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Res No 061-24-16166RESOLUTION NO. 061-24-16166 A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA, SELECTING JRD & ASSOCIATES FOR BUILDING PERMIT STUDY SERVICES; AUTHORIZING THE CITY MANAGER TO TRANSFER CONTINGENCY FUNDS FOR THIS PURPOSE, AND TO NEGOTIATE AND EXECUTE AN AGREEMENT FOR THE SERVICES IN AN AMOUNT NOT TO EXCEED $25,000; PROVIDING FOR IMPLEMENTATION, CORRECTIONS, AND AN EFFECTIVE DATE. WHEREAS, Section 553.80, Florida Statutes, and the Florida Building Code mandates that building permit fees be established by the Building Department in accordance with statutory requirements and regulations; and • WHEREAS, in order to ensure legal compliance and adherence to state regulations, the City of South Miami Building Department must align its building pennit fees with the stipulations set forth in the Florida Building Code; and WHEREAS, the City of South Miami (the "City") desires to commission a building pe1mit fee study to support a revised schedule of building pennit fees that meets the requirements of Section 553.80, Florida Statutes, and the Florida Building Code (the "Services"), an expert service; and WHEREAS, JRD & Associates, Inc. ("JRD") possesses extensive experience in conducting building permit fee studies for local governments in South Florida over the past 25 years, including Miami-Dade County, City of Miami, City of Miami Beach, City of Coral Gables, and others, establishing a strong reputation for competence and reliability; and WHEREAS, JRD has submitted a proposal, attached hereto as Exhibit "A" (the "Proposal'1 ) that outlines a comprehensive approach, comprising seven tasks, to examine and reassess the City of South Miami building permit fees, including assessment of costs, recommendations for changes to the fee schedule, development of a cost allocation methodology, analysis of comparable pennit fees from other municipalities, projections of future revenue, and presentation of draft and final results; and WHEREAS, Section 5.H. of Article III, of the City's Charter, provides that competitive bids are not applicable to the purchase of expert services that are approved by the City Commission; and WHEREAS, City Commission desires to se]ect JRD to perfonn the Services and authorize the City Manager to enter into an agreement with JRD, in substantially the form attached hereto as Exhibit "B", in an amount not to exceed $25,000 (the "Agreement"); and Res. No. 061-24-16166 WHEREAS, the cost of the Services shall be charged to Building Department Contractual Services Account Number 001-1610-524-3450, which has a current balance of $1,000, or other funding source as determined by the City Manager to be in the best interest of the City; and WHEREAS, the City Commission finds that this Resolution is in the best interest and welfare of the City. NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA, AS FOLLOWS: Section 1. Recitals. The above-stated recital s are true and correct and are incorporated herein by this reference. Section 2. Selection. The City Commission hereby s elects JRD & Associates, Inc. for the provision of the Services pursuant to the Proposal attached hereto as Exhibit "A." Section 3. Transfer. The City Manager is hereby authorized to transfer $25,000 from the City Manager's contingency line item 001-1310-5 I 3-9920 with a cmTent balance of $80,000 to the Bui !ding Department Contractual Services Account Number 001-1610-524-3450, which has a current balance of $1,000. Section 4. Authorization. The City Manager is hereby authorized to negotiate and execute the Agreement with the Consultant, in substantially the form attached hereto as Exhibit "B," for the provision of the Services consistent with the proposal of the Consultant attached hereto as Exhibit "A" in an amount not to exceed $25,000, subject to the final approval of the City Manager and City Attorney as lo form, content, and legal sufficiency. The City Manager is hereby authoiized to charge the costs of the Services to Building Department Contractual Services Account Number 001-1610-524-3450, which has a cu1Tent balance of $1.000, or other funding source as determine d by the City Manager to be in the best interest of the City. Section 5. Implementation. The City Manager is authorized lo take any and all actions necessary to implement the Agreement and the purposes oftbis Resolution. Section 6. Cor1·ections. Conforming language or technical scrivener-type corrections may be made by the City Attorney for any conforming amendments to be incorporated into the final resolution for signat11re . Section 7. adoption. Effective Date. This Resolution shall become effective immediately upon PASSED AND ADOPTED this~ clay of May, 2024. CIT mK Page 2 of3 Res. No. 061-24-16166 READ AND APPROVED AS TO FORM, LANGUAGE, LEGALITY AND EXECUTION THEREOF WEIS ~N .COLE & BIERMAN, P.L. CITY A TIORNEY COMMISSION VOTE: Mayor Fernandez: Vice Mayor Bonich: Co mmissioner Calle: Commi ss ioner Liebman: Commis si oner Corey: Page 3 of3 5-0 Y ea Yea Yea Yea Yea Agenda Item No:10. City Commission Agenda Item Report Meeting Date: May 7, 2024 Submitted by: Marcus Lightfoot Submitting Department: Building Department Item Type: Resolution Agenda Section: Subject: A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA, SELECTING JRD & ASSOCIATES FOR BUILDING PERMIT STUDY SERVICES; AUTHORIZING THE CITY MANAGER TO TRANSFER CONTINGENCY FUNDS FOR THIS PURPOSE, AND TO NEGOTIATE AND EXECUTE AN AGREEMENT FOR THE SERVICES IN AN AMOUNT NOT TO EXCEED $25,000; PROVIDING FOR IMPLEMENTATION, CORRECTIONS, AND AN EFFECTIVE DATE. 3/5 (CITY MANAGER-BUILDING DEPT.) Suggested Action: Attachments: CM_Memo_Permit_Fee_Study__1_ (1).docx Resolution_Approving_Agreement_with_JRD_for_Permit_Fee_Study_-_CAv5.docx JRD & Associates City of South Miami Building Permit Fee Study Proposal.pdf 4879020-Professional Services Agreement for Building Permit Fees Study - JRD & Associates, Inc..DOCX 1 CITY OF SOUTH MIAMI OFFICE OF THE CITY MANAGER INTER-OFFICE MEMORANDUM TO:The Honorable Mayor,Vice Mayor,and Members of the City Commission FROM:Genaro “Chip” Iglesias, City Manager DATE:May 7, 2024 SUBJECT:Building Permit Fee Study RECOMMENDATION:Approval of the building permit fee study to be performed by JRD and Associates. BACKGROUND:The resolution outlines key considerations and justifications for the commission's decision to approve the proposal. These include: 1.Legal Compliance with Florida Building Code:The resolution emphasizes the importance of aligning building permit fees with the statutory requirements and regulations outlined in the Florida Building Code to ensure legal compliance. 2.JRD & Associates, Inc.’s Expertise and Experience:The commission acknowledges JRD’s extensive 25-year experience in conducting building permit fee studies for local governments in South Florida, including reputable municipalities such as Miami-Dade County, City of Miami, City of Miami Beach, and others. 3.Comprehensive Approach in Proposal:The resolution highlights the comprehensive seven-task approach proposed by JRD, covering cost assessment, fee schedule recommendations, cost allocation methodology development, comparative analysis with other municipalities, revenue projection, and presentation of draft and final results. 4.Transparent Fee Structure:It is noted that the proposed fee of $25,000 includes all expenses related to the tasks outlined in the proposal, ensuring transparency in the financial arrangement. 5.Exemption from Competitive Bidding Requirements:The resolution cites Article III, Section 5 of the City Charter, stating that expert services approved by the City Commission are not subject to competitive bidding requirements. 