Agreement with Arquitectonica Inter. Corp.
AGREEMENT BETWEEN
CITY OF MIAMI BEACH
AND
ARQUITECTONICA INTERNATIONAL CORP.
FOR
PROFESSIONAL ARCHITECTURE AND ENGINEERING SERVICES
FOR THE
PURDY AVENUE GARAGE AND RETAIL PROJECT
Resolution No. 47~~ ~' ~ ~ ~ ~~
J
TABLE OF CONTENTS
DESCRIPTION
ARTICLE 1 DEFINITIONS
:.1 City
1.2 City Commission
1.3 City Manager
1.4 Proposal Documents
i.5 Consultant
1.6 City Project Coordinator
1.8 Basic Services
1.9 The Project
1.9.1 The Project Cost
1.9.2 The Project Scope
1.10 Construction Cost
1.10.1 Construction Cost &adget
1.10.2 Statement of Probable Construction Cost
1.11 Force Majeure
1.12 Contractor
L13 Contract Documents
1.14 Contract for Consruction
1.15 Construction Documents
1.16 Contract Amendment
1.17 Additional Services
1.18 Work
1.19 Services
1.20 Base Bid
i.21 Schedules
1.22 Scope of Servlces
ARTICLE 2. BASIC SERVICES
2.1 Planning Services
2.2 Design Services
2.3 Bidding and Award Services
2.4 Construction Phase Services
2.5 Additional Services
2.6 Responsibility for Claims and Liabilities
2.7 Time
ARTICLE 3. THE CITY'S RESPONSIBILITIES ~ ~
ARTICLE 4. RESPONSIBILITY FOR CONSTRUCTION COST 14
ARTICLE 5. ADDITIONAL SERVICES 15
ARTICLE 6. REIMBURSABLE EXPENSES 16
ARTICLE 7. COMPENSATION FOR SERVICES 16
ARTICLE 8. CONSULTANTS ACCOUNTING RECORDS 18
ARTICLE 9. 01NNERSHIP AND USE OF DOCUMENTS 18
ARTICLE 10. TERMINATION OF AGREEMENT 19
- 10.1 Termination for Lack of Funds 19
10.2 Termination for Cause 19
10.3 Termination for Convenience 20
10.4 Termination for Condition Precedent 20
10.5 Termination by Consultant 20
10.8 Implementation of Termination 21
10.7 Non-Solicitation 21
ARTICLE 1i. INSURANCE 21
ARTICLE 12. INDEMNIFICATION 22
ARTICLE 13. VENUE 22
ARTICLE 14. LIMITATION OF LIABILITY 22
ARTICLE 15. MISCELLANEOUS PROVISIONS 23
ARTICLE 16. NOTICE 25
SCHEDULES
SCHEDULE A SCOPE OF SERVICES
SCHEDULE B CONSUL`ANT COMPENSATION
SCHEDULE C HOURLY BILLING RATE
SCHEDULED PROJECT SCHEDULE
SCHEDULE E GENERAL CONDITIONS OF THE CONSTRUCTION CONTRACT
SCHEDULE F INSURANCE AND SWORN AFFIDAVITS
SCHEDULE G BEST VALUE AMENDMENT
.ii
TERMS AND CONDITIONS OF AGREEMENT
BETWEEN THE CITY OF MIAMI BEACH AND CONSULTANT
AROUITECTONICA INTERNATIONAL CORP.
FOR PROFESSIONAL
ARCHITECTURE AND ENGINEERING {A!E) SERVICES
FOR THE
PURDY AVENUE GARAGE AND RETAIL PROJECT
,~~ ,~rL
This Agreement made and entered into this _ day of 2009, by and between the CITY OF MIAMI
BEACH, a municipal corporation existing under the laws of the State of Florida (hereinafter referred to as
City}, having its principal offices at 1700 Convention Center Drive, Miami Beach, Florida, 33139, and
Arquftectonica International Corp., a Florida corporation having its principal office at 801 Brickelt Avenue,
Suite 1100, Miami, Florlda, 33131 (hereinafter referred to as Consultant}.
