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CITY 05 MIAMI
DEPARTMENT KJFCAPITAL IMPROVEMENTS AND
TRANSPORTATION PROGRAM
PROFESSIONAL SERVICES AGREEMENT
Service Category MisceUaneGLIsEnvironmental EUg1neehngServices
Contract Type Continuing Services for Miscellaneous Projects
Oonmoltont T,Y.Lin International
TABLE OFCONTENTS
ARTICLE1. DEFINITIONS .............. ...................... ..................................... ~...... .............................. .4
ARTICLE 2. GENERAL CONDITIONS ... ......... .................... ................. ........... ............ ................ G
2.01
TERM ........................................................................ .-.......... .... ..... ....... ....... ..---........................ 0
2.02
OPTION TO EXTEND ................................. ............ .-... .... ............... .......... -..--.......... ........... 6
2.03
SCOPE OFSERVICES ........................................................................................................................... ..o
2.04
COMMUNITY BUSINESS ENTERPRISE ("C8E") PARTICIPATION .......................................... ............. O
2,06
COMPENSATION ........ ............................................................................................................................... 7
ARTICLE3. PERFORMANCE ............ ..... .................................... ..................................... ,.,°,.~~.7
3.01
PERFORMANCE AND DELEGATION_ ..................................................................................................... 7
3.02
REMOVAL OFVNSAT1SFACTORY PERSONNEL, ..................... ....................................... ................ ... 7
3.03
CONSULTANT KEY STAFF ........................................ ........ ........ ........ ............................ ................ 7
8.04
TIME FOR PERFORMANCE ......................................................... .'.-...................................................... 7
100
STANDARD OF CARE ...................................................................................................... ........ --...O
ARTICLE 4. SUB -CONSULTANTS ............... ........ .................... ................. ............ ......................... Q
4.01
GGWr=RAL,.... -................................................................................................ ...................... --........... 8
4.02
SUB -CONSULTANT RELATIONSHIPS- ............................................. ........... .---........_........... 8
4.03
CHANGES TOQV ............................ .............................. ............................. .~......... .... a
ARTICLE5. O2FAULT................ ...... ....... ... ............................ ........... .... ___ .... .......................... .O
5.01GENERAL
.------._--....---...-..-.-.,~-...-..-~--.--'-~.-_.'-.�
`
U.W,Q
.................. I.'.." ..^^. I ..... ..�'............ .......'`
5.08
TIME TOCURE DEFAULT; FORCE MAJEURE-...-..---....-.....-....-......~-~---...
�9
ARTICLE 6. TERMINATION OPAGREEMENT ............................. ............................. ................
9
&01
CITY's RIGHT nOTBRM|NATG.......... .,-.................. .-._...-........ -...-.........................
B
'6,02
CONSULTAN7`sRIGHT TOTERMINATE ............................ ...... .............. ..~.---~.~.....-.-g
6.03
TERMINATION DUE TOUNQ|GCLOSED�LOBBYIST ORAGENT ........................... .................................
9
ARTICLE 7. DOCUMENTS AND RECORDS ............... ..... ....... ............ .... ........... ...... ...... ........ .1O
7.01
OWNERSHIP OPDOCUMENTS ......................................................................................... -... ..............
1O
7�02
DELIVERY UPON, REQUEST OR CANCELLATION -..-.......-.-.......-.--.-.-_..10
7a(M
RG4JSE'BYCITY ........................................ ........................................... ............... ................ ...............
i0
7.04
NONDISCLOSURE ......................... .................................................................... ... ...... .......................
18
7.06
MAINTENANCE C)FRECORDS; PUBLIC RECORDS ................................................. ...........................
1O
ARTICLE 8. INDEMNIFICATIONS ..°.~.... "..... .... ..... ................. ...... ........................ ........ .......
11
ARTICLE 9. INSURANCE ........... ........... ...... .......... ........ -........ ........ ... .... ........... ........... .....11
9�01
COMPANIES PROVIDING COVERAGE* --..-.---.--..-...... ...-...... --....... ..... ... ~...1i
9.02
VERIFICATION OFINSURANCE COVERAGE ............................... ............. ....-........ .............. .11
8.03
FORMS 'OF COVERAGE .................................................................................................. .........................
12
9\04
MODIFICATIONS nJCOVERAGE ......... .-:.-................................. ....................................................
i2
ARTICLE 10. NU ...................~~...~.~......~.12
10.01
AUDIT fgGHT�->INSPECTION RIGHTS .......................................................... ............. ... .......................
12
10.02
ENTIRE A8RGEMBNT............... ...........................................................................................................
13'
10J3
SUCCESSORS AND ASSIGNS .... ............................ ............... .....-__..~............. ..............
13
10.04
TROTH-IN4JEGOTIATONCERTIFICATE -......-.----..--.--.......~.-...-.-....13'
10.86
APPLICABLE LAW AND. VENUE 0FLITIGATION ............................................ .....................................
13
10.08
NOTICG$................ ............... .......... .............................................. ,... .... -.-..-....... -..... ....~13
Miscellaneous Environmental Engineering Services
10.07
INTERPRETATION ...-~-,..-,-,_,,,_,~.~..-._--.~.....---..,.~...~-..~....i4
10.08
JOINT PRGPAMAYON............................................................................................................................
]
14 ,
10.08
PRIORITY OF PROVISIONS ....................................................................................................................
14 ]
10.10
MEDIATION ~ WAIVER OF JURY TRIAL ................. .............................. ................................................
14
10.11
TIME ................................. ..................... ...................... ...........................................................................
14
10J2COMPLIANCE
WITH LAWS ............................................... ........................................................... ..............
14
1.0.13
NOPARTNERSHIP ..................... -............ ...................... .................... ......... ....................... ...... .15
10.14
DISCRETION OFDIRECTOR .....................................................................................................................
i6 �
1015
RESOLUTION OpCONTRACT DISPUTES: .......................................................... ...................... ...........
1§
10\16
INDEPENDENT CONTRACTOR: ................................................................................ ............................
16
ATTACHMENT
/\- SCOPE CfWORK ................................................ ......................................... ........
2D
ARTICLEAl. GENERAL ................. ....... ....... ....................................................................... ...-.2O
A1.01
SCOPE OPSERVICES ............................................................................................................. ...............
2Q
A1.02
WORK ORD2R8_,............. ......................................................................... ............................................
20
ARTICLE A2 BASIC GERV|CBS~................ .................... ..~~....~...................................................
2O
44.01
DEVELOPMENT OFOBJECTIVES ................................ ................................................. .-.......... -.'2d
A2,02
SCHEMATIC DESIGN ................................................... ....................................... ................................
.2i
A203
DESIGN DEVELOPMENT ,.-___---,__~...................................................................
22
A2.04
CONSTRUCTION DOCUMENTS ....................................... ...... ..... ...... ..... ........ -......... .................
2e
A206
BIDDING ANDAVVA0]OFCONTRACT_ ...... ........ ............................ ..................................................
24
A2.08
ADMINISTRATION 0FTHE CONSTRUCTION CONTRACT ............................................................... ...
24
A107
TIME FRAMES FOR COMPLETION ................................................. ......................... ...............................
27
ARTICLE A3 ADDITIONAL SERVICES ................................... ........... ........ ........ ...............................
27
A3.01
GENERAL .--.--.-.-^-...~.....-..-..--.....,.........-.-..-..~.....-................
2J
A3.02
EXAMPLES .................................................... ......................... ................................................................
27
A3.03
ADDITIONAL DESIGN ........................ ....................................................................................................
2B
ARTICLE A4 REIMBURSABLE EXPENSES, ......................... ...... ............ ......................... ..... ~......
28
A4.01
GENERAL .......................................
28
A4.02
SUB -CONSULTANT REIMBURSEMENTS .-...-_---..................................................................
2&
ARTICLE A6 CITY'S R2SPONS|EULIT|ES....................... ......... ...... ...... .....................................
28
ASlM
PROJECT & SITE INFORMATION .................................. ....... ...... ......................................................
2&
A6.03
CONSTRUCTION MANAGEMENT ....... ...................................................................................................
2A
SCHEDULE
A2 - KEY STAFF .... ............. ............................ ~.... .......... ......... .......................................
3O
ATTACHMENT
B -COMPENSATION AND PAYMENTS ...................................... ........... ......... ...........
31
ARTICLE
81 METHOD OPCOMPENSATION ........................ ..................... ..~.~_..°................... .....
31
B1.01
COMPENSATION LIMITS .............. ............................ ........................ .................... -.-...... .... ... .........
3M
B1.02
CONSULTANT NOT TOEXCEED .............................. ......... ............. ............ ...... ....... .... ........... ...........
31
ARTICLE 82 WAGE RATES ................... .................... ........ ........... .~~.,........................ ...............
3M
82.01
FEE BASIS ................................................................. .......................... ......... ........................... ..............
31
B2.02
EMPLOYEESAND-JOB CLASSIFICATIONS ..................... ...... ...... -.,__.................. ...-...............
81
B2.03
MULTIPLIER ............................................................................................... ... ............... .......... ....... -JM
B2.04
CALCULATION, .......................................... ................................................ ........ ......... -......................
31
83.05
EMPLOYEE BENEFITS AND OVERHEAD ..... ......... ................... .~... ...... .........................................
.O2
B2.08
ESCALATION ................ .................................................................................................................... .......
32
ARTICLE
83 COMPUTATION OFFEES AND COMPENSATlON.... .-............................................. ,..'32
83.01
LUMP SUM .......................................................................................... ......................... ............ ..............
S2
B3.02
HOURLY RATE FEES ... ..,,.-............ .......................................................................... ......................
82
B100
REIMBURSABLE EXPENSES .................................................................................................................
32
B3.U4
FEES FOR ADDITIVE n,DEDUCTIVE ALTERNATES ................................. ..........................................
32
83.06
FEES FOR ADDITIONAL SERVICES .................................... ............ ............. ................ .... ...............
%y
83.06
PAYMENT EXCLUSIONS ....... ........................................ -........ .................................... ...... ..................
38
B3.07
FEES RESULTING FROM PROJECT SUSPENSION ................................. ............................ ..............
D@
ARTICLE 134 PAYMENTS TOTHE CON BULTANT...................... ........................... ..... ..... ..... ........
�38
B4.01
PAYMENTS GENERALLY ...... ............... ........... ........ ................................................. .........................
08
8402
FOR COMPREHENSIVE BASIC SERVICES ....... ............... ...... ............... ........ .-.......................... .@4
Miscellaneous Environmental Engineering Services
B4.04 PAYMENT FOR ADDITIONAL SERVICES &RG|M8URGABLEEXPENSES ........................................ 34
84.05 DEDUCTIONS .......... .—.......................................... ............................................................. ......... .... ....... 34
ARTICLE 86 REIMBURSABLE EXPENSES ............................................ ............. ........................... .... 34
B5.01 GENERAL ..—..—........................................................... ..................................... ............................. 34
B5..02 REIMBURSEMENTS TO THE SUB -CONSULTANTS ......... .............................................. ............. .... .3O
ARTICLE BG COMPENSATION FOR REUSE OPPLANS AND SPECIFICATIONS .... ............. /.......... 3G
B6.0i GENERAL, .................................... ................................................................ ......... ....... ...... .............. 55
Miscellaneous Environmental Engineering Services
CIT`( OF MIAMI
DEPARTMENT OF CAPITAL IMPROVEMENTS PROGRAM
PROFESSIONAL SERVICES AGREEMENT
Service Category
Miscellaneous Environmental Engineering Services
(RFQ No. 1415-027)
Contract Type
Miscellaneous Services
Consultant
T.Y. Lin International
Consultant Office Location
201 Alhambra Circle, Suite 900, Coral Gables, FL 33134
City Authorization
Section 18-87
THIS AGREEMENT made this (-(9 day of in the year 2016 by and
between THE CITY OF MIAMI, FLORIDA, hereinafter called the "City," and (Consultant's
Name), hereinafter called the "Consultant."
RECITAL.
A, The City issued a Request for Qualifications ("RFQ") No. 14-15-027 on July 15,
2015 for the provision of Miscellaneous Environmental Engineering Services ("Services") and
the Consultant's proposal ("Proposal"), in response thereto, was selected as one of the most
qualified for the provision of said Services. The RFQ and the Proposal are sometimes referred
to herein collectively, as the Solicitation Documents, and are by this reference expressly
incorporated into and made a part of this Agreement as if set forth in full.
B. WHEREAS, the City., through action of the City Manager and/or the City
Commission, as applicable, has selected the Consultant in accordance with Section 287.055,
Florida Statutes, (Consultants' Competitive Negotiation Act), and the applicable provisions of
the City Procurement Ordinance, to provide the professional services as described herein.
WITNESSETH, that the City and the Consultant, for the considerations herein set forth,
agree as follows
ARTICLE 1. DEFINITIONS
1.01 Additional Services means any Work defined as such in a Work Order, secured in compliance with
Florida Statutes and City Code.
1,02 Attachments means the Attachments to this Agreement are expressly Incorporated by reference
and made a part of this Agreement as if set,forth in full.
1.03 Base Fee means the amount of compensation mutually agreed upon for the completion of Basic
Services.
Miscellaneous Environmental E.ngineedng'Services. 4
RFQ 14-1.5-027
PROFESSIONAL SERVICES AGREEiv1ENT
1.04 Basic Services means those services designated as such in a Work Order.
1.05 'City Commission means the legislative body of the City of Miami.
1.06 City Manager means the duly appointed chief administrative officer of the City of Miami,
1.07 City or Owner means the City of Miami, Florida, a Florida municipal corporation, the public agency
which is a party hereto and for which this Agreement is to be performed, In all respects hereunder, the
City's performance is pursuant to the City's position as the Owner of the Project, In the event the City
exercises its regulatory authority as a governmental body, the exercise of such regulatory authority and
the enforcement of any rules, regulations, codes, laws and ordinances shall .be deemed to have occurred
pursuant to the City's authority as a governmental body and shall not be attributable in any manner to the
City as a party to this Agreement, The City of Miami shall be referred to herein as "City". For the purposes
of this Agreement, "City" without modification shall mean the City Manager,
1..08 Community Business Enterprise ("Ci3E") means a firm which has been certified by Miami -Dade
County who will provide architectural, landscape architectural, engineering, or surveying and mapping
professional services to the prime proposer as required pursuant to City Code §18-87.
1.09 Consultant means the individual, partnership, corporation, association, joint veriture, or any
' combination thereof, of properly registered professional architects, or engineers, which has entered into
j the Agreement to provide professional services to the City.
1.10 Contractor means an individual, partnership, corporation, association, joint venture, or any
combination 'thereof, which has entered. into a contract with the City for construction of City facilities and
i incidentals thereto.
1,11 ,Director means the Director of the City Department designated herein who has the authority and
responsibility for managing the specific project or projects covered under this Agreement. Unless
otherwise specified herein or in a Work Order, for the purpose of this Agreement., the Director is the top
administrator of the Department of Capital Improvements and Transportation Program (CITP) or
designee.
1.:12 inspector means an employee of the City or of a consulting firm hired by the City and assigned by
the City to make observations of Work performed by Contractor,
1:1-3—Notice-to Proceed -means -same as-"Authcrizatior to Pro-caed;"A duly authorized -written -letter or
directive issued by the Director or Project Manager acknowledging that all conditions precedent have been
met and/or directing that the Consultant may begin work on the Project,
1.14 Project Manager means .an employee or .representative of the City assigned by the Director to
manage and monitor Work. to be .performed under this Agreement and the construction of a. project as a
direct representative of the City.
1.16 Project means the construction, alteration and/or repair, and all services and incidentals thereto, of
a City facility as contemplated and budgeted by the City. The Project or Projects shall be further defined
in the Scope of Services and/or Work Order issued pursuant to this Agreement,
1.16 Professional Services means those services within the scope of the practice of architecture,
professional engineering, or registered surveying and mapping, as applicable, as defined by the laws of
the State of Florida, or those performed .by any architect, professional engineer, or registered surveyor or
mapper in connection with his or her professional employment or practice, These services may be
abbreviated herein as "architectural/ engineering. services" or "professional services!', as applicable; which
are within this definition.
1,17 Professional Services Agreement ("Agreement" or "PSA") means this Agreement and all
attachments and any authorized amendments. thereto, In the event of a conflict between the Response to
the Bequest for Qualifications ("RFQ") and the Consultant's response thereto the RFQ will control. In the
event of any conflict between the Consultant's response to the RFQ, this PSA will control. In the event of
any conflict between this PSA and its attachments this PSA will control,
Miscellaneous Environmental Engineering: Services
RFQ 14-15-027
PROFESSIONAL SERVICES AGREEMENT
1.18 Risk Administrator means the City's Risk Management Administrator, or designee, or the individual.
named by the City Manager to administer matters relating to insurance and risk. of loss for the City.
1 A 9 Scope of Services or Services means a comprehensive description, of the activities, tasks, design
features, objectives, deliverables and milestones required for the completion of Project or an assignment
with sufficient detail to allow a reasonably accurate estimation of resources necessary for its completion.
1.20 Su&consultant means a person or organization of properly registered professional architects,
engineers, registered surveyor or mapper,, and/or other professional specialty that has entered into a
written agreement with the Consultant to furnish specified professional services for a Project or task,
1.21 Wage Rates means the effective direct expense to the Consultant and/or the Sub -Consultant, on an
hourly rate basis, for employees in the specified professions and job categories assigned to provide
services under this Agreement that justify and form 'the basis for professional fees regardless of actual
manner of compensation.
1.22 Work means all services, materials and equipment provided by/or under this Agreement with the
Consultant.
1.23 Work Order means a document internal to the City authorizing the performance of specific
professional services for a defined Project or Projects.
1.24 Work Order Proposal means a document prepared by the Consultant, at the request of the City for
Services to be provided by the Consultant on a specific phase of a Project.
ARTICLE 2. GENERAL CONDITIONS
2.01 TERM
The term of this Agreement shall be for two (2) year(s) commencing on the effective date hereof, This
specified 'term is intended for administrative and budget control purposes and is not to be considered or
interpreted as a time limitation. This Agreement shall be in place until completion of .the Project or until
terminated as provided in the applicable sections of the Agreement.
2.01-1 Extension of Exolratlon Date
In the event the Consultant is engaged in any Project(s) on the Agreement expiration date, then
this Agreement shall remain in effect until completion or termination of said .Project(s). No new
2.02 OPTION TO EXTEND
The CITY, by action .of the CITY MANAGER, shall have the option to extend the term for two (2) additional
period(s) of one (1) year each, subject to continued satisfactory performance as determined by the
Director, and to the availability and appropriation of funds. City Commission authorization 'of this
Agreement includes delegation of authority to the CITY MANAGER to administratively approve said
extensions provided that the compensation limits set forth in 2.05 are not exceeded,
2.03 SCOPE OF SERVICES
The Consultant agrees to provide the Services as specifically described and under the special terms and
conditions set forth in Attachment "A" hereto, which by this reference is incorporated into and made a part
of this Agreement.
2.04 COMMUNITY BUSINESS ENTERPRISE ("CBE") PARTICIPATION
REQUIREMENTS ORDINANCE 13331,, Codified as §18-87(p), City Code.
Prospective Firms must adhere to the following requirements:
1) Assign a minimum of fifteen .percent (15%) of the contract value to firms currently certified by
Miami -Dade County as a Community Business Enterprise ("CBE");
2) Place a specific emphasis on utilizing local small businesses from within the City's municipal
boundaries (e.g. within the City limits).
Miscellaneous Environmental Engineering Services
RFQ 14-15-027
PROFESSIONAL SERVICES AGREEMENT
For information on the City's: CBE requirements visit the CITP website at;
http,,Hdev mlarTi.gov com/capitalirhprovements/pages/PrGourementOpportunities/ProjectPaaes/CBF forms
.asp
2.05 COMPENSATION
2.05-1 COMPENSATION LIMITS
The amount of compensation payable by the City to the Consultant shall be a lump sum or not to
exceed fee, based on the rates and schedules established in Attachment B hereto, which by this,
reference is incorporated into this Agreement; provided, however, that in .no event shall the amount of
compensation exceed five hundred thousand dollars ($500,000.00) in total over the term .of the
Agreement and any extension(s), unless explicitly approved by action of the City Commission and put
into effect by written amendment to this Agreement The City may, at Its sole discretion use other
compensation methodologies. The City shall not have any liability nor will the Consultant have .any
recourse against the City for any compensation, payment, reimbursable expenditure, cost or charge
beyond the ,compensation limits of this Agreement, as it may be amended from time'to time,
2.05.2 PAYMENTS
Unless otherwise specifically provided in Attachment B, payment shall be made.in accordance with
Florida Statute Chapter 218, Part VII, Local Government Prompt Payment Act, after receipt of the
Consultant's invoice, which shall be accompanied by sufficient supporting documentation and contain
sufficient detail; to constitute a "proper"invoice" as defined by §218,72, Florida Statutes, and to allow a
proper audit of expenditures, should the City require one to be performed.. If the Consultant is entitled
to reimbursement of travel expenses, then all bilis for travel expenses shall be submitted in
accordance with Section 112.061, Florida Statutes, The Consultant shall utilize Attachment "C" for the
submission of invoices.
ARTICLE 3. PERFORMANCE
3.01 PERFORMANCE AND DELEGATION
The services to be performed hereunder shall be performed by the Consultant's own staff, unless
otherwise provided in this Agreement, or approved, In writing by the City. Said approval shall not be
construed, as constituting an agreement between the City and said other person or firm:.
3.02 REMOVAL OF UNSATISFACTORY PERSONNEL
of any personnel employed or retained by the Consultant, or any Sub -Consultants or subcontractors, or
any personnel of any such Sub -Consultants or sub -contractors engaged by the Consultant to provide and
perform services or Work pursuant to the requirements of this Agreement, The Consultant shall respond
to the City within fourteen (14) calendar days of receipt. of such request with either 'the removal and
replacement of such personnel or written • justification as to why that may not occur. All decisions
involving personnel will be made by the Consultant. Such request shall solely relate to said employees
work under this Agreement.
3.03 CONSULTANT KEY STAFF
The parties acknowledge that the Consultant was selected by the City, in part, on the basis of
qualifications of particular staff identified in the Consultant's response to the City's solicitation, hereinafter
referred to as "Key Staff". The Consultant shall ensure that Key Staff are available for Work.hereunder as
long as said Key Staff is in the Consultant's employ, The Consultant will obtain prior written acceptance of
Director or designee to change Key Staff, The Consultant shall provide Director, or designee with such
information as necessary to determine the suitability of proposed new Key Staff. Director will act
reasonably in evaluating Key Staff qualifications. Such acceptance shall not constitute any responsibility or
liability for the individual's ability to perform.
3.04 TIME FOR PERFORMANCE
The Consultant agrees to start all Work hereunder upon receipt of a. Notice to Proceed issued by the.
Director and to complete each assignment, task or phase within the time stipulated in the Notice to
Proceed. Time is of the essence with respect to performance of this Agreement.
A reasonable extension of the time for completion of various assignments, tasks or phases may be
granted by the City should there be a delay on the- part of the City In fulfilling its obligations under this
Miscellaneous Environmental Engineering Services 7
RFQ 14-15-027
. PROFe8G0NALGEKVICE8AGREEMENT
' Agreement as stated herein. Such extension oftime shall not be cause for any claim by the Consultant -fox
extra compensation.
3.05 STANDARD OF CARE
Consultant issolely responsible for the technical and quality oftheir Services, Consultant oboU
perform all Services In compliance with Florida Administrative Code Rule 61(315-19,001(4) and Section
471.033(1) of the Florida Statutes, as amended. Consultant shall perform due diligence, in accordance
�
with bestinclustry practices, in gather Information and inspecting a, Project site prior to theoommenoement
� of design. Consultant ahoU be responsible for the professional quality, technical accuracy and
coordination of all design, drawings, specification, and other Services furnished by the Consultant under
�
this A0reement. Consultant ahm||. without -additional compensation,. uo[nsot or revise any errors.
! omissions, and/or deficiencies in its
|| designs, drawings, specificationiDuat|un o,other 8eninem. Consultant shall
also be liable for for ooahm and increased
costs in construction, including but not limited
'
to -additional work, demolition of existing worh, nawork, eto., resulting from any ernora, omissions, and/or
!
deficiencies lnIts design,�drawings, specification orother Services.
ARTICLE 4. SUB-CONSULIANTS
4.01 GENERAL
4.01-1 A Sub -:Consultant, as defined In Article 1.20 is a firm that was Identified as part of the
consulting team in the competitive selection process by which the Consultant was chosen to perform
the services under this Agreement, and as such, is Identified and listed in Schedule Al attached
hereto and incorporated by reference.
4X11-2 A Specialty Sub -Consultant Is a person or organization that has, with the consent of the
D[rector, entered into a written agreement with the Consultant to, furnish, unique and/or specialized
professional services necessary for a project or task described under Additional Services. Such
Specialty Sub-Consultartt shall be in addition to those identified in Schedule Al,
4.02 SUB-CONGWLTAN7RELAT|ONSH|P8
4.02-1 All services provided by the Sub -Consultants aho|i be performed pursuant to appropriate
written agreements between the Oon8V|tantand the 8Vb'Coneo|tanta, which aheU contain provisions
that preserve and protect the rights ofthe City under this Agreement.
4.02-2 Nothing contained in this Agreement shall create any contractual or business relationship
---reW�RTtWC -the—S-uU�[on—su�|Ua—ft-sT-TI�e--Con—sI| k-n-Ow-Wdh8t-thB-SObzC�o-ns—J|be—nd-s
are entirely under his direction, control, supervision, retention and/or discharge,
4.03 CHANGES TOSUB-CONSULTANTS
The Consultant oho|| nut -odd or modify change any Sub -Consultant listed in Schedule Al without prior
written approval by the Director or designee, in response to a written request from. the Consultant stating
the reasons for any proposed oubutitut|on.
ARTICLE 6. DEFAUL
6.01 GENERAL
If the Consultant fallsto comply with any term orcondition of this Agreement, or falls toperform any of its
obligations hereunder, then the Consultant shall be In default. Upon the n of a default
hereunder the City, in addition to all remedies available to it. by law, may immediately, upon written notice
to the Consultant, terminate this Agreement. whereupon all payments, advances, or other compensation
paid by the City to the Consultant whIle the Consultant was in default -shall be immediately returned to the
City. The Consultant understands and agrees that termination of this Agreement under this section shall
not release the Consultant from any obligation accruing prior to the effective date of termination.