6.Agreement Approval:The commission expresses the desire to approve an agreement with JRD & Associates, Inc., attached as Exhibit “A,” consistent with the Proposal attached as Exhibit “B.” 7.Best Interest and Welfare of the City:The commission finds that the resolution is in the best interest and welfare of the City. 2 CITY OF SOUTH MIAMI OFFICE OF THE CITYMANAGER INTER-OFFICE MEMORANDUM FUNDING:Not to exceed $25,000.00 charged to the Building Department’s Contractual Services. ATTACHMENTS:Resolution Proposal 3 PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF SOUTH MIAMI AND JRD & ASSOCIATES , INC. >I'/\ THIS AGREEMENT (thi s "A gree ment") is mad e e ffectiv e as o f the -~ da y of 1.!...l lli'\ , 2 0 24 (the "Effecti ve Da te"), by a nd between th e CITY OF SOUTH ' MIAMI, a Florida munic ipal corpo rati o n, (he reinafte r th e "C ity "), and JRD & ASSOCIATES, INC., a Fl o rida profit c o rp o rati o n (he re in a ft e r, the "Cons ultant"). WHEREAS , the C ity des ires to c o mmi ssio n a building p e rmi t fe e study to s uppo rt a revised sch e dule o f building pe rmit fe es th a t m ee ts the re quire me nt s o f Secti o n 5 53 .80, Fl o rid a Sta tutes , and the Fl o rida Building C ode (th e "Se rv ic es"); a nd WHEREAS, th e C ons ulta nt w ill pe rform ser v ic es o n be half of th e C ity, a ll as furth er se t forth in th e Proposal date d O c to be r 3 1, 2 023 , attache d h e reto as Exhibit "A " (the "S ervice s"); and WHEREAS, th e C ons ultant a nd City, thro ug h mutua l negoti a ti o n, h av e a g re ed upo n a fee fo r th e Ser v ic es ; a nd WHERE AS, the C ity desires to e ngage th e Co ns ulta nt to pe r fo rm the Ser v ices a nd prov id e the de li verables a s s p e cifie d be low. NOW, THEREFORE , in cons id e rat io n o f th e mutua l c ove n a nts a nd conditi o n s contain e d h e rein , the C ons ultant and the C ity a g r ee a s fo ll o ws : 1. Scope of Services. 1.1. Co ns ultant s hall pro v id e th e S e r vic es set forth in the Proposal attache d he reto as Exhibit "A" and in c orpo ra te d her e in by refere nc e (th e "Se rvic es"). 1.2. C o nsulta nt s hall furni s h all re p o rts , docume nts, and in fo rma tion o btain ed pursuant to thi s Agreeme nt, and re co mme ndatio n s durin g th e t erm of thi s Agre e m e nt (h e re inafte r "D e li verabl es") to th e C ity . 2. Term/Commencement Date. 2.1. The te rm o f thi s A g reem e nt s hall be fr o m th e Effecti ve Date throug h one (1) y e a r th e reafte r, unless earlie r te rminated in a ccorda n c e w ith Paragraph 8. 2.2. Cons ulta nt agre es that time is o f the essence a nd Con sultant s ha ll c o mplete th e S e rvices w ithin the t erm o f thi s Agre e m ent , unl ess exte nded by th e C ity M a n ager. 3. Compensation and Payment. 3.1. Compensation for Services provided by Consultant shall be in accordance with the Proposal attached hereto as Exhibit "A." Consultant shall be compensated a lump sum fee in an amount not to exceed $25,000. 3.2. Consultant shall deliver an invoice to City no more often than once per month detailing Services completed and the amount due to Consultant under this Agreement. Fees shall be paid in arrears each month, pursuant to Consultant's invoice, which shall be based upon the percentage of the work completed for each task invoiced. The City shall pay the Consultant in accordance with the Florida Prompt Payment Act after approval and acceptance of the Services by the City Manager. 4. Subconsultants. 4.1. T~e Consultant shall be responsible for all payments to ~ny subconsultants and shall maintain responsibility for all work related to the Services. 4.2. Consultant may only utilize the services of a particular subconsultant with the prior written approval of the City Manager, which approval may be granted or withheld in the City Manager's sole and absolute discretion. 5. City's Responsibilities. 5.1. City shall make available any maps, plans, existing studies, reports, staff and representatives, and other data pertinent to the Services and in possession of the City, and provide criteria requested by Consultant to assist Consultant in performing the Services. 5.2. Upon Consultant's request, City shall reasonably cooperate in arranging access to public information that may be required for Consultant to perform the Services. 6. Consultant's Responsibilities; Representations and Warranties. 6.1. The Consultant shall exercise the same degree of care, skill and diligence in the performance of the Services as is ordinarily provided by a consultant under similar circumstances. If at any time during the term of this Agreement or within two (2) years from the completion of this Agreement, it is determined that the Consultant's Deliverables or Services are incorrect, not properly rendered, defective, or fail to conform to City requests, the Consultant shall at Consultant's sole expense, immediately correct its Deliverables or Services. 6.2. The Consultant hereby warrants and represents that at all times during the term of this Agreement it shall maintain in good standing all required licenses, certifications and permits required under Federal, State and local laws applicable to and necessary to perform the Services for City as an independent contractor of the City. Consultant further warrants and represents that it has the required knowledge, expertise, and experience to perform the Services and carry out its obligations under this Agreement in a professional and first class manner. 6.3. The Consultant represents that is an entity validly existing and in good standing under the laws of Florida. The execution, delivery and performance of this Agreement by Consultant have been duly authorized, and this Agreement is binding on Consultant and enforceable against Consultant in accordance with its terms. No consent of any other person or entity to such execution, delivery and performance is required. 7. Conflict of Interest. 7.1. To avoid any conflict of interest or any appearance thereof, Consultant shall not, for the term of this Agreement, provide any consulting services to any private sector entities ( developers, corporations, real estate investors, etc.), with any current, or foreseeable, adversarial issues in the City. 8. Termination. 8.1. The City Manager, without cause, may terminate this Agreement upon five (5) calendar days written notice to the Consultant, or immediately with cause. 8.2. Upon receipt of the City's written notice of termination, Consultant shall immediately stop work on the Services unless directed otherwise by the City Manager. 8.3. In the event of termination by the City, the Consultant shall be paid for all Services accepted by the City Manager up to the date of termination, provided that the Consultant has first complied with the provisions of Paragraph 8.4. 8.4. The Consultant shall transfer all books, records, reports, working drafts, documents, maps, and data pertaining to the Services and the project to the City, in a hard copy and electronic format within fourteen (14) days from the date of the written notice of termination or the date of expiration of this Agreement. 9. Insurance. 9.1. Consultant shall secure and maintain throughout the duration of this Agreement insurance of such types and in such amounts not less than those specified below as satisfactory to City, naming the City as an Additional Insured, underwritten by a firm rated A-X or better by A.M. Best and qualified to do business in the State of Florida. The insurance coverage shall be primary insurance with respect to the City, its officials, employees, agents, and volunteers naming the City as additional insured. Any insurance maintained by the City shall be in excess of the Consultant's insurance and shall not contribute to the Consultant's insurance. The insurance coverages shall include at a minimum the amounts set forth in this section and may be increased by the City as it deems necessary or prudent. 9.1.1. Commercial General Liability coverage with limits of liability of not less than a $1,000,000 per Occurrence combined single limit for Bodily Injury and Property Damage. This Liability Insurance shall also include Completed Operations and Product Liability coverages and eliminate the exclusion with respect to property under the care, custody and control of Consultant. The General Aggregate Liability limit and the Products/Completed Operations Liability Aggregate limit shall be in the amount of $2,000,000 each. 9.1.2. Workers Compensation and Employer's Liability insurance, to apply for all employees for statutory limits as required by applicable State and Federal laws. The policy(ies) must include Employer's Liability with minimum limits of $500,000.00 each accident. No employee, subcontractor or agent of the Consultant shall be allowed to provide Services pursuant to this Agreement who is not covered by Worker's Compensation insurance. 9.1.3. Business Automobile Liability with minimum limits of $1,000,000 per occurrence, combined single limit for Bodily Injury and Property Damage. 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 the Insurance Service Office, and must include Owned, Hired, and Non-Owned Vehicles. 