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Res No 186-13-14004RESOLUTION NO.: 186-13-14004 A Resolution authorizing the City Manager to execute a Professional Service Agreement provided under Florida Statute 287.055 Consultant's Competitive Negotiation Act "CCNA ", with, Milian, Swain and Associates, Inc., Indigo Service Corporation, O'Leary Richards Design Associates, Inc., Rosenberg Design Group, Inc., Curtis and Rogers Design Studio, Inc., REE Consulting, LLC. dba G. Batista and Associates for the following professional services: Architecture, CiviUEnvironmental Engineering, Structural, and Traffic & Transportation Engineering. WHEREAS, the Mayor and City Commission desire to enter into service agreements for professional services for the following categories: Architecture, Landscape Architecture, Civil /Environmental Engineering, Structural, Traffic and Transportation Engineering; and WHEREAS, pursuant to Florida Statute 287.055 for CCNA, the City solicited qualification from interested firms and the City's review committee conducted a thorough review of the qualifications of the firms that responded to the solicitation, and upon evaluation the firms were ranked; and WHEREAS, the City met with the firms and reviewed the proposed hourly billing rates and the following firms have agreed upon the hourly billing rates disclosed in the Professional Service Agreement request for qualifications; Milian, Swain and Associates, Inc., Indigo Service Corporation, O'Leary Richards Design Associates, Inc., Rosenberg Design Group, Inc., Curtis and Rogers Design Studio, Inc., REE Consulting, LLC. dba G. Batista and Associates; and WHEREAS, the Mayor and City Commission desires to authorize the City Manager to execute the professional service agreements. NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA THAT: Section 1: The City Manager is hereby authorized to execute the form of the professional service agreement that is attached, for the negotiated hourly rates in accordance with the procedure set forth in Florida Statute 287.055 (Consultant's Competitive Negotiation Act) Milian, Swain and Associates, Inc., Indigo Service Corporation, O'Leary Richards Design Associates, Inc., Rosenberg Design Group, Inc., Curtis and Rogers Design Studio, Inc., REE Consulting, LLC.dba G. Batista and Associates. A resolution shall be presented to the Commission for approval of each project to be awarded in the future to a selected firms. Section 2: If any section clause, sentence, or phrase of this resolution is for any reason held invalid or unconstitutional by a court of competent jurisdiction, the holding shall not affect the validity of the remaining portions of this resolution. Section 3. This resolution shall take effect immediately upon adoption. PASSED AND ADOPTED this 3rd day of _ September , 2013. aT: APPROVED: l LERK MAYCfR REAKAROVED AS T RM COMMISSION VOTE: 5 -0 LANALITY EX UTION Mayor Stoddard: Yea T Vice Mayor Liebman Yea Commissioner Newman: Yea ' - Commissioner Harris: Yea G O Y Commissioner Welsh: Yea $ ©tf7"f74" I {ICOgYQRNfCR 1927 c 0 Vt I'D '" City of South Miami South Miami PUBLIC WORKS & ENGINEERING DEPARTMENT 4795 SW 75th Avenue AIR medCa City Miami, FL 33155 Tel. (305) 663 -6350 Fax (305) 668 -7208 l �' 2001 TO: Steven Alexander, City Manager FROM: Jorge L. Vera, Capital Improvement Project Manager DATE: September 3, 2013 Resolution: A Resolution authorizing the City Manager to execute a Professional Service Agreement provided under Florida Statute 287.055 Consultant's Competitive Negotiation Act "CCNA ", with Milian, Swain and Associates, Inc., Indigo Service Corporation, O'Leary Richards Design Associates, Inc., Rosenberg Gardner Design Group, Inc., Curtis + Rogers Design Studio, Inc., REE Consulting, LLC. dba G. Batista and Associates for the following professional services: Architecture, Civil /Environmental Engineering, Structural and Traffic & Transportation Engineering. Background: On June 4, 2013, the City Commission approved a Resolution ( #120 -13- 13938) authorizing the City Manager to negotiate hourly billing rates and to execute a Professional Service Agreement with the firms that were selected from our request for qualifications RFQ # PW- S2013 -04 for Architecture, Landscape Architecture, Civil /Environmental Engineering, Structural and Traffic & Transportation Engineering. Of the 24 firms selected, City staff has met with and reviewed the proposed hourly billing rates for the above referenced firms. After negotiating an acceptable hourly billing rate with the firms, the firms entered into a Professional Service Agreement in order to provide professional engineering services to the City at the agreed hourly billing rate for future projects. In an effort to provide transparency and accountability, the hourly billing rate per job classification is based on FDOT's Consultant Wage Average Report for the period of May 2012 to May 2013 (see attached). The report is based on an FDOT yearly data collection and analysis of the prevailing hourly wage rate by job classification within different geographical areas in the State. Our geographical area is District 6 which encompasses Miami -Dade and Monroe Counties. The rates in the report are negotiated unloaded rates which provide personnel hourly billing rate per classification excluding company overhead and benefit. To the hourly negotiated unloaded rate, each firm adds a multiplier for the company's overhead and benefits. The multiplier in District 6 ranges from 2.5 to 3.1, depending on the size of the firm. Please find below the firms that have submitted a signed Professional Service Agreement, which includes their negotiated hourly billing rate plus the multiplier. Upon further future negotiations, additional firms will be presented to the City Commission for their approval. • Milian, Swain and Associates, Inc. - Civil Engineers • Indigo Service Corporation -Architects • O'Leary Richards Design Associates, Inc.- Landscape Architects • Rosenberg Gardner Design Group, Inc.- Landscape Architects • Curtis + Rogers Design Studio, Inc.- Landscape Architects • REE Consulting, LLC. dba G. Batista and Associates — Structural Engineers Upon approval of the Professional Services Agreements by the City Commission, City staff will request quotes for City projects from individual firms on a rotating basis and in accordance with Florida Statutes 287.55 CCNA. The quotes will be negotiated based on the scope of a project, duration and the contractual hourly billing rate. Upon the City staff negotiating a final cost to perform the required project, a resolution will be presented to the City Commission for their approval. Please note that the execution of these Professional General Service agreements does not commit the City to any maximum amount of fees nor guarantee any work. Attachments: Proposed Resolution Blank Professional Service Agreement Signed Professional Service Agreements - CD Listed consultant hourly billing rates FDOT Consultant wage average report Resolution 120 -13 -13938 Sunbiz Professional Service Agreement Hourly Rates * FDOT loaded wages are the base FDOT wages, times a multiplier FDOT unloaded wages are based on the FDOT District 6 Consultant Wage Rate Averages Report (Taken from May 2012 -May 2013) These are the positions listed in the RFq. Curtis + Rogers G: Batista Indigo Service M5Q O'Lea ry Rosenberg _ Gardner . Unloaded FDOT Wages FDOT Loaded Wages Lansdcape Structural Arch Civil Lansdcape Lansdcape Average Principal 150 188.5 1 160 226 175 100.4 187 N/A N/A Project Manager 120 153.35 160 125 160 71.95 153. 163.125 Senior Engineer 200.68 140 125 156 55.28 160.312 Engineer 130.5 122.67 105 118 34.33 99.557 Construction Manager 153.35 140 110 120 135 56.25 163.125 Construction Inspection 87 87.5 85 81- 30.48 88.392 Senior Draftsman/ Technician/ CADD Operator 60 66.7 87.5 80 90 70.85 84 24.65 71.485 Draftsmen 52.2 78.5 75 1 11 0 Data Processing/ Clerical 45 49.3 50.32 60 57.59 54 18.78 54.462 Landscape Architect 150 125 125 32.65 0 Arborist 100.41 Interior Designer 0 * FDOT loaded wages are the base FDOT wages, times a multiplier FDOT unloaded wages are based on the FDOT District 6 Consultant Wage Rate Averages Report (Taken from May 2012 -May 2013) These are the positions listed in the RFq. Florida Department of Transportation Professional Services Information System Consultant Wage Rate Averages Report by Job Classification For Job Class Wage Rates Uploaded from Automated Fee Proposal(AFP) Spreadsheets For the time period from 24MAY2012 to 24MAY2013 FOR DOT DISTRICT 6 District 6 Wage Rate Statistics Pra osed Unloaded Rate S Ne oti ted Unloaded Rate Jobclass 25% Quartile Mean /Avg. 75% Quartile 25% Quartile Mean /Avg. 75% Quartile Acquisition Agent $28.00 $28.00 $28.00 $28.00 $28.00 $28.00 Archaeologist $13.50 $13.50 $13.50 $13.00 $13.25 $13.50 [Hr Certified Bridge Inspector $26.21 $26.21 $26.21 $26.21 $26.21 $26.21 Chief Archaeologist $35.80 $38.89 $40.43 $35.00 $36.16 $37.73 Chief Engineer $69.20 $78.53 $84.00 $67.91 $73.19 $75.00 Chief Planner $68.51 $68.51 $68.51 $68.51 $68.51 $68.51 Chief Scientist $54.00 $64.32 $69.36 $54.00 $58.32 $62.97 Hr. Computer Programmer $33.93 $36.53 $39.14 $33.69 $36.06 $38.43 Hr. Contract Coordinator $20.70 $21.85 $23.00 20.701 $21.85 $23.00 Hr. CADD /Computer Technician $22.76 $25.93 $27.73 $22.76 $24.65 $27.00 Hr. CEI Asphalt Plant Inspector $23.30 $23.30 $23.30 $23.30 $23.30 $23.30 Hr. CEI Assist Project Administrator /Project Engineer $45.39 $45.39 $45.39 $33.39 $33.39 $33.39 Hr, CEI Bridge Inspector $24.00 $25.21 $26,00 $24.00 $23.86 $24.00 Hr. CEI Bridge Project Administrator $49.00 $49.00 $49.00 $44.60 $44.60 $44.60 Hr, CEI Bridge Senior Inspector $33.10 $34.32 $35.441 $31.50 $31.39 $31.50 Hr. CEI Contract Support Specialist $32.71 $35.69 $38.67 $31.80 $33.20 $34.59 Hr, CEI Inspector /Engineer Intern $22.71 $23.96 $23.94 $22.50 $22.56 $22.50 Hr. CEI Inspector's Aide $16.00 $16.00 $16.00 $16.00 $16.00 $16.00 Hr, CEI ITS Inspector $30.00 $30.00 $30.00 $30.00 $30.00 $30.00 Hr. CEI Proj. Admin. /Project Eng. /CEI Consultant Eng. $38.24 $49.31 $66.66 $38.70 $42.81 $47.70 Hr. CEI Res. Compliance Spec. $19.69 $21.17 $22.651 19.54 $20.02 $20.50 Hr. CEI Secretary/Clerk Typist $18.00 $18.00 $18.00 $18.00 $18.00 $18.00 Hr. CEI Senior Inspector /Senior Engineer Intern $30.20 $30.37 $31.00 $29.75 $30.48 $31.00 Hr_ CEI Senior ITS Inspector $33.50 $33.50 $33.50 $33.50 $33.50 $33.50 Hr. CEI Senior Project Engineer $65.00 $70.78 $80.00 $56.24 $59.49 $62.50 Hr_ Designer $31.25 $33.78 $37.70 $31.25 $33.12 $35.00 Hr. Engineer $32.69 $35.82 $37.991 $32.69 $34.33 $35.00 Hr. Engineering Intern $26.21 $28.58 $30.68 $26.32 $27.99 $29.88 Hr. Engineering Technician $19.38 $20.78 $21.88 $19.38 $20.29 $21.50 Hr. Environmental Specialist $25.26 $34.63 $49.00 $25.26 $28.18 $29.58 Hr. Field Crew Supervisor $25.34 $25.34 $25.34 $25.34 $25.34 $25.34 Hr. Geotechnical Engineer $32.37 $35.49 $38.62 $27.77 $30.77 $33.77 Hr. Geotechnical Technician $21.25 $23.76 $26.27 $21.25 $21.33 21.4211-1r, GIS Specialist $25.04 $30.58 $36.20 $25.04 $29.33 $34.47 Hr. Inspector $19.00 $23.50 $28.00 $19.00 $23.50 $28.00 Hr. Instrument Person $13.63 $14.45 $15.05 $13.63 $1428 $15.05 Hr. ITS inspector $30.00 $30.00 $30.00 $30.00 $30.00 $30.00 Hr, Landscape Architect $31.04 $34.62 $38.531 $31.04 $32.65 $34.56 Hr. Landscape Architect Intern $19.84 $24.81 $29.48 $19.84 $24.61 $29.48 Hr. Landscape Designer $23.15 $24.43 $23.51 $23.15 $24.38 $24.00 Hr. Office Manager /EEO /RCS $16.25 $16.25 $16.25 $16.251 $16.25 $16.25 Hr. Party Chief $20.20 $22.00 $23.05 $20.20 $21.81 $22.00 Hr. Planner $28.52 $33.18 $35.50 $28.52 $33.17 $37.54 Hr. Project Engineer $40.80 $44.74 $46.19 $40.53 $42.86 $43.00 Hr. Project Manager $52.88 $61.82 $73.77 $52.00 $56.25 $60:10 Hr. Project Planner $34.60 $40.06 $45.80 $29.66 $33.15 $35.30 Hr. Public Information Officer $26.40 $28.02 $30.85 $26.40 $28.02 $30.85 Hr. Rod Person /Chain Person $11.33 $11.84 $12.45 $11.33 $11.22 $11.95 Hr. Scientist $22.03 $28.72 $34.92 22.031 $28.15 $33.47 Hr. Secretary/Clerical $17.00 $19.86 $22.63 $17.611 $18.78 $20.00 Hr. Senior Archaeologist $25.00 $25.00 $25.00 $25.00 $25.00 $25.00 Hr. Senior Architect $40.10 $50.49 $52.24 $40.10 $43.10 $47.30 Hr. Senior Designer $37.21 $41.10 $44.43 $37.21 $38.44 $38.74 Hr. Senior Engineer $51.70 $58.20 $61.84 $51.62 55,281 $56.56 Hr. Senior Engineering Technician $24.52 $26.23 $28.57 $25.00 $26.33 $27.85 Hr, Senior Inspector $28.64 $29.46 $30.001 $28.64 $29.19 $29.73 Hr. Senior ITS Inspector $33.50 $33.50 $33.50 $33.601 $33.50 $33.50 Hr. Senior Landscape Architect $44.32 $49.41 $52.88 $44.321 $47.72 $50.00 Hr. Senior Planner $48.52 $55.72 $57.69 $47.36 $49.58 $52.95 Hr. Senior Project Engineer $45.00 $4973 $53.95 $45.00 $47.75 $50.32 Hr. Senior Scientist $42.32 $44.82 $50.24 $42.32 $44.18 $47.81 Hr. Senior Surveyor & Mapper $37.13 $51.74 $55.001 $37.13 $45.60 $51.54 Hr. Senior Utility Coordinator $42.89 $44.10 $47.001 37.91 $39.66 $41.00 Hr. Survey Technician $19.00 $22.46 $25.241 $19.001 $21.28 $24.00 Hr. Surveying Intern $30.00 $37.65 $54.00 $30.001 $33.08 $33.00 Hr. Surveyor & Mapper $33.85 $36.62 $37.97 $33.85 $34.76 $36.58 Hr. Technician Aid $13.001 $15.67 $17.50 $13.001 $14.75 $16.00 Hr. Utilit Coordinator $26.41 $30.03 $33.65 $26.07 $29.86 $33.65 Hr. Utility Locator $18.82 $19.85 $23.00 $18.82 $19.851 $23.00 Hr. Utility Technician $16.98 $17.991 $19.00 $16.98 $17.991 $19.00 Hr. RESOLUTION NO.: 120-13-13938 A Resolution authorizing the City Manager to negotiate hourly rates and to execute a professional service agreement provided under the Florida Statute 287.055 Consultant's Competitive Negotiation Act "CCNA ", for the following professional services: Architecture, Landscape Architecture, Civil /Environmental Engineering, Traffic and Transportation Engineering. WHEREAS, the Mayor and City Commission desires to enter into service agreements for professional services for the following categories: Architecture; Landscape Architecture, Civil /Environmental Engineering, Traffic and Transportation Engineering; and WHEREAS, on April 26, 2013 a request for qualification RFQ #PW- S2013 -04 was released by the City for these services; and WHEREAS, the City received solicitation from thirty -three (33) firms; and WHEREAS, pursuant to Florida Statute 287.055 for CCNA, the City review committee conducted thorough reviews of the firm's qualifications, and upon evaluation the firms were ranked; and WHEREAS, the City selected a five (5) qualified firms for each category to provide the professional services to the City as follows; and Civil ^1. 1. TY LIN INTERNATIONAL/HJ ROSS EAC CONSULTING, INC 2. CIVIL WORKS INC 3. A.D.A. ENGINEERING, INC 4. SRS ENGINEERING, INC 5. RA BEHAR & COMPANY INC URS ENGINEERS, PLANNERS Traffic & Transportation 1. TY LIN INTERNATIONAL/HJ ROSS 2. THE CORRADINO GROUP 3. MARLIN ENGINEERING 4. C H PEREZ CONSULTING 4. ENGINEERS, INC. 5. URS Architecture 1 MCHARRY ASSOCIATES 2 BERMELLO AJAMIL & PARTNERS 3 SOL -ARCH, INC 4 R.E. CHISHOLM ARCHITECTS, INC 5 INDIGO SERVICE CORPORATION Environmental 1. R.J BEHAR & COMPANY INC ENGINEERS, PLANNERS 2. MILIAN SWAIN AND ASSOCIATES 3. STANLEY CONSULTANTS, INC 4. BALJET ENVIRONMENTAL, INC. 5. LANGAN ENGINEERING Structural 1. SRS ENGINEERING, INC 2. G BATISTA & ASSOCIATES 3. STANLEY CONSULTANTS, INC Landscape 1. O'LEARY RICHARDS DESIGN & ASSOCIATES 2. BERMELLO AJAMIL & PARTNERS 3. ROSENBERG GARDNER DESIGN 4. CURTIS + ROGERS DESIGN STUDIO, INC 5. KIMLEY HORN & ASSOCIATES WHEREAS, the Mayor and City Commission desires to authorize the City Manager to negotiate hourly rates and execute a service agreement with the highest ranked firm. NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA THAT: Section 1: The City Manager is hereby authorized to negotiate hourly rates and execute a professional service agreement in the same form as published in RFQ #PW- S2013 -04 in accordance with the procedure set forth in Florida Statute 287.055 (Consultant's Competitive Negotiation Act). C w b Pg. 2 of Res. No. 120 -13 -13938 s 7 Section 2: The agreements shall be approved by resolution prior to being signed by the City Manager. Section 3: If any section clause, sentence, or phrase of this resolution is for any reason held invalid or unconstitutional by a court of competent jurisdiction, the holding shall not affect the validity of the remaining portions of this resolution. Section 4. This resolution shall take effect immediately upon adoption. PASSED AND ADOPTED this 4th day of June , 2013. T T:. APPROVED' { r L CLERK MAYO READ AND ROVE A ORM COMMISSION VOTE: 5 -0 LANG LEGALI D ECt1TION Mayor Stoddard: Yea TH Vice Mayor Liebman Yea Commissioner Newman: Yea Commissioner Harris: Yea 1TY TORNEY Commissioner Welsh: yea a City of South .Miami South Miami PUBLIC WORKS:& ENGINEERING DEPARTMENT 4795 SW 75th Avenue WkAmedc�eilq. Miami, FL 33155 r I Tel. (305). 663 -6350• Fox (30.5) 668 =7208 A TO: Steven Alexander, City Manager FROM::; Jorge L. Vera, Capital Improvement Project Manager DATE:. June 4, 2012 Resolution: A Resolution of the City of South Miami, Fiorida, adthorizing the City Manager td: negdt.late hourly rates and to execute a professional service agreement provided under the 'Florida Statute 287.055 (Consultant's Competitive Negotiation Act) "CCNA ', for Architecture, Landscape Architecture, Civil /Environmental Engineering, Traffic and Transportotion Engineering professional services. Background: On April 26, 2013; the City., received :33 solicitations .►n response for the request for qualifications RFQ #PW- S200 -04 :for' . Architecture,. Landscape Architecture, CivlllEnvlronmental Engineering,. Traffic ;and. Trpns,portatiort. Engineering professional services. The,, intent. of tho CCNA is to select .professional se.rvIces based.,: on jhe qualifications of the firm, without considering the price of those services until :after'the_.firms. have been ranked. Ranking is based 'on -qualifiications and negotiations have begun with the top ranked firm. Professional design services are defined under this law to Include engineering, surveying & mapping, landscape architecture, and architecture. Numerous studies have shown that selection based on q ualifications provides the owner with optimum services, whereas selection based on low price only assures the owner of the least expensive initial design or study cost, not necessarily the best or most cast- effective over the life of the project. Public agencies that use qualifications based selection under the CCNA to procure engineering services are better able to control construction costs and achieve a consistently high degree of project satisfaction than those using other procurement methods. Therefore, the selection of firms will be based on qualifications and once firms are selected, then competitive negotiations for fees will occur: Further, the intent of the CCNA legislation has always been to preclude "price consideration" from entering into the selection process. The Florida Legislature clarified the statute in 1988 to state that an "agency may request, accept, and consider proposals for the compensation to be paid under the contract only during the competitive negotiation." In accordance with Florida Statute 287,055 (Consultant's Competitive Negotiation Act) "CCNA ", the review committee ranked the firms within the categories of Architecture, Landscape Architecture, CivillEnvironmental Engineering, Traffic and Transportation Engineering. The top 5 firms for each category are listed below In order of their ranking. civil 1.. EAC CONSULTING;:INC 2, CIVILWORKSINC 3: KD:A, ENGINEERING; 4. SRS ENGI,NEERJNG, ING! 5 R:J BEWAR & COMPANY INC ENGINEERS, PLANNERS: Traffic & Transportation '1. TY LIN.1NTERNATIQNAVHJ ROSS 2. THE CORRADINO GROUP' 3: MAKIN ENGINEERING - 4., C`H PEREZC'ONSULTING ENGINEERS, INC,; 5. URS Architecture• 1 MCHARRY_ ASSOCIATES :2 B.EkMa±0 AJAMIL & PARTNERS 3 SO..L- ARCH IINC 4 R.E. CHISHOLM ARCHITECTS, INC 5 INNGO,SERVICE WRPORAT. 614 Environmental, 1., R J BEHAR. &COMPANY INC ENGINEERS, PLANNERS 2.. MILIAN SWAIN ANO ASSOCIATES 3. STANLEY CONSULTANTS,. ING 4: BAI_JET ENVIRONMENTAL, INC. ;5; LANGAN ENGINEERING Structural 1. SRS ENGINEERING; INC 2. G. f3ATi8TA & ASS,OCIATES. 'O 6-rh II G \ /!�/1A'I nlII TAAITL: IAI,� .i). V.1'/"11V LL:1 ut/IVJULI.!'11Y 1'J, IIVV Landscape: 1.. OTEARY RICHARDS: DESIGN a. ASSOCIATES 2. BERMELLOAJAMIL:& PARTNERS 3: ROSENBERG. GARDNER DESIGN 4.. C..URTIS + RQGERS DESIGN STUDIO; INC S. KIMLEY HORN & ASSOCIATES City staff will be submitting, at a future regular Commission meeting, the completed Professional General Services Agreements for Commission approval, for each ranked firm, which will include negotiated hourly rates. The execution of these Professional General Service agreements does not commit the City to any maximum amount of- fees nor guarantee any work. Upon selection of the firms, the City will negotiate. hourly rates that are acceptable to the City and within industry slandards: Upon the City and firm negotiating a cost to perform the required scope of a project, a resolution will be brought before the City Commission for approval of the service agreement. Attachments: Proposed Resolution Evaluation selection sheet Standard professional service agreement RFQ #PW- PZ013 -04 Rank Bidder Points Civil Engineering JV SK GM Total "fY LIN INTI_RNATIONAL /HJ ROSS 89 97 91 277 1 EAC CONSULTING, INC 90 97 89 276 2 CIVIL WORKS INC. 86 91 85 262 BEiRMELLO AJAMII. & PARTNERS (NP 85 88 81 2!A i IIE CORRADINO GROUP 74 96 81 2S7 3 A.D.A. ENGINEERING, INC. 81 91 78 25 4 SRS ENGINEERING, INC 69 98 81 24 5 R.1 BEHAR & COMPANY INC ENGINEERS, PLANNERS 79 98 71 24 MILIAN SWAIN AND ASSOCIATES &5 79 80 244 STANLEY CONSULTANTS, INC. 71 901 71. 232 <CPH ENGINEERS 72 94 65 231 BAI.JF..T ENVIRONMENTAL, INC. 71 85 71 227 I-Ar,]CAN ENC11NElaiIN(i, 63 91 72 2.1.75 RODRIGUI -2 & (:!UIROGA (NP) 70 82 73 225 FLORIDA'I "IiAPlSP0131 "A'1 "1011 ENGINEERING PTE C,8 92 61 221 a, LJll _DING'TIzC[INOLOGYASSO(:IA "EES, INC. 50 84 53 197 Traffic & Transportation Engineering Services JV SK GM Total 1 TY LIN INTERNATIONAL/1-1.1 ROSS 89 97 91 277 2 THE CORRADINO GROUP 87 96 83 266 CIVII. WORKS INC. (NP) 86 91 5 262 3 MARLIN ENGINEERING 83 98 77 258 R.J 817HAR & COMPANY INC: ENGINE=ERS, Pl AININI=RS 79 98 71 248 4 C H PEREZ CONSULTING ENGINEERS INC. 75 99 73 247 5 URS 75 94 78 247 hAC MAHON "i RANW. ENGINEERS & PLANNERS 79 88 79 246 FLORIDA 1 "RANSPORTATION EI!( IIJEI::RING FIT 72 94 77 243 STANLEY CONSULTANTS, LTAN'TS INC, 71 90 71 232 HBC ENGINEERING, COMPANY 66 89 72 227 CAI:TRAN 1. N(3IN IERIN(, GROUP 71 86 69 226 Architecture JV SK GM Total 1 MCHARRY ASSOCIATES 78 98 83 259 2 BERMELLO AIAMIL & PARTNERS 85 88 81 254 3 SOL -ARCH, INC. 75 95 79 249 4 R.E. CHISHOLM ARCHITECTS, INC. 77 90 67 234 5 INDIGO SERVICE CORPORATION 67 97 66 230 RODRIGUEZ & O.UIROGA 70 i3? 73 225 c:HALGUB, INC, 61 841 69 214 Environmental Engineering JV I SK GM Total TY LIN INTERNATIONAL /H1 ROSS- All services 891 9 71 91 7.77 CIVIL. WORKS INC. (PIP) 36 91, 85 262 HE CORRADINO GROUP (NP) 74 96 81 '25.1 A.D.A. ENGINI "'t-RING, INC:. 