WITNESSETH:
WHEREAS, the City intends to undertake a project witfiin the City of Miami Bead;, which is more
particularly described in this Agreement and the attached Schedule "A", and wisfies to engage the Consultant
to provide architecture, landscape architecture, and engineering services for the Project at the agreed fees as
set forth in this Agreement; and
WHEREAS, the Consultant desires to contract witfi the City for performance of architectural,
engineering, urban design, and landscape architectural, and related professionai services relative to the
Project, as hereinafter set forth; and
NOW THEREFORE, City and Consultant, in consideration of the mutual covenants and agreement
herein contained; agree as follows:
ARTICLE 1. DEFINITIONS
1.1 CITY: The "City" shall mean the City of Miami Beach; a Florlda municipa! corporation having its
principal offices ai 1700 Convention Center Drive; Miami Beach, Florida, 33139.
1.2 CITY COMMISSION; "City Commission" shall mean the governing and legislative body of the
City.
1.3 CfTY MANAGER: The "C(ty Manager' shall mean the chief administrative officer of 1hsCity. The
City Manager shall be construed to include any duly authorized designees, including the Project
Coordinator and shall serve as the City's representative to whom administrative requests for approvals
shall be made and who shall issue authorizations (exclusive of those authorizations reserved to the
City Commission) to the Consultant.
1.4 PROPOSAL DOCUMENTS: "Proposal Documents" shall mean the documents dated August 01,
2008, and submitted to and approved by the Design Review Board for the Project.
1.5 CONSULTANT: The "Consultant" is herein defined as Arquitectonica International Corp., a
Florida cotporatlon having its principal offices at 801 Brickell Avenue, Suite 1100, Miami, FL 33131.
When the term "Consultant" is used in this Agreement it shat! be deemed to include any sub-
consultants and 2ny other person or entity acting under the direction or control of Consultant. Any
subconsultants retained by Consultant pursuant to this Agreement and the Project shall be subject to
prior written approva; of the City. The following subconsultants are hereby approved by the City for
the Project:
Structural Engineer: Donnell Duquesne Albarsa Engineers, PA.
Landscape Architect: Arquitectonica GEO
MlE/P: Fire Engineer: PGI Group
Civil Engineer: Terra Ctvll Engineering
1.6 PROJECT COORDINATOR: The "Project Coordinator" shall mean the individual appointed by the
City Manager who shall be the City's authorized representative to coordinate, direct, and review on
behalf of the City, all matters related to the Project, except as otherwise provided herein.
1.8 BASIC SERVICES: "Basic Services" shall include the architectural and interior design, landscape
architectural, and(or engineering and related professional services relative to the Project, as hereinaf'.er
set forth, including: planning, design, bidding/award, and construction administration for the Project, as
described in Article 2 herein and in Schedule °A" entitled "Scope of Services" attached hereto.
1.9 PROJECT: The "Project" shall mean the City Capital Preject that has been approved by the City
Commission and as described in Schedule "A" attached hereto.
1.9.1 PROJECT COST: The "Project Cost", as established by the City, shall mean the total cost of
the Project. to the City including: Construction Cast, professional compensation, land cost, 'rf any,
financing cost, materials testing services, surveys, contingencies and other miscellaneous ccsts.
1.9.2 PROJECT SCOPE: The `Project Scope' shall mean the description of the Project contained in
Schedule "A" attached hereto.
1.10 CONSTRUCTION COST: The "Construction Cost" for the Project shall mean the sum which is
the total cost or estimated cost to the City of all elements of the ProjeC, designed or specified by the
Consultant and approved by the City, including, at current market rates {with a reasonable allowance
for overhead and profit), the cost of labor and materials and any equipment which has been designed,
specified: selected or specifcaliy provided for by the Consultant and approved by the City, and
including a contingency allowance for unforeseen conditions, not to exceed ten percent (10%) of the
construction cost for new construction, or twenty percent {20°k} of construction cost for rehabilitation of
historic buildings, and not including the compensation of the Consultant and any subconsultants, the
cost of {and, rights-of-way; surveys, tesfing, or other reimbursable expenses. For Work not constructed,
the Construction Cost shall be the same as the lowest bona fade bid or competitive bid received and
accepted from a responsible bidder or proposer for any and all of such Work.
1.10.1 CONSTRUCTION COST BUDGET: The "Construction Cost Budget" shall mean an amount
budgeted by the City for Construction Cost, as specified in the Project Scope in Schedule "A° attached
hereto.
