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HomeMy WebLinkAboutExhibit 3ATTACHMENT A — SCOPE OF SERVICES PROFESSIONAL SERVICES AGREEMENT ATTACHMENT A - SCOPE OF WORK ARTICLE Al GENERAL A1.01 RANGE OF SERVICES The Program Manager shall furnish, as Basic Services, comprehensive management services described in Attachment Al. The Request for Letters of Interest (RFLI) dated December 19, 2005, No. and the Request For Information (RFI) dated January 19, 2006, number 05-06-022 and their corresponding responses are incorporated herein by reference are included of this Agreement. In addition, the attached Negotiation Amendment to the RFI is incorporated by reference and is included as part of this Agreement. Where there is a conflict between these documents the order of preference shall be; 1. Professional Services Agreement, 2. Negotiation Addendum, 3. RFI, 4. RFLI. The Program Management Services contemplated by this Agreement consist of management of all aspects of the Project and support and assistance to the City in the five Phases of the Project. Phase I covers the requirements for economic, marketing and financial analyses and cost to benefits aspects of this Project. Phase It includes managing and/or assisting in all aspects of the Project, including, without limitation, the procurement of services, including bidding and contracting, Project development, design, and construction, and post construction aspects of the Project. The Program Manager shall be responsible for managing, monitoring, and reporting to the City on all aspects, performance of all participant, and the progress of the Project in accordance with approved Master Project Schedule. The Program Manager agrees to furnish the Program Management Services described in this Agreement and those that are expressly described or necessarily inferred in the Agreement as the responsibility or function of the Program Manager. The Program Manager agrees to perform such services in an expeditious and timely manner consistent with the best interests of the City as set forth in the Agreement and as otherwise made known to the Program Manager and agreed to by the Program Manager. The Program Manager shall provide the Program Management Services under this Agreement in a manner consistent with the highest standard of care and professionalism of the industry. The Program Manager shall assist in the preparation, review and evaluation of all proposals, bids and solicitations relating to the Project and shall assist and make recommendations to the City for the award and negotiation of contracts connected with this Project. The City and Program Manager hereby agree that the Program Manager may, subject to the prior written approval of the Director, negotiate Change Orders on behalf of the City. Notwithstanding the foregoing, the Program Manager shall have no authority to bind the City with respect to such Change Orders and same may only become binding upon the approval and execution of the City. The City reserves the right to directly negotiate, participate in negotiation of Change Orders or to reject Change Orders negotiated by the Program Manager and direct the Program Manager to re -negotiate the Change Orders. In case of termination of the A/E, the Contractor or other firms participating in this Project, the Program Manager shall as part of the Program Manager's Basic Services assist the City in securing the services of another lawfully licensed person or entity to perform the services necessary to complete the Project. A1.02 COOPERATIVE WORK The Program Manager will be responsible to work in cooperation with officials of the City, the University of Miami, the AJE, the Contractor, the commuity and other stakeholders, and with other entities necessary to administer the planning, design and construction of the Project. A1.03 NON-EXCLUSIVE RIGHT It is understood that the Notice to Proceed will be issued under this Agreement at the sole discretion of the City Manager or Director and that the Program Manager has no expectation, entitlement, right to or privilege to receive a Notice to Proceed for the Project. The City reserves at all times the right to perform any and all Professional Services in-house, or with other private firms or to discontinue or withdraw the Project or to exercise every other choice allowed by law. This Agreement does not confer on the Program Manager any particular, exclusive or special rights to Work required by the City. Page A-1 ATTACHMENT A — SCOPE OF SERVICES PROFESSIONAL SERVICES AGREEMENT A1.04 PAYMENTS The:City will,''pay the Program Manager a monthly,'amount p., the -,Core Staff and:shalI pay. for Supplemerrtaj Staff�f �n acbordance;w�th provisions'and limitations -of �Ittacltmellt f No payment will e made; for, the,Program ana,ger;'s time'cr services:inconnection.with the preparation af,aay.p:rapasal'for add tibnal Services, ARTICLE A2 STAFFING The Program Manager will perform all Services described in this Scope of Services by use of the Core Staff and/or the Supplemental Staff, as described below. All staff shall be duly qualified, trained and/or licensed to perfrom the Work assigned to them. A2.01 Core Staff As depicted in in this Agreement Basic Services shall be perfomed by Program Manager's staff assigned on a full- time basis. Ahy tnadifieationinthe Services may trigger. a corresper d ng„m+?dificatlonAl the I ump,Su.m .C9mp.ensetian. A2.02 Suplemmental Staff The Services performed by these staff will be for short term Services, or for long-term and continuing Services, associated with the Scope of Services. Services may be compensated on a hourly or lump sum basis. A2.03 Staffing Changes If additional staff is warranted in the opinion of the Program Manager due to workload issues, a written request will be made by Program Manager to the Director whose written approval is required as described below. 