION
III' - PROFESSIONAL SERVICES, hereof.
J. REIMBURSABLE EXPENSES - is hereby defined as th
money the, CITY agrees pay and the PRINCIPAL agrees t
payment in full for certain services and costs relating to
PRINCIPAL'S performance of the WORK and which are not included
the LUMP SUM' FEE, as further defined in SECTION IV
hereof.
DIRECT TECINICAL SALARY EXPENSES i
e amount of
o accept as
the
in
REIMBURSABLES,
hereby defined as the
subject to Federal Income
straight -time portion of wages and salaries
Tax of the PRINCIPAL'S technical personnel (Principals,
not exceed.
shall not exceed
Economists,
engaged
E charged
shall
PER IIOUR, plus payroll burden which
SECTION III;. - PROFESSIONAL ,SERVICES
The. PRINCIPAL in close coordination with the CITY shall perform
WORK and
the CITY,
the following professional and technical services comprising the
befully responsible forall the professional
technical The .CITY 'S review and approval f'the
will
aspects hereof.
0
and.
Planners, Designers, Draftsmen, Writers and Technicians.)
directly on the PROJECT. The DIRECT TECHNICAL SALARY EXPENS
against the PROJECT for any personnel,` including PRINCIPALS
t•79-41 3
'.this Agreement the
WORK will relate only to overall compliance with the general
requirements and whenever the term "Approval by the City" or like
terms is used in this Agreement, the phraseology shall no way
relieve the CONSULTANT from any duties or responsibilities under
the terms of this Agreement and from using the highest standard of
professional services and practices. Upon the full execution of
services:
CONSULTANT will render the following
Phase "I Policy Manual
for ;the
responsibilities
and functions of the' DEVELOPER; -OPERATOR, -and: those ,of the.
PROJECT. The Policy
CITY in -a
Manual will define the
clear•, and precise manner for each critical step
in the development and operation of the PROJECT. The first
step will begin with the Development Permitting, phase and
then continue through all Phases of the architectural and
engineering design processes, through the' Bidding and
Construction Phases, the Pre -Opening process and will conclude
with the operating procedures required to operate and manage
the PROJECT after it is open.
2. The PRINCIPAL shall work closely
with the CITY, the
DEVELOPER -OPERATOR, the ARCHITECT ENGINEER. and other firms
as niay be, required in preparing
. Phase I.
Policy Manual shall
the Policy,. Manua
considered complete by
the CITY when the PRINCIPAL has produced a: document which
both the CITY and DEVELOPER -OPERATOR ' will agree upon as an
instrument which is both legal and bindingand which will
then be incorporated into the Agreement, dated 11 November
1977, referenced hereinabove. The PRINCIPAL shallrevise
the draft versions of the Policy Manual as
order to accomplish .this objective.
.
Phase II Feasibility ,Study -Revision
1. The PRINCIPAL shall revise the
necessary in
Feasibility'Study he
prepared-. as part of the Developer -Operator team efforts in
developing; -a preliminary
design and.'overall-concept for the
PROJECT. The; Feasibility Study was entitled "Presentation
Draft, Economic Feasibility of the Development;Concept'
Proposed for.Miami's Watson Island,'" dated Apri1-1978, and'
is a part of this Agreement by reference only.
4
• ./
2, The PRINCIPAL shall review all market data; all::
modifications
that have been made in construction budgets,
material and labor costs, fuel and energy costs, and
maintenance and operating costs; and attainable
The PRINCIPAL
in comparison to the April 1978 study.
shallalso determine the cost impact of the
on the PROJECT. The PRINCIPAL shall then revise
financial projections on the basis of the new material and
Policy Manual
formation and rewrite the Feasibility Study
and particulars that will meet the requirements
proposed bond underwriting.
3._Phase II - Feasibility
Study Revision shall be considered
CITY when the by the
co -managing underwriters for the proposed
Turben
complete by` the
CITY and by the
revenue bonds, i.e.,
and Blyth, Eastman
The .PRINCIPAL shall furnish the CITY with fifty (50)
of the final reports.
SECTION IV - REIMBURSABLES
.; The
document is approved
the firms of
Prescott,
Dillon and Company,'
Ball
Inc.
PRINCIPAL may perform certain services and.