81 91 78 250 1 R.J BEHAR & COMPANY INC ENGINEERS, PLANNERS 79 92 77 248 SRS ENGINEC_RING, INC 69 98 81 14$ 2 MILIAN SWAIN AND ASSOCIATES 85 79 80 244 3 STANLEY CONSULTANTS INC. 71 90 71 232 4 BAUET ENVIRONMENTAL, INC. (NP) 71 85 71 227 5 LANGAN ENGINEERING (NP) 63 91 72 226 Structural Engineering JV GM SK Total lY LIN IN I "ERN.ATIONAL /UI ROSS-All services 39 97 91 277 fcAC CONSULTNG, INC (NP :'1() 97 89 276 A.D.A. ENGINEERING. INC. 81 9:1 78 250 1 SRS ENGINEERING, INC 69 98 81 248 2 G BATISTA & ASSOCIATES 78 89 70 237 3 STANLEY CONSULTANTS, INC. 71 90 71 232 ;AIJf_T ENVIRUNMENTAt, INC. 71 85 71 227 Landscape Architecture JV SK GM Total 1 OTEARY RICHARDS DESIGN & ASSOCIATES 85 87 86 258 2 BERMELLO AJAMIL & PARTNERS (NP) 35 38 81, 254 3 ROSENBERG GARDNER DESIGN 76 97 81 254 4 CURTIS + ROGERS DESIGN STUDIO, INC 76 87 84 247 5 KIMLEY HORN & ASSOCIATES 75 97 68 240 nREDGING 8a MARINE CONSULTANTS 69 27 60 216 Key: Not a prime service 4. h i. ail by FEVEIN Number a Profit Corporation MILIAN, SWAIN & ASSOCIATES, INC. Information •rent Number K68420 650094999 01/11/1989 FL ACTIVE 01/09/1989 N Number Date Filed Status Effective Date )25 SW 32ND AVE IAMI, FL 33145 hanged: 04/05/1994 ailing Address )25 SW 32ND AVE IAMI, FL 33145 fanged: 04/05/1994 agistered Agent Name & Address MILIAN, ARSENIO 125 S.W. 32ND AVE IAMI, FL 33145 idress Changed: 06/12/1991 facer /Director Detail Name & Address Iva AD t ILIAN, ARSENIO )25 S.W. 32ND AVE IAMI, FL 33145 tie DV NAIN, DEBORAH D. )25 S.W. 32ND AVE IAMI, FL 33145 inual Reports eport Year Filed Date 311 01/05/2011 )12 01/04/2012 )13 01/08/2013 Images 3 —ANNUAL REPORT: ? -- ANNUAL REPORT t --ANNUAL REPORT!, l -- ANNUAL REPORT ANNUAL REPORT IF 3 -- ANNUAL REPORT L -- ANNUAL REPORT i -- ANNUAL REPORT View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format Principal mhtml:file://Z:\Jorge's Work Folder \CCNA DOC'STSA agenda 9- 3 \Sunbiz \milan, swain.... 8/26/2013 4' 'k d etail by Entity Name Florida Profit Corporation INDIGO SERVICE CORPORATION Filing Information Document Number K27088 650057379 06/27/1988 FL ACTIVE AMENDED AND RESTATED FEI /EIN Number Date Filed State Status Last Event ARTICLES Event Date Filed 06/26/1989 NONE Event Effective Date Principal Address 1900 SW 3RD AVE 300 MIAMI, FL 33129 -1419 hanged: 02/15/2011 Oailing Address D.O. BOX 140897 :ORAL GABLES, FL 33114 -0897 .hanged: 02/1312010 registered Agent Name & Address HOMERBONNER 200 FOUR SEASONS TOWER UITE 1441 IIAMI, FL 33131 Jame Changed: 02/15/2011 address Changed: 02/15/2011 )fflcer /Director Detail Name & Address 'itle PSTD 'ERNANDEZ, RICARDO J 900 SW 3RD AVE., SUITE 800 11AM1, FL 33129 -1419 nnual Reports I eport Year Filed Date 011 02/15/2011 012 03/02/2012 013 04/13/2013 ocument Images 013 -- ANNUAL REPORT, View image in PDF format 012 --ANNUAL - REPORTI View image in PDF format 011 --ANNUAL REPORT View image in PDF format mhtml:file: / /ZAJorge's Work Polder \CCNA DOC'S\PSA agenda 9- 3 \Sunbiz \Indigo.mht 8/26/2013 etail by Entity Name lorida Profit Corporation O'LEARY RICHARDS DESIGN ASSOCIATES, INC. iling Information iocument Number P02000119658 030493187 11/07/2002 FL ACTIVE EI /EIN Number Date Filed tate Status Principal Address 525 SW 92 ST -1113 IIAMI, FL 33156 hanged: 01/30/2008 ailing Address 525 SW 92 ST -11B IAMI, FL 33156 ;hanged: 01/30/2008 registered Agent Name & Address RICHARDS, KATHRYN O 1400 SW 107 AVE IIAMI, FL 33176 ifficer /Director Detail Name & Address MRS. .ICHARDS, KATHRYN O 1400 SW 107 AVE IIAMI, FL 33176 nual Reports ?port Year Filed Date 11 01/06/2011 12 04/11/2012 13 01/21/2013 Images �I 3 -- ANNUAL REPORT View image in PDF format 2 --ANNUAL REPORT View image in PDF format 1 --ANNUAL REPORT View image in PDF format 0 --ANNUAL REPORT View image in PDF format 9 -- ANNUAL REPORT View image in PDF format 6 -- ANNUAL REPORT View image in PDF format 7 -- ANNUAL REPORT rnhtml:file:HZAJorge's Work Folder \CCNA DOC'STSA agenda 9- 3 \Sunbiz \01eary.mht 8/26/2013 k t L etail by Entity Name lorida Profit Corporation ROSENBERG DESIGN GROUP, INC. fling Information Mocument Number P93000032512 650410637 05/04/1993 FL ACTIVE EI /EIN Number Date Filed hate Status Principal Address 7670 N.W. 78TH AVENUE UITE 214 IIALEAH, FL 33015 :hanged: 01/06/2011 flailing Address 7670 N.W. 78TH AVENUE ,UITE 214 IIALEAH, FL 33015 hanged: 01/06/2011 egistered Agent Name & Address RA CORPORATE SERVICES, INC. 400 S. DADELAND BLVD. UITE 600 IAMI, FL 33156 Jame Changed: 11/09/2012 address Changed: 11/09/2012 ?fficer /Director Detail Name & Address Ale D 3ARDNER, KENNETH E 7670 N.W. 78TH AVE., STE 214 IIALEAH, FL 33015 nnual Reports report Year Filed Date 011 01/06/2011 012 02/22/2012 013 01/07/2013 ocument Images 1/07/2013 --ANNUAL REPORT View image in PDF format 1/09/2012 --Reg. Agent Change View image in PDF format 2/22/2012 --ANNUAL REPORT View image in PDF format mhtml:fiIc: / /Z: \Jorge's Work Folder \CCNA DOC'S\PSA agenda 9- 3 \Sunbiz \Rosenberg.mht 8/26/2013 tail by Entity Name 71orida Profit Corporation CURTIS & ROGERS DESIGN STUDIO, INC. 'iling Information )ocument Number S89127 650294753 10/23/1991 FL ACTIVE AMENDMENT 10/05/1992 'EI /EIN Number Date Filed Rate Status Last Event :vent Date Filed Event Effective Date NONE 'rincipal Address 520 S. Red Road uite M outh Miami, FL 33143 :hanged: 07/09/2013 Sailing Address 520 S. Red Road uite M outh Miami, FL 33143 hanged: 07 /09/2013 egistered Agent Name & Address CURTIS, ROBERT 301 SW 58 AVENUE IAMI, FL 33143 dress Changed: 01/13/2003 'icer /Director Detail Name & Address itle D urtis, Aida M. 520 S. Red Road uite M outh Miami, FL 33143 I3'iMVJZ Lee, Jean C 7520 S. Red Road Suite M South Miami, FL 33143 annual Reports Report Year Filed Date 2012 01/04/2012 2013 01/08/2013 2013 07/09/2013 mhtml: file: / /Z: \Jorge's Work Folder \CCNA DOC'S\PSA agenda 9- 3 \Sunbiz \Curtis.mht 8/26/2013 Detail by Entity Name 71orida Limited Liability Company R.E.E. CONSULTING, LLC 'iling Information focument Number L05000100799 203613349 10/12/2005 FL ACTIVE 10/05/2005 LC 'EI /EIN Number Date Filed tate Status Effective Date ast Event AMENDMENT 08/16/2010 NONE 'vent Date Filed Event Effective Date Principal Address 0400 GRIFFIN ROAD UITE 201 :DOPER CITY, FL 33328 ;hanged: 04/14/2009 failing Address 0400 GRIFFIN ROAD ;UITE 201 :OOPER CITY, FL 33328 ;hanged: 04/14/2009 registered Agent Name & Address BATISTA, GREGORIO 0400 GRIFFIN ROAD UITE 201 ;OOPER CITY, FL 33328 !dress Changed: 04/14/2009 anager /Member Detail Name & Address itle MGRM ATISTA, GREGORIO 0400 GRIFFIN RD. SUITE 201 :OOPER CITY, FL 33328 annual Reports Report Year Filed Date 2011 01/04/2011 2012 01/11/2012 2013 01/24/2013 Document Images 01/24/2013 -- ANNUAL REPORT 01/11/2012 --ANNUAL REPORT 01/04/2011 --ANNUAL REPORT View image in PDF format View image in PDF format View image in PDF format mhtml:file: / /ZAJorge's Work Folder \CCNA DOC'S1PSA agenda 9- 3 \Sunbiz \REE Consulti... 8/26/2013 www.sunbiz.org - Department of State Home Previous on List Filinn Hictnry Contact Us E- Filing Services Document Searches Next on List Return to List Fictitious Name Detail Fictitious Name G. BATISTA & ASSOCIATES Fllina Information Registration Number G07208900029 Status ACTIVE Filed Date 07/25/2007 Expiration Date 12/31/2017 Current Owners 2 County MULTIPLE Total Pages 2 Events Filed 1 FEI /EIN Number NONE Mailing Address 10400 GRIFFIN ROAD SUITE 201 COOPER CITY, FL 33328 Owner Information REAL ESTATE ENGINEERING, LLC 10400 GRIFFIN ROAD SUITE 201 COOPER CITY, FL 33328 FEI /EIN Number: 65- 1021423 Document Number: L00000007217 R.E.E. CONSULTING, LLC 10400 GRIFFIN ROAD SUITE 201 COOPER CITY, FL 33328 FEI /EIN Number: 20- 3613349 Document Number: L05000100799 Document Images 07/25/2007 -- Fictitious Name Filing View image in PDF format 06/12/2012 -- Fictitious Name Renewal Filing View image in PDF format —1 Previous on List Next on List Return to List Filing History Page 1 of 1 Forms Help Home I Contact us I Document Searches I E- Filing Services I Forms I Help I Copyright(if) and Privacy Policies State of Florida, Department of State Fictitious Name Search � Submit Fictitious Name Search Submit http: / /www. sunbiz.org/ scripts /ficidet.exe? action = DETREG &docnum= GO7208900029 &rd... 8/26/2013 'I\",- MIAMI DAILY BUSINESS REVIEW Published Daily except Saturday, Sunday and Legal Holidays Miami, Miami -Dade County, Florida STATE OF FLORIDA COUNTY OF MIAMI -DADE: Before the undersigned authority personally appeared MARIA MESA, who on oath says that he or she is the LEGAL CLERK, Legal Notices of the Miami Daily Business Review f /Wa Miami Review, a daily (except Saturday, Sunday and Legal Holidays) newspaper, published at Miami in Miami -Dade County, Florida; that the attached copy of advertisement, being a Legal Advertisement of Notice in the matter of CITY OF SOUTH MIAMI PUBLIC HEARING - SEPT. 3, 2013 in the XXXX Court, was published in said newspaper in the issues of 08/23/2013 Affiant further says that the said Miami Daily Business Review is a newspaper published at Miami in said Miami -Dade County, Florida and that the said newspaper has heretofore been continuously published in said Miami -Dade County, Florida, each day (except Saturday, Sunday and Legal Holidays) and has been entered as second class mail matter at the post office in Miami in said Miami -Dade County, Florida, for a period of one year next preceding the first publication of the attached copy of advertisement; and affiant further says that he or she has neither paid nor promised any person, firm or corporation any discount, rebate, c r refund for the purpose of securing this a rttsement for b4cation in the said news❑ Sworn to and subscribed before me this 23 y of ST A.D. 2013 (SEAL) MARIA MESA personally known to me B. THOMAS `= Commission # DD 937532 r Explres November 2, 2013 aR Amded Trn Troy Fein Imam 800385.7019 PROFESSIONAL SERVICE AGREEMENT General Services THIS AGREEMENT made and entered into this � day of 20 a by and between the CITY OF SOUT "IAMI, a political subdivision of the State of Florida and 6M/) /4,P C2✓ /ee GosZ/-� authorized to do business in the State of Florida, hereinafter referred to as the "CONSULTANT ". In consideration of the premises and the mutual covenants contained in this AGREEMENT, the CITY OF SOUTH MIAMI, through its City Manager, agrees to X10 the CONSULTANT to the City's roster of professional service providers for a period ending on f-Irid - 0;-4 nd the CONSULTANT agrees to be available, continuing basis, to perform professional services in connection with project(s) where the basic estimated construction costs of each individual project does not exceed $2,000,000.00 or where the individual study does not exceed $200,000.00, herein after called the "SERVICES ". 1.0 General Provisions 1.1 The CONSULTANT may be awarded work and issued a Notice to Proceed to provide professional services for a project, for a portion of a project, or for discrete tasks on a project. Additional Professional Services, for the purpose of reviewing work performed by other professional consultants or for other miscellaneous engineering services that may be required. 1.2 A Notice to Proceed will be issued on an as needed basis at the sole discretion of the City Manager, or his designee, hereinafter referred to as "CITY ". The City of South Miami reserves, at all times, the right to perform any and all engineering work in -house or with other engineers. This AGREEMENT does not confer on the CONSULTANT any exclusive rights to perform work on behalf of the City of South Miami, nor does it obligate the City of South Miami in any manner to guarantee work for the CONSULTANT. The CONSULTANT may submit proposals for any professional services for which proposals may be publicly solicited by the City of South Miami outside of this AGREEMENT. 1.3 The CITY will confer with the CONSULTANT before any Notice to Proceed is issued to discuss the scope of the work; the time needed to complete the WORK and the fee for the services to be rendered in connection with the WORK. 1.4 The CONSULTANT will submit a proposal upon the CITY'S request prior to the issuance of a Notice to Proceed. No payment will be made for the CONSULTANT'S time and services in connection with the preparation of any proposal. 1.5 The CITY agrees that it will furnish to the CONSULTANT plans and other data available in the CITY files pertaining to the WORK to be performed under this AGREEMENT promptly after each Notice to Proceed. 1.6 The CONSULTANT agrees to produce and distribute minutes, promptly after each meeting at which the CONSULTANT'S presence is required. Page 1 of 32 Professional Service AGREEMENT TpepeC09 -06 -13 (Revised SK 4 -3 -13, GM 6- 18 -13) 1.6 The CONSULTANT agrees to produce and distribute minutes, promptly after each meeting at which the CONSULTANT'S presence is required. 1.7 The CITY may designate a representative who, on behalf of the City Manager shall examine the documents submitted by the CONSULTANT and shall render decisions promptly, to avoid unreasonable delay in the progress of the CONSULTANT'S services. The CONSULTANT shall keep the CITY'S representative advised on the project status at all times. 1.8 The CITY agrees to issue all directives and approval in writing. 2.0 Professional Services 2.1 General Services The professional services to be provided by the consultant may be one or more of the following, and include but not limited to: A. Roadway Engineering to include streets, sidewalk, curb, gutter, drainage, associated traffic control devices, stripping, lighting, irrigation, speed reduction devices and residential landscaping. B. Drainage Design includes the necessary analysis needed to implement proposed drainage improvements, preparation of paving and drainage plan for municipal building and facilities. C. Civil Engineering, to include Distribution Systems Improvement / Analysis and design and Sanitary Sewer System Evaluation and design. D. Environmental Engineering, including, site investigation and design needed to prepare remediation plans to mitigate underground storage tanks, hazardous waste materials and asbestos materials. E. Traffic Engineering Services will include daily volume counts, data analysis, preparation of conceptual improvements plan, present reports and recommendations to stakeholders and preparation of final traffic engineering report. F. Architectural Services to provide drawings and specifications for new constructions as well as additions and renovations; attend meetings with City staff and presentations to City Commission; provide plans developed on AutoCAD latest version and copies of reproducible hard copy and diskette of plans in the requested format. G. Landscape Architecture including providing drawings and specifications for landscape projects; site master planning, analysis and design, urban design plans/concept diagrams, open space planning, analysis and design; community planning, analysis and design; natural resource planning analysis and design; Parks design; renderings /modeling; provide plans developed on AutoCAD latest version and copies of reproducible hard copy and diskette of plans in the requested format. H. Registered Surveying and Mapping Other incidental services associated to the above items. Page 2 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) 2.2 Design & Construction - Basic Services The Basic Services, for design and construction, consist of six (6) phases described in Paragraph 2.2.1 through 2.2.6. The scope outlined below is applicable in its entirety to projects for which completed Basic Services are authorized. Upon authorization to proceed from the CITY, the CONSULTANT agrees to provide complete professional services for any portion or all of the six Phases outlined below applicable to its profession. The CONSULTANT agrees to co- ordinate its effort with that of any other providers of professional services to assure a coordinated and complete WORK. In a multi- professionally consulted project, the lead CONSULTANT, as designated by the CITY, shall prepare the final bid package including bid documents and specifications, which shall be prepared by, and be the responsibility of the respective disciplines. 2.2.1 Phase I- Preliminary and Schematic Design: A. The CONSULTANT shall confer with representatives of the CITY and the end user to determine the full scope of the Project that will meet the program requirements, and shall advise the CITY if, in the CONSULTANT'S opinion, the allocated funds are adequate to accomplish the program requirements, as defined by an individual purchase order for the specific work to be performed. B. The CONSULTANT shall use proper and adequate design control to assure the CITY that the program requirements will be met. C. The CONSULTANT shall prepare a Design Concept and Schematic Report, comprising of the Project Timetable (Master Schedule), Planning Summary (unless advised otherwise), Schematic Design Studies (unless advised otherwise) as defined below, and the Statement of Probable Construction Cost. D. The Proposed Project Timetable shall consist of a schedule showing the proposed completion date on each Phase of the Project through design, bidding, construction, and proposed date of completion. E. The Planning Summary (unless advised otherwise) shall consist of a vicinity plan and blow- up of the Site (if applicable) showing Project orientation, and a brief summary of all pertinent planning criteria used for the Project. F. The Schematic Design Studies (unless advised otherwise) shall consist of all plans, elevations, sections, etc. as required to show the scale and relationship of the parts and the design concept of the whole. A simple perspective sketch, rendering, model or photograph thereof may be provided to further show the design concept. G. The CONSULTANT shall present the Schematic design studies to the appropriate commission, committee, agency or board (hereinafter collectively referred to as "Boards ") for their approval when the project requires such approval. The Consultant shall make copies necessary for presentation to the Board at no additional cost to City. H. The CONSULTANT shall present the schematic design studies to all the appropriate utility companies (such as FPL, Southern Bell, Dynamic Cable, MDWASA, etc.) for any conflict with their utilities. Page 3 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) M The Statement of Probable Construction Cost shall include estimated cost of the Project including fixed equipment, professional fees, contingencies (if any), escalation factors adjusted to the estimated bid date, movable estimate (if any), and utility service extensions (if applicable). The CONSULTANT'S opinions of probable Total Project Costs and Construction Cost are to be made on the basis of the CONSULTANT'S experience and qualifications and represent CONSULTANT'S best judgment as an experienced and qualified professional, familiar with the local construction industry and prices. J. The CONSULTANT shall submit and present two (2) copies of all documents required under this Phase, without additional charge, for approval by the CITY and it shall not proceed with the next Phase until directed by the CITY in writing_ 2.2.2 Phase II — Study and Design Development: A. From the approved Schematic Design documents, the CONSULTANT shall prepare Design Development Documents, comprising the drawings, outline specifications and other documents to fix and describe the size and character of the entire Project as to construction and finish materials and other items incidental thereto as may be appropriate and applicable. B. The Design Development Documents shall comprise the Proposed Project Timetable (updated), Outline Specifications, Updated Statement of Probable Construction Cost, and Design Development Drawings, etc., as required to clearly delineate the Project. If the Updated Statement of Probable Construction Cost exceeds the allocated funds, feasible cost or scope reduction options shall be included. C. The CONSULTANT shall submit and present two (2) sets of all documents required under this Phase, without additional charge, for approval by the CITY and not proceed with the next Phase until directed by the CITY in writing. D. The CONSULTANT shall at all times monitor the Probable Construction Costs to make certain they remain within the total allocated budget. A Notice to Proceed to Phase III will not be issued if the latest statement of Probable Construction Cost exceeds the total allocated funds. 2.2.3 Phase III — Final Design / Construction Documents Development: A. From the approved Design Development Documents, the CONSULTANT shall prepare Final Construction Documents setting forth in detail the requirements for the construction of the Project including the Proposal (Bid) Form and other necessary information for bidders, Conditions of the Contract, and Complete Drawings and Specifications. The CONSULTANT shall use Construction Specifications Institute (CSI) Standards and the City of South Miami Standard forms for the preparation of the proposal (bid) forms, Instructions to Bidders, conditions of Contract and Specifications. The CONSULTANT shall review all existing City Specifications, for completeness prior to use and shall supply all needed additional specifications. The final draft of the construction documents shall meet the requirements of and be approved by the City Attorney. B. The Construction Documents shall be prepared in a manner that will assure clarity of line work, notes, and dimensions when the documents are reduced to 50% of their size. All drawings shall be on 24" x 36" paper ( "D" size), on the CITY's standard sheet format, unless Page 4 of 32 Professional Service AGREEMENT TpepeO12 -31 -12 ([devised SK 4 -3 -13, GM 6- 18 -13) approved otherwise. C. All construction documents shall be submitted in both "hard copy" and electronic media in a mutually agreed upon electronic format, but generally as follows: I. Non - drawing submittals in Microsoft Office Word format 2. Drawings in AutoCAD format. 