In the event cftermination due tudefault, i dd0 to the foregoing, the Consultant shallb liable tnthe
City for,all expenses incurred by the City In preparing and negotiating this Agreement, as well as all costs
and expenses incurred by the City in the re -procurement of the Services, Including consequential and
Incidental damages. I.n the event of Default, the City may also suspend or withhold reimbursements from
the Consultant until such t1me as the actions giving rise to default have been cured,
Miscellaneous Environmental E�ng|naedngServices
PROFESSIONAL.SERVICES AGREEMENT
5.02 CONDITIONS OF DEFAULT
A finding of Default and subsequent termination for cause may include, without limitation, any of the:
following:
5.02.1 The Consultant fails to obtain or maintain the professional engineering certification / licensure,
insurance or bonding herein required.
5.02-2 The Consultant fails to comply, in a substantial or material sense, with any of its duties under
this Agreement,. with any terms or conditions set forth in this Agreement or in any agreement it has
with the City, beyond the specified, period allowed to cure such default.
6.02.3 The Consultant fails to commence the Services within the time provided or contemplated
herein, or falls to complete the Work in a timely manner as required by this Agreement.
6.03 TIME TO CURE DEFAULT; FORCE MAJEURE
City through the Director or designee shall provide written notice to the Consultant as to a finding of
default, and the Consultant shall take all necessary action. to cure said default within time stipulated in said
notice, after which time the City may terminate the Agreement, The City at its sole discretion, may allow
additional days to perform any required cure if the Consultant provides written justification deemed
reasonably sufficient. If the Default has not been corrected by the Consultant within the time specified the
Agreement shall be automatically terminated on the last day of the time stipulated in said notice, without
the necessity of any further action by the City.
Should any such failure on the part of the Consultant be due to a condition of Force Majeure as that term
Is Interpreted under Florida law, then the City may allow an extension of time reasonably commensurate
with the cause of such failure to perform or cure.
ARTICLE 6. TERMINATION OF AGREEMENT
6.01 CITY'S RIGHT TO TERMINATE
The City, including the Director or designee has the right to terminate this Agreement for any reason or no
reason, upon ten (10) days' written notice, Upon termination of this Agreement, all charts, sketches,
studies, drawings, and other documents, including all electronic copies related to Work authorized under
this Agreement, whether finished or not, must be turned over to the Director or designee. The Consultant
shall be paid in accordance with provisions of Attachment B, Compensation, provided that said
— documentation -is turned-over-to-Dimtor or—desi nee within tewi (1-0) b—si e s days-of-fie-rm-hatkgFFaliure�
to timely deliver the documentation shall be cause to withhold any payments due without recourse by the
i Consultant until all documentation is delivered to the Director or designee.
i 6,01.1 The Consultant shall have no recourse or remedy from any termination made by the City
except to retain the fees, and allowable costs or reimbursable expenses, earned compensation for the
Services that were performed in complete compliance with the Agreement, as full and final settlement
I of any claim, action, demand, cost, charge or entitlement it may have, or will, have against the City, its
officials or employees.
6.02 CONSULTANT'S RIGHT TO TERMINATE
The Consultant shall have the right to terminate this agreement, in writing, following breach by the City, if
breach of contract has not been corrected within sixty (60) days from the date of the City's receipt of a
written statement from the Consultant specifying its breach of its duties under this Agreement.
Z 03 TERMINATION DUE TO UNDISCLOSED LOBBYIST OR AGENT
The Consultant warrants that it has not .employed or retained any company or person, other than 'a bona
fide employee working solely for the Consultant to solicit or secure .this Agreement and that he or she has
not paid or agreed to pay any person, company, corporation, individual, or firm, other than a bona fide
employee working sorely for the Consultant any fee, commission, percentage, gift, or other consideration
contingent upon or resulting from the award or making of this Agreement,
For the breach or violation of this provision, the City shall have the right to terminate the Agreement
without liability and, at Its discretion, to deduct from the contract price, or otherwise recover, the full
amount of such fee, commission, percentage, gift, or consideration.
Miscellaneous Environmental Engineering Services
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PROFESSIONAL SERVICES AGREEMENT
ARTICLE 7 DOCUMENTS AND RECORDS
7.01 OWNERSHIP OF DOCUMENTS
All tracings, plans, drawings, specifications, maps, computer files, and/or reports prepared or obtained
under this. Agreement, as well as all data collected, together with summaries and charts derived there
from, including all electronic digital copieswill be considered works made for hire and will, based on
incremental transfer wherein the above shall become the property of the City upon payments made to the
Consultant or termination of the Agreement without restriction or limitation on their use, and will be made
available, on request, to. the City at any time during the performance of such services and/or upon
completion or termination of this Agreement, The Consultant shalt not copyright any material and products
or patent any invention developed under this. Agreement. The City shall have the right to visit the site for
inspection of the work and the products of the Consultant at any time. The Consultant shall be permitted to
retain copies, including reproducible copies, solely for information and reference in connection with the
City's use and occupancy of the Project,
7.02 DELIVERY UPON REQUEST OR CANCELLATION
Failure of the Consultant to promptly deliver all such documents, .both hard copy and digital, to the Director
or designee within ten (10) days of cancellation, or within ten (10) days of request by the City, shall be just
s cause for the City to withhold payment of any fees due the Consultant until the Consultant delivers all such
documents, The Consultant shall have no recoursea, from these requirements.
7.03 RE -USE BY CITY
It is understood that all Consultant agreements and/or Work Orders for new work will include the provision
for the re -use of plans and speclf!cation s, Including construction drawings, at the City's sole option, and by
virtueof signing this agreement the Consultant agrees to succi re -use in accordance with this provision
without the necessity of further approvals, compensation, fees or documents being required and without
recourse for such re -use. The Consultant will not be liable for re -use by the City of plans, documents,
' studies, or other data for any purpose other than that intended by the terms and' conditions of this
Agreement.
7.04 NONDISCLOSURE
To the extent allowed by law, the Consultant agrees not to divulge, furnish ,or make available to any third
person, firm or organization, without Director or designee's prior written consent, or unless incident to the
proper performance of the. Consultant's obligations hereunder, or in the course of judicial .or legislative
concerning the services to be rendered by the Consultant hereunder, and the Consultant shall require all
of its employees, agents, Sub -Consultants, and subcontractors to comply with the provisions of this
paragraph.
7,05 MAINTENANCE OF RECORDS; PUBLIC RECORDS
Tho Consultant will keep adequate records. and supporting documentation, which concern or reflect its
services hereunder. Records subject to the provisions of the Public Records Law, Florida Statutes
Chapter 119, shall be kept in accordance with the applicable statutes.. Otherwise, the records and
documentation will be retained by the Consultant for a minimum of three (3) years from the date of
termination of this Agreement or the date the Project is completed, whichever is later, The City, or any
duly authorized agents or :representatives of the City, shall have the right to audit, inspect, and copy .all
such records and documentation as often as they deem necessary during the period of this Agreement
and during the three (3) year period noted above; provided, however such activity shall be conducted only
during normal business hours,
Consultant shall additionally comply with Section 119',0701, Florida Statutes, including without limitation:
(1) keep and maintain public records thatordinarily and necessarily would be required by the City to
perform this service; (2) provide the public with access to public records on the same terms and
conditions as the City would at the cost provided by Chapter 119, Florida Statutes, or as otherwise
provided by law;. 3) ensure that public. records that are exempt or confidential and exempt from disclosure
are not disclosed except as authorized by law;. (4) meet all requirements for retaining public records and
transfer, at no cost, to the City all public records in its possession upon termination of this Agreement and
destroy any duplicate public records that areexempt or confidential and exempt from disclosure
Miscellaneous Environmental Engineering Services 10
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PROFESSIONAL SERVICES AGREEMENT
requirements; stored public records to the City ineformat compatible
with the City's information technology systems.
The Consultant shall indemnify and hold harmless the City, its officers, agents, directors' and/or
.
employees, from liabilities, dannagea. losses,judgments, and costs, including, but not limited to
' '~~~~'~~'~ attorney's '~~~. to the ~~^~''` ~~~~~~ by the '^~g"m`''~~. '~~'`'~~~''~~~. ''~u^u~'~ ~~^ or
|
omission, Intentional wrongful misconduct'Consultant and persons emplutilized by
.Consultant in the. . further, hold the City,
its officials -and/oremployees, harmless for, and defend the City, its officials and/or employees against, any civil actions,
statutory or similar claims, injuries or damages arising or resulting from the permitted work, even if it is
alleged that the City, its officials and/or employees were negligent, unless such injuries or damages areultimately
officials and/or employees. These indemnifications shall survivethe term of this Contract, 'In the event
� that any action or proceeding 10 brought against the City by reason oYany such claim or demand, the
�
Consultant shallwritten notice from the City,|st and defend such action or proceeding by counsel
�
satisfactory tothe City. The Consultant expressly understandsand agrees that any insurance 'protection
'
required by this Agreement or otherwise provided by the Consultant shall in no way limit the responsibility
to indemnify, keep and nave harmless and defend the City or its offiuem, emp|oyaaa, agents and
�
instrumentalities aoherein provided.
|
The indemnification provided above shall obligate the Consultant todefend, at its own expense, toand
| through appellate, supplemental or bankruptcy proceeding, or to provide for such defense, at, the City's
|
option, any and all claims of liability and all suits and actions of every name and description which may be
!
brought against the City whether performed by the Oonmultent, or persons emp|oyed or utilized by
�This indemnity will be
�
interpreted under the laws of the State of Florida, including without |kniteUun and interpretation, which
! | oonfmnnlimitations a.asoppUceb|e.
| The Consultant shall require all Sub -Consultant agreements to include a provision that they will indemnify
� >
the City.
| /
which may result from any actions or omissions of the CONSULTANT in which the City participated either
through review or concurrence of the Consultant's actions, In reviewing, approving or rejecting any
submissions by the Consultant or other acts of theConsultant, the City in no way assumes or shares any
responsibility or liability of the Consultant or Sub -
Consultant under this Agreement.
Ten dollars ($10) of the payments made by the City constitute separate, distinct, and independent
consideration for the granting of this Indemnification, the receipt and sufficiency of which is voluntarily and
knowingly acknowledged bythe Consultant.
ARTICLE 9. INSURANCE
The Consultant oheU not start Services under this Agreement until the Consultant has obtained all
insurance required hereunder and the City's Risk Manager or his/her authorized designee, has approved
such insurance,
9.01 COMPANIES PROVIDING COVERAGE
All Insurance be Issued by companiesauthorized todobusiness under the laws ofthe State
ofFlorida and satisfactory tothe Risk Administrator. All companies shall have. eFlorida resident agent
and be rated. at least A(X), as perA.M, Best Company's Key Rating Guide, latest edition.
B.02VERIFICATION Or- INSURANCE COVERAGE
The Consultant nUm|| furnish certificates of insurance to the F8mk Administrator for review and approval
prior to the execution of this Agreement, The Certificates shall clearly Indicate that the Consultant has
obtained insurance of the type,,amount and classification required by these provisions, in axoamu of any
Miscellaneous Environmental Engineering Services ll
PROFESSIONAL SERVICES. AGREEMENT
pending claims at the time of contract award to the Consultant. The Consultant shall maintain coverage
with equal or better rating as identified hereinfor the term of this contract, The Consultant shall provide
written notice to the City's Department of Risk Management of any material change, cancellation and/or
notice of non -renewal of the insurance within 30 days of the change. The Consultant shall furnish a copy
of the insurance policy or policies upon request of the Risk Administrator..
The Consultant shall furnish copies of insurance policies pertaining to this Agreement to Risk
Administrator within ten (10) days of written request.
9.03 FORMS .OF COVERAGE
9.03-1 COMMERCIAL GENERAL LIABILITY AND AUTOMOBILE LIABILITY
The Consultant shall maintain commercial .general liability coverage with limits of at least
$1,000,000.00 per occurrence, $2,000,000.00 aggregate for bodily injury and property damage. The
coverage shall Include Premises and Operations, Contingent and Contractual Liability, and Products
and Completed Operations, with additional endorsements as applicable. The coverage shall be written
on a primary and non-contributory basis with the City listed as an additional insured as reflected by
endorsement CG 2010 11/85 or its equivalence. Notice of cancellation should read (30)' days/ (10)
days for nonpayment.
9.03-2 BUSINESS AUTOMOBILE
The Consultant shall provide business automobile liability coverage including coverage for all owned,
hired and non -owned autos with a minimal combined single limit of $1,000,000.00 naming the City as
an additional insured with respect to this coverage. Notice of cancellation should read (30) days/ (10)
days for nonpayment.
9.03-3 PROFESSIONAL LIABILITY INSURANCE
The Consultant shall maintain Professional Liability Insurance .including Errors and Omissions
coverage in the minimum amount of $1,000,000,00 per claim, $1,000,000.00 aggregate providing for
all sums which the Consultant shall be legally obligated to pay as damages for claims arising out of
the services performed by the Consultant or any person employed by the Consultant in connection
with this Agreement,. This insurance shall be maintained for at least one year after completion of the
I construction and acceptance of any project covered by this Agreement.
'S COMP
I ne uonsultant snail maintain vvorKer's uompensatlon Insurance In compliance wim Y'Ioncia 6tatuteS,
Chapter 440', as amended, and Employee's Liability with a minimum limit of $500,000,00 each
occurrence.
9.03-5 SUB -CONSULTANT COMPLIANCE
The Consultant shall ensure that all Sub -consultants comply with these same insurance requirements,
9.04 MODIFICATIONS TO COVERAGE
The Risk Administrator or his/her authorized designee reserves the right to require modifications,
increases, or changes in the required insurance requirements, coverage, deductibles or other insurance
obligations by providing a thirty (80) day written notice to the Consultant in accordance with §10.06 herein.
The Consultant shall comply with such requests unless the insurance coverage Is not then readily
available in the national market, and may request additional consideration from the City accompanied by
justification.
ARTICLE 10. ii/fISCELLANEO.US
10,01AUi]IT RIGHTS; INSPECTION RIGHTS
The City reserves the right to audit the Consultant's accounts during: the performance of this Agreement
and for three (3) years after final payment under this Agreement. The Consultant agrees .to furnish copies
of any records necessary, In the opinion of the Director, to approve any requests for payment by the
Consultant. , The inspection and audit.provisions provided for City contracts set forth in §18-100, §18-101
and §18-102, City Code, are applicable to this Agreement and are deemed as being incorporated by
reference herein.
Miscellaneous Environmental Engineering Services 12
RFQ '14-15027
PROFESSIONAL SERVICES AGREEMENT
10.02 ENTIRE AGREEMENT
This Agreement, as it may be amended from time to time, represents the entire and integrated agreement
between the City and the Consultant and supersedesall prior negotiations, representations or
agreements, written or oral. This Agreement may not be amended, changed, modified, or otherwise
altered in any respect, at any time after the execution hereof, except by a written document executed with
the same formality and equal dignity herewith. Waiver by either party of a breach of any provision of this
Agreement shall not be deemed to be a waiver of any other breach of any provision of this Agreement.
10.03 SUCCESSORS AND ASSIGNS
The performance: of this Agreement shall not be transferred pledged, sold, delegated or assigned, in
whole or in part, by the Consultant without the written consent of the City, acting by and through its City
Commission. It is understood that a sale of the majority of the stock or partnership shares of the
Consultant, a merger or bulk sale; an assignment for the benefit of creditors shall each be deemed
transactions that would constitute an assignment or sale hereunder requiring prior City approval.
The Consultant's services are unique in nature and any assignment, sale transference without City
Commission approval shall. be cause for the City to cancel this Agreement, The Consultant shall have no
recourse from such cancellation. The City may require bonding, other security, certified financial
statements and tax returns from any proposed Assignee and the execution of an Assignment/ Assumption
Agreement in a form satisfactory to the City Attorney as a condition precedent to considering approval of
an assignment.
The Consultant and the City each binds one another, their partners, successors, legal representatives and
authorized assigns to the other party of this Agreement and to the partners, successors, legal
representatives and assigns of such party in respect to all covenants of this Agreement.
10,04 TRUTHAIN-NEGOTIATION CERTIFICATE
In compliance with the Consultant's Competitive Negotiation Act, for any Project to be compensated under
the Lump Sum method, the Consultant shall certify that wage rates and other factual unit costs supporting
the compensation are accurate, .complete, and current at the time of Notice to Proceed. The original
Project price and any addition thereto will be adjusted to exclude any significant sums by which the City
determines the project price• was increased due to inaccurate, incomplete or non-current wage rates and
other factual unit costs, All such price adjustments will be made within one (1) year following the end of
the Project..
10.05 APPLICABLE LAW, AND VENUE OF LITIGATION
This agreement shall be interpreted and construed in accordance with and governed by the laws of the
State of Florida, Any suit or action brought by any party, concerning this agreement, or arising out of this
agreement, shall be brought in Miami -Dade County, Florida. Each party shall bear Its own attorney's fees
except in actions arising out of the Consultant`s duties -to indemnify the City under Article 8 herein where
the Consultant shall pay the City's reasonableattorney's fees,
10.06 NOTICES
Whenever either party desires to give notice unto the other, such notice must be in writing, sent by
registered United States mail, return receipt requested, addressed to the party for whom it is Intended at
the place last specified; and the place for giving of notice shall remain such until it shall have been
changed by written notice in compliance with the provisions of this paragraph. For the present, the parties
designate the 'Following as the respective places for giving of notice:
For Citv of Miami
Annie Perez, CPPO
Director
Procurement Department
City of Miami
444 SR. 2nd Ave., 6th Floor
Miami, Florida 33130
Miscellaneous Environmental Engineering'Services 13
RFQ 14-15-027
PROFESSIONAL SERVICES AGREEMENT
With Copies to-,
Mr. Jeovanny Rodriguez, P.E,
Director
Department of Cap.ital Improvements and Transportation (CITP)
City of Miami
444 S.W, 2nd Avenue, 8th Floor
Miami,. Florida 33130
For Consultant -
Colin Henderson
Vice President/Senior Environmental Scientist
T.Y. Lin International
201 Alhambra Circle, Suite 900
Coral Cables, FL 33134
10.07 INTERPRETATION
The language of this Agreement has been •agreed to by both parties to express their mutual intent and no
rule of strict construction shall be applied against either party hereto. The headings contained in this
Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of
this Agreement. All personal pronouns used in this Agreement shall Include the other gender, and the
singular shall Include the plural, and vice versa, unless the context otherwise requires. Terms such as
"herein," "hereof," "hereunder," and "hereinafter" refer to this Agreement as a whole and not to any
.particular •sentence, paragraph, or section where they appear, unless the context otherwise requires.
Whenever reference: is made to a Section or Article of this Agreement, such reference is to the Section or
Article as a whole, including all of the subsections of such Sectlon, unless the reference is made to a
particular subsection or subparagraph of such Section or Article.
10.08 JOINT PREPARATION
Preparation of this Agreement has been a joint effort of the City and the Consultant and the resulting
document shall not, solely as a matter of Judicial construction, be construed more severely against one of
the parties than any other.
10.09 PRIORITY OF PROVISIONS•
If -there is-a-conflict-or-inconsistency-between-any-term,.—statement,—requirement,—or-provision-of-any-exhibit
attached hereto, any document or events referred to herein, or any document incorporated into this
Agreement by reference and a term, statement, requirement, or provision of this Agreement; the term,
statement, requirement, or provision contained in this Agreement shall prevail and be given effect.
10.10 MEDIATION -WAIVER OF JURY TRIAL
In an effort to engage in a cooperative effort to resolve conflict which may arise during the course of the
design and /or construction of the subject project(s),,and/or following the completion of the p.rvjects(s), the
parties to this Agreement agree all disputes between them shall be submitted to non-binding mediation
prior to the initiation of litigation, unless otherwise agreed in writing by the parties. A certifled Mediator,
who the parties find mutually acceptable, will conduct any Mediation Proceedings in Miami -Dade County,
State of Florida. The parties will split the costs of a certified mediator on a 50/50 basis. The Consultant
agrees to include such similar contract provisions with all Sub -Consultants and/or independent contractors
and/or the Consultants retained for the project(s), thereby providing for non-binding mediation as the
primary mechanism for dispute resolution. Each party will bear their own attorney's fees.
In an effort to expedite the conclusion of any litigation the parties voluntarily waive their right to jury trial or
to .file permissive counterclaims in any action arising under this Agreement.
10.11 TIME
Time is of the essence in this Agreement.
10.12 COMPLIANCE WITH LAWS
The Consultant shall comply with all applicable laws, codes., ordinances, rules, regulations. and resolutions
Including,, without limitation, the Americans with Disabilities Act ("ADA"), as amended, and all applicable
guidelines and standards in performing Its duties, responsibilities, and obligations related to this
Miscellaneous Environmental Engineering Services 14
RFQ 14•-15-027
PROFESSIONAL SERVICES A8REEMENT
Agreement. The Consultant represents and warrantsdhat there shall benuunlawful discrimination an
provided by law in conneotion with the performance of this agreement.
� 1(l1210ON-DI SCRIM |NATION
�
The City warrants and representsthat Adoes not and will notindiscriminatory practices -and
! that there shall benodinodrnMation in connection with the Consultant's performance under this
�
Agreement on account of race, color, sex, religion, age, handicap, marital status or national origin,
'
The Consultant further covenants that no: otherwise qualified individual oha||, oo|o|y by rooenn of
!
his/her race, oo|or, mex, na|igion, age. handicap, marital status ornational origin, beexcluded from
�participation in. be denied services, or be subject to discrlminatl'on under any provision of this
Agreement.
� 1CL12'2OSHA COMPLIANCE
�The Mgn Ul N |t�comply with D precautions as �edby�do���a��o,
local uu/ /aw". /u/ew. /eymuux^mou ummuouen. The City reserves the .vg"` to 'e'""" the Consultant
�access to City property, including projectuboiteo if the Consultant employees are not omoeM
equipped with safety gear in accordance with OSHA regulations or if o continuing pattern of non. -
compliance with safety regulations is exhibited by the Consultant.
on^oompUanuevvithmafetymgu|oOonu|oexh1b|tadbytheCunaultant.
. 1U.12-3ADA COMPLIANCE
� The Consultant ahoU offirmaMvey comply with all epp||nab|a provisions of the Americans with
Disabilities. Act ("ADA") in the course of providing any work, labor or services funded by the City,
including Titles I & 11 of the ADA (regarding nondiscrimination on the basis of disability) and all
applicable regulations, guidelines and standards. Additionally -the Consultant shall 'take affirmative
steps to -insure nondiscrimination In employment of disabled persons.
10.13 NO.PARTN5RSHIP
The Consultant is an- independent contractor. This Agreement does not create a joint venture, partnership
or other business enterprise between -the parties, The Consultant has no authority to bind the City to any
promise, debt, default, or undertaking of the Consultant.
10.14 DISCRETION OF DIRECTOR
An matter not expressly provided for herein dealing with the Cl or decisions of the City shall be within
the exercise of the reasonable professional discretion of the Director or the Director's authorized
10.16 RESOLUTION OPCONTRACT DISPUTES:
The Consultant understands and agrees that all disputes between it and the City based upon an alleged
violation of the terms of this Agreement by the 0KY ahoU be submitted for resolution in the following
manner.
The initial step -shall be for the Consultant to notify. the Project Manager in writing -of the dispute and submit
acopy tnthe City ofyN]arnipersonnel identified inArticle 1O.00.Notices,
Should theOonenKmntand the dispute the Consultant. shall submit their
dispute inwriting, with all supporting documentation, to the Director oyO|TP' as identified in Article 10,06.
Notices. Upon receipt of said notification the Director of C|TP shall review the issues relative to the
dispute and issue owritten finding,
Should the Consultant and the Director of CITP fail to resolve the dispute the Consultant shall submit their
dispute in writing within five calendar days to the Director of Procurement. Failure to submit such appeal of
the nvrittenfinding shall. constitute acceptance ofthe finding by the Consultant. Upon nmelptofua|d
notification the Director shall review the issues relative to the dispute and Issue a written finding.
The Consultant must submit any further appeal in VvMUng within five calendar doyo to the City Manager,
Failure to submit such appeal nfthe written finding shall constitute acceptance ofthe finding by the
Consultant. Appeal to the City Manager for his/her reoo|ution, is required prior to thoOonuu|tant being
entitled to. seek judicial relief In connection therewith, Should the amount nfcompensation hereunder
Miscellaneous Environmental Engineering Services 15
PROFESSIONAL SERVICES AGREEMENT
exceed. $500,.000.00, the City Manager's decision shall be approved or disapproved by City Commission.
The Consultant shall not be entitled to seek judicial relief unless:
(i) it has first received City Manager's written decision, approved by City Commission if applicable, or
(ii) a period of sixty (60) days has expired after submitting to the City Manager a detailed statement of
the dispute, accompanied by all supporting documentation, or a period of (90) days has expired
where the City Manager's decision is subject to City Commission approval; or
(iii) The City has waived compliance with the procedure set forth in this section by written
'Instrument(s) signed by the City Manager.
10.16 INDEPENDENT CONTRACTOR:
The Consultant has been procured and is 'being engaged to provide services to the City as an
Independent contractor, and not as an agent or employee of the City. Accordingly, the Consultant shall
not attain, nor be entitled to, any rights or benefits under the Civil Service or Pension Ordinances of the
City, nor any rights :generally afforded classified or unclassified employees. The Consultant further
understands that Florida Workers' Compensation benefits: available to employees of the City are not.
avallable to the Consultant, and agrees to provide workers' compensation insurance for any employee or
agent of the Consultant rendering services to the City'under this Agreement.
10.17 CONTINGENCY CLAUSE
Funding for this Agreement. is contingent on the availability of funds and continued authorization for
program activities and the :Agreement is subject to amendment or termination due to lack of funds,
reduction of funds and/or change in regulations, upon thirty (30) days' notice.
10.18 THIRD PARTY BENEFICIARY
The Consultant and the City agree that it is not intended that any provision of this Agreement establishes a
third party beneficiary giving or allowing any claim or right of action whatsoever by any third party under
this Agreement.
10.19 ADDITIONAL TERMS'AND CONDITIONS
No additional terms and conditions included. with the solicitation response shall be evaluated or
considered, and any and all such additional terms and conditions shall have no force or effect and are
inapplicable to this solicitation. If submitted either purposely, through.intent or design, or Inadvertently,
appearing, separately in transmittal letters, specifications, literature, price lists or warranties, It is
under-stood_and-agreed-that-the-General-and-Special-Conditions-in-this-solicitation-are-the-only-conditions
I applicable to this solicitation and that the bidder's/proposer's authorized signature affixed to the
bidder''s/proposer's acknowledgment form attests to this. If a PSA or other Agreement is provided by the
City and included in this solicitation no additional terms or conditions which materially or substantially vary,
modify or alter the terms or conditions of the Agreement, in the sole opinion and reasonable discretion of
i the City will be considered. Any and all such additional terms and conditions :shall have no force or effect
i and are inapplicable to this PSA or other Agreement.