9.1.4. Professional Liability Insurance in an amount of not less than One Million Dollars ($1,000,000.00) per occurrence, single limit. 9.2. Certificate of Insurance. Certificates of Insurance shall be provided to the City, reflecting the City as an Additional Insured ( except with respect to Professional Liability Insurance and Worker's Compensation Insurance), no later than ten (IO) days after award of this Agreement and prior to the execution of this Agreement by City and prior to commencing Services. Each certificate shall include no less than (30) thirty-day advance written notice to City prior to cancellation, termination, or material alteration of said policies or insurance. The Consultant shall be responsible for assuring that the insurance certificates required by this Section remain in full force and effect for the duration of this Agreement, including any extensions or renewals that may be granted by the City. The Certificates of Insurance shall not only name the types of policy(ies) provided, but also shall refer specifically to this Agreement and shall state that such insurance is as required by this Agreement. The City reserves the right to inspect and return a certified copy of such policies, upon written request by the City. If a policy is due to expire prior to the completion of the Services, renewal Certificates of Insurance shall be furnished thirty (30) calendar days prior to the date of their policy expiration. Each policy certificate shall be endorsed with a provision that not less than thirty (30) calendar days' written notice shall be provided to the City before any policy or coverage is cancelled or restricted. Acceptance of the Certificate(s) is subject to approval of the City. 9.3. Additional Insured. Except with respect to Professional Liability Insurance and Worker's Compensation Insurance, the City is to be specifically included as an Additional Insured for the liability of the City resulting from Services performed by or on behalf of the Consultant in performance of this Agreement. The Consultant's insurance, including that applicable to the City as an Additional Insured, shall apply on a primary basis and any other insurance maintained by the City shall be in excess of and shall not contribute to the Consultant's insurance. The Consultant's insurance shall contain a severability of interest provision providing that, except with respect to the total limits of liability, the insurance shall apply to each Insured or Additional Insured (for applicable policies) in the same manner as if separate policies had been issued to each. 9.4. Deductibles. All deductibles or self-insured retentions must be declared to and be reasonably approved by the City. The Consultant shall be responsible for the payment of any deductible or self-insured retentions in the event of any claim. 9.5. The provisions of this section shall survive termination of this Agreement. 10. Nondiscrimination. During the term of this Agreement, Consultant shall not discriminate against any ofits employees or applicants for employment because of their race, color, religion, sex, or national origin, and to abide by all Federal and State laws regarding nondiscrimination. 11. Attorneys Fees and Waiver of Jury Trial. 11.1. In the event of any litigation arising out of this Agreement, the prevailing party shall be entitled to recover its attorneys' fees and costs, including the fees and°expenses of any paralegals, law clerks and legal assistants, and including fees and expenses charged for representation at both the trial and all appellate levels. 11.2. IN THE EVENT OF ANY LITIGATION ARISING OUT OF THIS AGREEMENT, EACH PARTY HEREBY KNOWINGLY, IRREVOCABLY, VOLUNTARILY AND INTENTIONALLY WAIVES ITS RIGHT TO TRIAL BY JURY. 12. Indemnification. 12.1. Consultant shall indemnify and hold harmless the City, its officers, agents and employees, from and against any and all demands, claims, losses, suits, liabilities, causes of action, judgment or damages, arising from Consultant's performance or non- performance of any provision of this Agreement, including, but not limited to, liabilities arising from contracts between the Consultant and third parties made pursuant to this Agreement. Consultant shall reimburse the City for all its expenses including reasonable attorneys' fees and costs incurred in and about the defense of any such claim or investigation and for any judgment or damages arising from Consultant's performance or non-performance of this Agreement. 12.2. Nothing herein is intended to serve as a waiver of sovereign immunity by the City nor shall anything included herein be construed as consent to be sued by third parties in any matter arising out of this Agreement or any other contract. The City is subject to section 768.28, Florida Statutes, as may be amended from time to time. 12.3. The provisions of this section shall survive termination of this Agreement. 13. Notices/Authorized Representatives. Any notices required by this Agreement shall be in writing and shall be deemed to have been properly given if transmitted by hand-delivery, by registered or certified mail with postage prepaid return receipt requested, or by a private postal service, addressed to the parties (or their successors) at the addresses listed on the signature page of this Agreement or such other address as the party may have designated by proper notice. 14. Governing Law and Venue. This Agreement shall be construed in accordance with and governed by the laws of the State of Florida. Venue for any proceedings arising out of this Agreement shall be proper exclusively in Miami-Dade County, Florida. 15. Entire Agreement/Modification/Amendment. 15.1. This writing contains the entire Agreement of the parties and supersedes any prior oral or written representations. No representations were made or relied upon by either party, other than those that are expressly set forth herein. 15.2. No agent, employee, or other representative of either party is empowered to modify or amend the terms of this Agreement, unless executed with the same formality as this document. 16. Ownership and Access to Records and Audits. 16.1. Consultant acknowledges that all inventions, innovations, improvements, developments, methods, designs, analyses, drawings, reports, compiled information, and all similar or related information (whether patentable or not) which relate to Services to the City which are conceived, developed or made by Consultant during the term of this Agreement ("Work Product") belong to the City. Consultant shall promptly disclose such Work Product to the City and perform all actions reasonably requested by the City (whether during or after the term of this Agreement) to establish and confirm such ownership (including, without limitation, assignments, powers of attorney and other instruments). 16.2. Consultant agrees to keep and maintain public records in Consultant's possession or control in connection with Consultant's performance under this Agreement. The City Manager or her designee shall, during the term of this Agreement and for a period of three (3) years from the date of termination of this Agreement, have access to and the right to examine and audit any records of the Consultant involving transactions related to this Agreement. Consultant additionally agrees to comply specifically with the provisions of Section 119.0701, Florida Statutes. Consultant shall ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed, except as authorized by law, for the duration of the Agreement, and following completion of the Agreement until the records are transferred to the City. 16.3. Upon request from the City's custodian of public records, Consultant shall provide the City with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided by Chapter 119, Florida Statutes, or as otherwise provided by law. 16.4. Unless otherwise provided by law, any and all records, including but not limited to reports, surveys, and other data and documents provided or created in connection with this Agreement are and shall remain the property of the City. 16.5. Upon comple tion of thi s Agreement or in the eve nt of te rmination by e ither party, any and a ll public records re latin g to th e Agreeme nt in the p ossessio n of the Cons ultant s hall be delivered by th e Co ns ultant to th e C ity Manager, at n o cost to the C ity, w ith in seven (7) days. All s uch record s sto red e le c tro nicall y by Co nsultant s hall be d e li vered to th e C ity in a fo rm a t that is compatible w ith the C ity 's informati o n techno logy systems. Once the public r ecords have bee n d e li ver e d upo n co mpleti o n or te rmina ti on o f thi s Agreement, the Con s ultant s ha ll d estroy a n y and a ll duplicate public records th a t are exempt o r confidentia l and exempt fro m publi c record s disc losure re quire ments. 