2.01-1 Changes due to Absence or Termination: If there are changes in the Core Staff or Supplemental Staff, due to voluntary or involuntary termination, that position(s) will be replaced within five (5) business days of the date of separation, or as requested by the Director. Should an individual staff, particularly within the Core Staff, be absent for more than 15 consecutive business days due to vacation, illness or other matter, Program Manager shall provide a qualified replacement that is acceptable to the Director. Director, in his/her sole discretion, may additionally request qualified replacement staff due to absences of less that 15 business days if warranted by the nature of the work handled by that staff. Such changes shall be noted and approved in writing. 2.01-1 Changes due to Proiect Requirements: Director's approval shall be in writing for additional or replacement Core Staff and for additional Supplemental Staff not included in the Core or Supplemental Staff and estimated to work in excess of 20 hours per month in total. In such cases, Program Manager shall provides a writen proposal to Director detailing anticipated man-hours and related requirements for the task or activity to be assigned to additional Supplemental Staff. Where Supplemental Staff are required on an ad hoc, non -repetitive basis for 20 hours per month or less in total, the Director's approval may be designated by his/her approval of the invoice that contains and specifically identifies such additional staff. Such addition of Supplelmentary Staff shall be duly noted in the monthly invoice and Management Report. Program Manager shall bear the cost of any additional staff not approved by Director. 2,01-1 Electronic mail requests or proposals and authorizations are acceptable. ARTICLE A3 CITY'S RESPONSIBILITIES A3.01 PROJECT & SITE INFORMATION The City, at its expense and insofar as performance under this Agreement may require, will make its best efforts to furnish the Program Manager with available information on the Orange Bowl Stadium that may assist the Program Manager in the performance of its responsibilities under this Agreement. A3.02 PROJECT MANAGEMENT A3.02-(a) The Director or designee shall act on behalf of the City in all matters pertaining to this Agreement. The Director or designee shall issue all Notices to Proceed to the Program Manager. The Director or designee shall approve all invoices for payment to the Program Manager. A3.02-(b) The Director shall designate a City Project Manager from staff to have general responsibility for management of the Project. The City Project Manager shall meet with the Program Manager at periodic intervals throughout the Services to assess the progress of the Services in accordance with approved schedules, The City Project Manager shall also examine documents submitted by the Program Manager, including invoices, and shall promptly render decisions and/or recommendations pertaining thereto, to avoid unreasonable delay in the progress of the Services. Page A-2 ATTACHMENT A — SCOPE OF SERVICES ATTACHMENT Al PROJECT DESCRIPTION 1.0 OVERVIEW (taken from RFI) The Orange Bowl Stadium (Stadium), which was built in 1937, is owned and managed by the City of Miami. From the day the Stadium opened it has been home to the University of Miami Hurricane football team, who have won three national collegiate football championships and who have been routinely ranked as one of the top ten teams in the national polls during the last thirty (30) years. The stadium has also hosted many world class events throughout its history. The Stadium was home to the Miami Dolphins when they became the only NFL team to achieve a perfect season. The annual NCAA Orange Bowl Classic Football Game was held at the Stadium until recently being move to the nearby Dolphin Stadium. The Stadium was the site of the boxing match between Alexis Arguello and Aaron Pryor, for the undisputed welterweight champion; The Stadium has also hosted many national and international soccer tournaments such as the Marlboro Cup, Libertadores, the 1996 Soccer Summer Olympics, and the Gold Cup. The Orange Bowl is located in the heart of Miami and in close proximity to areas and features which draw tourists and fans from around the world. There is shopping in downtown Miami, and the areas of Little Havana, Little Haiti and other locales with unique cultural distinctions. The Miami International Airport is nearby as are world -class hotel accommodations. The City of Miami is undergoing unprecedented revitalization as it continues to grow into a world -class City, attracting new residents from around the world. Miami is recognized worldwide as the gateway to Latin America and as an international hub. Miami