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r CITY OF MIAMI DEPARTMENT OF CAPITAL IMPROVEMENTS kuvut atilt {bF a at e,lk: PROGRAM o4'4' PROFESSIONAL SERVICES AGREEMENT 7.17 Service Category Miscellaneous Civil Engineering Services Contract Type Miscellaneous Services Consultant TY Lin International / HJ Ross 'TABLE OF CONTENTS ARTICLE1 DEFINITIONS..............................................................................................................4 ARTICLE 2 GENERAL CONDITIONS..................................................................................... ........6 2,01 TERM: ......................................................................................... . ............................................................... 6 2.02 SCOPE OF SERVICES ........................................................... . .............. ......... .............6 2.03 COMPENSATION.......................................................................................................................... .......6 ARTICLE3 PERFORMANCE . .........................................................................................................6 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 ARTICLE4 SUB-CONSULTANTS........................................................................................................7 4.01 GENERAL ........................................................................................................................................7 4.02 SUB -CONSULTANT RELATIONSHIPS....................................................................................................7 4.03 CHANGES TO SUB-CONSULTANTS.......................................................................................................7 ARTICLE6 DEFAULT ...................... ...................................................................................................... 8 6.01 GENERAL ............................... .....,.............................................................................................. ..............,..8 5.02 CONDITIONS OF DEFAULT ........... ............................................... ............................................. ................ 8 5.03 TIME TO CURE DEFAULT; FORCE MAJEURE ...... .......................,.......................,....,......,......,.,........,8 ARTICLE 6 TERMINATION OF AGREEMENT....................................................................................8 6,01 CITY'S RIGHT TO TERMINATE ...............................................................................................................8 6.02 CONSULTANT'S RIGHT TO TERMINATE..........................................................:.....................................9 6.03 TERMINATION DUE TO UNDISCLOSED LOBBYIST OR AGENT...........................................................9 ARTICLE 7 DOCUMENTS AND RECORDS ............... ..................I.. ......... ...,.,.,,............................9 7.01 OWNERSHIP OF DOCUMENTS t..............................................................................................................9 7.02 DELIVERY UPON REQUEST OR CANCELLATION..............................................................................9 7.03 RE -USE BY CITY........................................................................................................................................9 7,04 NONDISCLOSURE ............................................................................................................................9 7.05 MAINTENANCE OF RECORDS .............................. ......... .....:.....,............1.0 ARTICLE8 INDEMNIFICATION...... ..................................................................................................... 11 ARTICLE 9 INSURANCE ........................................ ........ .......................11 7.06 COMPANIES PROVIDING COVERAGE; ............. * ... OVERAGE.................. .........................11 7,07 VERIFICATION OF INSURANCE COVERAGE ....... ......... .................................,...... ...........11 7.08 FORMS OF COVERAGE................................I.................. ..... ...................12 9.04 MODIFICATIONS TO COVERAGE .......................... ......... ............................. .. ........................12 ARTICLE 10 MISCELLANEOUS . ............................... ......... , ..12 7.09 AUDIT RIGHTS.............................................................................................................................. ......12 7.10 ENTIRE AGREEMENT.......................................................................................................................13 7.11 SUCCESSORS AND ASSIGNS.. ........ .... .................... ...........13 7.12 TRUTH -IN -NEGOTIATION CERTIFICATE .............................. ......... ....... ...........13 7.13 APPLICABLE LAW AND VENUE OF LITIGATION. ._.*.. 7.14 NOTICES ......................... ................ ................................................................... ,................................... ...13 7.15 INTERPRETATION................................................................................................ ......... ..........14 7.16 JOINT PREPARATION .........................................................................................................................14 7.17 PRIORITY OF PROVISIONS................................................................................... ........................14 7.18 MEDIATION - WAIVER OF JURY TRIAL ............................. ......... ...................... ......... ..........14 7.19 TIME.........................................................................................................................................................14 7.20 COMPLIANCE WITH LAWS ..........................................................................................................14 7.21 NO PARTNERSHIP..................................................................................................................................15 Page 1 TABLE OF CONTENTS (CONTINUED) 7.22 DISCRETION OF DIRECTOR ............................................ ... ........ ....................................................... 15 7.23 RESOLUTION OPCONTRACT DISPUTES: ............................................................................................ 15 2� A2.81.................... ..................................... ^--'`.................................. 21 A182ANALYTICAL REVIEW ........... ........ —..... ........ ............................. ....................................................... 21 A2.03 SCHEMATIC DESIGN . 2] A2,00 BIDDING A,N B2..02 EMPLOYEES AND JOB CLASSIFICATIONS' ARTICLE 133 COMPUTATION OF FEES AND COMPENSATION ........ ARTICLE B6 COMPENSATION FOR REUSE OF PLANS AND SPECIFICATIONS ........................... 34 Miscellaneous Civil Engineering Services C21 RFQNo. i248-064 ,Ll1"Y U6 �Ja 5y, i CITY OF MIAMI DEPARTMENT OF CAPITAL IMPROVEMENTS PROGRAM iG�ixooei ieare z*„ y q° PROFESSIONAL SERVICES AGREEMENT Service Category Miscellaneous Civil Engineering Services (RFQ No. 12-13-004) Contract Type Miscellaneous Services Consultant TY Lin International / HJ Ross Consultant Office Location 201 Alahambra Circle, Suite 900, Coral Gables, FL 33134 City Authorization Section 18-85 THIS AGREEMENT made this day of 76l In the year 2014 by and between THE CITY OF MIAMI, FLORIDA, hereinafter called the "City," and TY Lin International / HJ Ross, hereinafter called the "Consultant." RECITAL A. The City issued a Request for Qualifications ("RFQ") No. 12-13-004 on November 19, 2012, for the provision of Miscellaneous Civil 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: Miscellaneous Civil Engineering Services [3 1 RFQ No. 12-13-004 TY Lin International I HJ Ross PROFESSIONAL SERVICES AGREEMENT 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. 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 ("CBE") means a business that has registered with the relevant Miami -Dade County agencies to compete for County consulting contracts and has declared, by registration for 'statistical purposes, to be a CBE 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. 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 Program 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 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.. 1.15 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 Miscellaneous Civil Engineering Services [4 1 RFQ No. 12-13-004 TY Lin International i HJ Ross PROFESSIONAL SERVICES AGREEMENT 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 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. 1.18 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. 1.19 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 a Project or task. 1.20 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. 1.21 Work means all services, materials and equipment provided by/or under this Agreement with the Consultant. 1.22 Work Order means a document internal to the City authorizing the performance of specific professional services for a defined Project or Projects. 1.23 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. 1.24 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 event of any conflict between the 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 Civil Engineering Services 151 RFQ No. 12-13-004 TY Lin International l HJ Ross PROFESSIONAL SERVICES AGREEMENT ARTICLE 2 GENERAL CONDITIONS 2.01 TERM: The term of this Agreement shall be for two (2) years commencing on the effective date hereof. The City, by action of the City Manager, shall have the option to extend the term for two (2) additional periods 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 2.04 are not exceeded. 2.01-1 Extension of Expiration 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 Work Orders shall be issued after the expiration date. 2.02 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. 2.03 COMPENSATION 2.03-1 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 shallnot 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. 2.03-2 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, Fla. Stat., 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 bills 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. 2.04 COMMUNITY BUSINESS ENTERPRISE ("CBE") PARTICIPATION REQUIREMENTS Pursuant to City Code Section 18-87, all Proposers must adhere to the following CBE participation requirements per Ordinance 13331. 1) Assign a minimum of fifteen percent (15%) of the contract value to firms currently certified by Miai4Dade County as a Community Business Enterprise ("CBE"); 2) Place a specific emphasis on utilizing local small businesses from within the City's municipal boundaries. ARTICLE 3 PERFORMANCE Miscellaneous Civil Engineering Services [6 1 RFQ No. 12-13-004 TY Lin International (NJ Ross PROFESSIONAL SERVICES AGREEMENT 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 working 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 Agreement as stated herein. Such extension of time shall not be cause for any claim by the Consultant for extra compensation. ARTICLE 4 SUB -CONSULTANTS 4.01 GENERAL 4.01-1 A Sub -Consultant, as defined in Article 1.18 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 SUB -CONSULTANT RELATIONSHIPS 4.02-1 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. 4.02-2 Nothing contained in this Agreement shall create any contractual or business relationship between the City and the Sub -Consultants. The Consultant acknowledges that the Sub -Consultants are entirely under his direction, control, supervision, retention and/or discharge. 4.03 CHANGES TO SUB -CONSULTANTS Miscellaneous Civil Engineering Services [7 l RFQ No. 12-13-004 TY Lin International I HJ' Ross PROFESSIONAL SERVICES AGREEMENT The Consultant shall not add, modify, or 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 5.01 GENERAL If the Consultant fails to comply with any term or condition of this Agreement, or fails 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 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 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. 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 The 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, provided that said documentation is turned over to Director or designee within ten (10) business days of termination. Failure 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. Miscellaneous Civil Engineering Services 181 RFQ No. 12-13-004 TY Lin International i HJ Ross PROFESSIONAL SERVICES AGREEMENT 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 was 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 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 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. 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 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 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 Miscellaneous Civil Engineering Services 191 RFQ No. 12-13-004 TY Lin International l HJ Ross PROFESSIONAL SERVICES AGREEMENT proceedings where such information has been properly subpoenaed, any non-public information 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 The 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 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 requirements; (5) All electronically stored public records must be provided,: to the City in a format compatible with the City's information technology systems. 119.0701 Contracts; public records.— (1) For purposes of this section, the term: (a) "Contractor" means an individual, partnership, corporation, or business entity that enters into a contract for services with a public agency and is acting on behalf of the public agency as provided under s. 119.011 (2). (b) "Public agency" means a state, county, district, authority, or municipal officer, or department, division, board, bureau,. commission, or other separate unit of government created or established by law. (2) In addition to other contract requirements provided by law, each public agency contract for services must include a provision that requires the contractor to comply with public records laws, specifically to: (a) Keep and maintain public records that ordinarily and necessarily would be required by the public agency in order to perform the service. (b) Provide the public with access to public records on the same terms and conditions that the public agency would provide the records and at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. (c) Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law. (d) Meet all requirements for retaining public records and transfer, at no cost, to the public agency all public records in possession of the contractor upon termination of the contract and destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. All records stored electronically must be provided to the public agency in a format that is compatible with the information technology systems of the public agency. (3) If a contractor does not comply with a public records request, the public agency shall enforce the contract provisions in accordance with the contract. Miscellaneous Civil Engineering Services [10 i RFQ No. 12-13-004 TY Lin International i HJ Ross PROFESSIONAL SERVICES AGREEMENT ARTICLE 8 INDEMNIFICATIONS The Consultant shall indemnify, defend, save and hold harmless the City and its officials, employees and agents (collectively referred to as "Indemnitees") and each of them from and against all loss, costs, penalties, fines, damages, claims, expenses (including attorney's fees) or liabilities (collectively referred to as "liabilities") arising out of or resulting from or in connection with (i) the performance or non-performance of the duties, responsibilities, standards, services, supplies, materials and equipment contemplated by this Agreement which is directly or indirectly caused, in whole or in part, by any act, omission, default, professional errors or omissions, or negligence (whether active or passive) of CONSULTANT or its employees, agents or sub consultants (collectively referred to as "Indemnifying Parties '°'), regardless of whether it is, or is alleged to be, caused in whole or part (whether joint, concurrent or contributing) by any act, omission, default, breach, or negligence (whether active or passive) of the Indemnifying Parties or Indemnitees, or any of them, or (ii) the failures of the CONSULTANT to comply with any of the provisions herein; or (iii) the failure of the CONSULTANT , .or the Indemnitees, if applicable, to conform to statutes, ordinances, rules,. or other regulations or requirements of any federal, state, county, or city governmental authority or agency , special district or state school, in connection with the granting , approving or performance of this Agreement, or any Amendment to this Agreement, or any actions or challenges that may arise out of this Agreement, as amended, by, as due to alleged failure to comply with any applicable procurement requirements or similar limitations imposed on such agreements by law, CONSULTANT expressly agrees to indemnify and hold harmless the Indemnitees, or any of them, from and against all liabilities which may be asserted by an employee or former employee of CONSULTANT or any of its subcontractors, as provided above, for which the CONSULTANT 's liability to such employee or former employee would otherwise be limited to payments under state Worker's Compensation or similar laws. This section shall be interpreted and construed in a manner to comply with any applicable Florida Statutes, including, without limitation, Sections Version A. 725.06 and 725.08, F.S., if applicable. Severability shall apply to each sentence of this section. This Indemnification shall survive the cancellation or expiration of the Agreement. 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 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 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 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 COVERAGE The Consultant shall 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 Miscellaneous Civil Engineering Services [11 RFQ No. 12-13-004 TY Lin International I HJ Ross PROFESSIONAL SERVICES AGREEMENT obtained insurance of the type, amount and classification required by these provisions, in excess of any 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 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 per occurrence, $2,000,000 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 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 per claim, $1,000,000 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 The Consultant shall maintain Worker's Compensation Insurance in compliance. with Florida Statutes, Chapter 440, as amended, and Employee's Liability with a minimum limit of $500,000 each occurrence. 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 10.01 AUDIT 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 §18-101 and § Miscellaneous Civil Engineering Services [12 1 RFQ No. 12-13-004 TY Lin International I HJ Ross PROFESSIONAL SERVICES AGREEMENT 18-102, City Code, are applicable to this Agreement and are deemed as being Incorporated by reference herein. 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 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 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 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 orig.inal 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 S where the Consultant shall pay the City's reasonable attorney'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 City of Miami; MarkSpanioli, P. E. Director City of Miami Capital Improvements Program (CIP) 444 S.W. 2nd Ave., - 8t" FI Miami, Florida 33130 Miscellaneous Civil Engineering Services [13 RFQ No. 12-13-004 TY Lin International I HJ Ross 3 Jeovanny Rodriguez, RE, Assistant Director City of Miami Capital Improvements Program (CIP) 444 S.W. 2nd Ave., - 8 t FI Miami, Florida 33130 For Consultant: Joe L. Gomez, P.E. Vice President TY Lin International / HJ Ross 201 Alhambra Circle, Suite 900 Coral Gables, FL 33134 a PROFESSIONAL SERVICES AGREEMENT 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 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 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 projects(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 certified 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 Miscellaneous Civil Engineering Services [14 RFQ No. 12-13-004 TY Lin International I HJ Ross PROFESSIONAL SERVICES AGREEMENT applicable guidelines and standards in performing its duties, responsibilities, and obligations related to this 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. 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. 10.12-1 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. 10.12-2 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. 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 the exercise of the reasonable professional discretion of the Director or the Director's authorized designee. 10.15 RESOLUTION OF CONTRACT 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 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 fail to resolve the dispute the Consultant shall submit their dispute in writing, with all supporting documentation, to the Assistant Director -Contracts, as identified in Article 10.06, Notices. Upon receipt of said notification the Assistant Director -Contracts shall review the issues relative to the dispute and issue a written finding. Should the Consultant and the Assistant Director -Contracts fail to resolve the dispute the Consultant shall submit their dispute in writing within five calendar days to the Director. Failure to 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 Miscellaneous Civil Engineering Services [15 RFQ No. 12-13-004 TY Lin International I HJ Ross 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 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 contogent 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. Miscellaneous Civil Engineering Services [161 RFQ No. 12-13-004 TY Lin International I HJ Ross PROFESSIONAL SERVICES AGREEMENT IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year first above written. W ESS/A ST: Signatu J` Print Name, Title ATTEST: Consultant Secretary (Affirm Consultant Seal, if available) ATTEST: CITY OF 'MIAMI, a municipal corporation of the State of Florida 'eIT artinez, PE, City Manager APPROVED AS TO LEGAL FORM AND CORRECTNESS: Vicfbria Menddz, City Attorney Miscellaneous Civil Engineering Services [17 RFQ No. 12-13-004 TY Lin International I HJ Ross PROFESSIONAL SERVICES AGREEMENT CERTIFICATE OF AUTHORITY (IF CORPORATION) HEREBY CERTIFY that at a meeting of the Board of Directors of , a corporation 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 cor%poration 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 WITNESS WHEREOF, I have hereunto set my hand this , day of , 20 Secretary: Print: CERTIFICATE OF AUTHORITY (IF PARTNERSHIP) HEREBY CERTIFY that at a meeting of the Board of Directors of , a partnership organized acid existing under the laws of the State; of held on the ®day of a resolution was dulypassed{"and authorizing ,(Name) �; as (Title) of the partnership to execute agreements do 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 certify that said partnership agreement remains in full force and effect. IN WITNESS WHEREOF, I have hereunto set my hand this , day of , 20 Partner: Print: Names ana aaaresses or partners: Name I Street Address City State zip Miscellaneous Civil Engineering Services [18 1 RFQ No. 12-13-004 TY Lin International I HJ Ross 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 The foregoing instrument was acknowledged before me this day of 20 , by , who is personally known to me or who has produced as identification and who (did / did not) take an oath. SIGNATURE OF NOTARY PUBLIC STATE OF FLORIDA PRINTED, STAMPED OR TYPED NAME OF NOTARY PUBLIC Miscellaneous Civil Engineering Services [19 RFQ No. 12-13-004 TY Lin International I HJ Ross ARTICLE Al GENERAL Civil Engineering Services shall include, but are not limited to, complete planning and design services, programming, pavement analysis surveying, roadway analysis, geotechnical, options evaluations, public meetings, detailed assessments and recommendations, cost estimates, opinions of probable construction cost, review of Work prepared by Sub -consultants and other consultants, field investigations and observations, post design services, construction administration, and other related Services as needed to complete the Project. Consultant shall provide comprehensive Civil Engineering services for the Project for which Consultant was selected in accordance with Section 287.055 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 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 a Work Order. 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: Consultant shall furnish, as Basic Services, comprehensive civil engineering professional services for the Project. The Project shall include roadway reconstruction or resurfacing, drainage improvements, storm water management, swale restoration, curbs, gutters, sidewalks, lighting improvements, landscaping; signage and striping, verification of City's Pavement Analysis Report within the Project area; digitally record existing conditions in the Project area; research 311 calls for various complaints, and any survey, geotechnical, and utility coordination required to produce complete sets of signed and sealed construction documents, specifications and estimate of probable construction costs for the Work. 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. CIP 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 proposed 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 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 CIP will prepare a Work Order that will be reviewed by CIP staff and the Director or designee. Upon approval CIP will issue a written Notice to Proceed subsequent to approval of the Work Order by the Director or designee. ARTICLE A2 BASIC SERVICES Consultant agrees to provide complete Civil 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. Consultant shall maintain an adequate staff of qualified personnel on the Work at all times to ensure its performance as specified in the Agreement. Miscellaneous Civil Engineering Services [20 1 RFQ No. 12-13-004 TY Lin International I HJ Ross PROFESSIONAL SERVICES AGREEMENT ARTICLE Al GENERAL Civil Engineering Services shall include, but are not limited to, complete planning and design services, programming, pavement analysis surveying, roadway analysis, geotechnical, options evaluations, public meetings, detailed assessments and recommendations, cost estimates, opinions of probable construction cost, review of Work prepared by Sub -consultants and other consultants, field investigations and observations, post design services, construction administration, and other related Services as needed to complete the Project. Consultant shall provide comprehensive Civil Engineering services for the Project for which Consultant was selected in accordance with Section 287.055 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 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 a Work Order. 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: Consultant shall furnish, as Basic Services, comprehensive civil engineering professional services for the Project. The Project shall include roadway reconstruction or resurfacing, drainage improvements, storm water management, swale restoration, curbs, gutters, sidewalks, lighting improvements, landscaping; signage and striping, verification of City's Pavement Analysis Report within the Project area; digitally record existing conditions in the Project area; research 311 calls for various complaints, and any survey, geotechnical, and utility coordination required to produce complete sets of signed and sealed construction documents, specifications and estimate of probable construction costs for the Work. 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. CIP 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 proposed 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 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 CIP will prepare a Work Order that will be reviewed by CIP staff and the Director or designee. Upon approval CIP will issue a written Notice to Proceed subsequent to approval of the Work Order by the Director or designee. ARTICLE A2 BASIC SERVICES Consultant agrees to provide complete Civil 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. Consultant shall maintain an adequate staff of qualified personnel on the Work at all times to ensure its performance as specified in the Agreement. Miscellaneous Civil Engineering Services [20 1 RFQ No. 12-13-004 TY Lin International I HJ Ross PROFESSIONAL SERVICES AGREEMENT' 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 City. Consultant shall not proceed with the next task of the Work until the documents have been approved, in writing, by City, and an Authorization to Proceed with the next task has been issued by City. 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 61G15-19.001(4) and Section 471.033(1) (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 Consultant shall confer with representatives of City, the Project Manager, and other jurisdictional agencies to develop several options for how the various elements of the project will be designed and constructed. A2.01.2 A2.01-3 A2.01-4 Consultant shall, utilizing a compilation of available documentation, confer with representatives of 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 remaining items will be called Designs. 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. Consultant shall hire the appropriate sub -contractor to provide Civil Engineering services which are not in-house. Surveys shall include the location of all site structures including all utility structures and facilities. Consultant shall also engage a soil testing firm to perform soil borings and other tests required for new construction work. The extent to which this Work will be needed shall be based on the surveying and soil borings performed previously by the City. Cost of the surveyor and soil engineering firm shall be billed as reimbursable expenses. A2.02 ANALYTICAL REVIEW Verification of the City's Pavement Analysis Report within the Project area; digitally record existing conditions in the Project area; research 311 calls for various complaints, especially drainage complaints; and digitally record project area during significant rain events. A2.03 SCHEMATIC DESIGN A2.03-1 Recommended Course of Action Consultant shall prepare and present, in writing, for approval by the Project Manager, a Recommended Course of Action (RCA) for the areas comprising the Project. The RCA shall include, but is not limited to: 1. Street name and limits Miscellaneous Civil Engineering Services [21 RFQ No. 12-13-004 TY Lin International i HJ Ross 3 PROFESSIONAL SERVICES AGREEMENT 2. Recommended remediation efforts to bring the subject street up to a minimum "good rating as outlined in the Citywide Pavement Analysis Survey 3. A detailed cost estimate for design and .construction that maximize the number of streets that would be upgraded from .poor to at least good. 4. A design and construction schedule for the recommended Course of Action A2.04 DESIGN. DEVELOPMENT From the approved RCA, Consultant shall prepare and present the following in writing: 1. The design parameters to be used for each street being improved (ie, reconstruction, milling and resurfacing, etc.) 2. The submittal requirements for each street 3. The final cost estimate for design and construction A2.05 CONSTRUCTION DOCUMENTS t From the approved Design Development Documents, Consultant shall prepare for written approval by City, Final Construction Documents setting forth all design. drawings and specifications needed to comprise a fully biddable, permittable, constructible Project. Consultant shall produce 30%, 60%, 90% and Final Construction Documents for review and approval by 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. 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. 3. An updated Statement of Probable Construction Cost in CSI format. 4. Consultant may also be authorized to include in the Construction Documents approved additive and/or deductive alternate bid items, to permit 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. 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 City in connection with alternates required by the failure of Consultant to design the Project within the Fixed Limit of Construction. Cost. 7. 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. Consultant shall submit the special or supplemental terms and conditions separate from the technical specifications. . 9. Consultant shall not proceed with further construction document development until approval of the 30% documents is received in writing from City. Approval by City shall be for progress only and does not relieve Consultant of its responsibilities and liabilities relative to code compliance and to other covenants contained in this Agreement. 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 City upon submission of 60% complete Construction Documents and 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. Miscellaneous Civil Engineering Services [221 RFQ No. 12-13-004 TY Lin International I HJ Ross PROFESSIONAL SERVICES AGREEMENT A2.05-1 Maximum Cost Limit Prior to authorizing the Consultant to proceed with preparation of Construction Document Development, the City shall establish and communicate to the Consultant, a maximum sum for the cost of construction of the Project ("Maximum Cost Limit"). If the City has not advertised for bids within ninety (90) days after the Consultant submits the Final Design to the City, the estimate of the cost of construction shall be adjusted by 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 ten (10%) percent of the Maximum Cost Limit. A2.05.2 Dry Run Permitting The Consultant shall file and follow-up for approval of building permits at the earliest practicable time during the performance of the Work, for approval by 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 CIP 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. A2.06 BIDDING AND AWARD OF CONTRACT A2.06-1 Bid Documents Approvals and Printing Upon obtaining all necessary approvals of the Construction Documents from authorities having jurisdiction, and 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 and 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. A2.06-2 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. A2.06.3 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 necessary to bring the Probable Construction Cost based on such revisions within the Total Authorized Construction Budget. The City may exercise such option where the bid price Miscellaneous Civil Engineering Services [23 1 RFQ No. 12-13-004. TY Lin International i HJ Ross C , ' PROFESSIONAL SERVICES AGREEMENT 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 above the Consultant shall, without additional compensation, modify the Construction Documents as necessary to .bring the Probable Construction Cost within the budgeted amount. A2.07 ADMINISTRATION OF THE CONSTRUCTION CONTRACT A2.07-1 The Construction Phase will begin with the issuance of a Notice to Proceed (NTP) and will end when the Consultant has provided to the City all post construction documents, including Contractor As -Built drawings, 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 by law. A2.07-2 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. A2.07-3 The Consultant and respective shall visit the site to conduct field observations, ata 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 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 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 and distributing minutes of all meetings and field inspections report it is asked to attend. Consultant and 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 will not be held responsible for the Contractor's or sub -contractors', 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. A2.07-4 The Consultant shall furnish the City with a written report of all observations of the Work made by Consultant and require all 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 submit them in a timely manner. The Consultant and the Sub- consultant shall ascertain that the Work is acceptable to the City. 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 shall result in the rejection of payment requests and may result in a proportional reduction in Construction Administration fees paid to the Consultant. A2.07-5 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 Miscellaneous Civil Engineering Services (24 1 RFQ No. 12-13-004 TY Lin International I HJ Ross PROFESSIONAL SERVICES AGREEMENT requisition subject to: a detailed evaluation of the Work for conformance with the contract upon substantial completion; 2. The results of any subsequent tests required by the contract; 3. Minor deviations from the contract correctable prior to completion; 4. 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. A2.07-6 The Consultant shall be the interpreter of the requirements of the Contract Documents and the judge of the performance thereunder. 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. A2.07-7 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. A2.07-8 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 construction 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. Consultant shall provide the Contractor with a detailed written explanation as to the basis for rejection. A2.07-9 The Consultant shall initiate and prepare required documentation for changes as required by the Consultant's 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 recommendation. A2.07.10 The Consultant shall examine the Work upon receipt of the Contractor's request for 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 substantially complete in 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 discrepancies in the Work required to be corrected by the Contractor in accordance with Florida Statute 218.735. Upon satisfactory completion of the punch -list the Consultant shall recommend execution of a "Certificate of Final Acceptance" and Miscellaneous Civil Engineering Services (25 RFQ No. 12-13-004 TY Lin International I I -IJ Ross u 1 PROFESSIONAL SERVICES AGREEMENT final payment to the Contractor. The Consultant shall obtain from the Contractor upon satisfactory completion of all items on the punch -list, all necessary close-out documentation from the Contractor including but not limited to all guarantees, 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. A2.O7-11 The Consultant shall monitor and provide assistance In obtaining the Contractor's compliance with its contract relative to 1) initial instruction of City's personnel in the 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 a smooth transition from construction to occupancy by the City. A2.07-12 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 certification required under this Agreement including the contents of "as -built' documents is 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" anal 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. A2.07-13 The Consultant shall furnish to. the City one complete set of "As -built Drawings", in Auto CADD Version 2000 or such other format acceptable to the City;. A2.07-14 The Consultant shall. 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. A2.07-15 The Consultant shall assist the City in the completion of the Contractor's performance evaluation during construction work and upon final completion of the.Project. Miscellaneous Civil Engineering Services 126 1 RFQ No. 12-13-004 TY Lin International I HJ Ross PROFESSIONAL SERVICES AGREEMENT ARTICLE A3 ADDITIONAL SERVICES A3.01 GENERAL Services categorized below as "Additional Services" may be specified and authorized by 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 City Manager and will be compensated for as provided in Attachment B, Section B3.06. A3.02 EXAMPLES Except as may be specified in Schedule A herein, Additional Services may include, but are not limited to the following: A102-1 Appraisals: Investigation and creation of detailed appraisals and valuations of existing facilities, and surveys or inventories in connection with construction performed by City. A3.02-2 Specialty Design: Any additional special professional services not included in the Scope of Work. A3.02-3 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 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 the Contractor, sub -contractor, or equipment manufacturer. A3.02-4 Maior 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 City and are due to causes beyond the control of 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). A3.02-5 Expert Witness: Preparing to serve or serving as an expert witness in connection with any arbitration proceeding or legal proceeding, providing, however, that Consultant cannot testify against City in any proceeding during the course of this Agreement. A3.02-6 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 A4 CITY'S RESPONSIBILITIES A4.01 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. A4.01-1 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. Miscellaneous Civil Engineering Services [27 RFQ No. 12-13-004 TY Lin International I HJ Ross v. to PROFESSIONAL SERVICES AGREEMENT A4.01-2 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. Consultant shall recommend necessary tests to City. A4.01-3 General Project Information: Information regarding Project Budget, City and State procedures, guidelines, forms, formats, and assistance required establishing a program as per Section A2.02 A4.01-4 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. 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. A4.01-5 Reliability The services, information, surveys and reports described in A5.01-1 through A5.01-4 above, shall be furnished at City's expense, and Consultant shall be entitled to rely upon the accuracy and completeness thereof, provided Consultant has reviewed all such information to determine if additional information and/or testing is required to properly design the Project. A4.02 CONSTRUCTION MANAGEMENT A4.02-1 During construction, 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. A4.02-2 If City observes or otherwise becomes aware of any fault or defective Work in the Project, or other nonconformance with the contract during construction, City shall give prompt notice thereof to Consultant. Miscellaneous Civil Engineering Services [28 i RFQ No. 12-13-004 TY Lin International i HJ Ross PROFESSIONAL SERVICES AGREEMENT SCHEDULE Al. - SUB -CONSULTANTS FIRM NAME CONSULTING FIELD Avi6o & Associates, Inc. Surveying Vertical V -Southeast Geotechnical EGOS, Inc. Site Development SCHEDULE A2. - KEY STAFF NAME JOB CLASSIFICATION Francisco J. Alonso, PE Project Manager Claudia Diaz, PE Project Engineer David Mendez, PE Senior Engineer Caroline Arenas Clerical Maria Pupo CADD Technician Marco Lux, PE Engineer Roberto Bustamente, EI Engineer Intern David Gjerston Landscape Architect Claire Dellinger Landscape Designer Benny Suarez PSM Miscellaneous Civil Engineering Services [29 RFQ No. 12-13-004 TY Lin International I HJ Ross ATTACHMENT 8 - COMPENSATION ATTACHMENT B - COMPENSATION AND PAYMENTS ARTICLE B.1 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 63.02in Section and at the rates set forth in Section NOTE: The Lump Sum manner of compensation is the preferred and primary form of compensation. B1.01 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 Section 2.03-1 as the maximum 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 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 RATES 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' B1 incorporated herein by reference. Said Wage Rates are the effective direct hourly rates, 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. B2.02 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 multiplier of 2.78 shall apply to the Consultant's average 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. A copy of your firm's Florida Department of Transportation ("FDOT") Lorraine E. Odem letter shall be submitted to CIP upon request for review. B2.04 CALCULATION Said Wage Rates are to be utilized by the Consultant in calculating compensation payable for specific assignments and Work Orders as requested by the City. The Consultant shall identify job classifications, Miscellaneous Civil Engineering Services [30 RFQ No. 12-13-004 TY Un International I HJ Ross ATTACHMENT B — COMPENSATION 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. B2.05 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 shall be cause for cancellation of this Agreement. B2.06 ESCALATION There shall be no escalation clause as part of this Agreement. ARTICLE B3 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: 83,01 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. B3.01-1 Lump Sum 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 sufficient information as depicted in Schedule A2. B3.02 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, cost or expense above this figure. B3.02-2 Conditions for Use: Hourly Rate Fees shall be used only in those instances where the parties 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. B3.03 REIMBURSABLE EXPENSES Any fees 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 for travel and subsistence . 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, itemizedinvoices 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 Civil Engineering Services [31 RFQ No. 12-13-004 TY Lin International I HJ Ross ATTACHMENT B —COMPENSATION 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. B3,05 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 83.05 and 83.03 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: www. m iam igoy. com/capital i m proyem ents/pa.ges/Procu rem entOpportunitieS. 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. B3.05-2 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. 133.05-3 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. B3.06 PAYMENT EXCLUSIONS The Consultant shall not be compensated by the City for revisions and/or modifications to drawings 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. 83.07 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 Project is resumed after having been suspended for more than three months, the Consultant's further compensation shall be subject to renegotiations. ARTICLE B4 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.miamigov.com/Capitalimprovements/pages/ProcurementOpportunities. Failure to use the City Form will result in rejection of the invoice. Miscellaneous Civil Engineering Services [32 1 RFQ No. 12-13-004 TY Lin International I HJ Ross ATTACHMENT B - COMPENSATION B4.02FOR 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. B4.03BILLING — 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. 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 fee to completion. 84.04-1 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 135 REIMBURSABLE EXPENSES: B5.01 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: B5.01-1 Transportation Transportation shall not be considered as reimbursable expenses under this Agreement. 65.01-2 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 and express mail between Consultant and Sub -consultants. 65.01-4 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. Miscellaneous Civil Engineering Services [33 1 RFQ No. 12-13-004 TY Lin International I HJ Ross J ATTACHMENT B - COMPENSATION 86.01-5 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.. B6.02 REIMBURSEMENTS TO THE SUB -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 B6.01 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 Civil Engineering Services [34 RFQ No. 12-13-004 TY Lin International I HJ Ross ATTACHMENT B — COMPENSATION ATTACHMENT B - COMPENSATION SCHEDULE S1 - WAGE RATES SUMMARY INDIVIDUAL NAME JOB CLASSIFICATION NEGOTIATED HOURLY RATE HOURLY RATE (2.78 Multiplier Applied) Francisco J. Alonso, PE Project Manager $77.00 $214.06 David Mendez, PE Senior Engineer $52.00 $144.56 Claudia Diaz, PE Project Engineer $52.00 $144.56 Marco Lux, PE Engineer $13.00 $36.14 Roberto Bustamente, EI Engineer Intern $22.00 $61.16 Maria Pupo CADD Technician $34.00 $94.52 Caroline Arenas Administrative $23.00 $63.94 Benny Suarez Surveyor/Mapper $34,00 $94.52 David Gjerston Landscape Architect $25.48 $70.83 Claire Dellinger Landscape Designer $38.50 $107.03 Additionally the City will pay: 1. 3 Man Crew Party Party Chief Instrument Man Rod Man Burdened Daily Rate ($944.00) 2. 4 Man Crew Party Party Chief Instrument Man Two Rod Men (Burdened Daily Rate: $1177.29) Miscellaneous Civil Engineering Services .[35 RFQ No. 12-13-004 TY Lin International I HJ Ross -ANI'l- 1 U Ilia CITY OF MIAMI it k 05PARTMENT OF CAPITAL IMPROVEMENTS PROGRAMI PROFESSIONAL SERVICES AGREEMENT serwoo, Category Mispej'1,8meous Civil En&oo.ring::Services Contract Type :Miscellaneous Services Consultant S.tante.q. Conls.Lii.t.in*g,5eN[ces,..Ir.ic-, :TABLE OF OONTENTS Z.ul I 2.02 SCOPE OF SERVICES ,,, .......... ...... .......... ....... 2.03 COMPENSATION I. ARTICLE R*IO MANCE, ........ ....... ....... ........ .... . ... 3.01 PERPORMANCE AND ........ ..... 3.02, REMOVAL OF UNSATISFACTORY PERSON N EL-. 3. 0 0ON, �y SU LTANT KE. STAFF ............ ..... ,3- PERFORMANCE_— ...... 7 TIM51701R�d k -WL -114.. .ARTICLE 4 SUB S TANTS ...... ....... 401 GENERAL1..*...t,. 7 4.02 5UB•CONSUL*tANT..keLAT16NgHlPS,,..,."*i.1'..,.i.r44.."."..i..�.'I .......... i..7 4.03CHANGES TO ....... ........... ...... ARTICLE 6. 5.01 GENERAL', ..... ...... .... 1-7 $.02 CON DITIONS OF DE ,03* T1ME TO CURE DEPAl1LT, FORCE 8 A14iTfdLr= 61 -rR'Mtt4A�TibN(jFAGREEMENT -,,...,,....,....,,. ..... ...... 6.01 :CITY'S RIGHT 9,92 CQNSULTANT'S RIGHT TO TERMINATE---. .............. ......... o ........ ...... 6.61 TERMINATION DUE TO; UNDI-SbLb8E6 LOBIEMT OR AGENT:,, .... ARTICLE DOCUMENTS AW RECORD ..............:................r.. ,............. III..:,....r...9 7.01 OWNERSHIP ...... ............... ....... DELIVERYF REQUEST QU.ESTORCAN'CELLATION-�..:�',.'.,rii..�'.��",�i; 7,63RE-USE ............. ............ ..... li- .... ...... 7.04, NONDISCLOSURE . ................ ............ ...... . .............. ...... ............ ............................ 7,65 MAINTENANCE F ,ARTICLE 8 INDEMNIFICATION ...... ..... ................... ...................... k ...... ,ARTICLE 9 INSURANCE.,.,..r... „rr...., a ............... - ....... I ....................r.,..,..:,.........,...,.., . .......... 7.08R OS COVERAGE..:.. .0 . M , OF C` GE 9,04, MODIFICATIONS TO COVERAGE; 12 A cLt J. LANEO' 7iG9 AUDIT. 7.10 :ENTIRE AGREEMENT ........ ........... ....... . ......... 7,1.1 :SUCCESSORS AND SS9GNS 12 -7.42, TkUTH-IN-NEG6.T.IATIO.N.CERTIFIQA'TE:.,,.,,i ..... .......... ..... ...... 7,13y 3 APPLICABLE LAW..-ANDV5NU9OF' Lrn .13 7.16 ]INTERPRETATION .......................... - ...... ...... - JOINT OI 'kE % .- -. 7.16 NTP PARAT0 Nl...... 14 7017 PRIORITY OF PROVISIONS. ....... ...... ....... ....................................I 8 Mr=biATiON-F O(AL,Aim -,killw WAIVER.O. JURY T 7.19 Tim: .............. .......... ...... 7r20 COMPLIANGEWTH LAWS- ............14 7.'21 1 Nge I TABLE OF CWEWS ('Q t4TINULD) 7.22 DISCRETION OP"'t31RECTQR...,.,f..,...,r, 7..23 RESOLUTION OF CONTRACT DISPUTES , ..,,,.r. ,,r.,.. .....,;. 1.5 ?J4 INDEPENDENT CONTRACTOR.., ,.,: ............:. ........ ATTACHMENT A* SCOPE OF WORK..,,,, ............. . ......... ......,,.....,,Y., LO ARTICLE Al GENERAL„ . 20 A:1.01 SCOPE OF SERVICES .. ,....r. rr 20 A1,62IIUORK ORDERS .. 20 .ARTICLE A2 BASIC SERVICES .,...20 A2.01 DEVELOPMENT "OF OBJECTIVES <. <.... . . . . . . ... 2.1, A2,02 ANALYTICAL REVIEW, 22 A2.03 SC.HEMATIC'i)EBIGN .... r, 21: A2.04 DESIGN DEVELOPMENT ,,. , ...., ,..:.... :.. ......... ,;22 42.b�Gc�NSTf�UCTION bOCU11hENTS,, 2 A2.06 BIDDIN. G ANLL• AVSfARD OP C ')NTMC,T ,,x...., . .r,.,., .:. r,.,.,........... r A2.07 ADMINISTRATION OF TH;E.CQNSTRUCTIONCGNTRACT 24 AI2T IDLE A3 ADDITIONAL A3.01 GENERAL ......... ................. ..,..........,,<,. ........ ;43.02 A3.03 A; IONA1L DESIGN 27 ARTICLE_A4 CITY'S RESPONSIBILITIES. .................... 27 A4,09 PROJECT & SITE INFORIVIATION:..,,.+..r 44.6 ! CONSTRUCTION MANAGEMENT' SCHEDULE A!. •.SUB-CONSULTANTS e 2 SCHEdUI,�EN��. —..KEY Sl'AFF , :. , .... r...,., d , r....... ......... ... ...... .... .. .... ..... ...29 ATTACEIIMIT !3-:COMPENSA'YtON AND PA MENT;S.,, ,.,.'.. . .................p' r,rr„ t ,,, r. r- r+r,4r r, idr„d�Y�. EIV ARTICLE B:1" MEi1-1Ob OF COMP 5ATION ,.,,.: r....,.>. .......... .. .�..... +„ ..,., .,. r.. ..., .,. ,,.,..:3D. Bt COMPENSATION LIMII..S 30 81.02 CONSULTANT NOT TO: EXCEED:.. F,r, „ .......... .. , ,...,. ,....,.,, ARTICLE EZ WAGE'RAT ES,...•. B2.01 EEE BASIS 3 -32.62 EMPLOYEES ANb J,OB, GLASSIFIGATlONS <..<,.,,. „ , , Sa B2.03 MULTIPLIER ........... . .............. ........ :..., Y..,..., .....,d0 82:04 CALCULATION, :.30 8105 EMPLOYEE BENEFITS ANSI OVERHEAC) ,..,.,..... ..... ,., .... 31 82.0.6 ESCALATION.....:. ; 31: ARTICLE:83 CQMPUTATION OF FEESaANb COMPENSATION.:......: . ..... ...,..... ,... ,,....37 63,01 LUMP SUM...,.,,,, , ......... , ..,... .... .... ... ......... ....... ....,.31 83.02 HOURLY RATE' FEES B3 03 REIMBUR. s, ABLE EXPENSES ..., ..... 31 83,04 FEES FOR ADDITIVE or,Di MUCTIVE ALTERNATES .r......... . . ..::..... :.........,.: 1 B3r05 FEES F.ORADDITIONAL SERVI.CES..A,,r... . .....,; . d .. ,,,::. 32 B&66PAYMENT EXCLUSIONS. „,r , ,r..... .. ...... .... ...... .... .,32 83.07 FETES RESULTING FROM PROJECT SUSPENSION ,...,f.; 32 AkTICILE B4 PAYMENTS TO THE CONSULTANT >34.01 PAY..MENTS GENERALLY ,,:,, d ...,.,.. .32 .134 02 FOR COIVIPREHI;NSIVE BASIC SER�IIGES................ ....... . 33 84.0 . .3B1.1- L1NO HOURLY RACE ,. e,,., ., , , ,,. 33 13 164 PAYMENT FOR-ADIDITI'ONAL SERVICES &REIMBURSABLE EXPENSES-f., .,.. 33. B404-1 DEDUCTIONS , 33 AL ICLE Ba REIMBURSABLE EXPIWNSES: ,: J B101 GENERAL 85;02 REIMBURSEMENTS TO`T. E SU,ByCONSLILTAINTS ..<,,.,, ,,..,r- , S4 ARl iCLE Bfi COMPENSATION FOR I EUSE'OF PIANS AN SPECIFICATIONS............. 4 B6.61 GENERAL, 34 SCNEDU.LE B1 ^'V 4 E:RATES-SUMMARY , 4. .......<... M scellanec us Civil. Engineering.•Servlc'es t2l RrQ No. 12-1 M04 Stantec Consulting Servioes, Inc: CITY OF MIAMI DEPARTMENTOF.CAPI MINTSPROGRAM TAIL IMPROVE RROPIESSIONAL'SE'RVICES A.GlReEIVIENT 7.U.'A" 'Mis.0611a.40ous:Civil engineering services (RFQVo. 12-13-004) ContractTylib M18ceflaneous,8ervic-os Consultant StMWt Consulting Services., Inc. Consultant Office: Location X901 Ponce de .Leon Blvd., Suite 900, Coral: Gables, FL 33134 City , uthoel .y A t zation section 18A5, "THIS AGREEMENT made WIS day of k1lbUb Jln, the, year 204 by ond between` THE CITY OF MIAMI, FLORIDA, be * Indftee. bbile and,$ta**ntec� 'Consulting to t altx .:services,, Inc., hereinafter called the "Consultant." REditAL A= TheCity issued a, Rb.'r Qua No. '12-18"(104 on f Qualifications' November 19, 2012, for the provision of Miscellaneous *Civil Engineering Sbrvicos ("Servidesl and the C6.h*S.UIt9nt'8: PrOposAl. ("Proposal"), in response I thereto, was selected. as one of most qdallfidd for the provision Of :said Services, The RFO,, and the Proposal are sometimes referred to herein; collectively, 8s the Solibitation Documents, dfid a by this ref6.rehbe . re expressly Incorporatod Into and m if sot forth in full.. made a part of thIsAgroe B. WHEREAS, the City, throogh. action of the. City Manager and/or thb City Commission, as applicable, has selected the Consultant in accordance: Wth Section 287.055, Florida Statutes (Cons.ulia6tW Competitive Ne ot at'lI on A , and the pp-lic.able prqvi§* ns of the City Proc.Urement.Ordlnanoe, to provide the professional services. as described hardin, WITNESSETH, that the City and the Consultant, for the obrisidd ratio hs h btbln sot forth, agree as follows; Ulsdollaqqpds P.M1 En M60fng iSorvices 131 RFQ *,; 12-13-004 Stent6c:0onsulting Services; Inc. PRO rl[H8810NAL SEWCES AGIRLEMENT ARTICLE`1 DEFINITIONS tol Additional lervices means any Work defined as such In a'Work Order, secured in compliance with Horlda Statutes and'City Code. 1.02 Attadhments.rneans: theAttadhtlidrits': to this Ag1reemontard expressly j CIn' -ted by tef&drice .Orpora and t-hEide:tipaftbfltlhis.-Agf.eombhtbsif set forth 1pfuh.. e, amount of :compensation n tq u I . ' upon f ty ed u . for the. completion of 13 : asiq 113.04eFqe mt0ahs the gfe., . 1.64 Basic Services means those -services:desicin6ted as.suofi. in a Work Order. 1'06 C0 Commission means the legislative body of the City.of Miami. 1:06 Vty /Viahagermeans the duty appointed chief Odmin'IstratiVe 6ffloik of the Cify of Mim''I. 1,07 Cit Florida MUhicipal corporation, the public Ogeh� which IS 6this Agreomen 00 y tit 'b z.Teto'6tid for which 't is to be performed Wall respects befeurider, the City's porN(rn, is, pursuant the City's position as Project In the 6verif ihebify city the 6wri * er� of tide. 0 exorcises its. regulatory suthonty:,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 tolhe 01ty!b authority �6s manner to the 11 � t y Cit 08. apqrty to W Abre'effi6rit. The'...Qff M.1.0#il sh-8-11, b e, referred to hbtlh.:as "city":Tor: the PlAdpQS05i% .0f this Aor�eeht,,'Tity" Wiffioutm1ficatioln'. n the o.Cit - M 1.09 toroMprifty BusInoss ItnterpHse '. ' ' -1 meamr business t, t rias registered with ih+r reieyht Miani-bade County agencies fo compete for Countyconsulting contracts and has declared, 'by registration for statistical purposes, to he a.CB 1.00 Consultant means the individual; partnership;corporation, atsoclatloh, joint venture, Wro, or any co ; m binatioh, thereof, of prpperly.registered professional ardhitbcts, or engine has engineers, h' h W to s dntqred into: the A4rootoeqt to IJroV.1dbprof0§$1bhal services' to the City: 1110 Conteeptor MoAh individual;, partnership, corporation. association, joint venture, or arty s:.a in UP, 00.17-ftbinailort thereof, which has entered. into a.-tbntraict with the City for construction of City facilitle8'and i I ncidentals thereto.. I Al Director means:the Director of the CityDepartment designated. herein who has the outhbrity. -,and projects covered responsibility for m0q01q0 the specific project or t d under this Agreement.., Unless .6th erwise, spec, . ified b, in or 16 a Work Order, for rit, the'l)[tobtor is the top 111 r'..V. nt 1, P adMlnjstr'pt6.r of the bepart t f... pl� a, rnp q. enq s . rograrn or designee;; . o C 2 Mspeoforrn0anslahot of the City or of a Consulting firm hired b d by y the assigned e ob by' pployeL the City to: make 'aetvati6ns 'Work,performedl , 8 Contractor. 1.13:.11(o6ce, To Proceed means same as "Aufho'rlffationto Rrode6d." :a duly author(zo d, 06n10or o' ,' wrl . r ece directlW6, '0 d by the e: Director or Project Mahag6t.,ocknoW that .011 conditionsconditionsconditionspt , d on t heve til' q andl' d-n60tilh th6tthe:Cj6,hsultqfitJn -�:boglh. work ori ft Pr` bot. � n'tative tat to 114 Prq)ect W1000r,ft).Dztm an etno.loyee or r prese, bf the City assigned by Ireb. manage and rnon fbrWbrktbbe,performed undOrINsAgree .Agreement the construction of1 product :as a , direct 1AS Project means the construction, alteration andlor repair, =and all services and incidentals thereto, & a city facility as contomPlato'd., acid by * O_ ' -l* *T h,e Prb"jb,ct 6rPirOjeo W shall be fOrthor.d6firied, in,:#lie Scope ©f Serviced :andlor Work "order, issued purppot to thqsA tooftOnt n. th 0 scope of the. practice P.e66ssibnal Servi os means those SeNrces: within architecture,., professional -erTgl I rjee4ng, or registered surveying and mapping, as appil.ca6le, as defined by , the laws of Mscellar�eaus Civil Enqiheorlh.g,8.brv,1des [4 RFC J16.1.2 -13n0014 8tafttecrConsulting lsorvicosl Inc, PROFESSIONAL SERVICES AGREEMENT thetate, 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 "architecturall engineering services" or "professl6fidt services",.as applicable, which: are Othin this 06fibition. 137 Risk Aft1histratot Mebf.)5 th :City's risk M the anagernpht A&ninistrator, 'Ot r individual named b for ma insurance Y. the City.M4ri.q.�er to admInis #qrs relating to and.,rfsk of loss for the .,. City,. I rvices 'or S erviaes means,a comprehendiv itcope of go e description of the;activitles., tasks, design objectives,defiverables and milestones required:Jorthe completion -of Project or. an assignment . �irl with sufficient detail to.,atlmv a:reosohably acourateestimation,of resources necessary for its. completion, 1:19 Sola-eonsultarit means of properly h. todts, i� 0 .erly registered prafestlohat.orc I engineers; .registered .9 person .,,r orgqniza ton surveyoromapper, and/o' of4o professional essiona speciaity that has entered into a written agrpqrrio *t wr h the Consultant 6' ur i r.vices,;for.a roject.or: qsk: t f: - n'sh spodlfiedprqfps�lonal seq 1.20 Wage Rales means the effective direct eXpen8o totho Consultant andlor the Sub-Consultant,ori on hou'll t., basis,, he specified profes*6116ns and 'job. categories assigned to p hourly rate for employees 1 tl rovide services under rider t his Agreement that justify and form the: bases .for professional fees regardless of actual manner of o6m,POsatioh.. 1.21 Work. means all sdNldes, material`s and' 61 Offneritprovi4ed by/or under this Agreement Viith the Cansiiitp 0 ht. 14 Work Order means a internal to 'the OR Oqth ri Ing the of spe ic professional services for a defined Projector Projects. 1;0 Work Order Proposal means a, document, prepared by the. Consultant; .at the request of the City for Services to: b.e.provided bythe C.on,gul.taht':ofiaspecific .phase of-eiProject. 1.24 Professional Services AgrOdindPt ("Agreement" or 11PSAIIj means. this Agroem6rft and oil. attachments and an*.y* authorized amendments thereto. In the event of.,e conflict between the response to Q � or:Quoli Qualifications the R tions ("R_ Q'I and `the CorisultaH6 response thereto the RFQ, Woontrol. In thee tof any conflict between the The Consultant's . . response to the RFQ,, this P8A. will . control., ]n the event of any conflict between this PSA and its attachments this 'PSA ,will' control. ARTICLE 2 GENERAL OgNPITIO S �N 2.0 TEM The term of this Agreement.shaIllbe for two (2) years :commencing on the eftect'i.ve dere: hereof. Th6,011y;: b action: 0 the City M sh it h ex . en., 6 y y. anager, a � avb the Qpti6njo t d the term: two (2), tidditlohol perloda tf i�:e as dep-rmine one (1')!'yea'r eiach,,,;sul)�'eot to continued. satisfa H d_ by the Director, and. to Otory performance the' ,avdilability and appropriation of funds,�* *- 1 Agreement incl des delagatiori of City eu orizati.b.ho this , d tenslonspro:.Vld� I thatthe Manager to administratively approve said ex 'compensation limits set fort , h In 2.04 are not exceeded, 2..01.1. Extension of Expiration Date fn the everit the Consultant :is :engaged, in any ftj6dt(s) on the Agreemeht * � -ex'.1 .plration. Q .remain:: in e date, then this Agreement sh Il ffd I ctUritj( cohplet(66 or tertnihat an Of sold d Prqj�ect( ew.Workbroo shall be s), No ri ***, e I's Oration ate, 102 S.COOEOP*RVICES the. Con'sultarit agrees to provide the, 8ervices' as specificall - y:de.scribed and under thespecialterms and conditions set forth in. Attachment , nt "A" hereto, Which by this r terice �efb Js incorporatedinto,arid Made. &pbtt of this A�Oreembnt, A I., , S - I Uscella, RFQ N6, 112-13-Q04 SfianteCCor3sufting;Serviaes, Inc: MeQu�,.Qvl Engine.erng ervices AGREEMENT 2.03 COMPENSATION 2.03.1 gampens tign Lilryfits The amount of colm-pen,80116ripayable by the City to ihevConsulfaht shall. be a lump. sum or not to .exceed fee,. base I d on the . rates and schedules established In Attachment $ hereto, wh[dh tiy'ftils reference Is incorporated. ,into this Agreement,' provided, however, that in no event shall tho.amoubt Of 6ornponsation :exceed; five hundred thousand dollars 0500,000.00)0500,000.00)O.0) In 'total over the, Corm of the , Agredmentopd any OXtens . fon(s),. Unless OY011cifly approved by action of the City Co s 0 MmI$ Ion and put oi into effect by Wrltteamender to this Agreement, The City Its s6fe discretion :use other compensation I I me , ihodologies. T . he City shall not i. have,any 11 1 a . bil'ity nor will'the Consultant have:any recourse against . ffiedt . y for . any compensation, payment, , I : reimbursable 1 , expenditure, cost :or charge: beyond the compensation limits of this Agreement, as it may be amended from. "time to time. 2.03-2 Payrrrents unless otherwise .specifically:pfovided ihA.tt,oph.M!0ht B, lJo rnada in -acdod a.rce w ith Florida Statute Chapter 218,Par,Vjj„ L0caIOovernmehi rornpt.Payment Act,1'afteirreceipt of the c6meril ti' n Consulltads Invoice., Which shall accompanied by sufficient supporting do a o and -conta n su olent'.detall, 11 t . o oonstltUte a "proper . invoice"I ias defiried.by § 21'8172t Fla. S t6t, and to a . I .. low a expend"It . ures, should thea City require one to be If the Consultant is entitled proper audit of performed., I to reimbursement of travel exp6irytes,, then all bills for travel ox'oon6ds shall; be s4ffiltt 0. in accordance with Section 112,061,,. Florida I Stattifeb. The Cdnwtt�nt..�4eili.,,�till�e..Attsch a ... MOM "C" for the 2,04 COMMUNITY BUSINESS E.NTERPR(SE (;'CBE") PARTICIPATION REQUIREMENTS Pursuant to City Code Section 1847.E all Proposers must adhere to the 6jIo.wIn.g:CBE participation .1cip#1on roquiremen p, s t per Ordinance 18831., 1) Assign a mInImUm of fifteen percent (15%),6f` the Contract VaIU6 to .firms currently certified by Mla-H-Dode County c I ommun ,s usines rise ("CBE11; : Enterprise 2) Place a specific emphasis on utilizing local small bus' inesse8 from within the-,Clty's, mun nes, . kipal boqnda .) � � ARTICLE.3 PERFORMANCE ,3101 PERFORMANCE AND -DELEGATION ThO services to b6 6 n6dp rf0rf r shall be porforMed. by the. Consul.tarift own. staff, unless , hereunder 81 approval 5,11 provided ' thisAyeemehl,,.o�.' d ltlng by the_ �,S 'd I it not be ..)Q la.pproive...,19 vv,. .,a construed as constitutingam greernentbetween the City and said other person or firm. 112 REM-OVALOFUN-SATISFACTORY PERSONNEL. EkSONNEL Vireotor or designee may make written request -to the and replaoeruht of any personnel emppyedbreetathe, by.*theQcnsujtqpt,(j Itints, or $ubcQhtradt6rs, or arty' P , 6isonnelofan - $u ed by the 0, onsultaht to provide 'Pp. y. . qh Sub -Consultants or gu�-tontroptom onga, d po q orm ..services prVotk. pursuant to the roq uIrem o ntsof this Agreement; The Consultant shall respond to the -City within fou (t4) ca.endar days of receipt of such request with either the removal and replacementof such personnel or written justification as to why that may not occur A'[!* decisions Involving personnel will .be made. bythe Consultant IS.Udh r6qUest z,ha[i. slojely relate to said employees Wor'king,uh-der this.Agreie'mient. 3.03 CONSULTANT KEY STAFF 'Thb p8rtlos acknowledge that the Consu - ltonf was selected by the Ofty, in part, on the basis. of I qualfficofibris of :particular sta�:Idertlflled in the Consultant's response to the Clt*y�'s solicitation,' hereinafter referred to as "Key Staff`':: "The Consultarif.s.h.all ensure that.Key 'Staff: are available for Work 'hef6un. der- as. long as saId,Key , Staff is In the C6nsuItahVs.:6mpI6y, The Consultant Will obtailripff6rwritten boOpto.ftle of 01 �, r or designee to change Key �S14, The. C rigU . lt5ht sftbll, provide Director, designee-wl rectd. ,n.g _roc.or, orthsqi'h Misc Ilan n, RFO No. T2-� 8wOD4 , e eous.,OIv!l.Fqg1 eoring8ervices [6 1 Stained Wis'Ultind WVIOOs, (no PROFESSIONAL SERVICES AGREEMENT Information as n0ooss0ry to determine the suitability of proposed new Key Staff" 016ector will act ,reasonably In evaluating Key Staff qualifications. Such accotance shall not constitute any responsibility, or llabiliiy for the individual's ability to perfo-rm. 3.U4 TIME FOR PERFORMANCE. The C66s:dltbritrees to stattall Work hereunder up P 89 .On receipt of, Notio to Proceed oceed issued by the Directoren,as,, or. p. 'i ]:and to complote each assignment„ t 't' ' phase within e: time stipulated in the Notice to- k Proobed. Time it of the e8tehce with rbspebtjo oprforfn.o4o6.of-.Ibls:Agreemeht,, A reasonable extension. of the time.forcompletion of various assignments, tasks or phases May be granfedby:the City 'should there ..be a delay on the part of the: City in fulfilling Its obligations under this Agreement as stated herein. Such extension I of time shall .not be cause for any claim byltho Consultant. for extra.com.pensatlon. ARTICLE 4. SUS -CONSULTANTS 4.0.1 "NERAL 4.01.1 A SUb7Q6risultant, as- defined in Article 1J,8 is frra that w0vidbritifl.ed as part of the, ,... , 1 1, - t.tI I .. I. I It. I... c4rigulti",* team .", .thy b� j ive seleo on process; by Which the Consultant was c,6086h to perform '08 such, is, identified.a 6le _i - attached n.g. in. . e coM p ft services, under this Agreement, ,,andiand listed Schod, I A att4c; hereto. a dincorporated b n.,y reference. 4.04 A 8oeoialty Sub- Oonsuitant1g a person ororganizationthat has, With the 'consent of the agreement With *the:Oo sUltant to. furnish �,Unlqmb. andto s Olrector-� entered. into wr tten agre n ecialize... P d professional ::service x necessary for' a*project or task described und f Additiphal:Services. 5joh $�UIJ-Q h8bitant sfiall,1$6 in addition to those ld tifi6d ift Schedule` p en ddUI& Al. 4.02 SUS -CONSULTANT RELATIQKS.HI.PS 4,02.1 All 'services Provided tq the tant6, Sub-Con§ult8rits shat be performed pursuant to :,appropriate i nagreerri:ots between: the Consultant_a6cl the ` 'Sub -Consultants,, . LiI, V.V pmh shall ,contain praxis ons that . pres,erve and iproledilhofits of� o City underffllg'.Agre'oment. rig 4,ozNothingcontained in ,this Agreement shall ,create any ,contractual or business relationship between. the: Cllty:and the :Sub -Consultants, The Consultant acknowledge's that the Sub.7C'Onsulttints are ofifirel.y under his.direction upeN Ision, retention bridt r dischafge. 4.03 CHANGESJQ SUB-PONSULTANTS The Consultant art �halnot a.dId, modify,Of change any Sub-Consultantlisted in,Sohedule Al without prior written -approval bythe Director or dos!gree, in rasponseto awritten request from thetonsultairif stating: 'the reasons for any proposed -substitution, ARTICLE 5 EFAULT B.M. GENERAL if . the Consultant falls to comply with any term Or condition of this Agreement,.or fails to.Pefformor!y of its gatiohs heireundetj ther the a 6. `occurrence . rrehce of a default obligations Consult rit'sholl :bb. in default. UOn th., hereunder the Cjty, iri.dddition to all remedies avWlsblo to It. by I I - ' latelyj upon written notice I : p . aW may rnmed to the Consultant terminate tfils: Agreeo.orit W Ii p,:q"yme`nts, advahops, or other tompori8abon �hereupori. al paid by the City, t . o the Car isuliant"whiiez the Consultant was In defodit shall be Immediately retdrned.to the Cit,y� The Consultant understands and agrees that term !nation of this Agreement under this section shall .not release the Consultant, from any obligation. accruing, prior to the effective date:016rmin.666n. In the event of termination dueto default, iriaddition :16 the f6f6going, the. Consultant :shall .bbAlable to the .City for" all. bkpehsos, incurred by the Q ty. .1n orepar'ing . and i ' bfi gfirigthisAgreeme'nt , as w .e 11 .as .all costs end sts eJcpqnse4 incurred by the City Inre"procurement, Of the .Services, including conseqi enfi 1and incidental damages.in the event of befault the City may also suspend or withhold droirbutsements from the Consultant until such Time .asfhe actions:91ving rise to default have been cured. 6e62 CONDITIONS 0F.IDEFAULT A finding of Default alrid, :subsequent. tsrminatii rt for cause may include; without. limit6tibri, any of the Miscellaneous Civil Eng lineering8prvices [71 RFC3 NOA, 12,4* 004 PROFESSIONAL SRRViGES AGREEMENT 5*,0�-! Tho Consultant, fails to obtain or maintain the professional engineering certification % licensure, insurance or bonding herein required, 6.02.2 The Consultant fails to ,comply, Ina substantial or material sense, with. any of Its dirties under'this Agreement, with any terrirs or canditlons'set forth in'this Agreement or in any agree ImeItrtit has with the City, beyond the;apecified period allowed to: cure such default... 5.02-3 .rho Cons iifiant fails to comm,enoa the Services _within: the time provided -Gr contemplateo herein. or fails tp complete the Work in a tii�re►y manner as rdquired by this Agreement, 643 TIME 7"O CURE bEF'AULT, FORCE MA3EURE The: City through the Director or designee shall provide written notice to the Consultant as to a finding :of. default, and the Consultant shalltake all necessd(� nation to dare said,defoult Within 'timb .stipulated. 1h said<notice;: after which ffirrie the City may terminate the:Agreement. The C►ty at its ,solve discrition,..ittay allow additional days to perform any regb.00 cure if the 'C60su.Itant provides'written justificatiinn deemed rpasorrably sufficient. `if the Default. has"not been corrected by the Consultant within the time specifled the Agreement shall be autornatically terminated on the last day of the time stipulated in said notice, without ,tha necesslty:of any further action by the 'City: Should :any such failure: on the part of the .Consultant be due to a .condltlon of Force Majeure as that terra is .lnterpreted under Florida law; then. the: City may allo`r ;err extehsion of time rebsdhbbly.corhensurate with the dausd of Stich failor'e to pdrfoth,. or. cure. AR3'ICLt 6 TE, iMjNATION 6*P AGREEMENT 6.01 CITY'S RlGHTTOTERMINATE The City, including the Diroctof or designee tins the right to terminate this Agreement for any reason ar no reason, up9n tett .(t 0) days'' wrtEen notice, Upon termination of this .Agreement, all charts, sketches, studies,: drawings,; and other documents,.including all elecironiGropies: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 accprdanee.witn ;provisions of Attachtripot B, provided;that said' documoatation is turned aver to Director ar designee within ten (0) business days cif `termination, Failure to'timely deliver the. dbcumentotidn sh.oli be cause to W f6hold arty payments due without recourse-by'.the Consultant until all me doouritation rs delivered to Ing Director or designee. 6.01» t 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 ..Was performed in complete cdmpiiahce: with the ..A9teeMent, . as Nil and finial settlerfrerit of arty cl.a[rn, action, deiNnd., .cost, charge or entitlement. R may have., or will, have against the City, its officials or..e ployees.; 6.02 cON,8ULTANT'8'klGHT TO TERM]NATl "Che Consultant shall have the right to. terminate this agreemen1,,7n writing, following breach by. the.City .if breach Tof .contract has not been corrected within sixty (60) ,days from the date of th:e pity's rdcsipt of a written stateinerit from the -Consultant specifying ita V666Yr of its dutles :under this Agreernerit, 6.Q3 TERMINATION DUE TO .UNDISGL,O$Fp LQBBYIST OR AGENT The Consuitont warrants that it has riot employed or retained sriy'coniparty or person, other than a Eaoria fide employee working solely for the Cons�Ultant to sol..rcit 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, commissrpn, percentage, gift, or other :consideration cahtingentupon or'resulting from::the award or making of this Agi eeriient. For the breach ar violotidn.of this provision, the City :shall have the. right: to. terminate the Agreerndrlt W li:ability and, at Its discretiofl, to deduct'6.' tha contract price, or :otherwise recover, the full amount of sur fqo, Pmmission, percentage, gift, or cansideratinn. Misceliarioous Civil l=ngirieering Services, 181 RFQ No. 92 `I3-.004 stoImec Consulting:Servic'es;.lnc, PROftS*SIONAL 8ER=E8 AGREEMENT ,ARTIOLE 7 DocUMEW-S AND RECO RD�j 7;01 OWNERSHIP OF DOCUMENTS' All tracings, rowinp, specifications, . tat Ions, mops,comp,utor files, andlbr reports prepared or obtained Uodor.thl*Ahti es,W041s aIt data 061106t6q; together -i , With s uonrip'tiesand, charts derived there from,:Including all electronic digital copies wIII e cqrsideredvorks g for h' and.will, ,based on incremental transfer wherein the above shall become the property om.gty upon paymenfs ma e.to the Consultant or termination of the Agreement-withoui restri , ction:orlimit a tion.on their use, and . . ".performance,. will: be m a, de available,. 6hre Qestto. the City 3 any timeduring the of sdchservices 201d/or UPon, 00rnp[etfdn or torfrilhation of this Adre la a Agreement. The Opritultartt hall 'hot copyright. any ter' In, ' d have the. 0 t oroduots-or patent. any invention dovdlopdd. under this Agreettibrit, The City shall. v gh'torvisit Inspection �I -, e oft the Consultant 0't any tlme,'The Consultant shall be: the site for Of the wOrkaqd the pfoducts. p . a, permitted 'to retain copies, ridtaditig 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'Gomtilt 'antto promptly deliver all such :docu*ment both hard dopy and digital, t6l'. to thd: .: ty 01redtof'o.'r deslgri'e within ten (10) days.:cif tandOlatloh, or within ten (10) of` request by the, Co. 9h4libe fust "cause for the City to '.Withhold pay n* js..due the coh.8.Ujtorit until th rient V ohy fe( g Coospiltorit, delivers all-tuch, '.documents. "The Consultant shofffiav o� reco,U from. theserequirements:; U.3 REUSE BY,'CITY It is understood that MI f&.1he' re -use .of:plans and specifications,du -inclung dons"trid.0tio . m.drawlings, 01fthe 0ty'.8-s�0t optibb� and by virtue of sigrilh AN t the Consultant agrbosfo such. rb�-OtO` inadcordandb with this provision g Is agreement I documents',- �.roV.818, comoerisatioh, fees or.belng. required prid without ,A. neidessify of further app will not be or r& -use by the ft� uments 1 1 --1 Of ! ofp pians, doc recourse for such re -use. The Consultant studies,, or other data for any purpose other 'than that intended by the terms and conditions- of. "this Agreement. 