Miscellaneous Environmental Engineering Services 16
RFQ 1415-027
PROFESSIONAL SERVICES AGREEMENT
I'N WITNESS WHEREOF, the parties have executed this Agreement as of the day and
year first above written.
WITNESS/ATTEST: T.Y. LIN INTERNATIONAL, a Foreign
_
corp r
at
ion
S gnTture Signature
Print Name, TU/b Prlrt`Name, Title 7 0-fAuthorized Ofet,or Official
ATTEST: (Corporate Seal)
Consultant Secretary
(Affirm- Consultant Seal, if available)
ATTEST: CITY OF MIAMI, a municipal corpor
State of Florida
P
Tadd Hannon, city'16r, 2aniel J. Alfonso, Clify—Manager
�71
APPRov56AS NRANCE el' 'OVED
A P
RE CORRECTN
/Marie Sh-,rpe, irector Viatof '1a Me
Risk Manage' ent D partment
U
O�EGAI—FORM AND
,,it�rAttorney
Miscellaneous Environmental Engineering Services t7
RFQ 14-15-027
PROFESSIONAL SERVICES AGREEMENT
CERTIFICATE OF AUTHORITY
(IF CORPORATION OR LLC)
I HEREBY CERTIFY that. at a meeting' of the Board of Directors of
T.Y. Lin International a corporation organized and existing under
the laws of the State of California
hold on the 15thday of November 2015 , a
resolution was duly passed and adopted authorizing (Name) Ahmad Hammoud as
(Title) Yke president of the corporation to execute agreements on behalf of the
corporation and providing that his/her execution thereof, attested by the secretary of the
corporation, shall be the official act and deed of the corporation.
I further certify that said resolution. remains In full force and effect.
IN W'ITNESS WHEREOF, I have hereunto Set my hand this 19th, day of April
20 1*6
Asstnt.Secretbry:
Print: Veronica, Fenfflee----
CERTIFICATE OF AUTHORITY
(IF PARTNERSHIP)
I HEREBY CERTIFY that at a meeting of the Board of Directors of
a partnership organized and existing under
the laws of the State of held on the _day of a
resolution was duly passed and adopted authorizing (Name) as
(Title) of the partnership to execute agreements on behalf of the
partnership and provides that his/her execution thereof, -attested by a partner, shall be the
official act and -deed of the partnersh1p,
I further certify that said partnership,agreement remains in full force and effect.
IN WITN�MFIEREOF, I have hereunto set m-y hand tH1—s _, day o
20—.
Partner:
Print: —
Names ang aaCIreSSeS OT partners:
Name I Street Address city state ZIP
Miscellaneous Environmental Engineerin-0 Services
RFQ 14-15-027'
is
PROFESSIONAL SERVICES AGREEMENT
CERTIFICATE OF AUTHORITY
(IF JOINT VENTURE)
Joint ventures must submit a joint venture agreement indicating that the person signing
this bid is authorized to sign bid documents on behalf of the,joint venture. If there Is no joint
venture agreement each member of the joint venture must sign the bid and submit'the
appropriate Certificate of Authority (corporate, partnership, or Individual).
CERTIFICATE OF AUTHORITY
(IF INDIVIDUAL)
I HEREBY CERTIFY that, I (Name) individually and doing
business as (d/b/a) (If Applicable) have
executed and am bound by the terms of the Agreement to which this attestation is attached.
IN WITNESS WHEREOF, I have hereunto set my hand this _ day of 20
Signed:
Print:
NOTARIZATION
STATE OF
) SS:
COUNTY OF t-Ltcm
The foregoing instrument was acknowledged before me this 24 t day of
aR— 20J�, by y6 n C rLo who Is lersona
known to me or who has produced as Identification qan. �No)
(did /-did not) ta rot�
W�
SIGNATURE OF NOTA—PUBLIC
STATE OF FLORIDA
PRINTED, STAMPED OR TYPED
NAME OF NOTARY PUBLIC
6ARMEN 5AE1112-PARMES
Notary Public * $t1to of Florida
My Comm. Expires Aug 9, 2010
Commission # rF 1116820
Miscellaneous Environmental Engineering Services 19
RFQ 14-15-027
PROFESSIONAL SERVICES AGREEMENT
ARTICLE AI GENERAL
Miscellaneous Environmental Engineering Services shall include, but are not limited to, complete planning
and design services, programming, surveying, geotechnical, feasibility studies, options evaluations,, public
meetings, detailed facility assessments, lead-based paint analysis, asbestos surveys, mold assessments,
and recommendations, cost estimates, opinions of probable construction cost, preparation of bid and
construction documents, review of work prepared by the Sub -consultants and other consultants, field
investigations and observations, construction 'contract administration, as -built documentation and other
related environmental services as needed to complete the Projects. The Consultant shall provide
comprehensive environmental services for the Project for which the Consultant was .selected in
accordance with Section 287.056 Florida Statutes, as amended, Consultants' Competitive Negotiations
Act (CCNA).
A1.01 SCOPE OF SERVICES
The Consultant agrees to provide comprehensive Professional Services in accordance with all applicable
Jaw., building and environmental regulations, including the Florida Building Code and the City of Miami,
.Florida, Code of Ordinances, and as set forth in this Agreement and further enumerated in all Work
Orders and FDOT's latest version of the Construction Project Administration Manual. The Consu'Itant may
be required to perform all .or some of the services presented in this Agreement, depending on the needs of
the City for the Project. The Consultant shall furnish, as Basic Services, comprehensive environmental
engineering professional services for the Project,
The City will phase the Work required to complete the Project so that the Project is designed and
constructed in the most logical, efficient, and cost effective manner. The Consultant shall be directed to
proceed with each phase of the Project through the use of Work Orders Proposals and Work 'Orders.
A1.02 WORK ORDERS
A1.02-1 PROCEDURES,
When CITP has determined that a .specific phase of the Project is to proceed, the Director or
authorized designee will request in writing, a Work Order Proposal from the Consultant based on
the -pro posed -Scope -of -Se rvices-provided-to-th e-C-onsuitant-in-writing-by-the-Director--or-designee,
The Consultant and Director or designee, and others if appropriate, may have preliminary
meetings, if warranted, to further define the Scope of Services and to resolve any questions. The
Consultant shall then prepare a Work Order Proposal following the format provided by the City,
indicating the proposed Scope of Services, time of performance, staffing, proposed fees, Sub -
Consultants, and deliverable items and/or documents.
The CITP Director or designee may accept the Work Order Proposal as submitted, reject the
Work Order Proposal., or negotiate revisions to the Work Order Proposal. Upon acceptance of a
Work Order Proposal CITP will prepare a Work Order that will be reviewed by CITP staff and the
Director or designee. Upon approval CITP will issue a written Notice to Proceed subsequent to
approval of the Work Order by the Director or designee'.
ARTICLE A2 BASIC= SERVICES
The Consultant agrees to provide complete miscellaneous environmental engineering services as set forth
in the tasks enumerated hereinafter, in accordance with the' Florida Building Code, latest edition, all
federal, state, county and City of Miami,. Florida, Laws, Codes and Ordinances. The Consultant shall
maintain an adequate staff of qualified personnel on the Work at all times to ensure its performance as
specified in the Agreement.
The Consultant shall submit one (1) electronic .set of all documents and seven (7) copies of documents
required under Article A2, without additional charge, for review and approval by the City. The Consultant
shall not proceed with the next task of the Work until the documents have been approved, in writing, by
the City, and an Authorization to Proceed with the next task has been issued by the City.
The Consultant is solely responsible for the technical accuracy and quality of their Work, Consultant shall
perform all Work in compliance with Florida Administrative Code Rule 61 G15-19.001(4) and
Miscellaneous Environmental Engineering Services
RFQ 14-15027 20
PROrESSIONAL SERVICES AGREEMENT
Section 471.033(l) (g). of the Florida Statutes, Consultant shall perform due diligence, in accordance with
best industry practices, in gathering information and inspecting a Project site prior to the commencement
of design. Consultant shall be responsible for the professional quality, technical .accuracy and
coordination of all design, drawings,, specification, and other Services furnished by the Consultant under
this Agreement, 'Consultant shall, . without additional compensation, correct or revise any errors,
omissions, and/or deficiencies in its designs, drawings, specification or other Services. Consultant shall
also be liable for claims for delay costs, and any increased costs in construction, including .but not limited
to additional work, demolition of existing work, rework, etc„ resulting from any errors, omissions, and/or
deficiencies in its designs, drawings; specification or other Services,
A2.01 DEVELOPMENT OF OBJECTIVES
A2,01-1 The Consultant. shall confer with representatives of the City, the Project Manager, and
other jurisdictional agencies to develop several options for how the variouselements of the project.will
be designed and constructed.
A2,01.2 The Consultant shall, utilizing a compilation of available documentation, confer with
representatives of the City, the Project Manager, and other jurisdictional agencies In order to
comprehensively identify aspects of the completed facility program that may require 'further refinement
to attain the requisite detail of design development required to begin the creation of Construction
Documents. For clarity of scope, the items that need further development will be called Conceptuals
and the remaihin.g items will be called Designs,
A2.01-3 The Consultant shall prepare written descriptions of the various options and shall
participate in presentations to multiple groups explaining alternative options, Sufficient detail shall be
provided to support the presentation materials.
A2.01-4 The Consultant shall hire the appropriate sub -contractor to provide environmental
services which are not in-house. Such survey shall include the location of all site structures including
all utility structures and facilities, The Consultant shall also engage a soil testing firm to perform soil
borings and other tests required for new construction work, The extentto which this work will be
needed shall be based on the surveying and soil borings performed previously by the City. Cost of the
r
surveyor and soil engineering firm shall be billed as reimbursable expenses,
A2:02 SCHEMATIC -DESIGN
A2.02A D.ESiGN CONCEPT AND SCHEMATICS REPORT
1. The Consultant shall prepare and present, in writing and at an oral presentation if requested, for
approval by the City, a Design Concept and Schematics Report, comprising Schematic Design
Studies, including an identification of any special requirement affecting the Project, a Statement of
Probable Construction Cost, Project Development Schedule and review of Constructability Review
reports.
2. 'Schematic Design Studies consist of site plan(s), floor plans (where applicable), elevations,
sections, and all other elements required by the City or Project Manager to show the scale and
relationship of the components and design concepts of the whole. The floor plans may be single -
line diagrams. A simple perspective rendering. or sketch, model or photograph therebf may be
provided to further show -the design concept.
3, A Statement of Probable Construction Cost, prepared in Construction Standard Index .(CSI)
format, :to include a summary of the estimated project cost and an evaluation of funding. allocation.
Such summary shall be in sufficient detail to identify the costs of each element and include a
breakdown of the fees, general conditions and construction :contingency. Such evaluation shall
comprise a brief description of the basis for estimated costs per each element and similar project
unit costs. Costs shall be adjusted to the projected bid date. Recommendations for reducing the
scope of the Project in order to bring the estimated costs within allocated funds, in the event that
the statement of Probable Construction Costs exceeds allocated funds, the Consultant shall
update its documentation, at no additional cost to the City, to reflect this reduced scope. Any
"Statement of Probable Construction Costs" prepared by the Consultant represents a reasonable
estimate of cost In the Consultant's best judgment as a professional familiar with the local
construction industry.
Miscellaneous Environmental :Engineering Services 21
RFQ 14-15-021
PROFESSIONAL SERVICES AGREEMENT
4. The Project Development Schedule shall show the proposed completion date of each task of the
Project through design, bidding, and post design services.
5. Constructability Review reports shall be conducted by the City and/or its consultants at design
stages deemed necessary by the Project Manager. The Consultant shall provide five additional
deliverable plan sets for distribution, by the City, to others for this purpose. There shall be an
established deadline for review report submission back to the City. The Consultant shall provide
written responses to all comments within two weeks and shall maintain files of all related review
reports and response reports, If necessary, the City may coordinate Constructability Review
meetings with some or all of the reviewers with the Consultant present to discuss specific issues.
In addition to the Constructability Review process mentioned above, the City reserves the right to
conduct a Peer Review of the project documents at any design stage. Cost of such a Peer Review
would be borne by the City. Any findings as a result of said Peer Review would be addressed by
the Consultant,: and if requested by the. City, would be incorporated into the design documents, at
no additional cost to the City and no extension of time to the schedule.
A2.03 DESIGN DEVELOPMENT
From the approved Schematic Design documents, the Consultant shall prepare and present in writing,
and at oral presentations, If requested, for approval by the City, separate Design Development
Documents, updated Project Development Schedules, updated Statements of Probable Construction
Costs and 'a review of Constructability Review reports.
1, The Design Development Documents shall consist of drawings (site pians, floor plans, elevations,
and sections), outline specifications, and other documents.
j 2. Design Development consists of continued development and expansion of architectural and/or
j civil Schematic Design Documents to establish the final scope, relationships, forms, size, and
I appearance of each element through:
j 2,1 Plan sections and elevations
2.2 Typical construction details
I 2.3 Final materials selection
2,4 Construction phasing plan
3. The updated Development Schedules shall show the proposed completion dates of each milestone
j of each Project through design, bidding, construction and proposed date of occupancy. The
i Consultantwill also detail all long lead procurement items and architecturally significant equipment
f that will need to be purchased prior to the completion of Construction Documents.
4. Provide updated Statements of Probable Construction Cost, If either statement of Probable
Construction Cost exceeds allocated funds, the Consultant shall prepare recommendations for
reducing the scope of that particular Project in order to bring .the estimated costs within allocated
funds. The Consultant shall update its documentation, at no additional cost to the City, to reflect
this reduced scope.
5. Construdtability Review reports,
A2,04 CONSTRUCTION DOCUMENT
From the approved Design Development Documents, the Consultant shall prepare for written approval by
the City, Final Construction Documents setting forth all design drawings and specifications ,needed to
comprise a fully biddable, permittabte, constructible Project.
The Consultant shall produce 30%, 60%, 90% and Final Construction Documents for review and approval
by the City, which shall include the following:
1. A Drawing Cover Sheet listing ,an index of all number of drawings by each discipline, Drawings not
included in the 30%, 60%, .90% and Final review shall be noted. The Consultant shall attach an
index of all anticipated drawing sheets necessary to fully define the Project.
2. The updated Project Development Schedule to include an outline of major construction milestone
activities and the recommended construction duration period in calendar days,
Miscellaneous Environmental Engineering Services
RFQ 14-16-027 22
PROFESSIONAL SERVICES AGREEMENT
8. An updated Statement of Probable Construction Cost In CSI format.
4. The Consultant may also be authorized to include in the Construction Documents approved
additive and/or deductive alternate bid items, to permit the City to award a Construction Contract;
within the limit of the budgeted amount,
5, A. Project Specifications Index and Project Manual with at least 30%, 60%, 90% and Final of the
Specifications completed.
S. The Consultant shall include, and will be paid for, City -requested alternates outside of the
established Project scope or that are not constructed due to a'lack of funds. No fee will be pain by
the City in connection with alternates required by the failure of the Consultant to design the Project
within the Fixed Limit of Construction Cost.
7. The Consultant shall provide an index of all submittals required .by the Contractor that clearly
identifies submittals for which the Contractor shall be responsible for design.
6. The Consultant shall submit the special conditions separate from the technical specifications,
9, The Consultant shall not proceed with further construction document development until approval
of the 30% documents is 'received in writing from the City. Approval by the City shall be for
progress only and does not relieve the Consultant of its responsibilities and liabilities relative to
code compliance and to other covenants contained in this Agreement. The Consultant shall
resolve all questions indicated on the documents and make all changes to the documents
necessary in response to the review commentary. The 30% Documents review (check) set shall
be returned to the City upon. submission of 60% complete Construction Documents and the
Consultant shall provide an appropriate response to all review comments noted on these
previously submitted documents,
Of the seven (7) copies to be provided, the Consultant shall submit four (4) full size copies of the
drawingsand specifications, .and one digital copy in .pdf format,
A2.04-1 Maximum Cost Limit
Prior to authorizing the Consultant to proceed with preparation of Construction Document
-Development,—the-City-may-establish-and-communicate-to-the Consultant a -maximum -sum -for -the -cost
i of construction of the Project ("Maximum Cost Limit"), If the City has not advertised for bids within
I ninety (90) days after the Consultant submits the Final Design to the City, the estimate of the cost of
j construction shall be adjusted by the Consultant. Notwithstanding anything above to the contrary, the
City may require the Consultant to revise and modify Construction Documents and assist in the re-
bidding of the Work at no additional cost or fee to the City if all responsive and responsible bids
r received exceed the Maximum Cost Limit.
A2.04e2 Dry Run Permitting
The Consultant shall file and follow-up for building permits at the earliest practicable time during the
performance of the Work, the necessary portions of the Construction Documents for approval by the
City., County, State and/or Federal authorities having jurisdiction over the Project by law or contract
with the City, and shall assist in obtaining any such applicable certifications of permit approval by such
authorities prior to approval by the Department of the final Set and printing of :the Construction
Documents. The Consultant shall promptly, at any time during. the performance of the Work
hereunder, advise the City of any substantial increases in costs set forth 'in the, Statement of Probable
Construction Cost that in the opinion of the Consultant is caused by the requirement(s) of such.
Upon completion of dry run permitting., 'Consultant shall provide as part of the seven (7) copies to be
submitted, five (5) full size sealed copies of the drawings and specifications, Consultant shall also
provide digital versions of the .drawings in ,dwg, .pit, and .pdf formats. The specification additional
terms and conditions shall be provided in both .pdf and .doc formats,
Miscellaneous Environmental Engineering Services
RFQ ,14-15-027 23
PROFESSIONAL SERVICES AGREEMENT
A2.0.5 BIDDING AND AWARD OF CONTRACT
A2.05-1 BID DOCUMENTS APPROVALS AND PRINTING
Upon obtaining all necessary approvals of the Construction Documents, from authorities having
jurisdiction, acceptance by the City of the 100%Construction Documents and latest Statement of
Probable Construction Cost,, the'Consultant shall assist the City in obtaining bids, preparing and
awarding the construction contract. The City, for bidding purposes, will have the bid documents
printed,, or, at its own discretion, may .authorize such printing as a reimbursable service to the
Consultant.
A2,05-2 ISSUANCE OF BID DOCUMENTS, .ADDENDA AND BID OPENING
1. The City shall issue the Bid Documents to prospective bidders and keep a complete List of
Bidders
2. The Consultant shall assist the City in the preparation of responses to questions if any are
required during the bidding period. All addendum or clarifications, or responses shall be
Issued by the City.
3. The Consultant shall prepare revised plans, if any are required, for the City to issue to all
prospective bidders.
4. The City will schedule a "Pre -Bid Meeting" on an as needed basis, 'for the Project. The
Consultant shall attend all any pre-bid meeting(s). and require attendance of Sub -consultants
at such meetings,
5. The Consultant will be present at the bid opening, if requested .by the City..
A2.05-3 BID EVALUATION AND AWARD
The Consultant shall assist the City in evaluation of bids, determining the responsiveness of bids and
the preparation of documents for Award of a contract, if the lowest responsive Base Bid received
exceeds the Total Allocated Funds for Construction, the City may:
1. Approve an increase in the Project cost and award a Contract;
2. Reject all bids and re -bid the Project within a reasonable time with no change in the .Project,
or additional compensation to the Consultant;
3. Direct the Consultant to revise the scope and/or quality of construction, and rebid the Project.
The Consultant shall, without additional compensation, modify the Construction Documents
as necessery to brim the. Probable Construction Cost based on such revisions within the
exceeds 10% of the Fixed Construction Budget provided to the Consultant and as may be
modified by the City and the Consultant prior to soliciting bids.
4, Suspend, cancefcr abandon the Project.
NOTE: Under item 3(3) above the Consultant shall, without additional compensation, modify the
Construction Documents as necessary to bring the Probable Construction Cost within the budgeted
amount.
A2.06 ADMINISTRATION OF THE CONSTRUCTION CONTRACT
A2.06.1 The Construction Phase will begin with the award of the construction contract and will end
when the Consultant has provided to the City all post construction documents, including Contractor
As -Built. drawings, the Consultant's record drawings, warrantees, guarantees, operational manuals,
and Certificate(s) of Occupancy have been delivered to the City and the City approves thefinal
payment to the Consultant. During this period,. the Consultant shall provide administration of the
construction contract as provided by this Agreement, and as provided by law,
A2,06-2 The Consultant, as the representative of the City during the Construction Phase, shall
advise and consult with the City and shall have the authority to act on behalf of the City to the extent
provided in the General Conditions and the Supplementary Conditions of the construction contract and
their Agreement with the City..
A2.06-3 The Consultant. and respective Sub -consultants shall visit the site to conduct field
observations, at a minimum on a weekly basis, and at all key construction events; to ascertain the
progress of the Projectand shall visit the site as appropriate to conduct field Inspections to ascertain
the progress of the Project and determine, in general, if the Work is proceeding in accordance with the
Miscellaneous Environmental Engineering Services 24
RFQ 14-15-027
PROFESSIONAL' SERVICES AGREEMENT
Contract Documents, The Consultant shall provide any site visits necessary for certification if required
by the authorities having jurisdiction. Threshold inspection shall be provided .by the Consultant at no
additional cost to the City. The Consultant shall report on the progress the Work, including any defects
and deficiencies that may be observed in the Work. The Consultant and/or Sub -consultants will not be
required to make :extensive inspections or provide continuous daily 'on-site inspections to check the
quality or quantity of. the Work unless otherwise set forth in this Agreement. The Consultant will be
responsible for writing minutes of all meetings and field inspections report it is asked to attend, as well
as the distribution of the minutes, The Consultant and Sub -consultants will not be held responslbie for
construction means, methods; techniques, sequences,, or procedures, or for safety precautions and
programs in connection with the Work. The Consultant and his/her Sub -consultants will not be held
responsible for the Contractor's or subcontractors',, or any of their agents' or employees' failure to
perform the work in accordance with the contract unless such failure of performance results from the
Consultant's acts or omissions.
A2.O64 The Consultant shall furnish the City with a written report -of all observations of the Work
made by the Consultant and require all Sub -consultants to do same during each visit to .the Project.
The Consultant shall also note the general status and progress of the Work, on forms furnished by the
City, and shall submit them in a timely manner.. The Consultant and the Sub -consultants shall
ascertain that the Work is acceptable to the City. the Consultant shall assist the City in ensuring that
the 'Contractor is making timely, accurate, and complete notations on the "as-bullt" drawings. Copies
of the field reports shall be attached to the monthly Professional Services payment request for
construction administration services. The Consultant's failure to provide written reports of all site visits
or minutes of meeting shall result in. the rejection of payment requests and may result in a, proportional
reduction in Construction Administration fees paid to the Consultant.
A2.06:.6
1. Based on observations at the site and consultation with the City, the Consultant shall
determine the amount due the Contractor based on the pay for performance milestones and
shall recommend approval of such amount as appropriate. This recommendation shall
constitute a representation by the Consultant to the City that, to the best of the Consultant's
knowledge, information and belief, the Work has progressed to the point indicated and that.,.
the quality of the Work .is In accordance with the contract and the. Contractor is entitled to
amount stated on the requisition subject to;
2. Adetailed—e aluat o of the-Work-forgo-nformance-with-the contract -upon -substantial
completion;.
3, The results of any subsequent tests required by the contract;
4. Minor deviations from the contract correctable prior to completion;
5, Any specificqualifications stated in the payment certificate and further that the Contractor is
entitled to payment in the amount agreed upon at a requisition site meeting or as stated on
the requisition.
Prior to recommending payment to the Contractor, the Consultant will prepare a written statement to
the City on the status of the Work relative to the Construction Schedule, which shall be attached to the
Contractor's Requisition. Such statement shall be prepared immediately following the requisition field
meeting and shall not be cause for delay in timely payment. to the Contractor. By recommending
approval of a Payment Certificate, the Consultant shall not be deemed to represent that the
Consultant has made any examination to ascertain how and for what purpose the Contractor has used
money paid on account of the Construction Contract Sum.
A2;06-6 The Consultant shall be the interpreter of the requirements of the Contract Documents
and the judge of the performance, there under. The Consultant shall render interpretations necessary
for the proper execution or progress of the Work upon written request of either the City or the
Contractor, and shall render written decisions, within maximum of ten (10) calendar days, on all
claims, disputes and .other matters In question between the City and the Contractor relating to the
execution or progress of the Work, Interpretations and decisions of the Consultant shall be consistent
with the intent of and .reasonably inferable from, the Contract Documents and shall be in written or
graphic form.
Miscellaneous Environmental Engineering Services 25
RFQ 14-15-027
'PROFESSIONAL SERVICES AGREEMENT
A2.06.7 The Consultant shall have the authority to recommend rejection of Work, which does not
conform to the Contract Documents. Whenever, in his/her reasonable opinion, the Consultant
considers it necessary or advisable to insure compliance with the Contract Documents, the Consultant
will have the authority to recommend special inspection or testing of any Work deemed to be not in
accordance with the Contract, whether or not such Work has been fabricated and/or delivered to the
Project, or installed and completed.
A2.06-8 The Consultant shall promptly review and approve, reject or take action on shop
drawings, samples, RFIs and other submissions of the Contractor. Changes or substitutions .to the
Contract Documents shall not be authorized without concurrence of the City's Project Manager and/or
Director of Capital Improvements. The Consultant shall have a maximum of ten (10) calendar days
from receipt of shop drawings, samples, RFI's or other submittals by the Contractor, to return the shop
drawings or submittals to the Contractor with comments indicating either approval or disapproval. The
Consultant shall provide the Contractor with a detailed written explanation as to the basis for rejection.
Consultant shall have five (5) calendar days to review contractor payment applications to ensure the
City complies with Florida Statute §218.70.
A2.06-9 The Consultant.shalt initiate and prepare required documentation for changes as required
by the Consultants own observations or as requested by the City, and shall review and recommend
action on proposed changes. Where the Contractor submits a request for Change Order or Change
Proposal request, the Consultant shall, within ten (1.0) calendar days, review and submit to the City,
his/her recommendation or proposed action along with an analysis and/or study supporting such
recommendation.