16.6 . Any compensatio n due t o Co n s ul ta nt sh a ll be w ithhe ld until all records a re r ecei ved as prov id e d h ere in . 16.7. Consultant's fai lu re o r refu sa l to comply w ith the provision s o f this sectio n s ha ll result in the imm ediate te rminatio n of thi s Agreement by th e City. 16.8. Notice Pursua nt to Section 119.0701(2)(a), Florida Statutes. IF THE CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONSULTANT'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS. Custodian of Records: Mailing address: Telephone number: Email: Nkenga "Nikki" Payne, CMC, FCRM 6130 Sunset Drive South Miami, FL 33143 305-663-6340 NPayne@southmiamifl.gov 17. Nona ssignabilitv. T hi s Agreeme nt s ha ll n ot be assignable by Co ns ultant unl ess s uch ass ignment is first approved by th e C ity Ma nager. The C ity is re ly in g up o n th e apparent qua l ifications and expe rti se of the Co ns ulta nt, and such firm 's fa milia rity w ith the City's area, circumstances a nd desires. 18. Severabilitv. If any term o r provision o f this Agreem e nt s ha ll to a ny exte nt be he ld inva lid o r un e nforcea bl e , the r e m a inde r of th is Agreement sh a ll n o t be affected thereby, and each re ma ining term a nd provision of t hi s Agreeme nt sh a ll be va lid and be e n fo rceable to the full est extent permitted by law. 19. Independent Contractor. T h e Con s ultant a nd its e mployees, vo lunteers a nd agents s ha ll be a nd remain an independe nt con tractor a nd not an agent o r employee of t he C ity w ith respect to a ll of th e act s and serv ices pe rfo rm ed by a nd unde r the terms of this Agreement. This Agreement s hall not in a ny way be construed to create a partnership, assoc iatio n o r a n y o th e r kind of joint undertakin g , e nte rprise or ven t ure between the parties. 20. Compliance with Laws. The Co ns ul tant s ha ll c o mpl y w ith a ll a pplicab le laws, o rdinances, rul es, regul a ti o ns , and lawful o rd e r s of public autho riti es in c arry in g out Ser v ic es under thi s A g reemen t, a nd in pa rti c ul a r s ha ll o b tain al I require d p e rmits fro m a ll juris di c ti o nal agen c ies to p e rfo rm t he Ser v ice s unde r this Agreeme nt at it s own expe nse. 21. Waiver. The failure of e ith e r p a rty to this Agree ment to o bj e ct to o r to take affirma ti ve acti o n w ith r espect t o a ny conduc t o f th e o th e r w hi c h is in v io la ti o n of th e te rms o f thi s A g reemen t s hall not be construe d a s a waive r of th e v io la ti o n o r breach , o r o f a ny fu t ure v io la ti o n , breach o r w rongful conduct. 22. Survival of Provisions. Any te rms o r conditi o ns o f e ith e r thi s Agreem e nt that re quire acts b eyond th e date of the term o f the Agreem e nt, s hall s urv ive te rmination o f th e A greeme nt, s h a ll re main in full fo rce and e ffect unl ess a nd until th e te rms o r condi t io n s are compl e te d a nd s hall be full y e nforceabl e by e ithe r pa rty . 23. Prohibition of Contingencv Fees. The Co ns ulta nt warra n ts th a t it has n o t e mployed o r reta in ed a n y c o mpa ny o r pe r so n, o th e r th a n a bo na fid e e mployee w o rking sole ly for the Cons ulta nt , to so li c it or secure thi s Agreem e nt, a nd th a t it has n o t p a id o r ag re ed to pay any pe rso n (s), compa ny , c o rp orati o n, indi v idua l o r firm , o th e r th a n a bo na fid e e m p loyee wor k ing sol e ly for t he Co ns ultant, a n y fee, c o mmi ss io n, pe rcentage, g ift, o r a ny othe r con s id e rati o n , contingent upo n o r r esulting fr o m th e a wa rd o r ma kin g o f thi s Agreem e nt. 24. Public Entitv Crimes Affidavit. Cons ulta nt s ha ll comply w ith Secti o n 2 87.1 33, F lo rid a Statutes (Public E nt ity C rimes S ta tute), n o tifi cati o n of w hi c h is he re by in corp o rate d he re in by refe re nce, including executi o n of an y re quire d affidav it. 25. Counterparts. This Agreem e nt m ay b e execute d in severa l counte rparts , each of w hi c h s h a ll be d eem e d a n o ri g in a l a nd s uc h co unte rp a rts s ha ll cons titute o ne a nd the sam e in s trume nt. 26. Conflicts. In th e event o f a confli c t b e t ween th e te rm s of this Agreem e nt and a ny exhibits o r attac hm e nts here to , th e te rm s o f thi s Agreeme nt s h a ll con t rol. 27. E-Verify Affidavit. In accord a nce w ith Sectio n 4 48.09 5 , Fl o rid a S tatu tes, the C ity re quires a ll contrac to rs d o in g bus in ess w ith the C ity to register w it h a nd use th e E-Veri fy syste m to verify th e w o rk a uth o rizati o n st a tu s o f all ne w ly hired e mployees. T he C ity w ill no t ente r into a co ntract unless e a c h pa rty to th e contrac t r egis te r s with a nd u ses th e E-Verify syste m. T he co ntracting e nti ty mu st p rov id e its p roof o f e nro llme nt in E-Verify . Fo r in s truction s o n h o w to prov id e proof o f th e co ntracting e nti ty 's pa rtici pati o n/e nro llme nt in E-Ve ri fy , pl e a se v is it: h ttps :/ /www.e -verify.gov/faq /h ow-do-i-prov ide-proof-of-m v -parti c i pa t ionen ro 11 me n t-i n-e - veri fv . By e nte rin g into thi s Agreem e nt, th e Contracto r ackn owled ge s tha t it has read Secti o n 448 .0 95 , Fl o rid a S ta tute s; w ill comply w ith the E-Ve rify require m e n ts imposed by Secti o n 448.095, Fl o rida S ta tutes, in c ludin g but not limited to o b ta inin g E-Ve ri fy a ffid av its fro m s ub contracto rs ; a nd h as execute d th e re quired a ffid av it attach e d h e re to a nd incorpo rate d here in . [Remainder of page intentionally left blank. Signa ture pag e and E-Verify Affidav it follows.] IN WITNESS WHEREOF, th e part ies he reto have caused thi s Ag reement to be executed the day and year as first stated above. C ITY OF SOUTH MJAMI Ap pr oved as to fo rm a nd lega l s uffic iency: By:_0._L-__ Weiss Serota He lfma n Co le & Bierman, P.L. C ity At1o rn ey Addresses for Notice: Ge naro "Chip" Igl es ias C ity of South M iami At1 n: City Ma nager 6 130 Sun s et Drive South Mia mi , FL 33 143 305-668 -25 10 (te lephon e) 305-6 63-6345 (facs imile) c hi p@southmia mifl .gov (email ) With a copy to: We iss Serota He lfman Co le & Bierm a n, P.L. Attn: Lillian Ara ngo , Esq. C ity of South M ia mi Atto rn ey 2800 Po nce de Leon Bo ul evard , Suite 1200 Co ral Gab les, FL 33 134 larango@ ws h-l aw.com (ema il ) JDR & ASSOC IATES , IN C. f,--1£- By: --------------- Name: ---"-J~or:...:g"'e'-'R~.'--'D=uv"-'o"'s'------------ Titl e: Presid ent Addresses for Notice: _____________ (te le ph one) _____________ (facsi m ile) _____________ (email) With a co py to: _____________ (te le ph one) _____________ (fa csimil e) _____________ (e ma il ) Pa ge 10 of 11 EXHIBIT "A" SCOPE OF SERVICES The Scope of Services are those contained in the Proposal dated October 31, 2023, attached hereto and incorporated herein by reference. Page 11 ofll E-VERIFY AFFIDAVIT In accordance with Section 448.095, Florida Statutes, the City requires all contractors doing business with the City to register with and use the E-Verify system to verify the work authorization status of all newly hired employees. The City will not enter into a contract unless each party to the contract registers with and uses the E-Verify system. The contracting entity must provide of its proof of enrollment in E-Verify. For ins tructions on how to provide proof of the contracting entity 's participation/enrollment in E-Verify, please vi s it: hllps://wvvw.e-veri fy.gov/faq /how-d o-i-p rov id c-p roo f-o f-m y-pa rti c i pa ti o ne nrol l me nt-in-e-veri fy By signing below, the contracting entity acknowledges that it has read Section 448.095, Florida Statutes and will comply with the E-Verify requirements imposed by it, including but not limited to obtaining E-Verify affidavits from subcontractors. ~ Check here to confirm proof of enrollment in E-Verify has been attached to this Affidavit. In the presence of: ~~ Witn~~'/t Lt\J(lt\ Jzn11ev W iJ.ness#2 Print Name: £./,1 /-"rr rA{)CA 7 Signed i.