7.04 NONDISCLOSURE. To the,JoXtept allowed by low, the Consultant agrees not to divulge, furnish .Or make available to any third sent, . or * uhlest inc dentto the person, firmororganIMI ,.'Wi.ihc5.Utbi�.*E�ciot-otde.tig.hee's 0.00tVittenton. Ju . proper. performance of the. Consultant's obligations hereunder, orin't he, course. of ' legislative. ' d proce.e8ings where such information has been subpoenaed, any non-�,publlc Information .concerning the services to be rendered by,fhe, - nsultant hereunder, acid the Consultant shall re*quif& all of Its q, I rn p toy I ees; agents, :Sub-Cohsultants, and svbco'*actors. to comply with theprovisions of this 7,05 MAINTENANCE OF RECORDS The Op9twitantWill keep :adequate records and supporting documentation, which concorn or reflect its services hereunder. Recordssubject Jo the provisions ofthePublJo Records Law, HOMO .8tatutes Chapter 110, shall be ke accordance with the a Otherwise, the records and pt In :stptutos, do mobt6t1i n Wille rdtalb, d by:'tho Consultant fora 'minim0m. of thrbb.,..( cu* 0 P), years from the dote.. of t'rminat[6h of th:it Agreement of the date the Proj6dit'is co1rripldted,,'W is later, The Cit Nchey late'r., I., City, Y, or any e dp)y o4thodied agents 6*r.'r6Pre8pnt btiveg 0f 0 City, shall have the right to audit, AhSpect,.ah copy oil _ such records and -documentation as often as 1hpy deem necessary during.1he'period" of this Agreement and I �u I rin . g I t , helthree (3) year , or period, noted abov I e; pr . ovided, however such . activity ; ; s hall:be, . conducie&only during normal business : hours. Consultant shall additionblly comply with Section 119:0701;: riodda 'Statutes, .',Including Withouf'limttatflon.> (1), keep and :maintain public records. that ordinarily and; necessarily would be required by. the . City to perform this service,provide Gthe publicwith access to "publicrecords. on the same terms and: cbriditi6h.s., as the City would. .at: the post' pr vidod b�y Chapter 119 Florida Statutes, or , otherWisp dprovided. pr6vlI by law.; 0!) ewre. that pU .. blic records. that ore". I exempt or �ohiidemiaLa and exempt frorn disclosure 1 . ainf* s are not disclose&Oxoppt as authorized by law, .(4) moet4lf requirements .far ret retaining record and transfer ,:at no cost, to the City a , 11 .public .:records in Its possession upon .termination of fhisAgreement and destroy.any:duplicate public.records that are exempt or confidential and exempt from :disclosufe Miscellaneous ,Rr ** � * GIVIt 0 Ra.: -C �1 3-004 PROMS9104AL SERVICES AQREEMENT requiremontg; (.5.) All electronloolly stored public records. must 46 provided to 'the- City in, 'a format 119.0101 dQntract�s,pub public . a records,— (I) For purposes of this section,, the term; (6) "Contractor" means an individual, partnership, corporation, or business entity that enters into ntrebt or services ''Ith acting„oni behalf cf the pLiblfc: agency. at .a co fi I s W 6 public agency and (b) ".Publid.agency” rneans:a state, county, district, authority, or rpunWpal pffitor, orde.pa;`tMent, divisipti,, board, bureau, commission, or ether separate unit ofgovemnept.created or ;established by law, (2) In addition to other -contract requ I rem erits provided by law,each public, agency contract for.servlces must include aprovl*siorithatrequires the.confraot6r to comply with public records laws, RPe6ficdIly..'to- (a) Keep'and maintainintalrpubl lc records that 0dim rily :and necessarily Would be rewired by the poli.ag6dy in ord r,.operfo m the serV i4e. (b) Provide the 'publ1c,V1fh,:0 _0 access to ptk.110jecords on the same term Voo, Al,'op,s that the pqbJ16-a I en 0 Wou �; [d.priovi . d , e the record . s , and I . at a : Cos d provided In y t thaf� oes not exceed the cost this chapteror as providedotherwise , by law.. (c) Ensure thatpublic records that are exempt or.confidentfal and exempt from: public records disclosure requirements are hdt..dl$6168edexb , t, jb�� onze 661h 1 , 'dby law;. (d) Meet ,tli r6quiteMents, forihftJg0.ul)l1d records and transfer, at, no cast; to the public, agency all Pqbli6,::rq0qr s in possess16h of the contractor upon term.inaM n of the contract and destroy any duplicate ,publi'c records that are. exempt or confidential and exempt l from.,public l tothe pu iloll records disclosure requirements. All records stored electron l0a I ly prmtda e :, o agency in:a format :is compatible with , the 'information technology systems of the p'ubl!6 agency. (3: if a cohtract6tdoes not comply 'With a public coritract provislo n.sln, acpordbrfq0 'With the contract, ARTICLE 8 INDEMNIFICATIONS The CbM01ta . * all 1 Mid agents (cbllectiv,( to as * r,e cofds,req.Uest, the publ1d'80ehdy shall enforce 'the 11 - 1 of -or resull inq from or in a perfbrmanc'e or non=performarice 0 the duties, responsibilities,. standards, services,: supplies, materials and equipment cohfehiphtedby this Agredtnbrit�whlch Is directly or indiroctl . y , c. aused, in y any ad, -effOrs, 0 omi$slons., or negligence Vftle or In. part,, b A, omission, d0fau It6fessidriM (whether active or , . passive : of 06NSQ,Lt:AN.T or its employees, agents. br sub c ohadItarts ileatively referred to as "Itcornnifyirig Paffes r8rdless of whether it is; or is alleged to be, caused inwhole or part whether)'Dint, concurrent or contributing) -by .any act omission, .default; b_reach_ i or negligence (whether active or passive) of the Indemnifying Odrtle&.or jnde -nniteez., or any of ithem, or (0) the fallo.,to.s..,of.:tho,CQN.-$ULTANT.-to obfnplY' With, any ; of the provisions. hetelh;,or (111) arty the failure :of the CONSULTANT , or the Inddibrift ifapplicable,:10�::W*r tAbs, u ee,s,. i . rd ..t %6rdln-9hqes:, 'or 'other regulations Or re.qQIromeots P ON federaij, state; county, or city f :governrnontol OL 1, in connection with the granting ithority or special district or approving or.performance ofthis-Agreement, or any- Amendment -to this Agreement, .or any actions or challenges, that may arise out this Agreement,as amended, by, as dueto alleged -failuretO comply by:. with any 'Itit Impose, on 't applicable�.procuremerit r,equiremehtsor sitnh(r lith tio-rib d ori h ' such � agreements t- ernnjf�:an- hold ar.mloss the rj ern Hitees 0, r any of, .law, CONSULTANT 'M res I " I 'd 'Hit p s y agrees, o ind h kscellari6oug Civil Enqinoerlqa:Sarvices 0:0 j RFQ Wo. 12_1!?404 st"antod,00*111M"' Services,. - Inc, g PROFESSIONAL SERVICES AGREEMENT them, from and -against all liabilities which may be asserted by an employee or former employee .of 'CONSULTANT or any of its :subcontractors-, as provided, abov6j for which the CONSULTANT n�lted t;- "" . I I -t Under liability to such employee or former employee wobld otherwise be J! 0- * Paymen's. state Wo(ke' 's Compensation similar IaWs.Thli.s* section shall be lnte�rpret6d'.abd construed in pensa ion or sim cqriOr .. ,a manner 'Ions Version A. Ing, WlthpUt limitation. to comply with any applicable, Florida Statutes, includi on sect 725,06 1 . , . and is section. This applicable,. e. Severabillf shall apply -to each sentence o this Ind1�(Cafi 8h the I xpiratt6n of'the Agreement, ezp.. on: q canoe lation or e . .all survive The Consultant shall re fl. -Sub Consultant ,agreements to include -a provision that. they will indemnify the City.. The =tar�t:a&ee,§� and rebo-ghjz6s, that thEj, City shall"not be., heldllpble Or responsible fot any cl.affris which may , result from any Or.9 m*1'ssj6ns the CO,NSULin. w,h - Ich the City participated 6fthef through review6r 09ficuttence of the .0611861tant's actions- In reviewing, approving or rejecting any s9bMissions:,byllne Consultantr �acts of the Consultant, ' or otho I billty6i the. Consultant or Sub l:: the City' in no :way :assUmes or shares any responsibility or -lie Co . nsul I for . it undbrthisAgreement, Ten dollars ($1.0) of the payments madei:b the. City con' t distindtond-Indepbrident y constitute separate, ob.n*slder61!6h'.f6r;.tho,g"r,oritih,gOf this Indemnification, Which'is'volunt80Y and knd lymKnpw y lodgod:b' the Cdftdltaht. ARTICIE I INLURANd E The CphsUltaotshall hot! Start 8ery under this Agreem nIuntil ongqifam., as obtained ell intpran.,00, n: get has approved such insurance, . 6.ol cOMOAMt5 PRovbiNd COVERAot Ail insurance policies shall be'lssuedbytompaiiies authorized to do business under the laws. of the State of Florida.and sattsfactory to the Risk st tor.Allc6ffipbn168 shall have: a. FloridaI resident .agent and be rated tit ast;A(X), as Per A.M. Best Com0afty's Key Rating.G.U.1de, latiogt edition.. 9.02. VERIFICATION OF INSURANCE COVVERA'G!.E The Consultant shall furnish certificates of jh*pwancer to the. kiskA, Administrator forreview and -approval - Consultant , . � v , _ Certificates insurance'b ., . " -:11 , 11 " prior to, the execution .of this Agreement. The Certificates shall clearly indicate �t at the :Consultant has obtained' :insurance type, amount and -.classification -required by these hese provisions, in excess of any n't Th e cove pending: claims -6t the time of:.contradt,8ward.to. the' onsuft*6 � Com4itantsh 11 maintain: ealge With equal of.better rating.,as IdortifiP&bprelh for the term 01hig contract The Consultant $h0,II _provide written ,notice 10 the Cit ID " tm 't of Risk M6h646meht,0f,0h material andtdr native of nnn ren,ewai of the insurance.wifhin 30 days.. of the ohan;ge,�: �y MIPPrip U.4.1 ys _q pr .,pn .p The: Consultant shall furnish (600.8 of insurance. pqliiifes pertainfro to this Agreement . to Risk -. Administrator within ton(10 business dys.-of written. request. *9.03 'FORMS OF COVERAGE 9.03A COMMERCIAL GENERAL.LIABILITY AND AUTOMOSILR LIABILITY 0. The CdmwIlabt shall! mqihta1hp0d1r.n&clW 9bribeal liability -beverage With jifflb.vf 0.'b per -Mourrericb, $20-00 0,60 aggregate' for bodily injury 1. I I I and2 I property . damage. coverage. . shall i .9 1 , 4 remises and Operations, dipin'tin,* '' 'dOontra�tu�I'Ll�6fiiiy,.,an.d�.*tod: cis and'o-6rripfefeid" de., P., gentan u . be primary operatlons,:�kltfil,ad�dlflon&l endorsements as applicable. The coverage shall' written on a p and non -contributory bast,9 with the City listed at, on additiond.1 insured as hif.16dt d b y endorser, brit s e en orsern CG 2010 1.1/815 Or :its OIUN010.hob. 'Notice. :of varicellation should read (00) daYsl_(10). days for TV hPayn . le . nt 103.2: BUSINE-$S AVtONIO'BILE The ConsuIfarft shall provide business automobile liability coverage Including coverage . for all awned; hired:and nen '**ownad*.:a*utoswith :.a..rh'inirnai'combined single limit of $1,000,00.0 naniingthe. .City as an additional Insured with respect #o thjs,CoVera' i .overage. Notice tc) i.ceoca hcellaflori:6.hoilld read (30) dayst'(1 0) .days for nonpayment._ Visce0oneous CIVII E.nofneeiirig 8ervices stantea consuhing, Sery . ices, Inc, Iii OPMSIONAL SERVICES AGREEMENT PROFESSIONAL LIABILITY INSURANCE The Consultant shall Maintain Professional Liability Insurance. including Erfbrt and Cimissiont cavorage j ne .1 minim , . im 11. u6t of . $,,00.00 Per claim,; $1,600,000 aggregate pt6,vIdihg for .all sums v! hfch the Consultart shall be legally obligated to pay as damagesfor claims arising out of the services performed - by the Consultant or any. Person employedby the Co s Itnt in connection wift this Agreement, This Insurance, shall be maintained for at least one year after completlQrof the construction arid acceptance of any project bovbr*e*d.by*this Agreement. _9.03-4 WORKER'S COM . PERSATION I INSURANCE The Consultant shall tr phtain Worker's-6;Qm, pensat-ori Insurance fn compliance with f,l o.0d.,a, S_t.atutos, Chpptqr' 440, as amended:, and 'Employee's Liability with a minimum limit.. of $500tQ00 each occurrence.. SUB -CONSULTANT COMPLIANCE insu no The Consultant sh,91[ ensure that Oil S615-c6h§646 ts comply With these sameM, . e 9.04 MOIJIFICATION-StO COVERAGE a ons The R d is/her au.t.o'rize*d.designee reserves the right to, require Mod,ic.11 jsl�.&.rnlnistr h . ator orl-i increases,: or changes 1 1 nihe required: insurance requirements,; coverage,,deductibles or -other insurance day w . obligations. by providing a 'thirty (3 written notice to the �Oomiftant in accordance with. 0 06 herein: The.0jQnsUltant:Shall comply with suchrequests Unless the insurance coverage 's available lhi; the intiQ halmarket,andmeyroqupst additional cobtiddra !.on k Mthe.CnyaQcompa-nl. d : by -ARTICLE 10 MItCELLANE6US 1.0,15A DIT R 1. U The City reserves the right to audit the 6onsultaffs -accounts during the performance of this Agreement and for three (3) years after. final:payment under this Agreement., The.Consultant agrees to -furnish cople.s, of any records necessary,.:Ith' y _ the in 0 opinion, of the Director, to any �eo.uests for pa) frierit by consoltan't. The inspection ondabdit.provisions prom e. ' ''d d for . City c 1. 00-traqts 8a forth In §14-101 and. .. 18=102, City Code die.,op a eorheritand are:,deemed, as bein 2 ble to r g incorporated by reference herelri, 10.02 ENTIRE AGREEMENT 'T I his Agreement;. as itmaybe amended from time to time, represents the entlre.:and Integrated.agneement between the, City and the Consultant and all orlor -negotiations, toOrOentatioos. or agreements, Writtor,Qr�oral, This' may be ambrided, changed, modified, orrbth6rWi4e altered i ;any respect, at anyIj '6,after the 0,06utibn hereof, except:bya written ,Aocurbent execUte.&With thpasarne form'alityan I with. Waiver f a breach of any rovWort of this _.d 6qual.dign ty'.here , _., , . _ .. .. by either party o. , Breach I . , . I , provision Agreement shad not be deemed to be a waiver of any other breachof any, provision of thisARreement, 10' " 8UCCESSOWAND A984GNIS Th � f.this .Agreement transferred : pledge, old e _e performance o " A t shall not be trah'f d 'I d s �d Ieoatoo. or .assigned, in p 'Whole or in *part, by the. Consultant Witant Without the:written consent of the City,, acting by and through its City the majority of the stoat( r pa ers 1P shores ,ommissisoft, It -is* understood that .6. sale of the rhp o rth hlof PonsOltortt,a merger or bulk 80.1% On Ike .'benefit. of creditors shall each be deemed transactions that would constitute on assignment or sale hereunder requiring. . :0or City approval. The Consultant's services are unique in nature, and any assignment, sale transference without City Commission approval shall be douse for the, City to cahoel, this Agrebm.ent.:Th.b Gons%titant.shiall ha:bo ce jr bonding, .other security, bortifloa. financial recourse from :such cbh liatl6h� The City 'may requi -e s�sigoep a. statements and fox returns . frontpropose any d A q e e�c pQu ibh of an Assumption Agreement . in a'fotD..1. satisfactory to the City Attorney as a coriditlon precedent to considering approval of an n-sl9riment. RrQ No,. i'z-i 3-664 Sta' 6*te'o-`Qonsu1t1ng 'SaMces, Inc; PROFESSIONAL SERVICES AGREEMIEW The Consultant and the City each, binds one another,, ther, their partners,, .successors, legal repitsehtatives .1 . . I �1 and. authorized, assigns to. :the other party of this .Agreement and Ad the partners, successors, egal representatives, and eissignsof suchpa, y.In respectt6allcovenants ofthis .Agrpe pht 10.04 TRUTH-IN.NEGOTIATION CERTIFICATE, ERTIFICATE, in dimp lionce with the Consultants CoMpetltfve Negotiation Act, for any Pro)ect to.bo corripensated under the L u m p Sum method, etko8i the C'onsuIt ant r .'s kal certify fl fy that 1wage rate sand other factual unit costs supporting the 0mpensationare accurate, complete, an current at the time of Notice to Proceed. The original Protect ny:addition thereto e adjusted toexcludeany significantgumsbywhich the City determines the project price was increased ue.nbcoura1e, incomplete or oncurrent w e ., rates and ocosts. price adjustments will be made:wIffilh 0(1' year fo1l000g the Pna ofProject;.,he 10.05 APPLIICA'ql]LE I L I AW AND VENUE OF1,11TIGATION This agro,errieritshall be interpretedand construed in accordancewith and governed by the laws of-Ahe Stata of Florida. Any suitor Wilton brought 'byany p arty, concerning this agreement or.arisfqg out at this agreement, shall be, brought Each party.shallbo Its own ,attorneys eels ,o City under Article r - the Cofisdit "' t' duties -t 'Inderb , w except in aq Iblns� a. isin. .00 8 _ hero the _cohsultarit.,thall pay the City's reasonable attormy'sfee.s_ 10..96 NOTICES the: other, such notice must be in writing.; sent by WheneVer'Pith.o.r. art d t V UT.iio 00, ice, party Pp!rolp :9 'give reglstered-'�Unit6d States l mai 1 11 return receipt I requested, -addressed to theparty for whom if isintended; at .the. place .last specified; :and `thee place for giving of notice shall remain such uritIl it shall hav&:beeri changed. by written niotiwlh,7 11 , Ian ce with* ffi� paragraph. , the domp, apr is�ons,oif this 0 bgraph. For the P,(0qen_t 0ort zdb rgiving of notice: ies signate the following g',os the tes'pOoti 019ces for. FOR City. Of. Miamil" Mark SpaT:116111"PZ , rector - City of Miami! Capital jmpr�veri ents Progr6m.(CIP 444 S.W. 2n Ave.,, -: 8f'' FI Miami, Horldq 3313p JP6v@nAy.Ro.d'gqe4 Pit, Assisia'ntbire6ior *Uy of Miami .Capital Improvements Proorath (CIP) 444 SS , W , 2"'d Ave,,: 8`" Fl. Mani :Fl rida 33"180 .For -Cbri5ultant: k6montasielfaj: R.E., L.E.E.*D,,.AP Vice President :Stahtec..Cons tilting Services, Inc`:. 901, Pod'e.d.6 Leola Blvd,:Suite ,90Q Opra,11 Gb.bl,es, FL. :P13: 134 1.0i07 INTERPRETATION Thdlahguag 1 66. of this Ag.eemet has�bebn agreed tel by"b6th parties toexpress-their mutual intent. an no. on shall be applied against part hereto; od ainst(s,,ithar party : or o' _ej,eading.s contained In this rule of .WlOt t th 6 P,,t r , Agreement are for reference ppfpop68 d,filly and hot: affect in any way the friponing. prin.te interpretation of . . , , - 1 6, other gender, and d'th.e this Agroomentj Alf personal p.ronou,n,8.uso,d*ln'this Aqreemer�t�halI includeth singular shall include the .plural; and vice versa, unless the context otherwise.requires, Terms such as *herein,:" "hereof;" `h6reurder," arid "hereinafter" 'refer to this Agreement as. 'a whole and 'not to Afty Price, paragraph; or zed lon where that' appear, uhles8 the othom.Is e require M1,5011,ahkus Civil Ehginderlrig $eNlces! [.1z 1 RFPNa. Stantec Consulting gervl,oes, Inc, pRC7MMONAI. SERVICES AGREEMENT Whenever reference is made'to aSect"ion or Article -of this Agreement, such reference is. to the Section or Article as a whole, including ail 'of' the subsections of such Section, unless the reference 1s ,made to a particular subsection or subparagraph of such Section or Article. 100 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; 10.00 PRIORITY OF PROVi81ONS If there is ;a cohfilct or inconsistency between any term,: statement; requirement,or prevision of any exh;iblt attached hereto,: any dootament or events referred to herein, or any docurnent: incorporated into tis' Agreornent by referehce. and a term, statement, requirernent, or provisldn Of this Agroament, the tertri, statement, "requirement; or or contained In this Agreement shall prevail and ,bo given effect: 113:10 MEDIATION -`WAIVER C F , UR TRIAL In an effort to engage ]n a cooperative effbrt 'to resolve.. oonflict which may arise: durlri:g .the course of :the design and /or construction. cf tits. subjectproject{s),.and/dr fo]loviing the comptetion of the Orojeets(s), the parties to this A —, emerrt agree all dispufies between tl erri shalt be,sudmi#6d `to non pinding'mediotiori prior to the initiation of litigation, :unless other- .ice agreed In writing by :the parties A certified Mediator, who the parties fiind 'mutually accp;ptable, will conduct arty MediationProceedings in Mlama Dade County; State of Florlda: The parties will sp(it'the costs of a aertifled mediator o:n a 50150 basis.: T e Consultant agrees to include such similar contract provisions with all Sub-Consuiiants and/or independent contractors. and/or the Consultants retained for the project(s), thereby providing for pori=bihding Mediation as the primary me hanisiti liar dispute resolution: Each party will pear their oWn ..r In In -an , fforl:16 ezpgdite the conclusion dfony litigation the parties valuntbr[ly waive their rightto jQfytrial or to file permissive counterclaims: ]n: any action arising under this Agreement. 10.1'1 TIME Time is of the essence inthts Agreement. 10;12 COMPLIANCE WITH LAWS. The Consultant :shrill cotnply With all applicable layvs, codes, ordinances, rules, regulations and resolutions lnoludirig, Wlthg4t limitation, the Americans with Disabilities .Act ("ADA"), as amend"eda.and alI appl.icablo guldeli°nos and standards in 'performin"g its dutiesf re5ponsioilities; and obligations related to this Agreerrient. I .e Consultant represents and warrants1hat thore.shall be no unlawful discrimination as provided by law in connection with. the performance of this agreement: Non -Discrimination The City, warrants acrd represents that it rides! not:arid will: not engage to discriminatory practices and that there shall be no discriminatioi in jQon0.dction with the Con§01tant's perfo,'rrriahbe under this Agr"eeent on;:account cif taco, color, seat, religion, age, handicap; rrlarita]'.status Or naiiorial orlglrt; The .Consultant furthor covenants that no otherwise qualified individual shall, solely by .reason of his racer color; sex, religion, age, handicap, marital status or national origin, be excluded from participatlon in, be denied services, or 'be subject to discrimination under any provision of this Agreement, 10.12-1 OSHA COMPLIANCE The Consultant warrants that it will comply vrtl€ a]i safety precautions as required by federpl, state ar local laws, rules, regulations and ordinancos. 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 O$HA regLilations or if a continuing pattern of non- compliance with safety regulations is exhibited by the'Consultant. 10.122 ADA COMPLIANCE. The Consultant shall affirmatively :comply` with all °applicpblo pro"visions of. the Americans with Disabilities Act {"ADA") in the course 'of providing any wont; labor or seivices funded )}y the City; including Titles 1 11 of the. ADA (regarding nondiscrimination on the basis of disability) and .all Miscellaneous Civ1i Erigine,Oring 83*1,ces (141 RF -Q No. 12-'13 004 Star3tec .Consulting Services,- Inc.. PRaFE8Sl0NAL.5ERY[Q.ES. AGRE91 EN1 applicable . regu I . ation8' gUIdeflnes and standards. . Additionally -the Consultant shall take affirmative steps to -insure nondiscrimination In employment of disabled persons. 1413 NOPARTNEOSHIP The Consultant Is an ind6pendent,corItractor. This Agreement does not createa, joint Venture,, partnership or:other busi s8eht6IrpFite.betWeenthppdrti6s,TheCohsOltaiithasno-authority ltobind the. City to any promise, debt, default, **Or Undertaking of the ConspItant. 1114 0118C,1RET'1014 OF DI.RECTOR Any matter not: expressly provided for: herein -dealing with the he, City or decisions .of,the City -;shall:be within. the exercise of the reasonable discretion of the. Director' or the Drecior's authorized designee. , 10.15 RES.01-UTIPROF CONTRACT DI.SPU,TES-. 1,�put6s-.*b0tWeeh it 8h0:.fhe.CRvbtsed:UPbn an alleged The, Corisutto'A uhd&stand,4 and agrees all d, h jy . shall hei� I . be submit ed for resolution. !qt, e* 611*ow'. ms of thigAr 6ment by the. i t h f, Ing p(pittoo :of the for The initial step shall be for: the Consultant, .to notify the Prol.ect Manager in writing of the dispute and -the.. 0 '06.1 06,:N: le submita copy to, Ity of Mjaml personnel ldontM6 d in: Art cc .. ot es. 'Should I . he I Con I 8altant. and the Project Monk ' , * or fajl; .:to.rm_jv6"the disP .ut6: the 'Consultant sha4ll. submit bv it theit dispute in writing,, ith all supporting dqov' etat6n,to the Diredfor-Contractsas identified in cle,1666, �otic, Upon teppipt of saidn ifioptibrjh AssistantOnt 09ts shah rWIeW IhQ I8sYosTeI0ff1v0.0 e,48p6ie . apdjs$uo .9 written finding. Should the: Consultant and the Assistant Director -Contracts fall to resolve, the dispute the Consultant shall s u6rrift.their dispute In writing within five calendar days to .the; Director. 5allure to submit.such appeal of the written findingsh-sil constitute acceptance of the firt.ding '.by'the ConsultantU, pon. receipt of said ndtfficarld,6 the Director -snail rovleWthaf lssubs rel6tivo:16 the dispute, finding ssue-a-W rittOn The Consultant n0ust submitaby furfietAppea 11n.w writing Wli I,,We calendar days to the City Manager. rdQre to submit such. appeal of the written" shall constitute accpptance of66 finding by the Consultant; Appeal to the City Manager for his/her resolution; `is required prior to the Consultant being: entitled to seek )udicial: relief in connection therewith, -Should theamount of corripensati6n hereunder CityM d* or disapproved byCilty, GOMM!solon, exceed .*$600,000.00, the Mager s doola oh.sh'all be approve ThoCohg lta t:shWI no.t,bo, entitled to 80 k ciaellefurj.e (I) it has first: received dt 'Mahageel S written �decl, " h, approVed. Y: by City tiorhmissloh, if 8100110a.l. or a period . of sixty, (6b) days has expired after submitting to',the City Manager detailed statement of the dispute, . e, . a I coompanled by - all supporting: documentation, or a ;period of (9.0) days has expired where the City decision subject to City CornthisSion approval, Or (iii) The, City :tial waived.. compliance witty the ptoceciure-set forth tri; this section by written, instruments) "signed by the City M.q0agOre 10.16 INDEFEWDENTC 11, N,,:RA The Consultant has been procured: and is being engaged to Provlde services to the City as an � independent: contractor, and not as an agent oremployee of the City, :Acconding1y, ., th. e Consultant shall n Service of Pen-91'On'. Qrdindrices of the not.attaln, nor be entitled to any rights or -benefits under thea CiAl:So City, rior an ht �riilly afforded cle'ssifie,d,.o.'r',"pticlb��ifi6d The Consultant 10110 M rights v* understands that 17.1666'a W rigatj ' b - t available to P the city are 00 on - eDe 1. 8 a.. Of to the Milt rit. and -agrees to prM available rideworkersf compensationinsurance far any employee or agent.: of the Consultant rendering services to the City under -Ws Agreemen, MA7 CONTINGENCY CLAUS15=t Miscellanecos tMIEllginaeonqervices 8 [15 RFC! No, 12-1 3t()64 �,. PROFESSIONAL SERVICES AGREEMENT` Funding for this Agreement is contingent on tihe availability of funds :and, continued authorization for program adtivities and the Agreerent is subject to amendment or "termination duo, to tack. ;of funds,. reductloli affubid: andlar ahange„in regulatlohs capon notice, 1OA8 THIRD DARTY BENEFICIARY The, Cpnsultant 8nd the City agree thatit,is not'intended that apy provision of this.Agreement establishes benef e third pari, iciary giving 'ar allowing any claim or right of a.ption whatsoeverby any third party under th'i's ;Agreement: Miscellaneous Civil Englneeritlg Services [1s j RFS O. 12•1.3-04 Stantec Consulting 6ervicesi li:C. PROM810NALSERVICES. AGPE5MENT IN WITNESS WHEREOF -, the parties have executed this Agreemerit as of the day and year lirst above written. ATTEST, Coftsultbrit Secretary 5t ,7 ..(Affirm Consdlt6nt Seal, WdVailvble), ATTEST: -(corporate Seal) Misdbilaneous CIVII Epgjppqrhn`g Services Stanlec Consulting8ervices, [no,. OV.E:D' - ' LEGAL, FQ- RM AND - I I . AS TO L G RFO No,: 12-13- 04 PROFESSIONAL SERVICES AGREEMENT CERTIFICATE OF AUTHORITY #F CORPORATION) 1 HERESY CERTIFY 'that Of a Meeting of the Boprd of 01re,ptors of 1/ 1�e �rUng: under g t, cg�r ". corporation organized and existing -n.. ex I the laws of the State of 04 YoM4 held on tKeo day :Qf,mob u- 4 asOT-A resolution was �d* passed and adopted authorizing (Nam6) AM�d C�A-S44- glil If of the 6 1V1vCMr�-1P0"V of the corporation to !execute agreements on be,ha .9. corporation ,and -p'roV!di'qg :that hWher execution thereof, attested by the. secretary of the. cOrbotation, shall be the official act and deed of thecdrporatlon, I further certify that said resolution: remains In full fbrceand effect. IN WITNESS HEREOF, !.have hereunto'set my haled this day of S 26 1 Sec!Red—tory: Print: CERTIFICATE AF AUTHORITY (IF: PARTNERSHIP) :1 HEREBY CERTIFY that at a meeting of the Board of Diredtors; of. .,a, partnership organlzed and. existing under. the, NWs.'of the Siata ;of 1held, on, the resolution was duly passed and adopted authorizing ,( Nam.e as (Title)_ ofthe paftnership to execiJ16.ajr0ements on, b-ehtiff. of the partnership andat,his er execution thereof, attested b a partner, SWI:be the provides th /h y Offlaiaf act and deed of tho:partnership, I furthercefflfy that.seild'pzirtn.ersh.1p.agr'e'.etnent remains In full force and effect. INWITNESS .WHEREO.F., !'have hereunto set my hand this day :of 20_ Partner: Print:, 1181 RFQ.:Nb. 1*2-13-004 stallteo consulting Services, Inic. PROr-ESSIONALSERVICIES AGREEMENT CERTIFICATE OF AUTHORITY (IF JOINT VENTURE) Joint ventures yst� rn that i submit a joint venture ejgre'eMsn�t jnd[catingl a . e person signing this his bid is,authorzed d to�tignbid d t oh. poumen.s venture agreement . e . ach JmimW of theJoint vefltu I re,. must sign the, bid and subhllt'the: appropriate Cartificate, of Authority, (corporate, partnership, or indiVidual).. CERTIFICATE OF AUTHORITY (IFINDIVID.UAL) REBY �ln MdUally �an I HFREB CER-rwy, that, I bu.81 jes s. . e . s di, if P 'ab!6) have b/ executed and 0imbduind by�,ffiojermg '6f the A I r e*e t t which this 6 t' attached.. ,men,' o W ttestalon is:,a ac, e. ,IN WITNESS WHEREOF, I. have hereunto-set,my hand fhl'9' day of .)20 - NOTARIZATION STATE OF R-6 00�- COU.NTY'OF D" A-1) CE d of The foregoing instrument was acknowl this /day V M ho Is- porsoriqily r7awn to mo Dq;AY X Lq wo".ducod as liderifific'e'llfifon arid,who orb '(did 1 did not)take oath. 'A M.6ellanebus Glyll Engineering SpNiCe-9 1191 RFQNO,. 12-137QU4 Inc. PROFI=_SatoNAL,SERVIGEs AGREEMENT ,ARI!gL. , 1 9_E_�ERAL Civil ,Engineering Services shall lqc1Ud6,, but are not limited. to, cpnptpte plantlngacid desigl services., programming, p's0i'Ment analysis survey(rig, waidwpy ariolyfs, .geotechnical,,-optlong: ovalqatlofis,, publip meetings, detailed assessments and 'rec'ommendations:, 'Cost, -estimates, opinions of probable construction cost, review of Work prepared. by Sub -consultants and other V1 consultants, fled investigations and observations,, post design serviqe.a,,. construction administration, and other related Services as needed'to, colm' lete the. Prolb ct Cc :isiilf6ht shall p a n , provide, comprehensive risive Cl - A Erijinderino sery s t,.thb Project for Which Consultant was Icle foe selected in po'corda'n6e 'with Section 287.056 Florida Statutes, as, arnehded,. QOrisulfants,' competitive,Negotiations A ct NA. A1,01 500)R,O 8r=R1(l0 : 15S The Consultant agrees to provide comprehensive 'Professional Services in accordance wlth.,611 appkablelaw, building and environmental regulations, includ'Ing , the Florida Building Code and the City of MiamljFlorida, Code, of Qrdinances,JAnd; 4s: sot fbrth 16 this, Agreement and further S. .. . required to p6dorm all. or totno of thb. -,sbrVJW.S enumerated in a Work Order.., Clob...Ultahttraoy 150, Consultant " , services . ha 11 ep q.priq c. ,p ented in this Agreemenit d ending �ri the need f the City. or theP t Proj ect, furs I ,,.0sBasic iSqrv'jcq$i,�'cohipr6hatisi.vacivic .ehginoerin profqs8f6nal services farthe The Pr.qJ6ct.shall include ; roadway reconstruction; or resurfacing,, drainage improvements, storm S gutters, ,sidewalks, lighting Improv e water management, swale restoration, curbs, b. em Ms, i landscaping, 1 striping, -thin the ,ping, sgnage and ng, verification of lCitys P merit Analysis Report 'Within Project 6'ep, digitally fedo,rd existing conditions o s in the Project prep; research 311 calls for t Various Corn' I d qohtfool, and utility poordina p pinj s, and any 8urvey—geo h " complete sets of signed` and sealed construction, documents,. soodl i and o of probable con I strucition c I ostsfor the Work. The City Will phase the Work required to. complete. the Project so, that We Project Is,',des 1pried .and constructed 16 the. most logical,, efficlentphO Oost pffe.etiv& manner. The Cbhsultbrit sh61I.b6 directiodto,p ' d 'With tq_qhphqso:,,of the . Projectthrough the: use of Work Orders . Peopps'al s:Pnd Work btdors, A1.01 VORKORDERS A1.02-1 PR * 6-cmfRit.S When 010* has determined thata specific -phase of the : Project is to proceed, ,the Director or authorized designee will request in writing, a Work Ord.er: Pro posal:fr6i,,.p the Conswit6rit based on the Oroposm. Scapa 0.5ef des,p(oYidQd't0 the Co n 0,$Oltshti wrliN,bythoDirector ordesignee. Ti7o Consultant and other if appropriate may 'have �prellrnlnpr n Irdict designoo q i _y or. or M 1 warranted,Jo-, meeurig,si, Ifurther doiiit the 8qqpe of SeTvico.s. and to.t.esolvo any questions. T. o Consultant "shall pare.a. o hall then pre. Work Order'Proposal following the format:,providedby the City, .- I In afl*.die ngthe proposed 'Scope of Services, time*., of. performance, staffing,, proposed fees%. Sub- Consultants,,,wid dellvemblo items andlor d6Q;di-.nontt.. The Direjbtof or' dosign.66 May fac'dopt:,the Work. Order ptolpospf as, submitted, itted, yejdQt the Work Order Prpp.0841,. of negotiate �r6vjsior�'fcthe W6fk.Qrdor Pt ospl. Pon `acceptance of a.,Work or o Propo a PIP. -will oroparo that w -e r. A y staff Director s a -W .Ill b q owe b QIP�8. k,andfho or de, 'U ! sigriep. 'ponappro%issue's the Work, *Order by the Dlrecior';or desfigneo. AE,TICL'E A2 BA61C.81ERVICE8 Consultant gigro.es to provide complete Civil �rigineering services as so I t forth In the tasks enumerated horeinafter, in accordance with the Florida Building Code, latest,edition, all fedora[, * state, county and:Qity , . I . . , 11 . of'Namij.1orlda, Laws, Codes and Ordinances, 'Comultant. shall maintain , an adequate staff ofqualifieddaqualified personnel on' the I Work at all times to ensure ita performance ps specified in th e,AOrdb merit. sc61I IRFQ No, 1.2-43-004 �arioous Chill Engineering services Sfqp(ec Consulting'SoNlops, inc, PROFESSIONAL SERVICES AGREEMENT G.onsoltaht shall submit one (1) 616.6tronid get of -.all documents and seven (7) Copies. of ", docurdocuments'requirOd.un-der Article A2, Without additional charge,, for fevlew:and approval by City. Consultant -shall not I . proceed with I t . he next task of the Work :until the ddouments, have approved, an writing, ing, by City, and an Authorization to Proceed With the next task:haskeen Issued by City.: Cons.ultant, is sotoly responsible for the technical accuracy and quality of their Work.. Consultant shall perform all Work in compliance w.ith.'Fidrid6,Ad:ministrative Code R016,01 G*15-19.00.1..(4) and ,Section 471. 033(1) (§) of the Florida. Statutes. 0000fm 'clue 01,11ge.noo, in, accordance with 7bo: boast industry ptaotldo��, Jh gathering lhfomlatl6n and inspecting tj.Prpjec.t Sltq prior h, to the 'commencement of. design. all be responsible pr 100 professloriaN technical - accuracy and coordination of all design, %drawings,. specification,. and other Services furnished . by the Consultant I I under this AP I reement. Consultant. shall without I :additional compensation, correct or revise any errors, omissions,, andtor deficiencies: In its designs., d rawinqs, syocificbtl6h Or or $oNice&.. QbndUt6ht shall :also N gable for claims for delay costs, 'and :any IpOTOased costs In construction,. JnCJQdihg but. not , limited to additional Work, ies emolition of e�x ork, etc:, fesUlting from any and/or d6 dient jstirig Work, rbWO errors, omissions, eft d ices.. in Jig do igns,, �.rpW)pgsi specification ion or S, P A2.01 •DEVELOPMENT OF OBJECTIVES A2.011,71 ComUlta rit. shall conferwRh (ooesentotives of, Cif)6Jhe F lebt Manager, r, and other JUrisdictior:al agencies to develop OVOW.optiowfor howIhevarioLlselbmentsof the proje .ctwill b Idesi.ped and 'b'b n:stW cted. , Consuftorit shall, utilizing a.compilation, of liable documentation, confer with representatives of City, theProject Manageri and other jyrltdlctional: agencies 'in orderto co.mpreh ensively identify alsp ofthompi.biedfa6ility.prqgram.th6tma�e�qUi' furth refinement toafWnlhe ects re� er o requisite.:detall,of design development requited t' begin the creation of, CbhsVUctlan Docut ents.. For clarity 'of SOpe, the items that,.0,00 further deV6160 . ont Will be called� Cgtipoptuals and the . _ ,remaining jtem:s.wlll..b6:oallod Q68igrlS, A2,0173 consultant 'shall prepare -written descriptions of the various options and shallparticipate: n presentaflons to multiple groups explainingalternative options. Sufficient detail shall be provided to support the prOsetitationmateribl A2.01-4 Constiltant shall,hiro the appropriate subcontractor to -provide Civil ,.Eng.iriee�ingservices ;Which * hich are not in-house, -usqf.. Surveys 6h8li..include thafocoliba of. 611 site Structures Including all utility ' structures and: facilities; Consultant shall alto engage a sail testing. .firm to perform solliborlbgs and other tests required for new construction work. , Theexient-to whichtthisWork .will be needed the 14 r shall be Naspd on f , e surveying arid soil l6britigs performed Previously by the City. Cost of the surveyor iand.soll engineering. firm, shall be billed as relftioutrtbbVx A2.09 AN.A.LYTICAL REVIEW Verification of the City`s laa.vement Analysis Report within the Project area;, digitally record existing. conditions in.the'Project area; research 311 calls for various co* mplainta, especially drainage complaints.; and digitally record project: area during significant -fain events. Al2.03 KHtIVIATIO DZSION A2,03.1 Recommended -Course of Action Consultant: small prepare and I present, in writing., for approval by the Pro)Oct Manager,. a Recommended Course of Action (80A) for the' areas oorriprising the Prqfoot, The.RCA ;shall Include, bdf19 not.11nifted to, 1'. Street name arid litnits M18a,oj[ahs%s 121 RFQ NP. 1243.004 Steritee. Cohsultlrig 8ervlcos,,lna. PROFESSIONAL SERVICES . AGREEMENT 2. kecommended remedlation efforts to bring the subject street up to a minimum °g-ood` rating: as outlined in the Citywide Pavement Analysis Survey 31 A detailed cost estimate for .design and constiructJoh that maAmize-the hurber Of.streets that would be upgraded from,, fbortoik least. god. o. 4. A, design and.cc-nstmotl0h.Scb.edule fof.t.h.e recommended CourSe.ofAotion A a4 DIESIGN DOELOOPM-ENT I From the,approved; ROA, consultant shall.pirepar.e and . :present the following 1 rit, ,n w r Ing, 1, The design paremeters'to be used for each street being"m proved (16, reconstruction, milling .and resurfacing, etc.) 2, The §ijbmittalt6qqlt4m&htsfel' *each street - .3. Thin final. bdst`esti'me't'efor" desighArid obhstruct*fo"n: AUB C6NStRUCTl4'N*,q*O'C U*ENTS From Ahe-Opp bevefopmont. 0 isultont Shall .propane for w6tteh approval roved o0wents, Cot by - city Phil con , struotion Documents setting forth all design drawings and specifications, needed to comprisea fully biddable, permittab(pj.,constructible Project. ConsUltaint 'Shall produco 30%, 60% 90%. aria Final Construction Dod.Umen% for: t6vieW, and, appt6valb City,.-WhIch 'Shall ioclade the following; 1.: A drawing do-ve-.'r' sheet listing �eh lhdOX of all number of drawinp by each dl,;S.cIplInO.. ]Draw! rip n itibfudbdjn� the 30 60*-�; `9*0�4' and F. in IrOview s a p nq.attach. ot 0 Ob - fed Consultant Shall art index it ant tod drawing Sh t8 necessary to fully de .1 4- floe the Proi .1cl, 0-11 see., neo. p . .9 2. the. updated ProjectDevelopment, Sche.du'le to :"include an outline of major construction milestone ac-tivitibs-and the recommended construction duration period in, calendar days. 3. An updated Statement of Probable Construction Cost in CS1,fofthaL 4. Con*sQlt8nt may also. be authorized. to Inclode in the Construction. Do 't ed P, n'. - Construction —.94rflien.s approy add I , tivb- and/dr'dedudtlyo alternate , N t 0 M -ft City to award 0 Construction Conteact jrd1. t :per. w within the Kraft df the budgeted amount.; 6. A Prqjedt Specifics tions index -and Pr6jeof Manuel with at least 90"A and Final of the:Specifications completed. 13, Consultaint shall Include and wlll.:bb paid .for; City-iroqu*e6ted alternates outside of the established P o—jedt Scope brthat are: not cdrSQctpd,due: to' a Jack W funds NO fee ,will be paid bj/ City in cannectlon with pit6friatesre.q.Wred by the failure of conSo ftarit tp:4 design the Projekt Within thb:FIxOd fit of qnttrU Oft:Cq 7, Consultant shall' provide ari.Index of all Submittals required by 'the Contractor that clearly identifies submittals for which the Contractor zhallbe responsible for design.. Consultant shall sitbhiit tho.spe fdf or Sup a I c olembrit I t6rhis'6hd ,c6hdIffohS:Se'P gratefr6m the technical specifications, 9 , nSultaht oh.all nate proceed nwith 'Ifurther construction docuroen...t:deVe.lopMdnt uhfil ap OnoVel of the 30% dooUrrients is eoceIVedin writing from QtyApproval by Citythail'ba for progress only and does not relieve Consultant of Its responsibilities and liabilities relative to code compliance and to other.covenants contained in Phis Agreement.,Consultantshelf resolve -all qdestldn5'JhdJcated: oh1ho.:docUmOntb. andrfiake 611, changes to the docbrhdhtsheOLis9ar;yJn response to ' review commentary; The. -30% Dqcum �ow -ents: review (check) .Set 8ha�l!'bo re#urned to City upon subm'a.ssiort of 60°CQ complete Construction bpcum,ents and Consultant the shelf provide an epproprlqtel response to all review comments noted On, these previously submitted documents.. .Of the.seven (!) copies to be provided., the Consultant shall submit four (4)., full size copies of the drawings ,md sp'ecjfioefi.dhs,,-:and one dlgitafcopy in -pdf 'fdfrnat, Miscellaneous 01VITEn.gineeeing8ervices [22'1 RFO No. I.M3=0.04 st,900*6 AUS -1 Maximum Cost Limit Prior to adthdriz1ho be'Consultant :to proceed with preparation: of ConstrUction Document DevOl6pont, the City shall establish ;and cohimuh . jQate, to. the QbMultAnt, 0 'maximum sum for "the c6 . §t of construction of the Project ('YMdk 1 1 : IY1 .1 Urn Cos t. . Urhit", I If . the City has, riot 'advertisod for bids within ninety (90} days;, after the Oonsuitant.s.Qbmb the FinalDestgn to the City, the, estimate of i the cost of construction I be adjusted d y Consu tant, Notwithstanding anything above to. the. contrary,11 the OR may require the Con5ultant to revise and. modify Construction Documents and. assist in the re-biddingof the Work at :no additional costor fee to the City if. 611 fespohslve and �rospon§lbldbids: recoivedeX6eOd ten (10?/6) percent of the Maximum Cost Limit, A2.06.2 Dry Run Permitting The Consultant .shah ,fIie: and, toilow_up fior approofbdlldIhg.perMjtg.at the earliest 'practicable time during the :performance of the Work, for approval by City., County, State and/'or Federal authorities having: jurisdiction over the. Projectby law or contract with the. City, and shall assist in obtaining any such applicable -certificationsof permit: approval by :such authorities prior, to .approval byGIP ofthe final set :andprinting of the Construction Documents.. The QbhsRant .:$haI1 the performance :of the. W k h ler., bdylme thO. City of any pfbm;ptly, time don—erpuric at any uring he ,subsfahtlol ificte eg in costs set forth In tb6 *S tateihieftt of Probsbl tonstru ri 0 a':: h i Cos th t 1 ho op ; tol 1. o. o . f ., tfte,'Consult6ntis,6ausedbvthe'requtram (s )pfsuch., ' Upon completion; cif "dry ,run permit . t . i rig onsultantshalp C I rovide..'as of the seven (7}copies to: , be submitted, five (5), full slZe.*s e*:Eile*d copies of. thedrawngs ,and clflcations� Consultant shall alsoProV1de digital Veirsl6s df� the dea�vihgsin dwg, :pit, andpdf forats. The specification additio'nai terms and conditions -shall be provided in both.:pdf and .doe formats.. A2,06 BIDDINP AND AYVARD Of CONTRACT" A2:O6ml 8JO Dqdqfildh.ts, Appi'dVals. OP4 Printing Y . pon obtaining all�rieqessar y approvals of the, Construction Documents from authorities having jurisdiction, and:acceptance I by the City of the 100'6% Construction Documents and latest Statement of Probable -Construction Cost, the Consultant shall assis,11he City in obtaining bids and preparing and :awarding the construction contract. The Clty.,,fbf biddfiftg:purposes; Will.h8ve the bid docUme.ht8p. rite'd. orat Its may authorize thoritesu. printing as relmbursiablo. ., service to tjhe'Comultant: A166.2 Issubboe 10bb 1 Bid CUrrients, Addend : a. and Bid..'Opening 1. The City shall issue * Issuance . I . 1. the 'Do cuments:tb prospective bidders and keepa. complete "List of y , Bidders. 2, The,Gonsultarit shall assist the City, in the* preparation of tespbnsbp to .question's If ,On*'V are - required during . bidding, period.All addendum or clor 1116atio Os,, or `responses (shall, bO "issued by theCjty, 3, The CohSO , Itant shall propato revised plqn8, if any :are required, for the. City to Issue to all prospective bidders.. 4, The. *City will schedule a "Pre�Bid'Meeting"' on an a:s, needed basis, for .-the Project'. Th6 0 ndah�6..*cf Sub,�Qo sUlWntt 066.5ultant shall attend all a*hy.*,Ore1 bid hi.e ing and require at:such m edflodb. 5. The Consultant will be pre8eritat the:lbld opening, ff..request(§d.by the City, A2.06;3 Old. Evatuat'lowand Award The Consultant shall assist the City .in evaluation -.of bids,, determining, the, -responsiveness of. contract. tract. If the lowest t6s'po'nsaVe.-Base bids and the preparation of dQcumentsfor Award of a on 81d.received ,exdeods4heTbt6l:All6catod'F..ujlds.f6.fO U 'tidh,.th - City may ph�tr 0 V Ut 1. A prdveon increase:'in th� Protect 'cOtt arld �aw -..,)EI r. PO(Yh.t act 2_ Rejectallbills and 'rp-bid the'Prpl6ct Withi't `a re6sonable.'fimio With no change .in the Project:oradditional compensation to the Consultant;, 8.. Direct the Consultaritto revise the scope and/or quality of construction, and; rebid the Prplecti The Consultant shall, without additional compensation, Modify the Qohttr'U0t1bh Documents 6 on .'Ioh8 within the as hoces"sary"to the Probable C nstrQ0 *1 Cost On'slUch JbVis Total. Authorized Corisittubtion Budgot.: The City may exercise such optiorvWhere the bid, 0(Cce 'Wcellaneous c(AirEhgfneeeing.8erv!ceg INFO NoAZI 3-004 St nted:Consulting $,e vice's _lnb: PROFESSIONAL 8EiVjQE3 AGREEMENT exceeds 10116 :of the ,Fixed Construction Budget rovid"ed to the Consulter t •arid as may" be - Modified by the City acid the Consultant prior to soliciting bids.. 4, Suspend, cancel or abandon "the Pro1eet.. NOTE: Under item 3 above time -Cansultaht shall', without additional corimpensation,, modify the Constructlon bocuments as n®cessary to bring "the::Probable Construction. Cost within the budgeted amount A2.07 ADMINISTRATiO F THE CONSTRICTION CONTRACT A2.07�1 The Constructlott Phase. will. begin with the Issuance "o"f.a Notice.to Proceed. (NTP) anr# will enc[ Wh:e.n, the Consultant has provided to the City all :post construction documents,, including Gantractor'As Built drawings, Consultanft record' draWII gs,'warrantoes, guarantees -,operational manuals, a:nd Certf icate(s)of occupancy have been delivered -to.,the,City on. 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: by ;law. A2.07,2 The Consultant, as the representative of the City during the"Constrtl"ctioh 'Phase, shall advise and consult with the City and,shall have the euthority, to act onprovided ,;behelf.of'the Gityto the extent ` in the General Conditions and the Supplementary Conditions of the construction contract an their Agreement with the: City: A207.3 The Consultant a"r tl respective" shall visit the site to conduct field abservatldhs, at a rriinimum ori: a. weekly basis, and at ail key construction events�.w ascertain the progress of the Project and shall visit the site. as .apprdpriaYe td' conduot told inspections tr? ascertain the progress, of ttie Project and' determine, in general, if the Work Is proceeding in aocordsrice with the Contract Documents. fbe Consultantsf ail provide,.,any site visits necessary, for certification if required by the authorities having jurisdiction, Threshold Inspection shall be ;provided by the Consultant at no bdditional;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 Gonsuitant will not be required to make extensive :inspection's or 'provide continuous daily on site inspections to."cheek the. quality or quantity, -of the Work un ess otherwise set forth m" this Agreement. The Consultant will lSe` responsfbie for writing: and .distributing minutes of all meetings and field inspections report it is asked to attend. Consultant and will not be held responsible.: for construction means;. methods,. tcvhnlgu.es, sequences ar'procedures, or'for safety pi' (e6 atlons and programs in connection with. the Work. "iho "Corlsulta"nt will iot.tae held responsible for the Contractor's or sub contractors', or ,any of their agents' or errtploYeos' failure to perform the work in acdordance .With 'th'e contrapt unless sqd fallure of performance results frorn "the Consultant's;acts or orttissions,: The Consultant shall furnish the City With a written report of all observations ;of ithe Work made by' Consultent aha r6qulre all to Aa same during each .visit to the Project. The 'Consultant shall also noto`the general status and ptogres5'of'the Workin forms:fumislied,by the City and submit tham iri a`tlmely tiianner .'The Consultant and the 8u'b- :consultant shall ascertain that the Work; is acceptabEc Eo the City. Consultant .shah assist the City in ensuring that the Contractor is making timely, accurate, and complete notations on the "as blai7t" drawings.: Copies.of'"the field reports hall be attached to fhe monthljr Professional Services payment request for constructi:.06 administration bNIces;,. The Consultant's failuie to provide "wr'.itten reports .of all site visits :or riI'inutes of itreeting shall result In the releoton of paymenfi requests and rr�ay res�ilt tri a. proportional reductlon.:in Construction Administration fees paid to the Cons"uitant. A2,Oya5 1, i3aserl on observations at the site and consultation with the Olty, the Consultant _shall -determine the amount due theContractor based on the ;pay for performance rnliestones and. s#ali: recornrrterrd opioVal of:such all�o'unt as appl'opriate, This recommendation :shall co istituts, a: rep'rasentati , by the Consultant "to the City that, Ao :the hest of the: Consultant's (knowledge;, information otic belief, th`e \Nork;has progressed.to the point indicated and that; the'qu'ality 'of the Work is in accordance with the ;contract. and the Contractor Is entitled` to amount stated on the Miscellaneous Civil:lEncgineerng Services t24 (. RFQ No.. 42-1U04 Stantec Con8ulting SerVlces; Inc PR0EE$8I0NAL SERVICES AGRI EM NT reouisitiob subject to: a detailed evaluation of the Work for oonformance with the contract: upon substantial completion; 2.. The results of any :subsequent tests required by the contract; 3. )`Minor deviations from the contract correctable prior to completion,. 4.. Any specific :qualifications stated in the .payment certificate. and further that :the Contractor is entitled to payment Iri;the. ahIouht agreed upon at a requisitlon site Meeti g or' as stated ,ori the requisition. Prior to recommending payment -t6 the Contractor; the Co:nsultanf will prepare a;wrltten statement to. the City' on the status of the Worzk. relative 'to the Construction Schedule, which shalt be attached to the C:ontractor's Requisition.,Such statement shall. be prepared immediatelyfollowho.. the:requisitlon field meeting and shall.not because for delay1h timely paymentto"the.Contra'ctor, By recommending, approval of a: Payment Certificate, :the Consultant :shall not be ;deemed: to represent.:that the Cohsultant has' mado:any eXaniiriation to ascertain how a'nd.for What purpose the. Contractor has used Money paid on ;account of the Construction Contract Sam. A2.47« The Consuhant shall be the interpreter of the requirements of Ahe Contract Documents and the judge of the performance thereunder. The Consultant shall render lnterpretations necessary for the proper execution or progress of .the Work° 'upon. vuritten request of either the Clty or 'th Contractor, and shall reiadar written decisions,,within maximum_ of ten (10) calendar drays,, on all 1claims; dis:putes.:arid other rriatters In'questlan between thebty.and the ontraetor "relating to the_ execution or progress of the Work Interpretations 'and decisions of the Consultant shall be consistent -with the intent of and reasonably infer..able from, the Contract Documents and shall be in written.or graphic form, A,Zb7-7 The Consultant shall have the. authority to recommend rejection of Work whioh :does fiat conform to the Col tract Documents. Whenever, in his/he°r reasonable opinion; the Consultant considers it neoessary or advisable to Insure eoixipliance with the Contract Documents, :the Con8ultant will have the authority to .recommend special 'inspoctlon 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: A2.6V8 The Cdhsul"tant shall prat ptly :review: and approve, ;reject or take action on shop drawings, samples, RFI' alto other subrriission;S of the Contractor. Changes or substitutions to the construction. :documents,shelf not be authorized without concurrence of the City's Project: Manager and/or Director of Capital .Improvemenfs, The Consultant shalt have .a maximum of, ten (u.3 calendar days from receipt of shop drawings, samples, itF1's ar other 'submittals by the Contractot, to return the shop drawings or submittals'ta the Contractor_With commerits indicating' either ap;proval';r disapptoVal. Consultant shall provide the Gontradtor With a detailed Written: expian8tion as to the basis for "rejection. A2„07 -g The Consultant shall initiate and ;prepare required documentation for changes as required by the. Consultant's own observations or as requested by the City,, and snarl review ..and recoinrrtehd': action on proposed changes. Where the Cdntractor :Wbmlts. a .request for Change Order: or Change Proposal. request, the Cansult6ht,'hall, within ten (9u) celerlder days;.re`view and submit to 'the City; hisfFrer recommendation or proposed odtion '.long with: an 'analysis and/or study. s pporting such re-commendatiori,: Az.o o The Consultant shall examine the Werk'; upon recelpt of the Contractor's request for substaitlal. completion inspection of the Project and shall, poorto occupancy` by the;. City, recommend' execution of a "certificate of Acceptance far Substantial CdMpleti, on' :after fires ascertaining that the Project Is substantially cornplete in occordarice with the contract requirements; The. Consuitant shall in conjunction whit 'representatives of the City and the "Contractor prepare a punch -lint of any defects and discrepancies in the. 'Work required to be correctie by the Contractor in accordance with Florida. Statute 218.733. Upon .satisfactory corl`ipletioh of the punch list the Consultant shall re+rohi and execution of a "Certificate of Final Acceptance'” and Mlscei[on eous� Civil:Engir4eer".ing SeNlces [2� �, R50. No. 12'1'8-bb4 Sinnteo i ensulting Services, Inc. PROFESSIONAL .SERVICES AGREEMENT final payment to the Contractor. The Consultant shall obtain from the Contractor upas sotisfacto.fy. h , all n e. completion of all items on the punch -list, - i :necessary docUftl htdtibri from the Contractor Inc-luding but not limited to, ,all :guorahtees, operating and. m0thteharipe m0nu.als- for equi , bht tpledt*ps of liens other documents:a - d 11 -certificates Idlairrip and _5ues 'as may be licab and the, deliver them to the City .before ',final. req ppp codes, law, n yi* by wde. acceptance shall be issued' to the Contractor. A1.07411 The Consultarilt shall mor iftor;arid provide. assistance in obtaining, the compliance with its: b0htraot .(00Ve -to I) Injtlol, instruction of City's Oergohhel in 'the operation t" d ppra ion In., h.101.1ritonandid of a t*br,,t.y.�tem,,:,2,),.I.ni,,tiaI stort-up and testing, adju.sti6g, and_balapqlrig pyequipmen of equipment and system An. .3) final oeao-qp of the Project to.:assur a:srnpoth transition ffot: constrUctiari to occupancy by Chia Qity, A2. - 07.;-12 The Consultant shal1,furnis h to the City the original "documents, including drawings, revised od to bulli" conditions based 6h Ifformati.6171 furnished by the C.Ohtradtbr; suN6�,, and specific condition, .In preparth9 the "as -built' Oodufents he C6psjijta�t-dhaff. :rely ori the acouraay Ofthaji'lfdroa on provided bthe Cortractorjnclud.ing'the Contractor's srecord draW: ingt; Any d.bftif.ld, a'rtioh.. required. under this Agreement. including the contents: of Osbuilt" docur'i is: i& conditioned. uppnthe accuracy :of information and documents 'provided. b fineconstruction contractor . Transfer of changes made by '"Change Au thorization% "Change Order" , 11 -. "Request for ,Informa-tion " , subst[Wfion approvals,,or;other clarificationswl11:be-!heConsUIta0t%responsibility to incorporate into the "as-biillt" and retardldocuments. Changes .made .inthe field to §,Qit fieId:c6hdl#ohs, 6r otherwise;made b' the 'by Contractor 0 the _.ma 6 y _b:Coht(att :for its con ,* rijOnce,, Shall bethoirkqd :'by h "Plato Record Set"' and I ferred to, the original contract do0pr(i6rift by the C,,b.nsUItqht.L The 'r aris original , g rigin l.db6arnerits,I 8 Weil as the "F * ield Record Se,' .shall become the property,ofi b the I reproducible'seit of all other final .doo6ment swill be furnished to the City free ofcharge by the Consultant.. A2.07-13 The Con)§Ultaht shall furs lshlothe City one cbmlJIetb.set of 'Vkt-bQflt Drawings :in AW6,CADID Version 2000 or such other format acceptable tpthe City. The Consultant shall furnish to the City a simplified site plan and floor plan(s) reflecting "as�bujff" conditions with graphlc..scale� and north; .arrow. Plans must ,show room names,.. room numbers, overall dimensions, . square footage ofeach flobrand.all fohts Used in the drawings. TWO sets of 0rdwings Shall be*f rrlshbd brJ24":X"36" the t" d h ekpctrohlopopy, The Corisu Itant, shail assist*the 0jttylpthe comolet on ri -f the dontraotor's performance evaluation during Work and upoft final completion lef!6 , n .. o . f the he Pro J I ect. Mlacelibneous Civil 1=nglneeOng Services RFQ No, 12A304 PIROHSSIONALSERV(CU AGRIHEMENT ARTICLE A3 ADDITIONAL SEOICE .A3,01 GENERAL Services :categorized below as "Additional Services" may be specified and authorized by City and are: normally considered to be beyond the scope of the Basic �ervjces..Addltional Services shaif 'either be identified In a WbrR Order.of sholl :be'authorlzed by prior written �..ippf val of the Director df City MaChe identified ger acrd will be compensated for 'as provided -lo, phmqnt B,, 86c.t.idri. 13A;06. A3:02 EXAMP., LIES. A-,K:6reir1,:A'.ddltIonaf Services may Include, t Except asm,5y. be sPec.ified in. Schedule but are riot limited ,to tho following-. A3,02-11 .AW.ralsal—s,. Inves.tigation and oreation. of detailed appraisals :arid vW.,u flons existing faditides, and surveys or inventories inconnection with cbmstruotlob peffioemed by CIAY A43.02.2 Specialty beslam Any additional special :prof. sslon8f services not indiuded:iri the 80O.Pe of Work,.. Extended Testing & Training : Extended assistance beyond that provided under Basic:Services for the initial starWp, :testing, adjusting and balancing of any equipment or system,-, extendedtraining of 1pmen and . ;systems, an : consultation I during City's personnel in.d.perdidn of Oul t d "' t d — sWation d r1h1g. nd em4hob vajhoa(�s, o. tdch't' IN d r6pbra ibh:o 1 ether than. those Provided by rain rig.; an p_ , t ra.ingla....p.aint the Goiitractor,, sob-tcohtradtor,. or equipment Aim -4 Maior Revisions: Making major revIslons 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 City and are due to -causes beyond the control of -ConsLfltant. (.Major f6visl6hS are e " d ir' � � ritof sijad6sand/oescheme and[brlaq defined as those:dh�hijin "the Scop Work rangerne g .,pe of anc sJohific,arlt portion thereof), Preparing: to serve. or serving as an ex y arbitration. Excrert Witness pert witness: in connection with i tion. proceeding or legal proceeding, . I providing, however, that. . Consultant cannot.testify,against City in any proceeding during.the course ofihfs Agreement. ,43.A2-0 . Miscellaneous' An o-ther services not otherwts- ', .included in thig Agreement.pr not wstompffly furhish� jn� accordance With generally accepted aro.1tectural/ . practice to construc on. A3.0, ADDITIONAL DESIGN The City rnay,.at-its -option, elect toproceed with:additioh.lservices relating` t. oft -h Prol ct, Ap,_TICLE,A4CI.TY*'tRtSPONEi13ILITIES A4.-01 City, at its expense and Insofar, as, performance: underfl-ils. Agreement may requIre, may furnish Consulfanfwlih the. information described below, ori.1f not readily available,may authorize Consultant to provide such information as an Additional Servicei, eligfibld.as a ReimbursableEx: e so. A4„01.1 Sure o t Complote.and. ecwrato surveys of building bitt locations of sites,`giving y (lim .eri. sioro, 100a exFsting struct6ps, the grades ,and lines o*fst'ree t, pavement, and properties'; the rights rest'riotions, easements, boundarlesi a . nd fo,po I gr . ap I h 1 , o , data a of a building site, and existing utilities information: formation regarding:se-wer, water, gas-, telephone:andlor electrical services., Miscellaneous [271 RFQ No.. 1 2-J 3-604 �Stante'c consulting 8ervices,11ric. PROFESSIONAL $ERVICESAGREIRMiENT A4 of -2 Sok Borings, Geotechnical Testing,'.Soil borings or lest pits; ,,chem'�6al,,,.mechanica'f., structural, or other tests when deemed necessary; and, if required, an appropriate professional interpretation 'thereof and �recommendations. Consultant;shallremmmen'd necessary tests to. clty;, A4.01;3 General Project lnf—oftafldh-i 1hfor.hiat[on regarding Prbjedt Budget, :City and State procedures guidelines, assistance required estqbfIsh;Ih9 a program :as per Section A2,02 A4 01 4 EAstlho Drawings: Drawings represenfingas-buk conditions at the :time of original construction, * subject to as -built availability. :However, such, drawings, if,provided, are notwarranted to.re.pres6ht condiflorisas of the dateof riecelpt,Consultant must;sfall perforin field ln'vestigatiaris as necessary in ,aoccrdance With Sectibh A2.01 to obtain sufficient jhfOtrfi* tion'to perform. its services, thvOtigotivel Oth -in advance; 'f N * 61:R Item d, Must orl4ed —,xcesso 'orm brits," 6§,defin.e A4'U1 wig The services, information, surveys and reports described :in M.,011.r1 through A6.01 4 abov%ishall be furnished at 61ty's'expense, and Consultant shell be-eirititled to rely, upon the.accuracy and :completeness thereof, provided :Consultant has reviewed all,swh WormatI60 to det6rmlhe If :addiflonal, the :,Prqj t A4.02 CONSTRUCTION MANAGEMINIT A4,02.1 During construction, Gtn.sultant and theQR y;gtaff shall .assumothe responsibilities described in the. : supplemontar tract: relating t mew and Qoaeril bbriditi6ilsand conditions of the constructibriton ore, �y approval of the construction work. by the'.'Contractor. A4.02-9 If City observes Or ctierwise.bocorres aware of any fault.or do.f6ctIVO: Work. in the Pr6ject, of other I :notice 1 .1 1 noribbfform6noe With flip contract during 'construtti6ft, City 0011 Ovdl� prompt nptice Mrjbo.f to -Consultant. $tantecl Consulting 8ervlces, Inc. PROFESSMNAkL'SERVICES AGRF-EM.EN.T SGHEP'ULE M. - Sut-00N . SULTANTS ..... ..... TIRM NAME C-0als + Rogera era Oeslgh'Shtdto Inc, Ro bayna & Associates, Inc-. Milting Engineers of Florldq,i Inc., Toy'l6r.Engin"e6rino, Inc. CONSULTING FIELD Landscape Architect LandZurveYing and MapPltig, Ge6tech6lcal Engineering Stora water Modeling SCHEDULE A2. - KEY STAFF NAME. JOB CLASSIFICATION. 'Ramon Castella, PiE, Prindpal -Dadlel GrwlOal, P project Manager ,Edw i aW D\r P.E. Michi,getWhe[ani PE. GuillermoSimon,P.E. 'Project Enginea �Carlo§,Hbrdbbia, P,,E. Senior 5nglneer Diana Sudassassl,.P.E.. Senior Engineer Sean Corn pelSenior En.gneor Miscellaneous Civil Engtheering Services RFQ No. 12-13-004 ATTR CHM5NT 13 - COMPENPATION, ATTACHMENT 9 - COMPENSATION AND PAYMFENTS ARTICLE E.1 METHOD OF COMPENSATION The..fees 'for Professional Services for each Work Order shall be: determined by one of'Che following methods or a combination thereof, at lho option of the Oleectoe or dedlgn0e,. With the c6n*06rit of the a) A Lump SUm .(See Section 133.01), 0) Ah Hou . rly Rate, Is.defined 133.02fn,,Soc. jqoi. and at the rafes.sotforth .in Section NOTE: The. Lump Sum manner of, compeasation is *the preferred'and primary -form. of compensation. 84.61 COMPER5AVON LIMITS The aggregate surn of 611 p6yrtiOnts,for "f6es and costs., inc1ud,jn,g:reImb0sabIe 6kpen,sos, to 'the is 6unt'sp,'Pailleci inSept GOM.Wltantlpdyable h City under this AgrbOi 6rit.shall., be limped to the am 2,03-1"as 4he r' limit 1 6 d'f pridot I Aor6emeht, UM6 :no pa, Imum qompe rilimi or cumu.03vaeXpen I uros — 0115- 6.1tournstanobs will'thO City have :any 6tability* for w prk.. perform ed or as otherwise may be alleged or *rned by the Consultant, 66yod* the cumulative , especifically -amount provided hereinx except where n . P - - a- 'in accordance. with. the City Code by City 'approved v h Manager or City Commission as applicable.as an increase to the. Agreement and put into effecbila an Amendmbrittolhis Agreement, 'Bi.02 CONSULTANT NOT TO EXCEED Absent an d 'Amen ndrit to 'the Agreement ri P e men , or t' any y, $ppelft Work,. 'Order, any maximum -dollar or ;the event ore soexceeded.� pereqnt4g., a, amounts e0sotI.or1shall not -beexceeded: In thobity shall have .,no liability or responsibility for paying any amount of such excess, which will be: at the. Consultant's own cost and` expense. ARTICLE-82,WAGE RATES, bzbi NEE 9ASIS Ail fees and compensation payable under - this Agreement.. shall ,be formulated and based upon the averages of the certified Wage., Rates that: and approved by the :Director: The ,ave racies'of .sdDates td certified Rates' are suirillm"bri4od in S-bhedQle 1511 incorporated *. 'horeiny reference. rep, b f - 'Jq4e. 'Bard Wage Rat Sard the -Offec , five direct hourly '.rates, 1asa`ppw*,0,ved by the City, of-& bbh8Q'40ftj.a0d Sub-coh.�uifaht rnlploy(�bs I I h the l*e, professions . :aril :t pr;;.'ns bCaWgofla$ that are to. e utilized to-,orov1015 the services tender this Agreement, g t, regardless of manner of compensation. 92,10 EMPLOYEES AND JOB CLASSIFICATIONS - t b used during Schedule. BI identifies 'the professlons,: jab categories-bhd/o' riorploye, eis expected o , . e,Qs u flng the -term o. this Aoroeffib-t. `These include: arcbitemts , ehgineeps�,, lands'dape airch lteotp, pkofess.fonal interns, d6tignor§ CADD technician qj4ctmanagots"GfS 6hid environmental specialists, p..Pdc(ftpati.on�i,9.v.rit.e.ra., technicians, , . : . and Work,;; environmental , , fir . ve-su' rt ' 1, determining componsa on for give cl6ribal/adMinIstrati , support, and oth.6rq,,.ah.g8g0d "in the Work,,, P. Slope of Work, the City reserves the right to 'recommend the use, of the Consultant. employees. at particular VV`69e late levels, B2.03 mmmpuER For Wpr k_ assigned Under thisA rodment M It" 1- ,"of 2,9 shall Opp. to thb, Consolfain't' average 9 V IRPT o. - I I..". - - .s a hourly ..Wage mates 'in calculating compensation lYthe .Cit..y.,Said ,n1u: ti.Iierj-s .n..'. o -,o- d, 0 to ." cover the; Consultant, 0fand andover e including; Wlthwt I!mittton, office rent joca" I fel0h.one and. utility charges, office and drafting supplies.( depreciation of equipmenti profess�lo - n , ai.dues ", "subset I ipflon s, stenographic, . I �administrafive :and . clerical . ,sy.pport, other, employee the '6 y f; m or travel. and subsistence. not directly related to 6 'project. A copy,,of ur it .'a FloridaDoptiftmentdf Trzinto'rtatloh ("FDOT") LoerWhi�� E.bdem letter shah b , a P fortevi.. W,. 82..,'04 CALGULATION ''Sold. WogbRato .are to be utilized . by the Co.n8ujtanj'ljnealcuIatjhg compensation payable for specific it . assignments and, Work Orders as requested by: the City: The .Consu ant.sh8li identify_ ,jobclassifications, Usceilsn®ous blVil Engin.'e4irig SerVices00 1 PZFQ No. 124&004&004 vi.ces, no. ATTACHM ENT 15 - COMPENSATION available staff and proje6ted man-hours required for the proper com n val , pletio of tasks and/or gro* ups tasks,, In llestohes:orad deliverables, identified under the .:Scope of Work as exemplified in Schedule A2. B2.05 EMPLOYEE BENEFITS AND, OVERHEAD Regardless of the method of comhpengatidh .. elected eir6iq, compensation Paid by the City shall, -Via the -mulill'O.1 I[or, cover 61 1 1 "the Consultant C . b8ts]n I cl , U d . I ri .. 0 1. j without , . I , Imitation, y omP1O. .eo fringe berie fits (p g. sick leave, ', vaca Ion, :holiday, unemployment 'tars, retirement., medical,, insurance and unemployment benefits and ..an overhead factor. Failure to' comply \With this secil'on,shall be cause for cancellation of this -Agreement. 82.00, ESCALATION There shall be no es- la ca , tl6h b allge as pdrt of thisAgrelerribrit, .ARTICLE B3 COMPUTATION OF FE15SAND C-011VI ... PENSA TIO , N `The : City bgr.ebs to,pay _the Consultant, and.the� Consultant agrees ees to accept far :Mvice s rendered pqrsuint to this Agreement, fees P rri0.0tedby one or 0 COMbIhatiOh of the methods outlined above; -as applicable, in the folio tog manner;. 8�3.61 LUMP SUM, Compensation f6r,a Scope of Work can be. a Lump Sum and must be mutually agreed upon in wriffrig.by .the City and -.the Consultant and,. stated in 6. Work Ord6r, LUmp Sum comp* s en 01on is the' Preferred method of ' ' ' 'it ' =mpqnsa on. 1-1 Ll UMP 8'.0 m1pom tj .perisapon 1 shall be -calculated by the Consultant utilizing the Wage Rates established h- ro1.I,1_ 1 Prior to is .�a.ork ;require "the Consuftantto verify oru8, tify its reqqosted Lump ;gum .compensation; Such verification shalt present,, s6fticlent information as depleted !rt.,t heduleAZ 83.0:2 HOURLY RATE PEES. fates for t COns ltafvt'�arid SUb1_QOnsUIt0nt emplOye6s 143,92-1 Hourly Rate Fed�shall. be those ra he W in id6htifidd in Schedule 131 Wage Rates. Ali hocifly rate ,fdoswill hno I d m iU not to 6RQ imq, lg� b m T. h tnolusiv8, of ii do' _. o City olhallj, .0 no for any. fee, costs expressed in t. ht 80t,:.dbcu ehts� I OV. (lability cast or eXpieriso h is. figure.: E .0,2 Conditions for Use. Hourly Rate Fees ,shall 'be used only [n'those ,instances Where.the parties 6 r6e thatit'ls not , poss i e o determine; dbfIno,.qUa tif and/or calculate the completenatUrpandlor:bspeots tasks, maryhows, or milostod9for aparticular Projector portion thereof at the ,time of Work Order .Tspuan.b.e.. HOUrlyRate Fefjs* may bio utilized, or Additional Work: that is similarly. Indeterminate. in 'such cases, the,Ity will , estqb'fish an Allowarip in; the Work Order that shall: serve as -8 of Exceed Fele.for'theVotl< to be performed 11 1. : on, an: , Hourly Rate basis. 83J03 REIMBURSABLE EXPENSES Any: feesfor authorized TbirribUrs"able exp� : e , r) . so . s , shall,rot Include Q'har-ge§ fathe x . * ,. i Coh.suIt8nt,bpndihd, e.ren or overhead epenses of $py kind, including focal tele3h000 and utility charges, office 040 drafting Asupplies, depreciat"too 04 equlpen.t, ,3 fofe8, slo nblO'Loot subs' " t, lo"ns,, etc:; reproduction of P vvi gs an specifications ions a pve the quantlifes set In this Agreemen mailing, stenographic; tenographic, 01erlcai or Other employees time for travel and subsfstence . All reimbursable services. shall be'billed *to the City .,,at direct cost expended by the I Cbrisultant. City authorized `reproductions ._in fexcess of sots '111 be d 8 reqUIr,edateach phase of:. the:WOrkw olimbursable.. xPensot The City Will reimburse the Consultent,fcr authorized Re1M.,j)Urs8bl6 Exi)bhses..,PU I rsubnt to fhelli'MitatiOns of this , _Agreement asverified by supporting rt,ing documentation 8ppmod appropriate by blroplo,t. or dne e includit.gj vvItho tlon,Aat0ed bil1811:emized,inv61cos and/or coples of: cancelled checks. tlb2l FEE:FOWADDITIVE or)JEOUCTIVE ALTERNATES;- , , - The design of additive and deductive alternates; contemplated as part of tori§lhal:Sc he 'Op..ofor Pa rojed as authorjzed by the Direct6rwill bpconWde-re-d a '' perk o art f'Ba$1 Services. The design of additIveand s i deductive, alternates that are beyond the original Scope of Work. and.,cO*.ri8truQt. On budget may �ei billed to Miscellaneous Civil Lnginaerihg'8brvices 1311 RFQ N6,1.2-18-004 . Pteol ATTACHMENT'8 COMPENSATION the city as Additional Services, The'fees for alternates will be calculated by :ane of the three methods outlined above, as mutually agreed by the _blREGTOR and the Consultant, O3.b:S FEES FOR ADDIT,IONAL'SERVICES Tkie..Cdnsultant m'ay be authorized: ta,perf'orm Additional'Sarvices for which additional co. mpensetion anchor Ail nbursable Expenses, as defined in this. Agreepi;erit irrlder Soo 85176 and 133.03 respectively; may be applicable. Tkie Consultant shall utilize the Work Order (proposal Form'sn'o worksheets which can be found an the City's Wabpage at; 'The Webpage also provides the procedures for completi ATTABHM04T B -,COMPENSATION '134.0211Ft7R COMPRIEHENSIVI 1BASltr SERVICES 1✓or those_fProJects and Work orders where comprehensive design services are:stipufated, said payments shah, In the aggregate, not exceed the percentage of the estimated total Baslo :Compensation Indicated below for each. Phase, 134.03151LLINCa � HOURLY RATE invoices .s.ubMitted by 'tie Consultant shall ,be sufficiently detailed and. accompanied by supporting dooumentation to allowfor proper audit Of expenditures Wtier services are authorized oh an Houri:y Rate basis, the`"Consultant shall submit for approval by the Dlmdtor, a duly oertified Invoice, giving names, classlficat on, salary rate per hour.,' hours worked and total. charge for all personnel directly engaged ori -a project or task. To the "sum thus obtained, any authorized i eimburs abie Services Cost may be added:. The.Consultant shall attach to the.involce all supporting: data for payments made to and incurred by the SubuConsuftants engaged an the:Project.. ] addition t6 the invoice, the Consultant Shall, for Ho irly Rate authorizations., submit a progress ,report giving theperoontoge of:completion of the Projeot.deveiopm'erit and thetotel. estimated fee to"completlor. 544..04 PAYMENT. FOR ADDITI NAL.SERVICIm8 8 RMMIS RSABLE EXPENSES: Payment for Aaditlonaletvices may be,,requested monthly in proportion Eo the services,performed When such senlloes are eutho.,rized on an Hourly Rate basis, the Consultant shall submit for°approval by the Birector, a duly "certified invoice, giving names, classification; salary rate per: hour, 'hours worked and totat charge for all personnel directly .engaged on -a project or task, Ta the mthus obtained, any authorized Reimbutsable °Services Cas#'rriay bo: added, Tho ohsuftant shall, attach: to the i.lvoice all supporting da#a for: paym'ohts made #o or Dosis incurred ,ay the: Sub -Car sultahfs. engaged an the project or"task.. _ In. additlon to the lWolce:, the: C hsultant; shall, for Hourly Rate authorizations, submit a progress report giving the percentage,.of complobdn of the. Project development and the total estimated'fee to completion. B4,044 DEdl1.0 OMs No idedudons shall be made from the Consultants compensation on account of liquidated damages. assessed against cantractdm or other sums Withhold from payments to oonteactors,. AR'T'ICLE B5 REIMBURSABLE EXPENSES:. B5.6i GENERAL Reimbursable Bxpenses are those, items authorized by the City outside of or In, addition to the Scope of Wank as identlfied''in the `lli(ork C7rder (as Basic Services andror Rdditional Servi'oes) aril consist df Victual fObaditures made by the Consultant and the Consultants' employees the Sub -Consultants, and the. Sp:eoial ub�ConsuitanI ih' the Inferest of. the Work for the purposes identified be] oW . :85.0'1.4 Transportation TranspQrtaiion shall not be considered as reimbursable expenses under this Agreement. E5;.01-2 Travel:And Per Diem (ravel and per diem expenses shall not. be considered as relmbursab 6 expens..es under this Agreornent, 85.01-3 Con mun cat an Expeoses Identifiable communication expenses approved try -the P.rojeet Manager,long distance telophario, courier and exp"rens mail between Carrsultan't'ard Sub-ebnsultants., 95.01-4 R production, 1?hot45gra0hy Cast of printing," teprodu' Ion or photogrophy, beyond that which is required by or of`the Consultant to `deliver services, set fol th:, in this Agreemen#. All reimbursable expenses must be accotrtpar<1ed by satisfactory doCurrientat(on: Miscellaneous CIvif Engineedng 8ervi Des [33 f Rm No,, i.Zi '-Cio4 Stantec Consulting ,�aervlces..,:'lnc. ATTA0Mt NrB—COMP04SATjc* B5,ol,q Permit Fees -All Permit flees 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: BS 02 RBI.TitinURSEMENTS TO THE SUB-CONS'tytrTANTS Reimbursable Sub -Consultant's expdnses are Limited to the items described above when the Sub- Carisultant ,agreement pr4uidos for ler bursable expenses end when such agreement ,.E as begirt preulously epprovod in :writing by the. Director and subject to all .budgetary limitations 4A0 City an requirements of ARVCLE= 55 herein, ARTICLE B6 COMPEN5ATICN FQR REUSE.of PLANS ANDSPEC.IFICATIONS. B6.01 GENERAL It is understood that all Gortsultant;agreements and/orwork orders for.newwork will include the, provision for the ro-use . of plaits 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 m or documents being regi.tired and .without .reccurse'for such reuse. lvliscellaneous GIvCI Engineering Services [341 ftF0 No 12-13=004: Stantac Qo sulting Services;hOi ATTACHMENT 13 —COMPENWION AITACKMENT B - OPMPENSATION SCHEDU.LE-131, - WAGE RATES SUMMARY Jesslea. Perez :Clericaf $13,00 HOURLY RATE Eduardo Roboina Landscape Architect Intern NEGOTIATED (2.9 Multiplier INDIVIDUALNAME JOB CLASSIFICATION HOURLY RATE Applied) Rambri Cast 118., P.E. Prin. pal., $13;4 �$2*28Z Mustafa Alkmaar, .El PrAecfMannor %42A 1 T Anderson, E. facy,nersom PJ 50 Edward Dvorak, *P. E. tori irreerlii iriter`i $31:00. $89:90 ,J.dff Crew% P.F=' Richard W6hlfarth '8enj.qr,,Engine6dng GUIllbrmb Simon, PjE, Technician $23.00 Kerr Michael Whelan, , REM, Inspector $58.80, $169.01 David Clarke, RE.. SeniorLandscapeI i Carl�s'Hqrd` REi o . Sean Compel; RE, Heather Anesta, RE. 0i6ria: $6dassassf, ;P';E:. 