successfully hosted the 4ih annual Latin Grammy Awards show, the visit of the Spanish Prime Minister Jose Maria Aznar, the celebration of the Free Trade of the Americas Conference, FTAA, the MTV Music Video Awards and the Latin Billboard Awards. The City of Miami's goal is to revitalize and redevelop and return the Orange Bowl to a world -class stadium sought after by local, national, and world -class events. This goal includes the following. Develop New Sources Revenue Provide a stadium that vastly improves annual revenue potential for the City of Miami and the University of Miami Hurricanes. Additional reveue sources to be evaluated include stadium or scoreboard naming rights, seating plans, conference center, restaurants, branding, development of outparcels, acquisition of adjoining lands, potential additional partnerships with the University of Miami, the Miami -Dade County School Board and other, etc. The Program Manager will be required to guide the design team in creating multiple tiers of new amenities for ticket holders ranging from general admissions seating to new luxury suites. New amenities should be added consistent with new and recently renovated collegiate and/or professional football stadiums. Improve Game Day Experience and Fan Amenities Improve the overall quality game day experiences for all fans by creating new premium amenities, and amenities that also benefit all ticket holders. Some of these amenities include updating and increasing restroom counts, concourse widths to increase access to restrooms and concessions, concession points of sale and an exterior redesign intended to create a new image for the Orange Bowl. Reduce impacts to University and Existing Ticket Holders Construction will be phased so that the University of Miami Hurricanes can play at the stadium throughout the redevelopment, which would be complete for the 2009 football season. 2.0 PROJECT DETAIL (taken from RFI) The Program Management services envisioned for this Project requires the Program Management firm to perform the following: 1. Understanding of the City of Miami's Scope Requirements a. Partnering b. Be efficient and adaptive c. Provide innovative tools and necessary resources d. Assist in legacy building and community stewardship 2. Administrative Elements Contract No. A-3 Program Manager Initials ATTACHMENT A — SCOPE OF SERVICES a. Master scheduling b. Control of construction budgeting c. Analyze and control funding d. Develop appropriate contract delivery methods e. Manage professional consultants 3. Production Program Elements a, Development of Project's scopes for various professional services required b. External coordination with various funding sources c. Understanding of State of Florida, Miami -Dade County, and City of Miami Design and Construction codes, rules and regulations d. Understanding of City policies and procedures e. Quality control and constructability reviews f. Coordination of design and construction efforts g. Construction observation h. Construction and professional services contract administration i. Public relations support j. ADA compliance management k. Filing and record document control I. Contractor and consultant performance reviews 4, Construction Program Management Elements a. Management approach, personnel and staffing plan b. Manpower efficiency c. Schedule and budget control d. Quality control and on -site construction reviews e. Development of City staff f. Review of management and staffing efficiencies g. Compensation strategies The Program Management Services to be provided by the Program Manager, include but are not limited to: 1. Program Management, The Program Manager shall identify the responsibilities of and between all participants and other service providers, involved in the Project, including those under contract to the City. Manage and coordinate ail such responsibilities, The Program Manager will assist in the solicitation of proposals for professional services, negotiation and the award of contracts. 2. Master Project Budget(s). The Program Manager will be responsible for establishing and managing the Master Project Budget, including the fixed construction budget, which will be done with the assistance of the City. The Program Manager will be responsible for periodically monitoring, evaluating, updating and reporting on the Master Project Budget for the Project The initial Master Project Budget(s) and all updates of the Master Project Budget will be subject to the review and approval of the City. 3. Master Project Schedule(s). The Program Manager will be responsible to evaluate the Project to identify and develop an overall Project critical path. The Program Manager will be responsible for developing and maintaining the Master Project Schedule for all participants in the Project, including those who are or are not under contract with the City. The Program Manager shall be responsible for recommending the approval of the baseline schedule for design, construction and post construction services. The initial Master Project Schedule, which shall be utilized to create the master baseline schedule and all updates of the Master Project Schedule, will be subject to the review and approval of the City. The Program Manager shall ensure the timely updating of project schedule