.costs which` wilt -be conSidered as REIMBURSABLE EXPENSES. I
and understood that the PRINCIPAL shall control the amount of
REIMBURSABLE EXPENSES and he shall not exceed the total amount
specified in SECTION I GENERAL, ..hereinbefore,
by the City, Commission.
B. For the purposes of this Agreement, REIMBURSABLE EXPENSES
shall apply only to costs incurred:by the PRINCIPAL for his employees
who werein travel status, i.e., outside of Los Angeles,
for the PROJECT. Such costs shall include air travel costs and
expenses for hotel room, meals, local transportation and incidentals.
C. All travel shall be.approved by"the
revenues
copies
advance.
SECTION V CITY' S` SERVICES
The CITY MANAGER will
incur certain
t is agreed
without prior approval
California,
PROJECT, DIRECTOR in
appoint a qualified
represent the CITY MANAGER throughout the
PROJECT DIRECTOR to
duration of
this Agreement.
r.79-41 3
1
The CITY will furnish the PRINLIPAL' with such information as is
available and appropriate, such as records, ordinances, statistics,
studies, plans, maps and related data, as he may require in performing
his services.
SECTION VI - COMPENSATION FOR SERVICES
For professional and technical services outlined in SECTiori
PROFESSIONAL SERVICES, the CITY agrees to pay and the PRINCIPAL
agrees to accept as paynlent in full for his services the LUMP SUM
FEE of TWENTY 9.11IREE THOUSAND AND NO/DOLLARS ($23,000.00) which fee
will hereinafter be called the BASIC FEE.
B. Payment of the BASIC FEE will be ntade twice a month in
proportion to the services performed so that compensation at the
completion of each Phase shall equal the following percentages and
amounts of the BASIC FEE:
Accuinulated Value of BasicFee
AT END OF PI1ASE
1. Mobilization 30.0 $ 7,000
2. Phase I -- Policy Manual 60.0 13,850
II 20,700
4. Final Payment
Phase Feasibility Study Revision 90.0 Note:
3Final payment.will be made upon receiptby. the CITY.ty o
(50) copies of the final documentwhich will include
the
100.0 $23,00f0fifty
approved Policy Manualand the apProved Study
Revision report.
C. For the Performance of certain services and the expenditure
of certain costs not included in the BASIC FEE, the'CITY agrees to
pay and the PRINCIPAL agrees to accept as payment in full an amount
not to exceed FIVE TIIOUSAND AND NO DOLLARS ($5,000.00), hereinafter
called REIMBURSA13LES.
D. Payment of REIMBUIZSABLES will loe niade upon alpiprovai by the
PROJECT DIRECTOR of invoices prepared by the PRINCIPAL. If desired,
the PRINCIPAL may submit invoices for RIF,I.t41.3URSABLESsi.niul.taneously
with the. invoices for BASIC FEL, in a folinat acceptable to the
PROJECT DIRECTOR. Payments for REIMBURSABLES will be made on the
following basis:
1. Air travel at cost
2. Per diem
: ONE HUNDRED . AND. NO/DOLLARS ($100.00)
PRINCIPAL' S employees
per day, per
who are in travel status;
i.e., outsideofLos Angeles, California.
diem charge shall include all charges
rooms, meals, local transportation and
The per
for hotel
incidental
expenses related to travel.
SECTION VII - SCHEDULE
.The PRINCIPAL agrees to execute the professional and
services promptly and diligently in strict conformance with this
Agreement. It is understood and agreed that the PRINCIPAL shall
technical
complete all WORK under this Agreelfleflt .in ninety (90) days after
Notice
Proceed.
SECTION VIII. TERMINATION OF AGREEMENT
The, CITY retains the right. to terminate this Agreement at
time prior to completion of the WORK without penalty to.
In that event, termination of this Agreement shall be i
to the PRINCIPAL, and the PRINCIPAL shall be paid all, fees and
expenses incurred prior to termination and direct resultant
expenses.
etc.
any
n
the CITY.
writing
terminal
In the event of termination, all documents,; drawings,
shall be delivered to and become the property of the CITY.
The PRINCIPAL shall be responsible for all the work of his
organization, and of his Consultants or Associates.
in this Agreement shall create any contractual relation
of the specialists working for the PRINCIPALand the CITY.
be understood that the PRINCIPAL is in no way relieved for any
responsibility under the terms of this Agreement by virtue of any
1
•
specificati
other professional who may associates with him. in
WORK.