3. GIS files should be in ArcView format Version 3.2. D. When the development of the drawings has progressed to at least 50% completion in Phase III, the CONSULTANT shall submit two (2) copies to the CITY for approval, without additional charge, along with updated outline specifications. The CONSULTANT shall also submit at this time an updated Statement of Probable Construction cost as indicated by time factor, changes in requirements, or general market conditions and an updated Project Schedule. E. The CONSULTANT shall not proceed with the further development until approval of the documents is received from the CITY in writing. The CONSULTANT shall make all changes to documents required by the CITY before proceeding further. A set of the revised documents shall be returned to the CITY after incorporating all of the changes, if any. F. A Notice to Proceed for the completion of Phase III will not be issued if the latest Statement of Probable Construction Cost exceeds the total allocated funds, unless the CITY increases the total allocated funds or the CONSULTANT and the CITY agrees on methods of cost reductions sufficient to enable construction within the project budget. G. Upon 100% completion of the Construction Documents, the CONSULTANT shall submit to the CITY a final, updated Statement of Probable Construction Cost along with two (2) copies each of the final draft of all drawings, specifications, reports, programs, etc., without additional charge, for a final review and comments or approvals. H. The CONSULTANT shall make all the necessary presentations to the appropriate CITY Boards which would be normally required of any construction project (such as Environmental Review Board, Historical Preservation Board etc.) for the final approval. The CONSULTANT, at no extra cost to the CITY, shall make all required changes or additions and resolve all questions resulting from Board review (see paragraph H) if the changes or additions do not alter the scope of the project as determined under paragraph 2.2.1 A. The 100% complete final Construction Documents shall be returned to the CITY for final approval. Upon final approval by the CITY, the CONSULTANT shall furnish to the CITY drawings and specifications, without additional charge to the CITY for bidding purposes, unless instructed otherwise. The CONSULTANT shall arrange for "dry runs" and/or make final submissions to appropriate authorities (regulatory agencies to include and not limited to City, County, State or Federal) as necessary, to ascertain that the Construction Documents meet the necessary requirements to obtain all the necessary permits for construction. The CONSULTANT shall respond to all technical questions from regulatory agencies. The CONSULTANT shall modify, at no additional cost to CITY, in order to acquire the necessary permits. Page S of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- I8-13) 2.2.4 Phase IV - Bidding and Negotiation Phase: A. Upon obtaining all necessary approvals of the Construction Documents, and approval by the CITY of the latest Statement of Probable Construction Cost, the CONSULTANT shall furnish the drawings and specifications as indicated above for bidding, and assist the CITY in obtaining bids as well as awarding and preparing construction contracts. The CONSULTANT shall attend all pre -bid conferences. The CONSULTANT shall be present during the bid opening and as part of its assistance to the CITY will tally, evaluate and issue a recommendation to the CITY after verifying bond, insurance documents, questionnaire and reference submitted by the constructor. B. The CONSULTANT shall issue Addenda to the Construction Documents through the CITY as appropriate to clarify, correct or change Bid Documents. C. If Pre - Qualification of bidders is required as set forth in the Request for Qualification, the CONSULTANT shall assist City in developing qualification criteria, review qualifications of prospective bidders, and recommend acceptance or rejection of the prospective bidders. D. If the lowest responsible Base Bid received exceeds the Total Allocated Funds the CITY may: I. Approve the increase in Project Cost and award a construction contract or, 2. reject all bids and rebid the Project within a reasonable time with no change in the Project, or 3. Direct the CONSULTANT to revise the Project scope or quality, or both, as approved by the CITY and rebid the Project, or 4. Suspend or abandon the Project, or 5. Exercise all options under the City Charter and State Law. NOTE: Under item (2) and (3) above, the CONSULTANT shall, without additional compensation, assist the CITY in obtaining re -bids, and awarding the re -bid of the project. Under item (3) above, the CONSULTANT shall, without additional compensation, modify the Construction Documents as necessary to bring the Probable Construction Cost within the Total Allocated Funds when the lowest responsible bid is over 15% of the CONSULTANT estimate. All construction contracts must be approved by the City Commission after the City awards the contract for commission approval. E. For the purpose of payment to the CONSULTANT, the Bidding Phase will terminate and the services of the CONSULTANT will be considered complete upon signing of an AGREEMENT with a Contractor. Rejection of bids by the CITY does not constitute cancellation of the project 2.2.5 Phase V — General Administration of the Construction Contract: A. The Construction Phase will begin with the City Commission approval of the award of the Construction Contract and will end when the Contractor's final Payment Certificate is approved and paid by the CITY. B. The CONSULTANT, as the representative of the CITY during the Construction Phase, shall advise and consult with the CITY and shall have authority to act on behalf of the CITY Page 6 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4.3-13, GM 6- 18 -13) ,I to the extent provided in the General Conditions and as modified in the Supplementary Conditions of the Construction Contract. C. The CONSULTANT shall attend pre - construction meetings. D. The CONSULTANT shall at all times have access to the project wherever it is in preparation or progress. E. The CONSULTANT shall visit the site at least weekly and at all key construction events to ascertain the progress of the Project and to determine in general if the WORK is proceeding in accordance with the Contract Documents. On the basis of on -site observations, the CONSULTANT will use reasonable and customary care to guard the CITY against defects and deficiencies in the WORK. The CONSULTANT may be required to provide continuous daily on -site observations to check the quality or quantity of the WORK as set forth in this AGREEMENT and defined by the Scope of WORK issued for the individual project. On the basis of the on -site observations, the CONSULTANT will advise the CITY as to the progress of and any observed defects and deficiencies in the WORK immediately in writing. The CONSULTANT shall furnish the CITY with a written report of all observations of the WORK made by him during each visit to the WORK. He shall also note the general status and progress of the WORK, and shall submit same in a timely manner. The CONSULTANT shall ascertain at least monthly that the Contractor is making timely, accurate, and complete notations on record drawings. G. Based on observations at the site and on the Contractor's Payment Certificate, the CONSULTANT shall determine the amount due the Contractor on account and he shall recommend approval of the Certificate in such amounts. The recommendation of approval of a Payment Certificate shall constitute a representation by the CONSULTANT to the CITY that, the CONSULTANT certifies to the CITY that the WORK has progressed to the point indicated, and the quality of the WORK is in accordance with the Contract Documents subject to: I. An evaluation of the WORK for conformance with the Contract Documents upon substantial completion. 2. The results of any subsequent tests required by the Contract Documents. 3. Minor deviations from the Contract Documents correctable prior to completion and acceptance of the project. H. The CONSULTANT shall have an affirmative duty to recommend rejection of WORK, which does not conform to the Contract Documents. Whenever, in its reasonable opinion, the CONSULTANT considers it necessary or advisable to insure compliance with the Contract Documents, it will have authority (with the City's prior approval) to recommend special inspections or testing of any WORK deemed not to be in accordance with the Contract Documents whether or not such WORK has been fabricated and delivered to the Project, or installed and completed. The CONSULTANT shall promptly review and approve shop drawings, samples, and other submissions of the Contractor for conformance with the design concept of the Project and for compliance with the Contract Documents. Changes or substitutions to the Contract Documents shall not be authorized without concurrence with the CITY. Page 7 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) The CONSULTANT shall review and recommend action on proposed Change Orders initiated by others, and initiate proposed change orders as required by its own observations or the requirement of the CITY. K. The CONSULTANT shall examine the WORK upon receipt of the Contractor's Certificate of Substantial Completion of the Project. A Punch List of any defects and discrepancies in the WORK required to be corrected by the Contractor shall be prepared by the CONSULTANT in conjunction with representatives of the CITY and satisfactory performance obtained before the CONSULTANT recommends execution of Certificate of Final Acceptance and final payment to the Contractor. He shall obtain from the Contractor all warranties, guarantees, operating and maintenance manuals for equipment, releases of lien and such other documents and certificates as may be required by applicable codes, laws, policy regulations, the specifications and the other Contract Documents and deliver them to the CITY. L. The CONSULTANT shall provide assistance in obtaining Contractor's compliance with the Contract Documents relative to, 1) initial instruction of CITY 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. M. The CONSULTANT shall provide the contractor with three sets of drawings labeled "Construction Plans" for permit from Public Works. 2.2.6 Phase VI - Post Construction Administration A. The CONSULTANT shall prepare and provide the CITY with a written manual, to be used by the CITY, outlining the implementation plan of all the required maintenance necessary to keep the proposed WORK operational in a safe and effective manner. B. The CONSULTANT shall furnish to the CITY, reproducible record (as- built) drawings updated based on information furnished by the Contractor: such drawings shall become the property of the CITY. C. The CONSULTANT shall assist in the inspection of the WORK one month before the expiration of any guarantee period or the sixth month whichever is earlier and report any defective WORK in the Project under terms of the guarantee /warranties for correction. The CONSULTANT shall assist the CITY with the administration of guarantee /warranties for correction of defective WORK that may be discovered during the said period. D. The CONSULTANT shall furnish the City with a 3 -ring binder labeled "Close -out Documents" that will include, as a minimum, a copy of: • Certificates of completion • As- Builts (1/2 size) • Test Results • Daily construction inspection reports • Progress meeting minutes • Approved shop drawings Page 8 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) • Warranty manuals as applicable • Final release of liens • Final payment to contractor 2.3 Additional Professional Services Additional Services as listed below are normally considered to be beyond the scope of the Basic Services for design and construction, as defined in this AGREEMENT, but which are additional services which may be authorized within the Scope of Work given the CONSULTANT. A. Special analysis of the CITY'S needs, and special programming requirements for a project. B. Financial feasibility, life cycle costing or other special studies. C. Planning surveys, site evaluations, or comparative studies of prospective sites. D. Design services relative to future facilities, systems and equipment, which are not intended to be constructed as part of a specific Project. E. Services to investigate existing conditions (excluding utilities) or facilities or to make measured drawings thereof, or to verify the accuracy of drawings or other information furnished by the CITY. F. Professional detailed Estimates of Construction Cost consisting of quantity surveys itemizing all material, equipment and labor required for a Project. G. Consultation concerning replacement of any WORK damaged by fire or other cause during construction, and furnishing professional services of the type set forth in Basic Services as may be required relative to replacement of such WORK, providing the cause is found by the CITY to be other than by fault of the CONSULTANT. H. Professional services made necessary by the default of the Contractor or by major defects in the WORK under the Construction Contract, providing the cause is found by the CITY to be other than by fault of the CONSULTANT. 1. Making major revisions changing the Scope of a project, to drawings and specifications when such revisions are inconsistent with written approvals or instruction previously given by the CITY and are due to causes beyond the control of the CONSULTANT. (Major revisions are defined as those changing the Scope and arrangement of spaces and/or scheme or any portion). J. The services of one or more full -time Project Representatives. K. Preparing to serve or serving as an expert witness in connection with any arbitration proceeding or legal proceeding in connection with a Project. L. Professional services required after approval by the CITY or the Contractor's Requisition for Final Payment, except as otherwise required under Basic Services. M. Preparing supporting data, drawings, and specifications as may be required for Change Orders Page 9 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) I affecting the scope of a Project provided the Changes are due to causes found by the CITY to be beyond the control of the CONSULTANT. 3.0 Time for Completion The services to be rendered by the CONSULTANT for any WORK shall be commenced upon written Notice to Proceed from the CITY subsequent to the execution of this AGREEMENT and shall be completed within the time based on reasonable determination, stated in the said Notice to Proceed. A reasonable extension of time will be granted in the event there is a delay on the part of the CITY in fulfilling its part of the AGREEMENT, change of scope of work or should any other events beyond the control of the CONSULTANT render performance of his duties impossible. 4.0 Basis of Compensation The CONSULTANT agrees to negotiate a "not to exceed" fee or a fixed sum fee for each of the WORK assigned to him based on the Scope of such WORK. Upon AGREEMENT of a fee, the CITY will issue a written authorization to proceed to the CONSULTANT. In case of emergency, the CITY reserves the right to issue oral authorization to the CONSULTANT, with the understanding that written confirmation will follow immediately thereafter as possible. For reproduction of plans and specifications, beyond the requirements as identified under this AGREEMENT the CITY will pay the direct costs. The fees for Professional Services for each Project shall be determined by one of the following methods or a combination thereof, as mutually agreed upon by the CITY and the CONSULTANT. A fixed sum: The fee for a task or a scope of work may be a fixed sum as mutually agreed upon by the CITY and the CONSULTANT. Page 10 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) Pin w Hourly Rate Fee The CITY agrees to pay, and the CONSULTANT agrees to accept, for the services rendered pursuant to this AGREEMENT, fees in accordance with the following Category Principal Project Manager Senior Engineer Engineer Construction Manager Construction Inspection Senior DraftsmanfTechnicaVCADD Operator Draftsmen Data Processing / Clerical Hourly rates will include all wages, benefits, overhead and profit. Page 11 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) Hourly Rate $160.00 $160.00 $140.00 $122.67 $140.00 $ 87.50 $ 87.50 $ 78.50 $ 50.32 I 5.0 Payment and Partial Payments The CITY will make monthly payments or partial payments to the CONSULTANT for all authorized WORK performed during the previous calendar month. For design and construction projects where fee for each phase is not specified, such payment shall, in the aggregate, not exceed the percentage of the estimated total Basic Compensation indicated below for each phase: • 15% upon completion and approval of Phase I. • 35% upon completion and approval of Phase 11. • 55% upon submittal and approval of 50% complete drawings and outline specifications of Phase III. • 75% upon 100% completion and approval of Phases III and IV. • 90% upon completion of the Project and approval of all WORK Phase V). • 100% upon final completion and approval of WORK elements A and B of Phase VI. The CONSULTANT shall submit an original invoice to the City's project representative for each payment certifying the percentage of the WORK completed by the CONSULTANT. The amount of the invoices submitted shall be the amount due for all WORK performed to date, as certified by the CONSULTANT. The request for payment shall include the following information: • Project Name and CONSULTANT's Name. • Total Contract amount (CONSULTANT's lump sum negotiated), if applicable. • Percent of work completed. • Amount earned. • Amount previously billed. • Due this invoice. • Balance remaining. • Summary of work done this billing period. • Invoice number and date. • CONSULTANT's W -9 Upon request by the CITY the CONSULTANT shall provide the CITY with certified payroll data for the WORK reflecting salaries and hourly rates. 6.0 Rieht of Decisions All services shall be performed by the CONSULTANT to the satisfaction of the CITY's representative, who shall decide all questions, difficulties and disputes of whatever nature which may arise under or by reason of this AGREEMENT, the prosecution and fulfillment of the services, and the character, quality, amount and value and the representative's decisions upon all claims, questions, and disputes shall be final, conclusive and binding upon the parties unless such determination is clearly arbitrary or unreasonable. In the event that the CONSULTANT does not concur in the judgment of the representative as to any decisions made by him, he shall present his written objections to the City Manager and shall abide by the decision of the City Manager. Nothing in this section shall mean to deny the right to arbitrate, by either party, in accordance with the appropriate Arbitration Rules of the American Arbitration Association. Page 12 of 32 Professional Service AGREEMENT Tpepe©l2 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) 81 Any notices, reports or other written communications from the CONSULTANT to the CITY shall be considered delivered when received by the CITY. Any notices, reports or other communications from the CITY to the CONSULTANT shall be considered delivered when received by the CONSULTANT or its authorized representative. 10.0 Audit Rights The CITY reserves the right to audit the records of the CONSULTANT related to this AGREEMENT at any time during the execution of the WORK and for a period of one year after final payment is made. This provision is applicable only to projects that are on a time and cost basis. 11.0 Sublettina The CONSULTANT shall not sublet, assign, or transfer any WORK under this AGREEMENT without the prior written consent of the CITY. 12.0 Warranty 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 contract and that he has not paid or agreed to pay any company or person other than a bona fide employee working solely for the CONSULTANT any fee, commission, percentage fee, gifts or any other considerations contingent upon or resulting from the award or making of this contract. For breach or violation of this warranty, the CITY shall have the right to annul this contract without liability. 13.0 Termination of AGREEMENT It is expressly understood and agreed that the CITY may terminate this AGREEEMENT without penalty by declining to issue Notice to Proceed authorizing WORK, in which event the CITY'S sole obligation to the CONSULTANT shall be payment for the WORK previously authorized and performed in accordance with the provisions of this AGREEMENT, such payment to be determined on the basis of the WORK performed by the CONSULTANT up to the time of termination. Upon termination, the CITY shall be entitled to a refund of any monies paid for any period of time subsequent to date of termination for which no work was performed. 14.0 Duration of AGREEMENT This AGREEMENT shall remain in force until the end of the term, which includes all authorized renewals, or unless otherwise terminated by the CITY. 15.0 Renewal Option This AGREEMENT may be renewed, at the sole discretion of the CITY, for an additional period, including renewals of one (1) year, however, in no event shall the total term, including any additional periods and renewals, exceed five (5) years. 15.0 Renewal Option This AGREEMENT may be renewed, at the sole discretion of the CITY, for an additional period not to Page 13 of 34 / Professional Service AGREEMENT TnPn�(c lG -nR -13 7.0 Owners ip of Documents All reports and reproducible plans, and other data developed by the CONSULTANT for the purpose of this AGREEMENT shall become the property of the CITY without restriction or limitation in connection with the owner's use and occupancy of the project. Reuse of these documents without written AGREEMENT from the CONSULTANT shall be the CITY'S sole risk and without liability and legal exposure to the CONSULTANT. When each individual section of the WORK under this AGREEMENT is complete all of the above applicable data shall be delivered to the CITY. 8.0 Court Aapearances. Conferences and Hearings Nothing in this contract shall obligate the CONSULTANT to prepare for or appear in litigation on behalf of the CITY without additional compensation except for any dispute arising out of this contract unless the CONSULTANT or its employee is subpoenaed to testify as a fact witness. The amount of such compensation for expert preparation and testimony or consultation shall be mutually agreed upon and be subject to a supplemental AGREEMENT approved by the City Commissioners and upon receipt of written authorization from the CITY prior to performance of a court appearance and conference. The CONSULTANT shall confer with the CITY at any time during construction of the improvement contemplated as to interpretation of plans, correction of errors and omissions and preparation of any necessary plan thereof to correct such errors and omissions or clarify without added compensation. 9.0 Notices Any notices, reports or other written communications from the CONSULTANT to the CITY shall be considered delivered when received by the CITY. Any notices, reports or other communications from the CITY to the CONSULTANT shall be considered delivered when received by the CONSULTANT or its authorized representative. 10.0 Audit Rights The CITY reserves the right to audit the records of the CONSULTANT related to this AGREEMENT at any time during the execution of the WORK and for a period of one year after final payment is made. This provision is applicable only to projects that are on a time and cost basis. 11.0 Subletting The CONSULTANT shall not sublet, assign, or transfer any WORK under this AGREEMENT without the prior written consent of the CITY. 12.0 Warranty 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 contract and that he has not paid or agreed to pay any company or person other than a bona fide employee working solely for the CONSULTANT any fee, commission, percentage fee, gifts or any other considerations contingent upon or resulting from the award or making of this contract. For breach or violation of this warranty, the CITY shall have the right to annul this contract without liability. Page 13 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) 13.0 Termination of AGREEMENT It is expressly understood and agreed that the CITY may terminate this AGREEEMENT without penalty by declining to issue Notice to Proceed authorizing WORK, in which event the CITY'S sole obligation to the CONSULTANT shall be payment for the WORK previously authorized and performed in accordance with the provisions of this AGREEMENT, such payment to be determined on the basis of the WORK performed by the CONSULTANT up to the time of termination. Upon termination, the CITY shall be entitled to a refund of any monies paid for any period of time subsequent to date of termination for which no work was performed. 