A2.06-10 The Consultant shall examine the Work upon receipt of the Contractor's request for
I i substantial, completion, inspection of the Project and shall, prior to occupancy by the City, recommend
execution of a "Certificate of Acceptance for Substantial Completion after first ascertaining that the
l Project is substantially complete In accordance with the contract requirements. The Consultant shall in
l conjunction with representatives of the City and the Contractor prepare a paunch list of any defects and
discrepancies in the Work required to be corrected by the Contractor in accordance with Section
218.735, Florida Statutes. Upon satisfactory completion of the punch list the Consultant shall
recommend execution of a. "Certificate of Final Acceptance" and final payment to the Contractor. The
Consultant shall obtain from the Contractor upon satisfactory completion of all items on the punch list
all -necessary -closeout docum ntation-from--the-Gentractor—including-but not iimited-to-ail-guarantees
I operating and maintenance manuals for equipment, releases of liens/claims and such other
j documents and certificates as may be required by applicable codes, law, and the contract, and deliver,
them to the City before final acceptance shall be issued to the Contractor.
A2.06-11 The 'C'onsultant shall monitor and provide assistance in obtaining the Contractor's
compliance with the its contract relative to 1) initial instruction of City's personnel in the operation and
maintenance of any equipment or system, 2) initial stars; -up and testing, adjusting and balancing of
equipment and systems and. 3) final clean-up of the Project to assure a smooth transition from
construction to occupancy by the City.
A2.06-12 The Consultant shall furnish to the City the original documents, including drawings,
revised to "as -built" conditions based on information furnished. by the Contractor; survey, and specific
condition. In preparing the "as -built" documents the Consultant shall rely on the accuracy of the
information provided by the Contractor, including the Contractor's record drawings, Any certifications
required under this Agreement including the contents of "as -built" documents are conditioned upon the
accuracy of the information and documents provided 'by the construction contractor. Transfer of
changes made by "Change Authorization "Change 'Order", "Request for Information", substitution
approvals, or other clarifications will be the Consultant's responsibility to incorporate into the "as -built"
and record documents. Changes made in the field to suit field conditions., or otherwise made by the
Contractor for its convenience shall be marked by the Contractor on the "Field Record Set" and
transferred to the original contract documents by the. Consultant. The original documents as well as
the "Field Record Set" shall become the property of the City. A reproducible set of all other final
documents will be furnished to the City free of charge by the Consultant.
Miscellaneous Environmental Engineering Services 26
RFQ 14-15-027
PROFESSIONAL SERVICES AGREEMENT
A106-13 The Consultant shall review the Contractor's "as built" drawings and submit them to the
City upon approval by the Consultant. The Contractor is responsible for preparing the "as built"
drawings.
AZD6-14 The Consultant shalt furnish to the City a simplified site plan and floor .plan(s) reflecting
"as -built" conditions with graphic scale and north arrow. Plans must show room names, room
numbers, overall dimensions, square footage of each floor and all fonts used in the drawings:. Two
sets of drawings shall be furnished on 24" x 36" sheets and one electronic copy,
A2.06A5 The Consultant shall assist the City in the completion of the Contractor's performance
evaluation during construction work and upon final completion of the Project.
A2.07 TIME FRAMES FOR COMPLETION
The following time frames are sequential from the date of the Notice to Proceed. A concurrent project
timeline is attached as Schedule A5,
Development of Objectives
TBD during Negotiations
Schematic Design
TBD during Negotiations
Design Development
TBD during Negotiations
30% Construction Documents
TBD during Negotiations
60% Construction Documents
TBD during Negotiations
90% Construction Documents
TBD during Negotiations
Dry— Run Permitting
TBD during Negotiations
Final Construction Documents
TBD during Negotiations
Bidding and award of Construction Contract
TBD during Negotiations
Construction Contract Administration
TBD during Negotiations
ARTICLE A3 ADDITIONAL SERVICES
A3.01 GENERAL
normally considered to be beyond the scope of the Basic Services, Additional Services shall either be
identified in a Work Order or shall be authorized by prior written approval of the Director or the City
Manager and will be compensated for as provided in Attachment B, Section B3.05,
A3.0.2 EXAMPLES
Except as may be specified in Schedule A herein, Additional Services may include, but are not limited to
the following:
A3.02-1
Pre -Design 'Surveys & Testing: Environmental investigations, site evaluations,, or comparative studies
of prospective sites. Surveys of the existing structure required to complete as -built documentation are
not additional services.
A3.022
Appraisals; Investigation and creation of detailed .appraisals and valuations of existing facilities, and
surveys or inventories in connection with construction performed by the City,
A3.02-3
Specialty Design: Any additional special professional services not included in the Scope of Work,
A3.02-4
Extended Testing & Training: Extended assistance beyond that provided under Basic Services for the
initial start-up, testing, adjusting and balancing of any equipment or system; extended training of the
City's personnel in operation and maintenance of equipment and systems, and consultation during
such training; and preparation of operating and maintenance manuals, other than those provided by.
Miscellaneous Environmental Engineering Services
RFQ 14-15.027 27
PROFESSIONAL SERVICES AGREEMENT
the Contractor, subcontractor, or equipment manufacturer. Provide Commissioning Services as part
of systems start-up.
A3.02-5
Major Revisions: Making major, revisions to drawings and specifications resulting in or from a change
in Scope of Work, when such revisions are inconsistent with written approvals or instructions
previously given by the City and are due to causes beyond the control of the Consultant. (Major
revisions are defined as those changing the Scope of Work and arrangement of spaces and/or
scheme and/or any significant portion thereof).
A3.02-6
Expert Witness', Preparing to serve or serving as an expert witness in connection with any arbitration
proceeding or legal proceeding., providing, however, that the Consultant cannot testify against the City
in any proceeding during the course of this Agreement.
A3.02.7
Miscellaneous: Any other services not otherwise included in this Agreement or not customarily
furnished in accordance with generally accepted architectural/engineering practice related to
construction.
A3.03 ADDITIONAL DESIGN.
The City may, at its option, elect to proceed with additional services relating to the Project.
ARTICLE S REIMBURSABLE EXPENSES
A4.01 GENERAL
Reimbursable Expenses cover those services and items authorized by the City in addition to the Basic and
Additional Services and consist of actual, direct expenditures made by the Consultant and the Sub -
Consultant for the purposes listed below. Transportation, travel and per diem expenses shall not be
considered as reimbursable expenses under this Agreement,
r A4.01-1
Communications Expenses: identifiable communication expenses approved by the Project Manager,
i long distance telephone, courier and express mail between the 'Consultants various permanent
` offices and Sub -consultant, The Consultant's field office at the Project site is not considered a
permanent off ice• Celi phones will not—be considered awe—imb sable--expenses—under—this
' I agreement.
A4.01-2
Reproduction Photography.: Cost of printing, reproduction or photography, beyond that which is
frequired by or of the Consultant's part of the work, set forth in this Agreement.
A4.01-�3
j Geotechnical Investigation: Identifiable Soil Borings and Reports and testing costs approved by
Program Manager.
A4.01.4
l Permit Fees: All Permit fees paid to regulatory agencies for approvals directly attributable to the
Project. These permit fees do not include those permits required to be paid by -the Consultant.
A4.01-5
Surveys: Site surveys and special purpose surveys when pre -authorized by the Project Manager.
A4.01-6
Other: Items not indicated in Section 4,01 when authorized by the Project Manager.
A4.02 STD -CONSULTANT REIMBURSEMENTS
Reimbursable Sub -consultant expenses are limited to the items described above when the Sub -
consultant's agreement provides for reimbursable expenses and when such agreement has been
previously approved, in writing, by the Director and subject to all budgetary limitations of the City and
requirements of this Agreement.
Miscellaneous Environmental Engineering Services 28
RFQ 14-15-027
PROFESSIONAL SERVICES AGREEMENT
ARTICLE A5A5 CITY'S RgSPONSIBILITIES
A5.01 PROJECT & SIVE INFORMATION
City, at its .expense and insofar as performanceunder this Agreement may require, may furnish
Consultant with the information described below, or, if. not readily available, may authorize Consultant to
provide such information as an Additional Service, eligible as a Reimbursable Expense.
A5.01-1
Survey : Complete and accurate surveys of building sites, giving boundary dimensions, locations of
existing structures, the grades and lines of street, pavement, and adjoining properties; the rights,
restrictions, easements, boundaries, and topographic data of a building site, and existing utilities
information regarding sewer, water, gas, telephone and/or electrical services.
A5.01-2
Soil Borings, Geotechnical Testing; Soll borings :or test pits; chemical, mechanical, structural, or other
tests when deemed necessary; and, if required, an appropriate professional interpretation thereof and
recommendations. The Consultant shall recommend necessary tests to the City.
A6.01-3
General Project Information: Information. regarding Project Budget, City and State procedures,
guidelines, forms, formats, and assistance required establishing a program as� per Section A2,
A5.01-4
Existing Drawings: Drawings representing as -built conditions at the time of original construction,
subject to .as -built availability. However, such drawings, if provided, are not warranted to represent
conditions as of the date of receipt. The Consultant must still perform field investigations as necessary
in accordance with Section A2,01 to obtain sufficient information to perform its services. Investigative
services in excess of "Normal Requirements," as defined, must be authorized in advance.
A5.01-5
Reliability: The services, information, surveys and reports described in A5.01-1 through A5,01-4
above, shallbe furnished at the City's expense, and the Consultant shall be entitled to rely upon the
accuracy and completeness thereof,, provided the Consultant has reviewed all such information to
determine if additional information and/or testing is required to properly design the Project.
A5.02-1
During construction, the Consultant and the City staff shall assume the responsibilities described in
the general conditions and supplementary conditions of the construction contract relating to review
and approval -of the construction work by the Contractor,
A5,02.2
If the City observes or otherwise becomes aware of any fault or defective Work in the Project, or other
nonconformance with the contract during construction, the City shall give prompt notice thereof to the
Consultant.
Miscellaneous Environmental Engineering Services
RF'G 14-15-027
2:9
PROFESSIONAL SERVICES AGREEMENT
SCHEDULE Al... SUB -CONSULTANTS
FIRM NAME
CONSULTING FIELD
AirQuest Environmental, Inc.
Asbestos, Lead Paint, Air Quality
Avift & Associates, Inc.
Surveying
HP Consultants, Inc.
Geotechnical Services
SGS Accutest Inc.
ces
Laboratory Services
International Analytical Group, Inc.
Laboratory Quality Control
SCHEDULE A2. - KEY STAFF
NAME
JOB CLASSIFICATION
Mariano Valle, PE
Principal
Francisco Alonso,, PE
Project Manager
Colin Henderson
Senior Environmental Engineer
Lucien Ten -der, PE. Michael Miller, RE
Senior Engineer
Mehmet Ulutas, PE
_-Senior-Structural-Engineer
Enrique Sosa, PE
Senior Electrical Engineer
Ahmad Hammoud,. PE, LEER
Senior Mechanical Engineer
Richard White
Dennis Martinez
Project Engineer
Claudia Diaz
Marco Lux
Jon Dunlop
Teresa Thomas
Environmental Scientist
James Whalen
Roque Rokovich, PG
Senior Geologist
Isidro Duque, PG
.Jorge Avino, PE, PLS
Senior Surveyor/Mapper
Arvind Kurnbhojkar, PhD, PE
Geotechnical Manager
Alvaro Ceballos
Field Inspector
Jose Anadon
Hector Garcia
CADD Technician
Miscellaneous Environmental Engineering Service's
RFQ 14-1 &027
30
ATTACHMENT B - COMPENSATION AND PAYMENTS
AITIGILE B1 METHOD OF COMIPE�SATION
The fees for Professional Order shall kedetermined by one of the following
methods or e combination thereof, at the option of the Director or designee, with the consent of the
a) A Lump Sum (See Gection[33
b) An Hourly Rate asdefined inGection83.U2and at the rates set forth pursuant to the same.
NOTE: TheLVmpGWmmannarofoompanaationkaOhepnsfe[redgndphmaryfunnofcompenmation.
B1.01 COMPENSATION LIMITS
The aggregate sum of all payments for fees d b/ including rei b b| to the
Consultant payable by the City under this Agreement shall be limited to the amount specified. In Article 2,
Section 2.05-1 Compensation Limits, as the maximurn compensation limit for cumulative expenditures
under this Agreement, Under no circumstances will the City have any liability for work performed, or as
otherwise may be alleged 'or claimed by the Consultant, beyond the Cumulative amount provided herein,
except where specifically approved in accordance, with the City Code by the City Manager or City
Commission -as applicable as an increase to the Agreement and put into effect via an Amendment to this
Agreement
. B1.02 CONSULTANT NO7?QEXCEED
|
| |
Absent an amendment to the Agreement or to any specific Work Order, -any maximum dollar or
| !percentage amounts stated for compensation shall not beexceeded, In the event they are so exceeded,
sthe City hall have no liability or responsibility for paying any amount of such excess, which will be at the
|
Consultant's own cost and expense.
i !
/ ±lRlI�=E 8:2
B2,01 FEE BASIS
All fees and compensation payable under this Agreement shall be formulated and based upon the
averages of the certified Wage Rates that have received and approved by the Director. The averages of
said certified Wage Rates are summarized In Schedule 131 Incorporated herein by reference. Said Wage
employees in the specified professions and job categories that are to be utilized to provide the services
under this Agreement, regardless of manner of compensation.
B2.02 EMPLOYEES AND JOB CLASSIFICATIONS
Schedule Bi identifies the nzfema job categories and/orused during the
term of this Agreement, These include architects, engineers, landscape architects, professional interns,
designers, CADD technicians, project managers, GIS and environmental specialists, specification writers,
clerical/administrative support, and others engaged in the Work. In determining compensation for a given
Scope of Work, the City reserves the right to recommend the use of the Consultant employees at
particular Wage Rate levels.
B203 MULTIPLIER
For Work assigned under this Agreement, EL maximum multiplier of 2.9 for hmno office and 2.4 for field
office eheU apply to Consultant's hourly VVeQe Rates in oe|ou|odinQ compensation payable by the O8y.
Said multiplier is intended to cover the Consultant | benefits d the Consultant's profit and
overhead, including, without ||n{itgUon, office rent, local telephone and utility charges, office and drafting
ouppiee, depreciation of equipment, professional dues, subscriptions, stenographic, administrative and
cledcal support, other employee time or travel and subsistence not directly related to a project.
B3.04 CALCULATION
Said VVega Rates are to be utilized by the Consultant in calculating com naot|on payable for specific
assignments and Work Orders as requested by the City. The UooaU|taot aho|| identify job olaaaifinoOonm,
available staff and projected man-hours required for the proper- completion of tasks and/or groups of
tasks, milestones and deliverable's identified under the Scope of Work as exemplified In Schedule A2, Key
Miscellaneous Environmental E�nglneerngServices
31
B2.05 EMPLOYEE BENEFITS AND OVERHEAD
Regardlessthe elected herein, compensation paid by the Qty shall, via the
Multiplier, -cover all the Consultant costs including, without limitation, employee fringe benefits (o;.g. sick
leave, vacation, holiday, unemployment taxes, retirement, medical, insurance and unemployment benefits)
and an overhead factor. Failure to comply with this section shall be cause for cancellation of this
BZ$G ESCALATION
There shall benoescalation clause 'eepart ofthis Agreement.
ARTICLE 133 COMPUTATION OF FEQ�A���
The City agrees to pay the ConoV|bant, and the O000u|laOt agrees to accept for oepdnee rendered
pursuant to this Agreement, fees computed by one or a -combination of the methods outlined above, as
applicable, inthe following mannar,
B3,01 LUMPSUM
Compensation for aScope ofWork can beaLump Sum and must bemutually agreed upon inwriting by
the City and the Consultant and stated in e Work Order. Lump Sum compensation is the preferred
method ofcompensation.
133.O1 -i
Lump Gum compensation ahm|| baca|uu|ated by the Consultant utilizing the Wage Rates established
herein. Prior to issuing a Work Order. the City may eqWina the Consultant to verify or justify
requested Lump Sum compensation. Such verification shall present. sufficient information aadepicted
in Schedule A2,
B&02 HOURLY RATE FEES
83.02N
H Identified in
Schedule B1Wage Rates. All hourly rate fees will include amaximum not toexceed figure, inclusive
ofall costs expressed |nthe contract documents, The City shall have noliability for any fee, cost or
expense above this figure,
Hourly Rate Fees shall be used only'In those instances where the parties -agree that it is not possible
to determine, deflne,. quantify and/or calculate the complete nature, and/or aspects, tasks, man-
hours, or milestones for a particular Project or portion thereof at the time of Work Order Issuance.
Hourly Rate Fees may be utilized for Additional Work that is similarly indeterminate. In such cases,
the'City will establish an Allowance in the Work Order that shall serve as a Not to Exceed Fee -for the
Work to be performed on an Hourly Rate Basis,
B3.03 REIMBURSABLEEXPENSES
Any fees for authorized reimbursable expenses shall not include charges for the Consultant handUn0,
office rent or overhead expenses of any kind, including local telephone nd utility charges, office d
drafting supplies, depreciation of equipment, professional dues, -subscriptions, etc., reproduction, of
drawings and specifications (above the quantifies set forth in this Agreement), mailing, stenographic,
clerical, or other employees time or travel and subsistence not directly related to a project. All
reimbursable services shall be billed to, the City at direct cost expended by the Consultant. City authorized
reproductions in excess of sets required at each phase of -the Work will be a Reimbursable Expense.
The City will reimburse the Consultant foraVthorized Reimbursable Expenses pursuant tothe limitations
of this AQroemnnt as verified by supporting documentation deemed appropriate by Director or designee
including, without limitation, detailed bills, Itemized invoices and/o,copies ofcancelled checks,
B3.04 FEES FOR ADDITIVE orDEDUCTIVE ALTERNATES
The design of additive and deductive alternates contemplated as part ofthe original Scope for a Project as
authorized by the Director will be considered as part of Basic Services. The design of additive and
deductive alternates that are beyond the original Scope of Work and construction budget may be billed to
Miscellaneous Environmental Engineering Services
32
the as Additional Services. The fees for alternates will becalculated by one of the three methods
outlined above, as mutually agreed by the Director and the Consultant.
B3.06 FEES FOR ADDITIONAL, SERVICES
The Consultant may be authorized to perform Additional 8emkma for which additional compensation
end/or Reimbursable Expenses, as defined In this Agreement under 8motkzno 133]]5 and B3.03
respectively, may be applicable. The Consultant shall udUbo the Work Order Proposal Form and
�
worksheets which can be found on the City's VVebpagn at
' The webpage also provides the procedures for completing forms, Failure to use the forms orfollow
�
the procedures will result |nthe rejection ufthe Work Order Proposal.
i
B3.05-1 DETERMINATION QFFEE
/ The compensation for such services. will be one ofthe methods described herein: mutually agreed
upon Lump Gmn; Hourly Rate with a Not to Exceed Limit.
. B3.05'2 PROCEDURE AND COMPLIANCE
An independent and detailed Notice to Pmcoed, and an Amendment to a specific Work Order, shall
� berequired tobeIssued and signed by theDirector for each additionalaen/|oenaquestedbytheO4,
|
The Notice toProceed will specify th fee for h serviceand upper limit ofthe fee, which ahmUnot
U
! beexceeded, and oh$comply with the City ufMiami regulations, including the Purchasing Ordinance,
�
the Consultants' Competitive Negotiation Act, and other applicable |awa.
8106-3 FEE LIMITATIONS
Any authorized. compensation for Additional Services, either professional fees or reimbursable
expenses, shall not include additional charges for office rent or overhead expenses of any kind,
Including local telephone and utility charges, office and drafting supplies, depreciation of equipment,
professional dues, subscriptions, etc., reproduction of drawings and specifications, mailing.,
stenographia, clerical, -or other employees time or travel and subsistence not directly related. to a
project, For all reimbursable services and sub -consultant costs, the Consultant will apply the multiplier
of one (1.0) times the amount expended by the Consultant,
Buis PAYMENT EXCLUSIONS
The Consultant shall not be compensated by the City for revisions and/or modifications 'to _a\Wn-gs —and
specifications, for extended construction administration, or for other work when such work is due to errors
or omissions of the Consultant as determined by the City,
B3.07 FEES RESULTING FROM PROJECT SUSPENSION
Ifaproject issuspended for the convenience ofthe City for more than three months orterminated without
any cause In whole or in part, during any Phase, the Consultant shall. be paid for s6rvices duly authorized,
performed prior to or termination, together with the cost of authorized reimbursable
oem|uea and expenses then due, and all appropr|ate\ app||omb|e, and documented expenses resulting
from such suspension or termination, If the Project is resumed after having been suspended -fbr more
than three months, the Consultant's further compensation shall be subject to renegotiations.
ARTICLE 1134 PAYMENTS TO THE CONSULTANT
B4.01 PAYMENTS GENERALLY
Payments for Basic Services may be requested monthly in proportion to services performed during each
Phase of the Work, The Sub-Consulta,rit fees and Reimbursable Expenses shall be billed to the City in
the actual amount paid by the Consultant. The Consultant shall utilize the City"s Invoice Form which can
be found on the City's Webpage at
Failure to use the City Form will result In rejection of the invoice,
Miscellaneous Bnvimnmenta|Engineering Services
RFQ 14-16-027
33
B4.02 FOR COMPREHENSIVE BASIC SERVICES
For those Projects and Work Orders where comprehensive design services are stipulated, said payments
shall, in the aggregate, not exceed the percentage of the estimated total Basic Compensation indicated
below for each Phase.
84.03 BILLING — HOURLY RATE
Invoices submitted by the Consultant shall be sufficiently detailed and accompanied by supporting
documentation to allow for proper audit of expenditures. When services are -authorized on an Hourly Rate
basis, the Consultant shall submit for approval by the Director; a duly certified invoice, giving names,
classification, salary rate per hour; hours worked and total charge for all personnel directly engaged on, a
project or task. To the sum thus obtained, any authorized Reimbursable Services Cost may be added.
The Consultant shall attach to the invoice all supporting data for payments made to and incurred ,by the
Sub -Consultants engaged on the Project. In addition to the invoice, the :Consultant shall, for Hourly Rate
authorizations, submit a progress report; giving the percentage of completion of the Project development
and the total estimated fee to completion.
B4A4 PAYMENT FOR ADDITIONAL SERVICES & REIMBURSAB'LE. EXPENSES
Payment for Additional Servicesmay be requested monthly in proportion 'to the services performed, When
such services are authorized on an Hourly Rate basis, the Consultant shall submit for approval by the
Director, a duly certified invoice, :giving names, classification, salary rate per hour, hours worked and total
charge for all personnel directly engaged on a project or task, To the sum thus obtained, any authorized
Reimbursable Services Cost may be added. The Consultant shall attach to the invoice all supporting data
for payments made to or .costs Incurred by the Sub -Consultants engaged on the project or task.
In addition to the invoice, the Consultant shall, for Hourly Rate authorizations, submit a progress report
giving the percentage of completion of the Project development and the total estimated fee to completion.
84.05 DEDUCTIONS
No deductions shall be made from the Consultant's compensation on account of liquidated damages
assessed against contractors or other sums withheld from payments to contractors,
f ARTICLE B5R5 REIMBURSABLE EXPENSES:
B5.01 GENERAL
Reimbursable_ Expenses -are -those_items_authorized_b_y_the City outsid_e_oJ Qr in addition to the Scope of
Work as identified in the Work Order (as Basic Services and/or Additional Services) and consist of actual
i expenditures made by the Consultant and the Consultants' employees, .the. Sub -Consultants, and the
Special Sub -Consultants in the. interest of the Work for the purposes identified below,
65.01«1 Transportation
Transportation shall not be considered as reimbursable expenses under this Agreement.
X35.01-2 Travel and Per Diem
Travel and per diem expenses shall not be considered as reimbursable expenses under
this Agreement.
85.01-3 Communication Expenses
Identifiable communication expenses approved by the Project Manager, long distance
telephone, courier andexpress mail between Consultant and Sub -consultants.
85.01.4 Reproduction, Photography
Cost of printing, reproduction or photography, beyond that which is required by or of the
Consultant to deliver services., set forth in this Agreement. All reimbursable expenses
must be accompanied by satisfactory documentation.
B5.01.5 Permit Fees
All Permit fees paid -to regulatory agencies for approvals directly attributable to the
Project. These permit fees do not Include those permits required to be paid by the
construction Contractor.
Miscellaneous Environmental Engineering Services 34
RFQ 14-1502.7
B6101-6 Surveys
Site surveys and special purpose surveys when pnm-authod2adbythe Project Manager,
� 135J02 REIMBURSEMENTS TOTHE SUB -CONSULTANTS
Reimbursable Sub -Consultant's expenses are limited to the items daondbmd above when the Sub -
Consultant agreement provides for reimbursable expenses and when such agreement has been
previously approved in writing by the Director and subject to 'a|| budgetary limitations of ihe City and
�
requirements ofARTICLE 8Sherein.
/
_�GILE B6
'
136.0 GENERAL
�
It is understood that all Consultant agreements and/or work Orders for new work will include the provision
' for the re -use of plans and specifications, including construction drawings, at the City's sole option, by
� v1rtue of signing this agreement they agree to e po-uam in accordance with this provision without the
necessity of further approvals, compensation, fees. or documents being required and without recourse for
such re -use.
Miscellaneous Environmental Engineering Services
35
ATTACHMENT 13 - COMPENSATION
SCHEDULE BI - WAGE RATES SUMMARY
Miscellaneous Environmental Engineering Services 36
RFQ 14-15-027
Unloaded.
Negotiated
Negotiated
Key Personnel Name
Position Title
Rates Paid
Hourly Rate
Hourly Rate,
by City
(2.9 Home)
-(?.�4F old)
Mariano Valle, PE
Principal
$77.00
$22330
$184,80
Francisco Alonso, PE
Project Manager
$52.26
$151.63
$125.40
Senior
Colin Henderson
Environmental
$60.63
$146.83
$121.51
Engineer
Lucien Tender, PE
Michael Miller, PE
Senior Engineer
$50.63
$146.83
$121.51
Mehmet Ulutas, PE
James Rosales, PE
Senior Structural
$50.63
$146,.83
$121.61
Engineer
Enrique Sosa, PE
Senior Electrical
$50000
$145.00
$120,00
Engineer
Ahmad Hammoud 'PE,
Senior Mechanical
$50,63-
$14$146:83$121,51
LEED
Engineer
Richard White
Dennis Martinez
Claudia Diaz
Project Engineer.