SECTION "IX -'OWNERSHIP OF` DOCUMENTS
Nothing contained
between any
It shall
performing the
All plans, drawings, specifications, field books, survey
information maps, reports and other data developed as a result of
PRINCIPAL upon
the CITY,
this Agreement shall be delivered to the CITY by the
the completion of the "WORK and shall become the property
without restriction of .limitation on their use.
7
79-413
SECTION X - AWARD OF AGREEMENT
The PRINCIPAL warrants that he has not employed or retained any
company
or persons to solicit or secure this Agreement and
that he
has not paid or, agreed topay any company or person any fee,'.
commission, percentage, brokerage fee, or gifts of any other.
contingent upon or resulting from the award of making this
The PRINCIPAL also warrants that to the best of his
and belief no commissioner,.mayor, or other officer or
kind
Agreement.
•
knowledge
employee of
the CITY is, interested, directly or indirectly, in the profits
emoluments of this Agreement or the job, work,
of
r. services for the
CITY in connection with the agreement or construction
f thi
The PRINCIPAL shall no engage during: the period of this
.the services of any professional or technical personnel who
at any time during the period of this Agreement in the
•
CITY, without written consent of the CITY.
SECTION XI EXTENT•OF AGREEMENT
This Agreement represents the
s PROJECT.
Agreement
has been
employ- of the
entire and integrated Agreement
bet.ween the CITY and tile PRINCIPAL and. supersedes all prior
representations or agreements, either; written or oral.;
may be amended only' by written instrument` by both CITY'and the:
negotiation
PRINCIPAL.;
This Agreement
SECTION XII -`SUCCESSORS AND ASSIGNS
The PRINCIPAL shall make no assignment or transfer of this
Agreement, or sublet, assign or transfer any part of the WORK under
this Agreement, without the' written consent of .the CITY. This
Agreement shall be binding upon the parties hereto, their
executors, legal representatives, successors
SECTION XIII -. AUDIT RIGHTS
and assigns.
The CITY reserves; the right to audit the PRINCI
pertaining to this Agreement at any during the
this Agreement and for a. period of one year after final paymen
heirs,
made under this Agreement.
SEC'1'ION XI.V - RIGHT OF DECISIONS
All
services shall be performed by the PRINCIPAL: to the
of the PROJECT DIRECTOR, who shall decide all questions
and disputes of
PAL' S records
prosecution. of
is
satisfacti
difficulties,
whatever nature which may arise under or b
reason of
this Agreement, the prosecutiDn and fulfillment of the services
hereunder, and the character, quality, amount, and value thereof,
and the PROJECT DIRECTOR'S decisions upon all claims, questions
of fact, and disputes
shall be conclusive and binding
parties hereto, unless such determination
upon -
the
is clearly arbitrary or 1
concur, in
•
to any decision made by . i
to the CITY MANAGER,
the PRINCIPAL 'shall abide
PRINCIPAL does not
unreasonable. In the event that: the
the judgement of the PROJECT DIRECTOR as
him, he shall present .his written objections
with a copy to the PROJECT DIRECTOR; and
by the decision of the CITY MANAGER.
SECTION XV:- NON-DISCRIMINATION PROVISION
The PRINCIPAL agrees that there shall' be
no discrimination as
to race, color, creed, or national, origin, in regard to the PRINCIPAL
obligations, work and services performed under the terms of this
Agreement.
SECTION XVI - CONSTRUCTION OF AGREEMENT
The parties hereto agree that this -Agreement shall
and enforced according to the laws, statutes and case la
be construed
ws of the
State of Florida
IN WITNESS WHEREOF, the partieshereto have through
proper corporate, officials, executed this Agreement
Year first above set forth.
ATTEST:
Secretary
ATTEST:
• City Clerk
APPROVED AS TO CONTENT:
J)r&Guo
oject Direc _or
Watson Island Development
ECONOMICS RESEARCH
By
their
the day and
ASSOCIATES
Wayne Wilson,
rincipal
THE >CITYOF MIAMI (a Municipal
corporation of the State of Florida)
APPROVED AS
City Manager
TO.FORM '& CORRECTNESS
City
Attorney
79-413