14.0 Duration of AGREEMENT This AGREEMENT is for a time period of three (3) years, commencing upon approval and execution of AGREEMENT. This AGREEMENT shall remain in force until the actual completion of performance of a given project awarded to the CONSULTANT, or unless otherwise terminated by the CITY. 15.0 Renewal Option This AGREEMENT may be renewed, at the sole discretion of the CITY, for an additional period, including renewals, of one (1) year. 16.0 Default In the event either party fails to comply with the provisions of this AGREEMENT, the aggrieved party may declare the other party in default and notify him in writing. In such event, the CONSULTANT will only be compensated for any completed professional services. In the event partial payment has been made for such professional services not completed, the CONSULTANT shall return such sums to the CITY within ten (10) days after notice that said sums are due. In the event of any litigation between the parties arising out of or relating in any way to this AGREEMENT or a breach thereof, each party shall bear its own costs and legal fees. 17.0 Insurance and Indemnification The CONSULTANT shall maintain during the term of this AGREEMENT the insurance as set forth in "Attachment A, Insurance and Indemnification" to this AGREEMENT. 18.0 AGREEMENT Not Exclusive Nothing in this AGREEMENT shall prevent the CITY from employing other CONSULTANTS to perform the same or similar services. 19.0 Codes. Ordinances and Laws The CONSULTANT agrees to abide and be governed by all duly promulgated and published municipal, County, state and federal codes, ordinances, rules, regulations and laws in effect at the time of design which have a direct bearing on the WORK involved on this project. The CONSULTANT is required to complete and sign all affidavits, including Public Entity Crimes Affidavit form (attached) pursuant to FS 287.133(3) (a), as required by the Request for Qualifications applicable to this AGREEMENT. Page 14 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) 20.0 Taxes CONSULTANT shall be responsible for all payments of federal, state, and /or local taxes related to the Operations, inclusive of sales tax if applicable. 21.0 Drug Free Workplace CONSULTANT shall comply with the Drug Free Workplace policy set forth in attachment # two which is made a part of this AGREEMENT by reference. 22.0 IndeRendent Contractor CONSULTANT is an independent entity under this AGREEMENT and nothing herein shall be construed to create a partnership, joint venture, or agency relationship between the parties. 23.0 Duties and Responsibilities CONSULTANT agrees to provide its services during the term of this AGREEMENT in accordance with all applicable laws, rules, regulations, and health and safety standards of the federal, state, and City, which may be applicable to the service being provided. 24.0 Licenses and Certifications CONSULTANT shall secure all necessary business and professional licenses at its sole expense prior to executing the AGREEMENT. 25.0 Entirety of AGREEMENT This writing embodies the entire AGREEMENT and understanding between the parties hereto, and there are no other AGREEMENTs and understandings, oral or written, with reference to the subject matter hereof that are not merged herein and superseded hereby. No alteration, change, or modification of the terms of this AGREEMENT shall be valid unless made in writing and signed by both parties hereto, and approved by the City Commissioner if required by municipal ordinance or charter. 26.0 lu rial CITY and CONSULTANT knowingly, irrevocably voluntarily and intentionally waive any right either may have to a trial by jury in State or Federal Court proceedings in respect to any action, proceeding, lawsuit or counterclaim arising out of the Contract Documents or the performance of the Work thereunder. 27.0 ValiditX of Executed Cones This AGREEMENT may be executed in several counterparts, each of which may be construed as an original. 28.0 Rules of Interpretation Throughout this AGREEMENT the male pronoun may be substituted for female and neuter and the singular words substituted for plural and plural words substituted for singular wherever applicable. Page 15 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) 29.0 SeverabilitX If any term or provision of this AGREEMENT or the application thereof to any person or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this AGREEMENT, or the application of such term or provision to persons or circumstances other than those to which it is held invalid or unenforceable, shall not be affected thereby and each term and provision of this AGREEMENT shall be valid and enforceable to the fullest extent permitted by law. 30.0 Non - Waiver CITY and CONSULTANT agree that no failure to exercise and no delay in exercising any right, power or privilege under this AGREEMENT on the part of either party shall operate as a waiver of any right, power, or privilege under this AGREEMENT. No waiver of this AGREEMENT, in whole or part, including the provisions of this paragraph, may be implied by any act or omission and will only be valid and enforceable if in writing and duly executed by each of the parties to this AGREEMENT. Any waiver of any term, condition or provision of this AGREEMENT will not constitute a waiver of any other term, condition or provision hereof, nor will a waiver of any breach of any term, condition or provision constitute a waiver of any subsequent or succeeding breach. 31.0 No Discrimination No action shall be taken by the CONSULTANT which would discriminate against any person on the basis of race, creed, color, national origin, religion, sex, familial status, ethnicity, sexual orientation or disability. The CONSULTANT shall comply with the Americans with Disabilities Act 32.0 Equal Employment In accordance with Federal, State and Local law, the CONSULTANT shall not discriminate against any employee or applicant for employment because of race, color, ethnicity, religion, sex, sexual orientation, national origin or handicap. The CONSULTANT shall comply with all aspects of the Americans with Disabilities Act (ADA) during the performance of this contract. 33.0 Governing Laws This AGREEMENT and the performance of services hereunder will be governed by the laws of the State of Florida, with exclusive venue for the resolution of any dispute being a court of competent jurisdiction in Miami -Dade County, Florida. 34.0 Effective Date This AGREEMENT shall not become effective and binding until it has been executed by both parties hereto and the effective date shall be the date of its execution by the last party so executing it. 35.0 Third Party Beneficiary It is specifically understood and agreed that no other person or entity shall be a third party beneficiary hereunder, and that none of provisions of this AGREEMENT shall be for the benefit of or be enforceable by anyone other than the parties hereto, and that only the parties hereto shall have any rights hereunder. 36.0 Further Assurances Page 16 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) The parties hereto agree to execute any and all other and further documents as might be reasonably necessary in order to ratify, confirm, and effectuate the intent and purposes of the AGREEMENT. 37.0 Time of Essence Time is of the essence of this AGREEMENT. 38.0 Interpretation This AGREEMENT shall not be construed more strongly against either party hereto, regardless of who was more responsible for its preparation. 39.0 Force Majeure Neither party hereto shall be in default of its failure to perform its obligations under this AGREEMENT if caused by acts of God, civil commotion, strikes, labor disputes, or governmental demands or requirements that could not be reasonably anticipated and the effects avoided or mitigated. Each party shall notify the other of any such occurrence. 40.0 Notices Whenever notice shall be required or permitted herein, it shall be delivered by hand delivery, e-mail, facsimile transmission or certified mail, with return receipt requested and shall be deemed delivered on the date shown on the delivery confirmation or if by certified mail, the date on the return receipt or the date shown as the date same was refused or unclaimed. Notices shall be delivered to the following individuals or entities at the addresses (including e-mail) or facsimile transmission numbers set forth below: To CITY: City Manager, STE V+eN AA-P_—,Y*tjDw -rte 6130 Sunset Dr. South Miami, FL 33143 E -mail: _ l�- i�c,� -r� r�xt. 0 50AmkA -Mk FL' 1eV With copies by U.S. mail to: City Attorney, Thomas Pepe, Esquire 6130 Sunset Dr. South Miami, FL 33143 Fax: (305) 341 -0584 To CONSULTANT. E -mail: tpepe @southmiamifl.gov Ricardo J. Fernandez Indigo Service Corporation 1900 S.W. 3rd Avenue, Suite 800 Miami, FL 33129 -1419 E -Mail : rjf @indigoservice.com Page 17 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) IN WITNESS WHEREOF, this AGREEMENT is accepted on the date first above written subject to the terms and conditions set forth herein. WITNESSES VJ AUTHENTICATION: CONTRACTOR Signature: eo.- Name: Ricardo). Fernand –ez Title: President OWNER: CITY OF SOUTH MIAMI Signature: - Signatu griar-Me—nendez Legality and Execution Page 18 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) Insurance and Indemnification Without limiting its liability, the contractor, consultant or consulting firm (hereinafter referred to as "FIRM" with regard to Insurance and Indemnification requirements) shall be required to procure and maintain at its own expense during the life of the Contract, insurance of the types and in the minimum amounts stated below as will protect the FIRM, from claims which may arise out of or result from the contract or the performance of the contract with the City of South Miami, whether such claim is against the FIRM or any sub - contractor, or by anyone directly or indirectly employed by any of them or by anyone for whose acts any of them may be liable. No insurance required by the CITY shall be issued or written by a surplus lines carrier unless authorized in writing by the CITY and such authorization shall be at the CITY's sole and absolute discretion. The FIRM shall purchase insurance from and shall maintain the insurance with a company or companies lawfully authorized to sell insurance in the State of Florida, on forms approved by the State of Florida, as will protect the FIRM, at a minimum, from all claims as set forth below which may arise out of or result from the FIRM's operations under the Contract and for which the FIRM may be legally liable, whether such operations be by the FIRM or by a Subcontractor or by anyone directly or indirectly employed by any of them, or by anyone for whose acts any of them may be liable: (a) claims under workers' compensation, disability benefit and other similar employee benefit acts which are applicable to the Work to be performed; (b) claims for damages because of bodily injury, occupational sickness or disease, or death of the FIRM's employees; (c) claims for damages because of bodily injury, sickness or disease, or death of any person other than the FIRM's employees; (d) claims for damages insured by usual personal injury liability coverage; (e) claims for damages, other than to the Work itself, because of injury to or destruction of tangible property, including loss of use resulting there from; (f) claims for damages because of bodily injury, death of a person or property damage arising out of ownership, maintenance or use of a motor vehicle; (g) claims for bodily injury or property damage arising out of completed operations; and (h) claims involving contractual liability insurance applicable to the FIRM's obligations under the Contract. Firm's Liability Insurance: A. The FIRM shall provide and maintain in force and effect until all the Work to be performed under this Contract has been completed and accepted by CITY (or for such duration as is otherwise specified hereinafter), the insurance coverage written on Florida approved forms and as set forth below: (1) Professional Liability Insurance on a Florida approved form in the amount of $1,000,000 with deductible per claim if any, not to exceed 5% of the limit of liability providing for all sums which the FIRM shall become legally obligated to pay as damages for claims arising out of the services or work performed by the FIRM its agents, representatives, Sub - Contractors or assigns, or by any person employed or retained by him in connection with this Contact. This insurance shall be maintained for four years after completion of the construction and acceptance of any Project covered by this Contact. However, the FIRM may purchase Specific Project Professional Liability Insurance, in the amount and under the terms specified above, which is also acceptable. (2) Workers' Compensation Insurance at the statutory amount as to all employees in compliance with the "Workers' Compensation Law" of the State of Florida including Chapter 440, Florida Statutes, as presently written or hereafter amended, and all applicable federal laws. (3) Commercial Comprehensive General Liability insurance with broad form endorsement, as well as automobile liability, completed operations and products liability, contractual liability, severability of interest with cross liability provision, and personal injury and property damage liability with limits of $1,000,000 combined single limit per occurrence and $2,000,000 aggregate, including: • Personal Injury:,$1,000,000; • Medical Insurance: $5,000 per person; Page 20 of 34 Professional Service AGREEMENT Tpepe©09 -06 -13 • Property Damage: $500,000 each occurrence; • Automobile Liability. $1,000,000 each accident/occurrence. • Umbrella: $1,000,000 per claim Umbrella Comprehensive General Liability insurance shall be written on a Florida approved form with the same coverage as the primary insurance policy but in the amount of $1,000,000 per claim and $2,000,000 Annual Aggregate. Coverage must be afforded on a form no more restrictive than the latest edition of the Comprehensive General Liability policy, without restrictive endorsements, as filed by the Insurance Services Office, and must include: (a) Premises and Operation (b) Independent Contractors (c) Products and /or Completed Operations Hazard (d) Explosion, Collapse and Underground Hazard Coverage (e) Broad Form Property Damage (f) Broad Form Contractual Coverage applicable to this specific Contract, including any hold harmless and /or indemnification agreement. (g) Personal Injury Coverage with Employee and Contractual Exclusions removed, with minimum limits of coverage equal to those required for Bodily Injury Liability and Property Damage Liability. (4) Business Automobile Liability with minimum limits of One Million Dollars ($1,000,000.00) plus an additional Five Million Dollar ($ 5,000,000.00) umbrella per occurrence combined single limit for Bodily Injury Liability and Property Damage Liability. Umbrella coverage must be afforded on a form no more restrictive than the latest edition of the Business Automobile Liability policy, without restrictive endorsements, as filed by with the state of Florida, and must include: (a) Owned Vehicles. (b) Hired and Non -Owned Vehicles (c) Employers' Non - Ownership B. Before starting the Work, the FIRM shall deliver to the CITY and CONSULTANT certificates of such insurance, acceptable to the CITY, as well as the insurance binder, if one is issued, the insurance policy, including the declaration page and all applicable endorsements and provide the name, address and telephone number of the insurance agent or broker through whom the policy was obtained. The insurer shall be rated A.VII or better per A.M. Best's Key Rating Guide, latest edition and authorized to issue insurance in the State of Florida. All insurance policies must be written on forms approved by the State of Florida and they must remain in full force and effect for the duration of the contract period with the CITY. The FIRM must provide a "certified copy" of the Policy (as defined in Article 1 of this document) which shall include the declaration page and all required endorsements. In addition, the FIRM shall deliver, at the time of delivery of the insurance certificate, the following endorsements: (a) an endorsement to the policy stating: "The City of South Miami is an additional named insured with the right but not the obligation to pay any unpaid premium and providing that the city does not have any duty or obligation to provide first notice of claim for any liability it incurs and that arises out of the acts, omissions or operations of the named insured. The insurer will pay all sums that the City of South Miami becomes legally obligated to pay as damages because of 'bodily injury ", "property damage ", or "personal and advertising injury" and it will provide to the City all of the coverage that is typically provided under the standard Florida approved forms for commercial general liability coverage A and coverage B "; (b) an endorsement that states: "This policy shall not be cancelled (including cancellation for non - payment of premium), terminated or materially modified without first giving the City of South Miami 20 days advanced written notice of the intent to materially modify the policy or to cancel or terminate the policy for any reason. The notification shall be delivered to the City by certified mail, with proof of delivery to the City." C. SUBCONTRACTS: The FIRM agrees that if any part of the Work under the Contract is sublet, the Page 21 of 34 Professional Service AGREEMENT Tpepe©09 -06 -13 ��Q� subcontract shall contain the same insurance provision as set forth in section A and B above and substituting the word SUBCONTRACTOR for the word FIRM and substituting the word FIRM for CITY where applicable. Fire and Extended Coverage Insurance (Builders' Risk), IF APPLICABLE: A. In the event that this contract involves the construction of a structure by the FIRM, the FIRM shall maintain, with an Insurance Company or Insurance Companies acceptable to the CITY, "Broad" form /All Risk Property Insurance on buildings and structures, while in the course of construction, including foundations, additions, attachments and all permanent fixtures belonging to and constituting a part of said buildings or structures. The policy or policies shall also cover machinery, if the cost of machinery is included in the Contract, or if the machinery is located in a building that is being renovated by reason of this contract. The amount of insurance must, at all times, be at least equal to the replacement value of the insured property. The policy shall be in the name of the CITY and the FIRM, as their interest may appear, and shall also cover the interests of all Subcontractors performing Work. B. All of the provisions set forth in Section B hereinabove shall apply to this coverage unless it would be clearly not applicable. Miscellaneous: A. If any notice of cancellation of insurance or change in coverage is issued by the insurance company or should any insurance have an expiration date that will occur during the period of this contract, the FIRM shall be responsible for securing other acceptable insurance prior to such cancellation, change, or expiration so as to provide continuous coverage as specified in this section and so as to maintain coverage during the life of this Contract. The CITY shall have the option, but not the duty, to pay any unpaid premium and the right to terminate or cancel the policy thereafter without notice to FIRM or l'iabil'ity on the part of the CITY to the FIRM for such cancellation. B. All deductibles must be declared by the FIRM and must be approved by the CITY. At the option of the CITY, either the FIRM shall eliminate or reduce such deductible or the FIRM shall procure a Bond, in a form satisfactory to the CITY covering the same. C. The policies shall contain waiver of subrogation against CITY where applicable, shall expressly provide that such policy or policies are primary over any other collectible insurance that CITY may have. The CITY reserves the right at any time to request a copy of the required policies for review. All policies shall contain a "severability of interest" or "cross liability" clause without obligation for premium payment of the CITY. Indemnification: The FIRM shall indemnify and save the CITY harmless from any and all damages, claims, liability, losses and causes of actions of any kind or nature arising out of a negligent error, omission, or act of the FIRM, its Sub - Contractor or any of their agents, representatives, employees, or assigns, arising out of this Agreement, incident to it, or resulting from the performance or non - performance of the FIRM's obligations under this AGREEMENT. The FIRM shall pay all claims and losses of any kind or nature whatsoever, in connection therewith, including the CITY's attorney's fees and expenses in the defense of any action in law or equity brought against the CITY arising from the negligent error, omission, or act of the FIRM, its Sub - Contractor or any of their agents, representatives, employees, or assigns, and arising out of, or incident to, this Agreement, or incident to or resulting from the performance or non - performance of the FIRM's obligations under this AGREEMENT. The FIRM agrees and recognizes that the CITY shall not be held liable or responsible for any claims, including the costs and expenses of defending such claims which may result from or arise out of actions or omissions of the FIRM, its sub - contractors or any of their agents, representatives, employees or assigns. In reviewing, approving or rejecting any submissions or acts of the FIRM, the CITY in no way assumes or shares responsibility or liability of the FIRMS, its Sub - Contractors, or any of their agents, representatives, employees or assigns. Page 22 of 34 Professional Service AGREEMENT Tpepe©09 -06 -13 Exhibit 2 "Affidavits and Forms" (Respondents must complete and submit with their proposal.) Page 22 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) 19% EXHIBIT 2 AFFIDAVITS AND FORMS SUBMISSION REQUIREMENTS I. Respondent's Sworn Statement under Section 287.1 33(3)(A), Florida Statutes, on Attachment #1 "Public Entity Crimes and Conflicts of Interest Affidavit," shall be completed and provided with the proposal submittal. 2. Neither the CONSULTANT, nor any of his /her /its employees shall be permitted to represent any client before the Commission or any Committee, department or agency of the CITY, and shall agree not to undertake any other private representation which might create a conflict of interest with the CITY. The CONSULTANT may not represent any Commission member, individually, or, any member of their family or any business in which the Commission member of their family has an interest. 3. All proposals received will be considered public records. The CITY will consider all quotations using such criteria as the Commission or City Manager may adopt at either of their sole discretion. The CONSULTANT selected will be required to enter into a formal AGREEMENT with the CITY in a form satisfactory to the CITY, prior to the execution of which the CITY shall reserve all rights, including the right to change its selection. 4. Respondent's Attachment #2 "Drug Free Workplace" form shall be completed and provided with the proposal submittal. 5. Respondent's Attachment #3 "No Conflict of Interest Non Collusion Affidavit," shall be completed and provided with the proposal submittal. 