1.10.2 STATEMENT OF PROBABLE CONSTRUCTION COST": The °Statement of Probable
Construction Cost" shall mean a forecast of Construction Cost prepared by the Consultant, as defined
in attached Schedule "A", entitled "Scope of Services', for the guidance of the City. For Work which bids
or proposals have not been let, the Construction Cost shall be the same as the latest Statement of
Probable Construction Cost. Tha City shall have the right to verify the Stafement of Probable
Construction Cost or detailed cost estimate by the Consultant.
1.11 FORCE MAJEURE: "Force Majeure" shall mean any delay occasioned by superior or irresistible
force occasioned by violence in nature without the interference of human agency such as hurricanes,
tornadoes; floods, toss paused by fire and other similar unavoidable casualties; or by changes in
Federal, State or local laws, ordinances, codes or regulations, enacted after the date of this Agreement
and having a substantial impact on the Project; other causes beyond the parties' control; or by any
other such causes which the Consultant and the City decide in writing just"rfy the delay; provided,
however: that market conditions, labor conditions, construction industry price trends and similar matters
which normally impact on the bidding process shall not be considered a Force Majeure.
1.12 CONTRACTOR !CONTRACTORS: "Contractor" or "Contractors" shall mean those persons or
entities responsible for performing the Work or providing the materials, supp{ies and equipment
identified in the Bid and Construction Documents for the Project.
1.13 CONTRACT DOCUMENTS: "Contract Documents" shall mean this Agreement; the Agreement
between the Ciiy and Contractor; Contract for Construction; Conditions of the Contract for Construction
(General, Supplementay, and other Conditions); Construction Documents; and addenda issued prior to
execution of the Contract for Construction. A modification is one of the following: (1} written
amendment to this Agreement or the Contract for Construction signed by both parties; (2) an approved
Change Order, (3) a Construction Change Directive; or (4) a written order for a minor change in the .
Work issued by the Consultant.
1.14 CONTRACT FOR CONSTRUCTION: "Contract for Construction" shag mean a legally binding
agreement wfth Contractors.
1.15 CONSTRUCTION DOCUMENTS: "Construction Documents" shall mean the final plans,
specifications, drawings, documents and diagrams submitted by the Consultant pursuant to Article 2.2
and Schedule "A° attached hereto.
1.15 CONTRACT AMENDMENT: "Contract Amendment" shall mean the written order to the
Consultant approved by the City, as specified in this Agreement, and signed by the City's duly
authorized representative, authorizing a change in the Project or the method and manner of
perFormance thereof, or an adjustment in the fees andlor completion dates, as applicable. Contract
Amendments shall be approved by the City Commission, if they exceed twenty-five thousand dollars
($25,000.00} or the City Manager if they are twenty-five thousand dollars (525,000.00) or less in
amount (or other such amount as may be specified by the City of Miami Seach Procurement
Ordinance, as amended). even for Contract Amendments far less than twenty-five thousand
($25,000.00), the City P~ianager shall retain the right to seek and obtain concurrence of the City
Commission for the approval of any such Contract Amendment.
1.17 ADDITIONAL SERVICES: "Additional Services" shall mean those services described in Article
5 herein, which have been duly authorized in writing by the City Manager prior to commencement of
same.
1.18 WORK: "WoPI~' shall mean fhe work to be performed on the Project by the Contractor, pursuant
to the applicable Documents, whether completed or partially completed, and includes labor and
materials, equipment, and services provided: or to be provided, by the Contractor to fulfill its
obligations.
1.19 SERVICES: "Services' shall mean the services to be performed on the Project by the
Consultant pursuant to this Agreement, whether completed o- partially completed, and includes other
labor and materials, equipment and services provided, or to be provided. by Consultant to fulfill its
obligations herein.
1.20 BASE BID: °Base Bid" shall mean the elements contained in the Construction Documents
recommended by the Consultant and approved by the City as being within the Construction Cost
Budget pursuant to the Statement of Probable Construction Cost provided by Consultant. "Base Bid"
shall not include "Additive Alternates° or "Deductive Alternates".
1.21 SCHEDULES: "Schedules° shall mean the various schedules attached to this Agreement
and referred to as fo!lows~
Schedule A-Scope of Services.
