Res. No. 078-01-11226RESOLUTION NO.78-01-11226
ARESOLUTIONOFTHEMAYOR AND CITY COMMISSION OFTHECITYOF
SOUTH MIAMI,FLORIDA,RELATING TO AUTHORIZING THE CITY
ADMINISTRATION TO DISBURSE TOTHE ARCHITECTURAL DESIGN
CONSORTIUM,INC.A SUM NOT TO EXCEED $11,093.57 FROM ACCOUNT
NUMBER 001-0000-132-2050,WHICH IS ENTITLED "MURRAY PARK SURPLUS
LOCAL MATCH/HOSPITAL CONTRIBUTION"AND,PROVIDING FOR AN
EFFECTIVE DATE.
WHEREAS,The Architectural Design Consortium.Inc.was selected by the City Commission to design,
prepare the construction documents and administer the construction first phase of the Multipurpose Center at
MurrayPark,and
WHEREAS,a number of problems were encountered during the construction period,which resulted in
extensive delays in completing the project,and
WHEREAS,The Architectural Design Consortium.Inc.has submitted a request for additional compensation
forthe delay,and
WHEREAS,the causes for the delays are multiple and the administration has evaluated the validity of the
claim,and
WHEREAS,the request for additional compensation represents only the a portion of the additional time spent
in assisting the contractor in bringing the project to a substantial completion.
NOW,THEREFORE,BE IT RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF
SOUTH MIAMI,FLORIDA:
Section 1.The City Administration is authorized to disburse a sum of $11,093.57 to The Architectural Design
Consortium,Inc.as a full and final satisfaction of all claims related to the Multipurpose Center Phase 1 the
ArchitectmayhaveagainsttheCity.
Section 2.The disbursement shall be charge to expenditure account number 001-0000-132-2050,entitled
•'Murray Park Safe Neighborhood Grant Matching Fund".
Section 3.This resolution shalltakeeffect immediately upon approval.
PASSED AND ADOPTED this 5th day of June,2001.
ATTEST:APPROVED:
City clerk
read and appr S TO FORM:
MAYOR
COMMISSION VOTE:
Mayor Robaina:
Vice-Mayor Feliu:
Commissioner Russell:
Commissioner Bethel:
Commissioner Wiscombe:
5-0
Yea
Yea
Yea
Yea
Yea
—...•,V-
.
-•tir*CITY-OF SOI5TH MIAMIiami
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RANDUM ••\/X
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INTER^OFM€E MEMORANDUM
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.lo:-Ma^wahJ City Commission •
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v.'*•;sDater June 1,2001 •.-'<•'•
•.-,.•.;..-Agenda Item #£•*'•«,
tf)•"•'::.-.Re:'Comm.Mtg.06K>5/2001
{)&&'.Additional compensation for "The
-.".-:.":ArchitecturalDesignConsortium,Inc./
.rMuWrarpose CenterPhase1 •,.':
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From:Charles D.-Scinr-/?
••.CityManager'
:-•.•••
REQUEST..V .
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OFSOUTH MIAMI,
FLORIDA,RELATING TOAUTHORIZINGTHECITY ADMINISTRATION TODISBURSETOTHE
ARCHITECTURAL DESIGN CONSORTIUM,INC A SUM NOT TO EXCEED $11,093.57 FROM
ACCOUNT NUMBER 001-0000-132-2050,WHICH IS ENTITLED "MURRAY PARK SURPLUS LOCAL
MATCH/HOSPITAL CONTRIBUTION"AND,PROVIDING FOR AN EFFECTIVE DATE.
BACKGROUND &ANALYSIS:
•Far the City of South Miami the Multipurpose Center Phase 1.represents a significant capital
improvement built in a number of years.The project was designed by Architectural Design Consortium,
eInc.,oneofthe Architect/Engineer team under c6ntract with the £ity for miscellaneous services.
"A number of unexpected and unforeseen problems were encountered during the construction period,
'which resulted in extensive delays in completing the project.The Architect has submitted a,request for
additional compensation for administering the construction phase that extended T>dyond me originally
anticipated time frame.
The request for additional timerepresents only a part ofthetime actually spentassisting the Contractor ra
bringing the project to a satisfactory completion...The.administration has evaluated the validity of the
'request.The causes for ifta delays .are multiple and the request for the additional compensation is
'consideredreasonableandfair..,:•
This will be a final payment asa full and final settlement amount of $11,093.57 for all claims related to
Multipurpose Center Phase 1 that the Architect may have against the City.The funds will be drawn from
"Murray Park Surplus Local Match/Hospital Contribution"account number 011-0000-132-2050.This
account will have a balance in excess of $500,000.