submittals by all appropriate participants. The Program Manager shall incorporate schedules accepted by City into the Baseline Master Project Schedule for the Project. The Program Manager will be responsible for monitoring and evaluating the Baseline Master Project Schedule and provide periodic reports and both electronic and hard copies of the schedules, as updated, to the City. The Master Project Schedule shall include appropriate milestones and will identify the estimated duration of the various portions of the Project, The Program Manager will evaluate the Baseline Master Project Schedule and phasing of the design and construction work to identify means of optimizing the sequencing and phasing of the Project thereby reducing the overall Project Schedule. The Program Manager shall be responsible for identifying delays in the work and recommending to the City options to resolve and mitigate any such delays. The Program Manager shall ensure that project participants submit and updated schedule with each payment application. 4. Procurement and Award. The Program Manager will assist in the review and evaluation of proposals, bids and work authorizations and advise the City with respect to the award of contracts, involved in the design, construction and post construction services of the Project. 5. Schedule of Values. The Program Manager will direct the Contractor in the development of a Schedule of Values for reporting the Cost of the Work. The Program Manager shall ensure that the Schedule of Values is updated in a Contract No. A-4 Program Manager Initials ATTACHMENT A — SCOPE OF SERVICES timely manner and is current at the time of submission of each payment application. The Program Manager shall not approve a payment application without a current Schedule of Values. 6. Project Communications. The Program Manager will be responsible for managing, coordinating and facilitating communications among and between all project participants and other parties involved with the Project. 7. Project Reporting. The Program Manager will be responsible for all preparing and disseminating all reports under this Project, including but not limited to monthly, weekly and bi-weekly reports on the progress of all aspects of the Project. 8. Public and Regulatory Approvals. The Program Manager will coordinate and assist the City, the A/E and the Contractor, as required, to secure public and regulatory approvals required by governmental agencies having jurisdiction over the Project. 9. Payment Procedures. The Program Manager will receive, review and evaluate all Applications for Payments submitted for accuracy in accordance with Florida Statute's Local Government Prompt Payment Act. The Program Manager will recommend in writing approval of all acceptable payment applications or reject, in writing, and require the resubmission of Applications for Payments that are deficient. Rejection of Applications for Payment must include a written basis for such recommendation. 10. Close-out and Commissioning. The Program Manager will be responsible for managing the close-out of construction and start-up operations of the Project. 11. Naming Rights. The Program Manager will develop and implement a plan for the naming rights for the new scoreboard. Such assistance will identify potential sources, contract development and negotiations. 12. Small and Disadvantaged Business Program. The Program Manager will identify to the City, A/E and Contractor opportunities for small and disadvantage business. The Program Manager shall also be responsible for identifying trade work that can be performed utilizing the local workforce. Program Manager will responsible for preparing all reports required to track and provide details on utilization. 13. Community/Stakeholder Outreach. The Program Manager will assist the City in conducting Community and ng ings Ctommu i y/Stakeholdersw include hich will 1but consist limitedd�to local etresidentsd and bursinessing n presentations.d making and Miami -Dade County government, 14. Quality Control & Assurance. Develop, implement and manage a quality control and assurance plan for all phases of the Project 15. Services. The following are intended to delineate the type of services expected to be provided by the Project Manager during the various phases of the project. A. General 1. Serve as the City's representative (Owner's Representative) throughout the Project 2. All communications with the City shall be coordinated through the City's Project Manager. 3. The City's Project Manager shall be copied on all correspondence 4. Prepare and distribute all meeting minutes to confirm and record the understandings and agreements resulting from meetings and conferences related to the project. Facilitate meetings of City's Project Team and document decisions made as well as key discussion points in meeting minutes. Responsible for distribution of all meeting minutes 5. Attend all meetings requested by the City, including those necessary to develop the program criteria 6. Work with the City and establish a clear project scope of all services for the Orange Bowl Renovation Project. 