$ealed and delivered by: '#1:££2 ---r;?t;1 ame: ~ £ 2>Wr$ Title: Principal ' Entity Name : JRD & Associates, Inc. ACKNOWLEDGMENT State of Florida County of Miami-Dade The foregoing instrument was acknowledged befo re me by means o f ~ys ic a l prese nce or D online notarization, this _\_\_ day of Au~ 1t1 .s:±: . 202..'J.., by J o rY,= t;>'r¥ ()~ (na me o f pe rs on) as P n • c 1 'r!°' I (ty pe of a uthorit y) for J (2. J.: I+ .s. ~" r, ·c.. I ~..& (name of party on behalf of whom instrument is executed). /rersonally known to me; or Notary Public (Print, Stamp, Commissioned) or Type as ___ Produced identification (Type of Identification : _____________ ) ___ Did take an oath; or ___ Did not take an oath Notary Public State at flarida • Lealle E i-antln . ~ My Co~mlulon HH 5lii277 • E xp1res 612412028 ---·-..---------1. 8/8/24, 3:31 PM My Company Profile I E -Verify llll§ An official website of the United States gove rnm ent Here's how Y.ou kn ow v E-Verify My Company Account My Company Profile Company Information Company Name JRD & Associates, Inc. Company ID 152146 Employer Identification Number (EIN) 650627780 DUNS Number NAICS Code 541 Subsector Profession al, Scientific, and Technical Services Edit Company Information htlps://everify.uscis.gov/accounUcompany/profil e Doing Business As (OBA) Name Enrollment Date Sep15,2008 Unique Entity Identifier (UEI) Total Number of Employees 5 to 9 Sector Professi on al, Scientific, and Technical Services Menu_ 1/3 8/8/24, 3:31 PM Employer Category Employer Category Edit Employer Category Company Addresses Physical Address 7400 SW 50 Terrace Suite206 Miami, FL 33155 Malling Address Same as Physical Address Edit Company Addresses My Company Profile I E-Verlfy Hiring Sites Number of Sites 1 Edit Hiring Sites Company Access and MOU My Company is configured to: Verify Its Own Employees Memorandum of Understanding View Current MOU u.s, Department of Homeland SecuritY. U.S. Citizenship and Immigration Services https://everify.uscls.gov/account/company/profile 2/3 RESOLUTION NO. 061-24-16166 A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA, SELECTING JRD & ASSOCIATES FOR BUILDING PERMIT STUDY SERVICES; AUTHORIZING THE CITY MANAGER TO TRANSFER CONTINGENCY FUNDS FOR THIS PURPOSE, AND TO NEGOTIATE AND EXECUTE AN AGREEMENT FOR THE SERVICES IN AN AMOUNT NOT TO EXCEED $25,000; PROVIDING FOR IMPLEMENTATION, CORRECTIONS, AND AN EFFECTIVE DATE. WHEREAS, Section 553.80, Florida Statutes, and the Florida Building Code mandates that building permit fees be established by the Building Department in accordance with statutory requirements and regulations; and WHEREAS, in order to ensure legal compliance and adherence to state regulations, the City of South Miami Building Depa11ment must align its building pennit fees with the stipulations set fo11h in the Florida Building Code; and WHEREAS, the City of South Miami (the "City'') desires to commission a building pem1it fee study to support a revised schedule of building permit fees that meets the requirements of Section 553.80, Florida Statutes, and the Florida Building Code (the "Services"), an expe11 service; and WHEREAS, JRD & Associates, Inc. ("JRD,,) possesses extensive experience in conducting building permit fee studies for local governments in South Florida over the past 25 years, including Miami-Dade County, City of Miami, City of Miami Beach, City of Coral Gables, and others, establishing a strong reputation for competence and reliability; and WHEREAS, JRD has submitted a proposal, attached hereto as Exhibit "A" (the "Proposal'') that outlines a comprehensive approach, comprising seven tasks, to examine and reassess the City of South Miami building permit fees, including assessment of costs, recommendations for changes to the fee schedule, development of a cost allocation methodology, analysis of comparable pem1it fees from other municipalitie.,, projections of future revenue, and presentation of draft and final results; and WHEREAS, Section 5.H. of Article III, of the City's Charter. provides thnt competitive bids are not applicable to the purchase of expert services that are approved by the City Commission; and WHEREAS, City Commission desires to select JRD to perfo1m the Services and authorize the City Manager to enter into an agreement with JRD, in substantially the form attached hereto as Exhibit '~B", in an amount not to exceed $25,000 (the "Agreement"); and Res. No. 061-24-16166 WHEREAS, the cost of the Services shall be charged to Building Department Contractual Services Account Number 001-1610-524-3450, which has a current balance of $1,000, or other funding source as determined by the City Manager to be in the best interest of the City; and ,vHEREAS, the City Commission fmds that this Resolution is in the best interest and welfare of the City. NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA, AS FOLLOWS: Section 1. Recitals. The above-stated recitals are trne and correct and are incorporated herein by this reference. Section 2. Selection. The City Commission hereby selects JRD & Associates, Inc. for the provision of the Services pursuant to the Proposal attached hereto as Ex.hi bit "A." Section 3. Tl'ansfel'. The City Manager is hereby authorized to transfer $25,000 from the City Manager's contingency line item 001-1310-513-9920 with a cmTent balance of $80,000 to the Bui !ding Department Contractual Services Account Number 001-1610-524-3450, wliich has a current balance of $1,000. Section 4. Authorization. The City Manager is hereby authorized to negotiate and execute the Agreement with the Consultant, in substantially the form attached hereto as Exhibit "B," for the provision of the Services consistent with the proposal of the Consultant attached hereto as Exhibit "A" in an amount not to exceed $25,000, subject to the final approval of the City Manager and City Attorney as to form, content, and legal sufficiency. The City Manager is hereby authorized to charge the costs of the Services to Building Department Contractual Services Account Number 001-1610-524-3450, which has a ctm-ent balance of $1,000, or other funding source as determined by the City Manager to be in the best interest of the City. Section 5. Implementation. The City Manager is autliorized to take any and all actions necessary to implement the Agreement and the purposes of this Resolution. Section 6. Corrections. Conforn1ing language or technical scrivener-type corrections may be made by the City Attorney for any conforming amendments to be incorporated into the final resolution for signature. Section 7. adoption. Effective Date. This Resolution shall become effective immediately upon PASSED AND ADOPTED this 7th day of May. 2024. Page 2 of3 '\ Res. No. 061-24-16166 READ AND APPROVED AS TO FORM, LANGUAGE, LEGALITY AND EXECUTION THEREOF WEIS~-COLE & BIERMAN, P.L. CITY A TIORNEY COMMISSION VOTE: Mayor Fernandez: Vice Mayor Bonich: Commissioner Calle: Commissioner Liebman: Commissioner Corey: Page 3 of3 5-0 Yea Yea Yea Yea Yea October 31, 2023 Suramy Cabrera Director, Development Services City of South Miami 6130 Sunset Drive South Miami, FL 33143 Dear Ms. Cabrera: On behalf of JRD & Associates, Inc. (JRD), I am pleased to submit this proposal to examine and reassess the City of South Miami building permit fees. Specifically, we will perform the following: Task 1 – Assess the actual costs of providing permit-related services by the Building Department. Task 2 - Identify and recommend changes, additions, and deletions to the existing fee schedule of the Building Department that accurately reflect the actual costs associated of providing fee- related services. Task 3 – Develop a cost allocation methodology to capture support costs from Village departments for building permit activities. Apply these costs to the aforementioned fees and create a comprehensive fee schedule. Task 4 – Conduct an analysis of like permit fees from up to four comparable municipalities in Miami-Dade County as agreed to by the City and JRD. Task 5 – Project future revenue based on the proposed fee schedule. Task 6 – Present draft results, findings, and recommendations. Task 7 – Present final results, findings, and recommendations. The fee including all expenses for the tasks depicted will be $25,000. 