6. Respondent's Attachment #4 "Acknowledgement and Conformance with OSHA Standards," shall be completed and provided with the proposal submittal. 7. Respondent's Attachment #S "Related Party Transaction Verification Form" shall be completed and provided with the proposal submittal. Page 23 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) M ATTACHMENT #1 PUBLIC ENTITY CRIMES AND CONFLICTS OF INTEREST Pursuant to the provisions of Paragraph (2) (a) of Section 287.133, Florida State Statutes - "A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a Bid on a Contract to provide any goods or services to a public entity, may not submit a Bid on a Contract with a public entity for the construction or repair of a public building or public work, may not submit bids on leases of real property to a public entity, may not be awarded to perform work as a Contractor, supplier, Subcontractor, or Consultant under a Contract with any public entity, and may not transact business with any public entity in excess of the threshold amount Category Two of Section 287.017, Florida Statutes, for thirty six (36) months from the date of being placed on the convicted vendor list". The award of any contract hereunder is subject to the provisions of Chapter 1 12, Florida State Statutes. The CONSULTANT must disclose the name of any officer, director, partner, associate or agent who is also an officer or employee of the City of South Miami or its agencies. SWORN STATEMENT PURSUANT TO SECTION 287.133 (3)(a), FLORIDA STATUTES, ON PUBLIC ENTITY CRIMES THIS FORM MUST BE SIGNED AND SWORN TO IN THE PRESENCE OF A NOTARY PUBLIC OR OTHER OFFICIAL AUTHORIZED TO ADMINISTER OATHS. I. This sworn statement is submitted to City of South Miami [print name of the public entity] by Ricardo I. Fernandez. President [print individual's name and title] for Indigo Service Corl2oration [print name of entity submitting sworn statement] whose business address is 1900 S.W. 3m— Avenue, Suite 800 and (if applicable) its Federal Employer Identification Number (FEIN) is 65- 0057379 (If the entity has no FEIN, include the Social Security Number of the individual signing this sworn statement: n/a 2. 1 understand that a "public entity crime" as defined in Paragraph 287.133 (1 )(g), Florida Statutes, means a violation of any state or federal law by a person with respect to and directly related to the transaction of business with any public entity or with an agency or political subdivision of any other state or of the United States, including, but not limited to, any bid or contract for goods or services to be provided to any public entity or an agency or political subdivision of any other state or of the United States and involving antitrust, fraud, theft, bribery, collusion, racketeering, conspiracy, or material misrepresentation. 3. 1 understand that "convicted" or "conviction" as defined in Paragraph 287.133 (1)(b), Florida Statutes, means a finding of guilt or a conviction of a public entity crime, with or without an adjudication of guilt, in any federal or state trial court of record relating to charges brought by Page 24 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) i 05, indictment or information after July I, 1989, as a result of a jury verdict, non -jury trial, or entry of a plea of guilty or polo contender. 4. 1 understand that an "affiliate" as defined in Paragraph 287.133 (1 )(a), Florida Statutes, means: (a) A predecessor or successor of a person convicted of a public entity crime; or (b) An entity under the control of any natural person who is active in the management of the entity and who has been convicted of a public entity crime. The term "affiliate' includes those officers, directors, executives, partners, shareholders, employees, members, and agents who are active in the management of an affiliate. The ownership by one person of shares constituting a controlling interest in any person, or a pooling of equipment or income among persons when not for fair market value under an arm's length AGREEMENT, shall be a prima facie case that one person controls another person. A person who knowingly enters into a joint venture with a person who has been convicted of a public entity crime in Florida during the preceding 36 months shall be considered an affiliate. S. I understand that a "person" as defined in Paragraph 287.133 (1 )(e), Florida Statutes, means any natural person or entity organized under the laws of any state or of the United States with the legal power to enter into a binding contract and which bids or applies to bid on contracts for the provision of goods or services led by a public entity, or which otherwise transacts or applies to transact business with a public entity. The term "person" includes those officers, directors, executives, partners, shareholders, employees, members, and agents who are active in management of an entity. 6. Based on information and belief, the statement which I have marked below is true in relation to the entity submitting this sworn statement. [Indicate which statement applies.] XX Neither the entity submitting this sworn statement, nor any of its officers, directors, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, nor any affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July I, 1989. XX The entity submitting this sworn statement, or one or more of its officers, directors, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, or an affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1, 1989. XX The entity submitting this sworn statement, or one or more of its officers, directors, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, or an affiliate of the entity has been charged with and convicted of a public entity crime subsequent of July I, 1989. However, there has been a subsequent proceeding before a Hearing Officer of the State of Florida, Division of Administrative Hearings and the Final Order entered by the Hearing Officer determined that it was not in the public interest to place the entity submitting this sworn statement on the convicted vendor list. [Attach a copy of the final order.] I UNDERSTAND THAT THE SUBMISSION OF THIS FORM TO THE CONTRACTING OFFICER FOR THE PUBLIC ENTITY INDENTIFIED IN PARAGRAPH I (ONE) ABOVE IS FOR THAT PUBLIC ENTITY ONLY, AND THAT THIS FORM IS VALID THROUGH DECEMBER 31 OF THE CALENDAR YEAR IN WHICH IT IS FILED. I ALSO UNDERSTAND THAT I AM REQUIRED TO INFORM THE Page 25 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) PUBLIC ENTITY PRIOR TO ENTERING INTO A CONTRACT IN EXCESS OF THE THRESHOLD AMOUNT PROVIDED IN SECTION 287.017, FLORIDA STATUTES, FOR ATEGORY TWO OF ANY CHANGE IN THE INFORMATION CONTAINED IN THIS FORM � s nn � y [signoture] Sworn to and subscribed before me this 164--k j J day of, 20_ 1. 3 `Y Personally known or Produced identification Notary Public - State of I') A- r My commission expires 1 C) I (Type of identification) (Printed, typed or stampe commissioned name of otary public) Claudia uy Public St o< Plorlda Diaz My Commisaion EE038949 .r,► E4*0 1110112014 Page 26 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) ATTACHMENT #2 "DRUG FREE WORKPLACE" Whenever two or more Bids which are equal with respect to price, quality and service are received by the State or by any political subdivisions for the procurement of commodities or contractual services, a Bid received from a business that certifies that it has implemented a drug -free workplace program shall be given preference in the award process. Established procedures for processing tie Bids will be followed if none of the tied vendors have a drug -free workplace program. In order to have a drug -free workplace program, a business shall: I. Publish a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited in the workplace and specifying the actions that will be taken against employees for violations of such Prohibition. 2. Inform employees about the dangers of drug abuse in the workplace, the business' policy of maintaining a drug -free workplace, any available drug counseling, rehabilitation, and employee assistance programs, and the penalties that may be imposed upon employees for drug abuse violations. 3. Give each employee engaged in providing the commodities or contractual services that are under Bid a copy of the statement specified in Subsection (1). 4. In the statement specified in Subsection (1), notify the employees, that, as a condition of working on the commodities or contractual services that are under Bid, the employee will abide by the terms of the statement and will notify the employer of any conviction of, or plea of guilty or nolo contender to, any violation of Chapter 893 or of any controlled substance law of the United States or any state, for a violation occurring in the workplace no later than five (5) days after such conviction. 5. Impose a sanction on, or require the satisfactory participation in a drug abuse assistance or rehabilitation program, if such is available in the employee's community, by any employee who is so convicted. 6. Make a good faith effort to continue to maintain a drug -free workplace through implementation of this section. As the person authorized to sign the statement, I certify that this firm complies fully with the above requirements. PROPOSER's Signature: V� Print Name: Ricardo J. Fernandez Date: July 16, 2013 Page 27 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) fill 13 The foregoing instrument was acknowledged before me this �(0 day of � �1 .20 by CCPT—C6 —� -� �'ke of person whose si ure is being notarized) who is Personally known or Personal identification SEAL NdUn PubW Skate of F'Rflaa C1sAUdle Diaz P1, VV b�xn�on E iiliflRDM Page 29 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) Type of Identification Produced Did take an oath, or ",�[Dld Not take an oath. / 0 CMq (Name of otary Public: Print, Stamp or Notary Public Slate of Florlda Claudia Diaz My Commission EE038949 6d; ofhW Expkas 11/0112014 PEWS ATTACHMENT #4 "ACKNOWLEDGEMENT AND CONFORMANCE WITH OSHA STANDARDS" TO THE CITY OF SOUTH MIAMI We, Indigo Service Corporation , (Name of Contractor), hereby acknowledge and agree that as CONSULTANT, as specified have the sole responsibility for compliance with all the requirements of the Federal Occupational Safety and Health Act of 1970, and all State and local safety and health regulations, and agree to indemnify and hold harmless the City of South Miami against any and all liability, claims, damages, losses and expenses they may incur due to the failure of (subcontractors names): N/A to comply with such act or regulation. C(9A CT0 Indigo Service Corporation BY: Ricardo J. Fernandez Name President Title Page 30 of 32 Professional Service AGREEMENT Tpepe012 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) 1 ATTACHMENT #5 "RELATED PARTY TRANSACTION VERIFICATION FORM" I Ricardo J. Fernandez , individually and on behalf of Indigo Service Corporation ( "Firm ") [Name of Representative] [ CompanyWendorlEntity] have read the City of South Miami (CITY)`s Code of Ethics, Section 8A- I of the CITY's Code of Ordinances and I hereby certify, under penalty of perjury that to the best of my knowledge, information and belief: Neither I nor the Firm have any conflict of interest (as defined in section 8A -1) with regard to the contract or business that I, and /or the Firm, am (are) about to perform for, or to transact with, the CITY, and 2. Neither I nor any employees, officers, directors of the Firm, nor anyone who has a financial interest greater than 5% in the Firm, has any relative(s), as defined in section 8A -I, who is an employee of the CITY or who is(are) an appointed or elected official of the CITY, or who is(are) a member of any public body created by the City Commission, i.e., a board or committee of the CITY, and Neither I nor the Firm, nor anyone who has a financial interest greater than 5% in the Firm, nor any member of those persons' immediate family (i.e., spouse, parents, children, brothers and sisters) has transacted or entered into any contract(s) with the CITY or has a financial interest, direct or indirect, in any business being transacted with the CITY, or with any person or agency acting for the CITY, other than as follows: (use a separate sheet to supply additional information that will not fit on this line but make reference to the additional sheet which must be Signed under oath). 4. No elected and /or appointed official or employee of the City of Miami, or any of their immediate family members (Le., spouse, parents, children, brothers and sisters) has a financially interest, directly or indirectly, in the contract between you and /or your Firm and the CITY other than the following individuals whose interest is set forth following their names: None (use a separate sheet to supply additional information that will not fit on this line but make reference to the additional sheet which must be signed under oath). The names of all CITY employees and that of all elected and /or appointed CITY officials or board members, who own, directly or indirectly, an interest of five percent (5%) or more of the total assets of capital stock in the firm are as follows: None (use a separate sheet to supply additional information that will not fit on this line but make reference to the additional sheet which must be signed under oath). and the Firm further agree not to use or attempt to use any knowledge, property or resource which may come to us through our position of trust, or through our performance of our duties under the terms of the contract with the CITY, to secure a special privilege, benefit, or exemption for ourselves, or others. We agree that we may not disclose or use information, not available to members of the general public, for our personal gain or benefit or for the personal gain or benefit of any other person or business entity, outside of the normal gain or benefit anticipated through the performance of the contract. Page 31 of 32 Professional Service AGREEMENT Tpepe012 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) 6. 1 and the Firm hereby acknowledge that we have not contracted or transacted any business with the CITY or any person or agency acting for the CITY, and that we have not appeared in representation of any third party before any board, commission or agency of the CITY within the past two years other than as follows: (use a separate sheet to supply additional information that will not fit on this line but make reference to the additional sheet which must be signed under oath). Neither I nor any employees, officers, or directors of the Firm, nor any of their immediate family (i.e., as a spouse, son, daughter, parent, brother or Sister) is related by blood or marriage to: (i) any member of the City Commission; (ii) any CITY employee; or (iii) any member of any board or agency of the CITY other than as follows: None (use a separate sheet to supply additional information that will not fit on this line but make reference to the additional sheet which must be signed under oath). 7. No other Firm, nor any officers or directors of that Other Firm or anyone who has a financial interest greater than 5% in that Other Firm, nor any member of those persons' immediate family (i.e., spouse, parents, children, brothers and sisters) nor any of my immediate family members (hereinafter referred to as "Related Parties ") has responded to a solicitation by the CITY in which I or the Firm that I represent or anyone who has a financial interest greater than 5% in the Firm, or any member of those persons' immediate family (Le. spouse, parents, children, brothers and sisters) have also responded, other than the following: None , (use a separate sheet to supply additional information that will not fit on this line but make reference to the additional sheet which must be signed under oath). 8. 1 and the Firm agree that we are obligated to supplement this Verification Form and inform the CITY of any change in circumstances that would change our answers to this document. Specifically, after the opening of any responses to a solicitation, I and the Firm have an obligation to supplement this Verification Form with the name of all Related Parties who have also responded to the same solicitation and to disclose the relationship of those parties to me and the Firm. 9. A violation of the CITY's Ethics Code, the giving of any false information or the failure to supplement this Verification Form, may subject me or the Firm to immediate termination of any AGREEMENT with the CITY, and the imposition of the maximum fine and /or any penalties allowed by law. Additionally, violations may be considered by and subject to action by the Miami -Dade County Commission on Ethics. Under penalty of perjury, I declare that I have made a diligent effort to investigate the matters to which I am attesting hereinabove that the statemen made hereinabove are true and correct to the best of my knowledge, informa ' and belief. Signature: Print Name & Title: Ricardo 1. Fernandez Date: July 16, 2013 ATTACHED: Sec. 8A- I - Conflict of interest and code of ethics ordinance. Page 32 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) L o PROFESSIONAL SERVICE AGREEMENT General Services THIS AGREEMENT made and entered into this -ii— day of � , 2(y by and between the CITY OF SOUTH MIAMI, a political subdivision of the State of Florida and d'/. ZMs;a,., authorized to do business in the State of Florida, hereinafter leferred to as the "CONSULTANT". In consideration of the premises and the mutual covenants contained in this AGREEMENT, the CITY OF SOUTH MIAMI, through its City Manager, agrees to add the CONSULTANT to the City's roster of professional service providers for a period ending on cau6+ /_r Zo 11,9 and the CONSULTANT agrees to be available, continuing basis, professional services in connection with projects) where the basic estimated construction costs of each individual project does not exceed $2,000,000.00 or where the individual study does not exceed $200,000.00, herein after called the "SERVICES ". 1.0 General Provisions 1.1 The CONSULTANT may be awarded work and issued a Notice to Proceed to provide professional services for a project, for a portion of a project, or for discrete tasks on a project. Additional Professional Services, for the purpose of reviewing work performed by other professional consultants or for other miscellaneous engineering services that may be required. 1.2 A Notice to Proceed will be issued on an as needed basis at the sole discretion of the City Manager, or his designee, hereinafter referred to as "CITY ". The City of South Miami reserves, at all times, the right to perform any and all engineering work in -house or with other engineers. This AGREEMENT does not confer on the CONSULTANT any exclusive rights to perform work on behalf of the City of South Miami, nor does it obligate the City of South Miami in any manner to guarantee work for the CONSULTANT. The CONSULTANT may submit proposals for any professional services for which proposals may be publicly solicited by the City of South Miami outside of this AGREEMENT. 1.3 The CITY will confer with the CONSULTANT before any Notice to Proceed is issued to discuss the scope of the work; the time needed to complete the WORK and the fee for the services to be rendered in connection with the WORK. 1.4 The CONSULTANT will submit a proposal upon the CITY'S request prior to the issuance of a Notice to Proceed. No payment will be made for the CONSULTANTS time and services in connection with the preparation of any proposal. 1.5 The CITY agrees that it will furnish to the CONSULTANT plans and other data available in the CITY files pertaining to the WORK to be performed under this AGREEMENT promptly after each Notice to Proceed. Page 1 of 32 Professional Service AGREEMENT Tpepe©09 -06 -13 h\ v� 1.6 The CONSULTANT agrees to produce and distribute minutes, promptly after each meeting at which the CONSULTANTS presence is required. 1.7 The CITY may designate a representative who, on behalf of the City Manager shall examine the documents submitted by the.CONSULTANT and shall render decisions promptly, to avoid unreasonable delay in the progress of the CONSULTANT'S services. The CONSULTANT shall keep the CITY'S representative advised on the project status at all times. 1.8 The CITY agrees to issue all directives and approval in writing. 2.0 Professional Services 2.1 General Services The professional services to be provided by the consultant may be one or more of the following, and include but not limited to: A. Roadway Engineering to include streets, sidewalk, curb, gutter, drainage, associated traffic control devices, stripping, lighting, irrigation, speed reduction devices and residential landscaping. B. Drainage Design includes the necessary analysis needed to implement proposed drainage improvements, preparation of paving and drainage plan for municipal building and facilities. C. Civil Engineering, to include Distribution Systems Improvement / Analysis and design and Sanitary Sewer System Evaluation and design. D. Environmental Engineering, including, site investigation and design needed to prepare remediation plans to mitigate underground storage tanks, hazardous waste materials and asbestos materials. E. Traffic Engineering Services will include daily volume counts, data analysis, preparation of conceptual improvements plan, present reports and recommendations to stakeholders and preparation of final traffic engineering report F. Architectural Services to provide drawings and specifications for new constructions as well as additions and renovations; attend meetings with City staff and presentations to City Commission; provide plans developed on AutoCAD latest version and copies of reproducible hard copy and diskette of plans in the requested format G. Landscape Architecture including providing drawings and specifications for landscape projects; site master planning, analysis and design, urban design plans/concept diagrams, open space planning, analysis and design; community planning, analysis and design; natural resource planning analysis and design; Parks design; renderings/modeling, provide plans developed on AutoCAD latest version and copies of reproducible hard copy and diskette of plans in the requested format. H. Registered Surveying and Mapping Other incidental services associated to the above items. Page 2 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) 2.2 Design & Construction - Basic Services The Basic Services, for design and construction, consist of six (6) phases described in Paragraph 2.2.1 through 2.2.6. The scope outlined below is applicable in its entirety to projects for which completed Basic Services are authorized. Upon authorization to proceed from the CITY, the CONSULTANT agrees to provide complete professional services for any portion or all of the six Phases outlined below applicable to its profession. The CONSULTANT agrees to co- ordinate its effort with that of any other providers of professional services to assure a coordinated and complete WORK. In a multi - professionally consulted project, the lead CONSULTANT, as designated by the CITY, shall prepare the final bid package including bid documents and specifications, which shall be prepared by, and be the responsibility of the respective disciplines. 