7. Work with the City to establish the scope of services related to removal of any Hazardous Materials. Monitor the progress of the Hazardous Materials removal 8. Conduct economic, financial and marketing analysis and prepare reports to the City of findings. i. Cost/benefit analyses ii. Conduct a conference center feasibility study iii. Conduct a restaurant feasibility study iv. Restaurants, concessions and other amenities including a comparison with other collegiate facilities v. Sizing and number of Club Suites, Club Seats. Club Lounge, and other amenities vi. Maximize revenue vii. Market comparison viii. Ancillary uses of site ix. Operations plan and associated costs 9. Develop a premium seating pian Contract No. A-5 Program Manager Initials ATTACHMENT A - SCOPE OF SERVICES 10. Develop a stadium signage plan 11. Prepare and review development plan and design concepts with the City. 12. Recommend to City actions to be taken to facilitate the Project. 13. Develop, with the assistance of the City a Master Project Budget and distribute upon approval as directed by the City. 14. Revise and update the Master Project Budget against baseline as necessary to reflect current status. 15. Develop, with the assistance of the City a Master Project Schedule. 16. Prepare cost estimates. 17. Revise and update the Master Project Schedule against the baseline as necessary to reflect current status. 18. Develop and obtain approval of the City of a Construction Phasing Plan. Construction phasing plan must be developed in a manner that does not impact any University of Miami football game and any other events scheduled at time of development of this Plan. 19. Revise and update the Construction Phasing Plan against baseline as necessary to reflect current status. 20. Assist with award of a contract with the NE firm for design of the Project. 21. Coordinate requirements of the concept design with on -going repairs, including structural repairs of the Orange Bowl. 22. Review on -going repairs, historical data, including available plans, drawings, construction documents and reports to determine their impact on the Project. 23. Develop with the assistance of the City the program and design requirements for the Project, which will be used as a standard by the A!E for the design of the Project. 24. Perform preliminary investigation, and finding of fact of planned construction, construction or modification to properties adjacent to the Project site; or projects that may have an effect upon the Project, or the Project's goals and objectives. 25. Assist the City in the procurement, negotiation and monitoring of the Testing Laboratories during the construction phase. 26. Assist the City with all specialty services during the Project including assisting the City with leasing suites and boxes, and reviewing financial assessments 27. Develop, implement (subject to City approval) and manage a dispute and conflict resolution process. 28. Recommend lease terms to the City for any and all potential lessees B. Design Phase 1. Review and study any relevant reports, documents or studies previously prepared 2. Work with the City to find any and all "as -built" drawings from previous Orange Bowl projects that can be used as backgrounds for the successful Design Consultant 3. Establish a list of national A/E firms which specialize in Sporting Venue Design 4. Perform preliminary investigation of utility connections and capacities at the project site. Close attention must be made to ensure NE performs thorough utility coordination. Final responsibility for utility coordination rests with the AIE. 5. Compare the resultant Design Agreement proposed fee to that line item in the Project Budget. 6. Meet with the Design Consultant and establish a workable design timetable. And revise the Master Project Schedule accordingly 7. Attend all milestone review meetings, monitoring the design's progress and checking it against the project schedule 8. Review all drawings and specifications at all milestones for the purposes of value engineering and constructability 9. Manage the Design Consultant throughout the design and construction phases 10. Assist City by preparing for Public Meetings as may be necessary from time to time related to the Design Consultant's action or services 11. Establish construction administration service procedures required by the Design Consultant 12. Monitor the Design Consultant's CADD drawings related to changes and ensure that the City receives a proper set of CADD drawings in electronic format at the end of the project 13. Make recommendations to the City regarding any additional services requested by the Design Consultant and any errors and/or omissions that the Design Consultant is responsible for 14. Coordinate between the City, the Design Consultant and the Contractor, so that open and honest communication is common during the design and construction phases 15. Review design for compliance with project goals and requirements. (Design includes, but is not limited to drawings and specifications.) 16. Timely report all issues and deficiencies in performance to the City that impact the Master Project Schedule or Budget 17. Facilitate review and approval of the Project by all entities having permit or other jurisdiction Contract No. A-6 Program Manager Initials ATTACHMENT A - SCOPE OF SERVICES 18. Maintain records on ail changes request by the City and by the permitting agencies. Program Manager shall be able to track and report on all associated costs. 