7 Suramy Cabrera Page 2 7400 SW 50 Terrace, Suite 206 Miami, FL 33155 Phone: (305) 662-7288 www.jrdandassociates.com For your information, JRD has been performing building permit fee studies for local governments, predominantly in South Florida, for the last 25 years. Our clients for these types of studies include: • Miami-Dade County • City of Miami • City of Miami Beach • City of Coral Gables • City of Doral • City of Sunny Isles Beach • City of Hialeah • Village of Key Biscayne • Village of Pinecrest • Town of Miami Lakes • Town of Cutler Bay • Village of Bal Harbour • City of Hollywood • Sarasota County I think you will find no other firm more qualified to assess the City’s building permit fees than JRD. I thank you in advance for your consideration and look forward to hearing from you. Sincerely, Jorge R. Duyos, P.E. President 8 PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF SOUTH MIAMI AND JRD & ASSOCIATES, INC. THIS AGREEMENT (this “Agreement”) is made effective as of the day of , 2024 (the “Effective Date”), by and between the CITY OF SOUTH MIAMI, a Florida municipal corporation, (hereinafter the “City”), and JRD & ASSOCIATES, INC.,a Florida profit corporation (hereinafter, the “Consultant”). WHEREAS, the City desires to commission a building permit fee study to support a revised schedule of building permit fees that meets the requirements of Section 553.80, Florida Statutes, and the Florida Building Code (the “Services”); and WHEREAS, the Consultant will perform services on behalf of the City, all as further set forth in the Proposal dated October 31, 2023, attached hereto as Exhibit “A” (the “Services”); and WHEREAS, the Consultant and City, through mutual negotiation, have agreed upon a fee for the Services; and WHEREAS, the City desires to engage the Consultant to perform the Services and provide the deliverables as specified below. NOW, THEREFORE, in consideration of the mutual covenants and conditions contained herein, the Consultant and the City agree as follows: 1. Scope of Services. 1.1.Consultant shall provide the Services set forth in the Proposal attached hereto as Exhibit “A” and incorporated herein by reference (the “Services”). 1.2.Consultant shall furnish all reports, documents, and information obtained pursuant to this Agreement, and recommendations during the term of this Agreement (hereinafter “Deliverables”) to the City. 2. Term/Commencement Date. 2.1.The term of this Agreement shall be from the Effective Date through one (1) year thereafter, unless earlier terminated in accordance with Paragraph 8. 2.2.Consultant agrees that time is of the essence and Consultant shall complete the Services within the term of this Agreement, unless extended by the City Manager. 9 3. Compensation and Payment. 3.1.Compensation for Services provided by Consultant shall be in accordance with the Proposal attached hereto as Exhibit “A.” Consultant shall be compensated a lump sum fee in an amount not to exceed $25,000. 3.2.Consultant shall deliver an invoice to City no more often than once per month detailing Services completed and the amount due to Consultant under this Agreement. Fees shall be paid in arrears each month, pursuant to Consultant’s invoice, which shall be based upon the percentage of the work completed for each task invoiced. The City shall pay the Consultant in accordance with the Florida Prompt Payment Act after approval and acceptance of the Services by the City Manager. 4. Subconsultants. 4.1.The Consultant shall be responsible for all payments to any subconsultants and shall maintain responsibility for all work related to the Services. 4.2.Consultant may only utilize the services of a particular subconsultant with the prior written approval of the City Manager, which approval may be granted or withheld in the City Manager’s sole and absolute discretion. 5. City’s Responsibilities. 5.1.City shall make available any maps, plans, existing studies, reports, staff and representatives, and other data pertinent to the Services and in possession of the City, and provide criteria requested by Consultant to assist Consultant in performing the Services. 5.2.Upon Consultant’s request, City shall reasonably cooperate in arranging access to public information that may be required for Consultant to perform the Services. 6. Consultant’s Responsibilities; Representations and Warranties. 6.1.The Consultant shall exercise the same degree of care, skill and diligence in the performance of the Services as is ordinarily provided by a consultant under similar circumstances. If at any time during the term of this Agreement or within two (2) years from the completion of this Agreement, it is determined that the Consultant’s Deliverables or Services are incorrect, not properly rendered, defective, or fail to conform to City requests, the Consultant shall at Consultant’s sole expense, immediately correct its Deliverables or Services. 6.2.The Consultant hereby warrants and represents that at all times during the term of this Agreement it shall maintain in good standing all required licenses, certifications and permits required under Federal, State and local laws applicable to and necessary to perform the Services for City as an independent contractor of the City. Consultant further warrants and represents that it has the required knowledge, expertise, and experience to perform the Services and carry out its obligations under this Agreement in a professional and first class manner. 10 6.3.The Consultant represents that is an entity validly existing and in good standing under the laws of Florida. The execution, delivery and performance of this Agreement by Consultant have been duly authorized, and this Agreement is binding on Consultant and enforceable against Consultant in accordance with its terms. No consent of any other person or entity to such execution, delivery and performance is required. 7. Conflict of Interest. 7.1.To avoid any conflict of interest or any appearance thereof, Consultant shall not, for the term of this Agreement, provide any consulting services to any private sector entities (developers, corporations, real estate investors, etc.), with any current, or foreseeable, adversarial issues in the City. 8. Termination. 8.1.The City Manager, without cause, may terminate this Agreement upon five (5) calendar days written notice to the Consultant, or immediately with cause. 8.2.Upon receipt of the City's written notice of termination, Consultant shall immediately stop work on the Services unless directed otherwise by the City Manager. 8.3.In the event of termination by the City, the Consultant shall be paid for all Services accepted by the City Manager up to the date of termination, provided that the Consultant has first complied with the provisions of Paragraph 8.4. 8.4.The Consultant shall transfer all books, records, reports, working drafts, documents, maps, and data pertaining to the Services and the project to the City, in a hard copy and electronic format within fourteen (14) days from the date of the written notice of termination or the date of expiration of this Agreement. 9. Insurance. 9.1.Consultant shall secure and maintain throughout the duration of this Agreement insurance of such types and in such amounts not less than those specified below as satisfactory to City, naming the City as an Additional Insured, underwritten by a firm rated A-X or better by A.M. Best and qualified to do business in the State of Florida. The insurance coverage shall be primary insurance with respect to the City, its officials, employees, agents, and volunteers naming the City as additional insured. Any insurance maintained by the City shall be in excess of the Consultant’s insurance and shall not contribute to the Consultant’s insurance. The insurance coverages shall include at a minimum the amounts set forth in this section and may be increased by the City as it deems necessary or prudent. 9.1.1. Commercial General Liability coverage with limits of liability of not less than a $1,000,000 per Occurrence combined single limit for Bodily Injury and Property Damage. This Liability Insurance shall also include Completed Operations and Product Liability coverages and eliminate the exclusion with respect to property under the care, custody and control of Consultant. The General Aggregate Liability limit 11 and the Products/Completed Operations Liability Aggregate limit shall be in the amount of $2,000,000 each. 9.1.2. Workers Compensation and Employer’s Liability insurance, to apply for all employees for statutory limits as required by applicable State and Federal laws. The policy(ies) must include Employer’s Liability with minimum limits of $1,000,000.00 each accident. No employee, subcontractor or agent of the Consultant shall be allowed to provide Services pursuant to this Agreement who is not covered by Worker’s Compensation insurance. 