$41.11
$119:.22
$98.66
Marco Lux
ion Dunlop
Environmental
resaThomas
Scientist
$35-001150$1-0-$84.00
James Whalen
Roque Rokovich, PG
Isidro Duque, PG
Senior Geologist
$48.76
$136.50
$117.00
Jorge Avino, PE, PLS
Senior
Surveyor/Mapper
$50.63
$146.83
$121,611
Arvind Kumbholkar, PhD,
Geotechnical
$52.00
$150.80
$124.80
PE --
_Manager
Alvaro Ceballos
Field Inspector
$27.00
$78.30
$84.80
Jose Anadon
Hector Garcia
CADD Technician
F$ 60
$59.74
$49.44
Miscellaneous Environmental Engineering Services 36
RFQ 14-15-027
CITY'OF MIAMI
DEPARTMENT OF CAPITAL IMPROVEMENTS AND
so" � TRANSPORTATION PROGRAM
PROFESSIONAL SERVICES AGREEMENT
Service Category Miscellaneous Environmental Engineering Services
Contract Type Continuing Services for Miscellaneous Projects
Consultant Stearns, Conrad And Schmidt, Consulting Engineers, Inc. (dba
SCS •Engineers)
Miscellaneous Environmental Engineering Services
RFQ 14-15-027
TABLE OF CONTENTS
ARTICLE 1. DEFINITIONS..:...............................,......,............,......,....,..,,......,,..,..............,..............,.,...4
ARTICLE 2. GENERAL CONDITIONS..................................................................................................6
2.01
TERM.......................................................................................,.......,,..,,...,.........,...................................6
2.02
OPTION TO EXTEND............................................................. .......................... ............... ..... ,........ ..............
6
2.03
SCOPE OF SERVICES ....................... ................................................................................................6
2.04
COMMUNITY BUSINESS ENTERPRISE ("CBE") PARTICIPATION........................................................:6
2,05
COMPENSATION......................................................................................................................................7
ARTICLE3. PERFORMANCE.....................................b...,„,,..,..,..,........................,.............,...,.,,....,,7
3.01
PERFORMANCE. AND DELEGATION......................................................................................................7
3.02
REMOVAL OF UNSATISFACTORY PERSONNEL...................................................................................7
3.03
CONSULTANT KEY STAFF .......... ........... ........... ............ ............................................................................
7
3.04
TIME FOR PERFORMANCE...................................................................................................................7
3,05
STANDARD OF CARE ....... ......................... ...............................................................................................
8
ARTICLE 4. SUB -CONSULTANTS ......................................................................................................8
4.01.
GENERAL .. .............................................................................................................................................8
4.02
SUB -CONSULTANT RELATIONSHIPS......................................................................................................8
4.03
CHANGES TO SUB-CONSULTANTS.........................................................................................................8
ARTICLE5,. DEFAULT............................................................................................................................5
-6,01-GENERAL,........
... .1...... .......... ......... ........................... ......................... , ......., ......___8
5,02
CONDITIONS OF DEFAULT......... ..... ... ............................................. .I..,.... ......................,9
5.03
TIME TO CURE DEFAULT; FORCE MAJEURE.............. ...,............ ....................................................
ARTICLE 6. TERMINATION OF.AGREEMENT....................................................................................9
6.01.
CITY'S RIGHT TO TERMINATE ............. .........e, ... ,,... ....... ..................... ,....... ....................... I—, ...... ...9
6.02
CONSULTANT'S RIGHT TO TERMINATE ............... ........... ...... I ............. I ... .,,.. ........."." ,........9
6.03
TERMINATION DUE TO UNDISCLOSED LOBBYIST OR AGENT...........................................................9
ARTICLE 7. DOCUMENTS AND RECORDS ............... ...................... ......... ...............,.,,..,........,10
7.01
OWNERSHIP OF DOCUMENTS ...................... ....................................................................„,,......,,,,..,,10
7.02
DELIVERY UPON REQUEST OR CANCELLATION..................................................................................1.0
7.03
RE -USE BY CITY ........................ ......................... ...................... I.............................................................
10
7,04
NONDISCLOSURE ........................................... .................................... I ...... , ...,..,,,,.,.,..,.,.....,,,,..,.,,.,.....10
7.05
MAINTENANCE OF RECORDS,' PUBLIC RECORDS ...................... ...10
ARTICLE 8. INDEMNIFICATIONS ....... ............... ............. ................................. ............. ,,.,......,...,,,,,.,.,11
ARTICLE 9. INSURANCE. ................... .................................................................................,.,.,.....11
9.01
COMPANIES PROVIDING COVERAGE.,..,,..1... ,.,,..11
. .....................................................I..... ,....,,,... .......
9,02
VERIFICATION OF INSURANCE COVERAGE.....- ..... I ....................... I ................ I .... "... ....... I .... _1 ...
9.03
FORMS OF COVERAGE..........................................................................................................................12
9.04
MODIFICATIONS TOCOVERAGE................................................................. .. ......................................12
ARTICLE 10. MISCELLANEOUS ................ .............. ....... ................ .............. .... ..................... ...........12
10.01
AUDIT RIGHTS; INSPECTION RIGHTS .............................................................................................12
10.02
ENTIRE AGREEMENT ........ ...............................................................................................................13
10.03
SUCCESSORS AND ASSIGNS ..........................<.,........,,..,..,....,....,.,..,........,..,......,,,..,,........,...,.,,,,,,..,.13
1.0.04
TRUTH-IN-NEG'OTIATION.CERTIFICATE..........................................................................................13
10.05
APPLICABLE LAW AND VENUE OF LITIGA.TION,<...............................................................................13
Miscellaneous Environmental Engineering Services
RFQ 14-15-027
10.06
NOTICES .. .........................................................,.,...,..,.......,....,,.,..,......,...,..,......,,,..,,...,.............,.,.,..,.....,13
SCHEDULEA2.
10.07
INTERPRETATION....................................I......,..,.....,.....,..,.......,....,...,.,.........................,.........,...,,.....14
ATTACHMENT B. - COMPENSATION AND PAYMENTS ............. ......... ........ ................................31
10.08
JOINT PREPARATION.................................................................................................................................14
Bl METHOD OF COMPENSATION...........................................................I..............,...... ......
1,0.09
PRIORITY OF PROVISIONS......................,........,..,......,,.,.........,.....,..........,,.,.....,....,.,..........,..........,......14
COMPENSATION LIMITS....................................................................................................................,...31
10.10,
MEDIATION - WAIVER OF JURY TRIAL.................................................................................................14
CONSULTANT NOT TO EXCEED...............................................................................................................31
10:.11
TIME.......................................................................................................................................................14
10.12
COMPLIANCE WITH LAWS ....................................................................................................................14
10.13
NO PARTNERSHIP ................ ..................................... ....................... .,...,...,,.,.,................. .,,.,................ ..15
10.14
DISCRETION OF DIRECTOR ............................. ...........I....,....,...,........,.,..,....................,,.......15
10.15
RESOLUTION OF CONTRACT DISPUTES.,... ............. ..................................... ............ .......................
15
10.16
INDEPENDENT CONTRACTOR: ................................................................................. ...........................
16
ATTACHMENT
A - SCOPE OF WORK........................................................................ .............................20
ARTICLEAl GENERAL ....................... ...................... ........... ....r....................................... ......................
0
A1.01
SCOPE OF SERVICES............................................................................................................................20
LUMP SUM.............................................................................................................................................32
A1.02
WORK ORDERS ................................ ....,....,...,..,.......... .................................................... ,................. ........
20
ARTICLE A2 BASIC SERVICES.... ...................................................................................................20
83.03
A2.01
DEVELOPMENT OF OBJECTIVES...........................................................................................................21
83,04
A2.02
SCHEMATIC DESIGN........................................................................................................................21
83.05
A2.03
DESIGN DEVELOPMENT.......................................................................................................................22
B3.06
A2.04
CONSTRUCTION DOCUMENTS ............................ . .. ................................................22
B107
A,2.05
BIDDING AND AWARD OF CONTRACT ................ ............................ .............................. ......... ,..............
24
A2.06
ADMINISTRATION OF THE CONSTRUCTION CONTRACT....................................................................24
PAYMENTS GENERALLY ........................................................................................................................33
A2.07
TIME FRAMES FOR COMPLETION.................................................................... ......................, ..27
FOR COMPREHENSIVE BASIC SERVICES..,.......,.........................................................................,.,.....34
ARTICLE A3 ADDITIONAL SERVICES.................................................................................................27
A3.01
GENERAL....................................................................,....,...............,..............,.......................,.......,.,...27
A3,02
EXAMPLES..............................................................................................................................................27
i A3.03
ADDITIONAL DESIGN.............................................................................................................................28
i ARTICLE A4 REIMBURSABLE EXPENSES..........................................................................................28
fA4.01
'GENERAL,.., ................ .................,.....,.,..,,.....,.........,..,.,,......,......,.,............................... ...,28
A4.02
SUB -CONSULTANT REIMBURSEMENTS................................................................................... .,...28.
ARTICLE A5 CITY'S RESPONSIBILITIES..............................................................................................29
i A5.01
PROJECT & SITE INFORMATION ..............29
SCHEDULE Al. r SUB-CONSULTANTS...................................................................................................30
SCHEDULEA2.
- KEY STAFF ...................... ......... .......... ....... .......... I ........ ........... , ..,.........,...................:30
ATTACHMENT B. - COMPENSATION AND PAYMENTS ............. ......... ........ ................................31
ARTICLE
Bl METHOD OF COMPENSATION...........................................................I..............,...... ......
31
B1.01
COMPENSATION LIMITS....................................................................................................................,...31
B1,02
CONSULTANT NOT TO EXCEED...............................................................................................................31
ARTICLE B2 WAGE .RATES..................................................................................................................31
B2.01
FEE BASIS..................................................................................................................................... ..31
132.02
EMPLOYEES AND JOB CLASSIFICATIONS............................................................................................31
82.03
MULTIPLIER ................. .......... .................. .......................... ,................................... ,.......... ,...... ..... ,....,,...31
82.04
CALCULATION .................... . ........................................................................I........ ....,.................,.'31
B2.05
EMPLOYEE BENEFITS AND OVERHEAD.......................:.................................................................32
82.06
ESCALATION ...................................... ........... ............. ............................... ......... ......... ........32
ARTICLE
B3 COMPUTATION OF FEES AND COMPENSATION ....... ........ ,................................ ............. ..32.
83.01
LUMP SUM.............................................................................................................................................32
133.02
HOURLY RATE FEES,, ................................................................................................................ _ ..........
32
83.03
REIMBURSABLE. EXPENSES,..,,. ........... ........................................................................ .,.....,.32
83,04
FEES FOR ADDITIVE or DEDUCTIVE ALTERNATES............................................................... ........32
83.05
FEES FOR ADDITIONAL SERVICES.......................................................................................................33
B3.06
PAYMENT EXCLUSIONS.. ...................................................................................................................33
B107
FEES RESULTING FROM PROJECT SUSPENSION............................................:................................33
ARTICLE B4 PAYMENTS TO THE CONSULTANT .............. ........................... ........ ,,..,.............. ....... ,...
33
84,01
PAYMENTS GENERALLY ........................................................................................................................33
84,02
FOR COMPREHENSIVE BASIC SERVICES..,.......,.........................................................................,.,.....34
Miscellaneous Environmental Engineering Services
RFQ 14-15-027
B4.03 BILLING— HOURLY RATE ............... ........................................................................................ ....... ...... O4
B4.04 PAYMENT FOR ADDITIONAL SERVICES & REIMBURSABLE EXPENSES ............................ .~...... 34
B4.06 DEDUCTIONS ........................................................................................................................................
ARTICLE B6 REIMBURSABLE EXPENSES: ................................................................. ~................... 84
135.01 GENERAL—,, .....................................................................................................
86,02 REIMBURSEMENTS TOTHE 8UB�CON8ULTANTG...... ..................................................... ................ 35
ARTICLE 86 COMPENSATION FOR REUSE QFPLANS AND SPECIFICATIONS ............................. 3Q
86.01 GENERAL --....................... ............................................................. .......... ............ .......................... 86
Miscellaneous Environmental Engineering Services
,�,2YEs]avlf:Up:
CITY OF MIAMI
DEPARTMENT .OF CAPITAL IMPROVEMENTS PROGRAM
'y PROFESSIONAL SERVICES AGREEMENT
Service Category
Miscellaneous Environmental Engineering Services
(RFQ No, 14-15-027)
Contract Type
Miscellaneous Services
Consultant
Stearns, Conrad And Schmidt, Consulting Engineers, Inc. (dba
SCS Engineers)
Consultant Office Location
770.0 N. Kendall Drive, Suite 300, Miami, FL 33156
City Authorization
Section 18-87
THIS AGREEMENT made this day of PAO e in the year 2016 by and
between THE CITY OF MIAMI, FLORIDA, hereinafter called the "City," and (Consultant's
Name), hereinafter called the "Consultant."
RECITAL
A. The City issued a Request for Qualifications. ("RFQ") No. 14-15-027 on July 15,
2015 for theprovision of Miscellaneous Environmental Engineering Serv'ic'es (`Services") and
the Consultant's proposal ("Proposal"), in response thereto, was selected as one of the most
qualified for the provision of said Services. The RFQ and the Proposal are sometimes referred
to herein, collectively, as the Solicitation Documents, and are by this reference expressly
Incorporated into and made a part of this Agreement as if set forth in full,
E. WHEREAS, the City, through action of the City Manager and/or the City
Commission, as applicable, has selected the Consultant in accordance with Section 287.055,
Florida Statutes, (Consultants' Competitive Negotiation Act), and the applicable provisions of
the City Procurement Ordinance, to provide the professional servicesas described herein.
WITNESSETH, that the City and the Consultant, for the considerations herein set forth,
agree as follows:
ARTICLE 1. DEFINITIONS
1.01 Additional Services means any Work defined as such in a Work Order, secured in compliance with
Florida Statutes and City Code.
1.02 Attachments means the Attachments to this Agreement are expressly incorporated by reference
and made a part of this Agreement as if set forth in full,
Miscellaneous Environmental Engineering Services 4
RFQ 14-15-027
PROFESSIONAL SERVICES AGREEMENT
1,03 Base Pee means the amount of compensation mutually agreed upon for the completion of Basic
Services.
1.04 Basic Services means those services designated as such in a Work Order.
1.06 City Commission means the legislative body of the City of Miami.
1,06 City Manager means the duly appointed chief administrative officer of the City of Miami.
1:07 City or Owner means the City of Miami, Florida, a Florida municipal corporation, the public agency
which is a party hereto and for which this Agreement is to be performed. In all respects hereunder, the
City's performance is pursuant to the City's position as the Owner of the Project. In the event the City
exorcises its regulatory authority as a governmental body, the exercise of such regulatory authority and
the enforcement of any rules, regulations, codes, laws and ordinances shall be deemed to have occurred
pursuant to the City's authority as a governmental body and shall not be attributable in any manner to the
City as a party to this Agreement. The City of Miami shall be referred to herein as "City". For the purposes
of this. Agreement, "City" without modification shall mean the City Manager.
1.08 Community Business Enterprise ("CBE"). means a firm which has been certified by Miami -Dade
County who will provide architectural, landscape architectural, engineering, or surveying and mapping
professional services to the prime proposer as required pursuant to City Code §18-87.
1.09 Consultant means the individual, partnership, corporation, association, joint venture, or any
combination thereof, of properly registered professional architects, or engineers, which has entered into
the Agreement to provide professional services to the City.
1.10 Contractor means an individual, partnership., corporation, association, joint venture, or any
combination thereof, which has entered into a contract with the City for construction of City facilities and
incidentals thereto.
I 1.11 Director means the Director of the City Department: designated herein who has the authority and
responsibility for managing the specific project or projects covered under this Agreement. Unless
otherwise specified herein or in a Work _Order, for the purpose of this Agreement, the Director is the top
t administrator of the Department of Capital Improvements and Transportation Program (CITP) .or
i designee..
1.12--inspector-means-an-employee-of the -City -or -of -a -consulting -firm -hired -by -the -City and_.assigned-by
the City to make observations of Work performed by a Contractor.
1.13 Notice to proceed means same as "Authorization to Proceed." A duly authorized written letter or
directive issued by the Director or Project Manager acknowledging that all conditions precedent have been
met and/or directing. that the Consultant may begin work on the Project.
1.14 Project Manager means an employee .or representative of the City assigned by the Director to
manage and monitor Work to be performed under this Agreement and the construction of a project as a
direct representative of the City.
1.16 Project means the construction, alteration and/or repair, and all services and incidentalsthereto, of
a City facility as contemplated and budgeted by the City. The Project or Projects shall be further defined.
In the Scope of Services and/or Work Order issued pursuant to this Agreement.
1.16 Professional Services means those services within the scope of 'the practice of architecture,
professional engineering, or reglstered surveying and mapping,as applicable, as defined by the laws of
the State of Florida, or those performed by any architect, professional engineer, or registered surveyor or
mapper inconnection with his or her professional employment or practice... These services may be
abbreviated herein as "architectural/ engineering services" or "professional services", as applicable, which
are within this definition.
1.17 Professional Services Agreement ("Agreement" or "PSA") means this. Agreement and all
attachments and any authorized amendments thereto. In the event of a conflict between the Response to
the Request for Qualifications ("RFQ") and the Consultant's response thereto the RFQ will control, In the
Miscellaneous Environmental Engineering Services
RFQ 14-15-027
PROFESSIONAL SERVICES AGREEMENT
event of any conflict between the. Consultant's response to the RFQ., this PSA will control. In the event of
any conflict between this PSA and its attachments this PSA will control.
1.18 Risk Administrator means the City's Risk Management Administrator, or designee, or the individual
named by the City Manager to administer matters relating to insurance and risk of loss for the City.
1,19 Scope of Services or Services -means a comprehensive description of the activities, tasks, design
features., objectives, deliverables and milestones required for the completion of Project or an assignment
with sufficient detail to allow a reasonablyaccurate estimation of resources necessary for its completion,
1.20 Sub -consultant means a person or organization of properly registered professional architects,
engineers, registered surveyor or mapper, and/or other professional specialty that has entered into a
written agreement with'the Consultant to furnish specified professional services for aProject or task.
1.21 Wage :Rates means the effective direct expense to the Consultant and/or the Sub -Consultant, on an
hourly rate basis, for employees 'in the specified professions and job categories assigned to provide
services under this Agreement that justify and form the basis for professional fees regardless of actual
manner of compensation.
1,22 Work means all services, materials and equipment provided by/or under this Agreement with the
Consultant.
1,23, Work Order means a document internal to the City authorizing the performance of specific
professional services for a defined Project or Projects.
1.24 (Work Order Proposal means a .document prepared by the Consultant, at'the requestof the City for
Services to be provided by the Consultant on a specific phase of a Project.
ARTICLE 2. GENERAL CONDITIONS
2.01 TERM
The term of this Agreement shall be for two (2) year(s) commencing on the effective date hereof,. This
specified term is intended for administrative and budget control purposes and is not to be considered or
interpreted as a time limitation. This Agreement shall be in place .until completion of the Project or until
terminated as provided in the applicable sections of the Agreement.
2.014 extension of Expiration Date. E
In. the event the Consultant is engaged in any Project(s) on the Agreement expiration date; then
this Agreement shall remain in effect until completion or termination of said Project(s), No new.
Work Orders shall be issued after the expiration date.
2,02 OPTION TO EXTEND
The CITY., by action of the CITY MANAGER, shall have the option to extend the term for two (2) additional
period(s) of one (1) year each., subject to .continued satisfactory performance as determined by the
Director, and to the availability and appropriation of funds.. City Commission authorization of this
Agreement includes delegation of authority to the CITY MANAGER to administratively approve said
extensions provided that the compensation limits set forth in 2,05 are not exceeded,
2.03 SCOPE OF SERVICES
The Consultant agrees to provide -the Services as specifically described and under the special terms and
conditions set forth in Attachment "A" hereto, winch by this reference is incorporated into and made a part
of this Agreement.
2,04 COMMUNITY BUSINESS ENTERPRISE ("CBE") PARTICIPATION
REQUIREMENTS ORDINANCE 13331,, codified as §18-87(p), City Code.
Prospective Firms must adhere to the following requirements;
1) Assign a minimum of fifteen percent (15%) of the contract value to firms currently certified by
Miami -Dade County as a Community Business Enterprise ("CBE");
2) Place a specific emphasis on utilizing local small businesses from within the City's municipal
boundaries (e.g. within the City limits).
Miscellaneous Environmental Engineering Services
RFQ 1415-027
PROFESSIONAL SERVICES AGREEMENT
For information on the City's CBE. requirements, visit the CITP website at:
http;//deymlamiaov.com/capitalimorovements/ a es/ProcurementOpportunities/ProjectPaoes/CBE forms
.as
2.05 COMPENSATION
2.05-1 COMPENSATION LIMITS
The amount of compensation .payable by the .City to the Consultant shall be a lump sum or not to
exceed fee, based on the rates and schedules established in Attachment a hereto, which by this
reference is incorporated into this Agreement;, provided, however, that in no event shall the amount of
compensation .exceed five hundred thousand dollars ($500,000:00) in total over the term of the
Agreement and any extension(s), unless 'explicitly approved by action of the City Commission and put
Into effect by written amendment to this Agreement. The City may, at its sole discretion use other
compensation methodologies. The City shall not have any liability nor will the Consultant have any
recourse .against the City for any compensation, payment, reimbursable expenditure, cost or charge
beyond the compensation limits of this Agreement, as it may be amended from time to time.
2.05.2 PAYMENTS
Unless otherwise specifically provided in .Attachment B, payment shall be made in accordance with
Florida Statute Chapter 218, Part VII, Local Government Prompt Payment Act, after receipt of the
Consultant's invoice, which shall be accompanied by sufficient supporting documentation and contain
sufficient detail, to constitute a "proper invoice" as defined by §218,72, Florida Statutes, and to allow a
proper audit of expenditures, should the City require one to be performed. If the Consultant is entitled
to reimbursementof travel expenses, then -all bills for travel expenses shall be 'submitted in
accordance with Section 112.081, Florida Statutes. The Consultant shall utilize Attachment "C" for the:
submission ofinvoices.
ARTICLE 3. PERFORMANCE
3.01 PERFORMANCE AND DELEGATION
The services. to be performed hereunder shall be performed by the Consultant's own staff, unless
otherwise provided in this -Agreement, or approved, in writing by the City. Said approval shall not be
construed as constituting an agreement between the City and said other person or firm.
3.02 REMOVAL OF UNSATISFACTORY PERSONNEL
Director -or -designee -may -make -written -request to -the -Consultant for -the -prompt removal -and. -replacement
of any personnel employed or retained by the Consultant, or any Sub -Consultants or subcontractors, or
any personnel of any such Sub Consultants or sub -contractors engaged by the Consultant to provide and
perform services or Work pursuant to the requirements of this Agreement, The Consultant shall respond
to the City within fourteen (14) calendar days of receipt of such request with either the removal and
replacement of such personnel or written Justification as to why that may not occur, All decisions
involving personnel will be made by the Consultant. Such request shall solely relate to said employees
work under this Agreement.
3.03 CONSULTANT KEY STAFF
The. parties acknowledge that the Consultant was selected by the City, in part, on the basis of
qualifications of particular staff identified in the Consultant's response to the City's solicitation, hereinafter
referred to as "Key Staff'. The Consultant shall ensure that Key Staff are available for Work hereunder as
long as said Key Staff is in the Consultant's employ. The Consultant will obtain prior written acceptance of
Director or designee to change Key Staff, The Consultant shall provide Director, or designee with such
Information as necessary to determine the suitability of proposed new Key Staff. Director will act
reasonably in evaluating Key Staff qualifications. Such acceptance shall not constitute any responsibility or
liability for the individual's ability to perform.
3,.04 TIME FOR PERFORMANCE
The Consultant agrees -to start all Work hereunder upon receipt of a Notice to Proceed issued by .the
Director and to complete each assignment, task or phase within the time stipulated in the Notice to
Proceed. Time is of the essence with respect to performance of this Agreement,
A reasonable extension of the time for completion of various assignments, tasks or phases may be
granted by the City should there be a delay on the part of the City in fulfilling its obligations under this
Miscellaneous Environmental Engineering Services
RFQ 14-15-027
PROFESSIONAL_ SERVICES AGREEMENT
Agreement as. stated herein. Such extension of time shall not be cause for any claire by the Consultant for
extra compensation.
3.05 STANDARD OF CARE
Consultant is solely responsible for the technical accuracy and quality of their Services. Consultant shall
perform all Services in compliance with Florida Administrative Code Rule 61G15-19,001(4) and Section
471...033(1) of the Florida Statutes, as amended. Consultant shall perform due diligence, in accordance
with best industry, practices, in gather information and inspecting a Project site prior to the commencement
of design, Consultant shall be responsible for the professional quality, technical accuracy and
coordination of all design, drawings, specification, and other Services furnished by the Consultant under
this Agreement. Consultant shall, without additional compensation, correct or revise any errors,
omissions, and/or deficiencies in its designs, drawings, specification or other Services. Consultant shall
also be liable for claims for delay costs, and any increased costs, in construction, including but not limited
to additional work, demolition of existing work, rework, etc,, resulting from any errors, omissions, and/or
deficiencies in its designs, drawflhgs, specification or other Services.
ARTICLE 4. SUB -CONSULTANTS
4.01 GENERAL
4.01.1 A Sub -Consultant, as defined in Article 1.20 is a firm that was identified as part of the
consulting team in the competitive selection process by which the Consultant was:chosen to perform
the services under this Agreement, and as such, is identified and listed in Schedule Al attached
hereto and incorporated by reference.
4.01--2 A Specialty Sub -_Consultant Is a. person or organization that has, with the consent .of the
Director., entered into a written agreement with the Consultant to furnish unique and/or specialized
professional services necessary for a project or task described under Additional Services. Such
Specialty Sub -Consultant shall be In addition to, those identified in Schedule Al.
4.02 SUE -CONSULTANT RELATIONSHIPS
4.0291 All services provided by the Sub -Consultants shall be performed pursuant to appropriate
written agreements between the Consultant and the Sub -Consultants, which shall contain provisions
that preserve and protect the rights of the City under this Agreement.
i
4;02-2 Nothing contained in this Agreement shall create any contractual or business relationship
` between-the-City-and-the-Sub-Cons.uitants—T-he-Consultant-acknowledges-that-the-Sub�Consuttants
are entirely under his direction, control, :supervision, retention and/or discharge.
4.03 CHANGES TO SUS -CONSULTANTS
The Consultant shall not add or modify change any Sub -Consultant listed in Schedule Al without prior
written approval by the Director or designee, in response to a written request from the Consultant stating
the reasons for any proposed substitution.