19. Establish a final payment and close-out procedure to ensure that all documents, materials and other requirements are received by the City C. Construction Phase 1. Establish a list of nationally recognized Construction firms that have built similar projects regarding complexity and large sporting venues 2. Establish with the City an RFP for Construction Services 3. Establish the grading system to be used during the evaluation of the RFP's 4. Assist the City in the review, evaluation of the proposals received for Construction Services 5. Assist the City in the negotiation and award of a contract for Construction Services 6. Clearly define the Construction Firms scope of services, additional services and construction errors and omission responsibilities 7. Compare construction cost to that line item in the Master Project Budget an update accordingly 8. Establish with the City the preliminary construction sequence and timetables that meet the City's Project overall schedule goals. Then meet with the Contractor and establish a workable construction schedule 9. Compare construction schedule to Master Project Schedule and update accordingly 10. Provide on -site representation throughout the construction phase 11. Manage the Contractor throughout the design and construction phases 12. Ensure that Contractor prepares one week, two week, and monthly look -ahead schedules. Program Manager will be responsible for the distribution of these schedules. 13. Provide weekly reports to the City during the construction phase. Reports to include logs on submittals, RFI's and CPR's 14. Work with the Contractor to establish value engineering procedures and criteria and closely monitor the estimates of design through the design period 15. Review all estimates and compare it to the original Master Project Budget 16. Establish construction administration procedures to be used by the Contractor throughout the construction period 17. Require that the Contractor furnish an original construction schedule and monthly updates 18. Monitor the progress of construction and compare the progress to the original construction schedule and the monthly updates 19. Coordinate the activities for Testing Laboratories during the construction phase. Evaluate and make recommendations regarding their costs and services 20. Track and report on all change orders, pending change orders, the basis for change orders and their associated costs. 21. Track and report on all unforeseen conditions, and their associated costs. 22. Assist City by preparing for Public Meetings as may be necessary from time to time related to the Contractor's action or services 23. Ensure that the Contractor is complying with the Quality Control and Assurance Plan 24. Establish a substantial completion and punch list procedure so that all areas are properly reviewed and that the subsequent lists are properly completed prior to issuance of the notice of Substantial Completion 25. Establish a final completion and close-out procedure to ensure that all documents, materials and other requirements are received by the City 26. Make recommendations to the City regarding all additional services, or time extensions requested by the Contractor. Also review and make recommendations regarding the Contractor's responsibilities regarding construction errors and/or omissions 27. Coordinate between the City, the Design Consultant and the CM, so that open and honest communication is common during the design and construction phases 28. Timely report all issues and deficiencies that impact the Construction Schedule. 29. Review and recommend to the City proposed uses of construction contingency by the Contractor. 30. Maintain a "Pending Change Report" to track proposed increases in the construction contract and uses of construction contingency - expected, committed and contracted. D. Post Construction Phase 1. Develop a Sponsorship/Naming Rights Plan and assist the City in implementing the Plan and entering into sponsorship agreements 2. Develop and implement a training program for City personnel for all equipment and operation aspects of the improvements to the Orange Bowl Stadium 3. Develop an operation plan and associated benefits cost for operation by the City, Private, or a City/Private partnership. Manage the build -out of the concessionaire sites. Contract No. A-7 Program Manager Initials ATTACHMENT A SCOPE OF SERVICES 4 Based on the completed renovations develop start-up and annual maintenance plans, including preventative maintenance, with corresponding budgets 5. Assist the City in the selection and contracting process for a restaurant. Manage the build -out of the restaurant site (if determined to be financially beneficial) Manage the build out of the 6. Assist the Cityin the concessionaire selection and contracting process. concessionaire sites, including systems and equipment 7. Develop a Parking plan and assist the City in its implementation. B. Develop a warranty plan for for monitoring, reporting and tracking warranty issues and repairs In addition, as stipulated in Attachment A the RFLI, RF1 there corresponding responses from the Program Manager and the Negotiation addendum are incorporated by reference and become part of this Agreement. Contract No. A-8 Program Manager Initials