Schedule B- Consultant Compensation: The schedule of compensation to the Consultant for Basic
Services, and for Reimbursable Expenses, as defined, plus any Additional Services, as submitted by
the Consultant and approved by the City.
Schedule C -Hourly Billing Rate Schedule: The schedule of Hourly Compensation Rates to the
Consultant as submitted by the Consultant and approved by the City.
Schedule D -Project Schedule.
Schedule E -General Condttions of the Construction Con`Jact
Schedule F-Insurance and Sworn Affidavits
Schedule G -Best Value Amendment
1.22 SCOPE OF SERVICES: `Scope of Services" shalt mean the Project Scope as described in
Schedule "A', together with the Basic Services and any Additional Services approved by the City, as
described in Articles 2 and 5: respectively herein.
ARTICLE 2. BASIC SF.R~TCES
The Consultant shall provide Basic Services for the Project as set forth hereafter. The Services for
this Project will be performed by the Consultant upon receipt of a written Notice to Proceed issusd by
the City Manager, or his designee, and Consultant shall countersign the Notice to Proceed. A
separate Notice to Proceed shall be required for commencement of each Task, as defined in
attached Schedule "A"entitled "Scone of Services".
The Consultant's Basic Services shat! consist of five (5) Tasks (inclusive of planning, design,
bidding/award, construction administration and additional services} as described in attached Schedule
"A ", Scope of Services, and including, without limitation, any and al{ of consultant's responsibilities
and obligations, as set forth in the General Conditions of the Construction ConVact (Schedule "E').
The Consultant sha!I coordinate with subconsuitants and other consultants, and conform to all
applicable building codes and regulations. Consultant, as it relates to its Services, represents and
warrants to the City that it is knowledgeable of codes, rules and regulations applicable in the
jurisdictions in which the Project is located: including, local ordinances and codes (Gity of Miami Beach
and Miami-Dade County), Florida Statutes, Administrative rules and regulations including, Federal
laws, rules and regulations. The Consultant agrees to comply with alt such laws, codes, rules, and
regulations now in effect, and as may be amended or adopted at any time, and shall further take into
account all known pending changes to the foregoing, of which it should reasonably be aware. The
Consultant shall insert the provisions of all required laws, cod=s rules and regulations into the Contract
Documents.
The Consukant expressly agrees that all of fts duties, services and responsibilities under this
Agreement shall be performed in accordance with the standard of care normally exercised in the
design of projects of this nature in South Florida. In addition, Consultant represents that it is
experienced and fully qualified to perfonn the Services contemplated by this Agreement, and that it is
properly licensed pursuant to the applicable laws, rules and regulations to perform such Servir~s.
Consultant warrants that it shall be responsible for the technical accuracy of its veork, including without
limitation the Design Documents contemplated in Section 2.1 below and the attached Schedule "A".
2.1 PLANNING SERVICES:
Consultant shall prepare Planning services, as noted in attached Schedule "A' (Task i) entitled
'Scope of Services".
2.2 DESIGN SERVICES:
Based on the approved Planning documents developed under Section 2.1, Consultant shall prepare
Design Documents, as noted in attached Schedule "A°, {Task 2) enttled "Scope of Services"
2.3 BIDDING AND AWARD SERVICES:
Consultant shall provide bidding and award services as noted in attached Schedule "A" (Task 3)
entitled "Scope of Services".
2.4 CONSTRUCTION ADMINISTRATION SERVICES:
Consultant shall furnish construction administration services as noted in attached Schedule "A"
(Task 4) entitled "Scope of Services".
2.5' ADDITIONAL SERVICES:
If required and so approved by the City, Consultant shall provide Additional Services as noted in
attached Schedule 'A", (Task 5) entRled °Scope of Services".
2.6 RESPONSIBILITY FOR CLAIMS AND LIABILITIES: Approval by the City shall not constitute nor
be deemed a release of the responsibility and liability of the Consultant, its employees, subcontractors,
agents and consultants for the accuracy and competency of their designs, working drawings,
spermcations or other documents and services; nor shall such approval be deemed to be an
assumption of such responsibility by the City for a defect, error or omission in designs, working
drawings, specifications or other documents preaared by the Consultant, ifs employees,
subcontractors, agents and consultants. However, the Consultant shall be entitled to reasonably rely
upon the accuracy and validity of written decisions and approvals furnished by the City and its
employees.