9.1.3. Business Automobile Liability with minimum limits of $1,000,000 per occurrence, combined single limit for Bodily Injury and Property Damage. 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 the Insurance Service Office, and must include Owned, Hired, and Non-Owned Vehicles. 9.1.4. Professional Liability Insurance in an amount of not less than One Million Dollars ($1,000,000.00) per occurrence, single limit. 9.2. Certificate of Insurance. Certificates of Insurance shall be provided to the City, reflecting the City as an Additional Insured (except with respect to Professional Liability Insurance and Worker’s Compensation Insurance), no later than ten (10) days after award of this Agreement and prior to the execution of this Agreement by City and prior to commencing Services. Each certificate shall include no less than (30) thirty-day advance written notice to City prior to cancellation, termination, or material alteration of said policies or insurance. The Consultant shall be responsible for assuring that the insurance certificates required by this Section remain in full force and effect for the duration of this Agreement, including any extensions or renewals that may be granted by the City. The Certificates of Insurance shall not only name the types of policy(ies) provided, but also shall refer specifically to this Agreement and shall state that such insurance is as required by this Agreement. The City reserves the right to inspect and return a certified copy of such policies, upon written request by the City. If a policy is due to expire prior to the completion of the Services, renewal Certificates of Insurance shall be furnished thirty (30) calendar days prior to the date of their policy expiration. Each policy certificate shall be endorsed with a provision that not less than thirty (30) calendar days’ written notice shall be provided to the City before any policy or coverage is cancelled or restricted. Acceptance of the Certificate(s) is subject to approval of the City. 9.3. Additional Insured. Except with respect to Professional Liability Insuranceand Worker’s Compensation Insurance, the City is to be specifically included as an Additional Insured for the liability of the City resulting from Services performed by or on behalf of the Consultant in performance of this Agreement. The Consultant’s insurance, including that applicable to the City as an Additional Insured, shall apply on a primary basis and any other insurance maintained by the City shall be in excess of and shall not contribute to the Consultant’s insurance. The Consultant’s insurance shall contain a severability of interest provision providing that, except with respect to the total limits of liability, the insurance 12 shall apply to each Insured or Additional Insured (for applicable policies) in the same manner as if separate policies had been issued to each. 9.4. Deductibles.All deductibles or self-insured retentions must be declared to and be reasonably approved by the City. The Consultant shall be responsible for the payment of any deductible or self-insured retentions in the event of any claim. 9.5.The provisions of this section shall survive termination of this Agreement. 10. Nondiscrimination.During the term of this Agreement, Consultant shall not discriminate against any of its employees or applicants for employment because of their race, color, religion, sex, or national origin, and to abide by all Federal and State laws regarding nondiscrimination. 11. Attorneys Fees and Waiver of Jury Trial. 11.1.In the event of any litigation arising out of this Agreement, the prevailing party shall be entitled to recover its attorneys’ fees and costs, including the fees and expenses of any paralegals, law clerks and legal assistants, and including fees and expenses charged for representation at both the trial and all appellate levels. 11.2.IN THE EVENT OF ANY LITIGATION ARISING OUT OF THIS AGREEMENT, EACH PARTY HEREBY KNOWINGLY, IRREVOCABLY, VOLUNTARILY AND INTENTIONALLY WAIVES ITS RIGHT TO TRIAL BY JURY. 12. Indemnification. 12.1.Consultant shall indemnify and hold harmless the City, its officers, agents and employees, from and against any and all demands, claims, losses, suits, liabilities, causes of action, judgment or damages, arising from Consultant’s performance or non- performance of any provision of this Agreement, including, but not limited to, liabilities arising from contracts between the Consultant and third parties made pursuant to this Agreement. Consultant shall reimburse the City for all its expenses including reasonable attorneys’ fees and costs incurred in and about the defense of any such claim or investigation and for any judgment or damages arising from Consultant’s performance or non-performance of this Agreement. 12.2.Nothing herein is intended to serve as a waiver of sovereign immunity by the City nor shall anything included herein be construed as consent to be sued by third parties in any matter arising out of this Agreement or any other contract. The City is subject to section 768.28, Florida Statutes, as may be amended from time to time. 12.3.The provisions of this section shall survive termination of this Agreement. 13. Notices/Authorized Representatives.Any notices required by this Agreement shall be in writing and shall be deemed to have been properly given if transmitted by hand-delivery, by registered or certified mail with postage prepaid return receipt requested, or by a private postal service, addressed to the parties (or their successors) at the addresses listed on the signature 13 page of this Agreement or such other address as the party may have designated by proper notice. 14. Governing Law and Venue. This Agreement shall be construed in accordance with and governed by the laws of the State of Florida. Venue for any proceedings arising out of this Agreement shall be proper exclusively in Miami-Dade County, Florida. 15. Entire Agreement/Modification/Amendment. 15.1.This writing contains the entire Agreement of the parties and supersedes any prior oral or written representations. No representations were made or relied upon by either party, other than those that are expressly set forth herein. 15.2.No agent, employee, or other representative of either party is empowered to modify or amend the terms of this Agreement, unless executed with the same formality as this document. 16. Ownership and Access to Records and Audits. 16.1.Consultant acknowledges that all inventions, innovations, improvements, developments, methods, designs, analyses, drawings, reports, compiled information, and all similar or related information (whether patentable or not) which relate to Services to the City which are conceived, developed or made by Consultant during the term of this Agreement (“Work Product”) belong to the City. Consultant shall promptly disclose such Work Product to the City and perform all actions reasonably requested by the City (whether during or after the term of this Agreement) to establish and confirm such ownership (including, without limitation, assignments, powers of attorney and other instruments). 16.2.Consultant agrees to keep and maintain public records in Consultant’s possession or control in connection with Consultant’s performance under this Agreement. The City Manager or her designee shall, during the term of this Agreement and for a period of three (3) years from the date of termination of this Agreement, have access to and the right to examine and audit any records of the Consultant involving transactions related to this Agreement. Consultant additionally agrees to comply specifically with the provisions of Section 119.0701, Florida Statutes. Consultant shall ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed, except as authorized by law, for the duration of the Agreement, and following completion of the Agreement until the records are transferred to the City. 16.3.Upon request from the City’s custodian of public records, Consultant shall provide the Citywith a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided by Chapter 119, Florida Statutes, or as otherwise provided by law. 16.4.Unless otherwise provided by law, any and all records, including but not limited to reports, surveys, and other data and documents provided or created in connection with this Agreement are and shall remain the property of the City. 14 16.5.Upon completion of this Agreement or in the event of termination by either party, any and all public records relating to the Agreement in the possession of the Consultant shall be delivered by the Consultant to the City Manager, at no cost to the City, within seven (7) days. All such records stored electronically by Consultant shall be delivered to the City in a format that is compatible with the City’s information technology systems. Once the public records have been delivered upon completion or termination of this Agreement, the Consultant shall destroy any and all duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. 