08daf:Roba'yna :.P E. Paul, Ca6dg,e Jennifer.Slkes:8.ehfor thbineer $ 2.00 $150,,80 Jesslea. Perez :Clericaf $13,00 !37.70 Eduardo Roboina Landscape Architect Intern $21x.48 $ kl,§g ,Sean Gerber CADUTechniclan— .$25.00 V2.:50 MarlQn, Medina, El Clerical $13;4 07.1:70 Mustafa Alkmaar, .El Senior PSM %42A 1 Eaft Henry,: El 50 Bflah* HoesmaO tori irreerlii iriter`i $31:00. $89:90 Julio P.Of,a[Vale Alicia Avila '8enj.qr,,Engine6dng D anfef Hartke. Technician $23.00 Fernando Vargas ben'ilo. o d Inspector 1 $4.00- $66,7.0 "I SeniorLandscapeI i RLA Laiid§ak Architect $34.44 Tiffany Marson Landscape Architect Intern $21x.48 $ kl,§g Rodrlo lvlor6fosOftt ftri' n CARD K *r"r,'ie Haesele Clerical $13;4 07.1:70 Jose K RlVos' PLS Senior PSM %42A 1 Pavel CnJz-Jon.athori 00 raliza 50 Additionally city will pay: Man Crew Party Nrty Chief Iristir brifMan � . M Rad Man. surdaned. Daily Rate. 4 . .4,00 Miscellaneous 01vif Engineering* Servfces ;3tant.bcQbbsu1tlnq' 'SON10%, Inc., 2. 4 Mah.Crew PaRy Portly Chibf I nstirumerit Mari h T�'6 ' Meh -(Bur!p (Burdened baflykate: $1177.29) [36, 1 RFQ No. CORPORATE RESOLUTION WHEREAS, StanteG Consultin SeMces, Inc,, djes' to enter into a I � I 1 .1 � Consulting t 1 '9 - ,!rps , Professional Services Agreement. (,'.'Agreement,") for Miscellaneous Civill Engineering Servtcas with'the. C ity,of Miami (":City"); WHEREAS, the Boam of I blfbd-tbrs at a duly h6ld tofp-orcate meeting has considered thefti4tteir in accordance With the By -Laws *f the ' ws *0 e NOW, THEREFORE; BE fT.IRESOLVED BY THE BOARD OF:PjRECTORS that this corp*Orptioh Is hereby autho.riZed enter Agreement wit the to 0 t :into an Agn�em it City, and the Vice-Poagident >aftd Seototay are hereby:aLfthoO�ed anddL4ted to execute o Agreement In the. name -of this Corporation and to execute. any oftr d ";cum 'an pe form any acts in connection thereWith as, MaV bb requited to accomplish l its purpose., IN WITNESS WHEREOF, d6Y 6f------ V2014, wy (Corporate SeaI CERTIFICATE OF VOTE B unanimous ous written �bffha � Board, of Directors fStantec By Consulting Services inc.,:dated June .8, 2006, it w.as.vpted, f hot Jenhifer A,,I..A ddisbh Vice Peeildehf Secretary I . ....... . . .... NameOffice(lEm' 01oy�e of this company; .be, and bereby are cothbriaedlo execute d Contract in thename 'and on b(tbalf'! of sold 'cornpany, f elating fb the PrMe'sflondl Servides Agreement tai Mise llanews ClAt Eng lnoe'roj -services w*ifh the City Oumlan.fl and affix its corporate seat hereto; and such : execution of any contract n f.bls. compo[n-yits naMe on ftsbehalfby such offjqer/empjQyee(s) under Seal -of the -company, shqllbe valid and .binding :upon . thistbrhod'hy., I hereby certify that I am the Secrefiary of the above named' cQmPqnY and: that Ramon Cost P s,bf sdl.d coM'pd*ny, pliq ano ippialfer A.I. Addls6n .are the dOly a *ObIM6,d ethpllolylee and that the.abov&vote has not been am,.ehded or rescinded. aria remains in full force ,January 24.i.2p.14 Date detInifOrIA,11. Addison, Sec.refory, .04 :o A81 CUE„' 7101 7.}0}{(22y� 7xA. �x0 7,10 1'1,, 742' 7193 '7.94 7,96 . 7.91. r/ i2t) 7,21 6✓�Yi—AAMA.t. A%JArAr.7 . r.w> r xYYk r . ...� x .rfYk>Nk _ - GENERAL CONDIT16.. iY Yx.rw...... kYk.t OEOFS«ERVICESYx x, .r , ! :.< ., .. - ltr. .....ra EI�RrTl f'I1i'�CE�.Y x.�.YY�r..o NNY. xYhx tx YPx kY+ -rU ,FORMANI;g ANTS DELEGATION 57 1OVAL OF UNSATISFACTORY PEkSOtdlEL ISULfANT:kEY STAFF . 7 P R OERFORMANCE > JI3•Ci 1NSULTANT FtELA C IC}N HIPS ,. 7 HAN E TO 8,U"E-CON UL TANTS , 7 }'.� • Spry ENERAL ue. U ONDITIONS OF DEFAULT 8 ME TG CURE`0EFALTA FORCE MAJEUiE,,..._ 8 . T'ERMIIL,AT'I.QN OF AGREEMENT,r.Nr..:,: .r..... x.. Y r..Y.- r.,x,Yxnrx .....> , ...x............... ITY'S RIGHT TO TERMINATE:;:. ONSULTAN"rg RIGHT To ERMINATION DUE To UNMS' OLOSED LOBBYIST OR AGENT,>., 1;._0CUMEN' A S AND .. ..<Y......................YxyYs Y+ y bvrx. x».xk Y"i WNIeRSHIP OF T)OCUMENTS ; r.... ,.. EUVERY. UPON REQUEST OR OANCELLATION . 9 E�USE BY CITY ONL}IS�LOSLIRE .. t t ..9 AINTENANCE.OF RECORDS. 1Q INy��D�'AE'MNIFICATION FNSIJR ,iV{JEi .Y4x.,r .xfiKP YkkY 4kbxiA4 i:MPdx Yk SYYk Yx P'Nx++Y Y k.Y-. xP .Yti•...x.a 1 OMPANIES PROVIDING COVERAGE. „ rERIFI ATION:�O�' 14NSURANCE'-COVE�CE ,;.r,Y..,. ea, ,bCIFICATIONS TO COVERAGE '" i BIGHTS';. ; 1E, GREE i ENT ......1 bESSOR$ ANIS ASSIGNS �� F1NiN�hIEO TIA' If N OERTIFICATE ,3 It ABLE LAW AND VENUE OPLITIGATION . ...,k.i ....,. , 13 F PREPA ATIQN . , .. I4 RI"TY OF F ROVisloN ka 4 ATI(7lrb-11AI1/ER OF JURE' TRIAL Y ... ISI. �.Y 7LIANCE WITH 1mAAYS Y .Y,« f S ARTNER F11P. r. TABLP_aF C0N,TEN'T5 (C0NTlN0.FQ) 7,22 DISCRETION OF DIRECTOR r wwr,. 15 7.23 RESOLUTION OF.CO.NTRACT'pISI�IITES 1 762.4INDEPENDENT CQNTRACTOR.'. t pT^MiHM*ENpi"7COPE OP WORK,"t, ARTI `{.{Ll- A1' y�-.GE('yN RA ye�,d.�.z(I A1.01 �3COPE' F.SERYICr;S .-1-20 A02 WORK ORRERS , ..20 ARTICLE A2 BASIC5EF2VICES #. 21(1Y } '• 1.. t r .R S 4. n Y}k tdd 4t N tY() tii YY RYX fi W , iY �1 2Y.� _ ` Z0 t3EV C7PIvi CdT OF OBJECTIVES.—t— IVES x „i 21 A2.02 ANALYTICAL REVIEW... Y.:.... .,... ........ ...........21 A2.03 :SCH MATIC 3I=SIGI�I: ... f.. 2 62.04 �3ES16N DEVELOPMENT �.,,. ..5. 22. A2,05 CONSTRUCTION I�OGUMtNTS .122 A2r00 BIDDING AND AWARI OFCONTRACT 23 A2.g7 ARMINISTRATION OF THE CONSTRUCTION CONTRACT 24 ARTICLE A3. ADDITIONAL SERVICES 27 A3� NERAL ,. 27 A3,01 EXAMPLES . 27 A3,03 .ADDITIONAL DESIGN f , xn 27 xi ARTICLE A4 CITY' RESIC3N(BILITIES.i....k.... .,,, r tE....:..,.., :..,.•tr.. k :. ,.r..... 27 A4.01 `: PROJECT &'SITZ= INFORMATION .,.•,......... r {.:... ,.. ...f, ..,,.,;' 27 A4.g2. CONSTRUCTION MANAGEMENT .2$ S(aHE?IJLE Al "SU dCt�TSIlLTANTS 29 ... . ...... - P,TTACH E1VT C COMPENSATION.AND PAYMENTS...,t... . ....:. . ....: .i. ,...�. ....:30 ARTICLE 8 ' METHt7R CiF'`COMPENSATI B1",01 COMPENSATION LIMITS 4 o,, 3(1 B1,02 GgNSU.L! TNOT TO-EXCEER .. w. ro.30 ARTICLE 13 'WAGE RATES..Q B2:01 'FEE BASIS < 30 . 82.02: EMPLOYEES AND JOS CLASSIFICATIONS .t.i ..w, 82,03 MULTiPLIER:�i . 34 B2.04 CALCULATION E �0. B2.06 EMPLOYEE I3ENEF1fSAND OVERHEAD 31 B2.06 . ESCALATION r .Yf • ..31 ARTICLE 8S COMPUTATION OF FEF AND C6MPEN$ATION 53k01 LUMP SUM 8.02 HOURLY RATE 83.03 REIMBURSABLE EXPENSES.,r ..,< ,f ., ,.e .,.. .•.....,., w, 83.04. ' FEES` I OR AIIIITIVE,or DEDUCTIVE ALTERNATES 31 83.05 FEES.FOR ADDITIONAL S.Ek'IfICES .:. ....... :: , eras PAYMENTEXCLUSIONS ... �2 83.i}7 FEI RESULTING FROM PROJECT SUSPENSION....... : ,..... 32 ARTICLE D4 PAYMENTS TCS THE CONSULTANT: x ..i ..,,: 32 84.0I PAYMENTS GENERALI Y. 32 B4102 FOR COMPREHENSIVE BASIC 83 B4.03 BII-LING — HOURLY RATE .t.,; ,i< .:, 33 $4.04 PAYMENT ADDITIONAL "SERVICES & REIMBURSABLE EXPENSES B4.04-1'DEDUCTIONS .,.> ,, 33 ARTICLE DS REIM8ft* ABLE .EXPENSES „r 3 85.01 'GENERAL 85.02 REIMB' URSEMI NTSTO THE SUB C'3N$(J TANTS,„',. , 4.ww.) • ....4•> 34 RTICL<E B' 6' E ION FOR REUSE OF PLANS ANb SPF,61016 IONS z 34 86.0I GENERAL. 34 OHELIULE Bl WAGE RATES SUMMARY 3S MIsbel(anooUs Civil ErldineoHnq Services; I kFO N6.12-13-004 12.13.004 s9RS Engineering, Ino. A. The City, issued a, Request for Qualifications ("RFQ") No12-13-004 on November 19, 2012, for the provision of M18cellarieous Civil I�n6liieertng Services ( .Services ) and the Consultant's proposal (" Proposal".), in response thereto, was selected as ane of the 'mast qualified for tr►a provision of paid. Services. heQ end the' Proposal are sometimes referred .to herein, collectively, as the "Salicitatiori . Do' and are by this reference expressly inc srporated ir7tr end made a part of this Agreement as if sef forlh in full. B. vVH1mmREAC, the City, through action of the City . Manager: and/or the Clty Commission, as applicable, has, selected the Consultant in accordance -wfith8 ectiorl 287.055; Florida Statutes, (Consultants' Competitive Negotiation Acts, and. the applicable previsions of the City Procurement Ordinance, to brovide the professional services as described herein, WITN:lHSSETH, that the City and the Consultant; for the considerations herein set forth, agree as follows: ' iscollaneOU8 Civil 50gineering Services [3.l RFQ No. 12-18-004 $1�8 Engine 0 4 ring, Ine, pity as :a party to this ;AgreemehtW The City :of Miami shall be referred to. 'herein as "`City'" dor :the. purposes of tuts Agreement, "`City" without €modification shaft mean IM,C ty Manager. 08 Corrirrturt ty business Enterpriso ('GaE) means a I?us mess diet hes registered with the relevant Miaml-Dade Couhty agencies to compete for County consulting cotrtracts and has dectared,:'by registration for:smttstical. purposes, to by a GSE i,Q9 Consultant meads the individual; partnership, corporatloh, ,associatican, joint venture, or any cormbination theroof, ofproperly reg°rstered professional architects, or. engineers, which has entered into the Agreement to provide professional services to the City, 1.16 Contractor imeans an Indiivtdual, partnership, corporation, associatlon, joint venture, or any combindon thereof which has entered, Irate a :contract 7n%ith the Clty for_constructlon of Ctty facilities ;and incidentals thereto. 1.11 [.nectar'leans the Director of theClty Departrhent designated,: herein who has the authorlty and responsibility for managing the specific project qr :projects covereel. under -this Agreement. unless otherwise specified herein. r W In a Work. Order, for the purpose of this Agreement, the Cairector is the top administrator of the Oepartmenfi:of Capital) mprovernehfs I rogram car designee:, 1.12 Insoecfor meehs an ernployee of ifhe City or of a consulting firm hired by the City and -asaigned,.by the City to make observations of Work perfarmed by a Contractor: 1.13 1V'o65e `i proceed maails same -as "`Authorization to Proceed.` A duly'.aut. pHied written letter or directive issued by the pirodtor or Pf0ject Manager acknowledging that all conditions precedent have been m;otandtpr directing that #lie Consultant may begln work: on'the I?.roject, 1 14 Prstect IirTanat Means an employee ar representative of 'the city assigned tsy the birect€ar to manage and.manitor Work to .be performe' uncle this Agreement and the constrractloi of project as e direct, repmsentative of the. City. 1.1; Proect tribe's the cohstruction,, alto"ration and/or repair y and all services and tncldentals thereto; of -a City facility as conten�tpWed dntl b6dge#ed by thea City. The Pro)ect o1.r, Projects shalt be furthej' defined In the Scope Of ,Services and/�or Work Order Issued pursuant to this Agreerhent, 1.16 Professfrrnat Services:means those services: within the scope of ..the praotoo of architecture, professlcnal engineering, or registered:surveying and chapping, as applicable,: as defined by the laws of Miscellaneous 011vil E%ineering Services t4 i Int=Q,N.a.12ii18 Q4 SRS E"ngineerirtg; Inc, PROFESSIONAL 5ERWOM AGREEMENT" the ~state of Florida, or those performed by any architect, professional engineer; or registered surveyor or mapper in connection with his or her profess onat employment or ;practice. These.. services may be abbreviated'herein as "architectural! engineering services" or "professional servioes", as applicable, which are witblh this definition 1,11 Fisk Adinlnistrator means the Oity`s <,Risk Management Administrator, or designee, or the individual named by the Clty Wariager to administer matters renting `ta insurance and risk of foss for. the pity, i.13 .Scope at Serviced ar Services rraeans a corripreFaensive description of this aotivties, tasks, design features, objectives, deliverablwes and mtones required for the completion :of Project or arx assignment iles with sufficient detail to `alloa raasonabiI acourate esf'imatlon of resources necessary for its oampletion; IAO SubWconsult r4 means ape or organization of properly registered professional architects, engineers, registered surveyor, or mapper, acid/or other' professional specialty that his entered Into.8 written agreement with the Consultant to furnish specified professional services for a Projeot or task. 1.20 Wage Rates means'the effective dlrect expense to the Corisuitant-and/or the Sub Consultant, on an horsily rata basis, far er6ployees in Ithe specified ,professions and job oategones asslgned to provide services under #hisigteement that justify end form the basis far pro fesslonal fees regardless of aatrlai manner of compensation. - 1.21 Work rh6ah8 all services,: materfals and. eiquipMent provided by/ar under this Agreement with the: Consultant. .a...:.µ .0 1.22 Work Order means a document internal to :the City authorizing the performance .of specific professional services fora defined Project or Projects. 1,23 it brk Girder Proposal means a document prepared by the Consultant, at the request of the City for Services to be provided by the Gonsuite4t on a speclflc phase of a Project, 1.24 Prop-sslonal Services Agreement �",Agreement" or, "PSA.") means this Agraerient and sH attachments and any authorized ameneimerits thereto,: in the event ofa.conflict bOtween.the Response to the Request for Qualificatitins ("RCF") and the Gonsultant's response thereto the f:FQ will control. In the event of any conflict beton'seen the`The. Consultaht`a response to the l��Ck, this PSA will control. in the event of any conflict between this PSA'a,nd its attachments this PSA will control; E t , i Miscellaneous Glvll 5ngineering Services C� l WQ No. 12-13-04 <SFtS Engineering, ;Inc. PR.OPESS16NAL StFtvtoES AGRiiEMENT ARTICLE GENERAL. CONDI ONS 2,0*1 TERM: T:he term of this Agreement shall be for two (2)dears comment ng on the effective date hereof. The 01ty, by action of the Clty Mariagor, shall have: the option to extend the term far twc .( additional perlods of iJne,.(t}.ya r,gg.oh si�krJeatto.continued.. tisfac#or._y performance as de'terminrO by,th l7irecfi5r, pnd to the avallability `and, appropriation 6f funds. City eomrnissior authors etion or this Adreemsrrt ittcludea delegatl an of aiatihority to the City Manager to administratively, approvp said extonsloris. provided that the carriperisation limits se#Barth In 2.(}� are -not exceeded:_ . _ ; ExteinMgn of XpiMtlori nate In the event the Consultant is engaged in any Projects} on :the Agreement expiration date, then this Agreement shall rerrmiii in effecf until completion or termination of said PrOject(s), No new Worst Orders shall be issued after the expiration date.. x.02 tdOPE OF 8tAVI'CE5 The Consultantagrees to provide the Services.as speclficaliy described and" under the speoial terms acrd conditions set E%arth in Attaonrrter t "A" herefio, Which by this reference Is Incorporated into and made a part of this Agreemeht, 103 CciMOENsATtOiv .oa�1 Coniuerisatlonl.lmlts ...... v: The amount of carrrpensatlon payable by the Olty to the Consultant shall be a lump 'surf► or not to exceed fee,, based on the .rates and schedules established in Attachment. B hereto, whioh by this reference is.inoorporated into this Agreement; provided, h6wever, the in ria event shall the amount of oom:pensation` exceed five lhundred thousand dollars .��560,6 od) in, total over the term of the AdreeMeht and any extensions), unless expiicltly approvers by action of the City Commlpsicn and put Into :effect by Written amendI ent to :this Agreement. The. City may, at Its sole d scretl6n use other 'corhpensation methodologles. The City shall not have any liability nor will the Gonsultar t have any recourse againsf, the City for any compensation, payment, reimbursable expenditure cost. or charge beyond the' compensation limlts of this Agreement,, as it may be amended from bine to time; 1.0342 pUMents Unless otherwise specifically provided its .Attachment k3,. payment shall be made in ascQ. darice with Florida Statute Chapter 218, i�ari Vi I, Local Government Pr,6r ipt Paymerrt.Act, after receipt ref the Consultan6 Invoice, Which shall be accompanied by suffieiertt supporting :documentation and contain sufficient detail, to constitute a "pe ,Proper invoice" as defihbd by 218.72, Fla, Stat., and to allow a proper audit of expenditures, should the City require ane tobeperferrrtedif the Cdrtsuitarit is entitled to reimbursement of travel expenses, then all bilis. fot `travel expenses shall be -submitted. In accordance with Section 1°1.2* 46'l, Florida statutes.fihe .Consultant shall.utillze Attachment "C" forthe submission of invoices; 2,04 C:,diVlli UNITY 13USINES tNTBI pRISE<(�Rt�E3E3P") PA;3ICII'A ICiM FtEC LIll El4tl PdTS 'ursuarrt to City Cade Section 1847g all l reposers must adhere WIN followiin o:thafollowiin CSE padio.tpation requlremer)t `perOrdinOna 13331 1) Assign a minimum of fifteen percent (1M/o of the Contract value #o firms currently cerdfled by Miami arle Gcaurity as a Gomrbur lty Business Enterprise -2 dace a specific emphosis on utitizing local srriall husiraesses frolra:Wlth n the City's muniepal<baurdaries,, ART1 !Lt 3, Oi� ASCE CvliscelIan Qus Civil Engineering Setvices t ;l RFC Na.1 a18 Qb4 SRS Engineering; lnc.: PROFESSIQNAL SERVICPS AGREEMENT .01 PIERFORMANCIE ANI) DALEGATION. Tho, services to be perForrhed hereuntter shall.,be perforMed by the Consultant's own stafF, unless otherwise provided In this Agreement: or appro ved, 'inti writing by the _City. Said approval shall not be construed as coristltuting an agreerrrent between the City and.sald other person( Orfirrr . 102 R5MOVAL. OF IMATI>F.ACTORY PI RSQNNE Director or deslgnee may Make written request do the bor�sultant for the prompt removal and replacement of anv In rsonnel employed or retained by -the Oonsultent, or Tony Sub-tConsultents or ubcontrectcrr$, .or lltant w. os ;selected by the City, in part,' oh the basis ;':of r..: gllall11C3tiQn5 QTpar[ICLrI r SirTIT l(16r}i1TIE3U !n lIiF1 �+t)fi Ultclill m 1 5Nvra c.Ev UIr refereed "tb as m y StafF't The Consultant shall ertsur�'that Key :Staff are avallable fcir Work hereunder as. iong .,as said Key Staff s. Wine Consultant's ernploy. 'The 0a'risultant will obtain prior Written accsptanee of Olrector or d�slgnoe to dhangd.Xey Staff. Tie Consultant shall provide l ireetor, or designee w[th such lrlformation as necessary to determine the sultabrbty of proposed :new tidy 5taffis ipoctor will act reasgrlably,.lrt.evailtatrpcf Key,Stoff.rl�,alihoatigils laoil::oGceptn�o,sall rlof toristltUte.11y..�osppnsii�illtY...: A. _. Niiscgllansouc Ivil 1 ngineer(ng Sbrvlces [7'[ R1lza No 12-1 -004 SRS Entfineering, Ino. PROrEs5IONAl. SEWCE$ AGREEMENT The Consultant shall not add, modify, or change any Sulo -Consultant listed in Sohedule Al without prior written approvat by the Director or designee, in response to a written request from the Consultant, stating the reasons for any proposed substitution. ART 1C C_i fA0LT �a. 4 G RAL If the Consultant, falls to 'comply with any term or condition of this Agree meat, rarfails to perforrrl any of its obligatidris hereunder, °then" the t -isiUitarkt shall "be in default. Pon °the: occurrence of`a.uefai It hereunder the dity,,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 coirnpensation paid by the City to the Gcnsultant while the Consultant was in default shall be Imrriodlately returned to tie 01 Ly, Tho "Consultant understands and agrees thatlermination of this Agreement "under this section shale not relesse"the Consultant from any obligation aocruing,prCortothe eff`6otive date of termination+ In the event of termination due to default, in.addition to the foregoing, the Consultant shall be 1%able to the CCty for ail exPenses incurred .by tiffs City in pre:paring amnegottating this Agreement, as well as all costs end 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 reirrri Urserrients Eton, the Consultant until such #Ime as the actians giving riseto default have,been cured. 5'.,l2 `CCSNCii"i"IC?I�IS UI" `OF -FAULT i4 finding of Default, arid subsequent termination for may ay include, 'witl tion, tiny q. the v-1 The Coh uitaht falls to obtain or imbintah the professional engineering eediflcatior 1 Iicensure, Insurance. a laboding herein required, . the Consultant fails to comply, in"a substantial or m:aterlai sense, with. any of Its duties. under thls Agreement, .With any terms or conditions set"t:orth in this AgreeMont. or In any agreement It has with the City, beyond the specified period Oil owe d to cure such default: 6.02.3 The Consultant fails to commence the 5ervlces within the time provided or dd template t herald, orfaiis tp completethe Work In a tirnefy manner as rsqulred by this Agreerrient. .03 TIME TO CUPE DEFAULT; FORCE MyIAJ URS, The pity through the 0freptor or designee shall, provide writteri notice to the Consultant as. to. a finding of default, :and the Consultant sl ail take all necessary action to ;cure said default "vJithin tlrne stlpulated in safe, ndtloe, after whiuh #ime the Clty fr ay territMate the Agreement. "The City at its "sale discretiPn, may allow additional .days to perform any.r�e_quired cure if the Consultant provides written jiastiflcation deemed reasonably sufficient.. it the befault has not been corrected by the Consuitant 1. +i! lthln the time specified the Agreement shall be automatically terminoted on the"last day of the' 1me stipulated in skid notics, without the necessity of arry" further action by the City.: Should any Such failure on the, art of the Consultant be due to a condition of Force IVlajeure as that torrrr is interpreted tinder Florida law, then tie Clay may allotri an extension. of time reason bCy. commensurate with the cause, of such failure to perform or ouie. ARTA R TERIVIINATIC>N OF AREMIT 6.61 CI'IVS R[ NT101 RMINAT The"City, including the Dir sctor or dssighee has the right to tefrrtinate this Agreement far arty reason or no. .reason;. upon. ten. (10) days' written nonce. Upon termination of this Agreement, ail charts; sketches, studies; drawings, ar7.d: other documeb,tq, including all_eleotron(c copies related to work authorized Under thls Agree"meat, whether finished ar not, .Must ire turned over.ta the Director or designee The, Consultant shalj be paid 'rn.aecorc(anae with provisions of / ttachrrient 13, provided "that said. documentation is tarried over to :ofrectnr'or designee within ten'(1,0) busines's .days: of termination. Fallure "to timely deliver the documentation .shall kae 4p to wlthl cid any psym'ents due ifhout eccuCse by the Consultant Until all document6tj6h is delivered to the D renter or designee: Mlsceliensous Civil ngt»epring ServiCos [ l RFQ Np 12-13-004 SRS Engineering, nc. PROMMONAL SERVIGES AGREEMERT under this Agreement, 'as wetC as al# d..ata collected, together wrth.summaries and charts deiived there from, including all electronic digital copies Will be considered works made far hire ;and will',`based on Irmemo tal transfer wherain the move shall b®dome the property of the lty Qporr payments made to the Consultant orterminatian of the Agreement without restriction or limitation ori their use, and vuill 'be made available, art request, to the City at any tune, during the performance of such services aridlor apart borripletion or termination of this Agreemerit< the Consultant shall riot copyright arty rrfaterCal ,and products or 'petert any ,hventlon developed unrier this Agceerri nt. The lty shill have Eh right to visit the site fdr inspection cif the work and the products of the Cons6tant at sny tlme,.The Co'risuitant shaif be per mittod to retain copies, inoludino reproducible Caples, so 161[y for informatich end reference it cdnnectibrr with the City`s use and. occupancy of the Project - 7.t?2 DELIVERY UPON REQU ST C�C�,CANC LLATION Failure of tho ionsuttant to pro rnpfly delive!e all suoh documents, bdtfr hare! do and digital, to the: Urecior be designee `within ten {10) days of cancellation, or within ter Cin) days of irequest tty the, city, shall be just cause for the City to Withhold payment .bf .spy fees.due the Consultant uhtii the'Corisultont , efivers all such docurnunts. Thu Gohsultant shaft have no reodUfse frQrti these: requirorrients; 7.63 RFE-PSEBY CITY lila understood that all Consultant agreements; and/or W. ork Orders for new, work Will. include the provislon ,,for the ro use of plans sn_d speclfidbtlar;s, including constructfon dra�iho at. the'City`s seta option„ and ley virtue;of signing this agreerhent the 0 nsulfant �agrues to such re -use In acootdan .6 with thls provision without the necessity of further approves, dantpetisationx -tees or documents being required anti without recourse for such ra"uso..The Consultant, will not he <liable ;for reuse by.the City cif ;plans, docurrlents s"tudiea., or other data for any purpose other than that interided. fay the :t0fnr abd conditlen`s of this AgreomontR 7.04 NCENlif a LMURl To the extent atlowed by law, the Consultant agrees not to divulge, furnish ,ar. 6ake available to any. third :person, firm or arganlzation, without blrectbr br.designee's pr#dr written consent, or rrrifass ind dent to the proper 'perfortnanca of the Cbrisuitant`s abllgetions Frarcunder 'or in the course of judicial or #egistative MisceiiandeoGlvfi i ngittecring Sgrvfce [9 l Rt"Q Na,12M-004 SRS Englneering, inc. PRo'FE8St6NAL SEkVICES AGR.EEMENT proceedings whore- such Inform rtion has been properly subpoenaed, any 'noh-public 'Information concerning the services to be rendered by the s�nsultaht hereunder, and the Consultant shall require all; of its errl,ployees, actents, Sub -:Consultants, and subcontractors to comply With the provislons of this. paragraph, 7.05 M ONTENANCE OF RECORDS The Consultant Will ieeap adequate records ansa supporting docUmentat€on, Which cr�ficarn or' reflect €ts servlces hereunder. Records subjeot:to the. provislons of the Public ,records t.aw, Florida Statutes Chapter 119, shall be kept In accordance with the.,Opplloable statutes. Otherwise, the records and documer lotion Will be retained. by this: ,Consultant for. a minimum of:1hree (3i years front the date of terrninatiori of tt €s Agreement ai the date the Project is completed, wh duly `auriz thoed agents or rep re.sentOtI45 of fhe City, shall have. the rl aaoh records and documentation as often as they deem necessary du and. durind the three (3) year periodnoted above;. provided, however. su during normal business: hours. Consultant. shall additionally oQmply with Section. 119.0701, Florida Stg (1} resp and, m6infain rublic records thaf ord narlly`and necessarily ,perform this service; (2) prow€de the :public 'Withacross to;:puk�lic.;l cond!tions as tide .City would at the cost providad by Chapter 119, ` provided by Iaw;`3} ensure that:publ€G records that are exempt or comic are not disclosed except'as outtionz-d by law; (4,)rnee#all re,qulrerrier t fie oUdlt, Inspect, and copy all 9 the period of this Agreement aotiuty shall,e conducted only kes, r dudi.rig without:ltmitaticrt; iuld be required by the City to, orris on the. same terms and, rida Statutes, or. 'a` : gtherwlse l:public, records. :and and destroy any duplicate public. records that are exerrrpt Or confidential anal ex$mpt from disclosure reguirer dents; () All elodtron 0111 stored public records must be provided to tile. C€ty in a forriiat compatible With the Clty`s information technology systems= - 1.1. 0,101 Contracts; public records.- (1) For purposes of:tlils section, tho ter ; _ (a) "Oontractor" means an individual, partnership, corporation; or business entity that enters Into . a contract for services with a.; puial€c egency olid is acting on behalf of the pUbiic agency as provided under s,1 `19.011,{2}a (b} "Public agency'` rneahs a state, county,. district, aUth6Kty, or municipal officer, or department, division,`boardi bureau, commission, Or other separate unit of governor, errt created or: establishscl by ]aw: (2} in addition to other contract requirements:provided by law, each public agency.cantract.for seMeos. must in+dude a proyisioh that requires the cohtraotor to oa.mply'wlth public records laws; speolfically to, {a} ,IKoep and rna€nta€n public records that orclinarlly ;and rrecessar€ly would be required by the publlc'agehgy iii order. to perform the service.' (b} Provide the public with access to public records on the same terms and conditions that the public agency would prouide the records and :at a cost: that does not exceed `the cost rovide:. in . ,this chapter or As otherwise provided b:y law. : (c} Ensure that public records that are exempt or confidential and exempt from. pukil(o records disclosure requirements are not discicsed except as auffiotlied bylaw. (d} Meet,:aII :req'Wrernents for total€ -In public repords and transfer,. at no_.cost, to the pubiic agency:all public "records in p:ossessian of the contraptor upon termination of. thebritract and destroy; any duplicate public records that are exempt or confidential and *xempt from public records disclosure regiiremerits. All records stored electronically musk be prey€rico to the public agency 'in a forrt�at #Iia'# is com, tlble with tiie infrjrn7aticrn 'techno r, y systems f "the public= agency:' (3} If.acontractor does not comply With a publlc records request, the public agency shall enforoe the contract:prov€sons in accordance with the contract. Miscellaneous i�ivii Engineering SQrvit;es [1 r3 SRS Engincorincu, Inc, f�FQ;No.12-1'3-d0 pROFESSiONAL'SERviOES AGREEMENT d, sage and Bold harmless the City arid, its officials, empii it "lr dernniteeg".) and. iMach of them from and against all referred to as "Ilabilitles") arising nu.t iif or r+ non-pdrfarMa,riee of the tiutles, esponsi equipment contemplated by this Agreement by any aci ,. omission, default, professlonal Passive) v(' c6NSt:I I:TANT or its employee Inde rr�riifyiri`g l�aliie:s "'� regardless of whi {whether joint, concurrent Qr cootributing) (whether active or passive) of the indemni failures of. !tae CONSULTANT to .Comply u the CC?CiS LTANT ,or,.the IndpM,n4ees, if other ragulations o r requirements -:of any f this :Agrooment, oi• any Arnendmi out of this Agreermeht; .as ;amen procurerrrei�t requirements��rs'rti�i expressly agrees to Indemnify an Alch is directly o errors or ornlsdit 3; agents or scab � #her it is, or is al by any act, omi: Ong .Parties or In 'Ith any, of the 61 applicakale, to iron K, its in with the 5:the indemi �, tar r►egigen nsultants _ (poll 00d.tv beca Ien, default, ;! :mnitees, or e rislvns `fterOr rm: to statutes y; or city gov -acting , apps �cthons orcitia �ilure to comp r �gr�ern�rrts es. or. any of 1 as or its sUbc6htraCtors.; as plc vlded above, for which the GQNSCJLfi4NT's liability to such �:rnployea ter farmer employ e v ould otherNiee' be limited to payments under state It. orker's Compensation or similar laws. This section shall .be interpreted and construed lin a .manner .ta comply with Any applicable Florida 8t.atutes,ilrtcluding, without [Imitation, Sections Version A. X25.06 and '725.06, F.S., if applicable. - dverablli#y shall apply to each sea nce crf this section. 'chis Inds nr cation, °shall survive the cancellation or exp ire, ,tier( of the Agreet ent,, The Consraltant shall require .all Sub .Consultant agreements to include .a provi lon that they' will indem6ify the City.' The Consuitant. %reel and recognizes that file CitT.Sh ll hot be hold liable or resporisible fcr any :claims which bray result from .any actions or emissions of the CONST LTANT In which the City particlpated elthor thrcugh review or concurConce of the Consultant's ac 0ns.: lri rev,le.wing,. approving or rejecting any .submisslobs by the C6nsuitant or other acts'of the Consultant, ,the'Oity iris no way assumes or shares any re ;ponsibillty or ilabillty of the t onsultant or Sub Consultant under this Agreement. on dollars.( 10) tit the payments made .by the City constitute separate, distinct, and independent cansidaraton for the, granting of this inderrariificatiori, the receip# and sufficiency c�t.�r�hich is voltan#ally and knowingly acknowledged by the Consultant. ;AkTir,1LE 9.as RANdF. The Consultant shah not start: Services cinder .this Agreement until the 'Gonsultant has obtained `.all insurance required hereunder and the City's Felsk Manager.has approv d such IrEstarance, Miscelianecus Civil I ngineerEng ServEces, til `j : I�'E=Q Nor lZ4004 SRS Engineering, Inc, E�I�q��S51t�NALSEktVIGES.AGIt�EI�lEhi7' : obtained, insurance of the type, :amount and classification required by these provislons, in excess .of any periding :clalms 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 snail prcvfde to ri#en notice to the City's Ciepariment of Risk }Management of any rnateria'I change, cancellation. and/or notice of r on-renewal oft Insurance wlthln 3,00 ays of the change, The Consultant shad furnish .copies ..of Insurance poticies p rta rung 'to. this Agreernerit to Risk Mministrator withlri' kon (t 0)-days of written request. g,U3 FORMS OF COVE AGEi . 9,03.`t COMMERCIAL GENERAL LIABILITl° AND, AUTOMOBILE LIABILITY' Tine` Consultant $Hall maintain comim1hercial general Nobility coverage with IlrriIts of at least V,OOf1,000 per oourrerice, $�,g00,000' aggregate for bodily injury and property damage. Thi coverage shall include. iJperatiPretbises and 0perafions, Contingent X30 Contractual Llabillty, and F'rbducts and Cornpleted ans, W.M.adoitional endorseCnents as applicable. The coverage.sh�ll be written on:a prlmaty and non contributory basis withthe City listed as ,an additionat insured as'.reflected by andorserrrent: Ct ,1010 l1l135 or its eq�tivaience. Notice of cancellation shoitid read ;{30} dayst '(10} days far har,payrnent., BU:INBBAt1OMQB;ILE } The Consultant shall proMe business autornoblle:l ability coverage: inefuding coverage for ala owned, .Faired and non awned autos with a minimal combined single Iirnit of;$11000, ,000 naming the'City as an 1. �iiWA� ,,' f-.'iac ,rwriri'r yilN rn° `rtirsh! ti^s''`fi=5iv r ntYn`ra'ric "t ittflr 4-*ii 'rt 96 F?It'aYi2ii€ 4ftaild t '2Ci"ire3Qi: laVSl k��}� . PlkOFESSIOML. SERVICES AGREEMENT 11 1 U2„ City Cade, are tipplicable to this Agreement and are, deemed as being in arpatafe by iefer nG heroin, 10.02 ENTIRE AGREEMENT This Agreement,,os it may bo amendIed from tirne to time, represents the entire and integrated ag�oenlbht oAveen' . the City and the Consu tgn and :supersedes all ,prior negotiations, representations or agreements, written or oral. This Agreement rr�ay neat b ari elided dhanged, 'rriodified, or otherwise Mitered in any respect, at any �tln�e after the execution hereof; except.by a written dcaouenfi.execItted:with the same'f�armality sand equsi dignity herev�th; Waiver by either party:c�f a brach of any prevEsion of this _. Agraernent shall riot be deemed to be e waiver of any other breach of any provision oi• this Agreement, PROFESSIONAL SERMCES REIF-MENT. Jeovanny Rodriguez; PH, AsMstant'Director ' City of Miami Capital Iovernerits program (CI ) 444 mprW Miami, k�loricia 3�1�C} _.. .For ohsultant , ..... . € Ignacio Serralta, •P.E, Pr`esident' $RE Rngirreering, Inc. 50CH SW 74�' Caurt, 806 ,201 Cvliarni �% ..31 �5 1t3W INTERPRETATION The language bf his Agreement has been agree d to by bafih parties to expre-ss`their mutual intent and 0 r rule of strict ooi structiaij shall be app{fed acgainst •either. party riereta, The ':headings canfialr ad in this Agreement are far reference purposes only and shall oat affect in any way the r�reaning or interpretation of this Agreernent..All personal pranouns used in this Agreement shall Include the other gerider, and the singular shall :includefile :fel"ural,. and vice versa, unless the context otherwise rei4uires fierms -such as. `hereln; "hereof;° "hereunder," :and 'thereihaiter' refer to this Agreement as a Whole 'arid n to any 1, per ttoo, lar sentence paragraph; or sectinrr where they appear, unless the c6htext >fherwise requires tlVhen ve reference l's"made tri a Secfii'an or Aff"Id cif this Agreement; staoh ri~fereric is to the ecttori"oi Artl le as a whole, tneluding of of the subsections of :such Section, uniess the reference is made to a i particular Wbsectlon Or subparagraph of such Section or. Article: 10.08 JOINTPR PARATiON P,reparatio.. of this Agreement has beers a joinaffo t rt;of the City and the Consultant and the resulting monument shall not, solely as a mafiter cif judicial construction, lee construed more severely. against ane. of the paales than any other. 1009 'PRIORITY dF PROVISIONa If there is a conflict of inconsistency between anyterm;,statement, retluirement,:ci' prou:ision of any exh blt i attached hereto,. any document or events referred to herein, or any document incarparated into this Agraan7ent by reference and a term, statement, requirement; :or provision of .this .Agreement, the terra staterne'rrt, requirement, r provlsion contained in this AgreeMOnt shall, prevail:and be given eff=ect, - 10,16 IV EDIATi N - WAIM OF JURY TRIAL ,in an effort to engage in a cooperative effort to res alvd conflict: which r?aay arise durincd the course of the design nd'(or construcilon of th'e, subjectpraject(s), anular following the completion offhe projects($), the parties to this er Agrenerit agree all,disputes between m shall be submitted to non-binding mediation :prior to the initiation of -litigation* unless otherwise agreed in writing by the parties. A certified Mediator, whr� the parties find mutually acceptable, will conduct any Mediation 1'roueedings In MiarrilWF7ade C:ourity, State of F'i rrida. The partles will split.the costs of a certified mbdfator'an a so150 basis The Cd 804W agrees to include such sii»ilar contract provisions with all uub Consultants andlor independent centres,tars and/or the Consultants retained for:the projeat(s), fl ereby providing for n6h4iidjn mediation as the :primary m qr srh for dispute resolution, leach party Wjll bear their own-attorney"s fees, In. an effor$ to expedite tare conol.uslan of any litigation tine paMes voluntarily walve their right to jury tmi or to file permissive cpurrterclaims in airy aatlOn arising Ortder this. greemant, 16M. TWIR Time is ofthe e-nence in this Agrebmont. 1 42 : COMPI I[AN�09.WITH LAWS The Consultant shall: amply . with ail applicable laigr codes, ordlnancea, rules, regulations and resialutions Including, without 11MItatioh, the Americans with Disabiimos Act ("ADA'..), as ,amended, end Al appiicab'le guidelines Arid standards in perforening its duties, responsibfllties and obligations: relat d to M[scellarieous Civil Engineering Services J14.1. Rro No, 12A8_004 SFtS Engineering,' 1nC, P.i nrP-ss:rfiNAu Si PVIOE8 A(3R8E MENT =this Agreement. The Consultant represents and warrants that there shall be no unlawful discrimination as provided by law in connection with the periormanop of this agrebmbnt. NonwDiscriminatiort Tho `City warrants and represonts that'it drives not and will not engage in disdrirninatory practices and: that there shall be no diserirrilnatian "in 6 In . ection ruith the "Consultant's performance under this Agreement on account of race, color,. se�t,;_'roliglon, age, handlca.p, marital status .or t�atiotiai origin. 7he'Cohsultant further covenants, that ho ofherwi:se q'uaifiedwlndividual aha{l, solely"by reason of hlsJher race, color, hex, religion, acne, hanefldap,::rriarltal status or rtatfonal origtn,'be excluded from parE'idfpation in, be denied services, or be subject to d`isarimli atien under any provision of.this Agreement::. ,: equipped with safet compllanoe with safe 10.42-2 SDACt n`ts that it v0K comply with all safety precautions as required by federal, safe or ilatibris and, or`dinanc"— T.he "City reserves ;the right to .refuse, the Consultant. :rty, including :pr9ject jobsites, If the: Consultant employees are not `properly. gear in accordaiYce with QSH.A regulatlons:or If a" continuing pattern.df noir-; Y regulations Is exhibited by the Consultant. ' uli?�IAIwIC� I fflrrnatively 60-moly with ail Aopltcpble provlsiims "nf the .Americans :with, k" j "in ;the course of providln ary work., labir dr services funded by the Cityti I .of 'the AICA dreciardiho nondiscriminatid on the b sis of disabiiityj and all i steps #o -insure nondIsariminatioh In ernployrnent.afdisabled perscaris, '16413'140E'ARTNERSHIP Ths Consultant is an independent con' traotor. ThIs"Agreerhent does notoreete a joint venture, partnership or other lousiness enterprise between the parties. The Consultant has ho authority to bind theCity to ahy I praml; debt,. default, "or undertaking of the consultant: f 1044 DISCR�. OIC OF DIRECTOR Any matter not expressly provided for herein deal!ng with the Gity or decisions of flee City:shall be within the exei`cim of the reasonable: professional dlsc*Ion of t} e 01 ector or the Director'_s authorized : designee. _ 10.16 RESOLUTION OF CONTRACT, DIST The Cotisu{tbht; understands arid agrees that ail disputes between it and the Clty baS$d upon an alleged violatiori,..of the terry of this Agreement lay, the City shall be subs tfed fbr resolution :in the followl tg manner ''he init aE step:;shall be for the Consultant to notify the Pro�eot iVlanaget in writing of the dispute and l sui�rriit copy.ta tkte City of Miami personnel idPn#itred ri Article otices': Should the Consultant and the Project Manager tali to resolve the d[spute the Consultant shall submit their dispute in venting, with all supporting documeritatlon, to the As�nt llreetor Goritradts,s tdentlfied in Article 10.0Noti es. Uiaort receipt of°said notiflcatloh the Assistant Olrector-Corilraets shad review : the Issues relative to the dispute and issue a wrltten finding. l Sheuld the Consultant and the Assistant Director -Contracts fall to resoiye flee dispute the Consultant shalt i submit their "dispute in Writing within fve. qater'idar days to the. biredtor. Failure `tri submit such appeaf of the written "finding shall oonstltuto acceptance of the finding by the consultant. Upon repelpt of :said :notiflcation the Director shall review the~ issues relative to the dispute and {ssue`a writien finding. the Consultant:must submit ar y'furlher appeal In writing within five calendar days to the City Manager. , psiilure:to submit such appeal of the written fndlnq shall .oetlstitute acceptance of the finding by the Consultant Appeal to the City Manager for :his/her .rosdlutibriI's required prior to the Consultant being entitled to sem 0-k judicial relief in conn`edtion therewith. Should the amount of ocn�pensatian hereunder i exceed .$aOQ,f)QQ=Qtl, the City Manager's decision shalE be approved pr disapphoved b...y City C oiismissl'on,. The Consultant steal{ not be entitled to seek judfcial relief unless. Mlscella ieoUs 0.IA :Fncuineering .Services [� j RFQ No. V2 13. u 4 SR EnginoOnnolInc, J PROFESSIONAL SERVICES AGREEMENT (i) it has forst received City Manager's written decision, approved by City Cornmtssi.on if applicable, or {ilj "a periariof sixty (00) days has expired after submitting to the City Manager a. detailed statement. ofthe dispute, accompanied by all supporting cloodmentat on, or .a: period .of ,{90} days hat expjred where the City lVianagsr's decision is subject to City Cororril"lon approval; or {iii} 'rho City has waived :compliance with theprocedure set forth in this secilon by written nstrumant{s) signed by the City Manager. 10,16 INDEP8NOMT CONTRACTORc The Consultant has been procured and is being engaged; to provide .services to the City .es. an independent contractor, and not as an agent or employee of the Clty Accordingly, the Consultant shall riot attain, 'nor. entitled to, any rights or benefits dnder the CIA Seiko or Pension Ordinartcos of the _ City, .tor any rlghts generally -afforded classlfjed or :unclassified employees.. the. consultant further undarsiands that Florlda Workers' C�ompensat tan benefits available: to employees bf the City are not 8valiable to the Consultant, and. acdrees to provide wormers' compensation lnsurence :for ariy ernployee: or agent offthe co'r sulfant.rendering services to the City under this. Agreerhent, 16.17: CONTINGtNCY CLAUSE:: rutlding for thls Agreement is contingent on the availabillty;of funds and continued authorization for 1i} 18` ;.THII a to this Miscellaneous CIA i nglneering Services, I RPQ rlol 1M3-004 SFAS Engineering; lnc: I Miscellaneous Civil Engineerincg Services SRS Engineering, [rid. . [17 l IR Q No 12-13-004 PROFESSIONAL SERVIM5AGREEMENT Nantes and addresses of partners. 4_ I'Nmyle Ereet dclre4s CivI I Itzts Zib Miscellaneous Givil Engirieering Services [ 8 km No. 92-I.. 04 SMS Engineering, Inc, PRCIEESStONAL SERVICES AGR5WEINT Miscellaneous Civil Engineering Services SIRS Engineering, Im. [19 J RFQ No. 12-13-00 PROPESSFONAL SERVICES AGREIEMENT ATTACHr.. 16RTIE AlAil : ENERAL Civil Engineering Services shall include, but are not Ilmited to, complete planning and design servicers, pYograrnmlh, , pavomont anelysls surveying, roadway .analysts, geotechriicalk 60060 _......., evatuatitinsr.rp i lio, nne tingsr-.defaiieutk-assesamerrt$. and-,reoommi?ndatlons cost.-estlmat s, ..._ .r . opinions of kobable construction cost, review': of Work prepared by Bub -consultants and other consultants, Pled investigations and observations, post design :servfces, construction adrriinistration, and other related $ery ees os needed to ccirr owe the Project Consultant shall provide oomprehons'rve Civil Engineering services for the Project for whish Consultant. was selected in acoardarioe with Seotiaii i.055 Florida Statutes, as amen ced, Canaultants' Competitive Negotietioris Act jCivNA). _ i . A't.ol SCOPE Cif"ERVICE$ . The Consultant lagree s to provide comptehensive Professional Services In accordance.' with all applicable law, building and, onvironmental regulations,, including the Florida Bullding Code and the City of IVilarrii, Fiorlda, Code of Ordinances, sere as .set forth In thisAgr enient and turfhar enumerated ,in a Work flrd'er. _Consufitant may be required to pertorm all or seine of the sorvices presented in this Agreement, depending on tree heeds of the City for.the P'rolect. ConsubrIt shall l furnish;, as Basic Cervices, cornprehensysv civil engineering professian.al services for rile Project. _:. h F'rriject sha;(l irioluda rdadway°reeahstrtic#Torr°ar resurlacir g;' drainage improvements;- torn water mah, restoration, c iCbs, :gutters, Sidewalks, iighfing IMPraVementsA i landscaping, signage and striping verification of City's Pavement Analysis: Report`WI hih the :Project area; o�gitally record .existing conditions In the Project area; .research $11 calls for 1 various complaints, end any s€trvey,eoteohn:ical, and utility coordination required to Produce complete sets of -signed arid soaled ;ao struetion documents, specifications and ,estimate of probable construction pasts f'or the Work. The Clty will phase the Work -required to complete the. Project ao that the Project.Is designed and ' constructed in the mast logical, officlent, and cast effedtfve rnanneY The Consultant shall he directedto proceed with each phase of the Project through the. use of W ork Orders Proposals and tNork Ordors. -A1,62 WORK ORDERS I. A4.020 PROCEDURES 1iWen CIP has determined that a speelfi0 phase of the project Is to proceed, the Director ter: suihorizr~d designee will request in welting, 'a Work Order:Proposal from the Consultant based :en the proposed Scopo of Servlces.provided to the Consultant in writing by the l.�irector or4019hoo. The Consultant and (director. :or designee, and others if appropriate, may have proliminary meetings, if vrarranted, to further define the Scope of Services and to resolve any questions The Consultant chair then prepare a Work Order Proposal followiing the format provided by thodlty, indicating the proposed Scope of Services, tune of performance, staffing, proposed fees, Sub i consultants, mid deliverable items end/or documonfs: The Director or: designee may acoept :the Work Order Proposal as submitted, reject the Work Order Proposai or nagotlate revislons to -the UWrk Order:Pro,posal. Upon acceptance. of a Mark 'Order "Proposal .GIP Will prepare a Work Order that will be reviewed by 61P stoff and :the blrecfor of designee. Upon approval iP wlil issua a written N6tipe to proceed subsa aenf to:epproualo'f ihe Work Ordure by the Director or-d6slgnee. . l ARTICLE AI BASIC SERVICES Consultant ;agrees to. provide complete Civil Shgineerihg 'services as set forth in the tasks enumoWed l hereinafter, in accordance with the Florida Building Gods, latest edition, all federal, stat:, bounty and City of Miami, Florida, Laws, Codes and Ordinances. Consultant shall maintain an adequate craft ofquMlfled.. 1 personnel: on the Work atall, times to ensure its perfarn once os.speclfled in the Agreement, i ivlisdellaneous Civil Englneoriing Services �26;1 RFb too, t2T' mlm :': R�.Eiaginaerin;�; inc. : 4: t' PFtOFE85I0NAL 8EV1GES AGREEMENT Consultant shall submit one ('t) electronic set of all documents .and seven (7) ;coptes of documents required under Article A2, without additional charge, for review and approve€ by City.. Consultant shalt_ not proceed tiuith the next.task of the Work until the documents have burr approved, in writing, by City, and an Author€nation to Proceed with the next task has been issued by City. Consultant 1s solely responsibib for the tochnioa€ accuracy and quality of their Work, Consultant shatt perform alI V11ork In compi"ianee wlth Florid4, Admintstrative Codei�,.uie 61 €� ta�� €g.QQf(4) and Section 47'1,.*03(1) ,(g). of .th.e` Florida: Statutes Consultant shall perforrrr clue diligence, :In accordance with bast inddstrypractices, in gathering :information and' inspecting a. iroject site prior to the comrnoncement of deston, Consultant shaft be rasparislble `for.' the ptofes .lonal. quality, technical accuracy and 000rdtnation of all design, drs;Nings, speoication, .:and other Services furnished b tf e.. Consultant under this Agreement. Consultant shall, without additional oospensat€on, correct or revise :any errors, omissions, artd/or deficiencies in its designs, :drawings, speofficafion or other Services. Consultant shalt,aiso be liable for claims for delay costs, and any increased. posts In construct"ion; including but riot limited to additional work,. demolition of existing work, rework, etc.; resulting train arty errors, omissio mns;. andtor ieficiencles In its designs, drdwingi. ; specific ation or:other Services,: ,2.01 OIEVLOPMItNT OF 08J CTIVPS A2.01-1 Consultant shall confer with representatNes of City, the Project Manager, and other jurisdictional agencies to develop`aeveral'options fo€" trow'tl e vahou's e€eirtetits dittie prooject' w!11: e designed " and constructed i42.0'f- Consuftantshall, utilising a oompilat'on of available doc lment6fion, conifer with represerltatives of pity, the Project Manager, and other juri.sdrettctnal agencies in aider to compralensiVely identify `aspects of the 1 bomplptpd facility program that may require. further refinement to attain the I equisite detail .of design development req u€red to begin the creat€on of Construdon I)ocui)erits;: For clarity of scope, the items that need further developmon't will be called Conceptuals and the' remaining items will be,colled besigns;. A241-3 Consultant shall prepare written deseriptlons of the various optigris and shall participate in prosentatlons to multiple .groups explaining altetnalivo Options. Sufficient detail shalt he provieed to support the presentation materials. A2,01w Consultant shall hire the appropriate srab�oontractor to;provide Civil �ng'rneering services Which are not in-house. Surveys shalt include the location of ill site structures, tnGludir g all Utility, structures and facilities. Consuttant shall alsi :engage a soil testing firm to perform Soll'borings and othe-r tuts required for neva construction work, The extent to which this dark will. ba heedod. shall be based on the surveying and sc it.bo'rings performed prpviciusly key the City, Coot of tf�e . surupyor and sot€I, engineering firm shall be billed as reimbursable expenses.] ;1"1:2,02 ANALYTICAL IREVII NU Verification of the City'sPaVernent Analysts Deport within the 1'roI6ct area; dlg'italiy recai'd existing conditions in the Project area; research 39 1 halls for vanou's complaints, especial fy drainage complaints; and digitally record project area- during slgnlficarit rain events: A2,43 SHMATIC DSION AtO-Mocomm,ended Course of Action Consultant shall ;prepare: and present, 'In writing, for approval by the Project Manager; a Recornn'ieIhd6d 00* arse of Action ,(RCA) for the areas cornprising the l�raject. The 1 CA'H 11 include, l but €s not Itmited to: Street na€x1s and Ilmlts Miscellaneous C€vii ngii eerincu SeNices C2t i . RM No. I;M9-004 1 =5F�5 >;ng€neertnc�,'Irio, PROrESMf( L SERVICES AGREEMENT A2,05 1 Maximum Cost Limit Pdor.to ;authorizing the Consultant to proceed with p beveloprnent, the Clty shall establish and ooMmuniceke ilia oast: of aanstructiori :of the f'raject .i,"(VlximGtm Cpt l bids w thW ninety e 9Clj days after the CapSuCtanf 5ubp71fs ti } fe, ib dding of 1 in Perm, Ittlod ni ultanf shad file end fb](19vY-up f'or firing the performance of the. Work, �arc�.rri�t( the .. percent of of PROFESSInNAL r,ERVVIoES AGRF-EMFNT in tion of Cansfruotlan . pacUrhent e: Cons0'ant, arftvxlmum .sum fpr j. [f the pity has flat advertlssd for Rhstandt 0 x nythang abc to the .. ::. lrfy Gcrnstrpdort ppcurnents Arid to the City it: 40 responsive and nom Cost a� the eaI"lrest prsdticabie city; State endlar Fedafaf 7e'.City,Jtid Shahsslst In suoh,;euthorities prior ,to ants. The Consonant shall fir, advasa the Ony of any mstrufltion Cost that In the. opinion of the Consultant is ear:;sed bytho requfretnent(s) of such. Upon ,completion of dry run pe(Mitting, Consultant Shall' provJde as part of the seven (7) copios'to PROFESStONAL SERVICES AGRREME T manuals, :and Certificate(§) of Opoupancy have been delivered to the QIty snd the Uity approves the final payment to the Co:nsultant> Curring this period, fh.e.-:Consultant .shall .provide ad.riiirristratian of the construction aontraot as provideei by "this Agreement, and as provided by _ _ The Consultant, as the Fepresenfiative of the City burring th6 .Constructiari Phase, shall dvise.arid . consult with the City and shall have the a"u#hoMy to act on behalf of the :pity to the extent provided the eneral'•Condiflans and the 9upp[emritaiy Gartd tortiprts of the; aonstruotion cintract and. their;Ag;roemaritvvlthahs. A207 The Cor suitant and r'espective -shall visit the site to conduct field observations, at a min mum on a weekly basis, and at all key construction events to ascertain fire progress of the E'roject; arrel sl ail Visit site as appropriate to conducfi fiord irrspectlons trs asoertaln the progress of the Prajaat. . and deterrnine.,'in general, if the.Work is proceeding in Occordertce, With the Cpritraot Docurnent5, The Cnnsultaht shall provide any site visits necessary far cartlfiaattan if required by the ;authorities. havlr! ,Jur- diction. Threshold inspeotion shall be provlded, by the Consultant at no,add tionar cost..;. . to the' City. The, Consultant sh:elirepast on rho progress the Work inoludin.g any. de,fsots and deficlencies that may be .observed :in: the Work. The Consultant will not be, 'feOutred to :make extenaiu:e fripp ctlons or proAde aontihuous Baily en -site Inspections to check tha quality or quantity of the Work unless otherwise -sat forth in this Agreement: The :Consultant. w I zbe, raspons ble far writing ;and distributing ;minutes of 611 meetings and field inspections; report It !s: asked to:attend. Consu:iteht and will n.at be hold resporisible for constructiari means, methods, teohnigtlesx sequenoes; or procedures,; :or for safety precautions and prograrrrs In iyonraaotiori with the Worn, he Cansultant will not be held responsible`for the, Contractor's or sub-:oontleators',: or any bf.thbff agents' or ehiployees` failura to perform Ehe work in acmrdance With the gbntraet' unless such feliure of performance results from the Consul#ant's acro ar omissions. A2.00-4. The Consultant shall -furnish the City W!th a Written report of .oil observations of the Work made by' Consultaiit,and r6qulre:allfoi do same during eabhvOsit to the Project. The Cnnsultant,shail also npte the general status and progress of the Woric on forms furnished i�,y the City and subrrilt: thom:f rn at manner, The Consultant and tha ub consultant slldil" asaertdlrr that Work: is acceptable to the City. Ccansultant: shall assist the City in .ensuring that the Crntraetar is, making tirriely, apourate, and oarrrplete notatic ns on the "as,built" cira�niings C©pies of #hs:field reports shaCI be attaeh'ed to the rrionthly professional services payment rbqubst for construction ad iri stratlon ;services,. The ":Conaultont's fall .ure .to provide. Written reports Of all site visits: or min'trtrs of meeting :sliaq result In the rel' ctlon of,:payment requests pori rriay resutk in a op 41 reduction in Construction Adrninlstration.fees.pato to the Consultant, _..... A2.07 - l. Based ori iabse'rvatlons at the site an.d'cor3sultatian With the. ,Ity> the Consultant shall : deterrnitie the amount duo the Contractor. based on the: pay for perforobnoe milestones and shall reco:friend approval of suati' amcaunt as appropriate, This reaamrnendatioti shat! :corrstltuto ,a representation. by the .Cons(*ant to the City that, 1to the best of the .Consultaht's knowledge, informatlon "and belief, the Work'has progressed to the point indicated and that, the quality of the Work is in araardance Vith .the contract and fhe Contractor is entitled to amount stated ori ;the. j 1Vlisoellarieous Civil Engineering Services [24:i Rt Q NO 1243-004 i �E�S �rtginoerincu, Ina; i PRomssIONAL SERVICCS AGREEMENT under .this .Agreemeht;including; aeeuracy of the rnfdrmation anti- chanes 'mads by Uchang .; ubsiltl:t�ora::ap.rcvals,;,ir �thr.e !on eduOan the tor- TIransfer of Er I:rformatian", � c�rrditians,. ter 'ritrhx+Fnr nri thn N'lisceltabeous'I,ivil EhO neering Serviees f26 RFQ No, I2A37004 QRS �riglneerirtc�, Ino PROMSSIONAL 8ltRvlcEs AGREEW8NT Jldtl�Y,unaer �3a�io���v►ces ror�>ie .�.. ... . . I or system; extendad training of systems, and .00nsulta#ion during Ials, othor.than* thosa provided by PRQFESSIONA..$ R PESAGREEMEN`C A4,0112 - Sbi( Bonn s Ceotech 'oal : estfn fail borings or test pits;oh . mical, mechanical, structural, or other tests when deemed necetsary; arid, if required, an appropriate professional interpretation thereof and recommendation dations,: Consultant shall recommend necessary tests to city, . A4.01w ' General Proeict information: n: Information regarding Project Budget, City and Mate praceduras, „ guldelines;.46rmsA formats, -.and assistance required estOfiishing a program ;as per Section A2 02...-. A4.61-4 Exis'#g, Qrawlnas: Drawings representing a8. Wit conditions of the time of orlginal construdlon, subject to as -built availability. However, such drawings, if provided, are not. warranted to represent conditions as of the date of receipt. Consultant rriust still perform field investigations as necessary in accordance with ;section A2.01 to obtaln sufficient information to: perform Its services..Invastigative services in excess of "Normal 14egu cements," as defined., 'frust beautl'prized in advance, A4.t l . Reliablllt"::The services,information, surveys ;and reports described in. A6,011 through A5,01-4 above,. shall,.be furnished at,City`S;pxpense;:and Consultent shall ba entitled to rely upon the accuracy and; :completeness thereof, provided Cons uftant fiat. reviewed all such information to determine if additional information and/or testing.ia required to properN.design the project._ A4.02 .: CONSTRUOTION MANAGaEM. i1iT btar'ing cor structlon Consultant and the City staff shall assi.rhte the respansibilitliys described in rhe: general obaditipns and supplemontary conditions ,of the constructlan contract relating to review <and approvat of the construction work by the Contractor: A4.024 If City observes or otherw: to beearnes aware of any fauit or defe.otive Work in the Project, or other nonconformance th the contract during construction,' City shiall give prompt notice thereof to Consultant: Misoell-Mecus Civil Engineering ervlcea [28 i'; RFQNo. 12-1M04 SRS Engineodrg, Ina, PROFESSIONAL, SERVICE5 AGREEMENT Miscellaneous Civic Dgirieering Services, [29,1 RFQ No. 12-1$004, SRS Engineering, Ino Curtis + Rogers Design Studio i..aWscape Architecture CaM Smith Traffic, Signals, Engineering Support SCHEDULE A2. BEY STAFF: NAME . J08 CLASS NCATION .:.:.: k :, agl`►acla Serralta .., � ; _... ,.. w .._ : : ,.... ,... _ n Nick;BenedicO; Igrtaci0 L izam .,:w _::.... .....:. :... , ,, ,,, � :.._... .: _ ... ......... .. . . .... . ...... . Ulysses Batista Principal. bliverio Sanchez; Gisela Rev Bari Maher Revccefius K llwa Riiza Hose n PrO Lqc -UM ann er Delcy Munoz -Percy, Alex medina Tiny O'Neil, Sharat Kalluri Project, Engineer,, Jean-Claude Tontaneau t.ayla Uewelyn, Quanq Le, Orh Kanike V.M B Venkatesan Senior Eng! neer Aida M. Curtis Senior Landscape Architect Jennifer RO ers Landscape Architect T14anv Marston Landscape Architect Intern Thomas Brownell Seni4� PSM w_ Miscellaneous Civic Dgirieering Services, [29,1 RFQ No. 12-1$004, SRS Engineering, Ino ATTAGNMtpi4T - C6MP5risATlaN the Cbh8Ultant OMPIOyee bs.nefi"ts and. the ConsUltoffs profrt and Overhand, Including, without limitation, office rbnt, local telep%q e and utlllty cha-tges;, office bfid'Araf lrig supplles, de preoiat�on. of et uipr**,e** t, :prdoss onal duos, subsoription.s, stenographic, admin'Istra6e and clerical support, other er�iployee time. or travel; and .subsl tenoe not d1recfly related 10'a prc jeat, A copy .of your firm's Florida lJeparlmert of Transp.66 tioft ("FIC `l"j Lorraine Sbdem ,fetter shall be submitted to CIF upon request for review: 132.04 CALCULATION Said wn. e. l"ee$' are to bo utlilzed' by the Gonsultar t in calouiating eompertsatlon payable f6r. specific assignments and Work Orders as regUe§ted by the Clty, Tbe:Ggnsultanf shelf identlf o}a elassiticatldr�s; MIS6e116neous CIA Ehclineerlr *ervlces POJ' No.12-t3-004 S)R$ Fgolneering;, Inc, Miscella eow Civil Erd.r1who Service's (3 ;j RrO No. U-13,004 SRS Eng1hoerino, Inc.. ATT7�:GNM�"C+iT � -� �t�flAPiwNSATICiN , 134.02FORCOMPREHEN$IVE.BASiC SERVIGES For those Projecfs and VVoric briers where cornpreh SIVe dOSIP services aro stipulated, said ;payrnents shall,. in the aggregate, not exceed the. percentage of the estimated total Basic Cornpensatior fr�dlcated below for each Phasea Kate oasis; they . suftsnt Snal1-SUDMIXTar approval oy me C7 uukvi, a uu[y —1 uitpu ttt rurucw vi iy ciassif cation, salary rate per hour, heurs worked and total charge for all personnel directly engaged bn a project 6r task:: Ta the sum thus obtained, any aut1.horized ReimbUrsable Servlces Cost may added. The Cohwltant §hall atlabh to the invoice .all suppartIng data `f6r payrrtents made to and lncurred by the Subwo—phsultaritsengaged on, the Project, In addltlon, to the invoice, the Consultant'Iar.H rurCy Fete utharizat'roris,:sub"t a progress. report giving'the ' ercethtage,at aampI tioh of the Project .develaprnerrt and -thetotal eatlir*d fee to d"ompletion. B4.p4 PAYMI NT Ft�R AbDITIONAL SERVICE'S REtMBl7RSASi.I= EXPO NSES P.ayrnent far Add11 itionaC Sf rvices may be requested rnonthiy In praportiob to the services perfarrrred: Wherr such servtoes.are authorized on an Hourly mate ,basis; the Considitant small submit far. approval by . the Ditedtor, a duty certified `invoice, giving nam es, ciassificatlon, salary rate per ht�ur, hours worked and .Ental Charge for al! ,petsonnal drrectly engaged on a project or task: To the sum thus obtalhed, any atfithc?rizdd Reimbursable Services Cast may be added The Consultant shall attaoi7 to the invoice ail "supporfing datafor:pay'Vft�nts'iii"ode tabt aestaJncu'rreo by.tlle .ui;'�Gi�nsuitants engaged ciii`the"plriJdef ` Mas elfane:5us Cluli EngCneerCricJ SoMoos i3 i' RFQ MCI, t 2-18-004 5RS Ehg. brirjg'; intro ARTICLE COMPENSATION FOR REUSE OF PLANS AND SPECIFICATIONS 86.01 :.GENERAL It is understood that -a don , ltant*agreernent . s andlor work k Ord I e rS for new Work will Includ6 tha, , I . I . , . , provision 10 t for there -use of 5f nsand specifloa lons, inclUditg6 struction OrawinI 6t the 01fty's s6fe option' vIrtu6 of signing this , r ement they agree to a re -Lase usein accordance withthis pro ton. without the necessity of further ap a nts being required and With6U.. 'pr9y.. Is -tompo.psati.oh,f.6,es�or.docd�ne --t recourse fat MI5G6, llaneow Civil Enginedring Servloes 134 $R$ Engineering,, Inc. 6.12-13t604 ATTACHMENT S .: COMPENSATION ATTACHMENTS - COMPENSATION SCHEDULE Bl.. WAGE RATES SUMMARY . N OPT1 k Ht "URLY ., ._.., HC iJ LT RATe IND1VI1OUAL NAME JOB ;cLASsincATiON PATE 2,9 Multiplier A life ... Ignacio Serralta Nick Boneulaal Igrraaio 1=mama ' 1.11: sses.Batista Princi al , $77,Q0 Q1Jverio Sanchez, Gisela Rey Dan Maher; Revoeatus Kanliwa Rlza Nosein Praject Manager Delay MU:noz-Percy, Alex Medina Tim O'Neil, uharat Kall iri Pro'ecCEn ln'e' 6r �" 1 $V9,66 Jean Claude Pontaneau' Layla LJewglyn, Quang Lo, tem Kanike ....._ M ilJO Rodriguez - -maria Mr�nroe oddly s Lo ez _ i r[odl _ $13.:0(3 $37,70 .ilex Morales Alysan Nunes, Alex Ch.inner. GA}D Teehr�iala.n $ 5.0x0 $72,50 - Ylhot Priatc Dornelle Thomas Arun Kr�shnamaorth. 5n ineerin Intern 0 $31.00 Keily.Morrison Senior Fn.gineerJn § Daniel Mono Technician $23.0 $66.70 { LOS Hurtado; Ju an Carlos 5eife John Oar Arnaldo Gutierrez. Inspector $ 23,Oo $66.�a Senlor Landscape Aida M. Curtis Architect $ 5zoo $160.86 Jennifer Ro ets Landsca e Arehlteat $34.00 $96.60 Tf- fan Marston L andsaa e ArahJteat Intern $ Judo Pa'rsiVale CRl7) $2a.Oo $7.2.50. Su In De Castro. ClerJaal $ 13.oa $7.75 1. `Chorrras Brownell Senior PSM.. $42.03 $121:89 i Bobla' Jones Driller . f: Addltionally th.e City will, pay:, 1= 3 Man Crew,F'arty 2, Man Crew Party . Party hlef. Party Chlaf Instrument Man Instrument Man Rod Mart . Two Rod Merl Burdened Dally Rato ($944,00}) tBurdened Daily Rate: $1177.29) -RPC Na. 12»1:1-001 Miscellaneous GJvJI Engineering Services [3 j " I SRS Engineerifig, Inc.: (Corporate $eel) Ai 471°rcurm 1 " E GNEW 2,01 T1;IZ111I. ,,.., 2.02 . SCONE OF. El �4 ri 3 1">]SIIACti�kF� XW"lt' gp4.03�k. CHAN .d'il'K.1 ICL .6 &01 OtNE -;402 Ci3NC ARTICLE 6y ply SnQ2 ;Ci�NS 5.03 TERN 7.01 OW] 7.02 DEL 7.03 R54 7':Cf4 NfJ� 7,'UfiMAI ARTIGLe.8 AI�TIG E.9 7.aa* coo 7;Q11'FMFI O A8'1IOi.I*. 4 0 7,09 AUG ' .io ENI 7,11 5Ut 7 ,13 7.14 '7.1 a 74 0 7,17 ,10 y ,1,�{{ 7'a�1 yA TABLE OF.CONTENT$ .. .. .. ,., �t�IUDITIONS V . :.)w..,, r ,i a•,•+•,• ,x>.F:r) r .,F«. , ,/ICES y .� s1:'r rp. •ixin vt� .� LAMB.• 8 AND.A�LEGA'T'I(?N ��'•e NSA i ISFACTORY I�SR�4I�INEIM >s I; ;}�pi�Y�yrixT7"YFA�3 6RMANCE .,1. i, :,421 LS_tiLTAN! 1 r7 ``#7 �y +ie k Y5•('S.�fip!>�a�1 �,,j qL f♦#f 3 Y4r ,i xi, !'s •w/ .... rMr�ry RELATIONS.HIPS,.�r+46rn .f, .f13 .:lr .3. •�j'' U134.ONSULTANTS 4 -, 3. r f i Ye r•+//w �./FAVLI { :w.ri t rk .xtrf eer ,.lr.x i n .rF.p +. fi.r, 4� , 3:,. iy +r.::+ r , .•r . A3;': . i7' ]EFAULT; FC1��S�!+IiJI,AJEI.II�E. lTIt FV OF AGRr:'5 l5NT! .!r i, }lr ,1 3"• :�'y r4A i . G: i is x ?.4 • rl Cl ��� i I�IGI ITTO TERMINATE,*, „ , $ )LIE TO UNDISCLOSED LOBiBYIST OR..AGENTf,., NTS AND ECORD a i ` DOCUMI NT.S 9 4 REQUEST OR CA]VCELLAT[QN, 9 OF REQORDS. 9 CS'I>p3l dir .. IW� MM IDING 3Iw 1NR�tRAP1OE COVEI�AOE rs, � . }.• ,:'I'1 36*ii���At �mta�y �y�!� yuC i F Q 1 OV�EMRAtiaA. G vAI�6/UQ . i •at.• Y p9A.t:t. {2 xeli:i.k,i,e 's4 r,T',.,i ,. }: 3. ai,2�.3 "" it t.+ ape e,l.FCF xVre rJ. ,.Fv. i. rit.,rfr+ •.1:: 1� . NiEi�iT... 1� 4NC3.AS[GNS; r•i.p4 vi. . �:,, ,12 )TIAT10 CERTIFICATE 43 �3 W ANIS V> Noe i]F LITIGATION,, 13 3N, ! 4TIONr,- �O1IIS�+�NS :DIATION-MAIVER OF JURY TRIAL.i A4 RIIPLIAN4�E NYI�lI".t M PARTNERSHII'4 ,i. i... ... w i, at .�. ,<•v .x,.p•+3..34 _ Page I TABLE OF CONTENTS (CONTINUED) f.iiLFx. VISCRETIE)N OF DIRECTOR.......... 1123 REsoujTION OF CONTRACT DISPUTES. '7.24 INbEF tNDNT ONTR CTO „} :F , 1 ATTACHMENT 1. (A - � �ty�%P9 til" WORD v ali. i_aAi,.l...2�q a8L I/\�arr�L�LM,v.: /�"+ M�-i*i�/.,NE }�}l��nr �'k y; ..i k,.:," .}A�{{g1x{yY7{i6y �S�{y4FOp�P�(G�4{J�yF�{WEjyR I�Rd' a?(. x�.. .!'4 i.lili YYRIT L!1'�.L%1'41� rsa .f 41: .t , i { i.L ♦�Lr%i ARTICLE Al . As,nSERVICES 220, A2.02.: ANAL",( A22 03 SCHEMA, AM pESIGN I A2.6 . CONSTR. A2.k BIDDING A2,.67. ADMINIS1 A tICLE A3 AbI A3,[I1 GENERAI A3.02 EXAMi P L.I A3io3 ADDITIG}I ARTICLE`A4 CITY' 4Q1 Pt4C1 A4,62 cONSTRi SCNED.ULE A^1 -. ,S SCHEDULE A2.,� I ATTAIN4MFMi' A. _ tmuz wN ARTICLE B22 sZoi FEE, E32A2 EMP I32.43 MUL W.04 CAL B2.06 EMP ,06, ESC, 133102 84.04-1 C �eRTICLE B5. NT OF OBJECTIVES 21 wREVIEW.s VESICN rn.fF, ,.S + ♦ N i -i i. • ! r 4 .21 TION.L)C1CLIMENTS r r } ,. , ..22 16 AWARD aF CONTRACT- ,... 23 MON, OP THE CONSTRUCTION CONTRACT ..,,.>. I{3IdAL,ERVICES.27 i, L, ) SIG <;; r,,., , ,SF't`�NIBILITI�I=S ,x,. .., •, ,. ,21' SITE INFORMATION,,,a.ri,. }i , ..,L •. ,.. • 27 CIQN MANAGEMENT , 28 tr-CONSULTANTS .29 { ,.STAPH'..', ri„a..iro �, Bi d{ w F} Y„Yrw, ,i,i x.i i12417d g , Y/ -I }DfriM}f�✓ }k11IPENUTION AND PA�`t MENT ,xr,.,., 3C} Do 0'5 CCi11iIP ENaATIQN iw F 3f3 TION LINT$ },sY »3Q aT NOT Te► EXCEELI . , L SI R,TEs; a . ..... 0 3 AND JQB. CIrA aSIFCC 4TIttNS 3}Q'' Sr�F4 , Ya. t kr. BENEFITS' ANIS OVERHEAD . ,. , , ! ,} . r.»iri31k UTATION:Or FEES AND ..J,, �9 atE FEES.. kBLE EXPENSES,. 31 k01TIV»of DEDUCTIVE ALTERNATES.: ......... LTERNATES........ DDITIONAL SERVICE04 i.a ........ 1114—........ . 232I :XCLUSIONS 32 LTINC FROM pRf7;1EGT SIr PENSION . :F:,.F,.a. 3.2 CENT8 tb.. IIE C.ONSUjj8NT............. ISHENSIVE BASIC SERVICES.,..., 33 . 1lwk-L DATE „} ,,,. , r„... .....,r . , ,.,.,, ,L.,. D „ „ r , ..L., I}:i[L ADDITIONAL SERVIC' S & REIMBURSABLE EXPENSES „ ..... 33 . 13URSAB 1 iXPENSES SS ..M:ENTS TO THE aUS-CONSULTANTS SEPI ATICiN FCJR REutE Cir PLA S ANL) S1�>�C.01CATI#; 34 „ 34 .. 3F, RATES Mlsoollaneous CNviN Engineering SWIdes kJ. 8eher & Compny r, I” I' RFQ Nor 1f2.13-604 MscellaftGOUS Civil En.gineefft Services C3.I RFO No, 12-13-004 U. Behar & Cbtripan:y 'P...Romsstom SERVIOlEg AGREEMENT Pk0rESSONAL SERVIM AGPEEM NT the State of Florida., or those performed by any ,architect, professional engineer; or rpglsterect-turveyOr or ,,mapper in corinection with his or "her. professional amployinent or. practice. These servicesnay ,be abbreviated herein as"archlteotural/ engineering services" or"professional servipes", a� applicable, which •' are within this definition„ 1,17 leis; AdminhStrater means the City's kick Managernerit Adinifnistrdtor, or. ,designee, or the individual flamed try the City Mbn4ger to administer matters relating to lr►surar ce. and 'risk of loss far ,0 City; - 1AS $c ipe of Services or Setvkes reams a ownprehensivo description of the 4otivilies, tasifs, design futures, objectives, deliverables and rrlilestones required for the complati'on cz€.Prdjedt or an assignment with sufficisnt det fI to allow a reasonabty accurate estimation of resources necessary for its completion. IAD ,,Sub-gonsurtant means a person or organl2atldn of properly registered professional; architects, engineers, registered surveyor or mapper, and/or ether profsssionat ;specialty that has entered into .a written agreemen with the Consultant to furhlsh. specified profersionai sarvfcesfor" a Project or task. 1.103 ft4o gates means fha effective direct expense to the Consullont and/or`the Sulo-Cons,uttant, ori ari. hourly rate basis, for employees in the. spec'Ifiad professions grid joo categories assigned to provide services l rider this Agreement that justify and form the basis 'for,professional Eales regardlee of aotul manner of compensation: `p,21 work means all services, naterlals .and equipment prouided.bylor under this Agreement with the: Gtnsultant. -1.22..INorlr Order means a dpoumerit internal to the City .asthdrtng, thf ,pelfornlance 'nf specific. -professional services. for a defined Proieot or .Projects; . 1123 Vtlbek Order Prepasaf means a document prepared by the Co isu.itanf, at the request of the city- for ..Services to be provided'by the Consciltant on a specific phase of a Project. 1.24 Frrr essxanal aeruirc s Agreerrr nt (s�Az reomi nt„ or "PSkl.j. means, this Agreement ,andel all attachments and any authorized amendments tvereto. In the event of a coniflct'l)etween the Response to the Roquest for Qualifications t":r PC "} and the Consultant's response thereto the RFQ will control, to the event of any conflict between the The. Consultant's response to the RFQIN PSA will, control. In. the event of.any conflict between_ this, PSA and its attachments this PSA wilt oontrpl, ARTS GEM -RAL CClNMTl6NS U1, ERI1 : The term of this Agreement shall be for two () years cornenenrtng on the- effective date hereof. The pity, by action of the City Manager, shall have the option to extend the term for two t2) additional periods of cine (l) year each, subject to cantinded satisfactory perforrnar ce as determined by the Director, and to Elis availsblifty and appropriation of funds. City Commission authorization of .this Agreement includes ctrl gatia of authority to -the try l enc er to actministratively,approve sa). extensions proVid'ed that the . compensation limits set forth in:L04 ars not,pxceeded.` 01.1 ` .Extons'f6h of Ex iraticDdfe' . lrr the event rife Consultant fs engaged in any Projeot(s) on the Agreerrment expiration. date, 'ihen this :Agreerr an shall remain in effect until aompletlon or termination of said Proieot(s). leo newWor% Orders shall be issuett after Ehe eXP. iration date. 2402 SCOPE OF SERVICES Ttia Consultant agreee to provide the ervioes as spectficafly describdo and under the specla[ terms and conditions set forth in Attachment'"A hereto, which by this reference is incorporated into and made a part df this Atgreernant. tv gl efl�neons Civil Enoheerino Services i5 i RF Q No. 12.13 004 R4 Behar Company PROFESSIONAL6MV10 SAGR EMENT 2:03 COMPENSATION 2.63_1_. Componsation Limits The ainount of compensation payable by the City, to the Consultant shall be .a lump SUM or "not to exceed fee, based on the rues and schedules established in Attathmeht a 'horetc,,which by this ref erarlco is incorporated. into this Agreement; prWded; however, that in no 06hi shall `the emgarit.of comoarisa#tart exceed five hundred'thoilsarid dollars I;$ Q(1,000r OQ} in. total over the form of the Agreom6nt and any extonsioh(s}, unless explicitly opprove.l`by action of the City Commission and put into efteot by ejtton amendrrierif fci thhq .A,greemertt, The City may, at Its sale discretion use other compansatiori methodologies The Laity shall not nave any liability hot will'the Consultant have ;ft recourso against "tha City fnr arty compensation, payment, •mimbursab a expenditure, post or Phar e beyond the conpensetlon limits of this Agreement, as it may be amended from little°ta Limo. 2.t?5�2: r�ayments (U'nle'ss otherwise spoo€ficaliy provided in Attachmeht B, payment shall be made in accordance wit% Fictrida Statuto. chapter .218' Pari: V11, Local Governrrtent Prompt laymen -Acte after receipt of ,fro Cansdltant°s.lnWlW, Which+_ shall be accompanled by sufficient supporting i ocumeittatton and contain suffialent dote k, to constitute a "proper invoice" as defined by § 2, 8.72, Fla. Stat,, aril to alkpw a p're'p.' audit of experidifuresytshs�uld :the t✓ity;require :one to tt� performed ;ll' the Cr resultant is entitled to re rribursenrent of travel exp0hs" es, thein all .bilis liar 'travel expenses shall be -submitted . in accordance With, Section 1 'Z06 J , Florida statutes, The: Cot�sultant,ahall utilize' Attaohmerif' C" for :the submlas1ort of inveiadsf 2.114 COMMUNITY BUSINESS SS N F €'i ilS ("CBE".I PARTICIPATION REQUA, MENTS Pursuant ."to City Code. Sootion I llw7, Al *t]S€}S r mus �dh,06 #a the f6lildwing C E. i1pa ion 1"equirernerifs �7!er Qrdlnanc11333L 1} Assign m.Iniifitim of fifteen. percent (�15%). of the contract value to firrns currently certified by l<lkiamkbade County as a Community Business, Enterprise ("C'BEIT 2} Place a pedifpemphasis on utilizing local small businesses from.within the City`s: municipal boundarleS4 AKTICU 3 PERFORMANtgt✓ 8-01 PERFORMANCE AND DELEGATION The services to .be per€orme i hereunder sha11 66 parformad by the Cat sultarif own ata`ff, Ohio" athorwlse'tprovided in this Agresrnont, or approved, in Wri.In lay the City. al d approval hail not be construed as z err tltutIng on argte ment.between the City and said other porsan or firm; 8.02 REMOVAL. �F UNSATISF:ACTORY PERSONNEL p reotor ar d1 11es€ghee may make written request to this Consultant far the prompt rornoval and replaoem nt if arty personnel errtployod or retainsd`by the Consultant, or arty Sub=Consultants or.aubcontractors, or any personnel of bny tush Sub�Corisu:tants or sub-d.ontraators engaged by tho Consuli:ant to provide and perform zervices r ork pursuant to Ar the require of this roemen� , The Coristiltant shall rospand to the: Clty within fourtoen {`14 cslendar days of receipt of such regoost with elther the removal, and raplacertiant of e't'ch personnel,; or 41tton justiflcation as to shy Lha#- trtay riot ocnur. Alk decisions €riuolving personnel Will be gads by. the Consultant. Such request .shall solely relate: to salt i :6Mployees wvorit€rig under this Agreement; 103 CONWILTANT kEY tt,00 She led parties acknowge that. the Consultantwas selected by the City., :in jar,, on Liteasi bs of qualifications of particular staff Identified. in the Consultant's response to the City's solicitation, herelTiafter roferrrsrl to as "Key Staff".. The , ons'tltant shall ensure that Key Staff are available for.Work hereunder as long as said 1<ey Staff -ie :in the Consultant's ernpl6y. The Corieultan# W111 obtain prior written acceptance of; ,Director or de lgnee to change Roy ~;staff. Th6 Consultaint shall provide Directory ord esighee with such t liscellaneous 0101l=ggint t?rirtg Services, i l RFQ Ne1 12A3-004, R.J Behar 6 oomparty RROFESSIONAL StANICE5 AGREEMENT o ligaticris heieyrider, then the CM.sulfarht shall be In defadit, Upon, the 'occufrence ,of a default lrereunddr the lty, in addition' to al(rerrr dies auarlable tc it by I v,"May Im.medtat�ly, upon �lCltteh nr tica to the C nsultar tL term%ria# this Agrees ienI wt reupdrt of payments, .advances, or nther,camperiset[on paidkry the Ity to the C� nsultarit while -the Con ultalit was iri € efauit 811611 be irnmediately returrieu to the C'Ity» Tho Consultant understands and agrees that.terknrnatidr pf this Agreement under this seeticn shall not rebase the Consu(tentfrc ony obligation aocru(n�* prier to the e#f4dtive date of termination" In °the event of ter-mination due to default, in MdItion to the for��elrrg, the C,insultant. hall be, liable tothe City for all expenses ince t1rod by the CIt� lri pre ppring a id negotiating this.Agreernent, as vsrell as all drists end expenses In rred by the ity in the ep�procurearaent of. tihe Services, it bluding: conedquent'ral and incidental deirnages, '.