2.2.1 Phase I- Preliminary and Schematic Design: A. The CONSULTANT shall confer with representatives of the CITY and the end user to determine the full scope of the Project that will meet the program requirements, and shall advise the CITY if, in the CONSULTANTS opinion, the allocated funds are adequate to accomplish the program requirements, as defined by an individual purchase order for the specific work to be performed. B. The CONSULTANT shall use proper and adequate design control to assure the CITY that the program requirements will be met C. The CONSULTANT shall prepare a Design Concept and Schematic Report, comprising of the Project Timetable (Master Schedule), Planning Summary (unless advised otherwise), Schematic Design Studies (unless advised otherwise) as defined below, and the Statement of Probable Construction Cost D. The Proposed Project Timetable shall consist of a schedule showing the proposed completion date on each Phase of the Project through design, bidding, construction, and proposed date of completion. E. The Planning Summary (unless advised otherwise) shall consist of a vicinity plan and blow- up of the Site (if applicable) showing Project orientation, and a brief summary of all pertinent planning criteria used for the Project F. The Schematic Design Studies (unless advised otherwise) shall consist of all plans, elevations, sections, etc. as required to show the scale and relationship of the parts and the design concept of the whole. A simple perspective sketch, rendering, model or photograph thereof may be provided to further show the design concept G. The CONSULTANT shall present the Schematic design studies to the appropriate commission, committee, agency or board (hereinafter collectively referred to as "Boards') for their approval when the project requires such approval. The Consultant shall make copies necessary for presentation to the Board at no additional cost to City. H. The CONSULTANT shall present the schematic design studies to all the appropriate utility companies (such as FPL, Southern Bell, Dynamic Cable, MDWASA, etc.) for any conflict with their utilities. Page 3 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) The Statement of Probable Construction Cost shall include estimated cost of the Project including fixed equipment, professional fees, contingencies (if any), escalation factors adjusted to the estimated bid date, movable estimate (if any), and utility service extensions (if applicable). The CONSULTANT'S opinions of probable Total Project Costs and Construction Cost are to be made on the basis of the CONSULTANTS experience and qualifications and represent CONSULTANT'S best judgment as an experienced and qualified professional, familiar with the local construction industry and prices. J. The CONSULTANT shall submit and present two (2) copies of all documents required under this Phase, without additional charge, for approval by the CITY and it shall not proceed with the next Phase until directed by the CITY in writing. 2.2.2 Phase II — Study and Design Development: A. From the approved Schematic Design documents, the CONSULTANT shall prepare Design Development Documents, comprising the drawings, outline specifications and other documents to fix and describe the size and character of the entire Project as to construction and finish materials and other items incidental thereto as may be appropriate and applicable. B. The Design Development Documents shall comprise the Proposed Project Timetable (updated), Outline Specifications, Updated Statement of Probable Construction Cost, and Design Development Drawings, etc., as required to clearly delineate the Project. If the Updated Statement of Probable Construction Cost exceeds the allocated funds, feasible cost or scope reduction options shall be included. C. The CONSULTANT shall submit and present two (2) sets of all documents required under this Phase, without additional charge, for approval by the CITY and not proceed with the next Phase until directed by the CITY in writing. D. The CONSULTANT shall at all times monitor the Probable Construction Costs to make certain they remain within the total allocated budget. A Notice to Proceed to Phase III will not be issued if the latest statement of Probable Construction Cost exceeds the total allocated funds. 2.2.3 Phase III — Final Design / Construction Documents Development A. From the approved Design Development Documents, the CONSULTANT shall prepare Final Construction Documents setting forth in detail the requirements for the construction of the Project including the Proposal (Bid) Form and other necessary information for bidders, Conditions of the Contract, and Complete Drawings and Specifications. The CONSULTANT shall use Construction Specifications Institute (CSI) Standards and the City of South Miami Standard forms for the preparation of the proposal (bid) forms, Instructions to Bidders, conditions of Contract and Specifications. The CONSULTANT shall review all existing City Specifications, for completeness prior to use and shall supply all needed additional specifications. The final draft of the construction documents shall meet the requirements of and be approved by the City Attorney. B. The Construction Documents shall be prepared in a manner that will assure clarity of line work, notes, and dimensions when the documents are reduced to 50% of their size. All drawings shall be on 24" x 36" paper ("D" size), on the CITY's standard sheet format, unless Page 4 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) approved otherwise. C. All construction documents shall be submitted in both "hard copy" and electronic media in a mutually agreed upon electronic format, but generally as follows: I. Non - drawing submittals in Microsoft Office Word format 2. Drawings in AutoCAD format 3. GIS files should be in ArcView format Version 3.2. D. When the development of the drawings has progressed to at least 50% completion in Phase III, the CONSULTANT shall submit two (2) copies to the CITY for approval, without additional charge, along with updated outline specifications. The CONSULTANT shall also submit at this time an updated Statement of Probable Construction cost as indicated by time factor, changes in requirements, or general market conditions and an updated Project Schedule. E. The CONSULTANT shall not proceed with the further development until approval of the documents is received from the CITY in writing The CONSULTANT shall make all changes to documents required by the CITY before proceeding further. A set of the revised documents shall be returned to the CITY after incorporating all of the changes, if any. F. A Notice to Proceed for the completion of Phase III will not be issued if the latest Statement of Probable Construction Cost exceeds the total allocated funds, unless the CITY increases the total allocated funds or the CONSULTANT and the CITY agrees on methods of cost reductions sufficient to enable construction within the project budget. G. Upon 100% completion of the Construction Documents, the CONSULTANT shall submit to the CITY a final, updated Statement of Probable Construction Cost along with two (2) copies each of the final draft of all drawings, specifications, reports, programs, etc., without additional charge, for a final review and comments or approvals. H. The CONSULTANT shall make all the necessary presentations to the appropriate CITY Boards which would be normally required of any construction project (such as Environmental Review Board, Historical Preservation Board etc.) for the final approval. The CONSULTANT, at no extra cost to the CITY, shall make all required changes or additions and resolve all questions resulting from Board review (see paragraph H) if the changes or additions do not alter the scope of the project as determined under paragraph 2.2.1 A. The 100% complete final Construction Documents shall be returned to the CITY for final approval. Upon final approval by the CITY, the CONSULTANT shall furnish to the CITY drawings and specifications, without additional charge to the CITY for bidding purposes, unless instructed otherwise. J. The CONSULTANT shall arrange for "dry nuns" and /or make final submissions to appropriate authorities (regulatory agencies to include and not limited to City, County, State or Federal) as necessary, to ascertain that the Construction Documents meet the necessary requirements to obtain all the necessary permits for construction. The CONSULTANT shall respond to all technical questions from regulatory agencies. The CONSULTANT shall modify, at no additional cost to CITY, in order to acquire the necessary permits. Page 5 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) 2.2.4 Phase IV - Bidding and Negotiation Phase: A. Upon obtaining all necessary approvals of the Construction Documents, and approval by the CITY of the latest Statement of Probable Construction Cost, the CONSULTANT shall furnish the drawings and specifications as indicated above for bidding, and assist the CITY in obtaining bids as well as awarding and preparing construction contracts. The CONSULTANT shall attend all pre -bid conferences. The CONSULTANT shall be present during the bid opening and as part of its assistance to the CITY will tally, evaluate and issue a recommendation to the CITY after verifying bond, insurance documents, questionnaire and reference submitted by the constructor. B. The CONSULTANT shall issue Addenda to the Construction Documents through the CITY as appropriate to clarify, correct or change Bid Documents. C. If Pre - Qualification of bidders is required as set forth in the Request for Qualification, the CONSULTANT shall assist City in developing qualification criteria, review qualifications of prospective bidders, and recommend acceptance or rejection of the prospective bidders. D. If the lowest responsible Base Bid received exceeds the Total Allocated Funds the CITY may: I . Approve the increase in Project Cost and award a construction contract or, 2. reject all bids and rebid the Project within a reasonable time with no change in the Project, or 3. Direct the CONSULTANT to revise the Project scope or quality, or both, as approved by the CITY and rebid the Project, or 4. Suspend or abandon the Project, or 5. Exercise all options under the City Charter and State Law. NOTE: Under item (2) and (3) above, the CONSULTANT shall, without additional compensation, assist the CITY in obtaining re -bids, and awarding the re -bid of the project Under item (3) above, the CONSULTANT shall, without additional compensation, modify the Construction Documents as necessary to bring the Probable Construction Cost within the Total Allocated Funds when the lowest responsible bid is over 15% of the CONSULTANT estimate. All construction contracts must be approved by the City Commission after the City awards the contract for commission approval. E. For the purpose of payment to the CONSULTANT, the Bidding Phase will terminate and the services of the CONSULTANT will be considered complete upon signing of an AGREEMENT with a Contractor. Rejection of bids by the CITY does not constitute cancellation of the project 2.2.5 Phase V — General Administration of the Construction Contract: A. The Construction Phase will begin with the City Commission approval of the award of the Construction Contract and will end when the Contractors final Payment Certificate is approved and paid by the CITY. B. The CONSULTANT, as the representative of the CITY during the Construction Phase, shall advise and consult with the CITY and shall have authority to act on behalf of the CITY Page 6 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) to the extent provided in the General Conditions and as modified in the Supplementary Conditions of the Construction Contract C. The CONSULTANT shall attend pre - construction meetings. D. The CONSULTANT shall at all times have access to the project wherever it is in preparation or progress. E. The CONSULTANT shall visit the site at least weekly and at all key construction events to ascertain the progress of the Project and to determine in general if the WORK is proceeding in accordance with the Contract Documents. On the basis of on -site observations, the CONSULTANT will use reasonable and customary care to guard the CITY against defects and deficiencies in the WORK. The CONSULTANT may be required to rovide continuous daily on -site observations to check the.quality or or the - P --- -- ---- - - - - - - - WORK as set forth- in this AGREEMENT and defined by the Scope of WORK issued for th`e- individual project. On the basis of the on -site observations, the CONSULTANT will a3vise the CITY as to the progress of and any observed defects and deficiencies in the WORK immediately in writing. F. The CONSULTANT shall furnish the CITY with a written report of all observations of the WORK made by him during each visit to the WORK. He shall also note the general status and progress of the WORK, and shall submit same in a timely manner. The CONSULTANT shall ascertain at least monthly that the Contractor is making timely, accurate, and complete notations on record drawings. G. Based on observations at the site and on the Contractor's Payment Certificate, the CONSULTANT shall determine the amount due the Contractor on account and he shall recommend approval of the Certificate in such amounts. The recommendation of approval of a Payment Certificate shall constitute a representation by the CONSULTANT to the CITY that, the CONSULTANT certifies to the CITY that the WORK has progressed to the point indicated, and the quality of the WORK is in accordance with the Contract Documents subject to: I. An evaluation of the WORK for conformance with the Contract Documents upon substantial completion. 2. The results of any subsequent tests required by the Contract Documents. 3. Minor deviations from the Contract Documents correctable prior to completion and acceptance of the project H.' , The CONSULTANT shall have an affirmative duty to recommend rejection of WORK, which- does not conform to the Contract Documents. Whenever, in its reasonable opinion, the CONSULTANT considers it necessary or advisable to insure compliance with the Contract Documents, it will have authority (with the City's prior approval) to recommend special inspections or testing of any WORK deemed not to be in accordance with the Contract Documents whether or not such WORK has been fabricated and delivered to the Project, or installed and completed. The CONSULTANT shall promptly review and approve shop drawings, samples, and other submissions of the Contractor for conformance with the design concept of the Project and for compliance with the Contract Documents. Changes or substitutions to the Contract Documents shall not be authorized without concurrence with the CITY. Page 7 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) J. The CONSULTANT shall review and recommend action on proposed Change Orders initiated by others, and initiate proposed change orders as required by its own observations or the requirement of the CITY. K. The CONSULTANT shall examine the WORK upon receipt of the Contractor's Certificate of Substantial Completion of the Project. A Punch List of any defects and discrepancies in the WORK required to be corrected by the Contractor shall be prepared by the CONSULTANT in conjunction with representatives of the CITY and satisfactory performance obtained before the CONSULTANT recommends execution of Certificate of Final Acceptance and final payment to the Contractor. He shall obtain from the Contractor all warranties, guarantees, operating and maintenance manuals for equipment, releases of lien and such other documents and certificates as may be required by applicable codes, laws, policy regulations, the specifications and the other Contract Documents and deliver them to the CITY. L The CONSULTANT shall provide assistance in obtaining Contractor's compliance with the Contract Documents relative to, 1) initial instruction of CITY 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 M. The CONSULTANT shall provide the contractor with three sets of drawings labeled "Construction Plans" for permit from Public Works. 2.2.6 Phase VI - Post Construction Administration A. The CONSULTANT shall prepare and provide the CITY with a written manual, to be used by the CITY, outlining the implementation plan of all the required maintenance necessary to keep the proposed WORK operational in a safe and effective manner. B. The CONSULTANT shall furnish to the CITY, reproducible record (as- built) drawings updated based on information furnished by the Contractor: such drawings shall become the property of the CITY. C. The CONSULTANT shall assist in the inspection of the WORK one month before the expiration of any guarantee period or the sixth month whichever is earlier and report any defective WORK in the Project under terms of the guarantee/warranties for correction. The CONSULTANT shall assist the CITY with the administration of guaranteetwarranties for correction of defective WORK that may be discovered during the said period. D. The CONSULTANT shall furnish the City with a 3 -ring binder labeled "Close -out Documents" that will include, as a minimum, a copy of: • Certificates of completion • As- Builts (1/2 size) • Test Results • Daily construction inspection reports • Progress meeting minutes • Approved shop drawings Page 8 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) • Warranty manuals as applicable • Final release of liens • Final payment to contractor 2.3 Additional Professional Services Additional Services as listed below are normally considered to be beyond the scope of the Basic Services for design and construction, as defined in this AGREEMENT, but which are additional services which may be authorized within the Scope of Work given the CONSULTANT. A. Special analysis of the CITY'S needs, and special programming requirements for a project B. Financial feasibility, life cycle costing or other special studies. C. Planning surveys, site evaluations, or comparative studies of prospective sites. D. Design services relative to future facilities, systems and equipment, which are not intended to be constructed as part of a specific Project E. Services to investigate existing conditions (excluding utilities) or facilities or to make measured drawings thereof, or to verify the accuracy of drawings or other information furnished by the CITY. Professional detailed Estimates of Construction Cost consisting of quantity surveys itemizing all material, equipment and labor required for a Project G. Consultation concerning replacement of any WORK damaged by fire or other cause during construction, and furnishing professional services of the type set forth in Basic Services as may be required relative to replacement of such WORK, providing the cause is found by the CITY to be other than by fault of the CONSULTANT. H. Professional services made necessary by the default of the Contractor or by major defects in the WORK under the Construction Contract, providing the cause is found by the CITY to be other than by fault of the CONSULTANT. Making major revisions changing the Scope of a project, to drawings and specifications when such revisions are inconsistent with written approvals or instruction previously given by the CITY and are due to causes beyond the control of the CONSULTANT. (Major revisions are defined as those changing the Scope and arrangement of spaces and /or scheme or any portion). J. The services of one or more full -time Project Representatives. K. Preparing to serve or serving as an expert witness in connection with any arbitration proceeding or legal proceeding in connection with a Project L Professional services required after approval by the CITY or the Contractor's Requisition for Final Payment, except as otherwise required under Basic Services. M. Preparing supporting data, drawings, and specifications as may be required for Change Orders Page 9 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) affecting the scope of a Project provided the Changes are due to causes found by the CITY to be beyond the control of the CONSULTANT. 3.0 Time for Completion The services to be rendered by the CONSULTANT for any WORK shall be commenced upon written Notice to Proceed from the CITY subsequent to the execution of this AGREEMENT and shall be completed within the time based on reasonable determination, stated in the said Notice to Proceed. A reasonable extension of time will be granted in the event there is a delay on the part of the CITY in fulfilling its part of the AGREEMENT, change of scope of work or should any other events beyond the control of the CONSULTANT render performance of his duties impossible. 4.0 Basis of Compensation The CONSULTANT agrees to negotiate a "not to exceed" fee or a fixed sum fee for each of the WORK assigned to him based on the Scope of such WORK. Upon AGREEMENT of a fee, the CITY will issue a written authorization to proceed to the CONSULTANT. In case of emergency, the CITY reserves the right to issue oral authorization to the CONSULTANT, with the understanding that written confirmation will follow immediately thereafter as possible. For reproduction of plans and specifications, beyond the requirements as identified under this AGREEMENT the CITY will pay the direct costs. The fees for Professional Services for each Project shall be determined by one of the following methods or a combination thereof, as mutually agreed upon by the CITY and the CONSULTANT. A fixed sum: The fee for a task or a scope of work may be a fixed sum as mutually agreed upon by the CITY and the CONSULTANT. Page 10 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6-18-13) Hourly Rate Fee The CITY agrees to pay, and the CONSULTANT agrees to accept, for the services rendered pursuant to this AGREEMENT, fees in accordance with the following Categorx Principal Project Manager Senior Landscape Architect Landscape Architect Construction Manager Construction Inspection Senior Draftsman/Technical /CADD Operator Draftsmen Data Processing/ Clerical Hourly rates will include all wages, benefits, overhead and profit. Page I I of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) Hourly Rate $175.00 $160.00 $140.00 $125.00 $120.00 $ 90.00 5.0 Payment and Partial Payments The CITY will make monthly payments or partial payments to the CONSULTANT for all authorized WORK performed during the previous calendar month. For design and construction projects where fee for each phase is not specified, such payment shall, in the aggregate, not exceed the percentage of the estimated total Basic Compensation indicated below for each phase: • 15% upon completion and approval of Phase I. • 35% upon completion and approval of Phase II. • 55% upon submittal and approval of 50% complete drawings and outline specifications of Phase III. • 75% upon 100% completion and approval of Phases III and IV. • 90% upon completion of the Project and approval of all WORK Phase V). • 100% upon final completion and approval of WORK elements A and B of Phase VI. The CONSULTANT shall submit an original invoice to the City's project representative for each payment certifying the percentage of the WORK completed by the CONSULTANT. The amount of the invoices submitted shall be the amount due for all WORK performed to date, as certified by the CONSULTANT. The request for payment shall include the following information: Project Name and CONSULTANT's Name. • Total Contract amount (CONSULTANT's lump sum negotiated), if applicable. • Percent of work completed. • Amount earned. • Amount previously billed. • Due this invoice. • Balance remaining. • Summary of work done this billing period. • Invoice number and date. • CONSULTANT's W -9 Upon request by the CITY the CONSULTANT shall provide the CITY with certified payroll data for the WORK reflecting salaries and hourly rates. 