16.6.Any compensation due to Consultant shall be withheld until all records are received as provided herein. 16.7.Consultant’s failure or refusal to comply with the provisions of this section shall result in the immediate termination of this Agreement by the City. 16.8.Notice Pursuant to Section 119.0701(2)(a), Florida Statutes.IF THE CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONSULTANT’S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS. Custodian of Records: Nkenga “Nikki” Payne, CMC, FCRM Mailing address:6130 Sunset Drive South Miami, FL 33143 Telephone number:305-663-6340 Email:NPayne@southmiamifl.gov 17. Nonassignability.This Agreement shall not be assignable by Consultant unless such assignment is first approved by the City Manager. The City is relying upon the apparent qualifications and expertise of the Consultant, and such firm’s familiarity with the City’s area, circumstances and desires. 18. Severability. If any term or provision of this Agreement shall to any extent be held invalid or unenforceable, the remainder of this Agreement shall not be affected thereby, and each remaining term and provision of this Agreement shall be valid and be enforceable to the fullest extent permitted by law. 19. Independent Contractor.The Consultant and its employees, volunteers and agents shall be and remain an independent contractor and not an agent or employee of the City with respect to all of the acts and services performed by and under the terms of this Agreement. This Agreement shall not in any way be construed to create a partnership, association or any other kind of joint undertaking, enterprise or venture between the parties. 15 20. Compliance with Laws.The Consultant shall comply with all applicable laws, ordinances, rules, regulations, and lawful orders of public authorities in carrying out Services under this Agreement, and in particular shall obtain all required permits from all jurisdictional agencies to perform the Services under this Agreement at its own expense. 21. Waiver. The failure of either party to this Agreement to object to or to take affirmative action with respect to any conduct of the other which is in violation of the terms of this Agreement shall not be construed as a waiver of the violation or breach, or of any future violation, breach or wrongful conduct. 22. Survival of Provisions.Any terms or conditions of either this Agreement that require acts beyond the date of the term of the Agreement, shall survive termination of the Agreement, shall remain in full force and effect unless and until the terms or conditions are completed and shall be fully enforceable by either party. 23. Prohibition of Contingency Fees.The Consultant warrants that it has not employed or retained any company or person, other than a bona fide employee working solely for the Consultant, to solicit or secure this Agreement, and that it has not paid or agreed to pay any person(s), company, corporation, individual or firm, other than a bona fide employee working solely for the Consultant, any fee, commission, percentage, gift, or any other consideration, contingent upon or resulting from the award or making of this Agreement. 24. Public Entity Crimes Affidavit.Consultant shall comply with Section 287.133, Florida Statutes (Public Entity Crimes Statute), notification of which is hereby incorporated herein by reference, including execution of any required affidavit. 25. Counterparts.This Agreement may be executed in several counterparts, each of which shall be deemed an original and such counterparts shall constitute one and the same instrument. 26. Conflicts.In the event of a conflict between the terms of this Agreement and any exhibits or attachments hereto, the terms of this Agreement shall control. 27. E-Verify Affidavit.In accordance with Section 448.095, Florida Statutes, the City requires all contractors doing business with the City to register with and use the E-Verify system to verify the work authorization status of all newly hired employees. The City will not enter into a contract unless each party to the contract registers with and uses the E-Verify system. The contracting entity must provide its proof of enrollment in E-Verify. For instructions on how to provide proof of the contracting entity’s participation/enrollment in E-Verify, please visit: https://www.e-verify.gov/faq/how-do-i-provide-proof-of-my-participationenrollment-in-e- verify. By entering into this Agreement, the Contractor acknowledges that it has read Section 448.095, Florida Statutes; will comply with the E-Verify requirements imposed by Section 448.095, Florida Statutes, including but not limited to obtaining E-Verify affidavits from subcontractors; and has executed the required affidavit attached hereto and incorporated herein. [Remainder of page intentionally left blank. Signature page and E-Verify Affidavit follows.] 16 E-VERIFY AFFIDAVIT In accordance with Section 448.095, Florida Statutes, the City requires all contractors doing business with the Cityto register with and use the E-Verify system to verify the work authorization status of all newly hired employees. The City will not enter into a contract unless each party to the contract registers with and uses the E-Verify system. The contracting entity must provide of its proof of enrollment in E-Verify. For instructions on how to provide proof of the contracting entity’s participation/enrollment in E-Verify, please visit: https://www.e-verify.gov/faq/how-do-i-provide-proof-of-my-participationenrollment-in-e-verify By signing below, the contracting entity acknowledges that it has read Section 448.095, Florida Statutes and will comply with the E-Verify requirements imposed by it, including but not limited to obtaining E-Verify affidavits from subcontractors. ☐Check here to confirm proof of enrollment in E-Verify has been attached to this Affidavit. In the presence of: Signed, sealed and delivered by: Witness #1 Print Name: Print Name: Title: Witness #2 Print Name: Entity Name: ACKNOWLEDGMENT State of Florida County of The foregoing instrument was acknowledged before me by means of ☐physical presence or ☐ online notarization, this day of , 20 , by (name of person) as (type of authority) for (name of party on behalf of whom instrument is executed). Notary Public (Print, Stamp, or Type as Commissioned) Personally known to me; or Produced identification (Type of Identification:) Did take an oath; or Did not take an oath 17 Page 10 of 11 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year as first stated above. CITY OF SOUTH MIAMI By: Genaro “Chip” Iglesias City Manager Attest: By: Nkenga “Nikki” Payne, CMC, FCRM City Clerk Approved as to form and legal sufficiency: By: Weiss Serota Helfman Cole & Bierman, P.L. City Attorney Addresses for Notice: Genaro “Chip” Iglesias City of South Miami Attn: City Manager 6130 Sunset Drive South Miami, FL 33143 305-668-2510 (telephone) 305-663-6345 (facsimile) chip@southmiamifl.gov (email) With a copy to: Weiss Serota Helfman Cole & Bierman, P.L. Attn: Lillian Arango, Esq. City of South Miami Attorney 2800 Ponce de Leon Boulevard, Suite 1200 Coral Gables, FL 33134 larango@wsh-law.com (email) JDR & ASSOCIATES, INC. By: Name: Title: Addresses for Notice: (telephone) (facsimile) (email) With a copy to: (telephone) (facsimile) (email) 18 EXHIBIT “A” SCOPE OF SERVICES Page 11 of 11 The Scope of Services are those contained in the Proposal dated October 31, 2023, attached hereto and incorporated herein by reference. 19