(n tkre event of Default, City rrtsy also :suspend or withhold reimbursemdnts from the Crsns tltant unti1. such tlrri as the actions cdiv ng rise to default have bep. lured. 'CONDITIONS OF D5FAULT A finding of Default and subaequ6nt termination for cause may Include, without Ilmiteti6n,, any of the i follawing. i laliscelianeuus Civil Engineering tervic s I71 RFQ'No, 12-1�-004 F.J. Behar & Company PR0FESS1bNAL SERVICES AME81MENT s.02.4, The: Consultant f8ils to obtain or ,maintain the ,professional 6aginpering oartif'rcatlon licensure: Insurance or bonding herein required. 6.02.2 the Consrtitant fain to comply, In.a substantial or material sense, with any of its ditties under this Agreement, with any -terms or conditions sot forth in this Agreement or in any agreement it has uulth theIty,. beyontl the specified period allow:d. to dire such default,. 6.02.3 The Constant falls to commence the Services within "the time provided or contemplated: herein, or fails to oomplete the Work in a tly mariner as rejulred by this, Agreement. 5.03 T"IM 10 CUREDEFAULT: MAJ UR Thi City hrot tgh te I irectar v"resignae ahalL;pravide written, notice to the " onsuEtant as to a finding of def it and the Conultont.s"hall take all necessary action to pure slid default within time stipulated. En said notice, after which ime the City inay ter 1.1nite the Agreement. The Clty at its sole discretion, m„ay allow additional nays to perform any required .oure If the Consultant provides writteri justlfioation deetMed ... rea'sorrably suffPotent, If the C}efiault has not been correcfeu by the Consultant within the tlrne specified the Agreernerit sha!I `be autr�rrratically terminated ori the last da* of the time stipulated 411 '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 thatterm Es, nterpreted .under Florida law, then the Clty rney allow an extension of tune reasonebty coni tmensurats:. with the cause of such failure toperforrrt or cure:. ARTICLE 6 TERMINATION -DIF AGPEg EIVN�”' .01 CITY'S RIGHtTa"1TEI�MINATF The t�ifiy, inctudtrig the [�lrirctor or uesigttee has the right to terminate this Agreement #cr any reason or 00, reason, upon tart (`l0) days' Written notice Upon terrnination of this AgreemAnt, all" ll ohans, sketche$,, studies, drawings, arid Sather documents, including all e}eotrohlc poples related to Work authorized under this Agreement, whether flrsEsheu or not, must be turned over_ a the Direotor or designee. The Consultant shall be paid in accordance with provisions of Attachment. l3, provided that said d6bohieri and ogenfs ((Ao non-per%rrnan euiprnent on by apy act, or :ferred to es "trtdemnite ult, ] out of or resulting �, respon�biilties (:hhE3t'titi1 1ar Joint, edr current or ecan UVective or ,psssivo of the failures of the CONSULTANT to.:; the CONSULTANT, or the indeen other regulations or requirements.: sg . ;ncy , speeial district. or statesof trim Agreerr►'ent, er any Amsndrner ouf of this ;Agreement, as armencl{ procurement requirements or shrill expressly agrees to lndornr ify and Miscellaneous (jiv l Engihoering Services: . RJ,Behar i CoMpany to attor*'s feet 1 Connection !�, services; . dr'indirecily ce or omissions, or negl Its or sub is, a'r rsY�ral irtles or (ri t caf the . tale, to Pori state, cou an with the tent, or ah' I d, by, -ss ldue . to alleged failure .to a, r limitstions imposed on suoh dgreeme hold harfriless the indemolte % or any Aq nts by law, CONSULTANT of titem, from pri, against. l i RFO 12'A-3-bO4 momsS60NAL SfwROUES'AORESMENT t Cita. iM-004; 12.3. [3�hr & ampny PROFESSIONAL.SERVicEs AGREEMENT c7RVa,e 7 PR.OFE;S9IONAL LIABILITY INSURANCE The Consultant shall maintain Professional Wbility Insuranao-including Errors and Omissions coverage in the. min!mum amoon t of $1,flO0 000 par. Maim, $1,000,000 aggregate providing for all, sums hidh the Consultant skull be legally obligated to pay as damages for olaims`arising cut of the. services performers by the Consultant or any person employed by the Consultant in connection with tris A.grepnient, This insurance shall' be maintained for at le4st one year after completion of the construcilon and acceptance of any project covered by thisAgreement. 0.0 .4W RK15R S COMPIdN;�ATION I'NSURANCI The Cohsuita-nt shall Maintain Worker`s Ccmpensat"eon insurance in compliance with Fiodda, WUI:es,' Chapter X140; as amended, and �rnployeews Liability Ustlth a minimum. limit of $5p0;000 each. occurrence. . SI B -C ONSULTAkt 06MPLIAI°� CE The C.onsuitant shale ensure that all Sub -consultants comply with: these; same insurance requirements.: 9,94 MODIFICATION. TCS COVERAOE the. Rlsk Adrhlnistrator or histher authorized designee reserves the.'Tight d . require mccsiflcatiot s, Increases,. or changes,in:the required insurance:requiremeInts, coverage, educ ibies or other insurance oblisgations by ptoviding a thirty (30) day,written notice to he.Consul in accordance 'With § 10 06 herein. The Consuitant.snall comply with. such requests unless the Insurance coverage is not then readily available in the natlonal market, and may request additional consideration from the City accompanied by Justification. .. ,ARTICLE 10 MISCELLANEOUS 10.01 AUDIT RIGHT The City reserves the riilht t0audi# the Consultant's acoournts during the performance`of this Agreement and for three (3) years after final poyrnent under this Agreement; The Consultant agrees to furnish copies'. of any .records necessary, in the opinion of the birector, to approve any requesis. for payment by the Ccsnsul#alit.. The inspectlon end audit provisions provided for.Cifiy contracts sat forth.ln §1$-101 aria 18-102, City Code"are appitcakil,e to, this Agreernerit and ora deemed as being inoorpo. teri by refere roe herein 10M ENTIRE AGREEMENT This Agreement, as it may be arr#ended from time to time, represen#s the entire and integrated agreement between City and the Consultant and supersedes all prior negotiations, representations or ae roem, eats, written or .oral,. This Agreement :may hat be amended, changed, modified, -or otherwise altered it any respect, at:any br ie afier the execution hereof, except by a wilittert document executed with ; the same formality and equal dignity herewith; Waiver by either party of a breach of. any provision of this Agreement assail tit be deemed #o be a waiver of any other breach of any provision of this Agroerrient; I6,03"I1CCE SOR$ AND AEIO W The perform- ofthis Agreement shell not be trans,ferred.piedged, sold, delegated or assigned, in whole or.in part, 'by the C�onstiltant without the written consent of the;City, acting by .and through itstai#y, Comrnlssiorl. It. It understood that a axle of the majority of the stock or. partnership shires of the C:onsuitant, a m r� * r or bulk .sale, err assignmont for the benefit of oreditr5rs steal! each be deemed transactions that, constitute an asslgnment or sale hereunder requiring prior City appraual, 'Th e Consultatlt's: services aro `unique iri_ nature end any a . Ignmsrlt, sale transference i ritho A City Commission approval shall be cause for the City, to cancel this Agreement, The Cons ultant shall have no recourse from such cancellation. The Coity may require bonding;,..othler seourityr certified iinanoial statements and tax returns :from Gray proposed Assignee and the execution of an Assignrrlentf. Assumption Agreernent in a forret satisfaat+�ry to the City Attorney as .. oc�ndition precedent 'o considering approval of an assignment, miscellaneous Civil Engineering Sorvlros [12.1 R.FQ No, 12-13-004 R J P Behar & Obtt pony PROFESSIONAL SERVICES AGREEMENT The Consultant find the City each binds °cine another, their partners, successors, legal representatives and authorized assigns Ao, the other par y of .this Agreement 60d to the..partners, successors, le�lai: representatives and a. Igns of Such aan:Y in respect #o all covenants of tFiis Agreement: %04 TRUTH-'ISI'-N5GOTIA`,TIANI CERTIPICATE I'rk compliance with the Gonsultent`.s CpmpetitivNegotlation Act, for any Prdle'ct to be cat pensa#eu under the hump Sum atethod, the Consultant shall certify that wage retes 8-nd tither factual unit costs 'Procaed $up orking the compehsation are accurate, complete, aid current at the time of l�loti^e to The origirtsl Project price and any addltlprk #hereto will be adjusted .to exclude any dignifiednt sums by wiiIdh, the City determines the project price was increased due to Inaccurate, Incomplete or ikon -current wage , rates and.other factual unit costs;, All such prig adjustrYkents v ill be made Within one'(}year followlr g t the end of the F'riject. 10.06 APPLICABLY LAW ANE*) V NU Cid LiTEGATICIN Th►s agreemdnt shall be interpreted and construed, in accordance with. and gouerned by the laws of the Suite of Flcirida. Any suit or adtian brought by any Pa yl conc erning this agroei•nent, or arising out bf this g agreernent, shall be brought in We' mI4)ade County,' Florida >=�ch pariy:;shall bear its 6Wn attorney's fees except irk actions arising Out of the Coniultant`s duties to Indemnify the: City :under Ar#kete 3 :where the C06.uifiiht shall pay the City's reasonable a#t mey's fees, 10:06 �IOiICS. Whenever either :party desires to give .notice unto. the ether, such notice must be in writing, sent by regkMerei� �lnited States mall, .return. receipt requested, addressed to the party;far uvhbrrk it is Intendeti;ei' x. last speclfled;, and` the place`for.- giving ,of notice -shalt. remain such .until it shall have been ..the .place changed by writfien netice irk crkrrrplkpnce with the previsions of this paragraph, l~or the present, the .. parties design tethe fcilfciwing as thb respec#ive;places for giving of notice: FOR :City vf.Miarrli ;Mdrk panlol, P,�.- Director City pt Miami Program Capful improvements {CIF".) 444 W. 2" ,Ave,, 8i' F*I S I: Wrhi, Florida 33130 J46vanny R& rkguez, Assistant Dlie ctor k City of IVliaml CapitaI Imprc vemehts Progr m (GIP) a i .W .2 " Ave , W din Fl 444S"': IVliarrii, Florida 33'I30 �'flr Cansultantk Anthony Project Manager . R.J: Behar,&`Company; Inc,: I i65s, NW 146th Street, Suite 804 Miami Lakes., FL 83 16 10.07 N The languagef this Agreeeri#_has been agre€cl to by bothparties to express their mut al Intent and no rule of "strict construction shall be applied against either party hereto. Thul headinge contained in this Agreement are for reference.purposes only. and shall not affect in clay way the meaning or.lnferpretation of this Agreement. Ali I ersonal pronoun s'used In this Agreement shaII; knciude the other gender, and the singular shall include the plural, and vice versa, unless the context otherwise requires. Tornis such as 1. Or "hereof,,' "hereunder," and "heroinofter'" refer to this Agreement as a whale grid not to any pariicuiar sentence, paragraph, or section Where they appear, unless the context etlherylise requires, 1 Miscellaneous Oivil Engineering Services l I I RFO Nc, 12-13=004 R:J. Sehar & Company PRQFE8SIONA,L SERVICE$ AGREE%r %T" Whonever reference is made to a Seotlo0 or Article of thls Agreement, such reference Is to the Sebtion or Article whale, including all: cif the subsections of "such S0ction, uniess the reference .is `trade to a: particular ubsectfon car subparagraph of such Section ar'Article ' 10.08 :i 3iPi l #�FtEPAt ATiCir�t i~"rop re of. this Agreement has. been a joint effort =of the pity and the ensultant and the resulting dacurnent shell no, sole!y as a rn'a a .judicial b6i strttction, tse construed more severel}r against one of l the i,artis than arty other, 1i .Q P)fi1C►RITY OF PP-OVIS16NS ifthere'is a or 1hoerisister cy beiween any term, statement, regtrirement, or:prouision ofany exhibit .conflict" 4ttacly"od hereto.; any document: or ovents referred to herein,: or any. docurrterifi Incarporatad, into this .Agreernerit by reference and a term, staternehf, requiremarit•, or proylsion of this Agreement, the terra, statement, regijitoment, _or provision 'contained in this. AgreemerA shall prevail and tie given effect. 10,1 � : pV1EC3iA�'tCti�i-'U1lAl"VEIL #�)= JU;��Y TI�fA;rw _ th';an effort to engage irr .a aooperotive effort to resolve conflict which. may arise during the curse of :the design ani for oonstruptita•n of the aubject prrajedt(s), end/or ro8pwing the completion cif.tPte pro)ecfis(s}, the parties to this Agreement agrei§'all disputes between #hem shall be submi.. to non-binding medtatiorr prior to:the initlatibn of Iitigatlan, Unless other rise agreed in `Writing by the parties, A certified Mediator, w> o the parties rind mutually aecei3telzle, wil! conduct atiy Mediation 1'666edings in Miad4)ade County, ' S€ate of Florida : ihe'parties will split th6 costs:ef a cart[fesr! mediattir.on a omo basis 'The'Con8`UItan. :ag`rees to include such similar "contractpip isrons. with aii Sub -Consultants a'hdlor independerit.. contractors andlor the Cohsultgnf8 retairidd for the project(s), thereby providing for non-binding mediation. as the prlmary methanisrn for dispute resolution. Each party will bear thea own attarnr y's fees, in asi offortto expedite the coh0usron of any lltlgation the partles voluntarily waive their right tj� ry trial or "any to file }ertYtlsaiveonfierciaims in action arising under fihis Agreorrent ` 10111 TIME Timo is -of the espertce inthlsAgreement. 10A COMPLIANCE WITH LAW$ The Corisultant shall comply .with all `appilcable laws, codes, ordinances rules, regulations :and resolutiiatts moding, without lin' itation,. `.the Arnerii✓ans with Disabrllties:,,Act ("AbA"), ;as amended, and all l . l applicable guidelines" a.nd standards in;perforrnIng! Its diutles, responsibliitles, and cibligations related t this Agrepment, The Consultantrepresents and: warrants that there shall be no unlawful dlscrirriiriaticrt as provided by law In connection with the performance pt this agreement. Pion Di erimina lon l The Ofty warrants and represents that"it sloes trot and will riot engage in disoriminotory practice6arid that there A611 be rto d'rscrlrnlnation h ca�nnectlon with tae Consultant's performance under this Agresmorit can api�ottnt of race, calor; s"ex; religlog, age, landlcap, `rraarital status or' ria#ionat origin.. `the onstaltant farther covenants that no .oth Irwise cidalified individuai ;shall, solely bye reason of his/her race, 99 or, "sex, reilgion, age, handicap, m6tiwl status or national origi"n be excluded frorn partielpation In, be denied servlces, or .be subject to discrirWhatlon Uhder any provlsiotf of anis Agreemari#.: 10.' M OSHA COMPLIANCE. , The Cahsul#ant Worronts that it will cornpiy lth all safety precautions as required by federal, 'state or I loom laws, miles, risgulatlon and rd1l-' hces. the City reserires'the right to refuse the Consul#ant ai;cess to i fy properly, indludirig :project jobs!#ea, if the "Consultant erripfo* yees are .ho"fi prrs.perly equipped with safety gear iii acciardanc 'with OSHA regulations tai if :a continung pa€tern of cion- . compliance with safety res ulat(ons is exhibited by the 0onsultont. _ O.J2.� ADA COMPLIANCE ' The urisultant sfigit a'ffirrhatively comply with e!1 applicable provisions of #lie "Attrerlcarts With' bltal7i'i!#los Adt ("AICA)) in the course of providing arty work., labor, or services,fltnded by tho.mty" . inclucift Titles 1 &' 11 of the Ab (regarding nondiscrimination on the. 'basis of disaUlty) and alf , 1 ivilscellaneous 010 Engilneerin9.services 1141 RI"C Nd IZj3-004 i Ft.J. 8,ehar � ConriseriY' PROFE8st NAL SEIR (O.ES Ada. ReIMMENT .not attain, nor t5e entitled to; my rights -v benefits under the Civil service or enmon vrainances pi ina pity, nor ar y rights generally adorded classified or unclassiftad omp oyees. Thd Cnmubht f0 her understand that' plarl i ilorkers` i�om"pensat oh beristits, available :to em,ldyees rif the pity are he t ov iia ie to the Consultant, and <argrees'to provide wo* rs' compensation M.UrO.oe for, any ernploye or agerit of ris the Gcultarlt rendOlr g services to the City Onder. this Agreement. 10.17 ONTINGENC'Y cLAust, M scelCaneous Civil' I nglnecring Qrvices [is j ��� Vic. '1 f U04 IRA Behar � 0.0.mpsny 'Miscellaneous Civil ng9neering Setvlces [17 E RFQ No. 12-18-00.4 i. Behar & cotripany PROFESSIONAL SERVICES AGREEMENT C15RTIFICATE OF AUTHORITY, QFCORPORATION) 1 HFR E3Y CtRTIFY that at a meoting of the guard of Directors of Fb t, Behar &Corn ori ,Inc. a corporation organtzed and existing under the jaws: Ah :State raft i=larlda ,held on tied lstday of November resolutlo,n was e my passed orad adapted authorizing tNamo Robbert,l. Behar as (Title President of the corporation; to execute agreements on behalf of the .corporation and prow#ding that his/her ekeoution thereof, tie t d by the secretary of .the corporation, stall be the official Dict acid dead of the corpsratlon. I further certify that said resolution remains in. full farce and effect, 1N WITNESS �IHERE, iF, I have hereunto set ►y bond this .t1ti ,day of Febru� y 14 Secretary: Print: Dereth Behar +CRTIFEA'i1=P AU"THIt"!"1° (IF PARTNERSHIIR ! HtRE BY " RTIFY that at meeting. oaf the Board of Directors ,of ..patrtershp orgawlized and exleting cindef the laws of ti7a 'Stag of : hold on the qdaY.O.f a.. rasofuticn vres duly passed nd adopted uthorizing �Narrae} as {Title} cif the partnership to exbo.UtO agreements on beh ff of the partnership Arid provides that hieltier execution thereof; attested by a partner, shall be the official act and deed crf the partnership. 1. further certify that said partriorship agreement rernains ill full force and effect.. 1N /ki iFSS y1/HER50F, I :boyo horeurato set ray h:rid this , •day of C_ - Partner Forint Nees grid aciclresses of prtnersM , . Mate zip T�Taen Strut Addresa C itY -. Miscellaneaus Civii E'hg11n" ing Sarvlces 11B i R.J. Behar & QonVany Al'Q No. 12-13-004 SIGN.�TIJR Q NOTARY PUBLIC V. rATE OF FLORIIJA PR.] NT b, STA MPBD'OR TYPFD NAME- 05 NQTARY PUBLIC. M sodlaneous Civil Englneering Services I19 j RFQ Ne, 12-13-004 .R,J. Behar & CoMpany PRbFr 8.=NAL SERVICES AGREEMENT' Consultant shelf submit one(1) electronic set of. all documents and seven (7) cop€es of documents required under Article A2, without additional charge, for .'review and: approval by City. _ Ccsnsultant shall not proceed with the next task of the Work. uhtll the dncult7ents :have been approve dE In writirig,'by pity, and tin Authorization to Proceedwith the.tteXt task hat been ltWeid . by Oly. Consultant is soldly responsible for the technlcai accuracy and qualify,of thelr.Work. 06n5ultant shall perform al Work in gol,ripliance With, Florida Admin sirative.Code .Rule 61 t 5 19,.1001(4-) and Section 4i 1.Ci (i } (g} ;of the Florlda Statutes Consultant shall perform due diligence, in accordance with .best industry practices, in gathering i:nforrnati6h and inspecting a Project sate priorto the-co�rrnerice eni of design. o'nsultorit shall be'responsible for'the Orofesslprial' quallty, techn€cel accuracy and coordinatlon.of all design; drawings; spa ficaticn, :And other Services furnished by the Ccrmu!Writ on er.this Agreement< consultant shall; without additional, compensation correct or revise any = errors, onn(ssipns, and/or deficiencli s in Its ieslgns, drawings, spgclfication or other Services. Corisuftant shall eico be liable for clalms for delay crests and any increased costs in• construction, including brat not limited to aclditlonal work,. demoliticra cf existing workr rework, etc;,. result€rig: from any errors, otn sslons, and/or derrciencies in:lts designs, drawings; specification or other Services. AzoiM PENT CF OBJ15CTIVES A2.0-1 onsultal t shall confer with representatives of City, the �'rojept lVlanaOer, and other jutisdictiotfal agenciiws;to develop seVeral rrptioris forftaw file �tarious elements bf the project Will E)e designed artd constriiot�tl.. _ ; Consuitant `shall; :utilizing a compilation of available d6curnentation, confer with representatives of City, the. Project Manager, and other jurisdict"renal agencies'ln order to comprehbh*$.uely lderitify Aspects of the completed facility program that may require:further refinement tc attain the requisite. detail of design developmentroqulred to begin. the creation 4C ict€ohi Dgcunlents.. Fort of scdpe, the items that geed flrrther;develcp ant will be coiled Canceptuals and ilia rmairl h items:will be called lDeslgns. Consultant shall prepare writtari .descriptions of the various options and shall participate in Presentations t a multiple grt�ups explalning.aiternatlue. irptron F ufficiont d talli.shal) %e provided tc sv pert the presentation rnateriais. A.(S1•m4 Consult rit shall hire the appropriate subFccntrect6r- "to provide Ovii .Engineenrig sets ees.whicl are not in-house: purveys shall Include the location of ail site structures including all utility structures ;ane] facilities, Consultant "shall also engage a loll testing firm 019erform soil borir'igs and other tests requiri�d for ni w c+ r structir n wrirk. i he extent to which this. INcrk wiQ'pe needed st I be `based on the sifrveyirt� grid so!I b16 petf,Ibr ned prevlo�isly:by th0-1t, y. Cast of the surveyor and soil engineering firrh shall be billed" as reirribursAble er�penses A2,92 ANALYTICAL -R VilAW Veri#icAtft�n csf flee Clty's 1 Auemen€ Analysis Reporf Within the Prosect area, digital€y record pAstintd o€sit[aris ler the Project'irea; research 3l coils for vatiotts iripiAirits, especially drainage camplalrts; end doltally recordpraj ct area during significant rain events.:' A103 ..CH,F,.MATI DESIGN A 0M Recornmond d CO.Urso of Actlon onsuitan shall .prepare end present, In writing, for appro Val by the Project manager, a Recti°rhrneri ed Cr�urse of action (IBCA} tar the areas cvrriprising tfie l rojeof file RPA Shall Ino- rde, but is not limited to: 11 Street name and limits lVtisceliaheous CIA Engineering Services 1211 No. "€2-t M04 R,1..`i36har &Corr pang PROMSSJONA1_ SERVICES AGREEMENT i-ROF'ESSIOW SERVICES AGREEMENT c ar to huthari ng the. Consuttarit to proceed with. preparation of Construction Document bevoiop n#, t i City shall establish and eomrrmunicate to't e Goes aitant, a rnakimum sum for the cost of construction t f the f?ro] et (,'Maxltnum Cast LiHt"t<,1f the l; has . to# a�verlised for di0.t1.il.0 and aoaeptance by' ,#he. ity of the. 100% •COftstfOoiian J)ocdmonts and latest umeht of Prababie arrstru tion Cast, the Consult nt s. h�a1i a.ssist'the City in obtaining bids prep rin andbwar inc the construction con raot: � �%� City, for b dding Purposes, wlil have Ad docurn6rtts b inted, may authorize prin#ing a rm$abl : PROFESSIONAL SERVI.CEs AGREEM NT requisition subject to; a detailed evaluation of the Work far conformanoa with. the contract u on substantial conipletian; 2, The .results of any subsequent "tests required by -the contrast; , Minor deviati6ns from the Contract correctable prior to completion; 4.- Any specrfio gualifipatiotas stated irr the payment aestiflaale end further that thte oritraaicsr is . entitled to lio amount agreed iapori at>s requisition cite meeting oras stated'an. ,. the regttisitiori. j prior to recorrrrrrerrding. payrrrent to the 0�rntraaor, trier +consultant will prepare a wt'itton staterrient •to the City on the: status of the Work relative to tIb Gonstruotran achedule, whit% snail b6 l attached to the Contractoe's Requisition. such statement shall be prepared i'mmediateI "following the requisiilbn' field meet ir g and shall not be cause for delay in timely payment to the Contragtor. y recomirrending approval of a Paym nt C;ertifiaate the Co s rltant shall not be deemed to represent:that the Consultant has. made any exarninatlon to escertaln have and for what purpose the Contractor h s used money paid on account of the Construction Coritract.;�um,. A2y074 . The Cohabitant shall be the 'interpreter of "the requirements of the Contract Documa is and "the Judge of the performAnae thereunder.:,The .Consultant shall render Interpretationshoeessnry for the proper execu.tiorr or prpgre s of the Work upon ;written request of. elthar the City or the l Contractor,..and" shall render written decisions rithln" maxirriutr of ten i 1 t)) calendar days, on i[ ciarms disputes bnd other matters in queatibn botween the City and the Contraotor renting to the execution. or progress of the l�orlr Interpretations acrd docisions of the C nsultarit shah be Onnsistet t with the intent: of and reasonabl. Inif rable frorri,. the ontraO Documents grid.slrail be o y. in'writteh of graphic forrA..,. A2.07 i The Consultant shall have "the authority to rewmmorrd rejection of Work whleh dues not conform to the OantracModurr lents. WhenbV6r, tri his/her reasonable opinion the Consultant cansiderS It necessary or advisable to insure comp4ance With the Contract Dpourn(. t the Consultant �rlli have tl�e .authority te.recommend special 'in speetlon or:test`ing of any Work deemed to be hotirr l accordance with. the Contract, whether ;or nett such Wank has been fabricated and/or.delivei`ed to the l rojeet, or ln0tailod acid corn p e#ed. AZOI-S " The Consultant sCiall promptly ;revi`ew and. approve, reject or take:'action on strop drawirir s, l samples,: RFls.and trther ;yutaisr`rssians of. tiro Ce�ntractor. Changes or substitutions to :tlxe ocnstruction doaoument shrail not be= authorized �yittraut .concurrence :of the City's Project, Manager: Director.of Capital Improvements," The.Crinsultant shah have a ma inru r "of Leri OD) 6416ndar days fro racoipt of shrip tlrawings, sarnp`les; RFVs sir other submittals by the Contractdr, to return the chap drawings or submittals to the Con 01 with oomrnents lridicatirir� either approval rr disapraual, Consultant shall provide tFre orrtra+ for with a detailed written . :. e planation "as to the basis for ie1ectlorr, j A,Q7_g The orsrtltarri:.shall.lnitiate and prepare required doctirmentatlon fcr. ohartgoss required by the ` Consultant's sawn observations :qr as to uestod by the City, and sh1. ad reviOw and recdmmsnd adtlbn on proposed changes, '?�here 'the Contractor:submits a request` foe Change Order or Change TO .request, the Consultant shall, within ten (10) calendar days; reviorW acid submi# to the Citys hlslher re-Omrriohdatioil r proposod act iari alartg; Oh an. anotysis and/or study, supporting such, recomrr andatlori. Aum t1 The Cansultant shall examine the Work, upon rocolpt o the Gantractor`s "request for Vubstai tial l completion inspeof#ion of the project and shall, prior to occupancy by the. Cityr redamrnend egebutiOn "of a " ortifioate of.Acs. epterice for Substantial •Completion" after first a; do. pining that the Project is substantially corrrplete in aocorilanco with:: the ontre.of requirements. The Consultant, shall In conjunction with represeri#at"ives of the City and the Oohfractor prepare a punch-list. unch-list of any det'octs and discrepancies."in the Work required to :> a corrected by the jCon tractar in accordance with 1. rids .Statute 218.'7 6. upon satisfactory oompletiain of the punch -list the onsuftant shall roc9rnmend execution of a. "Oertificate o Final Acceptance" and Miscellaneous Olvii l ngir tiering SO'r<rices [?lt { �iLLCt No, 12A 3=004 ki. "Behar A Company Woellane bus civil Engh" irig uervice's G ;j E t .No 1 004 RJ. Behar &.COMPOny PROFESSIONAL SERVICES A REWENY P:RCFE�SSIMAL SERVICES AQREWEl T Woollaneetas Of r l Lndlneorlgg' Serulces t28 I RFQ Flo. 12-13-0.04 ki. B.Mar & errtp ny FIRM NAMS CONSUf T NG FIELD. M.O. Vera & Associates; 5uroying 8erviteS; HR Engineering Services', Inc Miam ,. PL, O'Leary iichers bsign ASSOC,- Landscape ArchitedtfDeslner Keith & A 8ccietOS, Inc. Pomp, Hach, FL Media Retatians Group, LIC Public Invoivemenfi Kamm Consulting f Inc. Mechanical Enginearirig r*sslvib De8l & Engineer°rn ' _. Electrical Irngineering CHE0ULE l2. —'KEY STAFF Miscellaneous qM1 ngineerinb Services i29] RrO No, 12-13-004 RJ. 13ehar & Compahy ATTA HM NT $ COMM lSATION AIT HM9,�� �.. �Oi1�I.PEN�,�A NANO a Y—ME T iviisoelfaneaus Civil nalr 0dring Services C q.1 RFO No 1.'� 10 04 PJ, 1=36har & Gampony' : . ATiACWNIENT B -COM, ENSA'r[ON . isoaariecus Civil F-rtgloer'rng sorvices J, pehe & Company RFO No. 12.13-004 ATTACHMW0*-CCMPEN$AIION ' ATTAcHMr NTN—COMPENSATIO B4:02VOR OQMPMH�NMVE ASIC MERVIC5$ Fo those Projects and Work Orders where Comprehensive design s -r icor are stipulatod, said paymerfts shall, in the acdgr.gate, rrct e�Cceed the percentage of tho estirneed total as e bompowatian Indidoted below preach phase. 43 <OMILLING -:HOORLY RAT invoices :subrnittri by theorlsultarit shill be documentation to allow for proper audit of expf .Rate basis; the Consultant -shall summit for appra niacifirafi 'ri. sAlary ri*z nor hour. hours worked tly detailed and accompanied by supporting Wien services areuthoxied ori an Hourly Iretator, a duly certified invoice, diving names, charge for all personnei directly -engaged on a Mceilaneous CIVII 1=ngiraeering SO Ces [33 J . RA 0 her & Gorrrpany RrQ N6n M3-004. 135.01-5 Perrin Fees All krmlt fees paid to regulatory. agencies for approvals directly attributable to the Projeot. These permit feed do not include those permits required ;tc be paid by the construction Contractor. 136,02 Rl=1iVlBORSE ENT TO THE MrC ON'S 1LTANTS Reimbursable Sub�Cansultanfs expenses are limited:. to the items described above when the Sub= Consuita it agreementprovidos far reimbursable expenses and when such agreement .has beery. previously approved In'writirig by the Director and subject to ail budcgeiary limitatioris of the City and requlrerments of ARTICLE B5 herein pg�,i��++T��lCE 136 ;/a fVIRN A'T+�N FORR.,U. t�F..#'LAIN►Pfl ,[P.E ItGAT1Qt�.: _. ENEOL It understood that all Consultant agreements and/or +fork Orders for new wwi ork ll include the provision for the re-use of pians and spacItioatichs, including construction drawings, bt the City's solo option, by virtue of signing Ilii a reerneht they agree to a re-use in accordance witht this provision without the necessity.cf furtE et approvals, compensation, fees or documents being required and without recourse: or suchre:use;: Misoellanoous Civil Lngineering Services (34 i' RFQ Na. 12-13-004 R.J. Behar & Col inpany INDIVIDUAL. NAME JOB CLxsSIFICATION NEGOTIATEDHi3 HOURLYRATE JR »Y RAT1 �.9 Multi ller A Ifed' Rob€rtehar.> Pr%ncipal $77 (l0 $223.30 Anthony Alfred. Project Manager $52,00 $1150,80 Carlos Meibrra Project Engineee $58:30 $169.07 Paola Riveros Senior Englnee'r$52,:00 $1,50.80 Yaharris Plores.Santiaga Clerical. $13.00 $37.71 Hernando Segura CAIDTechnician $25.00 : $7,2,65 Rohan P nit Engineering Intern. $31.001 $89.90 MaHaris llydaneto Sen!Qr Engineering. Technician $23.00 $86.70 HUmberto sbteras 160.00t6t $86.70 :Kathryn O'Leary Richards :Senior Landscape Arr Etitect $S ,CiO $ 50.80 Carlc�s.;5omo l.,andscaip. Architect $34.00 $ 8<60 60 �- NIA r andseape Architect We $2 8 $73.89 Herna609 Segura CAD $25,00 $72-.50 :. Yaharrls rlores`Santiago Clerical $`13:00 $87.701 `MichaelMossey/ T6rri I n tislt Senior PSM$42:1 3 _ $121.89 Sldney Wichard! T.or►lo Sirn son Driller $15.00 $43,5.0 Mll " elianeous Civil. Engineering Services . j3 j RFQ No. 12-13- .04 R„!..Behar Company �Cr�rpr�rat S�a�} Page f F CITYMIAMI .OF c DEPARTMENT OF CAPITAL] M NT tP¢9 Jp R1R1K * • O. GRA L3ySf IRaFESSI}NLSERVICES AGREEMENT x I . - .... , erviG� . � ' ory Mikellaneoua C.lv I rn, gine6ringServices CantwactType l iscellaneous Services consultant t�eyn�ids, Smith Arid F-liils�;ln�, TABLE 6F COWENTS ARTICLE 1I1=Fi�I1TItJNS: 4, AR"I CLE 22 +GgNERAL CONC3IT10NS 5 2.01 TERM I z Z02 .......... f d , SCOPE OP sERVICEs Z03 COMPENSATION ,i— ARTfCLE 33 P�RPORNIANGE ; , > 3.01 PERFORM,4NCE AND DELEGATION , ; 3.02 REMOVAL `t}0 UNSATISFACTORY PERSONNEL , ....,,F .., ,... • ,....E 3:03 . r, CONSULTANT KEY STAFF :. U4 TIMPORMAN CE,.: 7 ARTICLE 44 SUR-C6NSUI FANTs 4.01 7 GENERAL 4,02 i,; 7 . SUB-CONSULTANT IlpLATIONSHIPS:. 4rit3 ....:., : 2; CHANbES TO SUB CONSULTANTS RTICLE 7 S DEFAULT.-,,,..,,„r i 5.411 GEAIERAL .............7 5.02 CONDITIONS OF DEFAULT, 5.0 TIME TO CURE DEFAULT; FORCE MAJEURR ARTICLE 6 TERMINATION OF AGREEMENT 8 6,01 CITY'S RIGHT TO TERMINATE 602 .. „r 8 GANSULTANT'S RICHT TO TERMINATE 6.03 3 •. 8 TERMINATION DUE TO UNDISCLOSED LOBBYIST OR AGENT ” $ I ARTICLE 7 DOCUMENTS ANCf RE4;ORL1S 9 a 7.01 owigtR814IP OF. OOGUMENTS ` ,..... ' 7.{12 Dl:t"]VER`f UPON REO,UEST OR CANC...I LLATI4N 7,03RE-VSA „ ..•.,; BY CITY 7.04 ,,P, , . 9 NONDISCLOSURE—, 7.05 g MAINTENANCE OF RECORDS, „g ARTICLE 9 INSURANCE: 11 7,06 COMPANIES PROVIDING COVERAGE. ..;. 7.07. ;..: ,.... ,,,.: . „r,:; . .,..,, , ......,,1 VLRIFICATION OF IN sUW CE COVERAGE--.. ; ...... .,. »...,..11. 7.08 FORMS OF COVSRACE .,•:.:: 11_ 9.04 „• ..,.. MODIF TO COVERAGE 12 ARTICLE 16 : MISCELLANEOUS 12 7.08 AUDIT RIGi1T5 7.10 , ,. , 12 ENTIREAGREEMENT 7,1 I 12 SUGCEa90R8 AND.ASSIGNS 42 7.12 TRUTH-IN-NEGOTIATtON CERTIFICATE 7.1 I3 APPLIGABL LAW AND VENUE OF.LI7IGATION ,..,_.,., >.., . 7.14 ., .•r: ,,,.,,13 NOTICES 7.15 tN iERPRETATION 7»T6 j3 JOINTPREPAkATiON 7>17 „14 PRIORITY OF PROVISIONS.,.:: 7.18` ,, , ,,,,,, , , ,,,,,;1 ,•„•...; 14 MEDjAtiON - WA1VtR MJF JURY TRIAL-. 14 719 TIME '14 7.20 COMPLIANCE WITH LAWS,,.,.,, 4 7.21 NO PARTNERSHIP,:r. i ..... 15 Page TABLE OF CONTENTS (CONTINUED) 7.22 DISCR&ION OE I)MECT04 ...., 15 7.23; RESOLUTION OF CONTRACTDISPUTES 7,24 INDEPENDENT CONTRA.CTzOR, 1'a ATTAOHMENTA SCOPEof C3F111Ft RK' ARTIC�.E A1AM GENEIaL 2q A1.01 SCO PEI C?FSERVICES A1.02 . ifl(QRtC ORDERS 20 RRTiCLE R2 BA51C SERVICES ,.,. Y f A2.01 L1EVl„LSPNIENT CtF CIBJECTi1lE5 „ 21 A2.0 ANA NTICAL kElilkW 2I. A2.03SCHEMATIC DESIChI.: 21 A2.04 DEsiGN DEUELOI�MENT ........22 A21.05 CONSTRUCTION DOCUMENTS 22 ,, A2.05 BIDDING AND AWARD OF CONTRACT. 23 A21V ADMINISTRATION OF THE CONSTRUCTION CONTI�AGT ARTICLE A3 .. ADDITIONAL SERVICES A341. GENERAL 27 A102 EXAMPLES A3,0 ' AiDbITIQNAL DESIGN 27' ARTICLE A4 CITY'$ I ESPON51BILITIES 27 A4.01 PROJECT & SITE INFORMATION.--.” 27 A4.02 CONSTTtt1CTION MANAGEIil1ENT 2 7 SCHEDULE A1. $UB -CONSULTANTS ,! 9. SCHEDULE A2. - KEY .STAV'K. 2q, ATTACHMENT B - COMPENSAT O RNCt PAY ENTS, „F...ZO 11�i? IDLE SA METHOD OF XMPENSATI0 3£I BU . COMPENSATION LIMITS ., 30 t,o2 CONSULTANT NOT TO EXCEED ...... ,ARTICLE B2 WAGE RATES. 34 ! Y 82 01: FEEBASIS .., .... : 3tJ 82.02 EMPLOYEES AND JOB CLAs51FICATION$ ....,:., , 82103. MULTIPLIER..., 30' 82.04 CALCULATION AD : SZ06 EMP o, r% BENEFITS AND OVERHE,,,,.., s. ,, ....,: .... 31 82.06.. ESCALATION;-_- AF2TiGLE E33 t7MPUTATIf N 1:1F FEES ANb GOMPENSATioN ....,. .. B3.01 LUMP SUM . 31 83.02 HOURLY RATi; FEES.,. 31 83x03 REIM8URSAE31.EEXpENSES ... .. ....:: ,f ,.,; ,.,,:......31 83,04 FEES FOR AD TIVE or DEDUCTIVE* ALTERNATES, ,,.,,, , 31 83.OS FEE8 FOR ADbITIONAL SERVICES ........ .. ....:.: 32 83,06 . PAYMENT E.XCLUSIoNS $2 83.07 FEES RESULTING FROM PRP4,ECT $USPENSIC}N 32 ARTICLE B4B4 PAYMENTS TO'THE CONSULTANT 134,'0 PAYMENTS GENERALLY .: „•.. ..:........3 84.02 FOR COMPREHENSIVE 13ASIC SERVICES 84,03 BILLING .w FIOUR[.Y DATE ..,..,,: 3a 134,04 PAYMENTFO.I'1 ADDITIONAL SERVICES & REIMI3UR8Al3LE EXPENSES ; 33-: 84,041 DEDUCTIONS 33 API ICLE ps R iMBURSABLE EXPENSES 33 85,01. GENERAL ...„ 1+15.02 REIMBURSEMENTS TCI THE sU6 CONSULTANTS34 ARTICLE BCS COMPENSATION FOR kIEU_$E.OF PLANS ANIS SPECIFICATIONS ,.,.:. 34 86,0�I'. -GENERAL ....; 34 SCHEDULE B1 WAGE:RATES SUMMARY Miscellaneous Caul} Engir}e ring Services C2 I' ` I FQ No, 1 W19�004 Roynoids, Smith and Hills, In ,, �� B'M lip p . � d ✓� Misaellanecus Gull Engineering, Services [� j Reyi olds, Smith and Hills, Inc, RFQ NO, '12-13-00 4 PROFESsJONAL SERVICE-$: AGR511MEW ARTI —CLF- I DEPINITIONS U4 A ddifionalSeMaes means .any WOrk defined as such in aWofk Order, secured in tom Mance devvith jFi ndas 0, pity Code, . 1',62 AaachmOnts-M64fis the Attachments ents tothIsA ebe- e- rt areexpres4 expresslyincorporated by reference and made a part.of this .Agroetentas if set.forth in. full.. 9.03 13aae P" means the amount of C0nPehsWI6n MUto Wlyaoteed upon f6f the compleu 1 of Basic 11.04 Bask S0* ivices-Mepat so services esignatad as such'in a Work Order, 1.08. cfty Commission means the legislative bo* of the City of M fam! dy 1.06 CW Manager: means th e duly ap of 11 ted chief d p n . n s rativ a M!' I t f 0, officer of the City of Miami. -11407 Cit r wher means the City of M* 1, Florida;:O 0 11 rporatlon, the public 6gonq party* 0 Ida, �a FloridaMdKda municipal co whlbh. is herons and for which, thit.Agreeidnont is to be respects hereunder the performed. In all City's peirf6rtn - -Owne I nce is pursuant the City's p6 It* t r Wifie Prqjeot, - I n th is si ion bs� he� ft. - the. event City exercises I Oth r6gu atory authority as gov6rnfii..ep.fW,:b6dy,:.,th6.��xbr.cise 6f such regulatay A orityond the ..qnf0rGeh1er1t0iany rUlet regulations, codes law a*hd:or*d'lh��ri.cdbshallb6d.e.6�ied.'t6 have occurred Purtutiht to the dty'i*WhoRiy at a 06VOmmehfa'! b -ngner, the and shall be han city as A Agreement. r Y - ri to Party to fhIs.* 'g eement-The City of Miami shall 156referred 'Ab herein as "City "i F&Jhe purposes of this Agreement dw without odificati tm lon shall mean the CityM l anoger. in Urn8 c0rh u ityBusiness; Enterprise ('0BE"), Means butitiess that has registered With the relevant Miami -fade County agencies es to compete for County con ItIng contracts ;a I hd. has declared, by registration, for star: Se otical,purP6 s,V5 b6*6CSE 1.09 ;Consultant means the individual, pirtnershIp, oorpwatlon, assoclatIoM. ioint, venturo, or any .,omblinatIM thereof, of properly registered rofiassl6nal architects, or engineers, W 0 has entered Into thehi .Agreement to. provide professional. services to -the Cit 1.1.0 conirictor means an individual, partnership, Mhership, corporation, association, joint venture, or any combination thereof, which has entered jhfo.a contract I 0 Wththe City fordotistrijo Incid6ntalsithereto, Pon Of City facilities and 9.11 Diroctor means the birettor of the City Department ddslgnatedfietejn who has ftauthority r1ty and responsibility for mariqlng thq'_:sPecifj(r project ar projects covered. under* this Apr6ement,'Unless *ervvise specified herelh.' r]. n ti Werk Order, for the. purpose of this the bisector #s the top ,administrator of the Depa fte 6 t,c .12 Inspector means,an employee of the aty or of a o ht Itl .0 U. ng firm hire d by the CItyand assigned by: the City io,maka observations' of Work performed' by a Contractor. 1H13 Nolice Tb plipoeor mean's same as "'AuthoNzatlon'fo P.:ro606d,)' A duly authorized'wrifteoldfter or difWI'Ve Issued b the Director Y. or Proj0cf Manager, acknowled'! that di 9119 Pon. tioris precod*it - have been, met,and/drdfreobng that the ..d6hs0jtajAmqy'b 1 he pg,n.w.ork .,,onthe. Prpjeot.. 144 P-rplept M.6nRYOr meths an employee 6rrepr.e.spritA.0iv.e .of the City 6961ghed by i h6DIrector t6 manage an.d.1019hitdr Work to tee performed under this -Agreement, And the c6n structijoh of a project as: a directrepresentative ,of the City, 1.15 orqjecmeans the constrUction,piteration and/or repair, and all s6NIo d e to es.on. Incidentals there bf, a.Clty facifityAs contemplated and bodgeted by fx Prcloct6thall' be. further defiried the City.- The Pro Irl the S0006 Of Services aridtor Work Order issued to re' in ue this Ag' e ent, l 1G 1'r6teSSi6.0a1.--Se'rV!0eS means th h Ose services within the bf the practice of architecture professional engineering, 6r registered surveY(ng and mapping: as appilogibfo: 06 defined by the laws . . .............................. . . ............................. .... . ....................... . . .................... . . ................ . ........ .... . ......... . ..................... .. ........ .............. .. .. . ........... ............. . ......... ......... . .... ............ . ..................... .......... . . ............... .......... . .... ............ . ......... m1soollannug Civil Eng ineefln6 Services [41 Rbyn0Id8;,�*mjth and ,H I kFQ N6, 12- 1 M.04 j Is, Inc. PROt-SSIONAL SEVICES AOMEMT the State of Florida, or those Performed lay any. <irohltbct, professional ongi d heeror, req1stere, rve brof mapper In aonneotlon with fits. or her professional emp! Y. . oyment or practice., Thes�a s * I b 1" "professional ' ervice.s.may.'e qbbreYtateo herein as "architect �h bwhich, . ural/e.glneer(hgservces or professional as' bsapplIc .16 Are within thi �is definition.. t.17; Fisk Atfmintwator means: the City's'' RlskMona man t 60 Administrator, or dasigh6b, of the individual named by the City Manager to administer matters relating, to -insurance and risk of I lossfortho ,city. l8 :Scope ref Services far Services niear<s s comprehensive description of the bativitled, tasks,design completion of Project or an a issl gnment .'.sdqrqOs necessary fear its ob m pMfon, 9.i9 Sub»consultant means.'a person or or. and anon of properly registereal-profertsion, at architetts, engineers; registered 'surveyor or mapper, andlor other professional specialty that has entered 106 .................... ............wriiter agreement wftlt the Consuitant,to furnish specified professional servicesfor 6 Prolkf or task. 1.20. VVIVe Rat6s moons the :effective direct expense _ to the Cons ul . tont andh�r the. 8 . db -C ns 1 t o u ant, 06 an ho.urfy rate basis, for a�molqyeesin: th6specifled professions and J68 cato6o **.�s assigned to provide categories p a seMce'o underthis Agreement that justify professional . a regardless * * -form the.6isisjorprofes. 1 1 f6; s rega ass of actual manner of compe* n$afion, im Work means all services, materials aM*gtoornen w acluipmen provided Wlbr under this 'A l ithOa Consultant,* I v'2.2: Wbrkl.Orcfar means a 4ocumptit internal to the MY :authorizing the performance Of tpecific professiorial.servi6ea for a deflrad:Proje t ftrkorderProposal means a document prepared by the Consultant at the request of iha Citifor. Services to be provided by the Consultant. 0.6 a specific phase, of a Project, U4 Professional services A 6 611t ("A embn& or:;`PSA`�, means;.:this Agreement gre . . . grP . , _ - and all . attachments. and any a4thorized amondmetits1hereto, In the event of q conflict between the Response to the. Request for. Quillfldatlon8 ("RPO) and the Consultant's thereto the RFQ wilt control, ln the event.of any conflict between the The Consultant's response to the RFO, this PSA will control, In the event of any conflict, betvv6en this PSAand its attachmerts. this PSA will control:: ALRT .1CLIE.2 GtNIERAL CgKQff10 ;,M TERM: 'T: helprrn of th'14 Agreement shalt be for two (2.)'years 60mrn6ndrig on theaffectiv a date Hereof: The Olt by.action ,bf the City Man* shall have 'the option t* ager, h O,extend the term for tw (2).Add ltforialperiods of Ohq,(!) year each, -subject to continued satisfactory performonde as determined.4y . the Diredfor; and to Ahe.6valigbIlity and -approprlatlloh.pf fu0si. City Comm Isslon. optho.rizallon of this is Agreement includesdeleqatlon of a.Uth&ityfo the City Manager to ihs�16,6,z provided that the �. 'administratively I - approve Bald extensions comperis.atil.h. J!.m1ts.sotforth'1n2*,04 are not exceoded;, Zoi- .Extension of x iratloh Date In the aVdht* the Consultant Is eribAgod In any Project(s) on theA graement . ekptra IQn then this Agreement shall remain in affect until. t 6m p etloftor termination rmination of said PrQj66f($),, NO new Work Ordersshall be l6suaWafter the.expira date, a a. 1,62 SCOPE OF:SERVIC".:. The, Consultant agrees to provide the Servid6s as specifically described and. under the spleold . I terms and conditions set forth In Attachment 'Whtrofbi which by this ;*f&f0 c Is 'In a ran a 1 corporated Into and made part of this Aoreemprit, ................ ...... 7.7! ...... ........ ........ . .. ............ ..... ..................... .... ... ............... ...... ...... ................. ..... .... .......................... . ....... ................. .............. ........... ........ .......... ...... ................. ................ .......... ..... ................ . .................. Nilsoellaneous,O(vi) Engineering Serv.fces j l Oro No. 12 -13-6 Reynolds, Smith and Hills Inc, 7 04 PRo.F1:5810NALSEWC�SAOREEMI N`I` 2;83 C0NtPENSATIQN 2.03-4 Comoens do Limits The amount of corripensation payable by the City to the Gansultaht shall be a lump sum or not to exceed fee,: based an the rates and schedules established in Attachment B hereto; whioli .by this referenda is incorporated into this.Agreement; Provided,however, that In no event shall the amount of compensation exceed five hundred thousand dollars ($5t,04(},the t OU) In #dtal overerm:af the fi:greemerlt and any extenslon(s), unless explicitly approved,by act[an'of the Ci#y Gaminlaslon and put into effect by written amendment to this Adrsement. The City may, at its sole discretion use other, oompensaton methodoiogiesr The .city shall not have any liability nor will the Consultant have any recourse against the City for any oompensatian, payment, reimbursable expendlturer cast or charge. be ynnd the: cofnpensation liti it$ of.thi's Agreement, as lt.may be amended front Limo to time:. 2,02 Poi menta Unless otherwise specifically provided in Attachment 13,, payment shall be trade in aocordanee with Florida .$tatute Chapter �2j8, PartVil, Local Oovernment Prompt Payment Adt, after leAeipt of the Consultant's involve, which: shall be accompanied by suftident supporting documentation and contain sufitaient detail, to constitute a "proper irtyolce" as defined by § 2'18.72,'FIa. Stat., ertd to eilow a proper audit:of expenditures, should the City require one to be performed, If the ConWltalit is entitled ..to teimbursemebt of travel expenses, then all bills for. travel . expenses shall be submitted in accotdance with Section 112.061, Florida Statutes,. be c6nsraltant shall utilize_ ttacitrpent C"for the :. sttbinlssiort of.lnVolces, 2.04 COMMUNITY RUSINES.S ENTERPRISE ("CBE 1) PARTICIPATION REQUIREMEN.TS Pursuant to City Code gection 16.67 all.,proposers must adhere'to the follotiving C13E participation requirements per Ordinance X3331. 1) .Assign a minirriurn of fifteen percent (1ao�� of the :contract value to firms curroht(y cortified by MiamLIDade County as a Comm unity Business Enterprise ("CSE"), Place a specific emphasis on ut`r1iz1nrq localsmall bdsinessea from'within the City's: mold al boundaries; ART1Cl„ 3 PERp'ORMANCE 3.01 PERFORMANCE ANIS DkLEGATION The servioes to be .performed hereunder zhe11_ be performed by the Consultant's oven staff, unless otherwise provided in this Agreement, or. .approved, in writing by the City, Said approval shall not be construed as cons#ituting an, agreemetrt between the City and said other person arfirm, 3.02 REMOVAL 00 litiWISFACTORY PERSONNSL llreotoi or deslgnse irrai! make written re :in tothe Consultant for the prpmpt Yemoval and repiacemen#: . of any personnel employed or retained by the Consultant, or arty Sub-C'orisultants or suboohtraotors, or any personnel of any such 80 -Consultants or sub -contractors e og*ed by the Consultant to provide and perform services or W&k, pursuant to the requirements of this Agreement, The Oonsultant shall .respond to th� Gq iithin fourteen 04) calendar days of redeipf of such reduest with I.either.the removal and repiacement of such personnel, or written justifidatlon as to why that rrioy not.:oc6uf. All decisl.o Involving personnel will be made by the. Consultant. Such request ahalI solely relate to said emplpyees workin under thls Agreeen in t g ,: 1.0.3 CONSULTANTKEY STAFF Theparties adifnrswiedge 'that :the Cohsultant was selected . by the City, In part, on; tl qualifications of;particular staff identified in, the Consultant's response to the City`s solicitation. referred to es "l<ey Stab", The consultant shall erasure that key Staff are avallablo for 1/va k h long as :said Key Staff is in the C'onsultant's employ, The Consultant wilt obtain prlor written of Director or designee to change Key Staff, i'he Cansuftant shalipr6lde blrector, or des"Ignt basis of r�tafter , jnderas Miscellaneous Civil Eng''€neering Seruicss (6 ( 12..u.-004 Reynolds, Smith and hlilis;inor PkOFE8810NAL SERAC88 AGREOM.ENT. irrforination as nr cessary to determ%ne the suitability of proposed new Key Staff. Director rnrllf act reasonably ln:evaluating Key Staff quallffcotions. Such aeceptanoe shall not constitute any responsiE7lllty or liability for the individual's abiilty toperform: 3.04 TIME FOR PERFORMANCE The Consultant agrees to start all Work hereunder upon receipt of :a Notice to i5roceed issued by the 1 blreetor and to complete each assignment, task or phase *within the time stipulated. in the Notice to Procead, Time is of the essence with respect to performance of this Agreement: i A reasonable extension of the time for completion of various assigntnents, :tasks or .phases may be granted by the'City 'should there- be a delay cin the part of the. City in fulflfling its obligations under this Agreement as stated herein. Such extension Of time shall not.:be cause forany claim bythe'Consultant fcir6Xtra compensatlon. s .ARTIQ 4 8U8-C6N8QLTANT5 4.01 'GENERAL 4.01.1 ,A Sub-Consuitant, as defined in Article 1.18 is a frm that was identified a: pari°of the dorsuftIng teaitt in the competitive set 016 by Which. the Consultant was chosen. to parform Lha services under this Agreement, and as such, is identlfled and listed in:Schedu1 Al attached. hereto and incorporated by reference. 4.01 2 A Spe41alty .Sub-Sansultant is a person or orgarilzaticn that has, with the consent of °the blrector,. entered into a written agreement With the`Cansu(tant to; furnish unique:arid/or specialized professional services necessary fora prajeGt or task de.oribed under Additional. Services, Stich Specialty Sub-Consultant shall be in addition to-those identified in schedule A1., 4.02 SUB-CONSULTAN f RELATIONSHIPS 4.AM All services provided by the Sub-Consultants shall be performed' pursuant to <appropr to written agreemerits'between the Consultant andthd SubrConiUl#ants, which shall eontaln provisions.. . that preserve and .protect the rights of the City under this Agreement. 4.04 Nothing contained in this Agreement shall create any contract0l dr bUsfn6ss relationshfp between :the city and the Sub-Consultants, The Consultant acknowledges that the Sub-Consultants are entirely under his direction, control, supervision, retehti6ri and/or discharge. 4..03. CHANGES TO SUB-CONSULTANTS l The .Consultant shalt not add;, tttodify;: or change any Sub-C©risu,Itant listed. in Schedule Al without prior mitten approval by the Director or designee .in response to a: written request from the Consultant•stating ther`eas m for any proposed substitution, ARTICL1.5... C EFAULT _ - 6,01 GENERAL if the Consultant falls to comply with any term or condition o€ this Agreertten#, or`€ails to perform dny 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 avaifaWe to it by)ew, may immediately, *port written notice I to theeConsuitant, terminate this Agreement whereupon all payments, advances, or o#her compensatlon paid by the City to the:Consultant while the Carisr,iltant *vas iii default shall be immediately returned to the City, The Gorlsultant rnderstands.andogrees that terrriination of this Agreement under this sectlon ,shall not release the Consultant ficin any obligatlorl accruing :prior t 'the, effective da#e of terminatlori,- In the event of termination doe' to default, in addition to the foregoing; the. Consultant shall be llable to the City for all expenses incurred by the City In preparing and negotiating this Agreement, as well as all costs. and expensesIncurred by the City in'tbe re-procurement of the Services, including cpnsequehtial and Inc! de ftil damages. In the event of Default, the City may aiso suspend'or withhold reit bursenients from. the Consultant Lintll suoh time as the. actions giving rise to default have been cured: 6.02 'CONDITIONS or beFAULT A finding of Qefault .and subsequent :termination for pause may include, Wil tl out ilmitatlarr, any of the following: illliscellaneous Civil "rigineering 5esvices t?'.i trct'Nb,: t-13 it 'Reynolds, Smith and Rills, Ino: PRQrMION4 $,ERVlcrzs AGREEMENT 5.02x1 The Consultant fails to, obtain or maintain the professionat engfneertnc certification / llcOhWre, insurance or bonding herein required, 6.04 TheCatisultant falls to 'comply, in a substantiat or material sI.erge, With shy cif its duties untter this Agreement, with any terms or conditions set forth in this Agreement or to aCty agreeirtent (t has with the City, beyond the specified period alcoved to tura such default. 5.02.3 the Corrsuitant fails to commence the Services within the time provided or contemplated herein, or faits to coinpl€ to the Work in a timely manner as required bythis Agreement: 03 .T Mi* T, O, URE DEFAULT,. FORCE MAJ�URS The City through the Director Ode stonLeshall provide uwltt( rh notice to the'Cor sultant as to a flhdfng of. default,; end the Consultant shalt tke alt necessayacton to cure.sa"wanre stipulated in said notice, after which, time the City may terminate the Agreement,. The City k. its sole discreflon, may allow additional days to perform any required ou;re tf the.Consultant pr6+ ides written Justification deemed feasor ahly sufficient. !f the Default has not been corrected by the Consultant within the time speclfied the Agreement shalt be autorriatfEaty terminated on :the fast day of the time stipulatsd In sant notice, without fhe necessity of any f%a'rtheh actcin by the City; Should any such failure• an the part of the Gansultant be, due to a condition of Farce Majeure as that term, is interpreted urarier Florida law, the the City may allow an extension of time reasoriabiy commensurate with the cause of.such faiture to perform or cure, ART`. i fi RMINATION OF Ar-PPPMT 6.01 CIM RIG 14T TO TERMittiAf The City, including the Director or designee has the right to terminatd this,Agreement far arty reason ar no. :reason, upon ten (10) clays' written notice..,Up'cn terminatfo:i of thts Agreement, ati charts, sketohe , studies, drawings, and 'other documents:; ihcfuding all Meotronic copies related to. Work authorized under; this Agreement, whetI.her finished or not, 1.must be turned over to the Director or designee.` The Cornu#tent shalt be paid in accordance with, provisions of Attachment S, provided that said documentation is turned ever to Ialrectar or designee within fieri (1Q.� 'business days of f6rminaton. F.a lura to timely o:ef ver 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.. 6.o A The Consultant shall have no recourse or.remady from ahy terf-nination made by the -City. except to retain the fees, and allowable costs or rel tbursable expenses ,earned ccrtt�pensafian far. the Services that:was performed in complete compliance with the Agreement, -as. full anti float " settlement of any claire, action, demand, cost, charge or entitl.:ement tt ntay hsve, or will, have aga#nst the City, Its officials or employees. - 6.02. CONSULTANT'S RI014T TO TIER MtNAT T'he Consultant shall have the right to terMirlAte.this agreerh6ht, in writing; faliowirtg breach by the; ity, if: iareach ¢f contract has not been corrected wi#hie sixty (6tJ� days::fro'm the date of the City's receipt of. a Written statement ffc rrr the Consultant specifying its breach of its duties under this Agreement. 6.03 TERMINATION DU T.O.UN[)ISCLOsEb LOBBYiST,OFi A-GEN'r The Caneultant warrants that it has not e'mptoyed or retained any company or pet^soo, other than a bona fide bmployee working solely for the Con utfaht to solicit crr aec'ure this Agreerraent,and that he or'.stae has trot paid or agreed to pay. any person, coMpany, corporation, fndividual,:ar firer,; other than a bona fide employee v�orktng solely for the Consultant any fee, commits, peraenfage, gift; rtr other aonsi`deratiora contingent upon or resulting frotrt the award ar or of this Agreetttent. For fhe 'breach or violation of this provislon, the City shall have the right to terminate the ,Agreement without liability :and; at; Its discretion, to -deduct from the oontract price, :or otherwise recover, :the luR amount of such fee, commission, percentage, gift; or consideration. Miscetianeous Civil EnOinesting Services RFQ tUo, 12-l317Q4 . Reynolds, Smith and titUs, ire , P.ROFFSSIONALSERVICi ,SAGREEMENT ,A,RTICLE ii DOCUMENTS AND R CORDS. 7.01 OWNERSHIP OF DOCUM NTS ' All tracings, pians, .drawings, spealfioat€ans, maps, corriputer files, .and/or report's prepared or obtairiod under this Agreement, as well as a!i data ,epllected, together with summaries and charts derived there. from, I cludirrg .all electronic digital copies will be dorlsidered works made for hire and will, based an, Inr<rernental transfer wherein the aboVe shall become th.e property of the City upon payments mads to thr~: annuitant or terrniria#ion of the Agreorddht7ivithout restricfifcrt.c�r lirrrrta#loci on their use, •and will ba mode available, on request, to the :City at any time' during :the performance of such services and/or upon completion or termination of this Agreer rant. The Consultant shall not copyright any mater"ral and products or patent any invention developed .under this Agreement, The City shall have. the right.to v€sit the site for inspection of the work and the.produpts of the Consultant at,any time; the Consultant shall.be permitted to retain copies, including reproducible copies; ,solely for information add.. reference in coh,406tion with the City's use and occupanoy of the Pro apt 7.02 OELIVERY UPON AtQU S'T WCANCULATION Fallure ;of the Consultant til promptly deliver all such documents, both 'hard copy and digita€, :to the Oiradtor or designae with!n to f 0) days of pariokatla , or within ten (1'd) days of request. by the City, shall be dust cause far the Cfty to withhold payment of any fees due the consultant until the Consultant delivers atl such doaurnen#s. The Consultant shell have ria reaoutse from these reguirerrret 7.03 R15,11SE 8Y CITY It is understood, that ail Gorisultant agredmehts acid/or Work Orders for new work Will include the provision:: for there -use of plans and spec€fipatioris, inoluoing;cotstruction drawings, at the city's sale option; and by virtue of signing this agrei rrient the Consultarit.agrees to such re -use in accordance with this prevision without the necessity of further, approvals, compensation fives or dacu.rhents being requlced and With recoursiM for such -re -use. The Consultant will not be liable for re-use,tiy the G:ty of.plans; documents; studies, of other data for. any purpose other than that intended by the terms and donditians of this Agreement, - x`.04 'NONDISCLOSURE To the • extent allowed bylaw, file Consultant agrees not to divulge, furnish ,or hake available ta.any third person, firm or orgwnizatfon, without l�Ire _ a or designae's prior: written consent, or unless,incidentta the proper performance of the Consultant's obligations hereunder, or In. the:_coutse of l d€c'tal or legislative proceedings where such informatib :has been properly ..subpoenaed, any :nonq3ufiiic Information concerning the services to be rendered by the Consultant hereunder, and the Gorrsultant shall re f6,011 ell,.. of its employees agents, sub Cpnsultanfis, and subcontractors #o conpty urith the proVisiatis of this .::paragraph, - . 7.05 .MAINfFNANCE CSF RECORDS The Consultant will keep adequate records asci supporting documentation, which concern or reflect its services hereunder., Rapprds ,s"ablest to the provisions of the Public Rocords Law, FloridaStatutes° Chapter 9,.shall be. kept Inaccordance.with the applicable ,statutes, Otherwise, the records and documentatfon'trrrll beretolned by. the Consultant for a minimum of three () years from the date, of termination of this Agreement: r the date the ,i ,roject is completed, whichever Is I! er, `Che City, or any duly authorized agelits or representatives of the: City, thalt have the right t.6 audit,. inspect, and copy all such records and docuhientatiorr as often as #hey deerri..necessary dunnr the period cif this Agreoment -and during the three t3�_ year period noted above; provided, however such activity _shalt be conducted only during normal ousinesa'liopr, ; Gonsultont shall additionally comply with Sectiprr t 19.Q701, Florida statutes, incliiding w€thout liiait0tiorl; (l) keep and. maintain.public, records that ordinarily and necessarily,would be required by the Ci#y to perform this. sbrV.ce; (2) provide the public with access to public records on .the same terms and conditions as the1. City would .at the:oost provided by Chapter ;l 9, Fiarlda Statutes, or, as otharwise provided by law; 3) ensure that public records that are'exempt or confident€ai and exempt from disclosure. are not: dfsalr sed except as autfrorized icy law; (4) meet all requlrerrrents'for retaining public records and transfer., at no :cost, to the City all public records In.its` possesslgn upon termination af;thls Agreement and destroy any duplicate public records that are exempt ar confidbntal and exempt from disclosure Miscellaneous OJAI Engineering Sarvlces (9 } RFQ U :^12-13-004 Reynolds, tmlth and N€IIs, ni o; PkOFESWNAL $EizvlcP$ AORSEMENT requirements; .(5) All electronically .stored public rboords .moist be provided to the city In a format compatible with the City's intormation technot..ogy systems, .. 119,0701 Contraots,:public records (1) For purposes of this section, (a) . "Contractor" means an IAvidual, partnership, dorporatloh, or business er7tity that enters into a contract for :services with a public :agency and is poting on ;bdhalf of the public agency as, providedt unders .1 19.04'M). (b) "Public agency" means a state county, district, authority, ormuhicipal officer, or department, 1 division, board, bureau, commission, orother separate unit of .government created or es#abllshed ; . (2) In addition to other contract req ulrenienfs provided bylaw, each public, agency contract for services must unlade a provision that requires the contractor to comply with public records laws, speoifi(c0 tq (a) Keep and maintain public .records that ordinarily and. necessarily mould be. t.egtiired by the i public agency in order to perform the service, (b) Provide the public vmrm#h access to public records on the same terms and conditions that the public.agency would provide the'redords. and at a cost that does no# exceed the cost proirided in #liis chapter or at othemlse provued bylaw, ::: (c� EnisUre that public: records that are exempt or confideriflal and exempt frcrrl; public fecords dmselosttre requirements=are not dlsc(osed except as authorized bylaw. jc(j 'Meet all regulrennents for retaining public records and transfer, at no cost, :to the public agency Ziff .publio records in passessior of the contractor upon termination of the tori#tact and 1 ;destroy any duplicate public records that are -exempt or confidential and :exempt from public records disclosure requirements; All records stored electronically must be provided to the public .agency in a format that is compatible with the information technologj .systemna of the. -.public 1. Y- 11 --a . If a contractor does not, comply with a public records request, the :public agency shallenforce the contract provisions in accordance with thq contract. 1 ARTICI..E 8 INDEMNWICATIO S The Consultant shall indemnJfy, defend, 'save and.hold harmless the City and its officlais, employees and agents: (ccl(ectively referred to as "(rtdmniter s"} and :each bf them froth and, against ill loss costs; penalties, fines, damages, cla rrms, expenses (ipcludfng.attcrney's fees) or I(a61l(tl0(coliect(vely referred to as "liabilities') arising out of or resu(tmng from or in connact(on with (r) the performance dr non-pert'orrrionce of th duties; responsibmli#les, 'standar&s services supplies, . aterlals and 1 equipment contemplated by this Agreirmrmenk whmch i oectlyor -indirectly cagSed, 11h.whole or in pari, . paasmva) of 3ONSULTANT'tor its employees, agehts or sub consultants (col(ect(vef referred to as "lade* mnifying Parties `°'}, regardless of whothertt. s, or is alleged :ko be, caused in whole :or part: {whether joint, concurrent ar, contributing) by any' adt> or»1 Won : default, ; each;: or negligence (whether active or pass(ye} of the,I;ndemmti€ylhg F'art(es or lnderrmnitees, or any of them, or (11) the failures of.: the CONSUJANT to cornpiy i th any` if the iarovislons herein; 'or (i(() the failure of the CONSULTANT , orthe Indemni tees, if applicable, t"o �deirmforrxm tti statutes ordinances, rules,. or other regulations or requirsrnents of any federal, state, county,or: city gaiiernrrienfal au thotity or agency ,special district or° state schao(, in connection with the granting , approuing. or pe"rforrnanee of . this Agreement, or any Amendment,to this A,greemrme . or any actions or dhalienges:that may arise out ;of #11is: Agreement, as amended, by, as due ter alleged failure to comply with any applicable proPurerrment requirements or 8imilar1im(tations lmposed on much agreements by law, WNSULTANT expressly agrees td (nderhnify and holo harmless the laden riltees, or any of them; frbrnand against Miscellaneous Civil Engineering Servlces: i1 d i RFQ No. 1243-004 Reynolds, Sinith and Hills,. Ino. PROFESSIONAL 8ER1 CES AGREEMENT all liabilities which' may be asserted by ar ,employeb or farMer employee of CONS ULTANT icor any of its subaontractars:, as provided above, for which #Iia CON TANT 's .liability to such brli'ployee or farmer employee would,otherwise be limited to payments under stafe Worker`s Compensation or similar laws. This septlori shall be interpratad arld construed Irl a manner to comply with any applicable Florlda Statufes, includln�, without lirriltaiion, Sections Version A 725,Q6 and '725:,:08, F,S. ; if applloable. Severability,` shall apply to eaoh sentence of this sectioh, This lade"mnifloation shall . s(krvWe the canoe ation:or expiration of the.AgroeMent. The Consultant shall require allSub Gonsultant_ agreements to include. a provision that.they wilt '[nderrinify the City:. the Corfsultar t agrees and recognizes that the City shall not ba held liable or responsible for any claims wnic(i may result from any actions or omissions of the ONSULTANT to which the City participated either through review :or comcurience .of the Consultants octlons, 1h reviewing,: approvinet or rejeatind any submissions by the onsulfant or o#her acis,of the Consultant; the City In no way assumes or shares any responsibility :or liability of the Obnzuitant or Sub- , �onsuitant undertnlsAgreement. ;Ten dol}ars ($90} of thepayments made by the City oortstitute separate, ciistinct;,and independent consideration for the granting of,this lndemnfflcat,!6n, the reeelpt End sufficiency of which is voluntarliy and knowingly aoknowledcded by the consultant, A-- � NSURANCE The Consultant shall hot start Services under this Agreenient.-,..u. ntil the Conbultant;ilas obtained Alii insurance required hereunder and the City`s Risk Managat has approved suoh insUrogcn; 9.01 'COMPANIES PRIDING COVERAGE. Atl insurance: policies shall be issued by companiesauthorized to do business under the laws of the State Of Florida and sdUsfa.c ory #o the Fisk Aftinistrator, .Ali companies shall have a Florida resident agent: and be rated at least A(X), as per A.M. Best Cornpany`s Key.Rating Guide; latest edition: 9,02 VERIFICATION 017 INSURANCE COVERAGE The Consultant shalt furnish certifioates of insurance to the l�isk Administrator for reyiew and approval prior to the execution of this Agreement, The certificates shall clearly' inWl indicate that the Conant has . obtained insurance bf the fypO, amount and classification required by these provlslons, in excess Iof any pending claims at the tlme of con#ract; award to the Consuitant,..The Consultant shali'n?alntah coverage with :equal or better rating as Identified heroin for the term of this contract. The Consultant shall provide written notice ;:to the City's department of Disk Management ofany material change, Ganaailation and/or `. natice of nen„reneuvaI of the insuranoe within 30 days ofthe change, The Consultant shall furnish aepias of 'insurance policies . perfainng to this Agreement :to Risk Admlr istrator within tern (1 b) days of written request, 9,63 FORMS OF COVERAGE 5.Q3�1 COMMERCIAL GENERAL LIABILITY AIDC) AUTOMOBILE LIA81LI` Y The Consultant snail maintain commercial egeneral Ilia Ility coverage with Limits of at least $1 ,ddb 006 per occurrence, $2,00,00.0 aggregate fnt' bodily injury anproperty damage, The coverage shall include fsremises:and {operations, Contingonf and ontraotual liability, and Produois and Completed Qperations, with additional ondorsements .as appli'caksle. The coverage shall be written on a primary .: And non contributory basis with the City listed as an additional insured as reflected'by endorsement, CC 2010 11185 crr its Oquivalence. Notice of cancellation sould mead (30) .days/ (10) days- tifor: rianpayment, 9.03.2. BUSINESS AUTOS 081LE Tho Consultant 'shall provide busbies$ automobile liability Coverage!no iudiny coverage for all owned, hired and non owned auto's: with a H.himat cbmbined.0 single limit of:$1;000,600 maniing the. City as an . additional iinsured :with respect to this coverage.:l�iotica o ;oanceliation should read (30) days! (10) drays for nonpayment, _. Miscellaneous Civti Englneedlig Services t11 l Ri=01 leo. 12-13-004 Rayrtoids, Srriitl :and tli}is, Ino;, PROFESSIONAL. SERW OM AGREEMENT 9.03 3 PROFESSIONAL LIABILITY INSURANCE The Consultant ,shall. maintain Professional Liability 1 murance including Errors and 0missforrs. coverage In the Mtnimurnamoun't of $1,060, 600'`por claim, $1,000,000 aggregate providing for all sums which the Consultali:t shalt be IeOalty obligated to pay as damages for claims arfsing cut of the, services performed by the Consultant or any person employed by'the Consultant'in connection with this Agreomerx.t this insifrance shall be ttlairitaI d for at least one year after eonipletfon of fhe construction and acceptance of any project covered by this:Agreem nt, 0.014 WOR R'S GtOMPIENSATION INSURANCE The Consultant shall maintain Worker's Compensation Insurance in cornpliace with Florida Statutes£ Chapter 440, as amended, andErrrpioyee's Ula Pity with a minimum limit of. $50(Jq00 each c;rcurrenco, Still=CpNSULTANT CtOMPLIANCE: : The Consultant `shall ensure .that all: Sub.cortsuftants comply with , these same insurance . requirements, - _ _ 0.04. MobIFICATIONs TO -COVERAGE The Risk.Adminfstratcr or hlslher authorized deslgne6 reserves the right to require modifications, increases, or changes in the required lrsurance requirements, coverage,: deductibles or other insu,ranae obligations by providing a thirty 30) day Written rrotica:to. the Consultant in accordance with §10.06 herein, TheonsuCtant shah comply wifh such requests'unless, the insurance coverage isnot then. readily_ avaita`ble in the national market, and may request additional corisfderation from the City accompanied by::` Justification, ARTICLE °It# MISCELLAN 600 10.01: AUDIT RIGHTS The City reserves the ;right to audit the Consultant's aocaunts during: the performance of this Agreement and for three (.3) years after final payment under this Agreement. The Consultant agreesto furnish ooples of any records necessary, in 'the opinion of "the Director, to approve any requests far payment hy.fhe Consultant, . The fnspecfiion and audit provisions provided for pity contracts set forth In 918-101 and § 1.'8-102, CIty Cade, are applicable to this Agreement and are deemed as being lncotporated by rd farence herein.; .. 10.02 ENTIRE A REEWN f This Agreement, as it inay be amended from time to time, represents the entire and Integrated agreetent between the City grid the Consultant and supersedes ail Dilor riepetiations, representations ar agreements, written or oral,, This..Agreerrien# may riot be ariiended, changed, niodied pr atYlerwise altered In any.res1. pIact, M anytime after the execution hereof, e tcep't bye wriften; document executed with the same for all and equal ;dignity iher0ilth. Waiver by.efther party of a breach of any provistnn of thl Agreemen# shall` rro# be deemed to be a waiver of any other breach of 6 - " prowls%ori of #his Agreement. 1t1.0 St�CM. ORS ANP ASSIGNS `The :perforrnarice of this Agreement shalt riot be transferred pledged, sold, delegated or :assigned, til . whore or to 'pert, by the Consultant without the viii"uteri consent 'of the .City, acting by and through its City Coinrx lsslo'm It is understood that a. sale of the majority of th.a st .ck cr. partnership shares of the Consultant, a merger:or bulk ,We a'n assfgrrment for the trerteflt of creditors shall dash bo.:deemed transabIlons Thai would' constltute. an assignment or sale hereunder requlrin prior City approval. The Consultsrtt's services arc unique to natuna and any assignment ,.sale transference without City CorriMission approval shall be ause.fort he City to cancel this Agreement. The Consultbnt shall :Have pd , recourse front such cancellatiph. The City may require bonding,.:other se"curity, certified :financial statements 'arid tax returns `frorr� any proposed Assignee;:and rho execution of: an Ass'ignme, Assuniptiarr Agra emer5t tri .�i form satisfactory to the City Attorney as a candfkiari precedent to considering approval of an assignment;::. Miscellaneous CPvil Engineering Services t121 Reynolds, Smith and Hills, Inc. RPO No, IZ13404 PROFEssroNAr. sl=RvrCES AGR15EWENT ; The Consultant and the City each binds ane another, (heir partners, successors, legal representatives and authorized assigns to the other party of_thls Agreameht and l the parihersa successors, #egal representatives 0h0 ass`lgns of such party In respect to all oavenarits of this Agreement.... 10.04 TRU T* N-1N-1 EGOTIATION. (;1=RTIFICi rc- In cornpllanoe* with the Consultant's Competitive Negotlatian.Aat, for any Project fo. e bompensated under the Lamp Siam method, the Consultant shall certify that Wa e rates and other factual unit costs suppbrtirig the cornpensatioh are accurate; complete, and current at the :#ime of 1`l6116e to Proceed, The arlg(n61 Project price andany addition thereto .w. ]11 be adjusted to exclude any s`tgn(ficarrfi sums by Which the Cit yy determines the project price was lnareased due to Inaccurate, incomplete or hdirtaurrant Wage t't rates and ether facival,unit costs.. All such price adjustments will be made within one (1) .year fallowing i the end of the Project; 10.0 APPLICABLE LAW ANO VENUE OFLITIC�ATICMN This agreement shall, be iriterpreted and construed in accordance with and gauerned by the iaWs of the State.ef Florida:. Any suit Or action brought. by any party,.; concerning ,this agr ernent, or arising out, of this greem rit, shaiE be krroughtln iVllaml»Dade County, Florlda. Each party shall bear its ownatkorneft fees axaept (n aotigns a'r(sirig out of the Consultant's .duties #a indemnify the laity under ;El where the Consuftabitt shal(.pey the City's reasonableattorney's fees< ' •°ta.o� NOTICES Whenever eithe�'.party.desires.ta give nbtice unto the other, such notice must.be in writ rig, sent by regls#eyed lin(#ed States marl, return receipfireguested, ddclress6cl tb the party for whom it is intehded,at the piece last spec(fled; and the. plane :fvr' giving of netice shall rerrra(n such untit It stiai( have been. changed by written nofce.En compliance with the provisions of this paragraph-.Far.tlo present, the ties l pardesignate the foliaW(ng as the respect(v place for giving of notice: FO City Miami: Mark Spanidl, P..E. Director City of Miami Capital improvements Program (CIP) 444 S.W:VJ Ave„ 8th FI Worn' 1, Florida 33730 Jeovanny Rodrlgue�I P.E, Assistant `I�irecto}:: City of M(arrr( Capital 1mprovernenis.Prpgram (Clp) 444 S.tN. 2' a Ave.; _ &ih FI Miami, Fiorlda 33'i30 For Consultant. Jeff V I=as(eY, PrE;: Ulce�Pres'tdent . - Reynolds, Smith and Hills, Inc.. 6161 Blue lagoon [give, S.ulte 200 MlaiYri, F,Cm 3�12� '10-07 ANT1511PRETATION The language of this Agreement leas been agreed to.by beth parties to e#.tess their 'Mutual. intent:and no . rule of striot construettan shall be applied against either party hereto. The headings canta(ned >fn this Agreement are for reference purpases.only and shall hot affect in any way the meaning tat int erpretatiran Of this Agreem+srrt, All personal pronouns. used in this Agreement shall. Include the other gender and the singu* shelf 4xlude they plurs(, and vise verea,'un(ess'the context otherwise requrrr~s, errris sash as "herein," "herr of;' "hereunder," :and "heroinafte refer to this Agreement as a. Whole and. not to any particular sentence, per4raph, :or section where they .appear, unless the context other+ruise fequ(res; Whenever reference is made to a 5ectidn lar Article of this. Agreorrient, such reference is to the Section or M!K6lW19ou5 Civil EngineeOng Servioes (i3.( RFQ No, 121� 0©4 Reynolds, Sm0h and Hills, Inc. PROrESSIONAL SERVICES AGREEMENT Article as ,a whole, including all of the subsections of such Seddion, unless the refere'nos is made to a paitculor subseotion or subparagraph of'suSection or Articl PROFESSIQNAI.SMMESAGM MENT oppiicebie regulations, guidelines :arid standards. Additionally -titre Consultant shelf take afnrrnotivd steps 64n8ure nondiscrimination iii e- loyrrient of disabled persons, iQa'I NO PARTNERSHIP The Consultant is an independent eontractor. This Agreement does not create a: joint venture, partnership or other business enterprise between the parties, The Consul#crit has no autho' : to bird the City to any pro Ise debt, default;.;or undertaking of the Consultant. 