6.0 Rizht of Decisions All services shall be performed by the CONSULTANT to the satisfaction of the CITY's representative, who shall decide all questions, difficulties and disputes of whatever nature which may arise under or by reason of this AGREEMENT, the prosecution and fulfillment of the services, and the character, quality, amount and value and the representative's decisions upon all claims, questions, and disputes shall be final, conclusive and binding upon the parties unless such determination is clearly arbitrary or unreasonable. In the event that the CONSULTANT does not concur in the judgment of the representative as to any decisions made by him, he shall present his written objections to the City Manager and shall abide by the decision of the City Manager. Nothing in this section shall mean to deny the right to arbitrate, by either parry, in accordance with the appropriate Arbitration Rules of the American Arbitration Association. Page 12 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, G M 6-18-13) 7.0 Ownership of Documents All reports and reproducible plans, and other data developed by the CONSULTANT for the purpose of this AGREEMENT shall become the property of the CITY without restriction or limitation in connection with the owner's use and occupancy of the project. Reuse of these documents without written AGREEMENT from the CONSULTANT shall be the CITY'S sole risk and without liability and legal exposure to the CONSULTANT. When each individual section of the WORK under this AGREEMENT is complete all of the above applicable data shall be delivered to the CITY. 8.0 Court Appearances. Conferences and Hearings Nothing in this contract shall obligate the CONSULTANT to prepare for or appear in litigation on behalf of the CITY without additional compensation except for any dispute arising out of this contract unless the CONSULTANT or its employee is subpoenaed to testify as a fact witness. The amount of such compensation for expert preparation and testimony or consultation shall be mutually agreed upon and be subject to a supplemental AGREEMENT approved by the City Commissioners and upon receipt of written authorization from the CITY prior to performance of a court appearance and conference. The CONSULTANT shall confer with the CITY at any time during construction of the improvement contemplated as to interpretation of plans, correction of errors and omissions and preparation of any necessary plan thereof to correct such errors and omissions or clarify without added compensation. 9.0 Notices Any notices, reports or other written communications from the CONSULTANT to the CITY shall be considered delivered when received by the CITY. Any notices, reports or other communications from the CITY to the CONSULTANT shall be considered delivered when received by the CONSULTANT or its authorized representative. 10.0 Audit Rights The CITY reserves the right to audit the records of the CONSULTANT related to this AGREEMENT at any time during the execution of the WORK and for a period of one year after final payment is made. This provision is applicable only to projects that are on a time and cost basis. 11.0 S I�t it c The CONSULTANT shall not sublet, assign, or transfer any WORK under this AGREEMENT without the prior written consent of the CITY. 12.0 Warrant 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 contract and that he has not paid or agreed to pay any company or person other than a bona fide employee working solely for the CONSULTANT any fee, commission, percentage fee, gifts or any other considerations contingent upon or resulting from the award or making of this contract. For breach or violation of this warranty, the CITY shall have the right to annul this contract without liability. Page 13 of 32 Professional Service AGREEMENT WK Tpepe©09 -06 -13 ti� 13.0 Termination of AGREEMENT It is expressly understood and agreed that the CITY may terminate this AGREEEMENT without penalty by declining to issue Notice to Proceed authorizing WORK, in which event the CITY'S sole obligation to the CONSULTANT shall be payment for the WORK previously authorized and performed in accordance with the provisions of this AGREEMENT, such payment to be determined on the basis of the WORK performed by the CONSULTANT up to the time of termination. Upon termination, the CITY shall be entitled to a refund of any monies paid for any period of time subsequent to date of termination for which no work was performed. 14.0 Duration of AGREEMENT This AGREEMENT is for a time period of three (3) years, commencing upon approval and execution of AGREEMENT. This AGREEMENT shall remain in force until the actual completion of performance of a given project awarded to the CONSULTANT, or unless otherwise terminated by the CITY. 15.0 Renewal Option This AGREEMENT may be renewed, at the sole discretion of the CITY, for an additional period, including renewals, of one (1) year. 16.0 Default In the event either party fails to comply with the provisions of this AGREEMENT, the aggrieved party may declare the other party in default and notify him in writing. In such event, the CONSULTANT will only be compensated for any completed professional services. In the event partial payment has been made for such professional services not completed, the CONSULTANT shall return such sums to the CITY within ten (10) days after notice that said sums are due. In the event of any litigation between the parties arising out of or relating in any way to this AGREEMENT or a breach thereof, each party shall bear its own costs and legal fees. 17.0 Insurance and Indemnification The CONSULTANT shall maintain during the term of this AGREEMENT the insurance as set forth in "Attachment A, Insurance and Indemnification" to this AGREEMENT. 18.0 AGREEMENT Not Exclusive Nothing in this AGREEMENT shall prevent the CITY from employing other CONSULTANTS to perform the same or similar services. 19.0 Codes. Ordinances and Laws The CONSULTANT agrees to abide and be governed by all duly promulgated and published municipal, County, state and federal codes, ordinances, rules, regulations and laws in effect at the time of design which have a direct bearing on the WORK involved on this project The CONSULTANT is required to complete and sign all affidavits, including Public Entity Crimes Affidavit form (attached) pursuant to FS 287.133(3) (a), as required by the Request for Qualifications applicable to this AGREEMENT. Page 14 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) 20.0 Taxes CONSULTANT shall be responsible for all payments of federal, state,'and /or local taxes related to the Operations, inclusive of sales tax if applicable. 21.0 Drug Free Workplace CONSULTANT shall comply with the Drug Free Workplace policy set forth in attachment # two which is made a part of this AGREEMENT by reference. 22.0 Independent Contractor CONSULTANT is an independent entity under this AGREEMENT and nothing herein shall be construed to create a partnership, joint venture, or agency relationship between the parties. 23.0 Duties and ResRonsibilities CONSULTANT agrees to provide its services during the term of this AGREEMENT in accordance with all applicable laws, rules, regulations, and health and safety standards of the federal, state, and City, which may be applicable to the service being provided. 24.0 Licenses and Certifications CONSULTANT shall secure all necessary business and professional licenses at its sole expense prior to executing the AGREEMENT. 25.0 Entirety of AGREEMENT This writing embodies the entire AGREEMENT and understanding between the parties hereto, and there are no other AGREEMENTs and understandings, oral or written, with reference to the subject matter hereof that are not merged herein and superseded hereby. No alteration, change, or modification of the terms of this AGREEMENT shall be valid unless made in writing and signed by both parties hereto, and approved by the City Commissioner if required by municipal ordinance or charter. 26.0 Iu rial CITY and CONSULTANT knowingly, irrevocably voluntarily and intentionally waive any right either may have to a trial by jury in State or Federal Court proceedings in respect to any action, proceeding, lawsuit or counterclaim arising out of the Contract Documents or the performance of the Work thereunder. 27.0 ValidiV of Executed Copies This AGREEMENT may be executed in several counterparts, each of which may be construed as an original. 28.0 Rules of Interpretation Throughout this AGREEMENT the male pronoun may be substituted for female and neuter and the singular words substituted for plural and plural words substituted for singular wherever applicable. Page IS of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) 29.0 Severability If any term or provision of this AGREEMENT or the application thereof to any person or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this AGREEMENT, or the application of such term or provision to persons or circumstances other than those to which it is held invalid or unenforceable, shall not be affected thereby and each term and provision of this AGREEMENT shall be valid and enforceable to the fullest extent permitted by law. 30.0 Non - Waiver CITY and CONSULTANT agree that no failure to exercise and no delay in exercising any right, power or privilege under this AGREEMENT on the part of either party shall operate as a waiver of any right, power, or privilege under this AGREEMENT. No waiver of this AGREEMENT, in whole or part, including the provisions of this paragraph, may be implied by any act or omission and will only be valid and enforceable if in writing and duly executed by each of the parties to this AGREEMENT. Any waiver of any term, condition or provision of this AGREEMENT will not constitute a waiver of any other term, condition or provision hereof, nor will a waiver of any breach of any term, condition or provision constitute a waiver of any subsequent or succeeding breach. 31.0 No Discrimination No action shall be taken by the CONSULTANT which would discriminate against any person on the basis of race, creed, color, national origin, religion, sex, familial status, ethnicity, sexual orientation or disability. The CONSULTANT shall comply with the Americans with Disabilities Act 32.0 Equal Employment In accordance with Federal, State and Local law, the CONSULTANT shall not discriminate against any employee or applicant for employment because of race, color, ethnicity, religion, sex, sexual orientation, national origin or handicap. The CONSULTANT shall comply with all aspects of the Americans with Disabilities Act (ADA) during the performance of this contract. 33.0 Governing Laws This AGREEMENT and the performance of services hereunder will be governed by the laws of the State of Florida, with exclusive venue for the resolution of any dispute being a court of competent jurisdiction in Miami -Dade County, Florida. 34.0 Effective Date This AGREEMENT shall not become effective and binding until it has been executed by both parties hereto and the effective date shall be the date of its execution by the last party so executing it. 35.0 Third Party Beneficiary It is specifically understood and agreed that no other person or entity shall be a third party beneficiary hereunder, and that none of provisions of this AGREEMENT shall be for the benefit of or be enforceable by anyone other than the parties hereto, and that only the parties hereto shall have any rights hereunder. 36.0 Further Assurances Page 16 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) The parties hereto agree to execute any and all other and further documents as might be reasonably necessary in order to ratify, confirm, and effectuate the intent and purposes of the AGREEMENT. 37.0 Time of Essence Time is of the essence of this AGREEMENT. 38.0 Interpretation This AGREEMENT shall not be construed more strongly against either parry hereto, regardless of who was more responsible for its preparation. 39.0 Force Maieure Neither party hereto shall be in default of its failure to perform its obligations under this AGREEMENT if caused by acts of God, civil commotion, strikes, labor disputes, or governmental demands or requirements that could not be reasonably anticipated and the effects avoided or mitigated. Each party shall notify the other of any such occurrence. 40.0 Notices Whenever notice shall be required or permitted herein, it shall be delivered by hand delivery, e-mail, facsimile transmission or certified mail, with return receipt requested and shall be deemed delivered on the date shown on the delivery confirmation or if by certified mail, the date on the return receipt or the date shown as the date same was refused or unclaimed. Notices shall be delivered to the following individuals or entities at the addresses (including e-mail) or facsimile transmission numbers set forth below. To CITY. City Manager, & N xc.v Ae_r 6130 Sunset Dr. South Miami, FL 33143 E -mail: SI'a\o�car��c1�`'ti►w r� i� -o�ov With copies by U.S. mail to: City Attorney, Thomas Pepe, Esquire 6130 Sunset Dr. South Miami, FL 33143 Fax (305) 341 -0584 E -mail: tpepe @southmiamifl.gov To CONSULTANT: [Name] [Firm Name] [Address] [Email] Page 17 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) IN WITNESS WHEREOF, this AGREEMENT is accepted on the date first above written subject to the terms and conditions set forth herein. WITNESSES CONTRACTOR Signature: Name: Title: AUTHENTICATION: OWNER: CITY OF SOUTH MIAMI Signatu e: . A�A 1-1 is Mene City Clerk Signal ality and Execution Page 18 of 32 Professional Service AGREEMENT Tpepe©12 -31 -12 (Revised SK 4 -3 -13, GM 6- 18 -13) Attachment A Insurance and Indemnification Page 19 of 32 Professional Service AGREEMENT Tnenen09 -06 -13 Insurance and Indemnification Without limiting its liability, the contractor, consultant or consulting firm (hereinafter referred to as "FIRM" with regard to Insurance and Indemnification requirements) shall be required to procure and maintain at its own expense during the life of the Contract, insurance of the types and in the minimum amounts stated below as will protect the FIRM, from claims which may arise out of or result from the contract or the performance of the contract with the City of South Miami, whether such claim is against the FIRM or any sub - contractor, or by anyone directly or indirectly employed by any of them or by anyone for whose acts any of them may be liable. No insurance required by the CITY shall be issued or written by a surplus lines carrier unless authorized in writing by the CITY and such authorization shall be at the CITY's sole and absolute discretion. The FIRM shall purchase insurance from and shall maintain the insurance with a company or companies lawfully authorized to sell insurance in the State of Florida, on forms approved by the State of Florida, as will protect the FIRM, at a minimum, from all claims as set forth below which may arise out of or result from the FIRM's operations under the Contract and for which the FIRM may be legally liable, whether such operations be by the FIRM or by a Subcontractor or by anyone directly or indirectly employed by any of them, or by anyone for whose acts any of them may be liable: (a) claims under workers' compensation, disability benefit and other similar employee benefit acts which are applicable to the Work to be performed; (b) claims for damages because of bodily injury, occupational sickness or disease, or death of the FIRM's employees; (c) claims for damages because of bodily injury, sickness or disease, or death of any person other than the FIRM's employees; (d) claims for damages insured by usual personal injury liability coverage; (e) claims for damages, other than to the Work itself, because of injury to or destruction of tangible property, including loss of use resulting there from; (f) claims for damages because of bodily injury, death of a person or property damage arising out of ownership, maintenance or use of a motor vehicle; (g) claims for bodily injury or property damage arising out of completed operations; and (h) claims involving contractual liability insurance applicable to the FIRM's obligations under the Contract. Firm's Liability Insurance: A. The FIRM shall provide and maintain in force and effect until all the Work to be performed under this Contract has been completed and accepted by CITY (or for such duration as is otherwise specified hereinafter), the insurance coverage written on Florida approved forms and as set forth below: (1) Professional Liability Insurance on a Florida approved form in the amount of $1,000,000 with deductible per claim if any, not to exceed 5% of the limit of liability providing for all sums which the FIRM shall become legally obligated to pay as damages for claims arising out of the services or work performed by the FIRM its agents, representatives, Sub - Contractors or assigns, or by any person employed or retained by him in connection with this Contact. This insurance shall be maintained for four years after completion of the construction and acceptance of any Project covered by this Contact. However, the FIRM may purchase Specific Project Professional Liability Insurance, in the amount and under the terms specified above, which is also acceptable. (2) Workers' Compensation Insurance at the statutory amount as to all employees in compliance with the "Workers' Compensation Law" of the State of Florida including Chapter 440, Florida Statutes, as presently written or hereafter amended, and all applicable federal laws. (3) Commercial Comprehensive General Liability insurance with broad form endorsement, as well as automobile liability, completed operations and products liability, contractual liability, severability of interest with cross liability provision, and personal injury and property damage liability with limits of $1,000,000 combined single limit per occurrence and $2,000,000 aggregate, including: • Personal Injury: $1,000,000; • Medical Insurance: $5,000 per person; Page 20 of 32 Professional Service AGREEMENT Tpepe©09 -06 -13 • Property Damage: $500,000 each occurrence; • Automobile Liability: $1,000,000 each accident/occurrence. • Umbrella: $1,000,000 per claim Umbrella Comprehensive General Liability insurance shall be written on a Florida approved form with the same coverage as the primary insurance policy but in the amount of $1,000,000 per claim and $2,000,000 Annual Aggregate. Coverage must be afforded on a form no more restrictive than the latest edition of the Comprehensive General Liability policy, without restrictive endorsements, as filed by the Insurance Services Office, and must include: (a) Premises and Operation (b) Independent Contractors (c) Products and /or Completed Operations Hazard (d) Explosion, Collapse and Underground Hazard Coverage (e) Broad Form Property Damage (f) Broad Form Contractual Coverage applicable to this specific Contract, including any hold harmless and /or indemnification agreement. (g) Personal Injury Coverage with Employee and Contractual Exclusions removed, with minimum limits of coverage equal to those required for Bodily Injury Liability and Property Damage Liability. (4) Business Automobile Liability with minimum limits of One Million Dollars ($1,000,000.00) plus an additional Five Million Dollar ($ 5,000,000.00) umbrella per occurrence combined single limit for Bodily Injury Liability and Property Damage Liability. Umbrella coverage must be afforded on a form no more restrictive than the latest edition of the Business Automobile Liability policy, without restrictive endorsements, as filed by with the state of Florida, and must include: (a) Owned Vehicles. (b) Hired and Non -Owned Vehicles (c) Employers' Non - Ownership B. Before starting the Work, the FIRM shall deliver to the CITY and CONSULTANT certificates of such insurance, acceptable to the CITY, as well as the insurance binder, if one is issued, the insurance policy, including the declaration page and all applicable endorsements and provide the name, address and telephone number of the insurance agent or broker through whom the policy was obtained. The insurer shall be rated A.VII or better per A.M. Best's Key Rating Guide, latest edition and authorized to issue insurance in the State of Florida. All insurance policies must be written on forms approved by the State of Florida and they must remain in full force and effect for the duration of the contract period with the CITY. The FIRM must provide a "certified copy" of the Policy (as defined in Article 1 of this document) which shall include the declaration page and all required endorsements. In addition, the FIRM shall deliver, at the time of delivery of the insurance certificate, the following endorsements: (a) an endorsement to the policy stating: "The City of South Miami is an additional named insured with the right but not the obligation to pay any unpaid premium and providing that the city does not have any duty or obligation to provide first notice of claim for any liability it incurs and that arises out of the acts, omissions or operations of the named insured. The insurer will pay all sums that the City of South Miami becomes legally obligated to pay as damages because of 'bodily injury", "property damage ", or "personal and advertising injury" and it will provide to the City all of the coverage that is typically provided under the standard Florida approved forms for commercial general liability coverage A and coverage B "; (b) an endorsement that states: "This policy shall not be cancelled (including cancellation for non - payment of premium), terminated or materially modified without first giving the City of South Miami 10 days advanced written notice of the intent to materially modify the policy or to cancel or terminate the policy for any reason. The notification shall be delivered to the City by certified mail, with proof of delivery to the City." C. SUBCONTRACTS: The FIRM agrees that if any part of the Work under the Contract is sublet, the Page 21 of 32 Professional Service AGREEMENT Tpepe©09 -06 -13 subcontract shall contain the same insurance provision as set forth in section A and B above and substituting the word SUBCONTRACTOR for the word FIRM and substituting the word FIRM for CITY where applicable. Fire and Extended Coverage Insurance (Builders' Risk), IF APPLICABLE: A. In the event that this contract involves the construction of a structure by the FIRM, the FIRM shall maintain, with an Insurance Company or Insurance Companies acceptable to the CITY, "Broad" form /All Risk Property Insurance on buildings and structures, while in the course of construction, including foundations, additions, attachments and all permanent fixtures belonging to and constituting a part of said buildings or structures. The policy or policies shall also cover machinery, if the cost of machinery is included in the Contract, or if the machinery is located in a building that is being renovated by reason of this contract. The