RECOMMENDATION:Approval.
Attachments:
ProposedResolutionforAdoption
ProposedRelease Agreement
•.•••.&'
•••«•.
MAY-31-2Q01 11=01 P.02
RELEASE AGREEMENT BETWEEN
CITY OF SOUTH MIAMI AND
THE ARCHITECTURAL DESIGN CONSORTIUM,INC.
Whereas,the City of South Miami and The Architectural Design Consortium,Inc.,
(referredtoas "Owner's Representative")enteredintoacontractdated oW^e I?A^IS
toprovide professional servicesfortheconstruction of theCity of SouthMiamiMulti
purpose Cultural Center—Phase 1;and.
Whereas,the project is substantially complete;and7
Whereas,requests for extra work,delays in construction and claims byThe Baude
Construction Company,(referred toas "Contractor"),fordelaydamages have occurred
whicit have given riseto claims bythe Owner's Representative for additional
compensationfortheextendedperiod of constructionadministration;and,
:Whereas,both partieshavenegotiatedafairandfinal settlement of theclaims
under the terms and conditions stated in this Agreement.
;Now,therefore,this Agreement isenteredinto between theCity of South Miami
andTheArchitecturalDesign Consortium.Inc..inandfortheconsideration often dollars
($10.00),the mutual covenantscontainedinthis Agreement,and other lawful
consideration,the receipt andlegalsufficiency of whichis acknowledged bybothparties.
1.WHEREAS CLAUSES.
1.1.The above Whereas clauses are incorporated intothis Agreement.
2.PAYMENT.
2.1.Within 30days of approval of this Agreement by the City
Commission fortheCity of SouthMiami,theCitywillpaythe Owner's
j Representative $11,093.57 in full and final satisfaction of all claims theOwner's
Representative might have against theCity.
3.RELEASES.
3.1.The Owner's Representative for itself andits principals,directors,
officers,successors and assigns,hereby releases the City andits commissioners.
Page1 of 6
Release Agreement Between City of South Miami and
The Architectural Design Consortium.Inc.
MAY-31-2001 11:02 P.03
:directors,officers,employees,agents and representatives from any and all claims,
i including but not limited to claims for damages for breach of contract,tort or
i statutory liability,equitable claims,and claims for profits,expenses and costs,that
they had,have^or might have on the effective date of Agreement arising out of;or
relating to,the contract between them for professional services for the construction
of the City of South Miami Multi-Purpose Center—Phase I;provided,however,
the Owner's Representative does not release the City from any claim for final
payment under the professional services contract.
3.2.The City for itself and its commissioners,directors,officers,
employees,agents,representatives,successors and assigns,releases the Owner's
Representative;and its principals,directors and officers from any and all claims for
indemnification,contribution and damages for any and all payments made by the
Citytothe Contractor for claims for delay of performance under the construction
contract;provided,however,thisreleasedoesnot excuse the Owner's
Representative or its Surety from performance under the professional services
i contract and the bond.
3.3.By agreeing to release the Owner's Representative from claims for
indemnification,contribution and damages for payments madetothe Contractor
for claims for delay of performance the City does not release,and hereby
preserves all claims against,other parties who are not a party to the professional
;services contract.
i 4.RELEASE OF LIENS.
4.1.The Owner's Representative shall not record any liens against the
project or any property owned by the City.The Owner's Representative shall give
the City an affidavit attesting that there are no liens on the property arising out of
the work performed by the Owner's Representative.This requirement is
independent of the releases provided in this Agreement butisa condition
precedent for obtaining payment tothe Owner's Representative.
5.ENFORCEMENT.
5.1.This Agreement may be enforced by either party only by means of
;declaratory judgment,mandamus,injunction or other equitable relief.In any
:litigation to enforce this Agreement the prevailing party shall be entitled to
:payment of reasonable attorney's fees,paralegal expenses,investigative expenses
i
Page2 of6
Release Agreement Between CityofSouth Miami and
The Architectural Design Consortium,Inc.
MAY-31-2001 11:02 P.04
andcosts.The;Citydoesnotwaiveitssovereignimmumty,andshallnotbeliable
tothe Owners Representative,for damages,prejudgment interestorattorney's
fees.
6.EFFECTIVE DATE.
6.1.ITiis Agreement shall befirst executed by the Owner's
Representative andshall become effective upon execution bytheCity Manger.
7.NOTICE.