0-14 IDISCRI=TION OF DIRECTOR Arty matter not expressly provided for Herein dealing with the City or declslons of the City shail,be Withln the :exercise of the reasonable professional discretion of ;tire Director or: the Director's authofted i�esignea.:. , 14.166 RESOLUTION OF CONTRACT DISPUTE$: The Consultant understands and agrees That all dlsputds between it and the City based upon an alleged vlolatlonidf the #firms :af this Agreement by the City shall be :submitted for resolution .in the'taliowing' Manner. The Initial step shall be. for the Consultant to :notify the Project Manager in wrlt'rng of the dispute and submit a copy to the City of Mlami personnel Identified:in Ariic(e:0 DC, latices, Mui ld the Consuitant and the P'r`oject Manager fail to resoive the dispute the Consultant shall 'submit thele dispute in writing lr I all supporting docurhentation, to the Assistant Direotor Carni acts,. as [dentifced . in Article 10,65, Notices, U066 recelpt of. Bald notification the Assistant Dlroctpr-Contracts shall review . the ssuss relative to the disputa and issue a written finding. Sho, Uld the Consultant and the Rsslstan# Wredtor-Contra faii:to resgl+re the dispute tiie Consultant shall submit their dispute in writing within. five calendar, days to the Dliktor, Fallure to submit such appeal, of the wriffen finning shall constitute acceptance of the.finding by the Consultant. Upi n receipt of sato notitication the 1rector shall review the issues relative to the dispute and issue written Ending: The Consultant mus$ submit any further appeal in writing within five calendar days to the City Manager. Failure to submit such appeal. of the:written finding_ shall coristitute'aacep#once of thenciing byhiti Consultant: Appeal to the City ivianagor for his/her resolution, is 'required prior to the Const itant b, entitled to seek judicial relief in conneotiontherewith. Should the amount of compensation Hereunder exoeed $60,000:oo, the City Manager's decision shall be approvod or disapproved by City Commission, The riot Cobsuttabi shall be entitled to seek judicial rellef unless;` (i) it has;first.recowed City Manager's written decision, approved by City Commission if applicable;, or' (ii) a period of sikty (60) drays has Oplred after submitting to the .City Manager a' detailed statement of the Alspute, acoompanied 11 by 6111 supporting documentation, or a period Of (9 0) days has expired Where'the "City Manager"s decision is subject to ,City C.oriimiaslori approval; or (iii) The City has:. walved . ompHam with the ,procedure set forth in :this section by written 1nstfurrient(s) signed: by the lty Manager. 41GA.S INDEPENDENT CONTRAMRr The Consultant has been proctored ;and is :being ongarad ;to provide services to the City at an indepondent con#rector, and not as an agent oremployee of the City:, Accordingly- the Consultant s}ha11:- not eftain, nor'be entitled to;; any rlghts or bonsfits under the Clvll Serv[ce or pension Oidinancos of the City, hoe any riights generally afforded classified or tinciabsifled employees; The Consultant further understands that Florida Work6rs' Componsation .benefits available fo employees ai 'the City are not available to the Consultant, and agrees to provide workers' oo'mpensation insurance forany 6mplcype.or agent of the Consultant rirnclring services to the City under thsAgreem.ent, 40"1 C©NTING5NC't ivLAUS5, Miscellaneous Givi€ E.Nlneering Service,% (1ti l 05,0 No. 1Zi8-604 . Reynolds, Smith and wis, lnc; PROFESSIONAL SERVICES AGREEMENT Funding for this Agreement is contingent on ;the availability t 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 BENEF[CfAR The Consultant and the City agree that it Isnot intended that any provision of this Agreement establishes a third party beneficiary_ giving or allowing any claim or eight of action whatsoever by any third party under fhhs Agreement. _ , Miscellaneous Civil Engineering Services [161 RFQ No, 12-1$-004 Reynolds, Smith and Hills, inc, Miscellaneous Civil Engineering Services [77 j RFQNo. .12-93-004 Reynolds. Smlth and Hills, lnm PROFESSIONAL SERVICES A.'R,FMENT iN WITNESS WHEREOF, the parties have executed this Agreement as of the day and. year first above written; WfTNSSIATTE t',I'lll�eyrsotd,351ttrdills Ito t l nature �. Sign111. QLre { $sem` Q+( �fw✓,,,/�,'Y /j) p '.: Pr Me Title �rintName, Title ofAuthariz d ffiderorOfficlal ATTEST; (Corporate Seal) i Consultant Secretary (Affirm Consultant Seal, if svallable) .ATTEST: CITY OF MIAMI, a m nic pal corporation of the State of Florida - Todd arinort, QfV, Cd`rk banj.e7 J.: hs(? VyManager Miscellaneous Civil Engineering Services [77 j RFQNo. .12-93-004 Reynolds. Smlth and Hills, lnm CORP RATEAUTHORCZATION.RESOLUTIO Jeff V. Fastey, Vice P.residOnt Witness my hand and seal of the corporatioh this �OIth day of May; 2014. (Corporate Setif) PROFESSIONAL SERVICES AGREEMENT Partner: Pranta L _ miscellaneous Services [181 RFQ Nm '12-13-004 Reynolds, Smith and Hills, -Inc. PROFESSIONAL SERVICES AGREEMENT STATE OF } Nlisceil��i�aus G'[vii Engineering 5eces [15 f Reynolds, Smith and Hills, ]no, RFQ No, 12A3-004 PRoF5ssi0NALS8WQ' �SAGkEEMrHNT ATTACHMENT aA. SCOPE OF"'111 ORK ARTICLE Al EN RAL rginaerir g Services shall include, but are net limited .td, complete planning and_desigri services, prdgramming, pavement analysis suiveying, roadway analysis, geatecftnioal, captions evaluati'o'ns, public meotings, -detailed assessments :and rep am'Meindations,;:trost estimates,. apirilons of probable construction cost; review,pf Work ptepared by 8€ip�consultants and other consultants, field Investigations end observations, .post > 'design :services, Construction a d'ministration, and other related Services as needed to complete the, Project. Consult; , snarl provide comprehensive Civil Engineering services for `t.M Project far_:+: hien canscrltant was selected_ in accordance with Seatfon '287.05 Ftarfd6 Statutes, as amended, Galasultarils' Cornpetjtive ( OdUations Act. ("'NA)., A1.01 >SCOPE OF SERVICES The Consultant agrees :to provide comproherisive Professtohal Services in accordance with all applicable taw,'building and environmtrntal regulations,: including theiorida Bull ng Code and the Gift' of liiatri'i, Florida, Code of Ordinances, and as: set fortkt in this;Agreement and further enumerated In a Work Order, Consultant may be required to perform ali or sam:4f the seryfces presented in this Agreement, cte'pending on the needs of the City for the Project. consultant shalt furnish, as Basto Services, dom rohenslve ci�ril,engineoririg professfonral servlcps far h.e. E!raject. The Project shall includE roadway reconstrudio or reSurFaaing, drainage improvements;tprrrt. water management, swale restoration, curies, gutters, . sidewalks, :fighting Improvements; landscaping signage and striping, verifIcation, r;f City`s Pavement Analysis deport within the Project .area; digitally record existing cohditlon's in the Project area; researnh 3l1 . calls for various complaints, and any survey, geoteohnical, and utility Goordlnatinn requfrtwd ta. praduco complete sets of ,signed and sealed construction dccUmen#s, spocifieations .and pstlmMe cif probable construction costs for the Work The City*01 phase the Work required to compiete the Project. to that the Project is designed.,and m constructed In the ast .Logical, efficient, -and cost effective manner. The Consultant shall be directed to proceed with each phase of the PProject through the use of Wark Orders. Proposals and . .. s . WorkOrders, - A1.02 1ivORIK ORDERS A1.02-1 PROCEDURES : When 01P : -has that .a specific. phase of the Project is to prnaeed, the f�irpetor. qe euthcrz;d designee wilt requas't in writirgx a Work Order Proposal from the Consultant based on. the proposed 5a60a of Services pravidedto the Gansuftant in writing by the hector or dcslghoe. : The GorrsUltarit and T rector or designee, and others If apprcpr'ate, rrrar haus preliminary meetings, if waftnted, to furthQr define the Scope of Services ariclta resolve any:questidns. The Consultant shall then prepare a Work Order Proposal following the forma provided by the City, in the proposed Sod -of. Services,'tIme of pertarniance,, -staffing, proposed fees, Stab Consultarifs, end deliverable iter is and/or.doaurnents, : The. Director or designee":may oopept the Work Order Pcnpasal .as submitted, reject the Want ot- er Proposal, or negotiate revisions to the Work Carder Proposal, Upon acceptance of a Work' 6rde'r Proposal .1p will, prepare a Wo Order that witl tae reviewed.by Clp staff and the.f 7irector ordesignee, Upon �pprova'I CiP will Issue a written Notice. to Proceed subsequent tc app[ovai.af the work, k .Or by the Director or deslgilse. ARTICLE A2 BASIC.SERVIC �. Gonsuitsnt agrees to provide complete. CIViI Engineering services as ser forth Sri. the ,tasks .enumerated .hereinafter, In ad* ordar'ide with #lie Florida Building Cade, latest edition,. all federal, state, county and City of Miami, Florida, Laws, Godes and Ordirranaes Consultant shelf rrraintain an adequate Staff of qualified personnel an the Work at alt times to ensure its performanice as specified in the A g roement: Miseeilareous Civil Engineering Services [ZQj . RFO No, 12n13 004 Reynolds, Smith Arid Hills, lnd„ MOYESMONAL SERVICES AGREEMENT Consultant shah submit one til) electronic set of all documents and severe. (7) copies of documents required under Artlole A2, without additional.charge, for review and approval by City, ConwItant shad not proceed with the next task of the Work until the ,`documents !lame beep approved, In wilting, by; pity,and an Author"izatioh to Proac ed with the hext task has been issued: by City..: consultant is, solely responsible for the technical accuracy and quality of their Work Consultant shad perform all Work in compliance,ilei .Florida .. , ..lis#rative ode.�tule IC15-19.00! j4) and Seofon 47'1,03(1) _(gj of .tile i=lorlda Statutes, Consultant shall perform due diligence, ih acoadance with best industry :practices, in. gathering iritormatipn and inspecting a Project site prior to the commencement of dds(grt. Consultant shall be responsible for the ,profossj: quality, 'te0hioal accuracy arid' coordination of all design, drawings, specification, and other Servlce;s furnished by the Consultant under this Agreement, . Gonsuitanl shall, without additional compensation,, correct or 'revise any .. errors, omissioha, an: or deficiencies ;in its designs, drawings, speolficatlon or other Services. Consultant shall .also be liable for claims far delay coats, and any increased costs in co6atructlorr, including but.-notlim_ ked to 'additionaj work, demblitlori of ousting work, re Iark, etq,, resulting from any errors, omissions, and/or defic encles in. its assigns, drawings, specification or other Services._ - A2.bj DEVELOPMENT.OF OB iECTI[VES A2.61.1 consultant shalt confer ::wlth.representat]ves of City, the project Manager,>and-otrtor.jurisdlc#longi agencies to develop several optlans` for how tlte'various.elements of the :project wil! be designed and cor structe..d. Consultant shall, utilizing a comp Itation of available documentation, confer. With representatives of City, file Project Manager, and other jurisdictional agencies In order to comp,re hansivet Mentify aspects of the completed faclilty program' that msy require further• refinement to attain the requisite dotal! of design_ development required to begin the creation of Construction Ctocuments: nor clarity of scope, the Items that need further development will. be called_Conceptuals and the remabing !terns will be .called .06signs, A2FQ1m3 _ Consultant shall prepare written descriptions of the varioos options and shall .participate In presentations to`.multiple groups explaining aJteriiative options, Sufflcient'detail" shall be p.rovlded' to support the presentation materials, A2.01!t 4 Consultant shall hire the appropriate sub -contractor to provide. Civil Engineering services which are not iii-housel. ,Surveys shalltrialude the locationn-qf all site structures it eiudirig:6'll utility structures and facilities, Consultant shal[also engage a soli testing firm to perform soil borings: and other tests required for new cons tructionwork. The. extent to which this Wori�'Will be n66ded shall be based on the slrvey"rng andsolf. laoringsperforrrred previousty by the City,. Cost of the surveyor and soft engineering firm shall iae billed as reimbursable expenses, A2.02'. ANALYTICAL. REVIEW Verl cation of elle City's l aVernerrt Analysis Report within the F'rgje6t area; digitally record''existing con'ditlons in the F�raject area; research 311 galls for various ctirnplaints, esp11 ecially drainage CMPlalnts; and digitally record project area durin.g.sigrilficarit rain events, A2.63 SCHEMATIC MIGN A2.63-44econlrnendOd Course of Action Sonsultant shall :prepare .and pr6teht, ;Iii wn i.ng, .for approval by the pro)eot .Manager, a . Recommended Course of Action (RCA) for 'the area: comprising the Project, The RCA.shgU lnolude„ but, is not limited to'i . Street name and limits Miscellaneous Civil Cnglneering Services j21 i PF Na., 12-1&004 Ieyncids, Smitliand Hills; Inc. PROFE8S.10NAL8— ERWICESAGREEmewr 2. Recommended remediation efforts to bring the subject street up to.a minimum "good" rating. as outlined in the Cltyvr]do Pavement Analysis Survey, 3, A detailed cost estimate for design and construction that maximize the number of streets that WOW be upgraded from poor to at least good, 4. A design and construction schedule for the recommended Course af.ActEan A 4 DESIGN bEV8LOPMENT From the app:roved.RCA, Consultant shall prepare and present the following in utriting.. 1. The design: peramsters to 6e bsod for each street being Improved {le, s{econstruGtien, mliling and resurFacing, etc 2. The submlt£al requirerhents for each street 3. The final cost estimate for design and construotion A2,05 CONSTRUCTION t)OCUMENU Prom the approved C7esign Development Documents; Consultant. ,sha'I preps far written approval bycit. y, PEna1 Cons£ructioti. ©ocumants :settjng 'forth ail c{esigt drawings and . specifications needed'to comprise a fully:bEdda leK permittable constructible Project. . Goh6ultant shall produde 30% 60%, ''30°ln and Final, anstr ictlori I :ocuinenis for review and approval by .ity,.which shall it ciuoe:the folloW0g. : . 1i A drawing eover.,sh6et listing an index.of all: number of drawings by each discipline, Drawings; i7gt Included in the 30nf°,. 5D%, 96%a ar�d )~EnaE regi ew shall 6e rioted, Consultant"shall eft h, aid, lh.dex of all anticipated drawing sheets necessary to fully define the Project. I The updated Project Development Sohedule to include an outilne of major construction: rhilestone :activities and the reo6mmended construction duration perlod in caidndar days. 3. Ar updated Statement of Probable Construction Cost in CSi format. 4. Oonsuitant may also be :authorized to Include In. the Construction Documents approved. additive �ndlor deductive alterr�ate`bid items, to permit City fid award a Construction Contract within the [M t of the budgeted whount, 5. A Project peciflcatlons Index and Project :manual with at least 30%o, 60%, 90% and Final of the Cpebtications'cornpieted. 6.. Go: nsuitant shall I. . noiude, and will be . paid for; Cityw.requested :alternates outside of the established Projebt scope -or that are not constructed due to a lack of funds. No fee Will be paid by pity In connection with alternates required 'by the (allure of;,Cans. tont to design the Project within the:Flxe'd 0 -hit of Constructlon Cost. • 71 Consultant shall provide an Index of all submittals required 'by the Contractor that clearly ideritifles :submittals for wkr ch the Contractor shail be responsible for design.. 3, t;onsultart shaEl sirbrtilt the special' or sup pfeinental terms and conditions -separate from the. technical specifidation%, 9. Consultant shalE not, proc.'eed with further construction dosdment development until ;approval Of the 30°lp documents Is received in writing from City. App. oval by City* shy it be for progress only and,does not .relieve Consultant of its responsibiiit�es and,rlabEEEties relative to Cade oomplWhce and to other;oovenants bblitained ih this Agreement, consultant shall resolve all glestians indicated on the documents and :make alt changes to the documents..r1ecessary in response tojhe .review c9mmenterThe 30°lQ Documents review (check) sets b returned to City upon suFjrnissl6h :Qf 60% ;complete Construction: Documernts and Consultant shall provide an appropriate response .to :all review comments noted on :these prevEau.sly submitted :doc'umenis,: Of the Seven (7) coples to be provided, the Consultant: thall Submit four t`tj full size bogies of the drawings aril ;speolficptions, and one ,d gital copy in .pdf format' Miscellaneous Civil Fnglheering Services [22 J RFCt l�i¢."I2-13 004 pynalds, Smith,and Hills, Inc, PkOrE5510NAL. SERVICES AGREEMENT A2.08 Maximum Costs Limit Prior to authorizing the consultant to. proceed with preparation of :Construction Cocumont Oevolopment,:the city shall establish and communicate to the Consultant" a .maximum, sum for the cost:of constrktloh of the Project ("Maximum frost Limit""). lf,the 0iity has not advertised for bids within ninety (tag)days after fhe Consultant submits the Fjna( Design to the City, the estimate Of the cost of construction shall be adjusted by Consultant. NotwjtEts#anding anything above to `the contrary; the City may require'the Consultant to revise and modify Conscum truction:poents end assist In the reI lbldding of the Iii ork at no additional. cost oi° fee to the. city if all responstve nci. responsible bids received exceed ten (t:t}la) percent of thertaxjrnuni Dost L{nijt. ,A2.06• Dry 110.6 Permitting The Consultphi shall file and follow-up for approval of building permits of the earliest praoticabie time during the.performande. of the Work, for approval by City, County State andlor Federal author€ties having jurlsdictlon ovor the Projeot by or contract tho;City, and shall :ass{st in obtaining any such applicable certifications of permit approval 'by such authorities :prior to approval by CIp of ttae Final set and printing.of the uris#ruaf{on [lncUrnents. The:Gansultsrt hail Oro mptly, at any time during the perforrnanco of the Work.iiorounder; advise 'the City. ref any substantial increases in casts "sat forth In the,5taferneret of Probable Conttmotion'Cost that In the opinion of Cornsultsrit is caused byihe requir ment(s) of suolt„ Upon :cot`npletion of dry ricin permitting, tonsultartt shall provide.as park of the seven (7} copies to be subrmffed, five (5) full size sealed copies cf €lie drawings. and specifications, Canmulfa t shall also provide digital ve'rsloris of the dratNIngs in:>dwg, .pit, and :pdf forrria#s, The spaoif€catlan addif€oval terms and conditions shall be provided In both jadf and:.doc formats. A2.06 BIDDING AND .WARD OFCONTRACT A,2.06.1; Bid Documents Approvals and Printing Upon obtaining all necessary approvals of the Construction Documents .from authorities hauing jurisdiction" and acceptance by the City of the ip0%a Construct€an . C]acumonts .and latest Statemenf of Probab►e Construction Coit; the :Carisultant shall assist the City in obtaining bids and preparing and awarding the Construction contract. The City, for bidding purposes, wili have the bid documer is printed, or at ifs. own olscretlon, may authorize'such printing as a i•eimbursabie sero€de to the Consultant. - A2.06.!2 issuance. of Bid pocuments, Addohda and Bid Opening 1, The: City shall lssue the Sld Documents to prospective bidders End .keep a:compiete'Lisf of bidders: 2. The consultant shall essist. the Cityin the preparation of responses to quettions if any are required during the bidding period. All -addendum or dart ficatlons .:or responses .shall b, o, issued by th1.e City., 34 Tho Con'sultalit shall prepare revised plans, if anti are required, for the city to 3ssLie t4 all Pr- bidders,. 4. The. City will schedule a "Pre b d Meeting on an as needed basis, for the project The:: 'Consultant:shall attend a€l arty pCe-bId meetings) and require attendance of Sub=Consultants :at such- rneetings. 5. Tho Consultant will atepresent at the kid opening, if xequesfed by the City: A nQ6,3 did Erre€u itiozi aril Award Elie Conscltant shall asslst'the City in evajuation of bids r determining therespansiueness of b€cis: and the preparation of documents for Award of a c6ritract: if the itrwesf responsive Sass '. aid arid eXceeds the'Totai Al€ocated'Funds fot Construction, the City may; 1Approve ars increase In the Project cast and award a Contract; 2. Reject all olds and re�bld the Project withih a Mad' able time with no.chancde in fhe Project or additlonal compensation to the Consultant; 3. b,iroct the Oonsult6nt to revise the Scbpe 'and/or quality of oohstructioh and rebid the Prajoci:. The Consultant shall, without additional cornpensat{on, modify the C6h*uoI1on Documents as necessary to bring the "F'rababie Cansfruction Dost based on such rev€sians wjthin the Total Authorized Construction Budqet. ThO City May ex'OrPise such option Where the bid price Miscellaneous Civil Foginecring Sdrvic s i2.3,i RFQ.No, 12-1M(54 Reynolds, Sm€th;arid Hills, Inc. Pi2OFESSIONAI SERVICES AGREEMENT exceeds 100% of the Fixed: Construotion r3udget prodded to `the Consultant, and as may be modifled by the Glty �Ond the Consultant priorto sollciting blas; 4. Suspend, cancel or:abandon tha Project. NOTE Under itern"3 above the Consultant shall, without additional compensation, modify the Construotion Dod*rnents as necessary to bring the Probable Construction Cost within the bucigefed .amount;., . A2.07 RbMINIS iRATION OF THE CONSTRUCTION CONTRACT: the construction Phase will begin with the issuance, of a Notloe'to Proceed (NTP) and will end When the Consultant has provided to the City all post canstructlori documents, inciudin contractor As -Built drawings, Prisuitant'c record drawings, warrantees, guarantees, aperatfoliai manuals, and Cehitfcate(s,) of Occupanoy have been delivered to the City and,thi City approves the fiinal .payment to #tte Consultant: C7uririg tillsperiod, the Corisraltank shall :provide administration of the construction coritract as :provided by this Agreement and as .provided by Iaw. A2.07-2 The Consultant, as the representative of. the City during the'Construction Phase, shall advise and :consult with the' Glty enol shall have the ;alathorlty to act on: behalf of the City to the .extent provided In the. General Conditions and: the supplern&tery Oonditi hs Qf the construction contract and. their Agreement:with the City. A2,07-3 The Consultant and respective shall Visit the site to conduct field observations, at a minirtfum on a weekly basis, and at all key cahstruation events to ascertain the progress.ofthe_Project, and shall visit the site as #ppropriate to conduct field Inspeat'ionalto ascertain the progrees .of. the Project and determine, in general, if the Work is proceeding in aopordance with the Contract Documents, .The Consultant.•shall pp Iovlde any site visits necessary for certification if required bythe,autl oritles having jurisdiction. Threshold inspectiori.:shall be provided by the Cohsultant of nrr additional cost . to the City. The Cpnsuitant shall report, on the progress the Work, Including any defects and deffolericies that may be observed In the W. ork. The Consultant will not be required .to make extensive inspections or provide .contlnuous daily on-site inspections to check the quality or quantity of the Work unless otherwise set forth in this Agreement.. The. Consultant will be:. re#ponslbie for wrlting and distributIh minutes of,all meetings anr( field Inspections report it is asked to attend, Consultant and will not be held responsible far Construotltin means, rrt`ethods, techniques, sequences., or procedures, or for safety precautions and programs in .connection with the Work. The Consultant will not be held responsible for the Gontractoet or sub=cotrtractors',, or any of their agents' or.etnpl"oyoes' failure to perfarrh the Work in.accordance with the:oontraot: unless such failure of performance results from: the Gonsultarits, acts or 0MIssions.. +A2.07-. The Ctin'sultant shall fi:irnish `the City With a wfitten report of all observations of :the Work made by Consultant and requlre. all to do same during eaoh visit to the Project, The Consultant #hail.: also note the general status arld progress of the`Wbrk on forms furnished by the City and submit them In a timely.manner. The Gonsultarit and the flub- consultant shall ascertain that the Work : is apaisptable to the City. Consultant shad ossitt .the City 1n enturfrig that the Contractor Is Making timely, ;accurate, and complete. notations on the "as -built" drab 3ngs,. Copies of the field reports shall to attached to the`Inonthiy Professional.ervlces paymontrequest for constructlort adrriinistratloft services..The Cnristiltarlt`s tailuro to pro.Vlde written reports of all site visits of minutes of meeting shali result in the rejsdlon of payment requests and may result in a proportional reduction in Construction Administration fees paid to the Consultant. AZ.bTrS 1, Based on .observations at the site and consultatirin with the City, the :Consultalit shall determine the amount i[ue the;CQntractor based on the p'ay for.parformance milestones and shall reeosrin end approves ofsuch amount as approptlate, This recolrimerrdption shall conatituto a. repreponl:Mlon .by the. Consultant to the. City that, to the best of the cohsulta it's. kr owledge information and belief, the Work has progressed; to the point indicated aria that, the quality of, the Work1.s iii aCcc?rdahoe With the contraot and til Con#tactor is entitled to amourt stated: on the t,Alsdelfaneous GIvII Engineering Services,j24 ( Ott Q, No, '12143-004 leynrilifs, Smith aria Hills, Inc. PRt3FESSIONAt. $RRV14P$ AGROEWNT requisition subject to: a detaite'd evaluation of the Work for conformance with the contract upon substantial completlon 2. The results of any srxbsequent tests required by the contract; I Minor deviations fronii the cbntredt correctable pnor to Cb6pletton; 4, Any specific quailficatrons stated I:n ;the payment certificate and further that the Contractor is entitled to payment 'in the amount agreed upon st a.requisition site meeting .or as stated on the requisition, Priorto recommending payment to the Gontraator, the Cbnsultant.will prepare a Written statement to the City ori the status of the Work- relative to the Cbnstruotion Bbl edule, which snail be attached to the 'C;c ntractorIs Requisition. Such statement: shall be prepared immediately following the requlsiflon fi6id meotinr� and :shall not be cause for delay in tirnely.payment to°:the Contractor. By recommending appeoVal of a Payment Certificate, the Consultant shall not. be deemed to represent that the Consultant has rrtade:any exarninatiori to ascertain how and for what'purpose the Contractor has used Money :paid on.accoOnt: of the Construction Contract 5uni, A2af7-is. The Consultant sliatf`be_the interpreter cf the requirements of the Contract Documents and the judge of theperformance thereunder. The Consultant shall r'enoer interpretations ,necessary for the groper execution or progress of the Work upon written request of: . th elthere City or the Contractor, and shah render written decisions, within maximum of ten (1 Q) calendar days, on all cialms, disputes.and other•matters in quostien between.t e Clay and the tontraetor relating; to the execui;i!on : or progress of the :Work. interpretations and decisions of the Consultant shall be consistent with tiie intent of and, fbesonably.inferable from,, the Contract poouments and:shall be in written or graphic form..: The Consultant snail have the authority to recommend rejection of Work whioh does not conform to the Contract Docume* o s. V henever, in h1A6r reasonable opir iofr, the Consultant considers i. necessary or advisable to insure compliance with the Contract Documents, the Consultant Will have the authority to recc`rmmehd special inspection or tesiing of any VVork deemed to be not in accordance with the G:ontraot, whether a not such Work has been fabricated and/or delivered to the Project, cr Installed and ccrMpleted. The Consultant shall promptly review and approve, .reject or take action onshop drawings,; samples, RNs'.:and other submisslbns of the Contractor. Changes :or substitutions to the: construction dc6umer is shall not be :authorized without concurrence .of the City's :Project Manager and/or Director of Capital Imprdvemertts, The shall have a. maximumoften ('14) calendar days from recelpt of shop drawings, samples, F�FI's 8,r other submittals by the +Contractor, to return the shop draw1hp.be submittals to the Contractor With comments indicating ._ either approuol or. disapproval, Consultant shelf provide. the Contractor with e';detailed written explanation as`tn the ,.as for reject;orr.• A2 VmS The Consultant shall initiate and prepare required documen"ration for changes, as reiuired by the Cbnsultant's own observations.oar as requested by the City, and .shall re lew .and recomrY�end action on. proposed changes, Where the Contractor submjts,. a request for Change Order or Change Proposal' request, the'Gonsifitant shall, within ten ('10) calendar days, review and:submlt to the City; hisiher reccirtmendation or, proposed act'tan along with an analysis andfor study supporting suoFr recommendation. The Consultant shall examine the Work upon receipt of the contractor's request for substantial completion Inspection Of the Project and shall prior ;to occupancy by the. City, recommend execution of a "Certificate of Acceppttance for Substantial Completion" after first ascertaining that the project is 'substantlally canet n accordance with the contract requirehaents. The, . Con1.sultant shall In conjunction with:11.1 represent fives of: the City and the Contractor prepare a. punch -list of tiny defects and discrepancies. in the Work required to .be :corrected by the Contractor in accordance with Florida Statute 21$:7315. Upon satisfactory completion of the punchAlst the Consultant shall recommend execution of a "Certificate of Flna1 Acceptance" and Miscellaneous Civil Fngineering ser'ul6e5 t2 l r FQ N6.12-13-004 Reynolds, $midi and l=rills, Inc. PROFESSIONAL SEP.VICE$ AQREWENT final payment fo the Contractor. The Consultant shell obtain from the Contractor upon satisfactory completion of all items on the punch -list, alp necessary dose -out documentation from the Contractor including Dirt not. limited to all guarantees;, operating and maintenance manuais for equipment, releases of liens/claims ancf such other documents and certificates as may .tae required by applicable codes, Caw, and the contract; and deliver ,hear to the ;City before flrral . acceptance $hail be issued to the Contractor,: . A2.07` I The Consultantshall mohit or.:and provide assistance in ,obtaining the Contractor's comp'nce lla with its contract relative, to ._1) %nitli l 'Instruction of City's ,personnel in the operation and malntenanoe of any equipment or system, 2} 'initial start up end testing, adjusting.and balancing of equipmeni and systems and }final cleanup dt the Project to assure a smooth iransitlon from . donstrucfion io...666Upancy by the City. A2.07-'42 The, onsulfiant shall -furnish to the 0#Y the original documents, including drawings, revised to "asp In preparing the "as-bullf" docurr, vided by the Contactor, incly ler :this Agreement. including uracy of th'e ini'dMatiion and g$ Any certification required nfs ,is donditloned, upon.the fiction contractor. Transfer of changes made by "Change Autharizatlon"., "Change Order'; "R:equest fcor information., substitution appf6*vals; or other clarifications W11.1 be the Consultant's responsibility to incorporate. into the "as-bUlit" and record docurh6 ts. Changes ,made 16 fhe field to suit field "conditions, or otherwise made by the Contractor for'its odnuenience, shall be marked by the Contractor On the ''1 ield Record .Set" and transferred to the original .contract documents by the :Consultant. The original documents, os well as the "Field Radord Set shall become the property of the 'Clty, A reproducible set of all other 11 hal documents will be furnished: to* the City fei~e of dharge by the Consultant:. A2ag7` 3 The Consultant shall furnish to the City one complete set of %s -built Drawings", in Auto CAD Version 2000 or such other format acceptable to fhe City. A2.47.1 the Consultant shall furnish to the City a .simplified site plan and floor plan(s) reflecting `'as-bullf' coed€tlons w€tC graphic scale.:and ;north arrow, plans ',must show room names, room numbers,,. overall dimensions,. square footage of each #icer and all fonts used in. the drawings. Two sets of_ drawings shall be furnished oh 24" X 36" sheets and one electronic copy. A2;07 -`l - The,Gorisulfant shall assist file C€ty in the eon,pletion of the Contraotar's pe.jOrmance evaluation during construotion work ohd upon final dompietion of the Proje'ot. Miscellaneous Civil. Engineering Services [26j RFQ No, t2-13-004 Reynolds, Smith and Millis, Ina ' PROFESSfONAL SERVICES AGREEMENT ARTICt E A3 ACIL1MO ASL ERV'IC: S A3.01 :3ENEIIAIr Services categorized below as Services" may be spoclfied and authorized by City and are hermally considered to be beyond the scope of the Basic Sarvices.. Ad'ditionai Servioes shall either:be identified in a Work. order or snail be autf onzedby prior written. approval of the Dlrector <or City Manager ant will ..b campei sated for as provided in •Attaohmbnt 13,'Section 151*01 . Mki EXAiViPi,E a Except as may be specified..in Schedule A herein,,Additional Services may inolude, but ora not,limlted to the following:: A3 02-1 Appraisals Investigation ;and creation of detailed appraisals and vaiuptions of e fisting fadlities, and surveys car inventories In donnection With constructi6n: performed by Qity: ,3.02-2 Speclaity Design Any additional special professional. sentices not included in the' Scope of Work.. A10-3 l xtended Te1. stina & TraGnina:Extended assistance beyond that provided under Basic Servioes for the initial start -Up, testing, 'adjusting arid balandnd of :any equipment or system, extended training of City's personnel in,operatlon and mWritenance of equlpmant an systems, and consultat oh during such training,, and preparation of operating and:niairitenanoe manuals, other than those provided by the` Contractor, subxoontractor, or equipment rhanufacturer. A3.02- Malrr Revfslons': lUfaking major revisions to' drawln'gs and specifications resulting in air from a.change €n Soope of Wrk, when :such .revisions. are inconsistent with written �pprovais or instructions. .previously given by City and are due to causes beyond the control of: Consultant. (Major revlsi9ns are, defined as those changing the Scope of Work and arrangement of spaces and)or scheme andlor tiny significantportlon'thgreofj, .A102-5 EXpert Witness: Preparing to serve or serving as an expert witness in connection with any arbitratlon. proceeding or legal proceeding, providing, however that Consultant. cannot testify against City in'any: pro ,beding'during the, course of this Agreement. A3,02-6 Miscelianeous: Any tither, servicgs not v herw)so :incllXdad In this. A6reem6ot or: not. customarily furnished . in accordance :with generally accepted arch tecturaVeng leering. practice related to r onstruction. Am .ADDITIONAL IDESIGN The, City rnay, at its- option, elect to proceed wifh additional sorvlces relating to the Project. ARTICLE A4 CITY'S RESPONMBILITIES A4.0'l PROJEO.T & $1115 INFORMATION C(fy, at.its expense and insofar cs performance tender this Agreement may requlre, may furnish Consultant with theinformation described below, or if `not readily available, may authorize Consultant t6*0vide such, lnformatiori: as an Additional 'SON .Ge,; oligibie as a Reimbursable Eoahse.. . A4.04n1 Su ve s: Complete and accurate surveys 'of building sites, giving bt3undary dimensions, locations of existing structures, the grades and Imes of street,, pavement, and adicirtrng properties; the rights,: restdotipns, aserXserits, boundaries, and topographic data of a b'uiiding site, and existing utilities irtfbrmation regarding sower, water; gas, telephone and/or electrical services. Miscellaneous.Divi€ agir Bering Services Reynolds, ,Smith arid Hitis,-.Ino. 'PROF .ESSIONAL SERVICES AGREEMENT. A4.07 2 5ajj 8oritts Geatechnioai'estin:5011 bor%ngs cr test pitsr chemical, mechanical, structural, or other tests when deemed ,necessary, and, if required, an appropriatg professional .interpretation thereof and recommendations. Consultant shall recommend necessary tests to City. ' A4.01 a3 r Gene.ral Project. Information: Infer .matron .regarding I�rajec Oudgi t, City. and State procedures, . guidelines, forms, formats, and as required astablishtfig a program as per Section A2.02 A4.p1-4 15xistina 01rgwinas: Drawings representing as -built conditions at the; time df orlginat. construction,. subfect.to aswbuilt availability, However, such drawn gs, if provided, •are not warranted to represent - conditions as of the date of receipt. 'Consultant must still perform field investigations as'necessety in. accnrdanae with Section A2.01 to obtain suftidierit. infbrmatlen to perform its. services. tnvestigatlyq . services In. excess cf "Normal Requirements,".as defined, must be, authorized in advance. '. A4.0'1-6 Reliability: The services, Information, surveys and reports _desoribed in through A$4 f -4 . above, shalf.i�e fand Cohsul#ant shall be entitled to rely upon the ac urnished at Uy's expense, curacy and completeness thereof, ;provided Consultant has; reviewed all such Informatlon,to determine 'if. additional information andfct testing is required tri properly design the Project. A4.02 ,CONSTRUCTION MANAGEMENT During cbnstruction; 'Consultant and the City staff shall assume the responsibilities described in the general conditions and supplementary ccndltions of the construction.. contract relating, fo. review and approval of the construction work bythe Contractor, A4.g2-2 ' If City observes or otherwise becomes aware of.any fault br defective "Work in the Project, or other nonconformance With the contract.'dutln9 construction, City shall give prompt notice thereof to Consultant. Miscellaneous Civil tribineering Services Cts I RPC No. 12-13"004 Reynolds, Smith<and Hills, inc.. PIRM:,NAMi= J6.13:CLASSIFICATIO CONSULTING l`151-0 Hiders Elecfirioal Engineering, Inc, Vyilliam,Aviles, Rosana Gardenias,: Electrical Engineering HR Engineering Services Inc.. Geotechnical Curtis Rogers Det igntiirlio, Inc, Luis Medina; Alex Paradiz, Landscape Archltecuts Manuel G. Vera & Associates, Inc, Surveying and Mapping Pregressiue benign & Engineering nand 'Chamnass, Signafization CHEDULE A2. —,KEY $"fAFF NAME J6.13:CLASSIFICATIO 'Douglass R, Green, RE, Paul Hillers, RE,; Project Manager' : Vyilliam,Aviles, Rosana Gardenias,: Rina Cuba, Sunil boddapanenl Etarreh Dyer, Philippe Jnlicaeur, I'rajeotF. Engineer Luis Medina; Alex Paradiz, J alieta RNero-Manse,, .Robert Templeton, L:ladhar N'iraula, P.E., Juan Valencia nand 'Chamnass, W nstc n _ arris, Ohrlsz Jackson, Ralph Byrd, Hernando R• Ramos, RE, Senior Engineer James Ka es ,E,;_ Enrique Paradoe, Barbara Lauderdale, Clerical Jacki Yasin . Charles ;Pandraa, tato Rojas, Nlkhil Had 6, E.:l., CADD Technician Vanessa Caycedo; Jennifer Kennedy, - Gabriel Duque, Rodrigo A. Alba, E.l., Engineering Intern N1khll Hegde, E:L, Sunheed Thlyjakkandi, E.l. Humberto Correa Senior lin ine 6ring Tachnlcian Aida M.:Curtis .: senior Landsca e Architect Jennifer .iia . ern � ParrmviJla . Landscape Architect Tiffany Marston Landscape Architect Intern Oscar Me'los, Eldld s Cruz, Adnan lsmali Driller Miscellaneous Civil Engineering Sericos Reynolds, Smith and Hills, Ind.. 1 91 NFQ No, 12 3-004 AsTTACHME4T 0 COMPENsATiot available staff and pfoibated. man-hours requlred 'for the proper completion of tasks andlor groups of tasks, milestones and deliverables identifled under the Scope of Work as exe rrpilfied In Schedule A2, B21.06 EMPLUYEE BENEFITS AND OVERHEAD. Regardless of the method of compensation elected herein, oompertsation paid by the City sf talfx via the Multiplier, cover all the Consultant costs including, without limitation, employee fringe benefits g (e .. sick leave, vacation, holiday, unemployment 'taxes,: retirement, .medical,; Ins.urarice anal unemployment .benefits') and an overhead factor. Failure to comply with this section shall be cause for carioellatlon of this ,Agreement. B2.Q6 ESCALA°1ION There shall be ria escalation clause as partof this Agreement:... ARTICLE COMPWA,110N OF.'EES AND COMPi NSAT ON The City agrees to `pay the Consultant, and the Consultant agrees to accept for :services rendered pursuant to this Agreernerit, fees',computed by one o'a combloation of the methods outlined above, as applicable, in the folloWing Manner; B3.01 LUMP SUIVh Carripensatior for a Scope of 1lVork can be a Lump Sum and insist be mutually agri~ed clean In vtitriting by the t;ity and the Consult ht and stated in a Work t3rder.. Lump Sum compensation is th6 ;preferred method of compensation, 01,01«f Lump SUKri compensation shall be calculated by ,the Cansultanf utilizing the Wage Rates established harein.:Prior to "issuing a Work Oi der, the CItY may regciiri~'the Consul#ant #ii verify or justify its regriested: Lump Surri compensation, such verifiaatlon shall .present sufflcierit infarmatiori as depleted In Schedute.A2.. 53.62 HOURLY RATE FEES 83.62-1 Dourly Rte Fees shall be those rates for the CbnsuitAnt acid Seib -Consultant employees identified in Schedule 3t Wage Rates; All hourly rate fees will include a Maximum not to exceed figure; indlusive of all cost's 0 Pressed in the .co'ntraot documents. The City shall have, ria fiapility for a.ny fee, , cost or expense above;this figure. - 13102.2 G.onditi or ase. Hourly Rate Fees. shall be used anly'in (hose Instances where the parties agree that it'Is not possible to determine, d'eflne, quantify and/or calculate the..complete nature, andlor aspects, tasks,.,man hours, or Milestones for a particular Project or portion thereof ;at the time of Work Order issuance. Hourly Date Fees may be utilized for Addltiortal :Work that is similarly in;detarminate. In suchcases, 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 Hour ate Basis: B3.€I REIMBURSABLE EXPENSES :Any fees for authorized reir6ursable expenses shall not inolude charges for .the Consultant handling, allies trent or civarhead expenses of any kind,: lrialUd rig laoaltelephone and utility.cklarges, office aril drafting supplies, depreciation of equipment; professional Clues, subscriptions, etb<; reproduction of drawings and _speplflcation's (abo"ve Cite quantities set forth in this Agreemen t, mailing, stenographic,: cleridal, or other employees time, for travel ond.subslstence . All rein ursable servtces'shall "be billets to the City at direct cr5st expended by the Consul#crit,.: City authorized :reproductions in eitcesa of sets required of edch phase i f the ')(York W lk;be a Reimbursable Expense . The City Wilt reimbuese the Consultant for authorized Reimbursable. Expenses pursuant to the limitations, of this Agreoieht as verified by suppartrng documentation deemed appropriate by Direct ar or peslgnee lnoluding, withpkit IfrnItation, dotaiied bilisi itemized invoices and/or oo.ple6 of cancelled chebks U104 05= S POR ADDITIVE 0 iaEDUOTIVE ALTERNATES, The, design of'additive`and deductive altetnates contemplated as part of the original.Scope for a Project, . as authorized by the :Diredor will be considered as part of BasicServlces. The design of additive and deductive alternates that mre beyond the original Soope of Work and uai struotian budget may be billed to Misoellanoous Civit Engineering 8ervices[31 j IR too, 'I2 -`I 04 Rbyhc lds, Smith and Hills, Inc. 83,O5 FEES PO ADDITIONAIL1:SERVlOES The xnsultant maybe authorized.to perform Additional Services for which additional obmp6ns9tion andlor F2eirnbursabie Expenses as defined in this Agreemeh' under Sections 83.06 and 133.03 respectively,.rrjay, be apphcabte The Consultant shall utilize the Work girder P ' 6sal "1=orm and worl�sheetswhrch can be found on theGlty's uVebpag.e atn.: - www.`Hafnrgoy camJr apita[lrr� oyer�ren#sfc c es/ProCurementt� tfsori 1t"res,. The webpage ;also provides the pr•ooedures for complet ng these forms. Failure to use the' forms.or follow the procedures will result in the rejectlorr of the Work SJrder Proposal.. 83.05-1 0etermindiont Af iFoa '7'he compensation fpr auoh services will be one of the methods described herein;: rrtutua11 y agreed upon hump $um; H60rly late uvlth a Notto Exceed Limit. B 3.65.2. Procedure anis Compliance An Independent and detailed Notice to Proceed, acrd ,an Amendment to bispecific'V4'orfc Order shall'. be rgctuired to be issued and signed by the irector for each additional service requested by. the City: The Notloa to Proceed Will specify the fee: for such §gV[ee and :upper limit of the fee, vuhl0fi shall net be exceeded, and .shaEl corn* ply with the Clty of Miami reguEatibrts, including the Purchasing ` CJrdinance the Cesnsultarits' Comjxetltive Negotiation Aot, and.other.appiicatle Eaters. 83.054 Foo Lnrtiitations Any zuthorized" compernsetion for Additional Servloes, either prnfessionat. fees of reimbursabfe expenses,shall not trtclude additional charges for office rent or oVerhead expenses 'of any kind., including "local telephone :and utility charges, office and drafting supplies, depreclatlpn pf equiptriernt professional dues, subscriptione; eto„ reproduction of drawings and. spr�cifaatiors, :mailing, stenograpfria, cleroal, or other eni pioyees time or travel andsubsistence .not directly related to a project. For" all reimbur""sable services: and sub-consultstit costs, the 'Consultant will apply the multiplier of anew (1.0) t'rm s the arnount expended by the Consultant. . 53.00. 0 rMENT EXCLsi t"s , The Consultant snail trot be compensated by the City far revisions and/or itiodifloatfons to "drawi6gs and Specifications; for eXtarnded oo struetlon administrafitnn;"or for other work when such work is due to errors or omissions bf the Consultant as determined by the City. 133.07 FEES RESULTING fJkOit PR©JE T SUSPENSION If a project is suspended for the convenience af_the City for more thah three mantis or terminated withput. achy cause in whole or in part, during ,thy Phise, the Cbmultartt shall be'paid for jservioes duly.auihorized, . perfornlecl prior to such suspefislbn br termination, °together wit#r the cost 'of :authorized reimbursable services and expenses then, clue, and. al E tpproprlate 'applicable, and' documented expenses resuiting from such suspsns(on or termination:: ff the l�rolect. is resumed after having .been "suspended for nndre than three months, the Consultant's fi rther compensation Adll be s�ii�j ATT.AOHM5,NT B'—GO;MPEN,SAII(jN .. . B4.,02.FOk COM, PREHENSIVE BAS10 SSRVIOES For those Projects anis iNork Orders where comprehensive desigh sexes are stipulated, said payments shall, in the aggregate, not exceed the peraeritage.af the estFnated total Basic Compensatfan Indicated below far each.Phase. invoices submitted by the Consultant shall be sufticlentCy dotalled :and accompanied by supporting docurnentatlor► to alio+rt fur proper audit of expenditures. . en ;services are authorized on :all Hauly z bate basis, the Consultant shall submit for approval by'the Qlrector.; a duly certified invoice, giving marries, elasslf�catio'n salary rate per Baur, hours worked and total charge fur all personnel direGtCy engaged on:p project or task. To fhbsum thus obta d d, any authvrized Reirimbuesable Servfoes Cost may be added. The Consultant shall attach to the Invoice ail supporting data. for paymonts rrts e to olid inouri ed by the Sub-Consultants engaged on'the N�Ject. In addition to the lriv 1 to , the Consultant shad, for Hourly Rate authorizations',submit a progress repo rt glying'the percentage of.completicn caf,the Project developrrfeiit and the total estimated fee to completion. 64.04 P4YMEi1Fal ADf7lTlphlAt SStVICl=B & RE IN[BIJRSASLE EXPENSES Payment for.Additional Services maybe requested monthfy fn proportion to the services performed, When such services are autharized on an Hourly Rate, the Consultant shall submit far approval by the plrector, duly oertEfied invoice, giving nares, ciasslficatian, salary'rate peF hour, hours.worked and total Charge ler all personnel directly engaged on a; projeot :ter task,, i6 the Sum.thus ubta d, any authorized ,Reirnbursal7le Services Best may be added. The Consultant shall attar{ to the invoice all supporting data for payments Made to: or Costs incurred by thio Sub-Cpnsultar is .engaged on the protect or task. In addrtlon to the lrivoice, the ;Consultant shat[, far Hourly Ratti authorizations, submit a progress report giving the percentage orf campletign of the Prooet development. and the total estimated fee to completion:. 04.1'644 ..: DEDUCTION$ No deductions shall tie made from the Consultant's compensation on accourif of iiquidated damages assessed against contractors:or other sums vuifhhel.d from payments to Contractors, �R-rl. EIMBURSA�LLr ExPry f 65.o tGENERAL Relmfaursable_Expensesars those items authorizedby the City outside of or 1n: addition to the >cope of Mrk as identifled tn.:the Work Order;(a's basic Cervices and, Addit`ronai Services) and consist of actual expenditures mado by the Consultant and the Cpnsultahts" employees, .the SWb-ConsUftants,,. and the Special Sub.-Consuftants in the interestof the "Work for the pdrpcsses 1d6htifled below, 85.01»1 Transirortctian Transportation. shall not be considered as reimbursable eXpenses Under this Agreement. . 3;01 Travel And e'er bier Travel 240 per diem expenses shall not be considered as reimbursable expanses unoer: this Agreement. BUI-3 - ComM'cation Bxpersses Identiflabie oarptnUnic tJon expenses approved *,the tsrofecf Manager; long distance telephone, courier and express mall between Consultant orad Sub�consultants. E3 :01 4 Reproduptlon; Photography Cost of printing, reproduction or photography, beyond:ttiat whloh is required by or of the Consultant to deliver services, set forth in this Agreement. All reimbursable ekpenses. must.be accompanied by satisfactory documentation. Miscellaneous GlvilIig'ihesring Services `RF6 Nc, 124a-'064 Reyn; blas, Smith and Hills, lnc. ATTAGHIMNx B - COMPENSATION 136.01.5 Parmit Cees All Permit fees paid to regulatory agencies forapprovals directly attributable to the Projects These permit fees do not `rnolude those permits rerltired to be paid by the construction Contractor. 85.02.. REIMBURSEMENTS TO THE SUB -CONSULTANTS Reimbursable Sub-Oonsultant's expenses are .limited to the : items described above. When .the .Sub - Consultant agreement provides for reimbursable expenses and when 1.such agreement has been previausiy approved in writing by the C3irector and subject to all. budgewry ilrrr'itations of the City .and ,requirements of ARTICLE Bs herein. ARTICLE B6B6 'COMP8NSATION FQR RBusr= of PLANSANDSpr=CIFICATIONS 86,01 GENERAR.. It ls.understaod that all Consultant agreements and/or t ork Orders for new work;will €nalu:de the provision for the re use of plans -and specifications, €no[ud€ng construction drawings, at the City's :sole option, by. virtue of signing this agreement they agree to'a re -use In acdardance w€th thusprwlilon without the neoessty of further approvals, oampensotion, m fees or dacuen#s`being required and without recesurse for such ro-use. Miscellaneous Civil Engineering Services [341 R1`0 No. °i7- M04 Reynolds, Smith and Hilis, €no.. Mlscptlaneous Civil Enginee'r'ing Services 1851 Reynolds, Smith and Hills, loc. RF0 No. 1 2•43.004. ADJUSTM INDIVIDUAL% NAT JOB CLASS 11 ICATit7�l NEGOTIATED HOURLY ROE AVERAGE HOURLY- RATE � - M Iel lier2.9 �( .gyp (('�� ppp�y Douglass R. Qreenq P.i=., .. . .. _. -..,,. . Paul Hiders, PSE,, Pra"ect lana er : $58.30 $169.30 William Aviles, Rasarici Cardenas . . Dina Cuba, Sur 11 Doddapanen , barren.Cyer, Philippe Jolicoeur, Luis Medina, Alex Parodiz, JulietaRiver.O-Manso, Robert 'Templeton, Liladhar Niraula, RE, Juan Wendla Randy Chariness, Pro°ect. En 'neer $52:00 ' $150;atl Winston Harris, Chrls Jackson; Ralph Byrd, Herrlando.R. IRallios, P.E., Jahies KaS✓ 5enlcrn ireer $63.13 $183,08eP.. t nr€que Paradoa, Barbara Lauderdale, Jacki Yash Clerical.' $13,00.$3T70 Charles Pnndrea, Gatti sojas, : , ... Nikhil Hod e,.l~.1., CAOID Technician - Vanessa Cayceda, Jennifer Kennedy; GabrielC}tlque, Rodrigo A. Alba. 5- L, Nikh.11 Hegde, EJI f - Suhheed'Th!. '6kkandi, E;1. Engirieerlm lntern $31.Ori $89,90 .Humberto Correia _ eriiar Ali Ineering Technician $23,00 $66,70 Aida M, Curtiss Senlor Landscape Architect $52,00 $150;80 , Jehnifer Ro ers - Ponjaville Landsca e Architect $34,00 1"fffarly Marston 1_andsca e Arcbitect Intern $25,48 $73:89 Oscar MOP as, Floidys.Cruz, Adnan Ismail .: Driller $13:00 $37.70 Mlscptlaneous Civil Enginee'r'ing Services 1851 Reynolds, Smith and Hills, loc. RF0 No. 1 2•43.004. page I CITY OF MIAMI DEPARTMENT OF. cAF��TAL It��'i�C'��/r✓i�Cl��1TS PROGRAM g��«+� {�. �i � yp�� j� y �+ 'meq �n p� �s�y �» �+ *g� 7Ewy P�°'illi�ESSI�+6YAL w"�5C'4VICE #'7tGREE EN s rvice Catcgoxy Misoellsneous I Civil Engineering rvices tomr ct Tripe misc6Ilaneplua Services Consultan.f Palm Elnglheeri,ng Gro.up, ln,c `C"AIXE Cid CONTENTS. Aaq!I �I '# DEFINITLONS .., ARTICLE 2 L7ENERAR:v.:1J'5.�IYR}ili+Il ...,,, '.' ira , .:w .,,. v.:: .•.. e. r „r a ;. l•4 . f ... t•••, 2.01 l'TEF'akMx.tx,r ..Yi'a. Yr• 'a b'I .: Vl. r'J . 1, ,Y.:1.• ,F,Sr .. .xY,. _:f a,is .. •xs.ia i r , - 22.02 COPE O..I' SERVICES .. W 2.03 OMPEN A?lt „, ,<,,.,a .,, .... RTE PERIudRMANG: 3.01 PERFORMANC'EAND DELEGATION 3..02 REMOVAL OF ll�j•�'�l'�S�.Atism.0"(ORY PERSONNEL �;; ..f,...t. i ..,..' .. .;-::.. !.,.,,+ .r.v ..r.: a..;.5. 3.I)3 CON ULTAN`I kE� { STAEFI' „rYeb f{w, a {a ) y•+ U4 i RTCLEd, ANTS l� 7' 4.01 GENERAL ... ,ar. r ..., x, vrv•.r, , ,,, „•. >...i.,i, . 4.02 SUB-CONSULTANT RELATIONSHIPS. 7 4.03 CHANGES TO SUI3�CC?NISUIeTANT� 7 ARTICLE 6 �iR1ULT ., ,. ,i 7 5.04 GENERALr, , , Z 5.02 CONDITIONS O �?Im�AULI 7 5.03 TIME-10 CURE DEFAULT, FOR CE MAJEURE, „: . ,,,., :;- .: .. ARTICLI= 6 TERMINAT16N o AGREEMENT 6.01 CITY'$ RIGHT TO TERMINATE,.,,.,... •rr.. a.. ,..+. „ }:,a.. „. .r.. r, 6.02 C'ONSULTANT'S RIGHT TO TERMINATE .,,a..4 6.03 TERMINATION! DU TO UNDI G:LOS5D LOBBYIST OR AGENTi . ,...i. .,,< .i .J...1. ,; r ,. ,,,:, .,•,8 ARTiCLF- 7 i�GCUM wT ANIPD RECO t? , ,..,..., .,x r.,..t , . 7 01 OWNERSHIP OF DOCUMENTS.` 7.02 DELIVERY. UPON REQUEST t9R'CANCELLATION .•1,,,•....,a, .i. a.•..... .., .aa,. ., •. 7,03 RE-USE BY CITY 7,04 NONDISCLOSURFa i 7,05 MAINTEHANTCE F RECORDS • 9 ARTICLE 9 .......1 To( COMPANI.IES I' R }VIDIEV 00VERAGE,.: 7.07 VERIFICATION OF 7.68 FIRMS OF 0OVERAGE_ 91 E,0 MODIFICATIONS TCCOVERAGE ...... ...r i pARTLE. io jyCpLL NMOU a,.a vii a b x!A_ rk. s (rued 7.09 AUDITRIGHTS rrr „a.i , star. 3 1.10 . , E� •, d .11 piYIRE�iA(GRE,EM�Ey`NT �4�1 F.6+ 4J1ileM%t�7I\4�A,� A:1'7hi14�3'0.M7 n ... 1 7,11 TRUTH-IN-NEGOTIATION TIATION CERTIFICATE . 7.13 ;APPLICABLE LAtf AND VENUE OF LITIGATION 13 7.i14' .NCITICESi « j 4 'vi .I> rii, i ,ix. ri.. l+a .i. p 1� 7,15 INTERPRETATION, - 7,16 wIOINT PRI PARATION 14 MY PRIORITY OP MOVISIONS 7.10 'MEOIAT"ION .* AIVER OP AIRY TRIAL . I.4 7.19 TIME:—!":....1I 7.20 COMPLIANCE 1tttITH LAW 7,21 No PARTNERSHIP, „. 15 page I TABLE OF CONTENTS (CONTINUED) 7.22 DISCRETION OF DIRECTOR .. .< 15 7,23 RESOLUTIONOF CONTRACT DISPUTES, ..,...i.a ...r., . ;....r „ , ... ........ , ,,,, , ;,, ,,, 7.24 INDEPENDENT CONTRA TORa �a ATTACHMENT A -,SCOPE OF ARTICLE AJAJ GENERAL 2 A1.01. SCOPE CSF SERVICES, ..5. ..1. ,,._, .,. 2I AtO2 WORK OR.DER$ . Zi �RTICxLE A BASIC; ER�JICES ..o,... r, „t............, 2C) A�,01 DEVELOPMENT OF OBJEQTIVE5 ..i,. ,r21 A2.02 ANALYTICAL FiEVIIbV1t. ♦:4 2� A2.03 SCHEMATIC DESIGN .na.::. « .t. ..>.+ ....«,.... ... ,. . ,.........,. •.... r,tY,. 21.. AU4 OF -SIGN DEVELOPMENT. .. 22 A2.bS CONSTRUCTION DOCUMENTS.;- .... .:.. ..... ..:. „r.: ....>,.r ,...22r A2.Ci5 BIDDING AND AWARD 6F: CCONTRACI'.; .x•....b..r x.4, .,..x.wLis .Y,», .: > , a .,r.., 23 A2.Oi AD MINISTRATION,?F Tk C�t3NSTRLICTION C€7NTRACT ..,., .:..r...✓.. 4 A_„ gjjqL3 AD tITIQNAL SEI eCE .. a..« ..,,.27 A3:C�'I f3ENERAI. ,<, i, .. .,• . , . r ,27 A3.02 EXAMPLES ;7 A3.03 ADDITIONAL DESIGN 27, ARTICLE A4 CITY'S RESPOLISIRILITIES. : ,. 27 A4.*01 PROJECT & SITE INFORMATION .< .....:. �T A4.102 CONSTRUCTION MA,NA EME14T t.:. 28: SCHEDULE A2..:- KEY STAFF,a 2J ATTACHMENT B- C101PENSATIi3NrANQ PAYMENTS 3p ARTICLE 9.1 IIVIIETHOD OF COMPENSATION..... BT01 COMPENSATION LIMITS .i .. 3Cl BI -,C12 CONSULTANTI4T TCS XCEED, 3a I�''TfHN,�IOLE .B2: Wp�AM GE DATES. 3fj0.{ �iJc.0"I BASIS o i, +•ArYv. l •Il......... ✓.. ra:tr .w n u, x a,i,t r. 'a. 52�t�ya1`3.02EMPLOYEES ANIS JQD S aI CLAFICATION � x ..::. ....... .. «.,,.,... r�t�y 132. mULmOLIER . afY ,tke.. Y7 ,k, ^1" •>M7LJ _ B204 CALCULATION . 3f _ B2.05 EMPLOYEE BENEFITS.A�ND OVERHEAD .k..., ........ ....... 1 B2,06 ESCALATION...✓:,; .:.., .... „ :.. > ...,, : .,.•ir,l:i a,r.,.. rY.3 ARTICLE X33 CoMPUTATIQN or FEES AND COMPENSATIO ., 13101 LUMP SUM 3I. B3.02 HOURLY :;"LATE FEES, 3 i 83.03 REIMBURSABLE EXPENSES B3.04 FEES FOR ADDITIVE br DEDUCTIVE ALTERNATES. ,«> 31 :'B3,06 FEES EoR Abb)TI*ONAL::SERVI I S...✓ :t .,.,..:.: ir.iti,rw .x„.......... ,,.,✓✓. ; 3 .: B306 PAYMENT EXCL USIt7M B bl FEES RESULTINO.FRCIM PROJECT SLlSPENS.fON , .i.. ,,,,•, ARTICLE 84 PAYMENTS TO THE CONSULTANT. 3 S_CO I PAYMENTS GENERAL:LI”, 32 B4.02 F6OMPR9HENSIVE BASIC kRVI ES.....>.:..,. i:.n.,..... 33 B4:03 BILLING -HOURLY RATE ,...t.. ......,>j ...,... .}a f x...a. } . .. s Wx B 64 PAYMENT FOR �iI�I I I'IC�?NAL SEI iorzS REIMBURSABLE EXPENSES ,, ,,:, , , 33 B4.CI4-"I DEDUCTIONS. 33 ARTICLE .136 RE.IMBURSAEIL E E LENSES.'., „r , . , ,r., 33 135,01 GENERAL 33 BS.Q2 REIMBURSEMENTS- TO THE SUB,,CONSULTAPITS ..,.......^. �p}TIC¢L E gOMP.E SATIO FOR :REI.ISE ?F NS At4D SPE""., A'N'IONS •»i.• 3 Y.:7 S/. 1 1. �NI<f1AL •v Li., ... .....,.,.. 9. a nt..'. •,...,. ,. fia, .,...rr L..r r.v . .r. 1,. ✓r✓ x r..:.✓ ix• en,::. <. •a'.:.r 34 .a..'"'6' SCHEDULE B'I » WAGE R'AT8s SUMMARY,. NlinellaneoUs Civil Enginq.edhg Serv1.ce� C2 i Palm Engineering Croup, lne. RFQ NbI 12-43,-Q04 Miscellaneous Civil Engineering Services RFOI. No. 1M3-004 S��iri'e.t�"nr�ir�ra�srinn �Yf4[fq fr�n. PROFESSIONAL 8ERVICES.AGRE-EMtNT MIsGeilaneout Glvll Engineering SOMCos [ Palm Engen.oering Croup, Ind. R5b Ne.1-2-13*4 PROFESSIONAL SERVICES AGRE5M8NT the State of Florida, or those performed by any architect, professional engineer, or registered surveyor or mabr)er in connection with his or herprofessional employment or practice, These services .m be abbreviated herein as "arohitecturali engineering services" or"pro€essional services'", as applicable, -WHO are within this definition,: C,1,7_.:Msk Ad inistrafc r means the pity's .Disk Management Administrator, or designee, or the individual turned by the City Manager to <administer matters relating tri insurance and risk of loss for the pity, _ . f" cops a erv�ce services mans oornpretiensluo description of the activities, tasks, design features, obfectivesr deliverables and milestones required for thecvrrtp{iytion tF trciject or an assignment with sirfficfebt detail to allow a reasonably accurate estimation of resources necessary for its completion:_ 1A9 :Srrb-cbnsulta»f rriaans a person or oi-Iganizatiprr of properly; registered professional architects, engineers; registered s€.rrvgyor.or mapper, and/or other professional specialty that fiat§ entered into a written agreement°vVi.th the Consultant to furnish specified professional services.fora project ortesk. 1.20: Wage mates ftleans'the effective direct expense to the Consultant and/or the Sub..Corrsultaht, on on hourly rate basis, 'for employees:in the specified professions and job categorles;'assigned to provide services under this Agreement that justify and form. the bosis; for professional fees regardless of actual rn,!hner of oomperisatian. 1.21 ;Wrack means.:li services, riateriis "and equrpmi~nt prey"Idikd bytar unc3:er this Agreement with the + ;onscrltalnt . Work ;Order er means a Clocument; internal to the Clty authorizing the. perforrrlance'0 specific: professional services for a defined Project or Projects: 1.23 ,Work. Otdor Prvpo of mearis a dooumeht prmpared by the'Gorfsultant, at th0 request,df the City for Services to be provided by the Qonsuitant on.. a specific phase of a Project. 1.24 Profes,stonal Services Agreement ("Agreement" or "'PSA means this Agreement and W..l attachments and ny authorized amendments thereto, In the event of a conflict between the Response to the eduest lot I uallftcati ns ("F FQ") and theonsultant's response thereto the f >✓C will ontrbl,- In the event cif any conflict between the. The Consultant's response to the RFQ, this PSA Will control„ in the event of any con€iict;between this PSA end its attadhnients this PSA will control. .RTI LE 2 GENERAL CONDiTIgN 9.01 TERM: The term of this Agreement shall be for two (2.years comniencJng on the 6flective date hereof. The City, by aeticn of the City Manager,, `shall have the optbn to extend the :term for tura ,;2j additional periods of one (4) year each, subject to continued satisfactory performande as deterrrilned I by: the Director, and to the availal lWy and appropriation of funds. fifty orrirnisslr r7 author/ atiorr of this A9 eemen includes delbgation of authority to the City ,Manegerto acinainistratively ;approve said extensions provided that the compensation Itmits.set forth in 2,04 are n6t exceeded. 2014,Ektension:of Expiratiani'Diie In tlr event the Consultant is engaged in any Project(s) on the Agreement bxpiratibri date, then this Ac reemerit shre all main in effect until ,completion :or terminaflon of said Project(d). No new Work Ordors.shall be issued a€terthe expiration date. 102 SCOPE OF SERVI,CES The''Consultarrt agrees to provide the Services as speo tically described and.under t especial terms and conditions set forth -tri Attachment "A" hereto whfoh by this refer rioe is: incorporated into a.nd'm6de e part of this Agreerient Misbellonerus Civil Engineering Services [6 i R5O NQ:12A UU4 Palm Engineering Graixp, Ind. FROFIESSMNAL SERVICES AGREEMENT 2.03 COMPENSATION 2,03-1 Compen attbn Ur ifs. The amount of compertat€on payatle by the City to the Consultant shall be a 'Damp. Sum orot to exceed fear 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 arr o int of compensation exceed 'five hundred thousand dollars (50g,OR76.00) in ictal order the term "i�f the Agreement and any extension(s), unless explicitly appr6ved ;Iry action of trio Clay Gorr mission and put . into effect by written amendrt ent to this Agmbr nt The "l.ity may, at its sole discretion use . ether compensation rn4thodologies. the ibiity shall not have any Iiability nor will the Coni'ultant have any recourse _agalnst the: City for any compensation, payment, reirmbursable expenditure, east or charge beyond the coal en5ation limits of this Agreerneht, as it may be amended from time to tune.. 2.x-2 Ira rnents Unleia otherwise specifically provided in A achment B, payment shall be made in accordance with Forida Statute Chapter 2t ,: Part II, Loca ` 0overnment ;Prompt.Payment. Act,, after receipt of the Consultant's invoice, *Jch ehall.be accompanied by sufficient supporting documentation and contain sufficient detail, to constitute "proper in* Volce" as defined by .7 ; 1=1a, Stat. and to allow a proper° and€t" if enditures, should the City require one to k�e performed. if the Consultant isentitled titled to reirnbursoment of travel expenses, then all. bi€is for travel expenses shalt be s€abmitted in aicordarce with Section 12.t} 1, Florida 5tatiites". "thernsu[tarat shall Utilize Atiachrnerit "" for the st#�rri€salon of livoices U4 ;C-i�MMUNITY "BUSS E$8 ENTERPRISE (14C!30,') PAARTItIPATION RtQUIREMENTS rarsivant o City Code Sedt on 18-S7,. ail .repo oto Must adhere to the following C. participation requirements per r.diinan.0 1) Assign , minimum of fifteen percent (1.5%1 of the contract value to firms currently certified by lviiami-bade runty as a Community Bu el l rrterpriso,(„C ") 2) 'lace b speeific emphtsis oh uti(izing €gcpl small businesses frim within the Gity'a Municipal bounder€es, ARTICL P RFORMANC 1,01 PERFORKAXOPE AND btLEOATION The :services to be performed hereunder shall. be . performed .by the Consultant`s own :staff, unless . otherwise pr`oVided in this Agreement, or approved, in„writing lay the City. :Said appioval, shall not, be construed as constituting an agreement between the City and sold other persci7 or firits. Ffig REM6 `At iiP'UNSATISFACTORY PERSONNEL Director or. designee ma rid e writtgn request to the Censultant for the .prompt .removal and repiacament of any personnel e hpioyed or retained by the Consultant, or any Sub -Col isultarifs cr subcontractors, or any personnel of any such Sue-Obnsultahts.orsub-contractors engaged by the!Consaltant.te prow and perforrrl seivlces or tons pursuant to the requirements of this Agre momt. The Consultant shall "res,pond to the City within fourteen (14) calendar days :of receipt of such ro uest with eitl7cr "the retrieval and . replacerment of such .personnel or writteri justification as to why that. May not occur. All decisions, invelvirii�. personnelwill be made by the Consultant. $uch ,reque.st shall solely relate to said employees working underthisAgreerrient. 3.03 :0ONSULTA T �Y STAFF. The parties 'acknowledge that: the Consultant' was selected by the City,` in part, on the ,basis of qualifications of particular staff identified in the Consultants response to the City3s sciliaitatifln, here rafter referred too '"lfiey. tiff". The Cron ltant shall ensure that ley Staff are available for` Work hereunder as . long as said l ey Staff is in the Crnsultar is employ. The Coi-isultent gill obtain prlor written acceptance of Diroctor or des`i'gnee to change Key -8taff, The Consultant shall provide Director, pr designee with such misceltanwo Civil 5rigineering Services S ( PF I; No, 12 -d13 -i 04 Palmi Eriginerini� Group, inc, Wcollanoo s Civil "Engi"neering Services' [7 ( RFQ No. 12-I3µ004 Palm : 'notnoerfng Group, ln(,*; PROFE$ )OPIAL E.RVICES, AG,RE�MENT misoellaneaus Civil Engineeritio Services J RrQ NQ. i2-13-04 palm !Engin6bkg Group, Im PRt7F1 swNAL SERVICES AGREEMENT RTIC, k1s l Nb RECOR�s 7.01 OWNERSHIP HIP OF DOWM .NTS Y All trai0frigs,.Pitt drawings, sp cifieat ons, trips, co pater' les, aridfor reports prepared or obtained ; under this :Agreerment, as well,as all data collected; 'together with summaries and charts derived there from, i"ncludl ,d 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 pdyrnents made to the Consultant or'termination cif the. Agreement without resta6 ion or limitation ora their Use,:an will be made avagldble, on request, to the City at,any time during the performance of such services andtor upon completion or termination of this Agreement' The Consultant shall not copyright any nateriai and products or patent any invention developed under thisAgreement. The City shall have the right to visit the slte for inspection of thi work and the products of the Consultant at any time. The Consultant shall be permitted to retain copies, including reprrxducibie copies, solely for "information and .reference in connection with "the City 0 use and cccupanoy of the project 7»C .DELIVERY UPON REQ0EST OR CANCELLATION Fallur6 of the Consuitant to promptly deliver all such documents, "'doth hard oopjr and digital, to the- Direetor or designee"within ten {1u} "days of cancellatlon, rir within tern (10).days of request by the City; shall be just cause for the City towithheld .payment cit any fees duethe Consultant until tl e Consultant delivers all such documents. The Gonsutarit shall°have no recourse from there requirements. Y43 RE=USE BY CITY itis. understood that all Con"sultant agreements and/or Work Orders fo:r new work will inpiude the provision for the re -use of plans and speniflcation , inoludirig co str. lon drawings, at the City7s sole optirin, and ley V1, U0 ot:signinq this agrteerner►tthe Consultartegrees to such re -ride in accordance with this pr t3 ision without the necessity of further approvals, cam' ensatirin, :fees or documents being <require..d and without recourse for such reuse, The Consultant Will not be.liable f©r remuse by the City of plans, documents, studies, or other data .for any purpose ;ether 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, furnnish ,or make avallaNe to any third person, firm ororganization, without Director or .designee's prior written consent, or unless intaiderit to the proper p66ronimce of the Consu'ltant's obligations Hereunder, or in the c urse of: judicial' or legislative proceedings where swell infiarmation ;has been properly subpoenaed any non pubil information , concernirir lte services o be rendered by thi=consultant hereunder, and the Consultant shall require all of its employees; agents, Sub -Consultants, and subcontractors to :comply with the : provisigns of this paragraph. 7.05 'MAINTENANCE OF .RECORD The Consultant will keep adequate rocdrds arid supporting dos' umenlat'ron, which concern or reflect its services hereunder. records" subject to th ,era :isians of the Public Records Law, Florida Statutes Chapter 11g, shall be kept in accordance with the applicable statutes. otherwise, the rocords and .documentation will: be retained by the onsuitant for a rninl tum of three ) years frorri the date of termination gf this greempnt or the date the Project is cornpl ted, whichover� is later h City, pr any duly authorized egents or ,rbpresentatives of the Cityr. shall have the right to audit, ;inspect,: and, copy all such' records and doo lurne n*t6t!oh as often as they deem necessary during the period of this Agreement and staring the three (3) year period noted above; provided, however 8. 0 hactivity shail be cc�riducted only during normal businesshours. - Consultant shall adoitiotiaily comply with Section 119,07111, Florida Statutes, including wltho t limitation: (1.j keep end maintain public records hat ordinarily end necessaeiiy would be required icy the City to perforM `khN service, { j `provide .the public Frith access "ted pUblic records on the same terms and co nditlons as the -City would at. the cost provided by Chapter 119, i=lorida Statutes, or as otherwise provided by lew; 3.} ensure: that public records that are exempt or corifidentiel and exempt from disclosure are not disclosed except rhe authorized by law". {4} meet all requirements for retaining public records and :transfer, at no cost, to the City all p�lblic records art its possession; upon termination of this Agreement and destroy any duplicate public records that are exempt or gonfidential and exempt from dlsclosure Mistellaneous Civil Erigineering Services _ j9 ,( FP.FC MqQ 12-43-00 palm ung"rnesrinct Crow, ins: pROFEssioNAL SERViCi_a A^REEMENT ` requirements, (} All eleotronicaliy stored public records mint be `provided to the City in a format, compatible with the City's information technology'system% 119,0701 Contracts, public records. -- For purposes of this section, the tarrrt: (a) '':Contractor" means an individual,, partners lip, corporation, or brininess sritity that enters into a contract.for services with a public agency. and is acting cin behalf of the public agency as: provided under s. 1 i 9_011 (). (b) ```Public agency'` moans a stag, county, district, authority, or municipal officer, or department, division, board, bureau, commission, ter ether separate unit f government created ores fished by law. () in addition to other contract requiremants provided bylaw; each public agency contract for services rr1ust Cnclucla a provision that requires 1 contrapior to dqi ply width ptrhilc records laws, spaoifioally to ; (a) beep end Maintain public records that ordinarily .and :necessarily would be required k yt the public agency in Order to perfof0i the service. - M. Provide the, public with access to publlc records on'the same terms and ccarrd tions that the Public agency would provide the record and at a.cosl that'd not exceed the,cost pfovided in this chapter or as c�tfrerwise provided bylaw, (p) ' Mire that public ropords that are exempt or canfiden�tial grid exompt iroro ub9lc records . disclosura requirerints are not disclosed except as authorized'by law; (d} meet alt requirerrients fpr retairnnq ,public records and transfer, at no cost, to the public agency all public. recprds in possession of the contraatpr upon termination sof khe contract and destroy arty .dupliirate pubic records that ora exempt or confidential grid eXrnpt frrir>t public records disclosure requirements All recprds stared electronically Faust be provided to the Public agency In forrriat that is cornpatible`wlth the infotmatiori ;techni to y systems of the public agency: - - (3}:. if, a contractor dries not comply with a public records request, file public egai cy shall enforce the ccantrat prpvlsdans in accordance with.the oontradt.. ARTICLEB, lNDEi lVlNIFICATtC N s The Consultant, shall indemnify, deforid, save and #told harmless'the City and its 6fficlat6 ernpiayee$ and agents. { llectively referred to>as "lndemriitees"} and aad€� of them from and 8inst. 61.1. Joss, oasts, penalties, fides;, damages, claims, e)(penses'.(Including attor`ney's :fags) or lli�bllities (colleetively referred to as nliabi{itlo 0 arising ,t of or resulfing frem or In t onriat bort with (t� the per�c)rmai�rce or nein-perf8rrnanee of tha ditties, responsibilitles, standards, services, supplies, Matenals and equiprn rit epritarraplated. by this Agreament which is directly et iridirectly causert, In whale or in part, y any act, omission default, prefessionai ,ortore or omissions, or rte ligance-(whethor detive or passC�tj of Ctrl! tL f AP+I d" or its employi�esz °agents'or subonsr iitarits {crsllaekivaly referredto as "I.nderrrriifying iaarti s "'" regarrdlas oaf vuhtFaer it isy or is alleged to foe, caused in, whole or park (whether join, ; concurrent cit. contributing) lay, arty act, omission,. default, broach, or negligence (uvlaether active. or passive} of the [ndernri Eying !'ankles or lndemnitae , or any of them, r�r (lit the failures: of tha GON!§..II' TANT to comply with 'any taf the rovlslons heroin, or (tits the failure of that CONSU,�TANT ,car the Indemnitee:s, if`appiicawpl to confpti-h to statutes rtrdinances, rules,. ar tither r girlatians °or requirarz ei�ts of aray f'Yderalr state, county or city governr ienta{ authority or agency , special district of state soft ol, in connection with the graritlhg , approving or performance :of this Agreement, or any Arnendment to this Agreement; tar any acpons or challenges that may arise out of .this Agreement, es amended, by, .as duo to alleged failure to comply with any applicable procurement rptluire Tents or similar limitations imposed on such et reerrients by law., CONSULTANT expressly agrees to indemnify fy and hold harmless the Indemnitees, or any of them, frem and etgainst Miscellaneous Civil l rigineering Services L1 ;i 1 Na, -d3 -Q13 Palmh Engineering Group, lric: PROFrESSIONAL SERVICES AGREEMENT all liabilitkes which may be asserted by an employee or former employee of CON 0LTANT or any of its subcontractors, as provided above, for which the CONSULTANT's'liabllity to such employee "or former' employee would otherwise be limited to payments under state Worker' ompensatirin "or sirdar laws. This .section shall be: interpreted .,and construed in a manner to comply with any oprplicable Florida Statutes, Indludkng, without limitation, sections Version A. 725.06 and 7.25.0 ;:F.S. if applicable. Severability sti ll apply to each. sentence of this sectiOn. This Indemnification shall survive the pancellation or expiration of the.A reemenj. _ The Gorlsultant shall require :all Sclb O�ansultant agreements to ;induce a provision that they will indemnify the City. The Consultant agrees and recognizes that °tile 'Oity shall not be held liable or responsible for any claims which may result.;frorn "any actions or omissions of the GO . SULTANT in which the City participated oither` "through review or canourrence of the Utsnsultant`s actions. In reviewing, approving or rejecting any submissions by the Consultant or other acts of the: Cons tant, the City in -no way "assurrxes or. shares "arty resportsil ll ty or l abilkty ,of the Consultant or ui Consultant under this Agreement. Ten dollars (1'0) of the payments blade by the City constitute separate, distinct, andindepePdent cbnsiderdtion. for the granting of this Ind rrinification, the receipt and sufficiency of which is VOluritarily and knowingly 6 cknowledged :by the° cinsuitant. ;ARTICLE 9 INSURANCE The tortsultant shall riot start Servlces under this Agreement until the" Consuktartt has obtained all insurertce I-equtred hereunder and the ity:s,Risk Manager has appraised such Murdnce. 9.01 COMPAtOES PROVIDING, COVERAGE All Insurance policies shall be issued by cont. hies authorized to do. business under the laws of the State. of .Fiarido and satisfactory to "the Risk A ministrator. Ali companies shall have a Florlda resident agent and lie rated at leastA( as p A M. fest Cornpany's'Key Bating wide, latest edition. . 9.02 VERIFICATION OF 11SISURANCE C:OVERAG.E The consultant shall furnish certificates of 'insurance to 'the Edit Adrnir^ristrator for review and ap,praval pribr:to the € xecution of this Agreement. The Certificates shall clearly indicate that the Consultant lies obtained insurance of the type, amount and classification required by these provisions, In excess of any pen Ing claims at the "time of contract award is the dor sultans The Consultant s'ha11 maintain coverags: 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 rrtaterial change, aanc6lation pnd/or notice cf non -renewal ofthe insurance within 30 days of the change; The ,Oonsultant shall furnish copies .of lnsurarlce policies pertaining to thin Agreement to Risk AtSrninistr�atpr within tart (10) days of wrktton 'reques 9.03 FORMEQP P GOVEI GE 9.03-1 COMMERCIAL GENERAL. LIABILITY ANDAUTOMOStLE LIABILITY. The Consultant chalk maintain cornrnercial general liability coverage with limits of at least I,D(i,ug per occurrence, 2,9t}Q,Oufi;aggregate for bodily injury and. prter#y damage: The coverage shall include ''remises and Operations,..0 �ntincgent and Gontractu"ai liability, and I�roducts Arid Gc�mpleterl t peratians, with additional endorsements aS appiinable, Tne coverage shall be written on a prirnar r and rior contributory" balls with the City listed as an additional insured as reflepted by. endorsement C i}1Q 11/85 tit its equivalence. Native of cancellation ho 1. read �n bays/ ('ICi} days for nonpayment: 940- BUSINESS AUTOMOBILE- The Consultant,.: hal" provide business automobile liability coverage including coverago for all owned, hired and non owned autos with a minimal cornbtned single limit ofi 1,1300,000naming the City as an additional insured with respect to this coverage. Notice of cancellation should read (g) days/ (1.0) days for nonpayment. miscellaneous Givii Engineering Serv'rce� X11 RF0 NP. f? -13'0044 Palm ;Engineering Group, Inc; MIS t(n eus fuii ngineerfng ervices kro No,1 -13-034 pairn Lnglnsednq Orpop, Inc, pRor-EsssioNAL-SERVICES AGkEIEM�NT Pi;io `esSioNALSERVICESAGREEM04T 1017 CONTINGENCY CLAUSE*. Fundlhg. for hIS Agreement is cc ntingent on the availability, of funds and continued author' ation far program activities and the Agreemeht Is subject to amendment or. termination due to lack of funds, riMucticrr of funds and/or change in reguiationS, upon thirty C3q days notice. ;i`he Gena tans and the City agree that, it is not intended that any .prc�isio of `this Agrbernent bstab .is a third party benefiidiary giving or allowing any claire car ricdht of aetlon whatsoevbr try apy third party under this Agreement. Miscelloneous Cluii. Engineering semoes [16J l;} { 'Nn> 12M1: bD4 Palm Engineering Group, Inc, consultant e rotar (Affirm Cons.uttlAnt Seal, 1. AT`. T: Miscaaneou5civil rglneoflnservile. [i71 RFC"Na.12493404 palm Englnooring G rbug, InG. :PRO FRSS1QNALSERVtGESAGREEWt+i'1` misceltansous civil Engin,oerintg.8ervices (98 I "RM No..12II x04. pa lm Ixng neerin Group, lhba PROFESSIONAL SERVIGRS AGREEMENT STATE OF FLORIDA 'MISce{Ianeous OJAI ung"sneering S8MMS [.t9'1 RFt N . 