2.? TIME: 1t is understood that time is of the essence in the completion of this Project, and in this
respect the parties agree as follows:
2.7.1 The Consultant shall perform the Services as expeditiously as is consistent with the
standard of professional skit! and care required by this Agreement and the orderly progress of the
Work.
2.7.2 The parties agree that the Consultant's Services during all phases of this Project will
be performed in a manner that shall conform with the approved Projec: Schedule, which is
attached to this Agreement as Schedule "D". The Consultant may submit requests for an
adjustment to the Project Schedule, made necessary by undue time taken by the City to approve
the Consultants submissions, andlor excessive time taken by the City to approve the Services or
parts of the Services. The City shall not unreasonably refuse to approve such adjustment(s) to
the Project Schedule if the request is made in a timely manner and is fully justified.
2.7.3 In providing the Services described in this Agreement, the Consultant shall use its
best efforts to maintain, on behalf of the City, a constructive, professional, cooperative working
relationship with the Contractors}, and o±hers that have been con=:racted to perform Services
andlor Work pertaining to the Project. While the Services to be provided by Consultant under this
Agreement will be provided under the general direction of the City's Program Coordinator, it is the
intent of this Agreement to allow the Consultant to coordinate the performance of all design and
construction administration to the extent such coordination by the Consultant Is permitted by the
contracts for the design and construction administration.
2.7.A It is further the intent of this Agreement that fire Consultant shall perform its duties
under this Agreement in a competent, timely and professional manner and that it shall be
responsible to the City for any failure in its performance except to fhe extent that acts or
omissions by the City or others make such performance impossible.
2.7.5 Whenever dung the term of this Agreement, others are required to verify, review, or
consider any work performed by Consultant, including but not limited to the design professionals,
Contractors, and other consultants retained by the City, the intent of such requirement is to enable
the Consultant to receive input from others' professional expertise to identify any discrepancies,
errors or omissions that are inconsistent v~rith Industry standards for design or construction of
comparable public projects; or which are inconsistent with applicable laws, codes, ordinances,
and regulations; or which are inconsistent with standards or decisions provided in writing by the
City's Project Coordinator. Consultant will use reasonable care and skill in accordance with and
consistent with customary professional standards in responding to items identified as
discrepancies, errors and omissions by others. Consultant shat! receive comments from reviewers
via a set of marked-up drawings and spec"rfications. Consultant shall address comments
forwarded to it in a timely manner. The term "timely" shat! be construed to mean as soon as
possible under tf^.e circumstances, taking into account-the requirements of the Project Schedule.
2.7.6 The City shall have the right at any time, and in its sole and absolute discretion, to submft
for review to consutiing engineers or consulting architects or other consultants, engaged by the
City at its own expense for that purpose, any or all parts of the services pertor,~ned by the
Consultant, and the Consultant shall cooperate fully in such review at the City's request
2.7.7 Consultant agrees to ceR'rfy and warrant a!I estimates of Construction Cost prepared
by Consultant. Said certifications shall be in a form and manner as approved by the City's Project
Coordinator. ,
2.7.8 Consultant represents to City that all evaluations of the City's Project Budget,
Consultant generated Statement of Probable Construction Cost, and detailed estimates represent
Consultant's best judgment as a design professional familiar with the construction industry.
Consultant cannot and does not guarantee that bids or negotiated prices will not vary from any
estimate of Construction Cost or evaluation prepared or agreed to by Consultant.
2.7.9 Consultant agrees that, when the Services to be provided hereunder relate to a
professional service which, under Florida Statutes, requires a license, cert~cation of authorization,
or other form of legal entitlement to practice such services, it shall employ and/or retain only
qualified personnel to provide such services.
2.7.10 Consultant agrees to employ and designate in wrsting, within five (5) calendar days after
receiving its initial Notice to Proceed, a qual~ed licensed professional to serve as the Consultant's
project manager (herein after referred to as `Project Manager"). The Project Manager shall be
authorized and responsible to act on behatf of Consultant with respect to directing, coordinating
and administrating all aspects of Services to be provided and performed under this Agreement.