ARTICLE 5, DEFAULT
6,01 GENERAL
If the Consultant fails to comply with any term or condition of this Agreement ;.or falls to perform 'any of Its
obligations hereunder, then the Consultant shall be in default. Upon the occurrence of a default
hereunder the City, in addition to all remedies available to it bylaw, may immediately, upon written notice
to the Consultant, terminate this Agreement whereupon all payments, advances, or other compensation
paid by the City to the Consultant. while the Consultant was in default shall be immediately returned to the
City. The Consultant. understands and agrees that termination of this Agreement under this section shall
not release the Consultant from any -obligation accruing prior to the effective date of termination.
In the event of termination due to default, in addition to the foregoing, the Consultant shall be liable to the
City for all expenses incurred by the City in preparing and negotiating this Agreement, as well as all costs
and expenses incurred by the City in the re -procurement of the Services, including consequential and
incidental damages. In the event of Default, the City may also suspend or withhold reimbursements from
the Consultant until such time as the actions giving rise to default have been cured.
Miscellaneous Environmental Engineering Services
R>= Q 14-15-027
PROFESSIONAL SERVICES AGREEMENT
5.02 CONDITIONS OF DEFAULT
A finding of Default and subsequent termination for cause may 'include, without limitation, any of the
following:
5,02-1 The. Consultant fails to obtain or maintain the professional engineering certification / licensure,
Insurance or bonding herein required.
5.02-2 The Consultant fails to comply, in a substantial or material sense, with any of its duties under
this Agreement, with any terms or conditions set forth in this Agreement or in any agreement it has
with the City, beyond the specified period .allowed to cure such default.
5.02-3 The Consultant fails to commence the Services within the time provided or contemplated
herein, or fails to complete the Work in a timely manner as required by this Agreement.
5.03 TIME TO CURE DEFAULT; FORCE MAJEURE
City through the Director or designee shall provide written notice to the Consultant as to a 'finding of
default, and the Consultant.shall take all necessary action to cure said default within time stipulated in said
notice, after which time the City may terminate the Agreement. The City at its sole discretion, may allow
additional days to perform any required cure If the Consultant provides written justification deemed
reasonably sufficient. If the Default has not been corrected by the Consultant within the time specified the
Agreement shall be automatically terminated on the last day of the time stipulated in said notice, without
the necessity of any further action by the City.
Should any such failure on the part of the .Consultant be due to a condition of Force Majeure as that term
is interpreted under Florida law, then the City may allow an extension of time reasonably commensurate
with the cause of such failure to perform or cure.
ARTICLE 6. TERMINATION OF AGREEMENT
6.01 'CITY'S RIGHT TO TERMINATE
'The City, Including the Director or designee has the right to terminate this Agreement for any reason or no
reason, upon ten (10) days' written' notice, Upon termination of this Agreement, all charts, sketches,
studies, drawings, and other documents, including all electronic copies related to Work authorized :under
this Agreement, whether finished or not, must be turned over to the Director or designee. The Consultant
I shall be paid in accordance with provisions of Attachment B, Compensation, provided that said
documentation -is -turned -over -to -Director -or -designee -within -ten -(10) -business -days -of -termination. -Failure —
i to timely deliver the documentation shall be cause to withhold any payments due without recourse by the
Consultant until all documentation is delivered to the Director or designee.
I
6.01.1 The Consultant shall have no recourse or remedy from any termination made by the City
j except to retain the fees,, and allowable costs or reimbursable expenses, .earned compensation for the
_! Services that were performed in complete compliance with the Agreement, as full and final settlement
of any claim, action, demand, cost, charge or entitlement It may have, or will, have against the City, its
officials or employees.
6.02 CONSULTANT'S RIGHT TO TERMINATE
The Consultant shall have the right to terminate this agreement, in writing, following breach by the City, if
breach of contract has not been corrected within sixty (60) days from the date of the City's receipt of a
written statement from the Consultant specifying its breach of its duties under this Agreement.
6.03 TERMINATION DUE TO UNDISCLOSED LOBEYIST OR AGENT
The Consultant warrants that it has not employed or retained any company or person, other than a bona.
fide employee working solely for the Consultant to solicit or secure this Agreement and that he or she has
not paid or agreed to pay any person, company, corporation, individual, or firm, other than a bona fide
employee working solely for the Consultant any fee, commission, percentage, gift, or other consideration
contingent upon or resulting from the award or making of this Agreement.
For the breach or violation of this provision, the City shall have the right to terminate the Agreement
without liability and, at its discretion, to deduct from the contract price, or otherwise :recover, the full
amount of such fee, commission, percentage, :gift, or consideration,
Miscellaneous Environmental Engineering Services
RFQ.14-15-.027
PROFESSIONAL SERVICES AGREEMENT
ARTICLE 7. DOCUMENTS AND RECORDS
7,01 OWNERSHIP OF DOCUMENT'S
All tracings, plans, drawings, specifications,, reaps, computer files, and/or reports prepared or obtained
under this Agreement, as well as all data collected, together with summaries and charts derived there.
from, including all electronic digital copies will be considered works made for .hire and will, based on
incremental transfer wherein the above shall become the property of the City upon payments made to the
Consultant or termination of the Agreement without restriction or limitation on their use, and will be made
available, on request, to the City at any time during the performance of such services and/or upon
completion or termination of this Agreement. The Consultant shall not copyright any material and products
or patent any invention developed under this Agreement, The City shall have the right to visit the site for
inspection of the work and the products of the Consultant at any time, The Consultant shall be permitted to
retain copies, including reproducible copies, solely for information and reference in connection with the
City's use and occupancy of the Project.
7.02 DELIVERY UPON REQUEST -OR CANCELLATION
Failure of the Consultant to promptly deliver all such documents, both hard copy and digital, to the Director
or designee within ten (10) days of cancellation, or within ten (10) days of request by the City, shall be Just
cause for the City to withhold payment of any fees due the Consultant until the Consultant delivers:all such
documents, The Consultant shall have no recourse from these requirements.
7.03 RE -USE BY CITY
It is understood that all Consultant agreements and/or Work Orders for new work will include the provision
for the re -use of plans and specifications, including construction drawings, at the City's sole option., and by
virtue of signing this. agreement the Consultant agrees to such re -use in accordance with this provision
without the necessity of further approvals, compensation., fees or documents being required and without
recourse for such re -use. The Consultant willnot be liable for reuse by the City of plans, .documents,
studies; or other data for any purpose other than that intended by the terms and conditions of this
Agreement.
7;04 NONDISCLOSURE
To the extent. allowed by law, the Consultant agrees not -to divulge, furnish ,or .make available to any third
person, firm or organization, without Director or designee's prior written consent, or unless incident to the
proper performance :of the Consultant's obligations hereunder, or in the course of -judicial or legislativ,
proceeddings—where such—Information—has—been—properly—subpoenaed,—any—non-public—informatio
concerning. the services to be rendered by the Consultant hereunder, and the Consultant shall require a
of its :employees, agents, Sub -Consultants, and subcontractors to comply with the provisions of thi
paragraph.
7.05 MAINTENANCE OF RECORDS; PUBLIC RECORDS
The Consultant will keep adequate records and supporting documentation, which concern or reflect it
services hereunder. Records subject .to the provisions of the Public Records Law, Florida Statute
Chapter 119, shall be kept in accordance with the applicable statutes, Otherwise, the records an
documentation will be retained by the Consultant :for a minimum of three (3) years from the date c
termination .of this Agreement or the date the Project is completed, whichever is later. The City, or an
duly authorized agents or representatives of the City; shall have the right to audit, inspect, and copy all
such records and documentation as often as they deem necessary during. the period of this Agreement
and during the three (3) year period noted above; provided, however such activity shall be conducted only
during normal business hours.
Consultant shall additionally comply with Section 119,0701, Florida Statutes, including without 'limitation:
(1) keep and maintain public records that ordinarily and necessarily would be required by the City to
perform this service; (2) provide the public with access to public records on the same terms and
conditions as the City would at the cost provided by Chapter 119, Florida Statutes, or as otherwise
provided by law; 3) ensure that: public records that are exempt or confidential and. exempt from disclosure
are not disclosed except. as authorized by law; (4) meet all requirements for retaining public records and.
transfer, .at no cost, to the City all public records in its possession upon termination of this Agreement and
destroy any duplicate public records that are exempt or confidential and exempt from .disclosure
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PROFESSIONAL SERVICES AGREEMENT
requirements; and, (5) provide all electronically stored public records to the City In a format compatible
with the City's information technology systems.
ARTICLE 88. INIDEMNIFICATiONS
The Consultant shall indemnify and hold harmless the City, its officers, agents, directors, and/or
employees, from liabilities, damages, losses, judgments,, andcosts, including, but not limited to
reasonable attorney's fees, to the extent caused by the negligence, recklessness, negligent act or
omisslon, or intentional wrongful misconduct of Consultant and persons employed or utilized by
Consultant in the performance of this Contract. Consultant shall, further, hold the City, its officials and/or
employees, harmless for, and defend the City, itsofficials and/or employees against, any civil actions,
statutory or similar claims, injuries or damagesarising or resulting from the permitted work, even if it is
alleged that the City, its officials and/or employees were negligent, unless such Injuries or damages are
ultimately proven to be the result of grossly negligent or willful actsor omissions on .the part of the City,. -its
officials and/or employees. These indemnifications. shall survive the term of this Contract. In'the event
that any action or proceeding is brought against the City by reason of any such claim or demand, the
Consultant shall, upon written notice from the City, resist and defend such action or proceeding by counsel
satisfactory to the City. The Consultant expressly understands and agrees that any insurance protection
required by this Agreement or :otherwise provided by the Consultant shall in no limit the responsibility
to indemnify, keep and save harmless and defend the City or its officers, employees, agents and
instrumentalities as herein provided.
The indemnification provided above shall obligate the Consultant to defend, at its own expense, to and
through appellate., supplemental or bankruptcy proceeding, or to provide for such defense, at the City's
option, any and all claims of liability and all suits and actions of every name and description which may be
i brought against the City whether performed by 'the Consultant, or persons employed or utilized by
Consultant.
This Indemnity will* survive the cancellation or expiration of the Agreement. This indemnity will be
interpreted under the laws of the State of Florida, including without limitation and interpretation, which
conforms to the limitations of §725.06 and/or.§725.08', Florida Statutes, as applicable,
The Consultant shall require all Sub -Consultant agreements to include a provision that they will indemnify
the City.
` The -Consultant -agrees -and -recognizes that -the -City -shall -not be -held -liable -or -responsible -for -any -claims -
which may result from any actions or omissions of the CONSULTANT in which the City' participated either
through review or concurrence .of the Consultant's actions. In reviewing, approving or rejecting any
submissions by the Consultant or other acts of the Consultant, the City in no way assumes or shares any
responsibility, or liability bf the Consultant or Sub -
Consultant -under this Agreement.
Ten dollars ($10) of the payments made by the City constitute separate, distinct, and independent
consideration for the granting of this Indemnification, the receipt and sufficiency of which is voluntarily and
knowingly acknowledged by the Consultant.
ARTICLE 9. INSURANCE
The Consultant shall not start Services under this Agreement until the Consultant has obtained all
insurance required hereunder, and the City's Risk Manager or his/tier authorized designee, has approved
such insurance.
9.01 COMPANIES PROVIDING COVERAGE
All insurance policies shall be issued by companies authorized to do business under the laws of the State
of Florida and satisfactory to the Risk Administrator. All companies shall have a Florida resident agent
and be rated at least A(X), as per A.M. Best Company's Key Rating Guide, latest edition.
9.02 VERIFICATION OF INSURANCE COVERAGI=
The Consultantshall furnish certificates of insurance to the Risk Administrator for review .and approval
prior to the execution of this Agreement. The Certificates shall clearly indicate that the Consultant has
obtained insurance of the type, amount and classification required by these provisions, in :excess_ of any
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PROFESSIONAL SERVICES AGREEMENT
pending claims at the time of contract award to the Consultant: The Consultant shall maintain coverage
with equal or better rating as identified herein for the term of this contract, The Consultant shall provide
written notice to the City's Department of Risk Management of any material change, cancellation and/or
notice of non -renewal of the insurance within 30 days of the change. The Consultant shall furnish a copy
of the insurance policy or policies upon request of the Risk Administrator,
The Consultant shall furnish copies of insurance policies pertaining to this Agreement to Risk
Administrator within ten (10) days of written request,
9.03 FORMS OF COVERAGE
9.03-1 COMMERCIAL GENERAL LIABILITY AND AUTOMOBILE LIABILITY
The Consultant shall maintain commercial general liability coverage with limits of at least
$1,000,000,00 per occurrence, $2,000,000,00 aggregate for bodily Injury and property damage. The
coverage shall include Premises and Operations, Contingent. and Contractual Liability, and Products
and Completed Operations, with additional endorsements as applicable. The coverage shall be written
on a primary and: non-contributory basis with the City listed as an additional insured as reflected by
endorsement CG 2010 11/85 or its equivalence. Notice of cancellation should read (9.0) days/ (10)
days for nonpayment.
9.032 BUSINESS AUTOMOBILE
The Consultant shall provide business automobile liability coverage including coverage for all owned,
hired and non -owned autos with a. minimal combined single limit of $1,000,000.00 naming the City as
an additional 'insured with respect to this coverage. Notice of cancellation should read (30) days/ (10)
days for nonpayment,
9.03-3 PROFESSIONAL LIABILITY INSURANCE
The Consultant shall maintain Professional Liability Insurance including Errors and Omissions
coverage In the minimum amount of $1,000,000,00 per claim, $1,000,000:.00 aggregate providing for
all sums which the Consultant shall be legally obligated to pay as damages for claims arising out of
the 'services performed by the Consultant or any person employed by the Consultant in connection
with this Agreement. This insurance shall be maintained for at least one year after completion of the
construction and acceptance of any project covered by this Agreement.
9.03.4 WORKER'S COMPENSATION INSURANCE
Chapter 440, as amended, and Employee's Liability with a minimum limit of $500,000:00 each
occurrence.
9,03.5 SUB -CONSULTANT COMPLIANCE
The Consultant shall ensure that all Sub -consultants comply with these. same insurance requirements,
9.04 MODIFICATIONS TO COVERAGE
The Risk Administrator or his/her authorized designee reserves the right to require modifications,
increases, or changes in the .required insurance requirements, coverage, deductibles or :other Insurance
obligations by providing a thirty (30) day written notice to the Consultant in accordance with §10.06 herein.
The Consultant shall comply with such requests unless the insurance coverage is not then readily
available In the national market, and may request additional consideration from the City accompanied by
justification.
ARTICLE 10, MISCELLANEOUS
1.0.01AUDIT RIGHTS; INSPECTION RIGHTS
The City reserves the right to audit the Consultant's accounts during the performance of this Agreement
and for three (3.) years after final payment under this Agreement. The Consultant agrees to furnish copies
of any records necessary, In the opinion .of the Director, to approve any requests for payment by the
Consultant.. The inspection and audit provisions provided for City contracts set forth in §18-100, §18-101
and §18-102, City Code, .are applicable to this Agreement and are deemed as being incorporated by
reference herein.
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10.02 ENTIRE AGREEMENT
This Agreement, as it may be amended from time to time, represents the entire and integrated agreement
between the City and the Consultant and supersedes all prior negotiations, representations or
agreements,, written or oral, This Agreement may not be amended, changed, modified, or •otherwise
altered in any respect, at any time after the execution hereof, except by a written document executed with
the same formality and equal dignity herewith, Waiver by elther party of a breach of any provision of this.
Agreement shall not be deemed to be a waiver of any other breach of any provision of this Agreement,
10.03 SUCCESSORS AND ASSIGNS
The performance of this Agreement shall not be transferred pledged, sold, delegated or assigned, in
whole or in part, by the Consultant without the written consent of the City, acting by and through .its, City
Commission. It is, understood that a sale of the majority of the stock or partnership shares of the
Consultant, a merger or bulk sale, an assignment for the benefit of creditors shall each be deemed
transactions that would constitute an assignment or sale hereunder requiring prior City approval.
The Consultants services• are unique in nature and any assignment, sale 'transference without City
Commission approval shall be cause for the Cityto cancel this Agreement. The Consultant. shall have no
recourse from such cancellation. The City may require bonding, other security, certified financial
statements and tax returns from any proposed Assignee and the execution of an Assignment/ Assumption
Agreement in a form satisfactory to the City Attorney as a condition precedent to considering approval of
an assignment.
The Consultant. and the City each binds one another, their partners, successors, legal representatives and
authorized assigns to the other party of this .Agreement and to the partners, successors, legal
representatives and assigns of such party in respect to all covenants of this Agreement.
10,04 TRUTH -IN -NEGOTIATION CERTIFICATE
In compliance with the Consultant's Competitive Negotiation Act, for any Project to be compensated under
the Lump Sum method, the Consultantshall certify that wage rates and other factual unit costs supporting
the compensation are accurate, complete, and .current at :the time of Notice to Proceed. The original
Project price and any addition thereto will be adjusted to exclude any significant sums by which the City
determines the project price was increased due to inaccurate, incomplete or non-current wage rates and
other factual unit costs. Al[ such price adjustments will be made within one (1) year following the end of
the Project.
10,05 APPLICABLE LAW AND VENUE OF.LITIGATION
This agreement shall be interpreted and construed in accordance with and governed by the laws of the
State of Florida. Any suitor action brought by any party, concerning this agreement, or arising out of this
agreement, shall be brought in Miami -Dade County, Florida. Each party shall bear its own attorney's fees
except in actions arising out of the Consultant's duties to indemnify the City under Article 8 herein where
the Consultant shall pay the City's reasonable attorney's fees.
10.06 NOTICES
Whenever either party desires to givenotice unto the other, such notice must be in writing, sent by
registered United States mail,. return receipt requested, addressed to the party for whom It is intended at
the place last specified; and the place. for giving of notice shall remain such until it shall have been
changed by written notice in compliance with the provisions of this paragraph, For the present, the parties
designate the following as the respective places for giving of notice:
For Citv of Miami:
Annie Perez, CPPO
Director
Procurement Department
City of Miami
444 S.W. 2nd Ave,, 6th Floor
Miami, Florida 33130
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PROFESSIONAL SERVICES AGREEMENT
With Coples to:
Mr. Jeovanny Rodriguez, PJE,
Director
Department of Capital Improvements and Transportation (C|TP)
City of Miami
444S.VV.2nd Avenue, 8th Floor
Miami, Florida 83130
For Consultant:
Eduardo F. Smith, P,E.
Vice President/Officer Director
Stearns, Conrad And Schmidt, Consulting Engineers, Inc. (dba OOG
77OON.Kendall Drive, Suite 300
Miami, FL33158
10.07 INTERPRETATION
The language of this Agreementh been reed their mutual Intent and no
rule of strict construction shall be -applied against either party hereto. The headings contained in this
Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of
this Agreement. All personal pronouns used in this Agreement shall include the other gender, and the
singular shall include the plural, and vice versa, unless the context otherwise requires. Terms such as
"herein," "hereof," "hereunder," and "hereinafter" refer to this Agreement as a whole and not to any
particular sentence, paragraph, or section where they appear, unless the context otherwise requires.
Whenever reference is made to a Section or Article of this Agreement, such reference is to the Section or
Article as, a whole, including -all of the subsections of such Section, unless the reference is made to a
particular subsection or subparagraph of such Section or Article.
10.08 JOINT PREPARATION
Preparation of this Agreement has been a joint effort of the 'City and the Consultant and the naxu|tkg
document shall not, solely as a. matter of judicial construction, be construed more severely against one of
the parties than any other,
10.09 PRI0R|TYOFPROAS|ON8
If there is a conflict or Inconsistenc between any Lerm, statement,
y re-quirement, or provision of any x—filbit
attached hereto, any document or events referred to herein, or any document incorporated into this
Agreement by reference and a term, statement, requirement, or provision of this Agreement, the term,
statement, requirement, or provision contained in this Agreement shall prevail and be given effect.
10.10 MEDIATION -WAIVER C3PJURY TRIAL
In an effort to engage In n cooperative effort. to resolve conflict which may arise during the course of the
design and /or construction ofthe subject pnojand/or following the completion do(e),tha
parties to this Agreement agree all disputes between them shall be submitted to non-binding mediation
prior tothe initiation of |0get|on, un|omo otherwise agreed in writingby the parties. A certified Mediator,
who the parties find mutually acceptable, will conduct any Mediation Proceedings in.K8lmmi`Dede County,
State of Florida. The parties will split the costs of certified mediator on o 60/60 bma|a. The Consultant
agrees to include such similar contract provisions with all Sub-oConsultants and/or'! ndepend ent contractors
and/or the Consultants retained for the pnojoot(o), thereby providing for non-b|nd|nQ mediation as the
primary mechanism for dispute resolution. Each party will bear their own attorney's, fees,
|nmneffort to expedite the conclusion of any litigation the parties voluntarily waive their right tojury trial or
hmfile permissive counterclaims inany action arising under this Agreement.
10'.11 TIME
Time h*ofthe essence inthis Agreement.
10\12 COMPLIANCE WITH LAWS
The Consultant zhall comply with all applicable laws, codes, ordinances, rules, regulations and resolutions
including, without limitation, the Americans with Disabilities Act ), as amended,and all applicable
guidelines and standards In performing its dut|ea, naapnnoib|Ut|em, and obligations related to this
Miscellaneous Environmental Engineering Services 14
PROFESSIONAL SERVICES. AGREEMENT
Agreement. The Consultant represents and warrants that there shall be no unlawful discrimination as
provided by law in connection with'the performance of this agreement.
10,12-1 NON-DISCRIMINATION
The City warrants and represents that it does not and will not engage in discriminatory practices and
that there shall be no discrimination In connection with the Consultant's performance under this
Agreement on account of race, color, sex, religion, age, handicap, marital status or national origin.
The Consultant further covenants that no otherwise qualified Individual shall, solely by reason of
his/her race, color, sex, religion, age, handicap, marital status or national origin, be excluded from
participation in, be denied services, or be subject to discrimination under any provision of this
Agreement.
10.12-2 OSHA COMPLIANCE
The Consultant warrants that it will comply with all safety precautions as required by federal, state or
local laws, rules, regulations and ordinances. The City reserves the right to refuse the Consultant
access to City property, Including project jobsites., If the Consultant employees are not properly
equipped with safety gear in accordance with OSHA. regulations or if a continuing pattern of non-
compliance with safety regulations is exhibited by the Consultant.
10.1.2-3 ADA COMPLIANCE
The Consultant shall affirmatively comply with all applicable provisions of the Americans with
Disabilities Act ("ADA") in the course of providing any work, labor or services funded by the City,
including Titles I & II of the ADA .(regarding nondiscrimination on the basis of disability) and all
applicable regulations, guidelines and standards. Additionally -the Consultant shall take affirmative
steps to -insure nondiscrimination in employment of disabled persons.
i 10.13 NO PARTNERSHIP
The Consultant is an independent contractor, This Agreement does .not create a joint venture, partnership
or other business enterprise between the parties. The Consultant has no authority 'to bind the City to any
promise, debt, default, or undertaking of the Consultant.
10.14 DISCRETION OF DIRECTOR.
Any matter not expressly provided for herein dealing with the City or decisions of the City shall be within
j the exercise of the reasonable professional discretion of the Director or the Director's authorized
10.15 RESOLUTION OF CONTRACT DISPUTES:
The Consultant understandsand agrees that all disputes between it and the City based upon an alleged
violation of the terms of this Agreement by the City -shall be submitted for resolution in the following
manner.
The initial step shall be for the Consultant to notify the Project Manager in writing of the dispute and submit
a copy to the City of Miami personnel identified in Article 10:06, Notices.
Should the Consultant and the Project Manager fall to resolve the dispute the Consultant shall submittheir
dispute in writing, with all supporting documentation, to the Director of CiTP, as identified in Article 10,06,
Notices. Upon receipt of said notification the Director of CITP shall review the issues relative to the
dispute and issue a written finding.
Should the Consultant and the .Director of CITP fall to resolve the dispute the Consultant shall submit .their
dispute in writing within five calendar days to the Director of Procurement.. Failureto submit such appeal of
the .written finding shall constitute acceptance of the finding by the Consultant. Upon receipt of said.
notification the Director shall review the issues relative to the dispute and issue a written finding.
The Consultant must submit any further appeal in writing within five calendar days to the City Manager,
Failure to submit such appeal of the written finding shall constitute acceptance of the finding by the
Consultant. Appeal to the City Manager for 'his/her resolution, is required prior .to the Consultant being
entitled to seek judicial relief in connection therewith. Should the amount of compensation hereunder
exceed $500;00`0.00, the City Manager's decision shall be approved or disapproved by City Commission.
The Consultant shall not be entitled to seek judicial relief unless;
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PROFESSIONAL. SERVICES AGREEMENT
(i) it has first received City Manager's written decision, approved by City Commission if applicable, or
(ii) a period of sixty (60) days has expired after submitting to the City Manager a detailed statement of
the dispute., accompanied by all supporting documentation, or a period of (90) days has expired
where the City Manager's decision is subject.to City Commission approval; or
(iii) The City has waived compliance with the procedure set forth in this section by written
Instrument(s) signed by the City Manager.
10.16 INDEPENDENT CONTRACTOR:
The Consultant has been procured and is being engaged to provide services to the City as an
independent contractor, and not as an agent or employee of the City. Accordingly, the Consultant shall
not attaint, nor be entitled to, any rights or benefits under the Civil Service or Pension Ordinances of the
City, nor any rights generally afforded classified or unclassified employees. The Consultant further
understands that Florida Workers' Compensation benefits available to employees of the City are not
available to the Consultant, and agrees to provide workers' compensation insurance for any employee or
agent of the Consultant rendering services to the City under this Agreement,
10.17 CONTINGENCY CLAUSE
Funding for this. Agreement is contingent on the availability of funds and continued authorization for
program activities and the Agreement Is subject to amendment or termination due to lack of funds,
reduction of funds and/or change in regulations, upon thirty (30) days'notice.