7.1.Any notice under this Agreement shall be given in writing byU.S.
mailorbyhanddeliveryto:
i The City of South Miami:
•Charles D.Scurr,City Manager
\City of South Miami
:6143 Sunset Drive
'South Miami,Florida 33143
i Telephone:(305)663-6338
i Facsimile:(305)663-6345
and
EarlG.Galiopi,General Counsel
Nagin Gallop &Figueredo,P.A.
3225AviationjAvenue,Suite 301
Miami,Florida 33133
Telephone:(305)854*5353
Facsimile:(365)854-5351
The Architectural Design Consortium,Inc.
4128 N.Miami Avenue
Miami,FL 33127
Telephone:(305)576-0572
Facsimile:(305)576-6718
Page3 of6
Release Agreement Between City of SouthMiamiand
The ArchitecturalDesign Consortium,Inc.
MAY-31-2001 11:03 P.05
8.ENTIRE AGREEMENT.
8.1.This Agreement containstheentireunderstandingandagreement of
theparties.All negotiations,understandingsandagreementspertainingtothe
subjectmatter of thisagreementaremergedherein.This Agreement canbe
amended only by awritten amendment which must beapproved by theCity
Commission oftheCity of SouthMiami.
9.SEVERABILITY.
9.1.In the event thatanytermor provision of this Agreement is
determined by judicial authority tobe illegal orotherwiseinvalid,whenever
possible,and subject tothe court's approval,suchprovisionshallbe given its
nearest legal meaning.The remainder of this Agreement shallcontinueinfull
forceand effect.Further,itis expressly understood by all partiesthatthis
Agreement hasbeen drafted equally byboth parties andthatthis Agreement isa
compilation of thetermsand conditions contemplatedbyeachpartytothe
Agreement.Accordingly,inanydisputewithrespecttoanypart of this
Agreement,includingnotlimited to,the language,definition,phrasing ormeaning
containedherein,themattershallnotbeconstruedagainsteitherpartyonthebasis
of authorship.
10.WARRANTIES.
10.1.Non-Assignment.Thepartieswarrantthat they have not assigned
anyrights,claimsorcauses of actionundertheconstructioncontracttoany
person.Foranybreach of thisprovision,thebreachingpartywill indemnify,
defend and hold thenon-breachingpartyharmlessfromanydemand,claimor
expense asserted by apersonto whom aright,claimorcause of actionhasbeen
assigned.
10.2.Authority to Bind.Thepersons signing this Agreement warrantthat
they representthepartythatonwhose behalf they execute this Agreement,and
theyhavetheauthoritytobindthepartytheyrepresenttothetermsandconditions
ofthis Agreement.
Page 4 of6
ReleaseAgreementBetweenCityofSouthMiamiand
TheArchitecturalDesign Consortium,Inc.
•.
MflY-31-2801 11=03 P.06
11.VENUE;CHOICE OF LAW.
11.1.Inany action to enforce this Agreement,venue shallbeinthe
state circuit court for the Eleventh Judicial Circuit.Federal law and the law
of the State of Florida shallapply.
12.CAPTIONS.
12.1.CaptionsareusedinthisAgreementforconvenienceonly.
Theyshallnotbeappliedforthepurposes of applyingtheprovisions of this
Agreement or interpreting theintent of the parties.
Dated this:is:jw?-€S
Attest:
CityClerk
Approved asto form and Legal
Sufficiency:
[Print 'Name]
[CORPORATE SEAL]
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
,2001.
CITY OF SOUTH MIAMI
fc ^ift^
CharlesD.Scurr,City Manager
THE ARCHITECTURAL DESIGN
CONSORTIUM,INC.
[Print Name]
Its:^ees^SSrtTl Qfffr
[Print CorporateTide]
Page5 of6
Release Agreement Between City of South Miami and
The Architectural Design Consortium,Inc.
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MAY-31-2001 11:03 P.07
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The foregoing instrument was acknowledged before me this ^day of
2001,by St^KHUgL O*O^V\g.,as
v^c^v^ar^l^go forT ne ArchitecturalDesign Consortium,Inc.
\>V»y rs ».>,o-ff ^1^
NOTARY PUBLIC
Commission Expiration:Se^c •^"l %^oo^
Personally Known_OR Produced Identification
(type ofIdentification)
j£!\Vhwme Taylor
*mm****CommJwJon CC970795
%»*/Expires September 27 2004
Page6 of6
Release Agreement Between City of South Miami and
TheArchitectural Design Consortium,Inc.
TOTAL P.07