12-13-00 . p11 Enginoerhg Group, Ina, PROPESIONAL. sMvic�s AGRIEE118N r ATTACHMENT X- SCOPE OFWORKI A,R,TI U Al Civil l ngineenng Services shai# include, but are.not l`trr�ited to complete planning and design services, programming, pavement analyses surveying, roadway analysis, .geotechnical, options evaluatic�ns., public meetings,. deta##'ed .is and recomMendations, cost estimates, ofi#Weans af;probableobrastructlort gest, review et Work prepaied by Sub- ensultar#is and other dohsultantsx held investigations :and observations, post design services, bonstrOotion administration, eYad other related ervgcss as needed td complete the Project, Consultant shall. Prov€c1e coli preher sive Civil Engineering services for thel?r6jeat for whtcla Con sultartt was; aeledted fn acoo.rdance with .Sebtion 287.055 Florida Statutes, as amanded, Consultants' Competitive Negotiations Act (CCNIN. - 1.0 t SCOPE OV SERVI S The_Consultant1. agrees to provide conprehensve Profession i Services in accordance with all applicible taw, 0611ding and environmental. regulations; jhctu f ng the Florida Bulldir g Code and tho ity cif Miam d f rth e.nornerated in a }aresented 'in 'this famish, �s C3asio TheProject .;ha) w _. at. er managem� 17166d.1 Code of Ordinances ; and as set forth tri. this Agreerttent an u e may be required to pe Vprk 0rdeK Consi €ltani: rform al# or Borne of the services greear ent, dependfng on the reeds of th0 City for tele . elect, Consultant shall . services; oornpreherasi e civil engineering prt fess#opal orvlpos fortlte l'ro ect. ►r elude roadwp,y recon.str�tgtltan or reaurfaoing, drainage it proverhents, term: its swalr� restoration, ourk�s, guttorg :mrlfswnl s. ldHnza jmnrov rents, acse and strVfn a. verification of CitY..8 1 miscOlaneous Div#I Enginekifig Setvic [2Q:1' RFC N6, 42M -CiCi Palm Enginaoting Group, Inc. PIRWE5SIoNAL SIERVICES AGREEMENT Constiiltant shall submit one (1) electronic set of all documents an even Cy) copies ct documents ,required under Article N", without additional chargo, for review and approval by City, Consultant shall not proceed with the next task of the ork until the documents have been approved, in writing, by "City, and an, Authorization to Proceed with the next task has been issued: by Iity. Consuttont fs solelyresponsible for the technical cquraoy, and quality of their Work., Constiltont shall perforin alt :Work in c rttpliaricQ with. Florida Ad.rrrir istretive Code Rule 61GI 6-19.001(4) and section 471,033('i (g)of the Flond'a Statutes Consultant shelf perform due diligence, in ;. accordance. vrith "best Industry practices, in,.gatiiering in ormalt, and Inspecting a:.Project site prior to the :commencement of destgn; Cusultant shall be resperrislbie fc r the : professional quality, technical accuracy and coordination sof all design, drawlrr<g, .specification, and other .8 . vIIces furnished qty the Consultant Llt7der tiris,Agreorrrerrt, orrsuit nt shell, without additibnai ; cornpeftsation, correct ser reviseri_ any errors, : omissions, and/or ficiencies in its designs,, dtowing .s, specification or other Cervicesx.:Consu{tant, shall Iso be; 'iiab)s: for clairrrs :far delay costs, and ;any .inoreased costs `Iii construction, including, but not limited to p_ ItJ�nal work, demolition bf eAstirfg "work, rework, etc., resulting from, arty erre rs, omissioris, andtor deficlancies 1. Its design, drawings, sp :clfication or ether Services, A2,01 bEV81Lt PtVlENT OF OBJECTIVES A` 01-t Gorr itltarrt shall confer with repieserttafives ref Crty, the Prokt Nianaget, aril other Jurisdictional agencies. toideveicp severs options forhow the various eluents of the project will be designed. :and. bbristructsed A2.61 m2. - Consultant. shall,` utilizing a. compilation of available doci: mentatlrrn, carder wifl rs pressorrtetives of Cita, the PrOjecnManager, and oilier jurisdictlonel agencies in ord"et:to comprehensively identify aspects of the completed facility program that may'require further ref horh6nt to attain ttse requis'rte.detail of design develeaprnont requi"rod to begirt the &ogtfon of CanstrOcti6h 0666 oats. Por clarity of scope, the Items that need fuifher develsaprment will be calieg Conceptuals and the rernainirrc' items will be called Designs- co eslgns. Consultant the. prep,ro written deserrptions of the `various options and shalt participate in prsentat`rrars to rnultiplo:groups explaining alternative option," sufficient ds:taii.shatl.be provided to sup port tle preetitatn materials,,. A2.01- Consultant shaft hire the appropriate sub -contractor to provide Civil Errgineerirrg services which are riot in-heuse, urveys:shail include ttte lecation ref all srtE structures indlod ng alt utility structures ani( facilities, on'sultar t shall siso engage e soil testing firm to perftorm soil borings anti other tests resuired fnr riew esnstruticon work The extent fo vuhipil this lrfork vrill be "needed shall be baked sin"tl e surveying and sol borings.perf6rrrmed previously by tho City. �cist of the,: surveyor and so'll engineering flan shall be billed as re rr bursable xp nses: : A2.. Al;y"tALREVIEW . Verification of the city's Pay oment An Repert withi ri the,. he Fero act area, digitally retard existing conditions in the Project ueai to earth°3� i cells"for, various complaints, especially drairnagecomp lainvs, and digitally recordprcjoct;rea during significant raid events, AZQ3 SCHEMATIC D.E. 7 A2.i -'t e lir rrrerlcle"+ urse of Aa to Consultant shall prepare and resent, in wr`itirrg, for approval 6y the .Project = Manager, a l ei tainn 'ended Csour p of Adtion (RC)for the arias cornphsirri the Project. The IBCA shalt include, but Is riot limited troy 1, tnyet name and limits NtisIlaneotls Civilrrgineering Services jf j fit Na.12 IMt14 Palm 'Engineering'Group, Inc:. WoollaneoW Civil tc its er nc riii es X22 Patim l<ngir o rind otoup, m, RFQ-No..12-1, OEl PROF5$810NAL.��ERV[CE$ AGREEMENT A2.ila"4 Wxlmum Gast Urrdt Prior to authorizing the Consultant to proceed with preparation oaf Construction Document Dev lopmer t, the City shall establish add communicate to tha Consultant, a max€mum su n for the cost of construction "of the Project (""ltillaximum fast Limit). , !f the City has not advertised for bids within ninety. (00) days after tIhe.Censu[tant submits flie Final''Design to the City, the est€ elte: of the cost of construction shall be adJusted by onsultant. Notwithstanding .._v in�g ;abcive to the contrary, the City may require the. Consultant to revise and modify Construot€on Doournents and asslat in the re-b€riding bf the Work at �+� additional cO$t or fee to the City if all responsive ;and responsible ;bldg received' exceed tern (100'Xo) percent of the Maximum Cost Limit, -A2.064Ivey Kura Permlttinag The Consultant shall file and follow-up fear "appro. val "of bgfliding permits at the earliest practicable tine dur.Ing the perfor.m8 nee of the Work,for approval by 'City, County, Mate and/or Federal authorities having jurlsd€ction laver :the project by law or contract with the City, and Ghali assist in obtaining any such applicable certifications of permit approval by such authorities p1710 tai approval by.PIP of the final set.and pr€ntfrng of the Construction Documents_ The Consultant shall promptly, at_any tune during the performance of the work hereunder, advise the City cit any substantial. increases in casts set forth in the Statement of Probable Cornstruotiori Grist that irn the: opinion of the Consultant is oauserl by the requlrement(s) of such-* Upon pori plet€on "o`f dry rttn pern n tuna, Consultant shall provide as part of the seven (7) copies to benbrnitted; five () full size seated copies of the drawings orad. ;pecihdatiorns.ansultan# shall also provided digital versions of the :drawings in .dwg,. �plt, and :pelf 'formats, The :specnfidat€on adiltonal terms and ccandtions shall he provided in both .pdf and .d"oo formats: . A246 BIDING AND AWA,RD.0F CONTRACT A2.66-11 Bld Do uments Approvals arnd Printirng Upon dbtaitning .all- neceessary approvals Of the Construction.Documents from authorities laving jurnsdict€ori, and acceptance by the City of the 100 Goristmation i)ooumernts and latest Statement of Probable Construction Gast, the, Consultant shall assist the City in obtaining bids and pteparing and swan"dung the construction contract; The City, for bidding purposbs, will have the bid documents printed, or at its awn zl€scree€can, may aufihorize such printirng as a reimbursable service to the Consultant A.Zw06 I s► arnc of Bid nocumetnts, Addefida acrd Bld Cpenirtg #: he City shall issue the Bid Documents to ..rospedtive bidders and keep a com'Jilete List df Bndders.. T. he Consultant shall :Desist the City in "(its preparation of.respon ses to cluestio`rns if an`�y are required durirng the b ddirfg pericad. •All 6dderid'un� or dar'nf€cations, :or respah .66 shall be losued by the C€ty. . The Coftsnsitarnt shall prepare revasd plans, .lf arty are required, for the .City tc tissue to ail P rospective btoders. 4, 'The 0ity w€Il sch dxi[o a "Pre'Big Meeting`' on an as needed basis'.. for thei project: The Consultant enol"i attend all any pro�bld rineetirng(s) and require attendance of Bub Gernsultarnts t such meetings, . The Gonasu€tont will be present at the bid opening, if requested by the Clty, A2>06.3 asci Ev u'Aflon and Award The Consultant shall assist the City in evaluation of bids, determining the responsiveness of bids avid the preparation of do urnents for Award of s contract. If the lowest re>sponsive'Base Bid isceivsd exceeds the Total Aliciated Pynds for Construction, the City aay: n Approve an increase in the Project cost and award a Contract, 2_ Reject 811 bids and rebid the Project within. a. reasonable time with "nr� nahange I* the Project or additional compensation to the Consultant, Direct the Consultant to revise the scope and/or quality of construction, arid. rebid the Project. The Consultant shall, without, additional compensation, modify the Construcfbn Documents a$ necessary to bring the probable Construction :Cost :basad on, such rev€sions 'within the , Total Authorized Construction Oudget. The ;City may exerdise such optican where the bidprlce. Ni150ellarrootis Civil Enginoe.ring Services [23 ( fR5Q No, 12-13700 P.,alm Englrneering Group, Inc Pn.or=t~sstONAL ERVICES ACr1E WNT exceeds 10% of the f=ixed Construction €budget provided to the Consu[tant and as may be modified by the City and the Consultant prior to soliciting. Ods. ;suspend, cancel or abandon the Project:, NOTE:. tinder €tem above the Cbnsultant shall, without additional oompensatiofi, modify the construction Documents as necessary to bri.rtg the :probable Construction Cost within the bulge. ed airnoUnt. A2..07 ApMNISTRATION, OF THE CONSTRUCTION. TIOi� CONTRACT. A; UT - The Construction .phase Will be In with 'the AssUance of a Notice to Proceed (NTP) and Will en when the Consultant .has proVided to the. City all post tonstruction documentsr including Con raptor s-Sr�ilt.drawings; Consultant`s record drawings, Warrantees, +qua antees, oporattonaf' man gals, and Certificate(s) of occupancy have been delivered to the City and the City appr rves the final poyrnent to the Ceansultarit. [wring this period, the .Consultant shall _provide adrnnistrat ern of the construction contract as provide by this Agrgernent, aril as provided by law. A ,01- 7lte Consultant; as the representative of the City during the Construction phase, shat[ advise and consult with the City and shall have cite a rthority`to act n behalf of tl a Crty to°Ahe extent provided., in the General Conditions .and the.SupplenientOry onditioh of the construction ebntraot and,` their Agreement with the pity. AMT -3 The Consultant and respective shall visit the sitd to conduct field observations, ata -minimum orsSl weekly bssis, and at all key construction events to ascsrtairs the progress of the Prqjact, artci'shall . visit the site as appropriate ter .conduct field inspections to ascertain the progress ;of the Project and determine, in genefal, if the Work is proceeding in accordance With the Contract 060umerrts The Consultant shall provide any site visits necessary far certification if required by the authoritles having jurisdiction. Threshold inspection shaft bo provided by tate Consultant at no, additional cost to tFae City,Ttte Consultant sltal report on tyre progress the Work, including any defects and deficiencies that, may be_ ,observed in the Work. The Consultant will not be required to make extensive Inspections or proVido aoritinuous daily on-site inspections to `*check the quality of quantity of the fork Uhless otherwise set forth in this Agreement. Tire Consultant will be responsible for Writing and distributing minutes of all meetings ane( field inspec€ions report it is` asked to attend. Corrsrxlt rtt end will riot be held responsible for con struGOO(t means, methods, fOc-hniques,.sequencest or procedures, or for safety prebatition' and programs in c.orrnctior with the Work, �Tlte Cortsultar t will Writ e "held responsible for fhe C€rntractor's or sub -contractor', b any ;of their a..gents' or employees' failure to pe.rtorm the work rn accordance with the contract unless such: faiture of performance results from the Consultant's acts or. ornissions. A2,07-4 The Consultant strap furnish the City with a wfitten report of al(observations of the Work made by Consultant and requite all to do sante during each visit to the .lroject. The Consultant shall also nate the general status and progress of th Work on for rrrs furnished by the City and ssal�mrt thorn in .a timely m annex. The 1). L1 and the Bub- co, ns ltant shall ascertain that the W0 k is acceptable to the tty, ConsUltant, shall :assist the City ;'ln ens€lring that the Cbntracto "is rtiaking timely, .accurate,. and corhp.[ete hotstions on the "as -built" drawings. _0 Jes of the field reports shall be attached, to the monthly Professronal.'Services payment request for construction adrninistr tion services. Tateorisult8t is �faflure to. provide' Written reports of all site Visits:,or.. minutes of meeting shall result..] . he re}eotion of payment requests and may result :in a proportional reduction in Cbristruction Adminlstratlort fees paid to the Consultant .A2,67-6 : ,67- 1Based on observations at the site and oonsuItatibn with the City, the- Consultant shall. determind the amouht due the Contractor based on the pay far performance milestones and shall recommend approval of lush rriourrt ;as appropriate. This recommendation shall. constitute a representation by the C'onsuItont to the City that, tai the `best of the Consultants :knowledge information and belief, the Work has progressed to the point indicated and that, cite quality cf tits Work is in accordance With the contract and the Contras for is entltied fie amount stated on the Miscellanoom Civil Engineering Services [24 1, RFQ No.12,IM04. Palm tEtglrredahg Group, Inc, pROFESSIaNAL» SERVICES AGREEMENT requisition subject to: a detailed evaluation of the.Work for confom76nce with the cohtract upon substantial completion; Z The results of any ubsequent tests required by the contract; 3. Mhor deviations from the contract dorrectable prier to completion; 4. Ahy .specific quallficattons stated in the payment certificate and further that the Contractor is entitled to payrf ori in the amount agreed upon at requisition site meetin or as stated on tate requisition. prior to recornmendinrg payrnerit to the Contractor, the Consultant will prepare a written statement tai the City on the status 'ofi the W�ark relative'to 'the Construatinn" Sahedle, which shall be attached to the Contractor` E equ sition. such statement shalt be prepared Immediat6ly fallowing the requisition field meeting artd sh 1 not be cause for delay in timely payment tri the Contractor: by recommending approval of aaymnt Certificatethe Consultant shali not be deemed to ` represent that the Consultant has mads any e�cemrr'ation to ascertain hoW and for;What purpoto the contractor has used nieney }laid on account of the onstruptlon Contract burn; A2,Q7-6 - The Consultant, shall be therra ' interpreter of the requireents. of. the Contract C�ocur rents and the judge of the performance thereunder Tide Con$ultant shall render interpretations necessary liar the either .proper 'exoeuWri or progress of the Worm upon written 'request. of the City or the Contractor, and sh1l render viritterr depis ionsr wit hrn maximum often {10} calendar days, ori all =Ais,pu,tOs aryl other `mattersin qu stic�rk beiwe itheCity and the Contractorrelating to the on or progress of the Work.. lnterpre#ations .arid decisions of the Consultant shall be crttsistent varith the intent ofi and rea xarrally inferable from., the Contract looiamen#s and shill b in written orgraphicform : A2.07-7 The Consultant shell have the authofity ter recti trnend rejection of Work.,which dues rrdt conform to the Contract l�ocumrunts. Whenever, in hiis)h`or reasonable opinion, the Consultant considers it Necessary ,or advisable to insure carnpltanca with. the Contract Document $, the Consultant will Rave .the authority to recommend specia{ inspection or testing of ae ny Work deemtt to be not in accordance with the Contract, whether or not such Work has been fabricated on. delivered to the Project, or inst lied and completed, A2,Q7-S The Consultant shall prorrrptly review and approve, reject or take action on shop drawin'gsl . samples, RF!, and other "submissions of the Contractor. Chanes or ,`substitutions tri the construction documents shall .riot be authorized without condurrente of the 4' Project Manager aridfor C3ireator of Capital Improvements. The Consultant shall have a "maxlmum :of ten 'f 0 calendar days frcirrr `receipt of shop drawings, samples, 11,17N or other subrrrittaCs b,Y the Contractor, to return the :shop drawings of submittals to the Contractor With °cornrnents indicatlng, either aper. vat or disappro al. Consultant shall provide the; ontractor with a detailed wri#ten xplanation as to the basil far rejection, The Consuitant shalt initiate and prepare required "dodumentation for changes as required y #he' Consultant's ownobsevailonS r a requested by the City, and shall reyiew and recon mend acti in on proposed "changes. Where the Cpntradtor .submits a request for Change Order or C nc e Proposal request, tl�e Consultant sh li, °within ten t"1 }calendar days,.review enol submit. to "the City, his/her recorrarriabdstibh or proposed actlon along..with an analysis and/pr study supporting such recommendation, The Consultant shall exsrnlne the Word upon receipt -of the Contractor`s request for substantial corrmpletion inspection of the Project and sb 11, "prior to occupancy by the City, recommend execution of a "Qertificate of -Acceptance for Substantial Completion]` after r"rrst ascertaining that the Prajeot is s rbstan# ally complete in ac Iordahoe with .the contract requirements. The .Consultant "shalt in conjunction with representatives of the City arid" the Contractor prepare A punch list of any. defegts and discrepancies in "the Work required to be oorracted by the Contractor in accordance with 'Florida statute 218.'735., Upon 89t iso iwornpietirrn of the punch�iist file Consultant shall recommend e caution of a '"certificate of Final Accept anco1' and rRM No1241a-004 *ti . i Mellane u.s Civil Engineering. Services [25 Paim Engineering Group, Inc. PROFESSIONAL 50MOES AOni5EMENT fln l payment.tct the Contreotor. The Consultant shall Qb ain from the Contraotor upon satisfactory .completion of all items cin the 'pursch-lisf, .ail °necessary close-qut. documentatidn frQm the Contraotor including but Rot limited to pail guarantees operating end" rnaintetrance Manuals for equipment, releases of llenslclals and such . other documents arid certificates ss tray be required by applicable codes, law, and. the ccritract;; :and deli€ver them tri the city befo(e. fiinal. acceptance shall be 'issuod to the ontracf&, .A.2.07W1 The Consultant shall mb titer and provide assistance in obtd twin 'the Coritractor comp once with its toftfract relative to t) initial Instruction of CityYs personnel in the operation"; and maintenance of n equipment di systeri , 2 initial start-up. and testing, adjust€nr9 and balaricirfg cif a.quipment and systems and 3) final .clean-up:of the Project to assure a smooth traosttion from construction to occupancy ley the;City. AZO -1 2 The onsuttant shall furni h to the City the origin. i documents ;including draysrings, revised to "as� built" "cpnd€tion$ b sed on nforrnation furbished by the Coritract6t, survey, an t specific condition, In prepari€tg the "as -built" docul�r ents the .Coins'Uitarit shall rely on the accuracy of the infor€rt -.. iiro�ided by:the °Ct�nfraotor, including to Gontr""sotcr`s record drawings. Any certification required' Under this greet ierrt indfuding the confents of "as -built" documents is condib med upon the accuracy of the infarrr atir n and doc?�mehts provided y the construction contractor. Transfer of charicges i tide by "Change Authorization", "Change Order",.. "Regoost for .Tr�formati�rn", sphZ tttution approvals, or;other elarificatitans will be the Consultant's:respons bility to tncbrporote. into the '01$ -built" i nd record documents "Changes .made in "the field to suit field condifioris, or othotwtse made by the Caintrectcr for €s convenience, shall be marked by the Contractor on the "Plaid Rec ire Set" and transferred 'to the original coiitraot do, ebts by the Consultant: The orional d�,ournents. as "well as the ""Field "Recordt`"''shell. becorrta the property sf the pity.. Miscellaneous Civil :noineering Services Rt c No,t 13-0 F�atrrm l=nrginearing noun, inc. PROFE SSIONAL SEWCES AGREEMENT PROt"ES ONAL SMVICEs ACREEMEN`r A4.Q'] a foil Barings, Geotechnical%sting: Soil borings or test pits, chernical, mechanical, structural, or other tests when deemed necessary; and, if requited, an appropriate professic nal interpretatiart thereaf and recommendations: i✓rsnsultar t shall recam►rend necessary tests to City A4,01, 0enerat Project .Information,lnformMon regarding Project Budget, City and State :Oracedures; grrrdelins, forrris, formts,�nd assistance required establlhrng'e:Program asperectarr.A2.Ci ;A4.0 Existing prawiir as: `Drawings representing as-bu'llt, condlticns at the tlme of -original` constr4,10.71 subject to as -built auallability, Hml ver, such drawings, if provided, are notWba ranted to represent conditions as of` the date of receipt, Consultant must still perform Held investigations as; necessary it accordance with $e0lbn A2,01 to -Obtain sufficient infor* * tion to, perform its s rvicesJnvestirgative servioea in ekcoss of "Normal Requiremehts*" as defined, "must be authorized in advance. A4 01_ R liability, The services, infotmatiarr, surveys and repots described in A5;C11-1, through :��,01-1 above, hall be furnished at lty's .expense; `and Consultant shall be entltled to rely upon the accuracy acrd ccan ppletertess thi�respf" provided Coesultant has. reviewed all such _ infarr iipn to deterr irre H. additional "information endlortestiriq is required to praperly design the project. Miscellanet�ut Gini! Englneering Services (281 RF E W. 1243404 l Palmi. rgne ring Gro Op, Inc, SCHEDULE A2'..— KEY STAFF NAME JO.B CLASSIFICATION ,Gr dory Pe rry, Principal I P Carlos. D., Rolle, P.E' .. . ....... . . .. .... . :Re is�ered Profession0j. Engineer Robert J. Rossi P . . E, Spnior,Engineer . Melissa Ross Pr ebt,En i qj ginepr D aniel Lizarazotd. -En r I CADO'Tech, hidtan Engineering n ern Drew--E3adr'j,IP.,.E.—: Geotechh.1cal. Pr6ject'Engineer: Joaquin Vargas, P.E., Senior. Transportation Engineer Richard Cousins, PSIVI senior PSM ... ...... . . ...... ...... Misceffamous Cm.1 Englnee.dq S&vfces 'pa , Im En&mfng:Gr0up, Inc. m RFQ No, 12-18-0.04 ATTACHMENT B -'COMPENSATION misCstlan4dus Civil B gineeribg $erui % Palmi gnu hebring Group, Im CL Q Not 1243.004 ATTACHMENT 8 — COMPENSATION Misoellat ioow Civil Eng [neeri n g 80'rvioes No, 12AU04 Pana ' T En4m a, oering Geo0p iris. MisGellnneaus Civil Er g[Me r!N Se.rvicel% R.PQ No, PIm Engineering Group, Ind. ATTACHMENT B -COMPENSATION B4.02 COMPREHENSIVE BASIC SERVICE For those Projects and Work {orders where comprehensive design services are stipulated, Said payments. shall, 'in the a *grergate, hot exceed the percontage of the estimated total Basic Compensation Indicated belay for each Phase, B4.03BILLINGHOURLY RATE Invoices submitted _. by the Consultant shall be sufficiently detailed and accompanied by supporting doo�irrtentatilon to allow for proper oudit.of expenditures; 1Niien services are. authorized on an Hourly Reto bas!s., the Consultant' shall submit for approval by ti e Director, a duly certiffed invoice, giving homes, cladsificatian; salary rate per hour', hours worked and total chorge for ell persr nnel dlrectiy engaged -ori a Project or task. To, fhe sunt thus. obtained, any 6uthnrfzed Reimbursable Services .dost may 6e added: The Consultant shell attach to the invoice tall supporting data for, payments .made td and Incurred by the Sub-C-onsultants engaged en fhe project:. In addition to. the involve, the Consulfant shall, for Hourly Rate atmorizationa, submit a progress report ;cgiving the percentage of completion of the Project development and the total estimated fee to completion. 84.04 PAYMENT FO ADDITIONAL SERVICES & REIMHUROBLE EXPENSES Payment for Additional Services moy be tequested,morlthly in pfopnrtidrt t6 the services performed. When such services. are e athori ed nn. an Ha rriy Rate basis, the Consultant -shall submit for approval by the.Director, a duly certified Invoice, giving hames, ulessificatlon, salary rate per hour, hours worked and total charge for oil personnel directly engaged on .a project or task.. To the surn thus. obtained; any authod.zed reimbursable e,rvisa Cost may be added. The: Consultant shall •attach to the involc pli supporting data for payments inane to cif osts`Incurrod by the aun�ConsUitants engaged ort the project 'In addition to the :invoice, the Cor sultana shall, for Hourly bate atrthdrizat►ctrs, subm it a progress reptant giving the percentage of completion of theP, .Jost development and too. tote(estirmated fee to completion: 84.04-1 DEDUCTIONS' oto .dedUctio, ns shall be Made from the Consultant`s °oompensation on account of liquidated damages assessed against contractors or other surns withheld from payments to .contractors, ARTICLE B5 kEIM1 URgABLE EXPENSES:' Relrrabursable Expenses.ar`e'those lterns authorized by the City outside i f or in addition to the Scope of Work as identified in the Mork Order tas oesic Servicesand/or Addltionai Services} and consist of actual expenditures rrtadg by the Consultant and the bohsultants' employees, the Subs onsultants, and the Speoia! Sub-onsuitants art the interest rad the Werk for the purposes identified .below. �3;�;n1�� Tr�r►sprartatia� Transportation spall opt be considered s reimbursable -expenses under this Agreement, B5.41 Travei kw Pei' 010m Travel and per diern expenses shall not be copside. : as reimbtirsai le expemses under this Agroe.mertt,. �.ti1- Ccirnrn�anioatio.Eperses . Identifiable com.municoficyn expenses approved by the Project Manager,, er, long distance tele hono, courier:and express rriall betvteen Canspitan`t and pb-consultants. 8&014. Reproduction,: Photograofiy Cast of printing, roprcduotinn or phratographyy, 'beyond that which is required by or of the' Consultant to deliver services,,. set forth In this Agreement. All reimbursable o;tpenses rrtust.be accompanied by sets factory docurr�ontation< Miscellanoous Divi! engineering Sorvices l j RFO No. 12-13-D04 Patin r=ngineivrfrig Group, Ind, vOMPENSATION Mrs Ilonews Civil Fngi neering.l9orvir"es PF(im'Efigineering Group, lnp. [34,1 RFO.No..121:3-004 ATTACHMENT B - COMPENSATION ATTACHMENT 8 -COMPENSATION rwrn".. iRTF SUMMARY 1V1,eps.sa loss Project Engineer R Bert J_Ross,'P.E' Sentor E olneer 7 rniltri ferry Clerical 1`3.gq IVtlsceifaneaus Civil Engineering Sory ces [ 5 t FC Na. 12-13-004 Palm Enyin�ering gaup, lair. s ADJUSTED . . NI=Gt�T[AT ti AVERAGE,HOURLY NNCgtVtou . S NAM JQR LASS1V CA` ION HOURLY" RATE SATE 2.9 Gt'� or. F�err , �,`�,� � Y Y �?rfr�o� a1 $77,00 ' $22,30. Carlo8 D. 'Rolle, 'P.E Project Mal -ager 1V1,eps.sa loss Project Engineer R Bert J_Ross,'P.E' Sentor E olneer 7 rniltri ferry Clerical 1`3.gq IVtlsceifaneaus Civil Engineering Sory ces [ 5 t FC Na. 12-13-004 Palm Enyin�ering gaup, lair. s � f 3 TPF AU i$ WtaA;� A MATTER VP iPPOf4,tAA( ��°' ��� ��?�aF��t ���� it�k�CS 11 tr�I % 0MV10"W {�i#Lf,3 ti, Y tS. n HOY AMAMAmmyis C du: t i 'AAASNO, 9XIMC,ALTOR i ou z i{ it 4 i�4 4t 1$ Y ar-4tkM T!€fCifFltt'€ iC 1E:3{1Aid: C3+ f��t€"fifii" 1,'Ct4i`idi iW4 i%Pls3 #iS�fiPt(+}ek1C2rTxtL 3�Fi�k�i5 l+ay''ta'€"I'b°� OR FROODM. AND. 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DEPARTMENT OF CAPITAL IMPROVEMENTS PROGRAM PROFESSIONAL SERVIGES`AGREEMENT i Service (Jteoryr Miscellnirau Iivli Fnginoering services ' Contr'od Type; Miscellaneous Servi6es Consultant MIstric Engineering, lnc. TABLE OF CONTENTS ARTSERM 1�EFIN1716NS .aY(tt�p1TI�N v ARTICLE 2Y 19Y GENERAL CY _. :2.D S � 1 _ a., ._ 242 SGOFE OI; SERVICES; ,,..,.H 5 . 2.03 COMPENSATION ARTICLE 3 PI;iPSRMAN 6 3.01 PERPO.�MANCEANDbEL OATJON,s414 ,..Ia.,.F;,<.. i. Y.. . 4, ....,.., • r. 6 3,01 REMOVAL 6F:UNSAT10ACT60 PERSONNEL 3.03CONSULTANT IC Y STAFF Y 6 3:D4 TIME FO" R t' RFORMANCE Y j ARTICLE 4 .::SCIE;GaNSI LtANTA,, : ,F .>. JY i. •Y+, > Y 7. - 4.411.. GENERAL00. 4102 SUB-CON511'�,TANTRELATIOV5HIPS.1> 7 j _ARTICLE ` 4.6a Ct AN�gOtS.iC?`SUT3 { N UL"rANTS ^7� I ARTyICLE J i+4WF�ULT ! 5101 r�`^^"RAixr :Y lv. nAti f% irr ,i ia, 1. . rtiY e A,Y l! .� 5.02' CONDITIONS OF OF-MULTra,t;,, 7 SrD3. TIME T43 CURE I3EiwAULT, FORCEVAJEURE,4 3 ARTIC1 6 TERMINATION OF AdkEEMENT S 6.01 CIT`E'S RICHT TC3 i PRIUIINATE 8 8.02 COtdStJtTAN.'f'S RIGT'rO TERMINA3'E ....,. D,D3 TERMINATION bUE TO UN t8c I: $W LOBEYIST OR AGENT 3 ARTICLE 77 DOCUMENTS ANDF�ECE�RUS 7.D't OWNERSMF FsOMENT�S Y r Y 7,02 bELIVERY UPON RESCUES` T OR. CANCELLATIOI 9 7.03. RI «tJs"E t3Y CITY 9 7.04: NONbjSCLOSUkE �7�.{D MAI INTENANCE OF RECORDS {'SERI tGLE' INSURANCE,ri: ,),. i .:.it I., 4 # k 7A61 COMPANIES PROVIDING COVERAGE..t .,...,. 1� 710y�7�+y V+ERIy{F�ICyA�'�i^`tS/�NFG'1FpII+I�SKI�^i'.RAI�•• , COVERAGE. .• : ,,, , ,•, ,.:� ....., .� 7 ruo J 6RMS 6.7f� COIF ERALG F� !a• ♦x ;1.t14 MOt�tFIOATIO,NS T9 COVERAG`E„a...,, •. , „ ., r,� r., >, , ,.Yai,.' �J AR TICLE 10 'MISCELLANEq(JS /a�� A�t�.�� �I�k� 11i 45 r,t4>,n. a i,Yr •. 1 1 •eYe a rt[••h �^ ' 7.10 ENTIRE AoRtEMCN C'' „ ,. <, 12 7:1i SU66ESSORS AN b, 1 i,. 7.'12 TRI1TH4WN GbTIATION CERTIFICATE 1 71 APF'L1CAI3LE LAVH ANp VENUE I3I; LITIGAT`IQN 13 7.14 7;1�a INTRPRC`i'ATtON,. i4;;. r,.F.'13 7,16' JOINT PREPARATIo1! 14 717 PRIORITY�C?1'',F OVI$10.IiS ., •, 14 s 7A Y�IE�I�TION. VVAIVEROFJURYTR1A i4{ 7.15 T1M Y . A. 14 l 7...20 COMPLIANCE WITH 14 :721 Pio PARTNERShlIP 1 page I MiscellaneousClvil En iriesring, ervice8 (2 RFS No, 12«13-I�aa �lefiric ncJinee�`ng, Ind; TABLE OF CONTENTS (CO NTINQEI✓ ) .7,22 DISCRF-TION CSF DIREGTC3R t xi 15: 7.23 rSPLUTION OF CONTRACT DISPUTES. „ • 7.24 INbEPENDENT CONTRACTOR: 15 2a AR :CEDE ASI GtNlERAL { }h k e 47lf lv/F`-�xv 1uiIS.iV r )dnn t< .•1. ra.. . 1. i.1 ,4 f Lll 20 A1.02 NORKij°{5:�4'akI�l%4R�Yv7Y{i�l 20 '.- ApN„ /✓ DVELOPMENT OF OBJECTIVES .,..3a, i .,... i. >, , ....: 1<..r, , .f •..... ,• . ...,., a A2.U2 ANALYTICAL..PF-VI W ,i...#..<,. i 29 A2.03 SI HF-MATIC DESIGN; A2.04 DeSIG4 DEV: LOI'IU[ENT .,... 2� ;A2.D5 CONSTRUCTION DOCUMENTS A2.C+6: BIDDING AND AWARD OF CONTRACT A2.07 A6MINISTRATIC7PI tJP 3 HIM CONSTRi.ICTiC)N CONiitA.CT ,.. 24 _ A C?bITI�NAI�SERVIC;ES i # ,� , P d .«... �� A3�ti1 GBNE RAL ,.r.1 tY ix v.; ...E . .. x, r. '... t a ..i rYr A3Ci2 Y EXAMPLE S ..,. r. , ...,.., ; .. ... - - i > ! .2T A3:03A,DbI'T`iONApL�. pesmN. .+..,�+I� '.i, . �y q {� I A4.01 PROJECFT t$a 51TE INFORMATION L A4.02CONSTRUCTION MANAGEMENT C sAn"S4BmwrCONSULTAN-t M�gE SCH GULEA2.—\V.VT F.( .te 0 AT TALC:HMEIVT B - COIVIPENS.A:TIC)N AND P YMI+N S ARTICLE B.1 METHOQ OF COMPENS LGN„ ikoi ComOENSAT ON LIMITS Bli02' CC?IJ UI-7Ati1 (SOT t C� i. C E Ci 0 AF_TICLt B2 WAGE RATES 36 82.01 FEE BASIS ;.. , . , . 3Q 82.02 EMP: OYEt s AND JOB CLASSIFICATIONS �a 82.03 MULTIPLIER_.. �a 82,04 CALCULATION ..,.. ,, I s 82,05 Y EMPLOYEE BENEFITS AND OVERHEAD � I �yM.. •• A A � y� „ BibESGALAncN : i pP ,{: x,a I ITATION C)F FEE x AN i CONiPf=NSATIQN 34,4 ARTICLE l. B3 C.QM.P 63.01 LUMP SUM:. 31: FEE a: 83.0 HOURLY RATS 3I 83.03 I�EINiBURSASLE EXPENSES. 3I B3,04 FEES FOR ADDIT[VEof DEDUCTIVE ALTERNATES . 88;005 PeES IOR A`DbITIONkL 6ERft'ES 2 7346 r PAYMENTEX B3aiS7 FEES RESULTINC.FROM PROJECT SUSPENSIONn.v.tE ARTICLE B4 PAYMENTS TO THE t ONSIIIWTANT< 'J2 32 84.01 PAYMENTS GENERALLY..>.ax: 33.. 84.0 FCR OMI�i EH N SIVE BAsic SERVICES,,..: .... r . :..... .. ......r ,..,,.r 4 ., . 04.tI3 BILLING — HtURLY RATE".;i PAYMENT FOR SERVICES & REINIBURSAELE ECPENSES 3 33 64~04 ADDITIONAL *E[ /{[�B4.ytI44j �y1� �} C}E�Ci}iIC]{.5TriO�N`S�'..fa.:.... ti.'.�`:j;'ju .�'ae L YL�rTIiJ LI.�ra i' L'tI.l+`++167%'i.B /�3i'EN4?1GA 33 x65.01 of -NERAL .;: 34 8510 REIMBURSEMENT TO THE SUB CONSULTANTS ., ; � ARTICLE 'MC`�}CJMF NSAT oN PO REUSE C31 FLANS A.Ni SF'B IFIC:A`TIQNS , , E Bn� y BG;0'i 47ENER.AL SCHEljULE B1 .VWAGE RATES SUMMARY MiscellaneousClvil En iriesring, ervice8 (2 RFS No, 12«13-I�aa �lefiric ncJinee�`ng, Ind; Misoo-llamous CMI E601h6oing $wv oq; C RFO No. 1.249-04 :Mario ���ine�rirtg, InG:: RRQH58SIQNALSRRVICESAGRF-S'M N't PRQMF .*81ONAL'SERMESACREEME4T f:� Supe a.Srvies nr.SenrMces.rar�s°ccrrirehensive descrpicih ei':fhrcfitjs, tak;sigi With Wficient devil t Aow a t'easvhabiy accurate e t oration o, r"puroes n6dessory, fbr tts c mpidpo. lis eNnO6.U8 Civil EngI66.brin0*Servlce C (tFQ �0 121m44 . 1Orlc Engincering lh(% 2.03 . OMPENSATION The. amount Of Ooi pengation t?t eXceed feel based an the rates refererloe Is incorporated into fhk carnpensatio oiceed five .'hone kreemaht and anv extens oni'st. by the City to. the schedule's: established PROFESSIONAL ERVIdES,AGREEMENT shall: b_0 a lump -surn dr b6t tai 1ment r hereta. Which by this in rid event .0411 the arnpunt of N1is ellarie �s cavil Itingin erit�g 5erut es C l FtFG! Na 1 -QfQ4 �'l�fric ��ginesring, Inp,_ ernpCoye vuor4ci Id solely for thf Cbrtsul s�nti[tgen t upon, or resulting fia the a For the broach or ulolafign of this pari+ without liability arid, at its df radon, t arnount of sucl fe0mmissia'r,ercr t$ C ki"o No 1;�A3-004 i f PRoPEsSIONALSERVICEs,AGR55 MINT AI{ tracings, pEsns, dra l ngsi specific at curls, rr»ps, computer files, ,and/ter reoorks prepared or obWIAed finder this Rgreerrler�t, ° +Nell as all date collected, togefher with s itilt�arie6 and charts derived here frt,rr, inrilltrlinre ; � ti�dHl rSrtln riiaiFnl rririoe idiifl hes vhnaiorarl wtt'Ylt o- :PY Ar -fnr hires ."iimer iatill K-; P,m I nn liabilities :which may be 6sserted, by oh its srabcnfractors, as provided above, for torr6r err�p.f.�ye would otherwise be lire('. irr�ilar ;taws„ Th"rs section *s 61 :bo inteo Yee or fbrm.er or NWF(i8SIONAL SERVJWS AGREEMENT PROFESSIONAL SERVICES AGREEIViE�KT 10 .63.3 PROFESSIQNAi. UABIUTY INSURANCB The 'Consultant shall main sin Professional Liability insurance Ancludincg Errors and _Omisslons' oavoCage 'in the rnir nim emount afi $1,t 0 ,q( 0 ;par cka rrt .$1,000,,C1 0 agr regate pravid. 1. far all sUrtl which tt� Ccristaltartt shall be lr�ally oliigkd tb p as ito►Yiaes fir claims arising out of the servioas perfarrned by the Consultant br r y perstan ernpl yed y the Cor�sultont in conned{ion uvith .this ar regiment, This Insurance shall be 'rri0intaTned for t least, bn 'ys after completion bf "the construction -.and ace�ptar►c� o� any rr�}pct c�ver�d by thin l�gr�ai�nf,. , Misoellane6u6'Uvil FrigineoHng 8arvices [u'l RF fiVo ?�1 Qp PROFESSIONAL SERVICES A613MMENT he City Aeterrr nes the:: project prioe w8s incree sed due to it ncurate, incQmp' iet� hr non=current wane t'ates 4-nd other.f4ttu'ai unit oos s: Ali such price.adjustments.avill be r�ede viitthin 0.6 ('1) y€�ai f lowihd the etid of the Project,., „ - 1C},CJ5 AP'LI+1�L1< AVS ANG VENN OF LITIGATION This agreement shall be interpreted and construed in accdrel noo v ith and ; ovethod by the: tativs of the $tate of Florida..' Any cult or adfion brought by, any gamy, coricern,inr this agr er er�t br arlsin put t this ac�Fi=ssloNAi " �Vtc s AMEEMM' 1 x.10 MEDIATION pWAIVER O JURY, TRIAL In an effort p engage in a dpoperativo 6,000 0'r r oonflict which may "arise dw -n-d the course of the: J16r following the"completion of the projedts(s}, the them s€tali be "sulamitod to no binding mediation Fed lr� writing by `the parties. e' Nfied "Mediatork o, MediationlW666edings.'iri Miam, ade Caunty, rtified mediator on a "50/50"bans.. This COnsuEtari ; rorine prolqczts),,,rTereuy t. VIUI!I! flan, Each,;party will bee their"owr attorney's fees,. littgatiorr the parties•"voltintarlly waive their right to j"ury trW or i arising under thls;Agreemant. ,piioable lbws, codes, 6rdin6noes, rulesr %r ulatiotls and. an Arrorics with 6188 bilitiea Act" "AGA"j," s arhorided, artd aff. 'orming its duties, responsibilities, and obllgatlons slated to W vuarrarit that'ihere shall be no uplawful disdr mmmort as mn.hnp nffhis nmrppm€mf- PROFESSIONALSMVIOESAPR IpMENT .under, the tat'uil $ervlc r salr unolass fled . employee U:I.{4GIt74'CiilUCi..Ct"f Qf; i IVI1l;iG1 VVUifj,Cip A✓Vll ifl�'.ll,'sC14tVi17JGtiOS1i.+�-ClNGFtICI4Jii7 4�% �:%f l.tf./�wY avallable to the :consultant, and.,agree.s to provide W6rkers" o'A pen"safi�c�n: insula agent pit the consultant rendering sarvies # telty I iri�i:r th[ Agreinent Thi "1 C3�d"CiC��l�'(�LAtJId�: Mi8bellanobils civil Encdimbring Scrvioes 1161 h�Q Into 121�•t�� ta€~'.OPE8$10NAL 8ERv10E5 AGREEMENT r:unding for this Agreement .is contingent on the availability of funds and continued .autho:rizatloh for' program activitles and the Agreement is subject. to amendment or termination due to lack of funds, rod lon bf funds andlor change in regulations,upon thirty (�0) days notice. 10.118 THIRD PARTY .BENIIFI iAI;Y: The Consultant. and the City agree that it is not intended that any provision of Ahis Agreement estatilisties a third .party.benefieWygiving or al(aWlrig atiy claims or right of actir�n whatsoever by atry third party under . "this Ag.raement Miscellaneous Civil Engitoering Services (i6;°i nFOt hlo. (2-13-004 Metric Engineering, inc*.' Miscellaneous Civil ngineoring 8ervlces C17 1 Metric Ehglneering, loos IRC O No. 1,2,1 3wO04 .0 PROFESSIONAL SE=RVICES AGREEMENT NiisceEianeaus Civil Encgineering Services ,Metric Lnpllneering, Inc, RRQFESSJQNAL SERVICES AGREEMENT (did"/ did not) t6Ke. aii oath. f31NATURE OF NOTARY PUBLic STATE O ORIDA. PRIRI? Gt, STAMPED.PR TYPED t AIVI Gfi N TAI U LI MiscollaneaUs Civil Ehg0e ring Services 119 J RFQ NQ, 12.13-004 I et�i Rr�: in�erirr0, Inc.. PROMSIONAL bERVICES AGREEMENT ATTAGHMENT A}PE OF WORD ARilCLIt A1A'1 t"a t I Al Civil. _ rigineerin,g Services shaft include, but are not: llim9ted to, +rotnplste p anriing and deslr n .services, prograrnmincb, pavement analysis surveying, roadway, analysis, geotechnical,. options d evaluations, public meetings, detailed assessments Arid reccrnmandatianspost estimates,;. ppintons :tat probable construction cast, review of Work prepared by Subwconsultants olid o#her .. j consultants, field investigattons end observatlorts, post design services, construciion adminis'tfoiiori, and Other relate l Services as needed to comp16te the Project: 'Consultant shall provide cornprehensive CiviEngineering l services for the traject :far which Corrsultent was selected . itt accordance with 8'; 16n ` 287.455 'Florida Statutes,_ as amended, Consultants' competitive Negotiatimb Act (PCNA}. At b7 SaP C1P.5RlC1=S The Consultant agrees to prisv'tde ecnprahersive Prdfessianal aarvices in accordance with all: applicable law, 'building and environrrrental regulation, inciu O ing the ;Florida i�uilding' Code and l the City Of War,nl, Plor'da, Code of'Ordinances, and as set forth In tris Agreement and further. a`rtunterate d In e Work .Order; Consultant.nay be required to perforin all or some of the services presented iii this Agreernent, depending on tine needs of.the City for the Project, Consultant •shall furnish, as'pasic Services, comprehensive civil engineering professional servicPes for: the Project.. The Project shall include roadway .reconstruction or r .surfac'ing, drainage Jmprovezrtents, ;star.n, i weter. management, swab restoration, curbs, gutters, sidewall�s, lighting improvements, landscaping, signage and etrlping, Verification rat City's Pavement ;4naiysis bandit within the I Protect area; digitally record existing:;conditions, in the Project area, research 311 calls for i various Complain-ts, erid' any .s6rvey, :geotechnlool, and utillty000rdinetio6 required to produce pghip'lete sets of signed and sealed construction dacumer ts, specifioatior s and estimate of p:r€rbable construction cbsts for the Work. The 0ity will phase the Mork required to cor riplete the 'ProjeGt so that the Project is designed and j canmructed iii the `most logical, efficient; and cost effective mariner. The Consultant small be directed to proceed. with each phase Of.the Protect through the. of Workprders Pioppsels and work (Drders; A1.0 WORK 0A.0EIRIS s A4 s2-1 PRCkC�itiil��� Ulthen .CiP .has determined that a specific please of the Project is to proceed, the 1rector or . authorized :...has will request in writing, a Work'Order Proposal from the Consultant based on • . tete propt�sed=Scope of Services provided to the Consultant in writing by the grirectof bt designee. The Co`nsrlltent and Dirocter_ br deSicgnee, incl ethers if appropriate may have preliminary. r estrngs, if warranted, to further define.fhe Scope, of Services and tri .eesolve any duestions. The 0onsultnt shall. then prepare_a Wark QreC proposal fallowing the format ,provided by the City, indicating the proposed' canis of Services, •time of performance, staffing, .proposed fees, °Sub- Consultants, and deliverable items andor doournents, Tire l recto or designee may accept: the Work Order Proposal as submitted, reject the W", order Proposet or .negotiate revisions �o tele Work Qatar Proposal. Upon apciaptance rif Work Order proposal CiP will proper a.Work i rder that wlii be r+sviewed by CIP staff grid the Director or tesignee. Upon approval CIP will issue a written p4otI .e to Prssceerl subsequent to ±approve] sof the VU'ari� Order by the Ciiraptorar designed: - A.RTICLI= A2 :BASIC SERVICES Consultant agrees to provide complete civil Engineering services as set forth Iii the tasks enurrierated [iereinafter, in accordance with the Fiorrda Bullding. Cpde, latest edition, all federal, state, cbr�,nty and'City Of Miarn; Florida, l awu :Codes and ordinances. Gen It ht shall maintain an iadequaie staff of qualified personnel on'the V ori at all tlrrres to unsure its per formpnce as specified In the Agreement, ' Mlscollar oous Civil Enginesring Services Zia ( RFC o. 12-93-004 . Metric Engineering, inc: 1 PROFESSONAL GERVI088 AGREE=MENT Cansultartt shall submit oriel) electronic set of all documents and seven (7) copies of documents required under Article A2, Without addition l charge, for review and approval by City, .Consultant shall not proceed with the next task of the Werk until the-docttments'.'have leen approved, In Writ! ng,. icy, City, and an .Authorization to Proceed with the next task has [been Issued qy tty,. Consultant is solely responsible.fvr the techmG* 6! accuracy and quality of thair Worl, Consul#ant shall, perform ail Wvrlt lri carnpliance vitifh Florida Adrrhnlstrative Corm lUle1 1315-1 9.041(4) and Section 7� 438(1) (g) of the. Florida ;Statutes, Consultant shall perform due diligence,- n accorasrce wlthr best Industry, practices, in, gathering information and lnspecttng 6-Project,site . prior to `the. 6or rnePCeMent of deslgh, Consultant shall be responsible fpr the pro.. ssicnal quality, #echnicaC accuracy Arid coordination :-ref all design., drawings, specification, and other Servicet furnished by the Cvn ul#ant under this Agresrt7ent, Consiaitait shall, without additlonal oarnpensation,prrect or revue any errors, omissions, ardlor .dorlcieniaes in ids designs, drawings, specifoaboh or other Servic..es. Gs nsultar f shall" also be liable fpr.claims f'Qr delay cos#s, and any increased ciasts in Dons#ruction, incltitdIng but not 'limited :to additional .i>vork, demolition +of existing wo,.rk, rework,. atc'., resulting froht. any eri ar ,omissions;. ancitar deficiencies . in i#s doslgns drawings specification or other Services: .A2.01 C3�r/Et,Cfi�l�l Y 60'C?BJ CTIV�S.` A9.0't-1 onsuttWrit shall confer.wiith representatives of City, the Project'Manoger, arrd .o#her junsdictionaii. agencies to develop :several options for how file various elements of`fhe protect will lea designed and constricted.._ Consult8ht shall., utilizing a corm ilation of available docurnentotion, confer with ropresentathves of City, theF'rojecf.lVianager, and rather juClsdlctianal agencies in order #oamprehensive(y identify aspects cif the cornpleted facility prograrYi that rn require further refinement to attain the requisite deiail of design development required to begin the creation of Cr�i�siructiori lcspulnt5: l~or clarity of scopa, the' items tl�et toed, further develeprnent will be called Conoeptuals land. the remaining it 11 be c llpd t7esign ' A2ZOI �3 , dnsulianf shall prepare written descriptlons of .the various options and <shall participate in pre entatrorrs .to. rnul#idle groups explaining alternativa opfions.`8ufflcien# detail shall be proylded ;to support the presentatlon materials;: Consultant shall hire.the appropriate subcontractor to provide Civil. r gineering services which are not in hoes ; Surveys shall include the location of:all site structures including alt utility Misaellen ous Civil n ineerin .Serviaei; 1[21 l RFO, Noi 12-13=904 luiettic Eng1heeling, inn., PRoFES 1ONAL S K Yj.CES AGkt5- EN ' miscomilipoM OVII Enginperircg 86rvtoe's t.221 AFQ:No, 12A34004 Wfria l nbir5oo'rlhq, Inc, 'PROF SSJONALSERVICESAG.R EMi NT A2,06-11 Maxirnurj 0, 6s lmit Prior to Outhci"izing the 'Consultant to pfoceed with prep Iration of Construction Document PROFEMONAL S�R\AOES AGREEMENT exceeds A 0°l0 of the l reedinstruction C�udget. provided to the Consultant acid as 'rrtay be modifled by the City and the Consultant prior to soliciting bids, 4, Suspend, cancel or aband p the 0roleet. NOTE, Under item above the; Consultant shall, without additional cornpe, sation. modify the Construction Documents as neves `ary:to Bring the i"'robable Constructlon Cost within the budgeted amount._ A2..O7 ADMINIS'T'RATION OFTHE CONSTRUCTION CONTRACT' A2;67=t The Construction h hate will begin with the issuance,.'bf a .Natioe to .l rooeed (NTP) and w1lI ;end when the Consultant nasi provided to the City all past construction docurrr911t .including Contractor A84Slilt.draw1nga, Cion isultarlt's record drawings,rarrantees, guaianteas,;:opera: tional nianuaic and Certificate(s) of Occupancy.iiave been deliveled to the City andthe1Cy approves. the final paynienfi to tho Consu{tant, luring this pariodF the. Cansultan# shall provide administration of the ecnstructon contract as :provided by.fhls Agreement, and as providail by A aw. AZ674 The CorrsiJbhiv as the representative .of the City during. the Construction Phase, shall advise and. consult wrth .tile City and shall have the authorit to act.on behalf of the City to the Went ,provided; ., in theGenetI Conditioris 80d the Supplern.onta' conditions of the construction ecntract.:arrd their Agreement.with the Crty A2.07r The Consultant and respective shah visit the sIto to coo* Oct field observations;. at a olmum circ a weekly basis, and at -all key corisfructirark eVaiits.to ascertain the progress of the Project, Arid shall Visit the =site as appropriate to conduct field inspections to ascertain the progress of the. PraJect and detor Mine, in generai, if the Work::is proceeding,in accordance with the contract bocuixrents. The Consultant shall provide any site visits.neoessary for certification.lf required by the authorities having Jurisdiction. Threshold inspection shall .be provided by the Consultant at no additional cask to tho City. The Consultant shall report an 'fha prag.ress tta. Work, :including any defects.. and defrcienelss that may be observed in the Worcs, The Consultant will not be roquired to take ectensive inspections-arprovide cantlnuous,.tlaiiy onsite inspections to check the quality ort' giaan#liy;'of the 1Norli ran{est ritherwise set forth in this Apreerrrent. The Consultant will be responsible for writitlg :and dirstributing: minutes of all meetings and `field .inspections; report it is asked to attend: Coersultaht and will hot be held rospansible for construction .means, methods, techniques, sequences, ar.procedures,:.or.for.-af A precautions and programs In connection with ,the hark. The Consultant will riot be hold respcns{ble far the Contractor's or. sub -contractors', or any of their agents' or employees' failure to, perform 'tha vrork in :adoordance with ;the contract unless such. failure of performance results from the Qof1sulta1*s;.acts or orrsissions, A2,o7.4 The Consultant; shall furnish the City with a wmitten report of :all observations of the littork made by Consultant and require a!i to eta .same dr ring tach visit to the Pr`oaedt; Tho Consultant shall also nota. the genoral status agre1Wk -and pross of the ron forms furnished by the Gini and submit thefil in a timely manner. The Consultant end.the 'Sub- consultant shall ascertain that the Work Js acceptable -to the Gity. Consultant shall assist tie .City. in ensuring that the Contractor is making timely, taccurate, and oorriplate nt tatiohss on the "as=plxilt'" drawrrigs; Copies cf the field :reports shah. be attached to the mon, Prafessional_Servtces payment >`equest fol construction administration :services. TlSe Consultant's faliura to provide :written fepc�rts of all site visits r minutes of rneeting shall result it"t the rejection of: payrneri# requests and may result im a proportional reduction to Cons#ruction Administratioli fees paid to the Consultant. A2,07- 1. Based art observations at the site and `constilttion with tilt laity, lite Consultant :shall dolormine tho.arnooht due the' Cofiftedtaroased on the pay for performance milestones and shall recomniond apptoual of such rnount as appropriate: "his recommendation shall constitute a representation by the BonsUltaht tci fhb City: that, to the best of the Consultant's knowlcuge:, iiiforrraat on and belief, the, Work has progressed to"#ire point Ind10 . ed and that, the quality of the Work is `ln accordance. with Ithe contract 'and .the Contrabtor is entitled to amognt stated on'the miscellandous 0ivil l=nglneodng srvices (4 j RFQ No, 12-13-004 1Vietrlc �ng'rneering, Iryc, PROFESSIONAL SERVIMS A0,REEMENT requisition n with the contfact Upon ot to, a detailed evaluation of the Work 16f tofif6rmanoe .substantial obmplOflon:� 21 The results of any subsequent I by the 66hfra ent tests required 0t; 3. Minor "vlatloht front thecontrapt corraotable, pri6ito completion; 4. Any spec! floqudlific.6tiont stated r) the payment cortlflcatd and further that the Contractor it. entitled to payment in the amount :agreed _upon attrequisifloh site * moot rio or asstated on the requi it* or to commending payment tortheCoritract6r, the Consultant W'111. Pn prepare a writte'n statement. to the City onthe stdConstruction of the Work relative to the onst,ruction.*-Schedule, which shall be attached to.the Contraptors Requisi ion. $uoh statement mont shallba p reg6 ted immedlate4y::following theion field and shall hot be cau�pfot delay inlimelypia'yfrieritto theofttra.dtof' recluisft._ fi Meeting By recommending. approval of O.Payment Certificate, the 'Consultant shall not 6 e to represent that the Consultant has ,ma e any examination 6 mina on 6 ascertain how and for whlat,purpose as s',oid money paid o the Oontractor h u ori: acc qnvof the Construction Contract hum.: A2 -07w6 The, Consultant: shall be the l 6 terptetof of the. require ffi. 6. i1ts_ofthoeontract 0ocuirt6rits and the ju - cge of the petformance I thereuridbe. The CorisiJilteintshall renderinterpretations e for: ,jnerpre ionsnec ssorY. tkie proper execution or progress of the "Work upon request :of either the City or, the. exq., Contractor, . and shzi d i. ecisi6ns, i6f te�iil 6aletid& days, 6ha I I ten -within irqs,,disiputes and the ',City and.06 Cbn.tractor.re ating to the ,execution , or progress Of the W drk, Interpretations and deiclsbnb rof the .eon$U1f6nt:. shall .be copis is re n s �qndshall be::. ltont Withthefriterit 6fiihd asohably inferable from the contfoctDocurne , th"Vitten, org:rap, jcfd?rti.., AZOM The Consultant shell have the authority to recommend rejection of Work which does not conform to the Cbp6ot bocurn6nts,, Whenever in hliiherreasonable. opinion, theConsultant considers it t consultant Will compliance With the Contract Do Mon -$I the e C necessary or, advisable: to insure have the ;authority to recommend special inspection - ortesting of: :-any Work deemed e not lin (�rr 6 pots. Ih Mrkhasbeen fabtibatipd and/or delivered to ordan6a w r uc With the GoMractl4beth the Prplect or i"nsta lied and completed. A2 07-6 T , he, 'Consultant shall Promptly review I and approve reject 'or take.':acti6ft. On shop dthwin6s,. tampl6s,_RF]s and, -otherI subm is s*ions of the Contractor.. Changes or substitutions to the construction documents.shall 60 be ti.66orized. without coricutrLildo Of thot City'si Project -ai Dire6torof. mprov6meft!s,.The Consultant shall have.'a maximum of ten' Manager nd or Capital I (1.0 le dar da f Y., 66 n. gays from, recelp. . o., shop drawMgs, s6mp.W, RN's of:dther sik ittals :b' theL ract cot meets jhdicatln* ,contractor,.. 16 return the shop' drawfi'.gs, or submiftis to, the. 0,00t or with of 9 approval :.Contractor al ed' written explanation as to the basis for rejectitsn, all on either Proval, :or disapprova'l. Consultant sh, _tt.ac.or With, 6 detailed AZ 7, . . .... 'red by the required The Consultant -shall.. initlatd and prepare require documentation for changes as re d 1660men. consultant's .6wh observ6tiofis orasrequested b'.'y the :City, 'a.nd shall review :an' d.reco. m m en. d action ren proposdo changes. 'Where theContractor submitsa request for.Chahgo Order or Change Propotal request,the Consultant shall, within ten (10) calendar daysireview sdtbniit :: to the City, Is/her recommendation or proposedact g ,0hananalysis bnd or study supporting men � atto te :supp co d n. A2,01A.0, he*Work-Opon 'ontesdt request for, substantial The ConsultonfshAl Oxntoino i teablot of the Contractor's ups %Omplotion In6pedlon Of the Projedtand .shall, prior to occupancy by t7hje RY recommend Qtjo ofaIeertifica a ofAcaeptonce for omp p ionZrirst ascertaining that , th 6'*. the contractrequirements;. Project sUbstohtiallyborriPlete, in aocordail6e With . Goris ultant I conjunction with (60 eseritativos of. the, City and the -Contractor prepare .0 $hall in r 001 k reqol ie, corrected by the punch -list �of`o d(screpancles in, the ired to t p any defects and e Wor 'G Statute , , '7S U satisfactory corripletion of the Contractor in accordance With Florida e M, Pon A punch -list the Consultatitshall recommend M<bdutidh of " Certificate, of Accept..price an!, Molallaneodit Civil 5001neorind �er. l,bes IFC NO. 12�1.MO4- Metrickrig in. ering,Inc; PI�C?1"�SSIQNAEw`S1�VI��S A�1�1wfMi=NT ceif nec) Civil IzhO , " 8 rvic�s [261 RFQ No, 12-13-004 :Marie �r�c�fn��i��g, Inc; ROMS8IONALSERVicr=8 AGREEMENT P;ROFESSIONALSERVIMAGRFEMEN'r . MlaeellanebuSCivil �ngneering 8oftes [ 8) I��C2 Nv. 92-�3-0��4 ., Metric l n lneeririg, lnr,: SCHEDULE .A2. — KEY TAFF : NAME JOB CLASSIPICA:TIO l Robert Linares, P.E Principal Manuel fig. SauledaY P:E. Project manager Alejandro Jaureguy, P.E, Prsact. Engineer . 'Otc r Cruz, RE.. Carlos l odriguez, V.E, Ct arl Alfarq P.1E. _ Sonia Shm ler--Bogart, RE,, PTOEsenior En inoor .Dou..Ru `iano, P.E. Maria V Garcia.:clerical Manny lnastrllla ,, _ : AC3l� Te�hriicarr:; I OW& Rodrlguez,E:Isn, h ening lritern Gabkiela Garcia E.l; . _ - ,, Narcisb Tome Senipr Engineering Tischrici n Luls Tat aya,; Osrnel Perez, Hugo Beteta Inspectcr. 14en Gardnsr� ASLA - _ S6niorr an* dscape ArQhltect Taylor liobl :Sefbler Landscape fire aitec Jessica Jeraz _ Landsdape Architect lrterr� ` Thomas Brownell, l?SM. Senior P;SM Adnan Ismail, P,E. ller l�lilsGellarieou� Civil. En in�erin S�rvic�s Metric i nolneering, Ino, Ed' OA lE ties; and odn eris sort payc�bie . ihd�r tai s ,greem6h't, shaEE Eye fa%ft trate rrd base upan:.tti everaged, cs e, certjtjec Wage: dates that Crave ret ';' �d hd approved y ane 'ed or, The:auerages of said bartt�ted Wage Matas are srarnrm rizec in �hedul `9 Tneorperated Eger n y'r tereric , 5eid Ultage X1E"gees. Its tTepr:jed,'prressr� joeterles Ttrt[e.e,u�€I,fQ {c�rduv€u::�t��,v;ya- u ar this ftraeMot t, roger as perigaiionr ATTAdHMF'NT $-WMP�N$AtlON liscel �rwc�t��ts ivll Engine�ring`Servfdes ATTACHMFENT s -cONmP-NSATION the City as Additional Services, Thal fees for alternates will be°calculated by one orf the three rrtethOds outllned above, as mutually "agreed by the. IR CTGIR and. the Consultant, The Consultant may be authorized to perform Additiondi Services for which additional dompensation and/or Reirnbursabie.Expenses; as diaflhed lh this Agreemont fancier Sectlidns B3.06.and 8103 respectively,. may be applicable. T176 GonsuNtant shall utilize thellVork Order Proposal Form a"nc1 we rkshes#s whiott cah be fourid att the City's l(Veb a e at, Wvuw.rriia`i ov.eom/ :lfalim "rovernents(a os(Pracitrernent�J drtunities. The webpade also provides the procedures far completing these jeans, Failure to use' the f6tras orfollaw the procedures willresult siilt in the:rejectiort of itie V11brk Order Proposal. . B3.05-1 beterrrilnat on Of Pee The compensation for -such servir~ s will be one of ttra rrtethotis described herein: mutually agreed uponl..uitip Sura; Hourly Rafe with � N�lot to -Exceed Limit. _ _ 1§165,2 Procedure and tamptiance An independent artd detailed Trot€ce to Proceed, : "nd en Amendment to a specifio 1t1(ark Ordei shall be required to be"lssued and signed lay the`Ctlrectar for each addltienal service requested by the C►ty. The notice d Proceed Will specify the fee far sdo service and upper lirrti# cif the fee, whiaii "sha(i.na#" be e�trweeded, and shoji comply with th'e i lty .of Miami regulationsr including the %Purchasing �?rdinancaF file Cohsuitartks' Comps#�tive ltogatiaticl� Act, and other applicabla'laws. !'3.05.3 Fee Limltations Any authorized compenmation . for At#ditionai aervioes, : either professional fees or :reimbursable .expenses, shall hot include additional charges for offia* .ren# or. overhead expenses of any kind, including local telephone bnd utility charge office and draftirig supplies, depreciatior"r of ociwo nent,. professional dues, subscriptions, etc., reprodu tion of "drawings and speoificatloi.s, mailing; . stenographic ciericai, or other employees tune ar #ravel and subsistence riot "directly tela fed to a prnjoct, _ For a!I reimbursable services and sub -consultant costs, the Consultant will apply:.the; mule pHor of one- (1',p} timr~s the amount upended by the Cohsultorit, N33,06 PAYMENT kbLUSICINS The. Consultant,:.0all ntst be comperisatad by the City for revisions. and/dr modifications to drawings and specifications, fore tended construction adrnlnistration, or for other Work when suoh work is :due to orrors , est omissions of the Con:suitan# s determinedy the City. C33 p7 FEES RESULTING FFt�iiV PROJErT SUSPENSION If a prof at is suspended for the convenience of the City far "more than three months or terminated without any pause in whole or n part, during any Phaspz the consultant shall.be pald for services duly authorized partorn�ed prior to such susp nsion or terminatian, togethor with .h0 'cask of authorized relmbursab1e services and expenses then due, and all appropriate., .applicable, and documented expensed resulting from such siispensiori or terf>'ilhation, : Il tJie Project 'is reslarrted niter having neon suspended for rrior than three mon#hs, the onsuEtant'"s further wmpensation shall be sdbject to rerrecgotiatiehs. ARTi PAYMENTS Ta THE COO SULTANIT 4.qt PAYMENTS OENEOLLY` Paymehts for Basic Services rriay be renuested monthly irr;proportirarl to services performed, daring each l7se of the Work, The: dub-Consul#ant fess and l ternbtirsable F"xpenes sha1N be billed to the City`n the aatuol amount paid by the Consultant.. The Consultant* shall tatilize; the City.'s` Invoice Form which `can. be1ound on the 01ty's Webpage at wuvw.rri am o cgn "italim rovernents(a eslProcureblentC artunities, Failure to use the City Form Twp i kis Miscellaneous Civil Engineering Services J32 l_ RFQ No. 12-1.3.004 Mettle ngirieerrig, ins, isG�lt neou G v l Et�g'in eiir�g services P 0Q No 1:2A' -bpq iVlefr'rc i^t�`rieerin�, Inc;" \ Aft O NT■ Oaf mA O » w% & # ;h. ? k/)« u !: gni qg: rvicos . 44\ M .a§n o, « .< a U coq ININ 'IDUAI.'S NAME 40B PLASWICATION NEGOTIATED 1 OURLY RATE ADJUSTED I OjjRLY RAT: (Muitipi`rer 2.9) Robert Llnare;7, Par,,'rincipal $77, _ $223.30 .M.pnu......e......l A, aided , RE Project Manager.,: $52.00 $150.80 Alej4ndro.Jaureguy, P.L.. Qscar Cruz, R.E. Carlos-Rodrlguez,-P.E. Gharlos Aifaro P,L, Project, Engineer $`58.0 ,$189.07 Sohia Shre Fier -Bogart, RE', PTQE t)ot,i Rp giano P r Sen ler Engineer X52.00 $150,80 Maria V. Grcia Clerical X3.00 .' 37.70 Manny lnastrills CADO Technician $ 5, 0 $72.503 Dennis Rodrigue4.E.1.. Gabriela Garcia, L,i, Pncdirieering Interni" F31,00 Naro so Torrte Sertibr Engi eer�nc Technician $23.171? $6670 Luis Tarnayc, rtiismel Perez, Hugo Beteta _ - lnspeotor $23.00. $06,70 Ken Gardner, ASL,ASenior Landscape Architect $52.00 $150.80 TaYW Kleh1 Sehiler and scam Architect $ 4.00 µ $98,60 Jessica Jerez Laridso pe Architect Intern$25.48 ._ $73:89 Thomas Brownell, P8M Sehior PSM $25.UD $72.130 Adnan lsrnail, P.E.` Driller $13,00 '$37:7(} Miscellaneous Civil. Engineering 3vices i3 (`tC C-13'•lJ4 Mott ngineering, Inc. CITY Of MIAMI DEPARTMENT OF CAPITAL IMPROVEMENTS PROGRAM PROFESSIONAL SERVICES AGREEMENT Service Category Miscellaneous Civil Engineering Services Contract Type Miscellaneous Services Consultant The Corradino Group TABLE OF CONTENTS ARTICLE 1 bEFINITIONS ., : ..., ARTICLE 22 GENERAL CON®ITIONS:., 2.01 TERM.. . . Vi: 202 SCOPE OF SERVICES ,k}. ........... 2.03 COMPENSATION:..., ,,, .... ....... .+.. ARTICLE 3 PERFORMANCE,,.. .......;» 3.01 PERFORMANCE:AND DELEGATION-,; ,..., ..,, .«,,, - „, ,.•,. ,•'' 3.02 REMOVAL OF UNSATISFACTORY PERSONNEL.,;,.. .... ,. �«;> {i.. 3.03 CONSULTANT KEY STAFF 3.04 TIME FOR ARTICLE 4 SUB=CONSULTANTS - k 4.01 GENERAL 4.02 SUB -CONSULTANT RELATIONSHIPS 4,03 CHANGES TO -SUB -CONSULTANTS.- ... ARTICLE 5 DEFAULT ............................................ 5,01 GENERAL 5.02 CONDITIONS OF DEFAULT ......a.,,,+ 5.03 TIME TO CURE DEFAULT; FORCE MAJEURE ARTICLE 6 TERMINATION OF AGREEMENT. ......... . ..... .. ..r.,.,,.�r 6.01 CITY'S RIGHT TO TERMINATE;......:...,;; ._ ....,:..... 4 ..•.. , ............. 6.02 CONSULTANT'S. RIGHT TO TERMINATE... .........„� + •,..-« »•• t S 6.03 TERMINATION DUE TO UNDISCLOSED LOBBYIST OR AGENT :,,,;,, ARTICLE 7 DOCUMENTS AND RECORDS .... ......... 7.01 OWNERSHIP OF DOCUMENTS.' „=r r ...,., 7.02 DELIVERY UPON REQUEST OR CANCELLATION. 7.03 RE -USE BY CITY. ,. «..., „ z...r:9 7.04 NONDISCLOSURE R9 7.05 MAINTENANCE OF RECORDS._ ARTICLE -8, INDEMNIFICATION__ ............» »........ ARTICLE 9 INSURANCE,........ 7.06 COMPANIES PROVIDING COVERAGE...... ,n. <<,,, _p< ,,.=x; .,.�_ „; • I�. 7.07 VERIFICATION OF INSURANCE COVERAGE .... 7.08 FORMS OF COVERAGE„ i, . ;;.>.. t ; 9.04 MODIFICATIONS TO COVERAGE. ARTICLE 10 MISCELLANEOUS .....:::..........:. ........ M <+. «,r> ;: >, r,.*s. ..+..,..k 7.09 AUDIT RIGHTS.,,; ., 7.10 ENTIRE AGREEMENT..-,;.., v , # 7.11 SUCCESSORS AND ASSIGNS .........s},.. , , M. <», ,>,.,a « •.»».••.l 1 7.12 TRUTH•IN•NEGOTIATION CERTIFICATE,.. 7.13 APPLICABLE LAW AND VENUE OF LITIGATION.,,,, 7.14 NOTICES 7.15 INTERPRETATION.....,s<+, ..... 7.16 JOINT PREPARATIONm. q, 7.17 PRIORITY OF PROVISIONS. 7,18 MEDIATION - WAIVER OF JURY TRIAL:,,+ 7.19 TIME < 7.20 COMPLIAGE WITH LAWS Page 1 TABLE OF CONTENTS (CONTINUED) 7.21 NO PARTNERSHIP .i....,...,,,,.....i.,i ........ .......... 15 7.22 DISCRETION OF DIRECTOR 7.23 RESOLUTION OF CONTRACT .DI$PUTES:.,,i,,;".' 15 7.24 INDEPENDENT CONTRACTOR:,,, 1'20 ATTACHMENT A - SCOPE OF WORK ,x. ARTIC'E A� GEN 20 A1.01 SCOPEOFSERVf .. ....... A1.02 WOIRK ORDERS....., .............. ...... 20 ARTICLE A2 BASIC :SERVICES .............. A2.01 DEVELOPMENT OF A2,02 ANALYTICAL.REVIEW......,,,... A2.03 SCHEMATIC DES A2.04 DESIGN DEVELOPMENT A2.05 CONSTRUCTION A2.66 BIDDING AND AWARD OF CONTRACT A2.07 ADMINISTRATION OF THE CONSTRUCTION CONTRACT24 ARTICLE A3 ADDITIONAL SERVICES ...................... !t.:t t -1, � -, 27 A3.01 GEN L.m...... . .......... ......... A3.62 EXAMPLES 7 A3.63 ADDITIONAL DESIGN..,... ............... ARTICLE A4 CITY'S RESPONSIBILITIES, ... ..«<«,.•x1<;..,,27 ........... A4.01 PROJECT & SITE A4,62 CONSTRUCTION MANAGEMENT.j..�'��,'� ....... SCHEDULE Al. - SUB -CONSULTANTS ..... `:,:I*�:.w .............. .......... SCHEDULE A2. - KEY STA I FF ........................... ......... 29 ......... ATTACHMENJA.- qq& 30 ARTICLE B.1 METHOD OF COMPENSATION, B1.01 COMPENSATION LIMITS, B1.02 CONSULTANT NOT TO ,ART qL,E B2. WAG TES .,.30 K RA .............. ..... 130 B2.01 FEE BASIS . 132.02 EMPLOYEES AND JOB CLASSIFICATIONS 30 62.03 M U LTIP LIE R_"! -'-,.-'-,i, 30 B2.04 CALCULATION..,,,,f�.,4,,..,v,,... B2.05 EMPLOYEE BENEFITS AND OVERHEAD ....... 31 62.06 ESCALATION.,-.... 31 ARTICLE B3 COMPUTATION OF FEES AND COMPENSATION ........... ......u>,........,.«.,......... !'_31 133.011 LUMP SUM: ...... B3.02 HOURLY RATE FEES,,,,, . ..... 83.03 REIMBURSABLE B3.04 FEES FOR ADDITIVE or DEDUCTIVE ALTERNATES :,._ 31 B3.05 FEES FOR ADDITIONAL SERVICES ..... B3.06 PAYMENT EXCLUSIONS, ...... .. ,fty; ...... ...... 'k� .......... ....... 32 63.07 FEES RESULTING FROM PROJECT SUSPENSION SPENSION ARTICLE B4 PAYMENTS . T 1 0 THE CON SU LTANT��,.;,.. ....•.,.,.32 B4.01 PAYMENTS GENERALLY 84.02 FOR COMPREHENSIVE BASIC B4.03 BILLING -HOURLY RATE, ........,_,., B4.04 PAYMENT FOR ADDITIONAL SERVICES & REIMBURSABLE EXPENSES .......33 B4,04.1 DEDUCTIONS ,o�,. ,..,3 3 ARTICLE.B5, REIMBURSABLE EXPENSES .... 33 ....... g.,.33 B6.02 REIMBURSEMENTS TO THE SUB -CONSULTANTS r 34 ARTICLE 66 ,�MP NSATI SPECIFICATIONS,_.;;,, ............ 34 .......... B6.01 GENERAL, ......!.34 SCHEDULE B1 - WAGE RATES SUMMARY ..,,„ ........ 36 I-v•c:,lllaneous Civil Engineedrig Services [21 RFQ No, 12-13-004 The Corradino Group CITY OF MIAMI DEPARTMENT OF CAPITAL IMPROVEMENTS PROGRAM PROFESSIONAL SERVICES AGREEMENT Service Category Miscellaneous Civil Engineering Services (RFQ No. 12-13-004) Contract Type Miscellaneous: Services Consultant The Corradino:Group Consultant Office Location 4055 NW 97th Avenue, SuiteMiami, Florida 33178 City Authorization Section 1$ 85 THIS AGREEMENT made this it day of.-itL n the year 2014 by and between THE CITY OF MIAMI, FLORIDA, hereinafter caf d.: the "City," and The Corradino Group, hereinafter called the "Consultant." VITAL ' A. The City issued a Request for Qualifications ("RFQ") No. 12-13-004 on November 19, 2012, for the provision of Miscellaneous Civil 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: miscellaneous Civil Engineering Services [3.I RFQ No, 12-13-oo4 The Corradino Group PROFESSIONAL SERVICES AGREEMENT 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. 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 ("CBE") means a business that has registered with the relevant Miami -Dade County agencies to compete for County consulting contracts and has declared, by registrationfor statistical purposes, to be a CBE 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, 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 Program 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 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: 1.15 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 N'Fcellaneous Civil Engineering Services t4 i RFQ No;12-13-004 i 3,, di Group PROFESSIONAL SERVICES AGREEMENT 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 Risk Administrator means the City's Risk Management Administrator, or designee, of the - individual named by the City Manager to administer matters relating to insurance and risk of loss for the City. 1.18 Scope of Services or Services means a comprehensive description of the activlties, 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. 1.19 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 a Project or task. 1.20 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,,: 1.21 Work means all services, materials and equipment provided by/or under this Agreement with.the Consultant. 1.22 Work Order means a document internal to the City authorizing the performance of specific professional services for defined Project or Projects. 1.23 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. 1.24 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 ("RFW) and the Consultant's response thereto the RFQ will control, In the event of any conflict between the 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., AR` !q1 J GENERAL CONDITIONS 2.01: TERM: The term of this Agreement shall be for two (2) years commencing on the effective date hereof. The City, by action of the City Manager; shall have the option to extend the term for two (2) additional periods 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 2.04 are not exceeded. 2,m-1 Extension of Expiration 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 Work Orders shall be issued after the expiration date. 2.02 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. Miscellaneous Civil Engineering Services 151 RFQ No. 12-13-004 The Corradino Group PROFESSIONAL SERVIGES AGREEMENT 2.03 COMPENSATION 2.03-1 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 13 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> 2.03-2 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., Fla, Stat., 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 bills for travel expenses shall be submitted in accordance with Section 1.12,061, Florida Statutes. The Consultant shall utilize Attachment "C" for the submission of invoices, 2.04 COMMUNITY BUSINESS ENTERPRISE ("CBE") PARTICIPATION REQUIREMENTS Pursuant to City Code, Section 18-87, all Proposers must adhere to the following CBE participation requirements per Ordinance 13331.. 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.. 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 working 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 tows "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 Wscellaneous Civil Engineering Services (6 i, RFQ No. 12-13-004 i't, : Corradino Group PROFESSIONAL SERVICES AGREEMENT 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 Agreement as stated herein. Such extension of time shall not be cause for any claim by the Consultant for extra compensation. ARTICLE 4 SUB C0NSULT,6NTS. 4.01 GENERAL 4.01-1 A Sub -Consultant, as :defined in Article 1.18 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 SUB -CONSULTANT RELATIONSHIPS 4.02.1 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. 4.02.2 -Nothing contained in this Agreement shall create any contractual or business relationship between the City and the Sub -Consultants. The Consultant acknowledges that the Sub -Consultants are entirely under his direction, control, supervision, retention and/or discharge. 4.03 CHANGES TO SUB -CONSULTANTS The Consultant shall not add, modify, or 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 5.01 GENERAL If the Consultant fails to comply with any term or condition of this Agreement, or fails 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 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 thissection shall not release the Consultant from any obligation accruing prior.to the effec1lvei 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 nave been cured. 5.02 CONDITIONS OF [DEFAULT A finding of Default and subsequent termination for cause may include, without limitation; any of the following: Miscellaneous Civil Engineering Services [71 RFQ No. 12-13-004 The Corradino Group PROFESSIONAL SERVICES AGREEMENT 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, orfails to complete the Work in a timely manner as required by this Agreement. 5.03 TIME TO CURE DEFAULT; FORCE MAJEURE The City throughthe 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 drays 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 interpretedunder Florida law, then the City may allow, an extension of time reasonably commensurate with the cause of such failure to perform or cure, ,ART..ICLE 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, provided that said documentation is turned over to Director or designee within ten (10) business days of termination. Failure 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, 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 was 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_ 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 solicitor 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, %s�,ellaneous Civil Engineering Services GO 1, RFQ No. 12-13=004 >;;;�, adino Group 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 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 developedunder 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 Consultantagrees 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 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 bylaw, 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 incidentto.the proper performance of the .Consultant I's obligations hereunder, or in the course of judicial or legislative proceedings where such information has been properly subpoenaed, any non-public information 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 The Consultant will keep adequate records and supporting documentation, which concern or reflect its services hereunders 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, howeversuch 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 bylaw; (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 IkAi�rellaneous Civil Engineering Services 191 RFQ No, 12-13-004 1 iiu Corradino Group PROFESSIONAL SERVICES AGREEMENT requirements; (5) All electronically stored public records must be provided to the City in a format compatible with the City's information technology systems.. 