10.18 THIRD PARTY BENEFICIARY
The Consultant and the City agree that it is not intended thatany provision of this Agreement establishes a
third party beneficiary giving or allowing any claim or right of action whatsoever by any third party under
this Agreement,
10.18 ADDITIONAL TERMS AND CONDITIONS
No additional terms and conditions included with the solicitation response shall be evaluated or
considered, and any and all such additional terms and conditions shall have no force or effect and are
Inapplicable to this solicitation. If submitted either purposely, through intent or design, or inadvertently,
appearing separately in transmittal letters, specifications, literature, price lists or warranties, it is
understood and agreed that the General and Special Conditions in this solicitation are the only conditions
applicable: to this solicitation and that the bidder's/proposer's authorized signature affixed to the j
bidder''s/proposer's acknowledgment form attests to this. If a PSA or other Agreement is provided by the f
City-and-Incl,uded-in-this-solicitation -wadditlonal-terms-or-conditions-which-materially-or-substantlally-vary, f
modify or alter the terms, or conditions of the Agreement, in the sole opinion and reasonable discretion of
the City will be considered. Any and all such additional terms and conditions shall have no force or effect
and are inapplicable to this PSA or other Agreement. i
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PROFESSIONAL SERVICES AGREEMENT
IN WITNESS WHEREOF, the .parties have executed this Agreement as of the day and
year first above written,
WITNESS/ATTEST: 'STEARNS, CONRAD AND SCHMIDT,
CONSULTING ENGINEERS, INC. (DBA SCS
ENGINEERS):, a F Po-ign corporation
Signature
ar
t
F inn. pq.� y itie-
r' N- Print Name, Title of Authorized Officef or Official
-,(Corporate Seal)
61`18j tant Secretary
6-ffiirm'ConSUltant Sea[, if available)
A j
-TSS , CITY OF MIAMI, a municipal corporation of the
'
State of Florida
-
r odd Q.
gW n, City Clerk Daniel J. Alfonso, City Manager
Miscellaneous Environmental Engineering Services
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17
PROFESSIONAL SERVICES AGREEMENT
CERTIFICATE OF AUTHORITY
(IF CORPORATION OR LLC)
I HEREBY CERTIFY that at a meeting of the Board of Directors of
Stearns, Conrad and Schmidt Consulting Engineers, Inc , a corporation organized and existing under
the laws of the State of Virginia held on the zatn day of October 2015 , a
resolution was duly passed and adopted authorizing (Name) Eduardo F., Smith as
(Title) \/icP Prasident of the corporation to execute agreements .on behalf of the
corporation and providing that his/her execution thereof, .attested by the secretary of .the
corporation, shall be the official act and deed of the corporation,
I further certify that said resolution remains in full force and effect.
I WITNESS WHEREOF, I have hereunto set my hand this 21st,, day of —April -,
201 p
Secreta
Print: k'Q'Veso- Gk
CERTIFICATE OF AUTHORITY
(IF PARTNERSHIP)
I HEREBY CERTIFY that at a meeting of the Board of Directors of
a partnership organized and existing under
the laws of the State of held on the „_,day of a
resolution was duly passed and adopted authorizing (Name) _ as
(Title) of the partnership to execute agreements on behalf of the
partnership and provides that his/her execution thereof, attested by a partner, shall be the.
official act and deed of the partnership.
I further certifythat said p—ar nership agreement remains in full force and effect.
IN WITNESS WHEREOF., I have hereunto set.my hand this day of,
20
Partner:
Print:
Names and addresses ofpartners:
Name Street Address City State. Zip
Miscollaneous.Envlronmental Engineering Services 18
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PROFESSIONAL SERVICES AGREEMENT
CERTIFICATE OF AUTHORITY
(IF JOINT VENTURE)
Joint ventures must submit a joint venture agreement indicating that the person signing
this bid is authorized to sign bid documents on behalf of the joint venture. If there is no joint
venture agreement each member of the joint venture must sign the bid and submit the
appropriate Certificate of Authority (corporate, partnership, or individual),
CERTIFICATE OF AUTHORITY
(IF INDIVIDUAL)
I HEREBY CERTIFY that, I (Name) Individually and doing
business as (d/b/a) (If Applicable) have
executed and am bound by the terms of the Agreement to which this attestation is attached,
IN WITNESS WHEREOF, I have hereunto set my hand this _ day of 7 20_
Signed:
Print:
NOTARIZATION
STATE 'OF
COUNTY OF �k-�M�
The foregoing instrument was acknowledged efore me this Z I day of
20by 0 who is personally__
, '1
known to me or who has produced as identification and who
TM / 'crVob take an oath.
S?IATURE OF NOTA-NrPUBLIC
Al
S ATE OF FLORIDA
PRINTED, STAMPED OR TYPED
N UE. OF ABll.�l 61
GEORGINklF. RODA1611V
.0
'NotAtY PUblio -Stata of Florida
My Comm. Expires Jul 10, 2018
F 134778 34 78
Commitslon FF 134778
Bondod Tbr.ough National 7Notary Am),
Miscellaneous Environmental Engineering Services 19
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PROFESSIONAL SERVICES AGREEMENT
ARTICLE Al GEiVERAL
Miscellaneous Environmental Engineering Services shall include, but are not limited to, complete planning
and design services, programming, surveying, geotechnical, feasibility studies, options evaluations, public
meetings, detailed facility assessments, lead-based paint analysis, asbestos surveys, mold assessments,
and recommendations, cost estimates, opinions of by
construction cost, preparation of bid and
construction documents, review of work prepared by the Sub -consultants and other consultants, field
investigations and observations., construction contract administration, as -built documentation and other
related environmental services as needed to complete the Projects. The Consultant shall provide
comprehensive environmental services for the Project for which the Consultant was selected .in
accordance with Section 287,055 Florida Statutes, as amended, Consultants' Competitive Negotiations
Act (CCNA).
A1.0.1 SCOPE OF SERVICES
The Consultant agrees to provide comprehensive Professional Services in accordance with all applicable
law, building and environmental regulations, including the. Florida Building Code and the City of Miami,
Florida, Code of Ordinances, and as set forth .in this Agreement and further enumerated in all Work
Orders and FDOT's latest version of the Construction Project Administration Manual. The Consultant may,
be required to perform all or some of the services presented in this Agreement., depending. on, the needs of
the City for the Project.. The Consultant shall furnish, as Basic Services, comprehensive environmental
engineering professional -services for the Project.
The City will phase the Work required to complete the Project so that the Project is designed and
constructed in the most logical, efficient, and cost effective manner, The Consultant shall be directed to
proceed with each phase of the Project through the use of Work Orders Proposals and Work Orders.,
A1.02 WORK ORDERS
A1.02-1 PROCEDURES
When CITP has determined that a specific phase of the Project is to proceed, the Director or
iauthorized designee will request'in writing, a Work Order Proposal from the Consultant based on
—the -pro posed-Scope-of-Services-provided=to-the-Consultant in -writing -by -the -Director -or -designee.
The Consultant and Director or designee, and others if appropriate, .may have preliminary
meetings, if warranted, to further define the Scope of Services and to resolve any, questions, The
Consultant shall then prepare a Work Order Proposal following the. format provided by the City,
indicating the proposed Scope of Services, time of .performance, staffing, proposed fees, Sub -
Consultants, and deliverable items and/or documents,
The CITP Director or designee may accept the Work Order Proposal as submitted, reject the
Work Order Proposal, or negotiate revisions to the Work Order Proposal, Upon acceptance; of a
Work Order Proposal CITP will prepare a Work Order that will be reviewed by CITP staff and the
Director or designee, Upon approval CITP will issue a written Notice to Proceed subsequent to
approval of the Work Order by the Director or designee.
ARTICLE A2 BASIC SERVICES
The Consultant agrees to provide complete miscellaneous environmental engineering services as set forth
in the tasks enumerated hereinafter, in accordance with the Florida Building Code, latest edition, all
federal, state, county and City of Miami, Florida, laws, Codes and Ordinances, The Consultant .shall
maintain an adequate staff of qualified personnel on the Work at all times to ensure its performance as
specified in the Agreement,
The Consultant shall submit one (1) electronic set of all documents and seven (7) copies of documents
required under Article A2, without additional charge,, for review and approval by the City. The Consultant
shall not proceed with the next 'task of the Work until the documents have been approved, in writing, by
the City, and an Authorization to Proceed with the next task has been issued by the City.
The Consultant is solely responsible for the technical accuracy and quality of their Work. Consultant shall
perform all Work In compliance with Florida Administrative Code Rule 61 G15-10,001(4) and
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PROFESSIONAL SERVICES AGREEMENT
'Section 471.033(l) kd of the Florida Statutes, Consultant shelf accordance with
best Industry practices, In gathering information and Inspecting a Project -site prior to the -commencement
of design, Consultant shall be responsible for the professional qu6lity, technical accuracy and
coordination of all design, drawings, specification, and other Services furnished by the Consultant under
this Agreement. Consultant shall, without additional compensation., correct or revise any errors,
omissions., and/or deficiencies in its designs, drawings, specification or other Services, Consultant shall
also be liable for claims for delay costs, and any Increased costs In construction, including but not limited
to additional work, demolition of existing work, rework, etc., resulting from any errors, omissions, and/or
deficjencles in its designs, drawings, specification orother Services.
A3,01 DEVELOPMENT C]pOBJECTIVES
A2.814 The Consultant ehoU confer with representatives of the OdK the Project Manager, and
other jurisdictional agencies to develop several options for how the various elements of the project will
badesigned and constructed.
A2.01-2 The Consultant ohaU, utilizing a compilation of available documentation,. confer with
representatives of the Oby. the Project Mena0er, and other jurisdictional agencies ln order to
cmmpreUens'iVelyidentify aspects nfthe completed facility program that may require further refinement
to attain the requisite detail of design development required to begin the creation of Construction
Documents. For clarity of scope, the items that need. further development will be calledConceptuals
and the remaining items will be oo{|ed Qem|gne.
A2.01-3 The Consultant aho|| prepare written deoor[obona of the various options and oba||
participate in presentations to multiple groups explaining a|barnethm optiono. Sufficient detail shall be
provided tosupport the presentation materials,
A2.014 The Consultant shall hire the appropriate sub -contractor to provide environmental '
,services wh|chorenot In-house. Such survey shallInclude the location of all site structures including�
all utility structures and facilities. The Consultant shall also engage a soilbymtih firm Loperform soil '
borings and other tests required for new construction work. The extent to which this work will be i
needed shall bebased onthe surveying and soilborings performed previously bythe City, Qoetofthe �
surveyor and soil engineering firm shall be billed as reimbursable expenses, '
!
A2.024 DESIGN CONCEPT AND SCHEMATICS REPORT
T. The Consultant shall prepare and present, in writing and at an oral presentation if requested, for
approval by the City, a Design Concept 'and Schematics Report, comprising Schematic Design
Studies, including an identification of any special requirement affecting the Project, wStatement of
Probable Construction Cost, Project Development Schedule and review of Constructability Review
2. Schematic Design Studies consist, of site plan(s), floor plans, (where applicable), elevations,
sections, and all other elements required by the City or Project Manager ' to show the scale and
relationship of the components and design concepts of the whole. The floor plans may be single -
line diagrams, A simple perspective rendering or sketch, model or photograph thereof may be
provided to furthi5r show the design concept.
3. A Statement of Probable Construction Cost, prepared in Construction, Standard Index (CSI)
format, to include a summary of theestimated project cost -and an evaluation of funding allocation,
Such summary shall be in sufficient detail to Identify the costs of each element end Include a
breakdown of the fees, general conditions and construction contingency, Such evaluation shall
comprise a brief description of the basis for estimated costs per each element and simflar project
unit costs, Costs shall be adjusted to the projected bid date, Recommendations for reducing the
scope of the Project in order to bring the estimated costs within allocated funds, In the event that
the statement of Probable Construction Costs exceeds allocated funds, the Consultant shall
update Its documentation, at no additional cost to the City, to reflect this reduced scope. Any
"Statement of Probable Construction Costs" by the Consultant represents o reasonable
estimate of cost in the Consultant's best judgment as a pmf000|ono| fan0U|er with the local
construction Industry,
Miscellaneous Environmental Engineering Services
21
PROFESSIONAL SERVICES AGREEMENT
4. The Project Development Schedule shall show the proposed completion date of each task of the
Project through design, bidding, and post design services.
5. Constructability Review reports shall be conducted by the City and/or its consultants at design
stages deemed necessary by the Project Manager, The Consultant shall provide five additional
deliverable plan sets for distribution, by the City, to others for this purpose, There shall be an
established deadline for review report submission back to the City. The Consultant shall provide
written responses to all comments within two weeks and shall maintain files of all related review
reports .and response reports. If necessary, the City may coordinate Constructability Review
meetings with some or all of the reviewers with the Consultant present to discuss specific issues.
In addition to the Constructability Review process mentioned above., the City reserves the right to
conduct a Peer Review of the project documents at any design stage. Cost of such a Peer Review
would be borne by the City. Any findings as a result of said Peer Review would be addressed' by
the Consultant, and if requested by the City, would be incorporated Into the design documents, at
no additional cost to the City and no: extension' of time to the schedule.
A2,03 DESIGN DEVELOPMENT
From the approved Schematic Design documents, the Consultant shall prepare and present in writing,
and at oral presentations, if requested, for approval by the City, separate Design Development
Documents, updated. Project Development Schedules, updated Statements of Probable Construction
Costs and a review. of Constructability Review reports,
1. The Design Development Documents shall consist of drawings (site plans, floor plans, elevations,
and sections), outline specifications, and other documents.
2. Design Development consists of continued development and expansion of architectural and/or
ciVil Schematic Design Documents to establish the final scope, relationships, forms, size, and
appearance of each element through;
2.1 Plan sections and elevations
2.2 Typical construction details
2.3 Final materials selection
2.4 Construction phasing plan
3. The updated 'Development Schedules shall show the proposed completion dates of each milestone
of each Project through design, bidding, construction and proposed date of occupancy. The
Consultant will also detail all long lead procurement items and architecturally significant equipment
that will need to be purchased prior to the completion of Construction Documents.
4. Provide updated Statements of Probable Construction Cost. If either statement of Probable
Construction Cost exceeds allocated funds, the Consultant shall prepare .recommendations for
reducing the scope of that particular Project irr order to bring the estimated costs within allocated
funds. The Consultant shall update its. documentation, at no additional, cost to the City, to .reflect
this reduced scope.
5. Constructability Review reports.
A2,04 CONSTRUCTION DOCUMENTS
From the approved Design Development Documents, the Consultant shall prepare for written approval by
the City, Final Construction Documents setting forth all design drawings and specifications needed to
comprise a fully biddable, permutable, constructible Project.
The Consultant shall produce 30%, 60%, 90% and Final Construction Documents for review and approval
by the City, which shall include the following:
1. A Drawing Cover Sheet listing an index of all number of drawings by each. discipline,.. Drawings not
included In the 30%, 60%, 90% and Final review shall be noted. The Consultant shall attach an
index of all anticipated drawing sheets necessary to fully definethe Project.
2. The updated Project Development Schedule to Include an outline of major construction milestone
activities and the recommended construction duration period in calendar days.
Miscellaneous Environmental Engineering Services 2.2
RFQ 14-15-027
PROFESSIONAL SERVICES AGREEMENT
3, An updated Statement of Probable Construction Cost in CSI format.
4. The Consultant may also be .authorized to Include in the Construction Documents approved
additive and/or deductive alternate bid items, to permit the City to award a Construction Contract
within the limit of the budgeted amount.
5, A Project Specifications Index and Project Manual with at least 30%,. 60%, 90% and Final of the
Specifications completed.
6. The Consultant shall include, and will be paid for, City -requested alternates outside of the
established Project scope or that are not constructed due to a lack of funds. No fee will be paid by
the City in connection with alternates required by the failure of the Consultant to design the Project
within the Fixed Limit of Construction Cost,
7, The Consultant shall provide an index of all submittals required by the Contractor that clearly
identifies submittals for which the Contractor -shall be responsible for design,
8. The Consultant shall submit the special conditions separate from the technical specifications,
9. The Consultant shall not proceed with further construction document development until approval
of the 30% documents is received in writing from the City. Approval by the City shall be for
progress only and does not relieve the Consultant of its responsibilities and liabilities relative to
code compliance and to other covenants contained in this Agreement. The Consultant shall
resolve all questions indicated on 'the documents and make all changes to the documents
necessary in response to the review commentary. The 30% Documents review (check) set shall
be returned to the City upon submission of 60% complete Construction Documents and the
Consultant shall provide an appropriate response to all review comments noted on these
previously submitted documents,
Of -the seven (7) copies to be provided,, the Consultant shall submit four (4) full size copies of the
drawings and specifications, and one digital copy in ..pdf format.
s A2.04-1 Maximum Cost Limit
Prior to authorizing the Consultant to proceed .with preparation of Construction Document
Development, -the_City_ma-y_establish_and_communicate_to the_Consultant_a_m_axim-um sum for the cost
( of construction of the Project ("Maximum Cost Limit"). If the City has not advertised for :bids within
iI ninety (90) days after the Consultant submits the Final Design to the City, the estimate of the cost of
construction shall be adjusted by the Consultant.. Notwithstanding anything above to the contrary, the
City may require the 'Consultant to revise and modify Construction Documents and assist in the re-
bidding of the Work at no additional cost or fee to the City if all responsive and responsible bids
received exceed the Maximum Cost Limit.
A2.04.2'Dry Run Permitting
The Consultant shall file and follow-up for building permits at. the earliest practicable time during the
performance of the Work, the .necessary portions of the Construction Documents for approval by the
City, County, State and/or Federal authorities having jurisdiction over the Project by law or contract
with the City, and shall assist in obtaining any such applicable certifications of permit approval by such
authorities prior to approval by the Department of the. final Set and printing of the Construction
Documents. The Consultant shall promptly, at any time during the performance of the Work
hereunder,. advise the City of any substantial increases in costs set forth in the Statement of Probable
Construction Cost that in the opinion of the Consultant is caused by the requirement(s) of such.
Upon completion of dry run permitting, Consultant shall provide -as part of the seven (7) copies to be
submitted, five (5.) full size sealed copies of the drawings and specifications. Consultant shall also
provide digital versions of the drawings in Awg, .pit, and .pdf formats. The specification additional
terms and conditions shall be provided in both .pdf and .doe. formats,
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PROFESSIONAL SERVICES AGREEMENT
A2.05 BIDDING AND AWARD OF CONTRACT
A2.05-1 BID DOCUMENTS APPROVALS AND PRINTING
Upon obtaining all necessaryapprovals of the :Construction Documents, from authorities having
jurisdiction, acceptance: by the City of the 100% Construction Documents and latest Statement of
Probable Construction Cost, the Consultant shalt assist the City in obtaining bids, preparing and
awarding the construction contract. The City, for bidding purposes, will have the bid documents
printed, or,, at its own discretion, may authorize such printing as a reimbursable service to the
Consultant.
A2.05-2 ISSUANCE OF BID DOCUMENTS, ADDENDA AND DID OPENING'
1. The City shall .issue the Bid Documents to prospective bidders and keep a complete List of
Bidders
2, The Consultant shall assist the City in the preparation of .responses to questions if any are
required during the bidding period. All addendum or clarifications, or responses shall be
issued by the City.
3. The Consultant shall prepare revised plans, if any are required, for the City to issue to all
prospective bidders.
4. The City will schedule a "Pre -Bid Meeting" on an as needed basis, for the Project. The
Consultant shall attend all any pre-bid meeting(s) and require attendance of Sub -consultants
at such meetings.
5, The'Consultantwill be present at the bid opening, if requested by the City.
A2.05-3 BID EVALUATION AND AWARD
The Consultant shall assist the City in evaluation of bids., determining the responsiveness of bids and
the preparation of documents for Award of a contract. If the lowest responsive Base Bid received
exceeds the Total Allocated Funds for Construction, the City may:
1. Approve an increase in the Project cost and award a Contract;
2, Reject all bids and rebid the Project within a reasonable time with no change in the Project,
or additional compensation to the Consultant;
3. Direct the Consultant to revisethe scope and/or quality of construction, and rebid the Project.
The Consultant shall, without additional compensation, modify the Construction Documents
as necessary to bring the Probable Construction Cost based on such revisions within the
-Total Authorized- Cos tr action Bridget—T�City may exercise -such -option -where -the -bid ,price
exceeds 10% of the Fixed Construction. Budget provided to the Consultant and as may be
modified by the City and -the Consultant prior to soliciting bids.
4. Suspend, cancel or abandon the Project.
NOTE: Under item 3(3) above the Consultant shall, without additional compensation, modify the
Construction Documents as necessary to bring .the Probable Construction Cost within the budgeted
amount.
A2.06 ADMINISTRATION OF THE CONSTRUCTION CONTRACT
A2:06-1 The Construction Phase will begin with the award of the construction contract and will end
when the Consultant has provided to the City all post construction documents, including Contractor
As -Built drawings, the Consultant's record drawings, warrantees, guarantees, operational manuals,
and Certificate(s) of Occupancy have been delivered to the City and the City approves the final
payment to the Consultant. During this .period, the Consultant shall provide :administration of the
construction contract as provided by this Agreement, and as provided bylaw.
A2.06-2The Consultant, as the representative of the City during the Construction Phase; shall
advise and consult with the City and shall have the authority to act on behalf of the City to the extent
provided in the General Conditions and the Supplementary Conditions of the construction contract and
their Agreement with the City.
A2.06-3 The Consultant and respective Sub -consultants shall visit, the .site to conduct field
observations, at a minimum on a weekly basis, and at all key construction events; to ascertain the
progress of the Project and shall visit the site as appropriate to conduct field inspections to ascertain
the progress of the Project and determine, in general, if the Work is proceeding in accordance with the
Miscellaneous Environmental Engineering Services 24
RFQ 14-15-027
PROFESSIONAL SERVICES AGREEMENT
Contract Documents. The Consultant shall provide any site visits necessary for certification if required
by the authorities having jurisdiction. Threshold inspection shall be provided by the Consultant at no
additional cost to the City, The Consultant shall report on the progress the Work, .including any defects
and deficiencies that may be observed in the Work. The Consultant and/or Sub -consultants will not be
required to make extensive inspections or provide continuous daily on-site Inspections to check the
quality or quantity, of the Work unless otherwise set forth in this Agreement. The Consultant will be
responsible for writing minutes of all meetings and field inspections report it is asked to attend, as well
as the distribution of the minutes. The Consultant:and Sub -consultants will not be held responsible for
construction means, methods, techniques, sequences, or procedures, or for safety precautions and
programs in connection with the Work. The Consultant and his/her Sub-consultantswill not be held
responsible for the Contractor's or subcontractors', or any of their agents' or employees' failure to
perform the work in accordance with the contract unless such failure of performance results from the
Consultant's acts .or omissions.
A2.06.4 The Consultant shall furnish the City with a written report of all observations of the Work
made by the Consultant and require all Sub -consultants to do same during each visit to the Project.
The Consultant shall also note the general status and progress of the. Work, on forms furnished by the
City, and shall submit them in a timely manner, The Consultant and the Sub -consultants shall
ascertain that the'Work is acceptable to the City. The Consultant shall assist the City .in ensuring that
the Contractor is making timely, accurate, and complete notations on the "as -built" drawings, Copies
of the field reports shall be attached to the monthly Professional Services payment request for
construction administration services, The Consultant's failure to provide written reports of all site visits
or minutes of meeting shallresult in the rejection of payment requests and may result in a proportional
reduction in Construction Administration fees paid to the Consultant.
AZ06-6
1. Based on observations at the site and consultation with the City, the Consultant shall
determine the amount due the Contractor based on the pay for performance milestones and
shall recommend approval of such amount as appropriate, This recommendation shall
constitute a representation by -the Consultant to the City that, to the best of the Consultant's
knowledge, information and belief, the Work has progressed to the point indicated and that,
the quality of the Work is in accordance with the contract and the Contractor is entitled to
amount stated on the requisition subject to;
2 A detailed—evaluation—ofthe—Work—for—conformance—with—the-contract—upon—substantial
completion;
3. The results of any subsequent tests required by the contract;
4. Minor deviations from the contract correctable prior to completion;
6, Any specific qualifications stated in the payment certificate and further that the Contractor is
entitled to payment in the amount agreed upon at a requisition site meeting or as stated on
the requisition.
Prior to recommending payment to the Contractor, the Consultant will prepare a written statement to
the City, on the status of the'Work relative to the Construction Schedule, which shall be.attached to the
Contractor's Requisition. Such statement shall be prepared immediately following the requisition field
meeting and shall not be cause for delay in timely payment to the Contractor. By recommending
approval of a Payment Certificate, the Consultant shall not be deemed to represent that the
Consultant has made any examination to ascertain how and for what purpose the Contractor has used
money paid on account of the Construction Contract.Sum,
A2.06-6: The Consultant shall be the interpreter of the requirements of the Contract Documents
and the judge of the performance there under. The Consultant shall render interpretations necessary
for the proper execution or progress of the Work upon written request of either the City or the
Contractor, and shall render written decisions, within maximum of ten (10) calendar days, on all
claims, disputes and other matters in question between the City and the Contractor relating to the
execution or progress of the Work. Interpretations and decisions of the Consultant shall be consistent
with the intent of and reasonably inferable from, the Contract Documents and shall be in written or
graphic form.
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25
PRpFE8SIONAL �SERVICES AGREEMENT
A2.06-7. The Consultant shall have the authority to recommend rejection of Work, which does not
conform to the Contract Documents, Whenever, in his/her reasonable opinion, the Consultant
considers itnecessary oradvisable toinsure compliance with the Contract Documents, the Consultant
will have the authnhtyto recommend special inspection ortoodng of any Work deemed to be not in
accordance with the Contract, whether or not such Work has been fabricated and/or delivered to the
Project, orinstalled and completed,
A2,0$~8 The Consultant ohaU promptly mm|aw and approxe, reject or take action on shop
drawings, samples, RF|a and other submissions of the Contractor. Changes or substitutions to the
Contraot.Documents shall not be authorized without concurrence of the City's Project Manager and/or
Director of Capital Improvements, The Consultant shall have mmax|nnum often (10) calendar days
from receipt of shop drawings, samples, RFI's or other submittals by the Contractor, to return the shop
drawings or submittals to the Contractor with comments indicating either approval or disapproval,The
Consultant shall provide theContractor with odetailed written explanation ootothe basis for rejection.
Consultant shall have five (6) calendar days to review contractor payment applications toi ensure the
City compiles with Florida Statute §218.7O.
A206-8 The Consultant shall initiate and prepare required documentation fornhangnoas required
by the :Cori s ultents own observations or as requested by the City., and shall review and recommend
action on proposed changes. Where the Contractor submits a request for Change Order or Change
Proposal request, the Consultant shall, within ten (10) calendar days, review and submit to the City,
his/her recommendation or proposed action along with an analysis and/or study supporting such
! ! A2.06 -1O The Consultant shall examine the Work upon receipt of the Contractors requesthx
substantial completion inspection of the Project and shall, prior to occupancy by the City, recommend
execution of a "Certificate of Acceptance for Substantial Completion after first ascertaining that the
Project is substantlalfycompletein -accordance with the contract requirements. The Consultant shall In
conjunction with representatives of the City and the Contractor prepare a punch list of any defects and
di . screpancies in the Work required to be corrected by the Contractor in accordance with Section
2-18.735, Florida Statutes. Upon satisfactory completion of the punch list 'the Consultant shall
recommend execution of a "Certificate of Final Acceptance" and final payment to the Contractor. The
Consultant shall obtain from the Contractor upon satisfactory completion of all items on the punch list
all -necessary closeout documentation f.rom-the-Contractor,-including-but-not-limited to-all-g..uarantees,-
operating and maintenance manuals for equipment, releases of liens/claims and such other
documents and certificates as may be required by applicable codes, law, and the contract, and deliver
them to the City before final acceptance shall be issued to the Contractor.