The person selected by Consultant to serve as Project Manager shall be subject to approval and
acceptance by City: Replacement (including reassignment) of said Project Manager shall not be
made without the prior written approval of the City.
2.7.11 Consultant agrees. within fourteen (14} calendar days of receipt of written notice to do
such from City, to promptly remove and replace Project Manager, or any other personnel
employed or retained by Consultant; or any subconsuttant or subcontractors engaged by
Consultant, which request may be made by Criy with or wfithout stating its cause.
2.7.12 Consultant herein represents io City 4hai it has expertise in the type of professional
services that will be performed and pursuant to this Agreement. Consultant agrees that all
Services to be provided by Consultant pursuant to this Agreement shall be subject to City's revievd
and approval and shall be in accordance with the generally accepted standards of professional
practice in the State of Florida, as well as in accordance with applicable published lava, statutes,
ordinances, codes, rules, regulations and requirements of any gavemmental agencies having
jurisdiction over the Project or the- Services to be performed by Consultant hereunder. In the event
of any conflicts In These requirements, Consultant shall notify City of such conflict and utilize ifs
best professional judgment to advise City regarding resolution of each such conflict.
2.7.13 Consultant agrees not to divulge, furnish or make available to any third person, firm or
organization, without City's prior written consent, or unless incident to the proper performance of
Consultant's obligations hereunder, cr in the course of judicial or legislative proceedings where
such information has been properly subpoenaed, any non-public information concerning Services
to be rendered by Consultant hereunder, and Consultant shall require its employees, agents,
subconsultants and subcontractors to comply wifh the provisions of this paragraph.
2.7.14 The City and Consultant acknowledge that the Scope of Services does not delineate every
detail and minor work task required to be performed by Consultant to complete the Project. 1f,
during the course of the performance of the Services contemplated in this Agreement, Consultant
determines that work should be performed to complete the Project which is, in the Consultant's
opinion, outside the level of effort ortginalty anticipated, whether or not the Scope of Services
identifies the work items, Consultant shall notify the Project Coordinator, in writing; in a timely
manner, and obtain said Project Coordinator's written consent, before proceeding with the work.
The Project Coordinator must comply with Contract Amendment processing requirements as
outlined in Article 1.16, prior to issuance of any written authorization to proceed with Additional
Services to Consultant. If Consultant proceeds with additional Services without notifying and
obtaining the consent of the Project Coordinator, said work shall be deemed to be within the
original level of effort, and deemed included as a Basic Service herein, whether or not spec~cally
addressed in the Scope of Services. Notice to the project Coordinator does not constitute
authorization or approval by the City to perform the work. Performance of work by Consultant
outside the originally anticipated level of effort without the prior written consent of the City shall be
at Consultant's sole risK.
2.7.15 Consultant shall establish and maintain files of documents, letters, reports, plans, etc.
pertinent to the Project. Consultant shall provide City wltt: a copy of applicable Project
correspondence for Gtty to file in its filing system. In addition, Consultant shall provide electronic
Project document files to the City, at the completion of the Project.
2.7.16 It is further the intent of this Agreement that the Consultant shall perform Its duties
under this Agreement in a competent, timely and professional manner and that it shall be
responsible to the City for any failure in its performance except to the extent that acts or
omissions by the City or others make such performance impossible.
2.7.17 In the event Consultant is unable to timely complete the Project because of delays
resulting from untimely review by City or other governmental authorities having jurisdiction over
the Project, or such delays which are caused by factors outside the control of Consultant,
Consultant shall provide City with immediate wrriten notice stating the reason for such delay and a
revised anticipated schedule of completion. City, upon review of Consultant's submittal and such
other documentation as the City may require, may grant a reasonable extension of time for
completion of the Project and may provide reasonable ccmpensation, ff appropriate.
2.7.18 The Consultant covenants with the City to furnish its Services hereunder properly, in
accordance with the standards of its profession and in conformance with applicable construction,
building and health codes and other applicable Federal, State and local rules, regulations and
Taws, of which R should reasonably be aware, throughout the term of this Agreement. The City's
participation in the desigr. and construction of the Project in no way relieves the Consultant of its
professional duties and responsibilities under applicable law and under the Contract Documents
ARTICLE 3. THE CITY'S RESPONSIBILITIES
3.1 The City shall designate in writing a Project Coordinator to act as the City's representative with
respect to the services to be rendered under this Agreement (herein after referred to as Project
Coordinator). The Project Coordinator shall have authority to transmit instructions, receive information,
interpret and define City policies and decisions with respect to Consultant's Services on this Project.