119.0701 Contracts public records,-® (1) For purposes of this section, the term: (a) Contractor' means an individual, partnership, corporation, or business entity that enters into a contract for services with a public agency and is acting on behalf of the public agency as provided under s. 119,011(2). (b) 'Public agency means a state, county, district, authority; or municipal officer, or department, division, board, bureau, commission, or other separate unit of government created or established by law. (2) In addition to other contract requirements provided by law, each public agency contract for services must include a provision that requires the contractor to comply with public records laws, specifically to: (a) Keep and maintain public records that ordinarily and necessarily would be required by the public agency in order to perform the service,. (b) Provide the public with access to public records on the same terms and conditions that the public agency would provide the records and at a 'cost that does not exceed the cost provided in this chapter or otherwise provided by law, (c) Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law; (d) Meet all requirements for retaining public records and transfer, at no cost, to Ahe public agency all public records in possession of the contractor upon termination of the contract and destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements.. All records stored electronically must be provided to the public agency in a format that Is compatible with the information technology systems of the public agency,:. (3) If a contractor does not comply with a public records request, the public agency shall enforce the contract provisions in accordance with the contract. ARTIChE.8.. ,INDEMNIFICATIONS The Consultant shall indemnify, defend, save and hold harmless the City and its officials, employees and agents (collectively referred to as 'Indemnitees'`) and each of them from and against all loss, costs, penalties, fines, damages, claims, expenses (including attorney's fees) or liabilities (collectively referred to as "liabilities") arising out of or resulting from or in connection with (i) the performance or non -.performance of the duties, responsibilities, standards, services, supplies, materials :and equipment contemplated by this Agreement which is directly or indirectly caused, in whole or in part, by any act, omission, default, professional errors or omissions, or negligence (whether active or passive) of CONSULTANT or its employees, agents or sub consultants (collectively referred to as "Indemnifying Parties `""), regardless of whether it Is, or is alleged to be, caused in whole or part (whether joint, concurrent or contributing) by any act, omission, default, breach, or negligence (whether r active or passive) of the Indemnifying Parties or Indemnitees, or any of them, car (ii) the failures of the CONSULTANT to comply with any of the provisions herein; or (iii) the failure of the CONSULTANT , or the Indemnitees; if applicable, to conform to statutes, ordinances, rules,. or other regulations or requirements of 'any federal, state, county, or city governmental authority or agency special district or state school, in connection with the granting , approving or performance of this Agreement, or any Amendment to this Agreement, or any actions or challenges that may arise out of this Agreement, as amended, by, as due to alleged failure to comply with any ,applicable procurement requirements or similar limitations imposed on such agreements by law, CONSULTANT expressly agrees to indemnify and hold harmless the Indemnitees, or any.of them, from and against all liabilities which may be asserted by an employee or former employee of CONSULTANT or Miscellaneous Civil Engineering Services p0 1 RFQ No. 12-13-004 'i„tie Corradino Group PROFESSIONAL SERVICES AGREEMENT any of its subcontractors, as provided above, for which the CONSULTANT 's liability to such employee or former employee would otherwise be limited to payments under state Worker's Compensation or similar laws; This section shall be interpreted and construed in a manner to comply with any applicable Florida Statutes, including, without limitation, Sections Version A; 725.06 and 725,08, F.S., If applicable. Severability shall apply to each sentence of this section, This Indemnification shall survive the cancellation or expiration of the Agreement,; The Consultant shall require all Sub Consultant agreements to include a provision that they will indemnify the City. The Consultant agreesandrecognizes 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 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 by the Consultant. ARTICIL,EE 99 INSURANCE The Consultant shall riot start Services under this Agreement until the Consultant has obtained all insurance requiredhereunder and the City's Risk Manager 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 COVERAGE' The Consultant shall 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 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 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 per occurrence, $2,000,000 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,additiona1 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 awned autos with a minimal combined single. limit of $1,000,000 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 11i:Gcell aneous Civil Engineering Services [11 l RFQ No. 12-13-004 ;n,c: i orradino Group PROFESSIONAL SERVICES AGREEMENT The Consultant shall maintain Professional Liability Insurance including Errors and Omissions coverage in the minimum amount of $1,000,000 per claim, $1,000,000 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 orany person employed by the Consultant in connection with this Agreement.::?hisinsurance 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 The Consultant shall maintain Worker's Compensation Insurance in compliance with Florida Statutes, Chapter 440, as amended, and Employee's Liability with a minimum limit of $500,000 each occurrence..: 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 61.0,,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. ARTICLE10MISCELLANEOUS 10.01 AUDIT 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 §18-101 and § 18-102,.City'Code, are applicable to this Agreement and are deemed as being incorporated by reference herein; 10,02' ENTIRE AGREEMENT This Agreement, as it maybe 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 either party of a breach of any provision of this Agreementshallnot 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 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. 2'laneous Civil Engineering Services [12 i RFQ Now 12-13-004 x udino Group PROFESSIONAL SERVICES AGREEMENT 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 ail 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 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 pride 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 bebrought. 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 0 where the Consultant shall pay the City's reasonable attorney'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 City of Miami: Mark Spanioli, P,E. Director City of Miami Capital Improvements Program (CIP) 444 S,W. 2°d Ave„ 8`h FI Miami, Florida 33130 Jeov:ann:y Rodriguez, PE, Assistant Director City, of Miami Capital Improvements Program (CIP) 444 S.W.'2nd Ave.,, - 8`h FI. Miami, Florida 33130 For Consultant: Mike Ciscar, PE Vice -President The Corradino Group 4055 NW'g7`h Avenue; Suite 200 Miami, FL 33178 10.07 INT15RPRETATION 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 Miscellaneous Civil Engineering Services [13 i RFQ No. 12-13-004 The Corradino Group PROFESSIONAL SERVICES AGREEMENT 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 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 pro1ect(s), and/or following the completion of the projects(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 certified 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), therebyproviding 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 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, 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. 10,12-1 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. 10.12-2 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 K/,isr, illaneous Civil Engineering Services (14 l RFQ No, 12-13-004 i is Corradino Group PROFESSIONAL SERVICES AGREEMENT applicable regulations, guidelines and standards. Additionally -the Consultant shall take affirmative steps to -insure nondiscrimination in employment of disabled persons, 10.15 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 providedfor herein dealing with the City or decisions of the City shall be within the exercise of the reasonable professional discretion of the Director or the Director's authorized designee.. 10.15 RESOLUTION OF CONTRACT 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 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 fail to resolve the dispute the Consultant shall submit their dispute in writing, with all Supporting documentation, to the Assistant Director -Contracts, as identified in Article 10.06, Notices. Upon receipt of said notification the Assistant Director -Contracts shall review the issues relative to the dispute and issue a written.finding. Should the Consultant and the Assistant Director -Contracts fail to resolve the dispute the Consultant shall submit their dispute in writing within five calendar days to the Director. Failure to 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 shell 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 $500,000.00, the City Manager's decision shall be approved or disapproved by City Commission. The Consultant shall not be entitled to seek judicial relief unless: 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 Crdinances 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, Miscellaneous Civil Engineering Services (151 RFQ No, 12-13-004 )Y_�Corradino Group PROFESSIONAL SERVICES AGREEMENT Funding for this Agreement is contingent on the availability of funds and continued authorization for program activities and the; Agreementis subject to amendment or termination due to lack of funds, reduction of funds andlor 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. n2i,;::ellaneous Civil Engineering Services [16 l RFQ No. 12-13-004 Corradino Group PROFESSIONAL SERVICES AGREEMENT IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and. year first above written. WITNESS/ATTEST, The Corradino Group PROFESSIONAL SERVICES AGREEMENT CERTIFICATE OF AUTHORITY (IF CORPORATION) I HEREBY CERTIFY that at a meeting of the Board of Directors of a cor oratlt I organized and exi'00' llltder the laws of the State of , h iz fr r" held on the I d y of f� '� ) " , "o resolution was duly gassed and adopted authorizing (Narne)k� as (Title) . A,11 of the corporation to execute agreements on behalf of the corporation a " rta ing that his/her execution thereof, attested by the secretary of the corporation, shall be the official act arid deed of the corporation,, ( t`0,0helr certify that said q(ution remains in full force and effect; r ( E WH 'OF, I have hereunto set my hand this , day of ..: C e tdta' Print::t ) �, CERTIFICA 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) (Title) of the partnership to execute agreements on behalf, of the ers partnhip and provides that his/her execution thereof; attested by a partner; shall be the official act and deed of the partnership, I further certify that said partnership agreement remains in full force and effect. IN WITNESS WHEREOF,'I have hereunto set my hand this day of a 20 Partner: Print ,'.-Aianeous Civil Engineering Services [18 i RFQ No,.12a13 004 -rhe Corradino Group PROFESSIONAL SERVICES AGREEMENT CERTIFICATE OF AUTHORITY (IF JOINT VENTURE) Joint ventures must submit a joint ventur.e.agreem.ent indicating that the person signing this bid is authorized to sigh bid documents on behalf of the joint venture. If there IS no joint venture agreement each member of the joint Venture must Sigh 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 !h6'Aqreement to which this attestation is attached,, IN WITNESS WHERE . OFJ have hereunto set my hand this day of 20, Signet,,--, Print: NOTARIZATION STATE OF F -L ) SS", SIGN, URE 0 OT Y PUBLIC V PIOA F-��OFf?'. STAX _.Cil 11ANAP (lP NinTAPY PI IRI 1('. Miscellaneous Civil Engineering Services [19 l RFQ lNo. 12-13-004 The Corradino Group PROFESSIONAL SERVICES AGREEMENT ATTACHMENT A - SCOPE OF WORK ARTICLE:A1 GENERAL Civil Engineering Services shall include, but are not limited to, complete planning and design services, programming, pavement analysis surveying, roadway analysis, geotechnical, options evaluations, public meetings, detailed assessments. and recommendations, cost estimates, opinions of probable construction cost, review of Work prepared by Sub -consultants :and other consultants, field investigations and observations, post design services, construction administration, and other related Services as needed to complete the Project,_: Consultant shall provide comprehensive Civil Engineering services for the Project for which Consultant was selected in accordance with Section 28T.055 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 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 a Work Order. 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. Consultant shall furnish; as Basic Services, comprehensive civil engineering professional services for the Project. The Project shall include roadway reconstruction or resurfacing, drainage improvements, storm water management, swale restoration, curbs, gutters, sidewalks, lighting improvements, landscaping, signage and striping, verification of City's Pavement Analysis Report within the Project area; digitally record existing conditions in the Project area; research 311 calls for various complaints, and any survey, geotechnical, and utility coordination required to produce complete sets of signed and sealed construction documents, specifications and estimate of probable construction costs for the Work. 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 CIP 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 proposed 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 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 CIP will prepare a Work Order that Will be reviewed by. CIP staff and the Director or designee. Upon.;approval CIP will issue a written Notice to Proceed subsequent to approval of the Work .Order by the Director or designee. ARTICLE A2..13ASIC;SERVICES Consultant agrees to provide complete Civil Engineering services as set forthinthe 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. Consultant shall maintain an adequate staff of.qualified personnel on the Work at all times to ensure its performance as specified in the Agreement.,: :::`teous Civil Engineering Services [20 i RFQ Noy 12-13-004 'I"ne Corradino Group W PROFESSIONAL SERVICES AGREEMENT 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 City. Consultant shall not proceed with the next task of the Work until the documents have been approved, in writing, by City, and an Authorization to Proceed with the next task has been issued by City. 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 61G15-19.001(4) and Section 471.033(1) (g) of the Florida Statutes. Consultant shall perform due diligence, in accordance with best industry practices, in gathering information and inspecting a .Project site priorto 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 Consultant shall conferwith representatives of City, the Project Manager; and other jurisdictional agencies to develop several options for how the various elements of the project will be designed and constructed, - A2.01-2 Consultant shall, utilizing a compilation of available documentation, confer with representatives of City, the Project Manager, and other jurisdictional agencies in.orderto 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 remaining items will be called Designs. A2.01-3 A2.01.-4 Consultant shall prepare written descriptions of the variousoptions and shall participate in presentations to multiple groups explaining alternative options. Sufficient detail shall be provided to support the presentation materials. Consultant shall hire the appropriate sub -contractor to provide Civil Engineering services which are not in-house : Sueveys shall include the location of all site structures including all utility structures and faciltie.sx Consultant shall also engage;a soil testing firm to perform soil borings: and other tests required for new construction work,::The extent to which this Work will be.needed shall be based on the surveying and soil ;borings performed previously by the City. Cost of the surveyor and soil engineering firm shall be billed as reimbursable expenses. A2.02 ANALYTICAL REVIEW Verification of the.City's Pavement Analysis Report within the Project area;. digitally record existing conditions in the Project area; research 311 calls for various complaints, especially drainage complaints; and digitally record' project area during significant rain. events. A2.03 SCHEMATIC DESIGN A2.03.1 Recommended Course of Action Consultant shall prepare and present, in writing, for approval by the Project Manager, a Recomriiended Course of Action (RCA) for the areas comprising the Project. The RGA shall include, but is not limited to: 1. Street name and limits 4fi•°':ianeous Civil Engineering Services i21 i RFQ No. 12-13-004 The Corradino Group PROFESSIONAL SERVICES AGREEMENT 2. Recommended remediation efforts to bring the subject street up to a minimum "good" rating as outlined in the Citywide Pavement Analysis Survey 3. A detailed cost estimate for design and construction that maximize the number of streets that would be upgraded from poor to at least good, 4. A design and construction schedule for the recommended Course of Action A2,04 DESIGN DEVELOPMENT From the approved RCA, Consultant shall prepare and present the following in writing: 1. The design parameters to be used for each street being improved (ie, reconstruction, milling and resurfacing, etc,) 2, The submittal requirements for each street 3. The final cost estimate for design and construction A2.05 CONSTRUCTION DOCUMENTS From the approved Design Development Documents, Consultant shall prepare for written approval by City, Final Construction Documents setting forth all design drawings and specifications needed to comprise a fully biddable, perrnittable, constructible Project. Consultant shall produce 30%, 60%, 90% and Final Construction Documents for review_ and approval by City, which shall include the following: 1. A drawing cover sheet listing an index.of all number of drawings by each discipline Drawings not.inciuded in the 30%, 60%, 90% and Final review shall be noted.,; 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;. 3, An updated Statement of Probable Construction Cost in CSI format. 4. Consultant may also be authorized to include in the Construction Documents approved additive and/or deductive. alternate bid items, to permit 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%o and Final of the Specifications completed, 6. 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 City in connection with alternates required by the failure of Consultant to design the Project within the Fixed Limit of Construction Costa 7. Consultant shall provide an index of ail submittals required by the Contractor that clearly identifies submittals for which the Contractor shall be responsible for design; 8. Consultant shall submit the special or supplemental terms and conditions separate from the technical specifications. 9. Consultant shall not proceed with further construction document development until approval of the 30%documents is received in writing from City. Approval by City shall be for. progress only and does not relieve Consultant of its responsibilities and liabilities relative to code compliance and to other covenants contained in this Agreement. Consultant shall resolve all questions indicated on the documents and make all.changes to the documents necessary in response to the reviewcommentary. The 3n. Documents review .(check) set shall be returned to City upon submission of 60% complete Construction Documents and 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. ilAiscellaneous Civil Engineering Services {22 1 RFQ No. 12-13-004 The Corradino Group PROFESSIONAL SERVICES AGREEMENT A2.05-1 Maximum Cost Limit to authorizing the Consultant to proceed with preparation of Construction Document Development, the City shall establish and communicate to the Consultant, a maximum surn for the cost of construction of the Project ("Maximum Cost. Limit"). if the City has not advertised for bids within ninety (90) days after the .Consultant submits the Final Design to the City, the estimate of the.cost of construction shall be adjusted by 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 ten (10%) percent of the Maximum Cost Limit. A2.05-2 Dry Run Permitting The Consultant shall file and follow-up for approval of building permits at the earliest practicable time during the performance of the Work, for approval by 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 CIP 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 shal1-b e provided-in-both.:.pdf and-,doc formats------- A2,06 ---- A2.06 BIDDING AND AWARD OF CONTRACT A2.06-1 Bid Documents Approvals and Printing Upon obtaining all necessary approvals of the Construction Documents from authorities having jurisdiction, and 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 and 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, A2.06-2 Issuance of )aid 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-Bld 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. A2.06.3 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 necessary to bring the Probable Construction Cost based on such revisions within the Total Authorized Construction Budget. The City may exercise such option where the bid price i..=s Civil Engineering Services (23 i RFQ No. 12-13-004 /lie Corradino Group PROFESSIONAL SERVICES AGREM) NT exceeds 10%p 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 above the Consultant shall, without additional compensation., modify the Construction Documents as necessary to bring the Probable Construction Cost within the budgeted amount. A2.07. ADMINISTRATION OF THE CONST'RUC'TION CONTRACT A2.07-1 The ConstructionPhase will begin with the issuance of a Notice to Proceed (NTP) and will end when the Consultant has provided to the City all post construction documents, including Contractor As -Built drawings, 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 by law, A2.07=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. A2.07-3 The Consultant and respective 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 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 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 and distributing minutes. of all meetings and field Inspoctions report it is asked to attend. Consultant and 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 will not be held responsible for the Contractor's or sub -contractors', or any of their agents' or employees' failure to perform the work in accordance with the contract unless such failure of performance reSults,frorn the Consultant's acts or omissions. A2,07-4 The Consultant shall furnish the City with a written report of all observations of the Work made by Consultant and require all 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 submit them in a timely manner, The Consultant and the Sub- consultant shall ascertain that the Work is acceptable to the City. 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 shall result in the rejection of payment requests and may result in a proportional reduction in Construction Administration fees paid to the Consultant. A2.07.5 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 us Civil Engineering Services [24 I RFQ No. 12-13-004 1 r ie Corradino Group PROFESSIONAL SERVICES AGREEMENT requisition subject to: a detailedevaluation of the Work for conformance with the contract upon substantial completion; 2. The results of any subsequent tests required by the contract; 3. Minor deviations from the contract correctable prior to completion; 4. 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. A2.07-6 The Consultant shall be the interpreter of the requirements of the Contract Documents and the judge of the performance thereunder,.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 mafters.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 a'nd reasonably inferable.from, the Contract Documents and shall be in written or graphic form. A2.07-7 The Consultant shall have the authority to recommend rejection of Work which does not conform to the Contract Documents. Whenever, in hislher 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„ A2.07-8 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 b construction 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, BFI's or other submittals by the Contractor, to return the shop drawings or submittals to the Contractor with comments indicating either approval or disapproval. Consultant shall provide the Contractor with a detailed written explanation as to the basis for rejection,._ A207.9 The Consultant shall initiate and prepare required documentation for changes. as required by the Consultant's own observations or as requested bythe 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 recommendation. A2.07.10 The Consultant shall examine the Work upon receipt of the Contractor's request for 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 substantially complete in 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 discrepancies in the Work required to be corrected by the Contractor in accordance with Florida Statute 218.735, Upon satisfactory completion of the punch -list the Consultant shall recommend execution of a "Certificate of Final Acceptance" and sceilaneous Civil Engineering Services [25 RFQ No, 12-13-004 The Corradino Group PROFESSIONAL SERVICES AGREEMENT final payment to the Contractor. The Consultant shall obtain from the Contractor upon satisfactory completion of all items on the punch -list, all necessary close-out documentation from the Contractor including but not limited to all guarantees, 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. A2.07-11 The Consultant shall monitor and provide assistance inobtaining the Contractor's compliance with its contract relative to 1) initial .instruction of City's personnel in the 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 a smooth transition from construction to occupancy by the City. A2.07-12 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 certification required under this Agreement including the contents of "as -built" documents is 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. A2,07.13 The Consultant shall furnish to the City one complete set of "As -built Drawings", in Auto CADD Version 2000 or such other format acceptable to the City. A2.07-14 The Consultant shall 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. A2.07.15 The Consultant shall assist the City in the completion of'the Contractor's performance evaluation during construction Work and upon final completion of the Project: M:„s Civil Engineering Services [26 ( RFQ No: 12-13-004 7h6 Corradlno Group 0 PROFESSIONAL SERVICES AGREEMENT ARTICLE A3 ADDITIONAL SERVICES: A3.01 GENERAL Services categorized below as "Additional Services" may be specified and authorized by 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 City Manager and will.be compensated for as provided in Attachment B, Section 8106. 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 Appraisals: Investigation and creation of detailed appraisals and valuations of existing facilities, and surveys or inventories in connection with construction performed by City. A3.02-2 Specialty Design: Any additional special professional services not included in the Scope of Work. A3.02-3 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 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 the Contractor, sub -contractor, or equipment manufacturer, A3,02-4 Maior 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 City and are due to causes beyond the control of 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).. A3.02.5 Expert Witness: Preparing to serve or serving as an expert witness in connection with any arbitration proceeding or legal proceeding, providing, however, that Consultant cannot testify against City in any proceeding during the course of this Agreement. A3.0246 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 A4,CITY'S RESPONSIF3ILITIES A4.01 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 Wormation_as an Additional Service, eligible as a Reimbursable Expense. A4.01-1 Surve s; 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 arid/or electrical services. r'.< : ous Civil Engineering Services [27 i RFQ No 12-13-004 `'I be C orradino Group PROFESSIONAL SERVICES AGREEMENT A4.0'1-2 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. Consultant shall recommend necessary tests to City. A4.01-3 General Project Information::' Information regarding Project Budget, City and State procedures, guidelines, farms, formats, and assistance required establishing a program as per Section A2,02. A4.01-4 Existing..Drawin_gs; Drawings representing as -built conditions at the time of original construction, subject to as -b 'It availability. However, such drawings, if provided, are not warranted to represent conditions as of the date of receipt. 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. A4.01.5 Reliability: The services, information, surveys and reports described in A5.01.-1 through A5.01-4 above, shall be furnished at City's expense, and Consultant shall be entitled to rely upon the accuracy and completeness thereof, provided Consultant has reviewed all such information to determine if additional information and/or testing is required to properly design the Project. A4.02 CONSTRUCTION MANAGEMENT A4.02-1 During construction, 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. A4.02-2 If City observes or otherwise becomes aware of any fault or defective Work in the Project, or other nonconformance with the contract during construction, City shall give prompt notice thereof to Consultant. rscellaneous Civil Engineering Services [28 1 RFQ No. 12-13-004 The Corradino Group PROFESSIONAL SERVICES AGREEMENT SCHEDULE Al. - SUB -CONSULTANTS SCHEDULE A2. - KEY STAFF Miscellaneous Civil Engineering Services [28 RFQ No, 12-13-004 The Corradino Group ATTACHMENT B - COMPENSATION ARTICLE B.1 ME_THOD OF C019111PENSATION The fees for Professional Services for each Work Order shall be determined by one fdlovVing methods mocombination thereof, at the option of the Director or designee, with the consent of the a) A Lump Sum (See Section B3.01). b) An. Hourly Rate, as defined B3..02inSection and at. the rates set forth in Section NOTE: The Lump Sum manner of compensation Is the preferred and primary form of compensation. B1.01 COMPENSATION LIMITS The aggregate sum of all payments for fees and costs, including reimbursable expenses, to the Consulta nt paya I ble by the City under this Agreement shall be limited to the amount specified in Section 2.0-1 as the maximum compensation Ii . mit for cum ulativeexpenditures 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 . whore specifically approved in accordance with, the City Code.by:th,e City Manager or City Commission.as applicable as. an increase to the Agreement and put into: effect via anAmendment to this Agreement. 131.02 CONSULTANT NOT TO EXCEED Absent an amendment to the any mpacfp Vyor dollar any maximum or percentage o��dfo compensation shall not bemxo*edod. |nthe event they are ooexceeded, the City shallhaveno||abi|ityorreopunaibi|dyforpay|nganyomountofnuohexoeua.whiubwi||boatthe Consultant's own cost and expense. ARTICLE 62 WAGE RATEQ 5.132.01 FEE BASIS All feev 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, T - he averages o f said certified Wage Rates are summarized in Schedule 131 incorporated herein by referenceY, Said VVage Rates are the effective direct* hourly rates, 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. B202 EMPLOYEES AND JOB CLASSIFICATIONS Schedule 131 identifies the `professions, job categories and/or! d to be usedduring tho term of this Agreement. These include architects, engineers, landscape architects., interns, designers,.CADD technicians, project managers, GIS and environmental specialists, specification writers, clerical./acirninis.trative. 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 employbes at particular Wage Rate levels, B2.03 MULTIPLIER For sid undermultiplier | apply to the Consultant's hourly Wage Rates in calculating c* ompensatfon payabl e 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. A. copy of your firm's Florida Department of Transportation ("FDOT'�) Lorraine E. Odern lettershall be submitted to .. CIP upon request for review. 82o4 (:ALCULAT|QN Said Wage Rates are tnheutilized 6ythe Consultant ih-oa| |' n enoation pa b|u�n specific oo�gnmentaand VV�k(}hdensaemque�edbythe Cby.The Consultant ehaUidon�h'obclass! oaUono. �vil Engineering Bemmm [30 1 RFONo�12-1%-004 The CmradinoGroup ATTACHMENT a -COMPENSATION available staff and projected man-hours d for the proper completion of tasks and/or groups of tasks, milestones and dellverables identified under the Scope of Work as exemplified in Schedule A2,, B2.05 EMPLOYEE BENEFITS AND OVERHEAD _ Regardless ufthe method ofcompensation elected herein, compensation paid bythe City oho|Lviethe Multiplier; cover all the Consultant costs including, without |im|tadun, employee fringe banof|tu(o.g. sick leave, v000Uun. 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 Agreement. 82.06 ESCALATION There shall be no escalation clause as part of this Agreement. ARTICLE B3 COMPUTATION OFFEES AND COMPENSATION The City agrees to pay the Consultant, and the Consultant agreesbzaccept for services rendered pursuant to this Agreement, fees computed 6yone mocombination of the methods outlined above, ao .appUcab|e,inthe following manner: BI01 LUMP SUM: Compensation for a Scope of Work can be, a Lump Sum and must bomutually agreed upon in writing by the City and the Consultant and stated in, a Work Order.. Lump Sum compensation is the preferred method ofoumpenoedon� B3,01-1LB3,01-1Lump Sum compensation shall �e calculated by the Consultant utilizing the Wage Rates establis phissuing City may require the Consultant to verify or its requested Lump Sum compensation. Such verification shall present sufficient information aedepicted inSchedule A2. B3.02 HOURLY 'RATE FEES B3.02'1 Hourly Rat, Fees shallbe those r the Consultant and Sub- , Consultant employees identified inSchedule B!Wage Rates. All hourly rate fees will Include amaximum not to.ax.coed figure, inclusive ofall costs expressed inthe contract, documents.. The City shall have noliability for any fee, cost orexpenae,aboywthis figure. on.V2'2 Conditions for gse: Hourly Rate Fees shall be used only in those instances where the pates agree that .it is not possible to determine, defino, quantify and/or ]u1 the | /o asPecto, book«, ma»'h»«ro, or milestones �na p��ou� p or portion, thereof at the time of Work Order issuance. Hourly Fees may be utilized for Additional Work that is similarly indeterminate. In such oaoe«. the City will establish onAllowance |nthe Work Order that shall serve os.eNot tu Exceed Foe for the Work tobv performed onmnHourly Rate Basis. B3,03 REIMBURSABLE EXPENSES Any fees for authorin6 reimbursable expenses shall not include charges for the Consultant handling, office rent or overhead expenses of any kind, including local telephone and utility ohargem, bffIue and drafting Kes, depreciation of equipment, professional dues, subscrlpflons,reproduction drawings and specifications (above the quantities set forth in this Agreemeni), mailing, stenographic, clerical,, or other employees time for travel and subsistence . All reimbursable services shall be billed to the City at direct cost expended by the Cbhsuftant. City authorized reproductions in excess of sets required at each phase of the Work will be a Reimbursable Expenso. The City will reimburse the Conuu|tant'for authorized Reimbursable Expenses pursuant to the limitations of this Agreement as verified by supporting gooumehtation deemed appropriate by 0nectorur designee including, without Umitatiun, detailed bills, 'itemized invoices and/or copies ofcancelled checks. B3.04 FEES FOR ADDITIVE orDEDUCTIVE ALTER S: The design of additive and deductive alternates contemplated as part of the original Scopefor aProject as authorized by the Director will be considered as part of Basic Services, The design of additive and deductive alternates that are beyond the odginal Scope, of Work and construction budget may be billed to Civil Engineering Services p11 RFQNo. 1248-0O4 ATTACHMENT B - COMPENSATION 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. B3.05 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 83,05 and BIN respectively, may be applicable. The Consuitant.shall utilize the Work Order Proposal Form and worksheets which can be found on the City's Webpage at: wwu e iar i.:o�..oroi i`fca ita i ro ' orttsl a at r ou W fift : frttrntiia . 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. B3,05-1 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. B3.05-2 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. 133,05.3 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; 8mis PAYMENT EXCLUSIONS The Consultant shall not be compensated by. the. City:for revisions and/or modifications to. drawings 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 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 Project.is resumed after having been suspended.for more than three months; the Consultant's further compensation shall be subject to renegotiations. R„ TICLE;A..... PAYNIKNTST:O:..THE...C.ONSUL.TANT B4.01 PAYMENTS GENERALLY Payments for BasicServices 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 tnWi+v riri: ov cc5cnl a ita1l� trieYi't 1 a e li roe., eme tOorltrnitir�;>=: Failure to use the City Form will result in rejection'of the invoice, <auus Civil .Engineering Services [32 I RFQ No. 12-1s-004 The Corradino Group ATTACHMENT COMPENSATION B4.02FOR COMPREHENSIVE BASIC SERVICES For those Projects and Work Orders where comprehensive_ designservices are stipulated, said payments shall, in the aggregate, not exceed the percentage of the estimated total Basic Compensation indicated below for each Phase, B4.03BILLING 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, 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.certif ed invoice, giving names, classlfication, 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 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 estimatedfee to completion. B4:04-1 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 -.13.5. REIMBURSABLE. EXPENSES,: 135.01 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; B5.01-2 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 and express 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.satisfactorydocumentation. ous Civil Engineering Services [33 i RFQ No. 12-13 004 The Gorradino Sroup ATTACHMENT B ,cbmPEN5AT10N 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. B5.02 REIMBURSEMENTS TO THE.SUB-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 135 herein. ARTICLE 136 COMPENSATION FORREUSE OF.PLANS AND. SPECIFICATIONS, BUI 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. V8cellaneous Civil Engineering Services .[34 RFQ No.; 12.13-004 The Corradino Group ATTACHMENT B - COMPENSATION ATTACHMENT B -.COMPENSATION. SCHEDULE B1 - WAGE RATES SUMMARY j 3 Man Crew Party 23 4 Man Crew Party Party Chief Party Chief Instrument Man Instrument Man Rad Ma q. . n Two. Ro,d,m.e,n, Burdened Daily Rate ($044.00) (Burdened Daily Rafe: $1177.2.6) 6scellaneous Civil Engineering Services RFQ No. 12-13-004 The Corradino Group zr' fir, r CITY OF /i1M11 DEPARTMENT OF CAPITAL IMPROVEMENTS °°'11 IEA" tq � PROGRAM PROFESSIONAL SERVICES AGREEMENT Service Category Miscellaneous Civil Engineering Services Contract Type Miscellaneous Services Consultant BCC Engineering, Inc. Page 1 TABLE OF CONTENTS ARTICLE1 DEFINITIONS ..........................•....,.........................,...,.....................................,..........4 ARTICLE 2 GENERAL CONDITIONS..................................................................................................6 2.01 TERM„.............................................................•.....,.,.....,,...............,,....,.....,...................6 2.02 SCOPE OF SERVICES ...... ................................ ............. ........... ............................. .......... _...................... 6 2.03 COMPENSATION................... .......................... ............................. ....,......,,........,................ ,... ................... 6 ARTICLE3 PE=RFORMANCE . .....................................................................................................6 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 ARTICLE 4 SUE -CONSULTANTS ..............................................................................„.......................7 4.01 GENERAL. ..................................................•...........,........•.......,..7 4.02 SUB -CONSULTANT RELATIONSHIPS .......................... ...........................................................•,...,.,..,.....7 4.03 CHANGES TOSUB-CONSULTANTS ....................................................................................................7 ARICLE 5 DEFAULT .......... ......... ......... ..................................................................,..,.,,.......8 6.01 GENERAL •.................... .... .................................................... ...,.....,...,.•..•...,,.,..,...........,,........,,.,.......8 5.02 CONDITIONS OF DEFAULT.,.....................................................................................................8 5.03 TIME TO CURE DEFAULT; FORCE MAJEURE.................................•.•................................ ..............,8 ARTICLE 6 TERMINATION OF AGREEMENT...................................................................................8 6.01 CITY'S RIGHT TO TERMINATE .................. .•,................•.,...........•........•............•......, „ ..........., ....8 6.02 CONSULTANT'S RIGHT TO TERMINATE ................. ................................... ..,.,.................9 6.03 TERMINATION DUE TO UNDISCLOSED LOBBYIST OR AGENT ............................................ .,..,...,.9 ARTICLE 77 DOCUMENTS AND RECORDS.........................................•.......................................,......9 7.01 OWNERSHIP OF DOCUMENTS` ..,.................•..,...,......,..,.....,,..,.,,......,.......,............,..,....,., .9 7.02 DELIVERY UPON REQUEST OR CANCELLATION.. ................................. 11 ...... 11.1 _ ...............................9 7.03 . RE -USE BY CITY ... ..................................................... ........ ,...... ................................................ ,....,.....,,.,.9 7.04 NONDISCLOSURE.....................................................................................•........•........•.......1,..., .9 7.05 MAINTENANCE OF RECORDS ............................................................................ ..................................10 AR.TICLE 9 INSURANCE. , ..., ....,..,•.,..........•.................................................. ....................11 7.06 COMPANIES PROVIDING COVERAGE. ................I......... I_, ... .......,.,......,.,,..........,.,,...,......,,.11 7.07 VERIFICATION OF INSURANCE COVERAGE ............... ........................................................................11 } 7.08 FORMS OF COVERAGE ... .................................. .............. ......,,.....,..,.,..•...........,..,....12 9.04 MODIFICATIONS TO COVERAGE ...................................... .............. •,...,..,.•..,•..................................,12 SAI TICLE 10 MISCELLANEOUS . .....................................................,...........................,...................12 7.09 AUDIT RIGHTS, ....................... I_, ............ ... .I... .... ........................ ...................................... .....12 7.10 ENTIRE AGREEMENT, 13 7.11 SUCCESSORS AND ASSIGNS.. ... .. I., ............ . ................I_......,.....•... .•...• , , .......13 7.12 TRUTH -IN -NEGOTIATION CERTIFICATE ...............•............................... .......... ..................... 13 7.13 APPLICABLE LAW AND VENUE OF LITIGATION ............... ....................•.....,.,,...•....•,.............,.......,....•13 7.14 NOTICES. ......•........................................................................•.,........,.,...,.,......,....,......,.....•.......,..13 7.15 INTERPRETATION...........................................................................•......,........,...•.......,.........•......,..........14 7.16 JOINT PREPARATION.........•.........................................................................................................14 7.17 PRIORITY OF PROVISIONS ... ...................•......,....................,........,...,.,...........•....,,..,..,.,..............14 7.18 MEDIATION -WAIVER OF .JURY TRIAL...............................................................................................14 7.19 TIME ...,...........................................................................................................•.....,....14 7.20 COMPLIANCE WITH LAWS ........... .................. ...................................... ,................................................ 14 7.21 NO PARTNERSHIP__ Page 1 TABLE OF CONTENTS (CONTINUED) 7.22 DISCRETION OF DIRECTOR..,,......•.•......................................•.........•................,.....,............15 7.23 RESOLUTION OF CONTRACT DISPUTES: ........................................................................................... 15 7.24 INDEPENDENT CONTRACTOR:•.................................................................•..,,,,,..,................................16 ATTACHMENT A - SCOPE OF WORK.....................................................................................................20 ARTICLEAl GENERAL A1.01 . ................,................................,..,......,.....................,,,,.........,.,..,...............20 SCOPE OF SERVICES SERVICES ..,...• ...................................... ..... .....-................... .............................................. 20 A1.02 WORK ORDERS......•......•................•.....,.•........,........,...,..•......,.,...,..•..•.....•.,.,,..........................20 ARTICLE A2 BASICSERVICES ........................................................................................................20 .-......... 1111 ....................... ...,.,.,111,,1 .................................•.....,,...............,.................................20 A2.01 DEVELOPMENT OF OBJECTIVES ......... ........I ,......• 1111, ...,......................... 21 A2.02 ANALYTICAL REVIEW.............................. . •........... ............,..,........,.....,•..,..,,,.........,....,...,.........21 A2.03 SCHEMATIC DESIGN ............................ .........................••..•......••.........,•..,...,.....•.,...•.......•.................. ,21 A2.04 DESIGN DEVELOPMENT .................... .................. .... ............. ,............................................................... 22 A2.05 CONSTRUCTION DOCUMENTS,...•.....,,,....•.........................••,...•............................................,22 A2.06 BIDDING AND AWARD OF CONTRACT ..•.. ..... . .........•..............................................23 A2.07 ADMINISTRATION OF THE CONSTRUCTION CONTRACT ............................... .................. ................ 24 ARTICLE A3 ADDITIONAL SERVICES.................................................................................................27 A3.01 GENERAL............................................................. ................................... .................... ............................ 27 A3.02 EXAMPLES,.........•..................................•....,.......,...,.......•..............,..,,....,..........................,,..,27 A3.03 ADDITIONAL DESIGN . .. . ........... ..................•.. •.........................................., ..,,....27 ARTICLE A4 CITY'S RESPONSIBILITIES ......... .. ............ . ............. ........ ............ .......................27 A4.01 PROJECT & SITE INFORMATION .......•... I ...................................... I. ,.1 1 ..,....11.•.• ...........................27 A4.02 CONSTRUCTION MANAGEMENT ............................ .......... .......•. ,...,,.•..............................,......,..28 SCHEDULEAl. - SUB -CONSULTANTS ..........•..............................•...........,..,......,..,..............I.., ......,29 SCHEDULEA2. P- KEY STAFF.........................................................................................................•....... 29 ATTACHMENT B - COMPENSATION AND PAYMENTS ..............................•..................,......•..........,,...30 ARTICLE B.1 METHOD OF COMPENSATION ................. ...............,...............,.................................. ,30 B1.01 COMPENSATION LIMITS... .....•....•............................•.....................,..•......,.,,.......,,....•......,.,..,...,....,,30 81.02 CONSULTANT NOT TO EXCEED........................•...........•..•..•,......•.,..,,.....•...•.•...,..•,.•,...,..• .,..........,•....30 ARTICLE B2 WAGE RATES........., 30 ................................•............•......................,...."...,,,,..,.............I—...•.30 B2.01 EE BASIS...... •.... 82.02 EMPLOYERS AND JOB CLASSIFICATIONS. ... ... ........ ......•..,....,,,...,....,..........,•..•....... ,,,.....30 152,03 MULTIPLIER ........................... ....•..•.,•..,.......,...•.•...•............•.•......,..,..........•......,.,,..,.............................,30 B2.04 CALCULATION ................................. .. •.••...................•..,.....,.,...•..•......•................................30 B2.05 EMPLOYEE BENEFITS AND OVERHEAD........... •• .•..............................••.•... ... ..............31 132.06 ESCALATION. •........•.....•..., •....•...• .......• ... . .. . ........................... „ ..............,.......,...........,31 ARTICLE B3 COMPUTATION OF FEES AND COMPENSATION. ............................................................. 31 B3.01 1111,,, , ,,, ,,,, , ,.31 LUMP SUM; ...•......•..... .............. ............•...•.. , ...............................,....•.•.•...••. 1111.., . . . 133.02 HOURLY RATE FEES... •• .....,..111.1................. .............•...........•.......•....., ......... ................,... ,31 83.03 REIMBURSABLE EXPENSES-- ............. 83.04 FEES FOR ADDITIVE or DEDUCTIVE ALTERNATES:...... ......................31 83.08 FEES FOR ADDITIONAL SERVICES ..................... ,........ ........ ,............. ............. .......................... ,...... ,..32 B3.06 PAYMENT EXCLUSIONS.. • ...........•..•....•..•................•.....•..,........•...•.............•.•.•...• .32 B3.07 • FEES RESULTING FROM PROJECT SUSPENSION.....................•..•.,.,....,,.......•...,...............,,,............32 ARTICLE B4 PAYMENTS TO THE CONSULTANT ..................... ..........................•..,............,..............32 B4.01 ..... .... . ,.......... ,........................................ ..................... ......... 32 PAYMENTS GENERALLY . ..... ,,. ,111. •....., . 1, B4.02 FOR COMPREHENSIVE BASICSERVICES....................................•.................I........•.•......., ,..............33 84A3 BILLING - HOURLY RATE, .. •. ,..•....• ..............................33 ,•.,..... •....,... ..., 1111.,,., 1111 •..,, 111,1. B4.04 PAYMENT FOR ADDITIONAL SERVICES& REIMBURSABLE EXPENSES .....................1.... ,..,....,33 B4,04.1 DEDUCTIONS.. .. ARTICLE BS REIMBUR5ABLE EXPENSES:...........................................•....,..............,..................33 $6,01 ..............................................•..•.....••.•...,..,....... 33 GENERAL,..,..,,.,..•,.....1........................................... ..,,, 8$.02 REIMBURSEMENTS TO THE SUB�CONSULTANTS...............•.,.....,................................., .... ..,,.....34 ARTICLE BB COMPENSATION FOR REUSE OF PLANS AND SPECIFICATIONS ...........................34 B6.01 GENERAL. .............................. I., ......••....•.................................... ........................................................... 34 SCHEDULE 131 -WAGE RATES SUMMARY..., ......... I......•......................•......•.,,...•...............................•........,....35 Miscellaneous Civil Engineering Services [21 RFQ No. 1213-004 BCE Engineering Inc, CITY OF MIAMI DEPARTMENT OF CAPITAL IMPROVEMENTS PROGRAM PROFESSIONAL SERVICES AGREEMENT Service Category Miscellaneous Civil Engineering Services (RFQ No, 12-13-004) Contract Type Miscellaneous Services Consultant BCC Engineering, Inc. Consultant Office Location 7300' North Kendall Drive, Suit 400, Miami FL 33156 . City Authorization Section 1$-$5 THIS AGREEMENT made th!sZL day of 4A""� to the year 2014 by and between THE CITY OF MIAMI, FLORIDA, hereinafter caile the "City," and BCC Engineering, Inc., hereinafter called the "Consultant." RECITAL A. The City issued a Request for Qualifications ("RFQ") No. 12.13-004 on November 19, 2012, for the provision of Miscellaneous Civil 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: Miscellaneous Civil Engineering Services [3 BCC Engineering Inc. RFQ No. 12-13-004 PROFESSIONAL SERVICES AGREEMENT AR ICL,E 9 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 apart 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, 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 modiflcation shall mean the City Manager. 1,08 Community Business Enterprise ("CBE") means a business that has registered with the relevant Miami -Dade County agencies to compete for County consulting contracts and has declared, by registration for statistical purposes, to be a CBE 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. 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 Program 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 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. 1.114 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. 1.15 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 Miscellaneous Civil Engineering Services [4 j RFQ No. 12-13-004 BCC Engineering Ino, PROFESSIONAL SERVICES AGREEMENT 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 Risk Administrator means the City's Disk 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. 1.18 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. 1.19 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 a Project or task. 1.20 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. 1.21 Work means all services, materials and equipment provided by/or under this Agreement with the Consultant. 1.22 Work Order means a document internal to the City authorizing the performance of specific professional services for a defined Project or Projects. 1.23 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. 1.24 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 event of any conflict between the 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 Civil Engineering Services 161 RFQ No. 12-13-004 BCC Engineering Inc. PROFESSIONAL_ SERVICES AGREEMENT ARTICLE 2 GENERAL CONDITIONS 2.01 TERM: The term of this Agreement shall be for two (2) years commencing on the effective date hereof. The City, by action of the City Manager, shall have the option to extend the term for two (2) additional periods 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 2.04 are not exceeded. 2.01-1 Extension of Expiration 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 Work Orders shall be issued after the expiration date. 2.02 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. 2.03 COMPENSATION 2.03-1 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. 2.03-2 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, Fla. Stat., 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 bills 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. 2.04 COMMUNITY BUSINESS ENTERPRISE ("CBE7°) PARTICIPATION REQUIREMENTS Pursuant to City Code Section 18-87, all Proposers must adhere to the following CBE participation requirements per Ordinance 13331. 1) Assign a minimum of fifteen percent (16%) of the contract value to firms currently certified by Miami -Dade County as a Community Business Enterprise ("CBE"); 2) Place a specific emphasis an utilizing local small businesses from within the City's municipal boundaries. ARTICLE 3 PERFORMANCE Miscellaneous Civil Engineering Services 161 RFQ No, 12-13-004 SCC Engineering Inc. PROFESSIONAL SERVICES AGREEMENT 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 working 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. 104 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 Agreement as stated herein. Such extension of time shall not be cause for any claim by the Consultant for extra compensation. ARTICLE 44 SUB -CONSULTANTS 4.01 GENERAL 4.01-1 A Sub -Consultant, as defined in Article 1.18 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 i 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 SUB -CONSULTANT RELATIONSHIPS 4.02-1 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. 4.02.2 Nothing contained in this Agreement shall create any contractual or business relationship between the City and the Sub -Consultants. The Consultant acknowledges that the Sub -Consultants are entirely under his direction, control, supervision, retention and/or discharge. 4.03 CHANGES TO SUE -CONSULTANTS Miscellaneous Civil Engineering Services 171 RFQ No. 12-13-004 ECC Engineering Ino. PROrESSIONAL SERVICES AGREEMENT The Consultant shall not add, modify, or 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 55 DEFAULT 6.01 GENERAL If the Consultant fails to comply with any term or condition of this Agreement, or fails 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 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 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. 5.02 CONDITIONS OF DEFAULT A finding of Default and subsequent termination for cause may include, without limitation, any of the following: 6.02.1 The Consultant falls 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, 5.023 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 The 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 TI=RMINATION 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, provided that said documentation is turned over to Director or designee within ten (10) business days of termination. Failure 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, Miscellaneous Civil Engineering Services 18' I RFQ No, 12-13-004 BCG Engineering Inc. PROFESSIONAL SERVICES AGREEMENT 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 was 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 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 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. ARTICLE 7 DOCiUMENTS 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 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 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 Miscellaneous Civil Engineering Services 191 RFQ No. 12-13-004 BCG. Engineering Inc. PROFESSIONAL SERVICES AGREEMENT proceedings where such information has been properly subpoenaed, any non-public information 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 MAiNTENANC5 OF RECORDS The 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 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 requirements; (5) All electronically stored public records must be provided to the City in a format compatible with the City's information technology systems. 119.0701 Contracts; public records.— (1) For purposes of this section, the term; (a) "Contractor" means an individual, partnership, corporation, or business entity that enters into I a contract for services with a public agency and is acting. on behalf of the public agency as provided under s. 119.011(2). (b) "Public agency" means a state, county, district, authority,. or municipal officer, or department, division, board, bureau, commission, or other separate unit of government created or established by law. (2) In addition to other contract requirements provided by law, each public agency contract for services must include a provision that requires the contractor to comply with public records laws, specifically to; (a) Keep and maintain public records that ordinarily and necessarily would be required by the public agency In order to perform the service. (b) Provide the public with access to public records on the same terms and conditions that the public agency would provide the records and at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. (c) Ensure that public records that are exempt, or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law. (d) Meet all requirements for retaining public records and transfer, at no cost, to the public agency all public records in possession of the contractor upon termination of the contract and destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. All records stored electronically must be provided to the public agency in a format that is compatible with the information technology systems of the public. agency, (3) If a contractor does not comply with a public records request, the public agency shall enforce the contract provisions in accordance with the contract. Miscellaneous Civil Engineering Services [10 I RFQ No. 12-13-004 8CC Engineering inc, PROFESSIONAL SERVICES AGREEMENT The Consultant shall indemnify, defend, save and hold harmless the City and its officials, employees and agents (collectively referred to as "Indemnitees") and each of them from and against all loss, costs, penalties, fines, damages, claims, expenses (including attorney's fees) or liabilities (collectively referred to as "liabilities") arising out of or resulting from or in connection with (1) the performance or non-performance of 'the duties, responsibilities, standards, services, supplies, materials and equipment contemplated by this Agreement which is directly or indirectly caused, in whole or in pal, by any act, omission, default, professional errors or omissions, or negligence (whether active or passive) of CONSULTANT or its employees, agents or sub consultants (collectively referred to as "Indemnifying Parties "'), regardless of whether it is, or is alleged to be, caused in whole or part (whether joint, concurrent or contributing) by any act, omission, default, breach, or negligence (whether active or passive) of the Indemnifying Parties or Indemnitees, or any of them, or (IJ) the failures of the CONSULTANT to comply with any of the Rrgy[a� herein; or (III) the Failure of the CONSULTANT , or the Indemnitees, If applicable, to conform to statutes, ordinances, rules,. or other regulations or requirements of any federal, state, county, or city governmental authority or agency , special district or state school, In connection with the granting , approving or performance of this Agreement, or any Amendment to this Agreement, or any actions or challenges that may arise out of this Agreement, as amended, by, as due to alleged failure to comply with any applicable procurement requirements or similar limitations imposed on such agreements by law, CONSULTANT expressly agrees to indemnify and hold harmless the Indemnitees, or any of them, from and against all liabilities which may be asserted by an employee or former employee of CONSULTANT or any of its subcontractors, as provided above, for which the CONSULTANT 's liability to such employee or former employee would otherwise be limited to payments under state Worker's Compensation or similar laws. This section shall be interpreted and construed In a manner to comply with any applicable Florida Statutes, Including, without Ilmitation, Sections Version A. 725.06 and 725.08, E&, if applicable, Severability shall apply to each sentence of this section, This Indemnification shall � The Consultant shall require all Sub Consultant agreements to include provision that they will indemnify /responsible for any claims which may result from any actions or omissions of the CONSULT -ANT in which"the Cs participated either through review or concurrence of the Consultant's actions, In �reviewing, approving or rejecting any ubmisaion by the Consultant orother acts of the Consultant, the City in no way assumes or shares any nanpunu|biNV or liability of the Consultant or Sub ! Consultant under this Agreement. . Tan do|!om ($18) 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 I±[E The Consultant shall not start Services under this Agreement until the Consultant has obtained all Insurance required hereunder and the City's Risk Manager has approved such Insurance. 9.01 COMPANIES PROVIDING COVERAGE All insurance policies shall beissued by companies authorized todubusiness under the laws ofthe State of Florida and satisfactory to the Risk Administrator. All companies shall have Florida resident agent andbena(edot|amefA(X),aaparA.K0.Bm#OorDpany'uKeyRmUnQGu|da^}ataateditkzD. 9.02 VERIFICATION QFINSURANCE COVERAGE The Consultant ohmU furnish certificates cfInsurance tothe Risk Administrator for review and approval prior to the execution of this Agreement. The Certificates shall clearly indicate that the OonoV|t8nd has Miscellaneous Civil Engineering services RFQNo. 12-13-0O4 13O8.En0|needng|nc. PROFESSIONAL SERVICES AGREEMENT obtained insurance of the type, amount and classification required by these provisions, in excess of any 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 copies of insurance policies pertaining to this Agreement to Risk Administrator within ten (10) days of written request. 9.03 FORMS OF COVERAGE 9,031 COMMERCIAL GENERAL LIABILITY AND AUTOMOBILE LIABILITY The Consultant shall maintain commercial general liability coverage with limits of at least $1,000,000 per occurrence, $2,000,000 aggregate for bodily 'injury and property damage. The coverage shall include Premises and Operations, Contingent and Contractual Liability, and Products and Completed Operatlons, 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 naming the City as an additional insured with respect to this coverage. Notice of cancellation should read (30) days/ (10) days for nonpayment. 8.03.3 PROFESSIONAL LIABILITY INSURANCE The Consultant shall maintain Professional Liability Insurance including Errors and Omissions coverage in the minimum amount of $1,000,000 per claim, $1,000,000 aggregate providing for all sums which the Consultant shall be legally obligated to pay as damages for claims arising out of the servfces 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 The Consultant shall maintain Worker's Compensation Insurance in compliance with Florida Statutes, Chapter 440, as amended, and Employee's Liability with a minimum limit of $500,000 each occurrence. 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 1l) MISCELLANEOUS 10,01 AUDIT 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 §18-101 and § Miscellaneous Civil Engineering Services [.12 i RFQ No, 12-13004 BCC Engineering Inc. PROFESSIONAL SERVICES AGREEMENT 1.8-102, City Code, are applicable to this Agreement and are deemed as being incorporated by reference herein. 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 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 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 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 noncurrent 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 LAIN 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 -bade 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 0 where the Consultant shall pay the City's reasonable attorney'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 partyfor 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 City of Miami: Mark Spaniali, P.E. Director City of Miami Capital Improvements Program (CIP) 444 S.W. 2n' Ave., P 8"' FI Miami, Florida 33130 Miscellaneous. Civil Englneering Services [131 RFQ No. 12-13-004 HCC Engineering Inc, PROFESSIONAL SERVICES AGREEMENT Jeovanny Rodriguez, P,E, Assistant Director City of Miami Capital Improvements Program (CIP) 444 S.W. 2nd Ave" m 8`h FI Miami, Florida 33130 For Consultant; Ariel Millan, P.E. Vice President BCC Engineering, Inc. 7304 North Kendall Drive, Suite 400 Coral Gables, FL 33156 305-670-2350 AMillan@bcceng.com 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 whore 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 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 projects(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 certified Mediator, who the parties find. mutually acceptable, will conduct any Mediation Proceedings in Miaml-Dade County, State of Florida. The parties will split the costs of a certified mediator on a 50150 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. I 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 Iimltation, the Americans with Disabilities Act ("ADA"), as amended, and all Miscellaneous Civil Engineering Services [14 RFQ No. 12.13w004 BCG Engineering Inc, PROFESSIONAL SERVICES AGREEMENT applicable guidelines and standards in performing its duties, responsibilities, and obligations related to this 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. 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. - - - - - - - - - - - 10.12.1 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. 10.12-2 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 & It 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 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 the exercise of the reasonable professional discretion of the Director or the Director's authorized designee. 10.16 RESOLUTION OF CONTRACT 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 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 fail to resolve the dispute the Consultant shall submit their dispute in writing, with all supporting documentation, to the Assistant Director -Contracts, as identified in Article 10.06, Notices. Upon receipt of said notification the Assistant Director -Contracts shall review the issues relative to the dispute and issue a written finding. Should the Consultant and the Assistant Director -Contracts fail to resolve the dispute the Consultant shall submit their dispute in writing within five calendar days to the Director. Failure to 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 Miscellaneous Civil Engineering Services [1s i RFQ No. 12-13-004 BCC Engineering Inc. PROFESSIONAL, SERVICES AGREEMENT exceed 1500,000.00, 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 (11) 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 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. 90,17 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. Miscellaneous Civil Engineering Services [161 RFQ No. 12-13-004 ECC Engineering Inc, PROFESSIONAL SERVICES AGREEMENT IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year first above written. WITNESS/ATT BCC , l4hgjjne�e ng, Inc pineel ng, Si Signatu k '000 4.1,2 Print Name, Title Print Name, Title of Authorized Officer or Official ATTEST, (Corporate Seal) Consultant Secretary (Affirm Consultant Seal, if available) ATTEST: CITY OF MIAMI, a municipal corporation of the 1;tsi, - of FlnridR Miscellaneous Civil Engineering Services [17 RrQ No. 12-13-004 BCG Engineering Inc. ��A5 PROFESSIONAL SERVICES AGREEMENT CERTIFICATE OF AUTHORITY (IF CORPORATION) I HEREBY CERTIFY that at a meeting of the Board of Directors of , a corporation 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 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 WITNESS WHEREOF, I have hereunto set my hand this , day of 2R Secretary: Print: 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 certify that said partnership 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 of partners. Name StreetA,ddress City State zip f Miscellaneous Civil Engineering Services [18 I Rr'Q No, 12-15-004 BCC Engineering Inc. 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 (dlbia) (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 120— STATE 20_ STATE OF ) SS: COUNTY OF The foregoing instrument , 20 by known to me or who has produced, (did i did not) take an oath. SIGNATURE OF NOTARY PUBLIC STATE OF FLORIDA PRINTED, STAMPED OR TYPED NAME OF NOTARY PUBLIC was acknowledged before me this -_ day of who is personally as identification and who Miscellaneous Civil Engineering Services [19 I RFQ No, 12-13.004 BCC Engineering Inc. PROFESSIONAL SERVICES AGREEMENT ATTACHMENT A - SCOPE OF WORK ARTICLE All GENERAL, Civil Engineering Services shall include, but are not limited to, complete planning and design services, programming, pavement analysis surveying, roadway analysis, geotechnical, options evaluations, public meetings, detailed assessments and recommendations, cost estimates, opinions of probable construction, cost, review of Work prepared by Subaconsultants and other consultants, field investigations and observations, post design services, construction administration, and other related Services as needed to complete the Project. Consultant shall provide comprehensive Civil Engineering services for the Project for which Consultant was selected in accordance with Section 287.055 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 law, building and environmental regulations, including the Florida Building Code and the City of Miami, Florida, Coode of Ordinances, and as set forth in this Agreement and further enumerated in a Work Order. 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. Consultant shall furnish, as Basic Services, comprehensive civil engineering professional services for the Project. The Project shall include roadway reconstruction or resurfacing, drainage improvements, storm water management, swale restoration, curbs, gutters, sidewalks, lighting improvements, landscaping, signage and striping, verification of City's Pavement Analysis Report within the Project area; digitally record existing conditions in the Project area; research 311 calls for various complaints, and any survey, geotechnical, and utility coordination required to produce complete sets of signed and sealed construction documents, specifications and estimate of probable construction costs for the Work. 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 A1.02A1 PROCEDURES When CIP 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 proposed 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 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 CIP will prepare a Work Order that will be reviewed by CIP staff and the Director or designee. Upon approval CIP will Issue a written Notice to Proceed subsequent to approval of the Work Order by the Director or designee. ARTICLE A2 BASIC SERUICIE=S Consultant agrees to provide complete Civil 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. Consultant shall maintain an adequate staff of qualified personnel on the Work at all times to ensure its performance as specified in the Agreement. Miscellaneous Civil Engineering Services 1201 RFQ No. 12-13-001 BCC Engineering Inc, PROFESSIONAL SERVICES AGREEMENT 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 City, Consultant shall not proceed with the next flask of the Work until the documents have been approved, in writing, by City, and an Authorization to Proceed with the next task has been issued by City. Consultant is solely responsible for the technical accuracy and duality of their Work. Consultant shall perform all Work in compliance with Florida Administrative Code Rule 61 G15-19'.001(4) and Section 471.033(1) (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 Consultant shall confer with representatives of City, the Project Manager, and other jurisdictional agencies to develop several options for how the various elements of the project will be designed and constructed. A2.01-2 Consultant shall, utilizing a compilation of available documentation, confer with representatives of 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 remaining items will be called Designs. A2.01.3 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 Consultant shall hire the appropriate sub -contractor to provide Civil Engineering services which are not in-house. Surveys shall include the location of all site structures including all utility structures and facilities. Consultant shall also engage a soil testing firm to perform soil borings and other tests required for new construction work. The extent to which this Work will be needed shall be based on the surveying and soil borings performed previously by the City. Cost of the surveyor and soil engineering firm shall be billed as reimbursable expenses. A2.02 ANALYTICAL REVIEW Verification of the City's Pavement Analysis Report within the Project area; digitally record existing conditions in the Project area; research 311 calls for various complaints, especially drainage complaints; and digitally record project area during significant rain events, A2.03 SCHEMATIC DESIGN A2.03w1 Rocommended Course of Action Consultant shall prepare and present, in writing, for approval by the Project Manager, a Recommended Course of Action (RCA) for the areas comprising the Project. The RCA shall include, but is not limited to: 1. Street name and limits Miscellaneous Civil Engineering Services [21 J RFQ No. 12-13-004 BCC Engineering Inc, PRORESSIONAI SERVICES AGREEMENT 2. Recommended remediation efforts to bring the subject street up to a minimum "good" rating as outlined in the Citywide Pavement Analysis Survey 3. A detailed cost estimate for design and construction that maximize the number of streets that would be upgraded from poor to at least good. 4. A design and construction schedule for the recommended Course of Action A2,04 DESIGN DEVELOPMENT From the approved RCA, Consultant shall prepare and present the following in writing: 1. The design parameters to be used for each street being improved (ie, reconstruction, milling and resurfacing, etc.) 2. The submittal requirements for each street 3. The final cost estimate for design and construction A2.06 CONSTRUCTION DOCUMENTS From the approved Design Development Documents, Consultant shall prepare for written approval by City, Final Construction Documents setting forth all design drawings and specifications needed to comprise a fully biddable, permittable, constructible Project. Consultant shall produce 30%, 60%, 90% and Final Construction Documents for review and approval by 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. 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. 3. An updated Statement of Probable Construction Cost in CSI format. 4. Consultant may also be authorized to include in the Construction Documents approved additive and/or deductive alternate bid items, to permit 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, 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 City In connection with alternates required by the failure of Consultant to design the Project within the Fixed Limit of Construction Cost. 7. 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. Consultant shall submit the special or supplemental terms and conditions separate from the technical specifications, 9. Consultant shall not proceed with further construction document development until approval of the 30% documents is received in writing from City. Approval by City shall be for progress only and does not relieve Consultant of its responsibilities and liabilities relative to code compliance and to other covenants contained in this Agreement. 