A206~11 The Consultant, uheU monitor and provide assistance in obtaining the Contractor's
compliance with the its contract relative tul)initial Instruction nfCbyopersonnel iMthe operation and
maintenance of any equipment or system, 2} initial start-up and testing, adjusting and balancing, of
equipment and systems and 3) final clean-up of the Project to assure o smooth transition from
construction hooccupancy bythe City.
A20612 The Consultant shall furnish to the City the dgi | documents,including drawings,
revised to "as -built" conditions based on Information furnished, by the Contractor; survey, and speolf! ' c
condition, In preparing the "as -built" documents the Consultant shall rely on the accuracy of tile
information provided by the Contractor, including the Contractor's record drawings. Any certifications
required under this Agreement including the contents of "as -built" documents are conditioned upon the
accuracy of the information and documents provided by the construction contractor, Transfer of
changes made by "Change Authorization", "Change Order", "Request for Information", substitution
approvals, or other clarifications will be the Consultant's responsibility to Incorporate into the "as -built"
and record documents. Changes made in the field to suit field conditions, or otherwise made by the
Contractor for its convenience shall be marked by the Contractor on the "Field Record Set" and
transferred to the original -contract documents by the Consultant. The original documents as well as
the "Field Record Set" shall become the property of the City. A reproducible set of all other final
documents will be furnished to the City free of charge by the Consultant.
Miscellaneous EnvlroOmertalEngineeringServices
26
PROFESSIONAL SERVICES AGREEMENT
A2.06-13 The Consultant shall review the Contractor's "as built" drawings and submit them to the
City upon approval by the Consultant, The Contractor is responsible for preparing the "as built"
drawings.
A2.06-14 The Consultant shall furnish to the City a simplified site plan and floor plan(s) reflecting
"as -built" conditions with graphicscale and north arrow.. Plans must show room names, room
numbers, overall dimensions, square footage of each floor and all fonts used in the drawings. Two
sets of drawings shall be furnished on 24" x 36" sheets and one electronic copy,
A2.06-15 The Consultant shall assist the City in the completion of the Contractor's performance
evaluation during construction work and upon final completion of the Protect.
A2.07 TIME FRAMES FOR COMPLETION
The following timeframes are sequential from the date of the Notice to Proceed. A concurrent project
timeline is attached as Schedule A5.
Development of Objectives.
TBD during Negotiations
Schematic Design
TBD during Negotiations
Design Development
TBD during Negotiations
3'0% Construction Documents.
TBD during Negotiations
50°7a Construction Documents
TBD during Negotiations
90% Construction Documents
TBD during Negotiations
Dry— Run Permitting
TBD during Negotiations
Final Construction Documents
TBD during Negotiations
Bidding and award of Construction Contract
TBD during Negotiations
Construction Contract Administration
TBD during Negotiations
ARTICLE A3 ADDITIONAL SERVICES
A3.01 GENERAL
Services-categorized-below-as"Additional-Services--may-be-specified-and-authorized-by-the-City-and-are
normally considered to be beyond the scope of the Basic Services, Additional Services shall either be
identified in a Work Order .or shall be .authorized by prior written approval of the Director or the City
Manager and will be compensated for as provided in Attachment. 8, Section B3.05,
A3.02 EXAMPLES
Except as may be specified in Schedule A herein, Additional Services may include, but are not limited to
the following:
A3.02-1
Pre -Design Surveys & Testing: Environmental investigations, site evaluations, or comparative studies
of prospective sites. Surveys of the existing structure required to complete as -built documentation are
notadditional services.
.A3.02-2
Appraisals: Investigation and creation of detailed appraisals and valuations of existing facilities, and
surveys or inventories in connection With construction performed by the City.
A3..02r3
Specialty Design: Any additional speclai professional services not.included in the Scope of Work.
A3.02-4
Extended Testing & Training: Extended assistance beyond that provided under Basic Services for the
initial start-up, testing, adjusting and balancing of any equipmentor system; extended training of the
City's personnel in operation and maintenance of equipment and systems, and consultation during
such training; and preparation of operating and maintenance manuals, other than those provided by
Miscellaneous Environmental Engineering Services 27
RFQ 14-15-027
PROFESSIONAL SERVICES AGREEMENT
the Contractor, subcontractor, or equipment manufacturer. Provide Commissioning Services as part
of systems start-up.
A3.02-5
Major Revisions: Making major revisions to drawings and specifications resulting in or from a change
In Scope of Work, when such revisions are inconsistent with written approvals or instructions
previously given by the City and are due to causes beyond the control of the Consultant. (Major
revisions are defined as those changing the Scope of Work and arrangement 'of spaces and/or
scheme and/or any significant portion thereof).
A3.02-6
Expert Witness: Preparing to serve or serving as an expert witness in connection with any arbitration
proceeding or legal proceeding, providing, however, that the Consultant cannot testify against the City
in any proceeding during the course of this Agreement.'
A3.02.7
Miscellaneous: Any other services not otherwise included in this Agreement or not customarily
furnished in accordance with generally accepted arch itectural/en:gineering practice related to
construction.
A3.03 ADDITIONAL DESIGN
The City may, at its option, elect to proceed with additional services relating to .the Project.
ARTICLE A4 REIMBURSABLE EXPENSES
A4.01 GENERAL
Reimbursable Expenses cover those services and items authorized by the City in addition to the Basic and
Additional Services and consist .of actual, direct expenditures made by the Consultant and the Sub -
Consultant for the purposes listed below, Transportation, travel and per diem expenses shall not be
considered as reimbursable expenses under this Agreement.
i A4.01.1
Communications Expenses: Identifiable communication expenses approved by the Project Manager,
long distance telephone, courier and express mail between the Consultant's various permanent
offices and Sub=consultant. The Consultant's field office at the Project site is not considered a
permanent .office. Cell-phones—'will—not—be—considered—as—reimbursable—expenses—under—this
agreement.
A4.01-2
Reproduction, Photography; Cost of printing, reproduction or photography, beyond that which is
required by or of the Consultant's part of the work, set forth in this Agreement.
A4.01-3
Geotechnical Investigation: Identifiable Soil Borings and Reports and testing costs approved by
Program Manager.
A4.01-4
Kermit Pees:.. All Permit fees paid to regulatory agencies for approvals directly attributable to the
Project. These permit fees do not include those permits required to be paid. by the Consultant.
A4.011-6
Surveys: Site surveys and special purpose surveys when pre -authorized by the Project Manager.
A4.01-6
Other: Items not indicated in Section 4..01 when authorized by the Project Manager.
A4.02 SUB -CONSULTANT REIMBURSEMENTS
EMENTS
Reimbursable Sub -consultant expenses are limited to the items described above when the Sub -
consultant's agreement provides for reimbursable expenses and when such agreement has been
previously approved, In writing, by the Director and subject to all budgetary limitations of the City and
requirements of this Agreement.
Miscellaneous Environmental Engineering Services
RFQ 14.15-02'7 28
PROFESSIONAL SERVICES AGREEMENT
ARTICLE A5 CITY'S RESPONSIBIL.ITIPS
A6r01 PROJECT & SITE INFORMATION
City, at its expense and insofar as performance under this Agreement may require, may furnish
Consultant with the information described below, or, if not readily available, may authorize Consultant to
provide such information as an Additional Service, eligible as a Reimbursable Expense.
A&W -1
Surveys Complete and accurate surveys of building sites, giving boundary dimensions, locations of
existing structures, the grades and lines of street, pavement, and adjoining properties; the rights,
restrictions, .easements, boundaries, and topographic data of a building site, and existing utilities
information regarding sewer, water., gas, telephone and/or electrical services.
A5,01-2
Soil Borings, Geotechnical Testing: Soil borings or test pits; chemical, mechanical, structural, or other
tests when deemed necessary, and, if required, an appropriate professional interpretation .thereof and
recommendations. The Consultant shall recommend necessary tests to the City.
.A5.01-3
General Prolect information: Information regarding Project Budget, City and State procedures,
guidelines, forms., formats, and assistance required establishing a program as per Section A2.
A5,01,4
Existing_ Drawings: Drawings representing as -built conditions at the time of original construction,
subject to as -built availability. However, such drawings, if provided, are not warranted to represent
conditions as of the date of receipt. The Consultant must still perform field investigations as necessary
in accordance with Section A2.01 to obtain sufficient information to perform its services, Investigative
services in excess of "Normal Requirements," as defined; must be authorized in.advance.
A5.01-5
Reliabifity: The services, information, surveys and reports described in A5.01-1 through A5.01-4 I
above, shall be furnished at the City's expense, and the Consultant shall be entitled to rely upon the
accuracy and, completeness thereof, provided the Consultant has reviewed all such information to
determine if additional information and/or testing is required to properly design the Project.
A5:02 CONSTRUCTION-MANAGEMBNT —
A5'.02-1
During construction, the Consultant and the City staff shall assume the responsibilities described in
the general conditions and supplementary conditions of the construction contract relating to review
and approval of the construction work by the Contractor.
A5,02-2
If the City observes or otherwise becomes aware of any fault or defective Work in the Project, or other i
j nonconformance with the contract during construction, the City shall give prompt notice thereof to the i
I Consultant.
Miscellaneous Environmental. Engineering Services
RFQ 1.4-15-027 29
PROFESSIONAL SERVICES AGREEMENT
SCHEDULE Al. - SUB -CONSULTANTS
FIRM NAME
CONSULTING FIELD
HP Consultants Inc.
General Civil Engineering
Longitude Surveyors, LLC
Surveying
RS Environmental and Consulting, Inc.
8-iblogy/Ecology/Habitat Rehabilitation.
SCHEDULE A2. - KEY STAFF
NAME
JOB CLASSIFICATION'
Eduardo Smith, PE
Principal
Som Kundral, PE
Michael G. Buick, PE
Project Manager
Robert Speed
Myles D. Clewner, LEP
..Arvind S., Kumbhojkar, PE
Lisa Smith
Peter Dueno, PE
Senior Engineer
Briftney-Odom
William Helkkinen
Project -Engineer
Luke Krenik
Rainer Schael
Environmental Scientist
Maria Giudicl, PG
Geologist
Anthony Pezzotti
John Adler 111, PSM
Surveyor/Mapper
Eduardo Suarez, PSM
Telva Morejon
Surveyor Technician
Kevin Ramirez
Field Inspector
Carlos Ortega
Emily Vasquez
Field Technician
Daniel Rodriguez
Carl Reyes
CADD Technician
Joaquin Del Rio
Miscellaneous Environmental Engineering Services
30
RFQ'14-15-027
ATTACl iM.ENT B - COMPENSATION AND PAYMENTS
ARTICLE B1 METHOD OF COMPENSATION
The fees for Professional Services for each Work Order shall be determined by one of the following
methods or a combination thereof, at the option of the Director or designee, with the consent of the
Consultant,
a) A Lump Sum (See Section 133,01).
b) An Hourly Rate as defined in Section 51.02 and at the rates set forth pursuant to the same.
NOTE. The Lump Sum manner of compensation is the preferred and primary form of compensation.
181.01 COMPENSATION LIMITS
The aggregate sum of all payments for 'fees and costs, including reimbursable expenses, to the
Consultant payable by the City under this Agreement shall be limited to the amount specified in Article 2,
Section 2..05-1 Compensation Limits, as the maximum compensation limit for cumulative expenditures
ander this. Agreement. Under no circumstances will the City have any liability for, work performed, or as
otherwise may be alleged or claimed by the Consultant, beyond the cumulative amount provided herein,
except where specifically approved in accordance with the City Code by the City Manager or City
Commission as applicable as an increase to. the Agreement and put into effect via an Amendment to this
Agreement,
B1.02. CONSULTANT NOT TO EXCEED
Absent an amendment to the Agreement or to any specific Work Order, any maximum dollar or
percentage amounts stated for compensation shall not be exceeded. In the event they are so exceeded,
the City shall have no liability or responsibility for paying any amount of such excess, which will be at the
Consultant's own cost and expense.
ARTICLE B2 WAGE PATES
82.01 FEE BASIS
All fees and compensation payable under this Agreement shall be formulated and based upon 'the
averages of the certified Wage Ratesthat have received and approved by the Director, The averages of
said .certified Wage Rates are summarized in Schedule 131 incorporated herein by reference. Said Wage
j Rates -are -the -effective -direct hourly-rues,—as-approved-by-the-City-of-the-Consultant-and-Sub-Consultant
employees in the specified professions and .job categories that are to .be utilized to provide the services
under this Agreement, regardless of manner of compensation,
82,02 EMPLOYEES AND JOB CLASSIFICATIONS
Schedule 131 identifies the professions, job categories and/or employees expected to be used during the
term of this Agreement, These Include architects, engineers, landscape architects, professional interns,
designers, CADD technicians, project managers, GIS and environmental specialists, specification writers,
clerical/administrative _ support, and others engaged in the Work. In determining. compensation for a.given
Scope of Work, the City reserves the right to recommend the use of the Consultant employees at
particular Wage Rate levels.
B2.03 MULTIPLIER
For Work assigned under this Agreement, a maximum multiplier of 2,9 for home office and 2.4 for field
office shall apply to Consultant's hourly Wage Rates in calculating compensation payable by the City.
Said multiplier is intended to cover the Consultant employee benefits and the Consultant's profit and
overhead, including, without limitation, office rent, local telephone and utility charges, office and drafting
supplies, depreciation of equipment, professional dues, subscriptions, stenographic, administrative and
clerical support, other employee time or travel and subsistence not directly related to a project.
B2.04 CALCULATION
Said Wage Rates are to beutilized by the Consultant in calculating compensation payable for specific
assignments and Work Orders as requested by the City, The Consultant shall identify job classifications,
available staff and projected man-hours required for the proper completion of tasks and/or, groups of
tasks, milestones and deliverables identified under the Scope of Work as exemplified in Schedule A2, Key
Staff.
Miscellaneous Environmental Engineering Services 31
RF'Q 14-15-027
132.05 EMPLOYEE BENEFITS AND OVERHEAD
Regardless of the method of compensation elected herein, compensation paid by the City shall, via the
Multiplier, cover all the Consultant costs including, without, limitation, employee fringe benefits (e.g. sick
leave, vacation, holiday, unemployment taxes, retirement, medical, insurance and unemployment benefits)
and .an overhead factor. Failure to comply with this section shell be cause for cancellation of this
Agreement.
82.06 ESCALATION
There shall be no escalation clause as part of this Agreement.
ARTICLE 133' COMPUTATION OF FEES AND COMPENSATION
The City agrees to pay the Consultant, and the Consultant agrees to accept for services rendered
pursuant to this Agreement, fees computed by one or a combination :of the methods outlined above, as
applicable, in the following manner.
B3.01 LUMP SUM
Compensation for a Scope of Work can be a Lump Sum and must be mutually agreed upon in writing by
the City and the Consultant and stated in a Work Order. Lump Sum compensation is the preferred
method of compensation.
83:01-1
Lump Sure compensation shall be calculated by the Consultant utilizing the Wage Rates established
herein. Prior to issuing a. Work Order, the City may require the Consultant to: verify or justify its
requested Lump Sum compensation. Such verification shall present suffiefent information as depicted
in Schedule A2.
83.02 HOURLY RATE FEES
83.02.1
Hourly Rate Fees shall be those rates for the Consultant and Sub -Consultant employees identified in
Schedule B1 Wage Rates, All hourly rate fees will include a maximum not to exceed figure, inclusive
of all costs expressed 'In'the contract documents, The City shall have no liability for any fee, costor
expense above this figure.
Hourly Rate Fees shall be used only in those instances where the partles agree that it is not possible
to determine, define, quantify and/or calculate the complete nature, .and/or aspects, tasks, man-
hours, or milestones for a particular Project or portion thereof at the time of Work Order issuance.
Hourly Rate Fees may be utilized for Additional Work that is similarly. indeterminate. In such cases,
the City will establish an Allowance in the Work Order that shall serve as a Not to Exceed Fee for the
Work to be performed on an Hourly Rate Basis.
83.03 REIMBURSABLE EXPENSES
Any foes for authorized reimbursable expenses shall not include charges for the Consultant handling,
office rent or overhead expenses of any kind, including local telephone and utility charges, office and
drafting supplies, depreciation of equipment, professional dues, subscriptions, etc,, reproduction of
drawings and specifications (above the. quantities set forth in this Agreement), mailing, stenographic,
clerical, or other employees time or travel and subsistence not directly related to a project. All
reimbursable services shall be billed to the City at direct cost expended by the Consultant. City authorized
reproductions In excess of sets required at each phase of the Work will be a Reimbursable Expense.
The City will reimburse the Consultant for authorized Reimbursable Expenses pursuant to the limitations
of this Agreement as verified by supporting documentation deemed appropriate by Director or designee
including, without limitation, detailed bills., itemized invoices and/or copies of cancelled checks.
B3.04 FEES FOR ADDITIVE or DEDUCTIVE ALTERNATES
The design of additive and deductive alternates contemplated as part of the original Scope for a Project as
authorized by the director will be :considered as part of Basic Services. The design of additive and
deductive alternates that are beyond the original Scope of Work and construction budget may be billed to
Miscellaneous Environmental Engineering Services.32
RFQ 14-15-027'
the: City as Additional Services, The fees for alternates will be calculated by one of the three methods
outlined above, as mutually agreed by the Director and the Consultant.
83,05 FEES FOR ADDITIONAL SERVICES
The Consultant may be authorized to perform Additional Services for which additional compensation
and/or Reimbursable Expenses, as defined in this Agreement under Sections B3.05 and B3,03.
respectively, may be applicable. The Consultant shall utilize the Work Order Proposal Form and
worksheets which can be found on the City's Webpage at
.miami ov,com/capitalimprovements/paCles/ProcurementOaaortunities.
The webpage also provides the procedures for completing these forms. Failure to use the forms or follow
the procedures will result in the rejection of the Work Order Proposal,
83.05.1 DETERMINATION OF FEE
The compensation for such services will be one of the methods described herein, mutually agreed
upon Lump Sum; Hourly Rate with a Not. to Exceed Limit.,
83.06-2 PROCEDURE AND COMPLIANCE
An independent and detailed Notice to Proceed, and an Amendment to a specific Work Order, shall
be required to be issued and signed by the Director for each additional service requested by the City.
The Notice to. Proceed will specify the fee for such service and upper limit of the fee, which shall not
be exceeded, and shall comply with .the City of Miami regulations, including the Purchasing Ordinance,
the Consultants' Competitive Negotiation Act, and other applicable laws.
83.05-3 FEE LIMITATIONS
Any authorized compensation for Additional Services, either professional fees or reimbursable
expenses, -shall not include additional charges for office rent or overhead expenses of any kind,
including local telephone and utility charges, office and drafting supplies, depreciation of equipment,
professional .dues, subscriptions, etc., reproduction of drawings and specifications, mailing,
stenographic, clerical, or other employees time or travel and subsistence not. directly related to 'a
project. For all reimbursable services and sub -consultant costs, the Consultant will apply the multiplier
of one (1.0) times the amount expended by the Consultant,
83.06 PAYMENT EXCLUSIONS
-The-Consultant-shall-not-be-compensated-by-thy City -f ' ns a d/or—r odifications to drawl gs and
specifications, for extended construction administration, or for other work when such work is due to errors
or omissions of the Consultant as determined by the City,
8107 FEES RESULTING FROM PROJECT SUSPENSION
If a project is suspended for the convenience of the City for more than three months or terminated without
any cause in whole or.in part, during any Phase, the Consultant shall be paid for services .duly authorized,
performed prior to such suspension or termination, together with the cost of authorized reimbursable
services and expenses then due, and all appropriate, applicable, and documented expenses resulting
from such suspension or termination, If the Prject is resumed after having been suspended for more
than three months, the Consultant's further compensation shall be subjectto renegotiations.
ARTICLE l34 PAYMENTS TO' THE CONSULTANT
84.01 PAYMENTS GENERALLY
Payments for Basic Services may be requested monthly in proportion to services performed during each
Phase of the Work, The Sub -Consultant fees and Reimbursable Expenses shall be billed to the City in
the actual amount paid by the Consultant. The Consultant shall utilize the City's Invoice Form which can
be found on the City's Webpage at
www,miam'gov.com/Capitallmprovements/pages/Procurem.entOpportunities.
Failure to use the City Form will result In rejection of the invoice,
Miscellaneous Environmental Engineering Services
RFQ 14-15-027 33
B4.02 FOR COMPREHENSIVE BASiC SERVICES
For those Projects and Work Orders where comprehensive design services are stipulated, said payments
shall, in the aggregate, not exceed. the percentage of the estimated total Basic Compensation indicated
below for each Phase.
84,08 BILLING — HOURLY RATE
Invoices submitted by the Consultant shall besufficiently detailed and accompanied by supporting
documentation to allow for proper audit of expenditures. When services are authorized on an Hourly Rate
basis, the Consultant shall submit 'for approval by the Director, a duly certified invoice, giving names,
classification, salary rate per hour, hours worked and total charge for all personnel directly engaged on a
project or task.. To the sum thus obtained, any authorized Reimbursable Services Cost may be -added.
The Consultant shall attach to the invoice .all supporting data for payments made :to and incurred by the
Sub -Consultants engaged on the Project. In addition .tothe invoice, the Consultant shall, for Hourly Rate
authorizations., submit a progress reportgiving the percentage of completion of the Project development
and the total estimated fee to .completion.
B4.04 PAYMENT FOR ADDITIONAL SERVICES & REIMBURSABLE (EXPENSES
Payment for Additional Services may be requested monthly in proportion to the services performed. When
such services are authorized on an Hourly Rate basis, the Consultant shall submit for approval by the
Director, a duly certified invoice, giving names, classification, salary rate per hour, hours worked and total
charge for all, personnel directly engaged on a project or task. To the sum- thus obtained, any authorized
Reimbursable Services Cost may be added. The Consultant shall attach to the invoice all supporting data
for payments made to or costs incurred by the Sub -Consultants engaged on the project or task,
In addition to the invoice, the Consultant shall, for Hourly Rate authorizations, submit a progress report
giving the percentage of'completion of the Project development and the total estimated flee to completion,
84.05 DEDUCTIONS
No deductions shall be made from the Consultant's compensation on account of liquidated damages
assessed against contractors or other sums withheld from payments to contractors,
ARTICLE B5 REIMBURSABLE EXPENSES:
8:5.01 GENERAL
Reimbursable Expenses are those items authorized by the City outside of or In addition to the Scope of
Work as identified in the Work. Order (as Basic Services and/or Additional Services) and consist of actual
expenditures made by the 'Consultant and the Consultants' employees, the Sub -Consultants, and the
Special Sub -Consultants in the interest of the Work for the purposes identified below:
85.01-1 Transportation
Transportation shall not be considered as reimbursable expenses under this Agreement.
85.01-2 Travel and Per Diem
Travel and per diem expenses shall not be considered as reimbursable expenses under
this Agreement.
B5.01-3 Communication Expenses
Identifiable communication expenses approved by the Project.Manager, long distance
telephone, courier and express mail between Consultant and Sub -consultants.
15.01-4 Reproduction, Photography'
Cost of printing, reproduction or photography, beyond that which is required by or of the
Consultant to deliver services, set forth in this Agreement. All reimbursable expenses
must be accompanied by satisfactory documentation.
85.01-5 Permit Fees
All Permit fees paid to regulatory agencies. for approvals directly attributable to the
Project. These permit fees do not Include those permits required to be paid by the
construction Contractor,
Miscellaneous Environmental Engineering, Services
RFQ 14.15-027
34
B5.01-6 Surveys
Site surveys and special purpose surveys when pre -authorized by the Project Manager,
85.02 REIMBURSEMENTS TO THE SUE -CONSULTANTS
Reimbursable Sub -Consultant's expenses are limited to the items described above when the Sub -
Consultant agreement provides for reimbursable expenses and when such agreement has been
previously approved in writing by the Director and subject to all budgetary limitations of the City and
requirements of ARTICLE B5 herein.
ARTICLE 136 COMPENSATION FOR .REUSE OF PLANS AND SPECIFICATIONS
136.01 GENERAL
It is understood that all Consultant agreements and/or work Orders for new work will include the provision
for the re -use of plans and specifications, including construction drawings, at the City's sole option, by
virtue of signing this agreement they agree, to. a re -use in accordance with this provision without the
necessity of further approvals, compensation, fees or documents being required and without recourse for
such re -use.
Miscellaneous Environmental Engineering Services
RFC 14-15-027'
ATTACHMENT B - COMPENSATION
SCLiEDULE E1 - WAGE RATES SUMMARY
Miscellaneous Environmental Engineering Services
RFQ 14-16-027
36
Unloaded
Negotiated
Negotiated
Key Personnel Name
Position Title
Rates Paid
Hourly Rate
Hourly Rate
by ity
(2.9 Home)
(2.4 Field.
Eduardo Smith, PE
Principal
$77.00
$223.30
$184.80
Som Kundal, PE
Michael G. Buick, PE
Robert Speed
Project Manager
$62,25
$151.53
$125.40
Myles D. Clewner, LEP
Arvind S. Kumbhoj.kar, PE
Lisa Smith
Peter Dueno, PE
Senior Engineer
$60,63
$146.83
$121-51
Brittney Odom
William Heikkinen
Project Engineer
$41.11
$119,22
$98.66
Luke Krenik
Environmental
$35.00
$101.50
$84,00
Rainer Schael
Scientist
Maria Gludicl, PG
Geologist
$38* -38
$111.30
$92.1.1
Anthony Pezzotti
John. Adler 111, PSM
Eduardo Suarez, PSM
Surveyor/Mapper
$35.12
$101.85
-$84,29
T-elva Morejon
Surveyor
Technician
$20,.25
$58.73
$48.60
Kevin Ramirez
Carlos -Otte a
Field Inspector
$27-00
$78.30
-
$64.80
Emily Vasquez
Field Technician
$17.00
$49.30
$40.80
Daniel Rodriguez
Carl Reyes
CADD Technician
$20,60
$5914
$49.44
Joaquin Del Rio
Miscellaneous Environmental Engineering Services
RFQ 14-16-027
36