amount of insurance must, at all times, be at least equal to the replacement value of the insured property. The policy shall be in the name of the CITY and the FIRM, as their interest may appear, and shall also cover the interests of all Subcontractors performing Work. B. All of the provisions set forth in Section B hereinabove shall apply to this coverage unless it would be clearly not applicable. Miscellaneous: A. If any notice of cancellation of insurance or change in coverage is issued by the insurance company or should any insurance have an expiration date that will occur during the period of this contract, the FIRM shall be responsible for securing other acceptable insurance prior to such cancellation, change, or expiration so as to provide continuous coverage as specified in this section and so as to maintain coverage during the life of this Contract. The CITY shall have the option, but not the duty, to pay any unpaid premium and the right to terminate or cancel the policy thereafter without notice to FIRM or liability on the part of the CITY to the FIRM for such cancellation. B. All deductibles must be declared by the FIRM and must be approved by the CITY. At the option of the CITY, either the FIRM shall eliminate or reduce such deductible or the FIRM shall procure a Bond, in a form satisfactory to the CITY covering the same. C. The policies shall contain waiver of subrogation against CITY where applicable, shall expressly provide that such policy or policies are primary over any other collectible insurance that CITY may have. The CITY reserves the right at any time to request a copy of the required policies for review. All policies shall contain a "severability of interest" or "cross liability" clause without obligation for premium payment of the CITY. Indemnification: The FIRM shall indemnify and save the CITY harmless from any and all damages, claims, liability, losses and causes of actions of any kind or nature arising out of a negligent error, omission, or act of the FIRM, its Sub - Contractor or any of their agents, representatives, employees, or assigns, arising out of this Agreement, incident to it, or resulting from the performance or non - performance of the FIRM's obligations under this AGREEMENT. The FIRM shall pay all claims and losses of any kind or nature whatsoever, in connection therewith, including the CITY's attorney's fees and expenses in the defense of any action in law or equity brought against the CITY arising from the negligent error, omission, or act of the FIRM, its Sub - Contractor or any of their agents, representatives, employees, or assigns, and arising out of, or incident to, this Agreement, or incident to or resulting from the performance or non - performance of the FIRM's obligations under this AGREEMENT. The FIRM agrees and recognizes that the CITY shall not be held liable or responsible for any claims, including the costs and expenses of defending such claims which may result from or arise out of actions or omissions of the FIRM, its sub - contractors or any of their agents, representatives, employees or assigns. In reviewing, approving or rejecting any submissions or acts of the FIRM, the CITY in no way assumes or shares responsibility or liability of the FIRMS, its Sub - Contractors, or any of their agents, representatives, employees or assigns. Page 22 of 32 Professional Service AGREEMENT Tpepe©09 -06 -13 Exhibit 2 "Affidavits and Forms" (Respondents must complete and submit with their proposal.) Page 23 of 32 Professional Service AGREEMENT Tpepe©09 -06 -13 EXHIBIT 2 AFFIDAVITS AND FORMS SUBMISSION REQUIREMENTS 1. Respondent's Sworn Statement under Section 287.1 33(3)(A), Florida Statutes, on Attachment #1 "Public Entity Crimes and Conflicts of Interest Affidavit," shall be completed and provided with the proposal submittal. 2. Neither the CONSULTANT, nor any of his /her /its employees shall be permitted to represent any client before the Commission or any Committee, department or agency of the CITY, and shall agree not to undertake any other private representation which might create a conflict of interest with the CITY. The CONSULTANT may not represent any Commission member, individually, or, any member of their family or any business in which the Commission member of their family has an interest. 3. All proposals received will be considered public records. The CITY will consider all quotations using such criteria as the Commission or City Manager may adopt at either of their sole discretion. The CONSULTANT selected will be required to enter into a formal AGREEMENT with the CITY in a form satisfactory to the CITY, prior to the execution of which the CITY shall reserve all rights, including the right to change its selection. 4. Respondent's Attachment #2 "Drug Free Workplace" form shall be completed and provided with the proposal submittal. 5. Respondent's Attachment #3 "No Conflict of Interest Non Collusion Affidavit," shall be completed and provided with the proposal submittal. 6. Respondent's Attachment #4 "Acknowledgement and Conformance with OSHA Standards," shall be completed and provided with the proposal submittal. 7. Respondent's Attachment #5 "Related Party Transaction Verification Form" shall be completed and provided with the proposal submittal. Page 24 of 32 Professional Service AGREEMENT Tpepe©09 -06 -13 SECTION 4 ATTACHMENT #1 PUBLIC ENTITY CRIMES AND CONFLICTS OF INTEREST Pursuant to the provisoms of Paragraph (2) (a) of Section 287.133, Florida State Statutes — "A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a Bid on a Contract to provide any goods or services to a public entity, may not submit a Bid on a Contract with a public entity for the construction or repair of a public building or public work, may not submit bids on leases of real property to a public entity, may not be awarded to perform work as a Contractor, supplier, Subcontractor, or Consultant under a Contract with any public entity, and may not transact business with any public entity in excess of the threshold amount Category Two of Section 287.017, Florida Statutes, for thirty sbc (36) months from the date of being placed on the convicts vendor Use. The award of any contract hereunder is subject to the provisions of Chapter 112, Florida State Statutes. BIDDERS must disclose with their Bids, the name of any officer, director, partner, associate or agent who it also an officer or employee of the City of South Miami or its agencies. SWORN STATEMENT PURSUANT TO SECTION 287.133 (3)(a), FLORIDA STATUTES. ON PUBLIC ENTITY CRIMES THIS FORM MUST BE SIGNED AND SWORN TO IN THE PRESENCE OF A NOTARY PUBLIC OR OTHER OFFICIAL AUTHORIZED TO ADMINISTER OATHS. I . This sworn statement Is submitted to City of South Miami [print name of the public entity] by Kathryn O'Leary Richards, President [print individual's name and title] for _O'Leary Richards Design Associates, Inc. [print name of entity submitting sworn statement] whose business address is 8525 SW 92nd Street, Suite CI 1 Miami, FL 33156 and (if appilcatble) its Federal Employer Identification Number (FEIN) is 03-0493187 (if the entity has no FEIN, Include the Social Security Number of the Individual signing this sworn statement •) 2. 1 understand that a "public entity crime" as defined in Paragraph 287.133 (1)(g), means a violation of any state or federal law by a person with respect to and directly related to the transaction of business with any public entity or with an agency or political subdivision of any other state or of the United States, including, but not limited to , any bid or contract for goods or services to be provided to any public entity or an agency or political subdivision of any other state or of the United States and involving antitrust, fraud, theft, bribery, collusion, racketeering, conspiracy, or material misrepresentation. 3. 1 understand that "convicted" or "conviction" as defined in Paragraph 287.133 (1)(b), Florida Statutes, means a finding of guik or a conviction of a public entity crime, with or X 25 wIthout an adjudication of Sulk, in any federal or state trial court of record relating to charges brought by Indictment or information after July I, 1989, as a result of a jury verdict, non -jury trial, or entry of a plea of guilty or nolo contender. 4. 1 understand that an "affiliate" as defined in Paragraph 287.133 (1)(a), Florida Stamtes. means. (a) A predecessor or successor of a person convicted of a public entity crimes or (b) An entity under the control of any natural person who is active In the went of the entity and who has been convicted of a public entity crime. The term "affiliate" includes those officers, directors, executives, partners, shareholders, employees, members, and agents who are active in the management of an afgliaate. The ownership by one person of shares constituting a controlling interest In any person, or a pooling of equipment or income among persons when not for fair market value under an arm's length agreement, shall be a prima fade case that one person controls another person. A person who knowingly enters into a joint venture with a person who has been convicted of a public entity crime in Florida during the preceding 36 months shall be considered an affiliate. S. I understand that a "person" as defined in Paragraph 287.133 (1)(e), Florida Statutes . means any natural person or entity organized under the laws of any state or of the United States with the legal power to enter into a binding contract and which bids or applies to bid on contracts for the provision of goods or services led by a public entity, or which otherwise transacts or applies to transact business with a public entity. The germ "person" includes those officers, directors, executives, partners, sharehokers, employees, members, and agents who are active in management of an entity. 6. Based on information and belief, the statement which I have marked below is true in relation to the entity submitting this sworn statements [Indicate which statement applies.] x Neither the entity submitting this sworn statement, nor any of its officers, directors, executives, partners, shareholders, employees, members, or agents who are active In the management of the entity, nor any aff hate of the entity has been charged with and convicted of a public entity crime subsequent to July I, 1989. The entity submitting this sworn statement, or one or more of its officers, directors, executives. partners, shareholders, employees, members, or agents who are active in the management of the entity, or an affiliate of the entity has been charged with and cornricted of a public entity crime subsequent to July I, 1989. The entity submitting this sworn statement; or one or more of Its officers, directors, executives, partners, shareholders, employees, members, or agents who are active In the management of the entity, or an affiliate of the entity has been charged with and convicted of a public entity crime subsequent of July 1, 1989. However, there has been a subsequent proceeding before a Hearing Officer of the State of Florida, Division of Administrative Hearings and the Final Order entered by the Hearing Officer determined that it was not in the public interest to place the ernigr submitting this sworn statement on the convicted vendor list: (attach a copy of the final order.] �I& Continuation o f Attachment #2 Publk Entity Crimes and Conpicts UNDERSTAND THAT THE SUBMISSION OF THIS FORM TO THE CONTRACTING OFFICER FOR THE PUBLIC ENTITY INDENTIFIED IN PARAGRAPH I (ONE) ABOVE IS FOR THAT PUBLIC ENTITY ONLY, AND THAT THIS FORM IS VALID THROUGH DECEMBER 31 OF THE CALENDAR YEAR IN WHICH IT IS FILED. I ALSO UNDERSTAND THAT I AM REQUIRED TO INFORM THE PUBLIC ENTITY PRIOR TO ENTERING INTO A CONTRACT IN EXCESS OF THE THRESHOLD AMOUNT PROVIDED IN SECTION 287,017, FLORIDA STATUTES, FOR CATEGORY TWO OF ANY CHANGE IN THE INFORMATION CONTAINED IN THIS FORM. —60J10 .R gnature] Sworn to and subscribed before me this , �6 day of - -- /•/ _ _ -- - - --._ 20/3 ZPersonally known or Produced identification (Type of Identification) Notary Public – State of�G72 /f� My commission expires Mr/ 2 /' 2a / 7 (Printed, typed or stamped commissioned name of notary public) Form PUR 7068 (Rev.06/ 11 /92) --;�)wyut � 2� ATTACHMENT #2 11DRUO FREE WORKPLACE" Whenever two or more Bids which are equal with respect to price. quality and service are received by the State or by any political subdivisions for the procurement of commodities or contractual services. a Bid received from a business that certifies that it has implemented a drug4ree workplace program shall be given preference in the award process. Established procedures for processing tie Bids will be followed if none of the tied vendors have a drug-free workplace program. In order to have a drtWfree workplace program, a business shall: I. Publish a statement notifying employees that the unlawful manufacture, distribution. dispensing, possession, or use of a controlled substance is prohibited in the workplace and specifying the actions that will be taken against employees for violations of such prohibition. 2. Inform employees about the dangers of drug abuse in the workplace, the business' policy of maintaining a drug -free workplace, any available drug counseling, rehabilitation, and employee assistance programs, and the penalties that may be imposed upon employees for drug abuse violations. 3. Give each employee engaged in providing the commodities or contractual services that are under Bid a copy of the statement specified In Subsection (1). 4. In the statement specified in Subsection (1), notify the employees, that, as a condition of working on the commodities or contractual services that are under Bid, the employee will abide by the terms of the statement and will notify the employer of any conviction of, or plea of guilty or nolo contender to, any violation of Chapter 893 or of any controlled substance law of the United States or any state, for a violation occurring in the workplace no later than five (5) days after such conviction. S. Impose a sanction on, or require the satisfactory participation in a drug abuse assistance or rehabilitation program, if such is available in the employee's community, by any employee who Is so convicted. 6. Make a good faith Mort to continue to maintain a drug -free workplace trough implementation of this section. As the person authorized to sign the statement, I certify that this firm complies fully with the above requirements. PROPOSER's Signature: Print Name: Kathryn O'Leary Richards Date: April 24, 2013 Zg ATTACHMENT #3 "NO CONFLICT OF INTERESTINON COLLUSION AFFIDAVIT" Submitted this 24th day of April , 20 13 The undw*tc , as Bidder/Proposer, declares that the only persons interested in this RFP are named herein; that no other person has any interest in this RFP or in the Contract to which this RFP pertains; unit this response is made without connection or arrangement with any other person; and that this response is in every respect fair and made in good faith, without collusion or fraud. The Bidder/Proposer agrees if this response/submission is accepted, to execute an appropriate CITY document for the purpose of establishing a formal contractual relationship between the Bidder/Proposer and the CITY, for the performance of all requirements to which the response/submisslon pertains. The Biddeffi oposer stages that this response is based upon the documents identified by the following number: BMMFP The full-names and residences of persons and firms interested In the forming bld/proposal, as pAWpait, are as foffovs: The Aidder/Proposer further certifies that this response/submission compiles with section 4(c) of the Charter of the City of Miami, Florida, that, to the best of its knowledge and belief, no Commissioner, Mayor, or other ol5cer or employee of the CITY has an interest directly or Indirectly In the profits or emoluments of the Contract, job, work or service to which the response/submission pertains. Signature: 0�0#44- Printed Name; Kathryn O'Leary Richards This: President Telephone: 305 -596 -6628 Company Name O'Leary Richards Design CondlnLwdm o f AtWitnent Ohio Conflb of lmer/Non- C.oftusfon Cealftwkn 5ei O'Leary Richards Design Associates 8525 SDP 92 Street Suite c11 Miami Florida 33156 1 11 The Aidder/Proposer further certifies that this response/submission compiles with section 4(c) of the Charter of the City of Miami, Florida, that, to the best of its knowledge and belief, no Commissioner, Mayor, or other ol5cer or employee of the CITY has an interest directly or Indirectly In the profits or emoluments of the Contract, job, work or service to which the response/submission pertains. Signature: 0�0#44- Printed Name; Kathryn O'Leary Richards This: President Telephone: 305 -596 -6628 Company Name O'Leary Richards Design CondlnLwdm o f AtWitnent Ohio Conflb of lmer/Non- C.oftusfon Cealftwkn 5ei NOTARY PUBLIC dA�oC STATE OF Florida COUNTYOF Miami -Dade The f regoin Instrument was acknowledged fire me th 5 day of �✓'! I , 20j--'5 by -I hV U (name of person whose signature Is being notarized) who is /Personally known to me, or Personal identification: SEAL Type of Idendfication Produced Did take an oath, or Did Not take an oath. /2-29-p -- (Name of Notary Public: Print, p or type as commissioned.) FAILURE TO COMPLETE�SI N. -Aj RETURN THIS FORM MAY DISQUALIFY YOUR RESPONSE v 30 ATTACHMENT 05 "RELATED PARTY TRANSACTION VERIFICATION FORM" 1 Kathryn O'Leary Richards , Individually and on behalf of 01 Leary Richards Design (..i:irm«) NMW halve read des City of South Miami ("CiWTs Code of Ethics, Section WA of Code of Ordinances and 1 hereby, certify. under penalty of perjury tint to the best of my knowledge, information and belies (1) neither 1 nor the Firm have any conflict of Interest (as defined in section BA. 1) with regard to dhe cony= or business that 1, and/or the Firm, am( are) about to perform for, or to transact wide, the City. and (2) neither I nor any employees, officers, directors of the Firm, nor anyone who has a financial Interest greater than 5% in the Firm, has any relathve(s), as defined In section W I. who Is an employee of the Cky or who is( are) an appointed or elected official of the City. or who 19(are) a n mubw of any puMk body acted by the City Commission, La. a board or commkoee of the City. and (3) neither I nor dw Firm, nor anyone who has a financial interest greater don 5% in die Rrm, nor any member of those persons' immediate family &L, spouse, parents, children, brothers and sisters) has transacted or entered into any contract(s) with the City or has a Nina clal Interest, direct or khdireeb in any business being transacted with the citj6 or with any person or agency acting for the city, other than as follows: (use a separate sheet to supply additional information that will not At on this line but make reference to the add<olorel sheet which must be signori under oath). (4) no elected and/or appointed official or employee of the City of Miami, or any of their Immedlate family members (I.e., spouse, gents, children, brothers and sisters) has a financially interest, dhvcty or Indirectly, In the contract between you and/or your Firm and the City other dean the follovft individuals whose Interest is set forth following their names: (sae a separate sheet to supply additional information dot will not fit on this line but make recce to the additional sheet which must be signed under oath). The'aames of all City employees and dart of all affected and/or appointed city ofAclals or board members. who own, directly or indirectly. an Interest of Ave percent ( 576) or more of the total assets of capital stock in the firm are as follows: (use a separate shoat to supply additional infornation that will not At on this One but make reference to the additional sheet which must be signed under Ca ft (5) 1 and the Firm further agree not to use or attempt to use any lou rMedge. property or resource width may come to us through our position of trust. or through our parkwavance of our duties under dw terms of the contract with the City, to secure a special prIvSW ben ek or eca iptlon for ourselves, or others. We agree tat we may not disclose or use In kemation, not avallable to members of the general public, for our personal gain or benefit or for the personal gain or benefit of any osier person or business entity, outside of the normal gain or benefit anticipated droug)h the performance of the contract. (6) 1 and the Firm hw* acknowledge that we have not contracted or transacted any bus6eess with the City or any person or agency acting for the Ci* and that we lave not appeared In representation of any third party before any bard, con mission or agency of die City whhin the past two years other dun n follows: (sae a separate shhess m supply additional h*rmadon that will not fit on this line but malie reference to the additional sheet which mist be signed under oath). Neither I nor any employees. oAficers, or directors of the Firm,, nor any of their immediate family (i.e., as a spouse, son. dauhgfhoer. parem brother or sister) is related by blood or marriage to: (1) any member of the City Commission; nn any city employee; or (111) any member of any board or agency of the City other than as follows: (use a separate sheet to supply addidonal bhformadon that will not fit on dds One but make reference to the additional sheet which must be signed under oath). (7) No Other Fbv% nor any officers or directors of that Other Rrm or anyone who has a financial 51 interim greater than 5% in that Other Firm, nor any member of those persons' immediate funny (i.e. spouse, parents, children, brothers and sisters) nor any of my immediate family n um*ers (Iteei referred to as "Related Parties') has responded to a solicitation by the City in which 1 or the Flinn that 1 represent or anyone who has a financial Interest greater don 5% in the Firm, or am member of those perms' immediate family PAL spouse, paren% children, brothers and sisters) have also responded, other than the foliowinge (use a separate sheer to supply additional informadon that will not ft on this One but make rice to the additional sheet which must be steed muter oath). (fl) 1 and the Firm agree that we are obligated to supplement this Verification Form and inform the City of any change In circumstances that would change our answers to this document. Specifically. after the opening of any responses to a soiicitatbn. I and the Firm have an obligation to supplemmst this Von Form with the name of all Related Parties who have also responded to the same solicitation and to disclose the relationship of those parties to me and the Firm. (9) A vkhdon of the City's Edda Code, the giving of any false inforrtation or the failure to supplement this Verification Form, may subject me or cite Firm to Inunedlate termination of any agreemem with the City, and the imposition of the maximum fine and/or any penalties allowed by law. Addt Wn*, violations may be considered by and subject to action by the Miami -Dade County Commission on Ethics. Under pen* of perjury. I declare drat 1 have made a diligent effort to Investigate the matters to which am attestt herebubwm and that the statements made hereinabove are true and correct to tine best of my Wwwledg% hdonmadon and belief. PMnt Name A Tide: Kathryn O'Leary Richards Date: April 24, 2013 ATTACHED: Sac, f1A-1 - Conflict of interest and code of ethics ordinance. 3Z