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 City upon submission of 60% complete Construction Documents and 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 .pdfformat. Miscellaneous Civil Engineering Services [22 i RFQ No. 12-13-004 BCC Engineering Inc, PROFESSIONAL SERVICES AGREEMENT A2,06-1 Maximum Cost Limit Prior to authorizing the Consultant to proceed with preparation of Construction Document Development, the City shall establish and communicate to the Consultant, a maximum sum for the cost of construction of the Project ("Maximum Cost Limit"). If the City has not advertised for bids within ninety (90) days after the Consultant submits the Final Design to the City, the estimate of the cost of construction shall be adjusted by 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 ten (10%) percent of the Maximum Cost Limit, A2.06-2 Dry Run Permitting The Consultant shall file and follow-up for approval of building permits at the earliest practicable time during the performance of the Work, for approval by 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 CIP 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 (1) 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 .doc formats. A2.06 BIDDING AND AWARD OF CONTRACT A2.06-1 Bid Documents Approvals and Printing Upon obtaining all necessary approvals of the Construction Documents from authorities having jurisdiction, and 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 and 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. A2.06-2 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. A2.06.3 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 revise the 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 Construction Budget. The City may exercise such option where the bid price Miscellaneous Civil Engineering Services [23 RFQ No. 12-13-004 BCC Engineering Inc. PROFESSIONAL SERVICES AGREEMENT 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 above the Consultant shall, without additional .compensation, modify the Construction Documents as necessary to bring the Probable Construction Cost within the budgeted amount. A2.07 ADMINISTRATION OF THE CONSTRUCTION CONTRACT A2.07.1 The Construction Phase will begin with the issuance of a Notice to Proceed (NTP) and will end when the Consultant has provided to the City all post construction documents, including Contractor As -Built drawings, Consultant's record drawings, warrantees, guarantees, operational manuals, and. Certificates) 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 by law. A2.07-2 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. A2.07-3 The Consultant and respective 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 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 -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 and distributing minutes of all meetings and field inspections report it is asked to attend. Consultant and 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 will not be held responsible for the Contractor's or sub -contractors'; 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. A2.07-4 The Consultant shall furnish the City with a written report of all observations of the Work made by Consultant and require all 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 submit them in a timely manner. The Consultant and the Sub- consultant shall ascertain that the Work Is acceptable to the City. 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 shall result in the rejection of payment requests and may result in a proportional reduction in Construction Administration fees paid to the Consultant. A2,07-6 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 Miscellaneous Civil Engineering Services 1241 RFQ No, 12-13-004 1:30C Engineering Inc. PROFESSIONAL SERVICES AGREEMENT requisition subject to; a detailed evaluation of the Work for conformance with the contract upon substantial completion; 2. The results of any subsequent tests required by the contract; 3. Minor deviations from the contract correctable prior to completion; A. 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 tothe 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. A2.07-6 The Consultant shall be the interpreter of the requirements of the Contract Documents and the judge of the performance thereunder. 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. A2.07-7 The Consultant shall have the authority to recommend rejection of Work which does not conform to the Contract Documents. Whenever, in hislher 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. A2.07 -s The Consultant shall promptly review and approve, reject or take action on shop drawings, samples, RFls and other submissions of the Contractor. Changes or substitutions to the construction 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. Consultant shall provide the Contractor with a detailed written explanation as to the basis for rejection. A2.07 -J The Consultant shall initiate and prepare required documentation for changes as required by the Consultant's 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 recommendation, A2.07.10 The Consultant shall examine the Work upon receipt of the Contractor's request for 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 substantially complete in 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 discrepancies in the Work required to be corrected by the Contractor in accordance with Florida Statute 213.786. Upon satisfactory completion of the punch -list the Consultant shall recommend execution of a "Certificate of Final Acceptance" and Miscellaneous Civil Engineering Services [26 I RFQ Na 12-13-004 OCC Engineering Inc, PROFESSIONAL SERVICES AGREEMENT final payment to the Contractor. The Consultant shall obtain from the Contractor upon satisfactory completion of all items on the punch -list, all necessary close-out documentation from the Contractor including but not limited to all guarantees, 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. A2.07 -'I'1 The Consultant shall monitor and provide assistance in obtaining the Contractor's compliance with its contract relative to l) initial instruction of City's personnel In the 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 a smooth transition from construction to occupancy by the City. A2.07-12 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 certification required under this Agreement including the contents of "as -built" documents Is 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. A2.07-13 The Consultant shall furnish to the City one complete set of "As -built Drawings", in Auto CARD Version 2000 or such other format acceptable to the City. A2.07.44 The Consultant shall furnish to the City a simplified site plan and floor plan(s) reflecting "as -built" conditions with graphic scale and north arrow. Pians 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. A2.07-'16 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. Miscellaneous Civil Engineering Services [26 i RFQ No. 12-13-004 BCC Engineering Inc. PROFESSIONAL SERVICES AGREEMENT ARTICLE A3 ADDITIONAL SERVICES A3.01 GENERAL Services categorized below as "Additional Services" may be specified and authorized by 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 City Manager and will be compensated for as provided in Attachment 13, Section 83,06. 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 Appraisals: Investigation and creation of detailed appraisals and valuations of existing facilities,and surveys or inventories in connection with construction performed by City, A3.02.2 Specialty Design: Any additional special professional services not included in the Scope of Work. A3.02-3 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 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 the Contractor, subcontractor, or equipment manufacturer. A3,02-4 Maior 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 City and are due to causes beyond the control of 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 Consultant cannot testify against City in any proceeding during the course of this Agreement. A3.02.6 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 A4 CITY'S RESPONSIBILITIES A4.01 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. A4,01.1 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. Miscellaneous Clvil Engineering Services [27 RFQ No, 12-19-004 130C Engineering Inc. PROFESSIONAL SERVICES AGREEMENT A4.01-2 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, Consultant shall recommend necessary tests to City. A4.01.3 General Protect Information: Information regarding Project Budget, City and State procedures, guidelines, forms, formats, and assistance required establishing, a program as per Section A2.02 A4.01-4 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. 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. A4.01-5 Reliability: The services, information, surveys and reports described in A5.01-1 through A5.01-4 above, shall be furnished at City's expense, and Consultant shall be entitled to rely upon the accuracy and completeness thereof, provided Consultant has reviewed all such information to determine if additional Information and/or testing is required to properly design the Project. A4.02 CONSTRUCTION MANAGEMENT A4.02.1 During construction, 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. A4.02-2 If City observes or otherwise becomes aware of any fault or defective Work In the Project, or other nonconformance with the contract during construction, City shall give prompt notice thereof to Consultant. Miscellaneous Civil Engineering Services [28 RFQ No, 12-13-004 BCC Engineering Inc. PROFESSIONAL SERVICES AGREEMENT SCHEDULE Al. - SUB -CONSULTANTS FIRM NAME CONSULTING FIELD ER Brownell & Associates, Inc. Surveying Nutting Engineers of Florida, Inc. Geotechnical Louis J. Aguirre & Associates, Inc. MEP Curtis + Rogers Design Studio Landscape Architecture E Sciences, Inc. Environmental / Permitting Support Infinite Source Communication public Information SCHEDULE A2M — KEY STAFF NAME JOB CLASSIFICATION David Rivera Principal Luis Rodriquez Project Manager Ricardo Ayala Project, Engineer Daniel Ra mat Senior Engineer Steve Goldstein Senior Engineer Veronica Ca devllla Clerical Armando Nunez CADD Technician Daniel Benitez Engineering Intern Trung N u en Senior Engineeriing EngineeringTechnician Marcello Dandrea Inspector Aida Curtis Senior Landscape Architect Jennifer Rogers Landscape Architect Tiffany Marston Landscape Architect Intern Julio Persivale Landscape Architect CADD Thomas Brownell Senior PSM Rick Drowatzky Driller _ Miscellaneous Civil Engineering Services [29 i RFQ No. 1213-004 RCC Engineering Inc. ATTACHMENT S a- COMPENSATION ATTACHMENT B - COMPENSATION AND PAYMENTS ARTICLE 13.1 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 B3.01). b) An Hourly Rate, as defined 63.021n Section and at the rates set forth in Section NOTE; The Lump Sum manner of compensation is the preferred and primary form of compensation. B1.01 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 Section 2.031 as the maximum 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 speoifically 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 RATES 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 Rates are the effective direct hourly rates, 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, clericalladministrative 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, 82.03 MULTIPLIER For Work assigned under this Agreement, a multiplier of 2.9 shall apply to the Consultant's average I 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, A copy of your firm's Florida Department of Transportation ("FDOT") Lorraine E. Odem letter shall be submitted to CIP upon request for review. B2.04 CALCULATION Said Wage Rates are to be utilized by the Consultant in calculating compensation payable for specific assignments and Work Orders as requested by the City. The Consultant shall identify job classifications, Miscellaneous Civil Engineering Services [30 i RFQ No. 12-13-004 13CC Engineering Inc, ATTACHMENT B —COMPENSATION 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. B2.06 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 shall be cause for cancellation of this Agreement. 82,06 ESCALATION There shall be no escalation clause as part of this Agreement. ARTICLE B3 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: 83.01 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. B3.01-1 Lump Sum 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 sufficient information as depicted in Schedule A2. B3.02 HOURLY RATE FEES 83.02-1 Hourly Rate Fees shall be those rates for the Consultant and Sub.Consultant employees identified in Schedule 131 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, cost or expense above this figure. 133.02-2 Conditions for. Uses Hourly Rate Fees shall be used only in those instances where the parties 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 shalt serve as a Not to Exceed Fee for the Work to be performed on an Hourly Rate Basis. B3.03 REIMBURSABLE EXPENSES Any fees 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 for travel and subsistence . 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 Civil Engineering Services [31 RFQ No. 12-13-004 BCC Engineering Inc. ATTACHMENT B - COMPENSATION 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. B3.05 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: www. miamigov.com/cgpitalimprovements/paces/ProcurementOpportunities. 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. B3.05.2 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. B3.06 PAYMENT EXCLUSIONS The Consultant shall not be compensated by the City for revisions and/or modifications to drawings 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. 133.07 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 Project is resumed after having been suspended for more than three months, the Consultant's further compensation shall be subject to renegotiations. ARTICLE 134 PAYMENTS LO THE CONSULTANT 54.01 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•miamigoy.com/CapitalImprovemontr,/pagesiProcurerrentOnportuni_ties, Failure to use the City Form will result in rejection of the invoice. Miscellaneous Givil Engineering Services [32 RFQ No. 12-13-004 BCC Engineering ]nc. ATTACHMENT B - COMPENSATION B4.02FOR 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. B4.038ILLING —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. 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 fee to completion. 64.04.1 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. B5.01 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; D5.01.1 Transportation Transportation shall not be considered as reimbursable expenses under this Agreement. 136.01.2 Travel And Per Diem Travel and per diem expenses shall not be considered as reimbursable expenses under this Agreement, 135.01-3 Communication Expenses Identifiable communication expenses approved by the Project Manager, long distance telephone, courier and express mail between Consultant and Sub -consultants. 65.01.4 Reprod4rction, 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. Miscellaneous Civil Engineering Services [33 1 RFQ No. 12-13.004 BCC Engineering Inc. ATTACHMENT 8 - COMPOSATION 136.01-5 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. Ea,02 REIMBURSEMENTS TO THE SUB -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 BB COMPENSATION FOR REUSE OF FLANS AND SPECIFICATION a B6.01 GENERAL it is understood that all Consultant agreements and/or work Orders for new work will include the provision for the reuse of pians 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 Civil Endineering Services [34 RFQ No. 12-13.004 SCO Engineering Inc. ATTACHMENT' 6 -COMPENSATION ATTACHMENT B COMPENSATION SCHEDULE B1 -WAGE RATES SUMMARY INDIVIDUAL NAME JOB CLASSIFICATION NEGOTIATED HOURLY RATE HOURLY RATE (2.9 Multiplier Applied) David Rivera Principal $77.00 $223.30 Luis Rodriguez Manager $58.38 _ _ $169,30 -Fri Ricardo Ayala Project. Engineer $52.00 $126,70 Daniel Ra mat Senior Engineer $63.13 $183,08 Steve Goldstein Senior Engineer $50.00 $145.00 Veronica Ca deviila Clerical $13,00 $37.70 Armando NuAez CADD Technician $25,00 $72.50 Daniel Benitez Engineering intern X31.00 $89.90 Senior Engineering Trung Nguyen Technician $19.23 $55.77 Marcello Dandrea Inspector $23.00 $66.70 ' Senior Landscape Aida, Curtis Architect $52.00 $126,70 Jennifer Rogers Landscape Architect $34,44 $99,88 Tiffan Marston Landscape Architect Intern $26,48 $73.89 Julio Persivale Landscape Architect CADD $25,00 $72,50 Thomas Brownell Senior PSM $25.00 1 $72,50 Rick Drowatzk Driller $13,00 1 $37,70 Additionally the City will pay: 1. 3 Man Crew Party Party Chief Instrument Man Rod Man Burdened Daily Rate ($944.00) 2. 4 Man Crew Party Party Chief Instrument Man Two Rod Men (Burdened Daily Rate: $1177.29) Miscellaneous Civil Engineering Services 1361 REQ No. 12-13-004 BCC Engineering Ino. CITY OF MIAMI DEPARTMENT OF CAPITAL IMPROVEMENTS PROGRAM PROFESSIONAL SERVICES AGREEMENT Service Category Miscellaneous CivilEngineering Services Contract Type Miscellaneous Services ' Consultant A&PConsulting Transportation Engineers TABLE OFCONTENTS �_.—,—..—_..—_,—.—......—...—..._..............4 ' ,_~,_,,,,,_,.~~__~~..~~..............._..5 .' ..................................................... ._----------'._---~----_..—..—~....O 2.02 SCOPE OFSERVICES ............................. .—............. ........ ....... ........ ._.......... ................. ....... O 2�3 .~.~...._..~.........~.~—....~~..........~.,.....—.._....._....o ' ___~.~..~-------.........--.—.~.—...8 � 3.01 PERFORMANCE AND DELEGATION ....... ........ ........... ...~...... —.................. .............. .......... 6. ' 8.02 REMOVAL OFUNSATISFACTORY PERSONNEL ................................................................................... :J 8.08 CONSULTANT KEY STAFF ............................ ....... ................................................... .......... .................... O ' 8.04 TIME FOR PERFORMANCE ....................... ~.... ....... ... .—.--................................. ~^--'^~~^^^-7 . ,,~,_,~,.,.~,~...................................................... ............ 7 � 4L01 GGNERAL............................. ................................. ......................... ....................................... ... ............. 7 ' 4.08 RELATIONSHIPS ............ .......... .... .......... —.......................... ............................. / ` 4.03 CHANGES To —...........—.—...^~.',.^~~^.^^.^''~~'~—^'~^^^^^'''7 �___,._~`._~_,~,~,,_.^..~^.~._--.._.—.--.—.~—..--...7 ' 6101 GENERAL. ............... ....................... ...................... ................................... .—_.......... ......... ~~..._7 ' 6.02 CONDITIONS OFDEFAULT—........ ......... ...... ........ .... ................. .................. ............................... 7 � &03 TIME TO CURE DEFAULT; FORCE MAJEUNE...................... .......... ........... ..................... ................. 8 �&RTICLE 6 TERMINATION OF AGREEMENT .................................. ........ ................................... ..... 8 601 CITY'6 —RIGHT TO TERMINATE., ,,~—............... .......... .................................... .................... � 8:02 RIGHT TOTERMINATE ................................ ......................................................... ..... 8 6.03 TERMINATION DUE TOUNDISCLOSED LOBBYIST ORAGENT ............................................................ O ARTICLE 7 DOCUMENTS AND RECORDS. ~^^^^^^'~^'^^^^'^~^~^~^^^~~~^~^^^~^^^^^^^^~ 7.01 OWNERSHIP OF DOCUMENTS ..................... ........ ...... ... .......... .....—~—.......~^'^.^.''~^^'^'~g 7.02 DELIVERY UPON REQUEST OR CANCELLATION ............ ....... ............ .—.~......-.............. ..8 ' 783 RE -USE BY CITY ........ .............. .—............................................. ...... .~..—..,__.~'--....� � t04 NONDISCLOSURE ............................. .............................. ............. .................... .............. ~.~....... 8 � 7.05 MAINTENANCE OFRECORDS ......... ......................... ...—.......-..,.......—.....—..—.......... A � ~^^^^^'^~—.................................... ..................................... ............. 1t 7.06 COMPANIES PROVIDING COVERAGE_ ............ ................ —............. ....,........._..... '........ 11 7.07 VERIFICATION OF INSURANCE COVERAGE ..... ................ ...—.......... .~......... .._............. .11 7.08 FORMS QfCOVERAGE ................. .... ... ........ ....... ....... ...—.—.... .......................... .... ......... M 9\04 MODIFICATIONS T0COVERAGE ................... ........ .... ........... ...... ..................................... ................ 12 ARTICLE 10 MISCELLANEOLIS......,, ~,...,,,,................................ ................................................ 12 t09 AUDIT RIGHTS ..............—._.~.--...~^—..--~—.^^^—.'''_'~~~'~'~.^^^^—~^'i2 . 7.10 ENTUR2AGR8EMENT—............... .................. ............ ......... .... .............. .............. ......... 1Q 711 SUCCESSORS AND ASSIGNS ....... .—....... .................... ......... ................. ........................ .J2 7l2CERTIFICATE ........................................... .................................................... 13 7.13 APPLICABLE LAW AND VENUE UFLITIGATION ........ ..... .......... .......... ........ ....... ... .... .......... ..18 7,14 NOTICES ........................ ........................ ............... ................................................................................ 18 7.15 ..—.—....—..—.—.....—...—.—.—............._.....—..........18 7.16 JOINT ................................. ............................................................. ............. .............. i4 71� PRIORITY oFPROVISIONS ........... ....... ...... ......... ... ............. .................................... ................. 14* 7\18 MEDIATION ~WAIVER OPJURY TRIAL ................................................................ ................................ 14 719 TIME ............................ ................. ... .... .... ............. ........................................................... ...... ........ 14 7.20 COMPLIANCE WITH LAWS .............. .............. .................................................... .................. i4 TABLE OF CONTENTS (CONTINUED) 7.22 DISCRETION OF DIRECTOR ..... ...... ................................................................. .... ...........................15 7.23 RESOLUTION OF CONTRACT DISPUTES: ................................. ................................................ 16 7.24 INDEPENDENT CONTRACTOR: ...................................... ....................................................................... 16 / ATTACHMENT A a SCOPE OF WORK ........ .............. .................. .................... ......................................... 20 ARTICLEAl GENERAL.....................................................................................................................20 A1.01 SCOPE OF SERVICES...........................................................................................................................20 A1'.02 WORK ORDERS....................................................................................................................................20 ARTICLE. A2 BASIC SERVICES .......... ...................... ........ .... ,,. _......................... ....,.............20 A2.01 DEVELOPMENT OF OBJECTIVES ......... .......................................................... ......... .........21 A2.02 ANALYTICAL REVIEW............................................................................................................................21 A2.03 SCHEMATIC DESIGN..................................................................................................... ......... .........21 A2'A4 DESIGN DEVELOPMENT..............................................................................................................22 A2.05 CONSTRUCTION DOCUMENTS ............. ............. ,,,....... .,,...,,.............. ,............... ,................................. 22 A2.06 BIDDING AND AWARD OF CONTRACT ... ......................................................................23 A2.07 ADMINISTRATION OF THE CONSTRUCTION CONTRACT ,.24 ARTICLE A3 ADDITIONAL SERVICES..........................................................................................27 A3.01 GENERAL ........................................................................................................................................27 A3.02 EXAMPLES ........................................... . ..... ......... .................. ...,......................,...........27 A3.03 ADDITIONAL DESIGN.............................................................................................................................27 i ARTICLE A4 CITY'S RESPONSIBILITIES., ......................... ..................... ........................................... .27 ' A4.01 PROJECT & SITE INFORMATION 27 A4.02 CONSTRUCTION MANAGEMENT..........................................................................................................28 ... ,........29 SCHEDULE Al. SUB -CONSULTANTS ............... I....... .,.............................. I .............. I.,............... SCHEDULEA2. - KEY STAFF .... .......................................I_............,............................................29 ATTAC'.HMENT B - COMPENSATION AND PAYMENTS.........................................................................30 ARTICLE UMETHOD OF COMPENSATION ................. .................................................................. 30 131.01 COMPENSATION LIMITS......................................................................................................................30 B1.02 C'ON'SULTANT NOT TO EXCEED...........................................................................................................30 ARTICLEB2 WAGE RATES ............... ...I...................,...................,...,....................................,..,...30 B2.01 FEE BASIS, ..., . ... ................................................................................................30 B2.02 EMPLOYEES AND JOBCLASSIFICATIONS ...................................................................................30 82.03 MULTIPLIER...........................................................................................................................................30 132.04 CALCULATION................................:..............................................................................I—,......,...,. .....30 82:05 EMPLOYEE BENEFITSAND OVERHEAD.......................................................................................31 82.06 ESCALATION.....,....................................................................................,..,.,,.......,............................11.1-31 ARTICLE 83 COMPUTATION OF FEES AND COMPENSATION..............................................................31 B3.01 LUMP SUM: ......................................................................................................................................31 B3.02 HOURLY RATE FEES ....... ....................... ............. ............. ............ ,.................... ...................................... 31 B3.03 REIMBURSABLE EXPENSES ...................... .................,.,...........................,,.,...,...,........,,.,..,.,...31 B3.04 FEES FOR ADDITIVE or DEDUCTIVE ALTERNATES: ........................... ................................... ... 31 133.05 FEES FOR ADDITIONAL SERVICES .............. I ........ I ....... ...32 B3.06 PAYMENT EXCLUSIONS .................................................................................32 B3.07 FEES RESULTING FROM PROJECT SUSPENSION .............. _,............................ ..............,..,.,..,,.....,.,,32 ARTICLE B4 PAYMENTS TO THE CONSULTANT.............................................................................32 84.01 PAYMENTS GENERALLY............................................................................................32 84,02 FOR COMPREHENSIVE BASIC SERVICES ....................., ............................ ..................... 33 B4:03 BILLING ® HOURLY RATE............................................................................33 B4.04 PAYMENT FOR.. ADDITIONAL SERVICES &REIMBURSABLE EXPENSES.......................................33 B4,04.1 DEDUCTIONS., .........................................................................................................................$3 ARTICLE B5 REIMBURSABLE EXPENSES--,... ....................................,..............,...............,.....,,.,..,33 B5.01 GENERAL ., ..... ... . ......................... .,....,.....,.,......................,...................,........,.,...,....33 I B5.02 REIMBURSEMENTS TO THE SUB-CONSULTANTS.........................................................................34 ARTICLE B6 COMPENSATION FOR.REUSE OF PLANS AND SPECIFICATIONS ... ......... ........34 B6.01 GENERAL................................ ................................................... . ..........................I......, .34 SCHEDULE B1 - WAGE RATES SUMMARY............................,,.,.....,..,.......,.............,....,........,....36 Miscellaneous Civil Engineering Services [2 I RFQ No. 12-13-004 A & P Consulting Transportation Engineers I .:::LACY Up• �'�l:',,, . t`:• 'CITY OF MIAMI !9 DEPARTMENT OF CAPITAL IMPROVEMENTS PROGRAM PROFESSIONAL SERVICES AGREEMENT Service Category Miscellaneous Civil Engineering Services (RFQ No. 12-13.004) Contract Type Miscellaneous Services Consultant A & P Consulting Transportation Engineers Consultant Office Location 10305 NW 41st St, Suite 115, Doral, FL 33178 City Authorization Section 18-85 --h THIS AGREEMENT made this hie day of r� hvarin the year 2014 by and between THE CITY OF MIAMI, FLORIDA, hereinafter called the "City," and A & P Consulting Transportation Engineers, hereinafter called the "Consultant." RECITAL A. The City issued a Request for Qualifications ("RFQ") No. 12-13-004 on November 19, 2012, for the provision of Miscellaneous Civil 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. 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 services as described herein. WITNESSETH, that the City -and the Consultant, for the considerations herein set forth, agree as follows: Miscellaneous Civil Engineering Services 131 A & P Consulting, Trarisportation Engineers RFQ No. 12-13-004 PROFESSIONAL SERVICES AGR5EMENT 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. 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 Cr 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'sauthority 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 business that has registered with the relevant Miami -Dade County agencies to compete for County consulting contracts and has declared, by registration for statistical purposes, to be a CBE 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. 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 1s the top administrator of the Department of Capital Improvements Program 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 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. 1.15 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 Miscellaneous Civil Engineering Services [4 RFQ'No.12-13-004 A & P Consulting Transportation Engineers PROFESSIONAL SERVICES AGREEMENT the State of Florida, or those performed by any architect, professional engineer, or registered surveyor or mapper in connection with hisor 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 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. 1.18 Scope of Services or Services means a comprehensive description of the activities, tasks, design features, objectives, dellverables 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. 1.19 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 a Project or task. 1.20 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. 1.21 Work means all services, materials and equipment provided by/or under this Agreement with the Consultant. 1.22 Work Order means a document internal to the City authorizing the performance of specific professional services for a defined Project or Projects. 1.28 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. 1,24 .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 event of any conflict between the 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. ARTICLE 2 GENERAL, CONDITIONS 2.01 TERM: The term of this Agreement shall be for two (2) years commencing on the effective date hereof. The City, by action of the City Manager, shall have the option to extend the term for two (2) additional periods of i 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 2.04 are not exceeded. 2.01=1 Extension of Expiration 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 Work Orders shall be issued after the expiration date. 2.02 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. Miscellaneous Civil Engineering' Services [5 j RFQ No. 12-13-004 A & P Consulting Transportation Engineers PROFESSIONAL SERVICES AGREEMENT 2.03 COMPENSATION 2.03.1 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 maybe amended from time to time. 2.03-2 Payments Unless otherwise specifically provided in Attachment B, payment shall be made in accordance with Florida. Statute Chapter 218, Part Vil, 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, Fla. Stat., 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 bills for travel expenses shall be submitted in accordance with Section 112.061, Florida Statutes, The Consultant shall utilize Attachment "C" for the submisssion of Invoices. 2.04 COMMUNITY BUSINESS ENTERPRISE ("CBE") PARTICIPATION REQUIREMENTS Pursuant to City Code Section 18-87, all Proposers must adhere to the following CBE participation requirements per Ordinance 13331. 1) Assign a minimum of fifteen percent (1.5%) of the contract value to firms currently certified by Miami -Dade County as a Community Business Enterprise,(" C13 ); 2) Place a specific emphasis on utilizing local small businesses from within the City's municipal boundaries. 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 orfirm. 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 working under this Agreement. 3.03 CONSULTANT KEY STAFF j 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 Miscellaneous Civil Engineering Services [6 RFQ No, 12.13.004 A & P Consulting Transportation Engineers PROFESSIONAL SERVICES AGREEMENT 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 Agreement as stated herein. Such extensio.n'of time shall not be cause for any claim by the Consultant for extra compensation.. ARTICLE 4 9jU13-C0.N§IJLT ANTS 4.01 GENERAL 4.01-1 A Sub -Consultant, as defined in Article 1.18 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` SUB -CONSULTANT RELATIONSHIPS 4.02-1 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. 4.02.2 Nothing contained in this Agreement shall create any contractual or business relationship between the City and the Sub -Consultants, The Consultant acknowledges that the Sub -Consultants are entirely under his direction, control, supervision, retention and/or discharge. 4.03. CHANGES TO SUB -CONSULTANTS The Consultant shall not add, modify, or 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 5.01 GENERAL If the Consultant fails to comply with any term or condition of this Agreement, or fails 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 .remedles 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 of termination due to default, in addition to the foregoing, the Consultant shall be liable to the City for ali 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. 5.02 CONDITIONS OF DEFAULT A finding of Default and subsequent termination for cause may include, without limitation, any of the following: Miscellaneous Civil Engineering Services [7 REQ No. 12-13-004 A & P Consulting Transportation Engineers PROFESSIONAL SERVICES AGREEMENT 5.02.1 The Consultant fails to obtain or maintain the professional engineering certification / licensure, insurance or"bonding herein required. 6.02-2 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 The 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, provided that said documentation is turned over to Director or designee within :ten (10) business .days of termination, Failure 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, 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 was 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 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 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 Civil Engineering Services '181 RFQ No, 12-13-004 A & P Consulting Transportation Engineers 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 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 (1 O} 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 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 proceedings where such information has been properly subpoenaed, any non-public information 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 The 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 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 Miscellaneous Civil Engineering Services 191 RFQ No, 12-13.004 A & P Consulting Transportation Engineers PROFESSIONAL SERVICES AGREEMENT requirements; (5) All electronically stored public records must be provided to the City in a format compatible with the City's Information technology systems. 119.0701 Contracts; public records.— (1) For purposes of this section, the term: (a) "Contractor" means .an. individual, partnership, corporation, or business entity that enters into a contract for services with a public agency and is acting on behalf of the public agency as provided under s. 119.011(2). (b) "public agency" meansa state, county, district, authority, or municipal officer, or department, division, board, bureau, commission, or other separate unit of government created or established by law. (2) In addition to other contract requirements provided by law, each public :agency contract for services must include a provision that requires the contractor to comply with public records laws, specifically to: (a) Keep and maintain public records that ordinarily and necessarily would be required by the public agency in order to perform the service. (b). Provide the public with access to public records on the same terms and conditions that the public agency would provide the records and at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. (c) Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law. (d) Meet all requirements for retaining public records and transfer, at no cost, totha public agency .all public records In .possession of the contractor upon termination of the contract and destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. All records stored electronically must be provided to the public agency in a format that is compatible with the information technology systems of the public agency, (3) If a contractor does not comply with a public records request, the public agency shall enforce the contract provisions in accordance with the contract. ARTICLE 8 INDEMNIFICATIONS The Consultant shall indemnify, defend, save and hold harmless the City and its officials, employees and agents (collectively referred to as "Indemnitees") and each of them from and against all loss, costs,. penalties, fines, damages, claims, expenses .(including attorney's fees) or liabilities (collectively referred to as "liabilities") arising out of or resulting from or in connection with (1) the performance or non-performance of the duties, responsibilities, standards, services, supplies, materials and equipment contemplated by this Agreement which Is directly or indirectly caused., In whole or in part, by any act, omission; default, professional errors or omissions; or negligence (whether active or passive) of CONSULTANT or its employees, agents or sub consultants (collectively referred to as "Indemnifying Parties ""), regardless of whether it is, or is alleged to be, caused in whole or part (whether joint, concurrent or contributing) by any act, omission, default, breach, or negligence (whether active or passive) of the Indemnifying Parties or Indemnitees, or any of them, or (ii) the failures of the CONSULTANT to comply with any of the provisions herein; or (iii) the failure of the CONSULTANT , or the .Indemnitees, If applicable, to conform to statutes, ordinances, rules,. or other regulations or requirements of any federal, 'state, county, or city governmental authority or agency, special district or state school, in connection with the granting , approving or performance of this Agreement, or any.Amendment to this Agreement, or any actions or challenges that may arise out of this Agreement, as amended, by, as due to alleged failure to comply with any applicable procurement requirements or similar limitations imposed on such agreements by law, CONSULTANT expressly agrees to indemnify and hold harmless the Indemnitees, or any of them, from and against Miscellaneous Civil Engineering Services [10 RFQ No. 1.2-13-004 A & P Consulting Transportation Engineers PROFESSIONAL SERVICES AGREEMENT all liabilities which may be asserted by an employee or former employee of CONSULTANT or any of its subcontractors, as provided above, for which the CONSULTANT 's liability to such employee or former .employee would otherwise be limited to payments under state Worker's Compensation or similar laws. This section shall be interpreted and construed in a manner to comply with any applicable Florida Statutes, including, without limitation, Sections Version A..725.06 and 725.08, F.S., If applicable. Severability shall apply to each sentence of this section. This Indemnification shall survive the cancellation or expiration of the Agreement. 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 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 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 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 COVERAGE The Consultant shall 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 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 andlor notice of non -renewal of the insurance within 30 days of the change. 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 per occurrence, $2;000.,000 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 i 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 naming the City as an additional insured with respect to this coverage. Notice of cancellation should read (30) days/ (1'0) days for nonpayment. Miscellaneous Civil Engineering Servioes [11 RFQ No. 12-13-004 A & P Consulting Transportation Engineers PROFESSIONAL SERVICES AGREEMENT 9.03.3 PROFESSIONAL LIABILITY INSURANCE The Consultant shall maintain Professional Liability Insurance including Errors and Omissions coveroge'in the minimum amount of $1,000,000 per claim, $1,000,000 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'SCOMPENSATION INSURANCE 'The Consultant shall maintain Worker's ,Compensation Insurance in compliance with Florida Statutes, Chapter 440, as amended, :and Employee's Liability with. a minimum limit of $500,000 each occurrence. 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. AR_TICLE 10 MISCELLANEOUS 10.01 AUDIT 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 §18101 and § 18-102., City Code, are applicable to this Agreement and are deemed as being incorporated by reference herein. 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 either party of a breach of any provision of this Agreement shall not be.deerned 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 canoel 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. Miscellaneous Civil Engineering Services [12 RFQ No. 12-13-004 A & P Consulting Transportation Engineers PROFESSIONAL SERVICES AGREEMENT 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 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 0 where the Consultant shall pay the City's reasonable attorney'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 of notice: FOR City of Miami; Mark Spanioli., P.E.. Director City of Miami Capital Improvements Program (CIP) 444 S.W. 2nd Ave., .. 8th FI Miami, Florida 33130 Jeovanny Rodriguez, P.E, Assistant Director City of Miami Capital Improvements Program (CIP) 444 S.W. 2nd Ave-., - 8th FI Miami, Florida 33130 For Consultant: Antonio G. Acosta, P.E., C:G.C.. President A &'P Consulting Transportation Engineers 10305 NW 41st St, Suite 115 Doral, FL 33178 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 Miscellaneous Civil Engineering Services [13 1 RFQ No. 12-13-004 A & P Consulting Transportation Engineers PROFESSIONAL SERVICES AGREEMENT 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 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 projects(s), the parties to this Agreement agree ail 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 certified 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 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.. 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. 10,12-1 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 reservesthe 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. 10.122 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 Miscellaneous Civil Engineering Services [14 i RFQ No. 12.13-004 A & P Consulting Transportation Engineers PROFESSIONAL SERVICES AGREEMENT applicable regulations, guidelines and standards. Additionally -the Consultant shall take affirmative steps to -insure nondiscrimination In employment of disabled persons. 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 the exercise of the reasonable professional discretion of the Director or the Director's authorized designee. 10.15 RESOLUTION OF CONTRACT 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 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. fail to resolve the dispute the Consultant shall submit their dispute In writing., with all supporting documentation, to the Assistant Director -Contracts, as identified in Article 10.06, Notices. Upon receipt of said notification the Assistant. Director -Contracts shall review the Issues relative to the dispute and issue a written finding. Should the Consultant and the Assistant Director. -Contracts fail to resolve the dispute the Consultant shall subrnit their dispute in writing within five calendar days to the Director. Failure to 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 $500,000.00, 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 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: Miscellaneous Civil Engineering Services [16 RFQ No, 12-13=004 A & P Consulting Transportation Engineers PROFESSIONAL SERVICES AGREEMENT 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. Miscellaneous Civil Engineering Services [16 RFQ No. 12-13-004 A & P Consulting Transportation Engineers PROFESSIONAL SERVICES AGREEMENT IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year first above written. W E 3 TTEST: A & P Cons ting Transportation Engineers /VN $Idiaturdl Signature Pr -1 t Name, Title PrInOme uthorized Offlcer,or'Official ATTEST: (Corporate Seal) Consultant Secretary (Affirm Consultant Seal, if available) ATTEST: CITY OF MIAM11,, a municipal corporation of the -.0 r71 -A - 40k.OVED AS Td'LEGAL FORM AND ,:CORRECTNESS;T Victoria Mel1idez, City Attorney Miscellaneous Civil Engineering Services 117 1 RFQ No. 12.13-004 A & P Consulting Transportation. Engineers CORPORATE RESOLUTION WHEREAS, P cw;:k-eiriq ra Tr YiCAYtdtX) ,Inc. desires to enter Into . an agreement/amendment with the -City of Miami for the purpose of perf6rrning the work described in the agreement/amendment to which this resolution is attached; and WHEREAS, the Board of Directors at a duly held corporate meeting has considered the matter in accordance with the By -Laws of the corporation; Now, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS that the (type title of officer) �IK rer-- J) is hereby authorized (type name of officer) I and instructed to enter into. this agreement/amendment, in the name and on behalf of this corporation, with the City of Miami upon the terms contained in the proposed agreement/amendment to which this resolution is attached and to execute the corresponding agreement/amendment. DATED this day of Corporates &r6tary (Corporate Seal) PROFESSIONAL SERVICES AGREEMENT CERTIFICATE OF AUTHORITY (IF CORPORATION) I HEREBY CERTIFY that at a meeting of the Board of 'Directors of , a corporation organized and existing under the laws of the State of _ held on the ,qday of a resolution was duly passed and adopted authorizing (Name) as (Title)_ 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. 1N WITNESS WHEREOF, I have hereunto set my hand this , day of , 20 Secretary: Print: 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 passedand 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 ofthe partnership, I further certify that said partnership 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 of partners, Name Street Address _ City State zip Miscellaneous Civil Engineering Services [18.1 RFQ.No. 12-13-004 A & P Consulting Transportation Engineers PROFESSIONAL SERVICES AGREEMENT CERT'IFICAT'E 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 1 20� Signed: Print: NOTARIZATION STATE OF ) COUNTY OF' The foregoing instrument 20by _ known to me or who has .produced (did / did not) take an oath. SIGNATURE OF NOTARY PUBLIC STATE OF FLORIDA PRINTED, STAMPED OR TYPED NAME OF NOTARY PUBLIC ) SS: was acknowledged before me this day of , who is personally as identification and who Miscellaneous Civil Englneering Services •[19 I RFQ No, 12-13,-004 A & P Consulting Transportation Engineers PROFESSIONAL SERVICES AGREEMENT ARTICLE Al GENERAL Civil Engineering Services shall include, but are not limited to, complete planning and design services, programming, pavement analysis surveying, roadway analysis, geotechnical, options evaluations, public meetings, detailed assessments and recommendations, cost 'estimates, opinions of probable construction cost, review of Work prepared by Sub -consultants and other consultants, field Investigations and observations, post design services, construction amnmmuutio/' and other related Services uvneeded wcomplete provide comprehensf.ve Civil Engineering services for the Project for which Consultant was selected in accordance with Section 287.056 Florida uTemtea' as amended, Consultants' Competitive Negotiations Act (CCNA). A1.01 SCOPE OF SERVICES The Consultant agrees to provide ensive Professional Services in orda 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 a Work Order. 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. Consultant shall furnish, as Basic Services, comprehensive civil engineering, professional services for the Project. The Project shall include roadway reconstruction or resurfacing, drainage improvements, storm water management, nvma|e roetomt|on, curbe, gutters, sidewalks, lighting improvements, |andscap|nQ, signage and striping, vefif|oat|on of City's. Pavement Analysis Report within the Project area; digitally,r000nd existing conditions In eeamh 311 calls for various complaints, and any survey; geotmohnicm|, and utility coordination required to produce complete ooto of signed and sealed construction documents, aponif)ned|ono and estimate of probable construction costs for the Work. The City will phase the Work required hocomplete the Project aothat the Project |adesigned and constructed |nthe most logical, efficient, and cooteffective 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 . A1.024p�D��DO��� When 0P has determined that m specific phase of the Project is to proceed, the Director or � authorized designee will request in writing, aWork Order Proposal from the Consultant based on ! the proposed Scope of Services provided to the Consultant in writing by the Director or designee. � The CnAoV|tmnt and Director or designee, and others if mpprnpdate, may have preliminary meetings, Ifwarranted, tmfurther define the Scope ofSem|cenand horesolve any questions, The � Consultant shall then prepare Work Order Proposal following the format provided by the Cdy, indicating the d Scope of Services, time of pedbnnanoa, staffing, proposed fees, Sub - Consultants, and deliverable items and/or documents. ' The Director ordesignee may accept the Work Order Proposal an eVbmittad, reject the Work � Order Proposal, ornegotiate revisions tuthe Work Order Proposal, Upon acceptancemfaVVu,k | Order Proposal CIP will prepare. a Work Order that will be reviewed by CIP staff and the *Director .approval or designee. Upon O|PvWU |aaun avvddnn Notice to Proceed subsequent to approval of the Work Order by the Director or designee. � |ARTICLE A2 BASIC 9.F__RVICES Consultant agrees to provide complete Civil Engineering services asset forth in the tasks enumerated hereinafter, in accordance with UhaFNdda Building Code, latest 'ed�on, nUi fedor state, ooun�and OKy ofk4kam|,Roddu.Laws, Codes and Ordinances. O000uDon�mhoUmaintain anadequate staff ofqualified pensonnsdontheVVorkatm||t|moutoanuunn!toperformaOoaaoopecified|nthoAgreement. 'Miscellaneous Civil Engineering Services [20RFQNo. 1243~OO4 A&PConsulting Transportation Engineers PROFESSIONAL SERVICES AGREEMENT Consultant shall submit one (1) electronic set of all documents and seven (7) copies of documents required under Article A2, withodt additional charge, for review and approval by City. Consultant shall not proceed with the next task of the Work until the documents have been approved, in writing, by City, and an Authorization to Proceed with the next task has been issued by City. 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 61G15-19;001(4) and Section 471.033(1) (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 Consultant shall confer with representatives of City, the Project Manager, and other jurisdictional agencies to develop several options for how the various elements of the project will be designed and constructed. A2,01.2 Consultant shall, utilizing a compilation of available documentation, -confer with representatives of 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 remaining items will. be called Designs. A2.01 �3 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 Consultant shall hire the appropriate sub -contractor to provide Civil Engineering services which are not in-house. Surveys shall include the location of all site structures including all utility structures and facilities. Consultant shall also engage, a soil testing firm to perform soil borings and other tests required for new construc#ion work. The extent to which this Work will be needed shall be based on the surveying and soil borings performed previously by the City. Cost of the surveyor and soil engineering firm shall be billed as reimbursable expenses. A2.02 ANALYTICAL REVIEW Verification of the City's Pavement Analysis Report within the Project area; digitally record existing conditions in the Project area; research 311 .calls for various complaints, especially drainage complaints; and digitally record project area during significant rain events. A2,03 SCHEMATIC DESIGN A2,03.1 Recommended Course of Action Consultant shall prepare and present, in writing, for approval by the Project Manager, a Recommended Course of Action (RCA) for the areas comprising the Project. The RCA shall include, but is not limited to: 1. Street name and limits Miscellaneous Civil Engineering Service's [21 RFQ No. 12-13.004 A & P Consulting Transportation Engineers PROFESSIONAL SERVICES AGREEMENT 2. Recommended remediation efforts to bring the subject street up to a minimum "good" rating as outlined In the Citywide Pavement Analysis Survey 3. A detailed cost estimate for design and construction that maximize the :number of streets that would be upgraded from poor to at least good. 4. A design and construction schedule for the recommended Course of Action A2.04 DESIGN DEVELOPMENT From the approved RCA, Consultant shall prepare and present the following in writing: 1. The design parameters to be used for each street being improved (ie, reconstruction, milling and resurfacing:, etc.) 2. The submittal requirements for each street 3. The final cost estimate for design and construction A2.05 CONSTRUCTION DOCUMENT'S From the approved Design Development Documents, Consultant shall prepare for written approval by City, Final Construction Documents setting forth all design drawings and specifications needed to comprise a fully biddable, permittable, constructible Project. Consultant shall produce 30%,, 60%, 90% and Final. Construction Documents for review and approval by 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. 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. 3. An updated Statement of Probable Construction Cost in CSI format. 4. 'Consultant may also be authorized to include In the Construction Documents approved additive and/or deductive alternate bid Items, to permit 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, 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 City in connection with alternates required by the failure of Consultant to design the Project within the Fixed limit of Construction Cost. 7. Consultant shall provide an index of all subm[ttals required by the Contractor that clearly Identifies submittals for which the Contractor shall be responsible for design. 8. Consultant shall submit the special' or supplemental terms and conditions separate from the technical specifications. 9. Consultant shall not proceed with further construction document development until approval of the 30% documents is received in writing from City. Approval by City shall be for progress only and does not relieve Consultant of its responsibilities and liabilities relative to code compliance and to other covenants contained in this Agreement. 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 City upon submission of 60% complete Construction Documents and 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. Miscellaneous Civil Engineering Services [22 [ RFQ No. 12-13-004 A & P Consulting Transportation Engineers PROFESSIONAL -SERVICES AGREEMENT A2.05-1 Maximum Cost Limit Prior to authorizing the Consultant to proceed with preparation of Construction Document Development, the City shall establish and communicate to the Consultant, a maximum sum for the cost of construction of the Project ("Maximum Cost Limit"), If the City .has not advertised for bids within ninety (90) days after the Consultant submits the Final Design to the City, the estimate of the cost of construction shall be adjusted by 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 bidsreceived exceed ten (10%) percent -of the Maximum Cost Limit. A2.05;2 Ory Run Permitting The Consultant shall file and follow-up for approval of building permits at the earliest practicable 'time during the performance of the Work, for approval by 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 CIP 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 i be submitted, five (6) full size seated copies of the drawings and specifications. Consultant shall also provide digital versions of the drawings In .dwg, ,plt, and .pdf formats. The specification additional terms and condition's shall be provided in both .pdf and .doc formats. A2.06 BIDDING AND AWARD OF CONTRACT A2.06-1 Bld Documents Approvals and Printing Upon obtaining all necessary approvals of the Construction Documents from authorities having jurisdiction, and 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 and 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. A2.06.2 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. A2.06.3 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 addifitonal 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 necessary to bring the Probable Construction Cost based on such revisions within the Total Authorized Construction Budget. The City may exercise such option where the bid price Miscellaneous Civil, Engineering Services [23 RFQ No. 12-13-004 A & P Consulting Transportation Engineers 'PROFESSIONAL SERVICES AGREEMENT 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 above the Consultant shall, without additional compensation, modify the Construction Documents as necessary to bring the Probable Construction Cost within the budgeted amount. A2.07 ADMINISTRATION OF TMB CONSTRUCTION CONTRACT A2.07.1 The Construction Phase will begin with the issuance of a Notice to Proceed (NTP) and will end when the Consultant has provided to the City all post construction documents, including Contractor As -Built drawings, 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 by law. A2.07-2 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. A2.07-3 The Consultant and respective 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 Contract Documents. The Consultant shall provide any site visits necessary for certification if required by the authorities having jurisdiction. Threshold inspection shalt 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 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 and distributing minutes of all meetings and field inspections report it is asked to attend, Consultant and 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 will not be held responsible for the Contractor's or sub -contractors', 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. A2.07.4 The Consultant shall furnish the City with a written report of all observations of the Work made by Consultant and require .all to do same during each visit. to the Project. The. Consultant shall also note the general status and progress of the Work on formsfurnished by the City, and submit them in a timely manner. The Consultant and the Sub- consultant shall ascertain that the Work is acceptable to the City. 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 shall result in the rejection of payment requests and may result In a proportional reduction in Construction Administration fees paid to the Consultant. A2.07-5 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 Miscellaneous Civil Engineering Services [24 j RFQ No. 12.13-004 A & P Consulting Transportation Engineers PROFESSIONAL SERVICES AGREEMENT requisition subject to: a detailed evaluation of the Work for conformance with the contract upon substantial completion; 2. The results of any subsequent, tests required by the contract; 3. Minor deviations from the contract correctable prior to completion; 4. 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. A2.07-6 The Consultant shall be the interpreter of the requirements of the Contract Documents and the judge of the performance thereunder. 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 mattersin 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. A2.07-7 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. A2.07.8 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 construction 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. Consultant shall provide the Contractor with a detailed written explanation as to the basis for rejection. A2.07-9 The Consultant shall initiate and prepare required documentation for changes as required by the Consultant's 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 analysisand/or study supporting such recommendation. A2.07-10 The Consultant shall examine the Work 'upon receipt of the Contractor's request for 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 substantially -complete in 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 discrepancies in the Work required to be corrected by the Contractor in accordance with Florida Statute 218.736. Upon satisfactory completion of the punch-llst the Consultant shall 'recommend execution of a "Certificate of Final Acceptance" and Miscellaneous Civil Engineering Services 125 RFQ No. 12-13-004 A & P Consulting Transportation Engineers PROFESSIONAL SERVICES AGREEMENT final payment to the Contractor. The Consultant shall obtain from the Contractor upon satisfactory completion of all items on the punch -list, all necessary close-out documentation from the Contractor including but not limited to all guarantees, 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.. A2,07.11 The Consultant shall monitor and provide assistance in obtaining the Contractor's compliance with its contract relative to 1) initial instruction of City's personnel in the 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 a smooth transition from construction to occupancy by the City. A2.07-12 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 certification required under this Agreement including the contents of. "as -built" documents is 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. A2,07-18 The Consultant shall furnish to the City one complete set of "As -built Drawings", in Auto CADD Version 2000 or such other format acceptable to the City. A2.0.7.14 The Consultant shall furnish to the City a simplified site plan and floor plan(s) reflecting "as -built" conditions with graphic scale and north arrow, flans, 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. A2,07-1.5 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. Miscellaneous Civil Engineering Services [26 i RFQ No. 12-13004 A & P Consulting Transportation Engineers PROFESSIONAL SERVICES AGREEMENT ARTICLE A3 ADDITIONAL SERVICES A3.01 GENERAL Services categorized below as "Additional Services" may be specified and authorized by 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 City Manager and will be compensated for as provided in Attachment B, Section 83:06. 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 Appraisals:, Investigation and creation of detailed appraisals and valuations of existing facilities, and surveys or inventories In connection with construction performed by City. A3.02M2 Specialty Design: Any additional special professional services not included in the Scope of Work. A3.02.3 Extended Testing & Training: Extended assistance beyond that provided under Basic Services for the initial start-uo, testing, adjusting and balancing of any equipment or system; extended training of 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 the Contractor, sub -contractor, or equipment. manufacturer. A3,02-4 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 City and are due to causes beyond the control of 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).. A3.02-5 Expert Witness: Preparing to serve or serving as an expert witness in connection with any arbitration proceeding or legal proceeding, providing, however, that Consultant cannot testify against City in any proceeding during the course of this Agreement. A3.02=6 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 A4 CITY'S RESPONSIBILITIES A4.01 (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. A4,01 -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. Miscellaneous Civil Engineering Services i27 RFQ No. 12-13.004 A & P Consulting Transportation Engineers PROFESSIONAL SERVICES AGREEMENT A4,01.2 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. Consultant shall recommend necessary tests to City. A4.01-3 General Project Information: information regarding Project Budget, City and State procedures, guidelines, forms., formats, and assistance required establishing a program as per Section A2.02 A4.01-4 Exlstinq 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. 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. A4.01-5 Reliability: The services, information, surveys and reports described in A5;01-1 through A5:014 above, shall be furnished at City's expense, and Consultant shall be entitled to rely upon the accuracy and completeness thereof, provided Consultant has reviewed all such information to determine if additional information and/or testing Is required to properly design the Project, A4.02 CONSTRUCTION MANAGEMENT A4.02-1 During construction, 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. A4.02-2 If City observes or otherwise becomes aware of any fault or defective Work in the Project, or other nonconformance with the contract during construction, City shall give prompt notice thereof to Consultant. Miscellaneous Civil Engineering Services [28 j RFQ No, 12-13-004 A & P Consulting Transportation Engineers PROFESSIONAL SERVICES AGREEMENT SCHEDULE Al. - SUB -CONSULTANTS FIRM NAME CONSULTING FIELD Trace Consultants, Inc. Roadway, Signing and Markings CDM Smith Traffic, Signals, Engineering Support E.R. Brownell & Associates Inc. Surveying Services Curtis + Rogers Design Studio Landscape Architecture Geosol, Inc. Geotechnical SCHEDULE ,A2. - KEY STAFF NAME JOB CLASSIFICATION Antonio G. Acosta, PE Principal Eithel M. Sierra, PE Project Manager Jorge Pefiia, PE Project. Engineer Lazaro Ferrero, PE Senior Engineer Elizabeth Celeiro Clerical Mildred Paderni CADD Technician Lissette M. Guon, EI Engineering Intern Emilio Garcia Senior. Engineering Technician Wilfredo Suarez-Mulkay, PE Inspector Aida M. Curtis, RLA Senior Landscape Architect Jennifer Rogers*Pomaville, RLA Landscape Architect Tiffany Marston Landscape Architect Intern Aimara D. La Rosa, PSM Senior PSM Adnan Ismail Driller Tiffany Marston Landscape Architect Intern Almara D. La Rosa, PSM Senior PSM Adnan Ismail Driller Miscellaneous Civil Engineering Services 1291 RFQ No. 12-13-004 A & P Consulting Transportation Engineers ATTACHMENT 0 COMPENSATION ARTICLE E.1 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 13&01). b) An Hourly Rate, as defined B3.02in Section and at the rates set forth in Section NOTE: The Lump -Sum manner of compensation is the preferred and primary form of compensation. 81.01 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 Section 2.03-1 as the maximum 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. 131.02. 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 RATES 132,01 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 Rates are the effective direct hourly rates, a&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. 82.03 MULTIPLIER For Work assigned under this Agreement, a pr g shall apply to the Consultant's average 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. A copy of your firm's 'Florida Department of Transportation ("FDOT") Lorraine E. Odem letter shall be submitted to CIP upon request for review. 132.04 CALCULATION Said Wage Rates are to be utilized by the Consultant in calculating compensation payable for specific assignments and Work Orders as requested by the City. The Consultant shall identify job classifications, Miscellaneous Civil Engineering Services [30 1 RFQ No. 12.13-004 A & P Consulting Transportation Engineers ATTACHMENT B —COMPENSATION 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, 62.05 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 shall be cause for cancellation of this Agreement. B2.06 ESCALATION There shall be no escalation clause as part of this Agreement. ARTICLE B3COMPUTATION 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 fora 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. 53,01-1 Lump Sum 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 sufficient information as depicted In Schedule A2. 133.02 HOURLY RATE FEES 53.02-1 Hourly Rate Fees shall be those rates for the Consultant and Sub -Consultant employees identified in Schedule 61 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, cost or expense above this figure. B3.02-2 Conditions for Use: Hourly Rate Fees shall be used only in those instances where the .parties 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. B3.03 REIMBURSABLE EXPENSES Any fees '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 for travel and subsistence , 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 bilis, itemized invoices and/or copies of cancelled checks. 83;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 Civil Englneering Services [31.1 RFQ No. 1213.004 A & P Consulting Transporiafion Engineers ATTACHMENT B -COMPENSATION 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 83.03 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: www,mlamigov.com/capitalimmprovements/iJages/ProcurementOpportunities. 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, 83.05-2' 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. B3:06 PAYMENT EXCLUSIONS' The Consultant shall not be compensated by the City for revisions and/or modifications to drawings 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. 83.07 . 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 Project is resumed after having been suspended for more than three months, the Consultant's further compensation shall be subject to renegotiations. ARTICLE B4 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 -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.miamlgov.com/Capitallmprovements/pages/ProcurementOpportuniti.es. Failure to use the City Form will result -in rejection of the invoice. Miscellaneous Civil Engineering Services [321 RFQ.No. 12-13-004 A. & P Consulting Transportation Engineers ATTACHMENT B - COMPENSATION B4.02FOR 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. B4.03 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, :givin.g 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. 84.04 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 fee to completion. 84.04.1 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. ALTICI-E I35I35 REIMBURP±BLE EXPENSES. 85.01 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, 135.01-1 Transportation Transportation shall not be considered as reimbursable expenses under this Agreement. 135.01.2- Travel And Per Diem Travel and per diem expenses shall not be considered as reimbursable expenses under this Agreement: 135.01.3 Communication Expenses Identifiable communication expenses approved by the Project Manager, tong distance telephone, courier andexpress mail between Consultant and Sub -consultants. 135.01.4 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. Miscellaneous Civil Engineering Services [33 1 RFQ No, 1213-004 A & P Consulting Transportation Engineers ATTACHMENT B -COMPENSATION B5101.5 Permit Fees All Permit fees paid to regulatory agencies for approvals directly attributable to the Project; These permit fees do not include those permits requiredto be paid by the construction Contractor. B5= REIMBURSEMENTS TO THE SUB -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 135 herein. ARTICLE 136136 COMPENSATION FOR: RgYSE 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 reuse 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 Civil Engineering Services [34 RFQ No. 12-13-004 A & P Consulting Transportation Engineers ATTACHMENT B —COMPENSATION ATTACHMENT B m COMPENSATION SCHEDULE B1 - WAGE RATES SUMMARY INDIVIDUAL'$ NAME JOB CLASSIFICATION NEGOTIATED HOURLY RATE ADJUSTED AVERAGE HOURLY DATE (Multiplier 2.9 Antonio G. Acosta, PE Principal $77.00. $223.30 Eithel M, Sierra, PE project Manager $52.00 $150,80 Jorge Pena, PE Project. Engineer ,$58,30 $169.07 Lazaro Ferrero, PE 'Senior Engineer $52.00 _ $150.80 Elizabeth Celeiro Clerical $13.00' $37,70 Mtldred Paderni CADD Technician $25.00 $72.60 Lissette M. Guon, EI Engineering Intern $31:00 $89.90 Emilio Garcia Senior Engineering Technician $23,00 $66.70 Wilfredo Suarez-Mulkay, PE Inspector $23.00 $66.70 Aida M, Curtis, RLA Senior Landscape Architect $52,00 $150:80 Jennifer Rogers-Pomaville, RLA Landscape Architect $34,0p $98.60 Tiffany Marston Landscape Architect Intern $25,48 $73:89 Aimara D. La Rosa, PSM Senior PSM $.26,00 $72.50 Adnan Ismail Driller $1300 $37.70 Additionally the City will pay: 1.. 3 Man Crew Party 2. 4 Man Crew Party Party Chief Party Chief Instrument Man Instrument. Man Rod Man Two Rod Men Burdened Daily Rate ($944.00) (Burdened Daily Rate: $1177.29) Miscellaneous Civil Engineering Services [35.1 RFQ No. 12-13-004 A & P Consulting Transportation Engineers a CITY OF MIAMI DEPARTMENT OF CAPITAL IMPROVEMENTS �g MIA� PROGRAM Service Category Miscellaneous Civiln'theer �It� Services Contract Type Miscallaneoue Services Consultant AQD,A, Engineering, Inc. 7ABLE OF CONTENTS AT1LMyµ�gy rsx lixk aY i¢nrrrrr#.xL xY<>f rtY<dtlF xflYnif A 9. Yx(fi he 4}5.¢f, »YE¢ xi wsx:X YA}£sa.f 2.01 TERMa.<a,.. .02SCOP5 OF SERVICES e£: L03 COMP N ATI N• Y x. <x, e3ab ♦ aAY £ a aY s£rte< z,�^�y'} 3,01 PERFOR ANOIE AND U L. ATIO1`1 ,,,..<.r¢.h «» ...E .x » F, x ..,.n.,h,Yh.Y.. 3»0REMOVAL CITE UNSAT11tFACTORY 2.03 CONSULTANT LEY TAIL fi 3,04 TIMEFOR 4»01 GENERAL 7 oi, us -co I UL,T'AI T RELATIONSHIPS, 'IONSHIP 4,03, CHANGE$ TO SUB -CONSULTANTS.......,."'.. ... --7 01 C NER Lr> a<A axYix ! r i seal 02 CONOITIONS OF DEV4UL fxa a,x 7 Yr if lrea set ns b_ 5.03 'TIME TO CUBE DEFAULT; FORCE AJEURE,xh,«£ r«xYw},» txA an0 AA L. TERMINATIONOF .�G ggffk:T 8 6.01 CITY' $. RI NT TCi: P�iI AT .Y 0 6,0 c�ON UL.TANT' RIGHT TO T FC :#I it aY. ^�.A(�, TERMIINAp`ni1 1�L+?U TO UgINDII �al.tl$E OBSYI T OR Al TI L� D OC U E 9 N d J x rkff RQ$ fi 701 IOWNff -IP OF DO UMENT Y 7,02 DELIVERY UPON REQUES1 OR CANCEILLATIOW,,,, ...... 0 7x02 RE-USE BY Ii` 7,04 pONDI$ LO URE, 7.05 f MAINTENANCE RDS A TI IW Lu N, B 7.00 COMPANIESPRO IDINi x- VERA iv �r..ar , <1 k Ito? VERIFICATION OF . 9§04 $ MODIFICATION T�O.,i OVERA , ,¢,—. 10 —1CIE-IR '7`m �Ur r I RIk�p9 ...... r 7£10 Elk�yyi 11JR .i"A±% RwIYI OY 1 , n k 7Af SUCCESSOR$AI46 ASSIGNS- Y , i 7A2 TRUTH -IN -NEGOTIATION CERTIFICATEa,.rr, c, x;p,a x rY <a,. 7h9 APP LhI A Lx LAW AND VE VE P LITIGATION, 7m OTI 7k }:F IES�$I�I��A7�`'E It r ,M bnq�ae i+fµ re.ierae.l x Sk»'a 8 a xa � 7A0 JOINT 14 7£ 17 PRIORITY ITY F PROW 1O1 xa,a. «f}fi}b F.fk �4 ra< ar 7.18N19DIATION — WAIVER OF JURY TRIAL 7,24 NO PARTNERSHIP 10 Page 1 Miscellaneous Civil Cr i'ne ring Services RrO No,12A 3-004 AAA togine ring, to SERYlGq%AP. REJEWNT Mi l ri u tv1P n i l brvp I ;1` froom %iiisii�nnu iltii >nirret�tas �It I-- s:.Mcsl€trswa 'viC'poe . On i,.G �Inrti.� Irl . 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