However, the Project Coordinator is not authored to issue any verbal or written orders or instructions
to Consultant that would have the effect, or be interpreted to have the effect, of modifying or changing
in any way whatsoever: unless approved by the City Manager andlor Clty Commission in compliance
with Article 1.16 requirements, including but not limi±ed to the following:
a) The Scope of Services to be provided and performed by Consultant hereunder,
b) The time the Consultant is obligated to commence and complete all such Services; or
c) The amount of compensation the City is obligated or wmmitted to pay Consuttari`..
3.2 The City shall assist Consultant by placing at Consultant's disposal all information that the Ci±y
has available pertinent to the Project, including previous reports and any other data relative to design
or construction of the Project. It shall be fully understood that Cify, in making such reports, site
information: and documents available to the Consultant is in no way certifying representing andlor
warranting as to the accuracy or completeness of such data. Any conclusions or assumptions drawn
through examination, thereof shalt be the sole responsibility of the Consultant and subject to whatever
measure it deems necessary to final verification essential to its performance under this Agreement.
Additional Services required due to inaccurate, incomplete or incorrect irrtormation supplied by the City
may be undertaken by the Consultant as an Additional Service to this Agreement. Consultant shall
not'rfy the Project Coordinator, in writing, in a timely manner and obtain said Project Coordinator's
written consent, before proceeding with the work. If Consultant proceeds with the Additional Services
without nofrfying and obtaining the consent of the Project Coordinator, said work shall be deemed to
be within the original level of effort and deemed included as a Basic Service herein.
3.3 The City has established a Construction Cost Budget for the Project, as stated ir, Schadule A.
3.4 In the City's sole discretion, the City may fumiah legal, accounting and insurances counseling
services as may be required at any time for the Project, including such auditing services as the Ciiy
may require to verify the Consultant's applications for payment or to ascertain that Consultant has
properly remitted payment due to sub consultants or vendors working on this Project for which
Consultant has received payment from the City.
3.5 If the City observes or otherwise becomes aware of any fauk or defect in the Project or non-
conformance with the ContraC. Documents, the City shalt give prompt written notice thereof to the
Consultant.
3.6 The City shall furnish required information and services and render approvals and decisions in
writing as reasonably expeditious as-necessary for the orderly progress of the Consultant's Services
and of the Work. No approvals required by the City during the various phases of the Project shall be
unreasonably delayed or withheld; provided that the City shall at all times have the right to approve or
reject any proposed submissions of Consultant for any reasonable basis.
3.7 The City Commission shall be the final authority to do or to approve the following actions or
conduct by passage of an enabling resolution or amendment to this Agreement.
3.7.1 The City Commission shall be the body to consider, comment upon, or approve any
amendments or modifications to this Agreement, except when noted otherwise (i.e., where
delegated to the City Manager or his designee) in this Agreement.
3.7.2 The Cdy Commission shall be the body to consider, comment upon, or approve any
assignment, sale, transfer or subletting of this Agreement or any interest therein and any
subcontracts made pursuant to this Agreement. Assignment and transfer shall be defined
to include sale of the ma)orlty of the stock of a corporate Consultant.
3.7.3 All required City Commission approvals and authorizations shall be expressed by
passage of an appropriate enabling resolution and, 'rf an amendment, by the exec:.Kion of an
appropriate amendment to this Agreement.
3.7.4 The City Commission shall hear appeals from the administrative decision of the City
Manager's appointed designee(s), upon the Consultant's written request, in which case the
Commission's decision shall be final.
3.7.5 The City Commission shall approve or consider all Contract Amendments that exceed
the sum of twenty five thousand dollars ($25,000.00) (or other such amount as may be
specified by the City of Miami Beach Procurement Ordinance, as amended).
3.8 The City Manager or his designee(s) shall serve as the City's representative to whom
administrative requests for approvals shall be made and who shall issue authorizations (exclusive of
those authorizations reserved to the City Commission) to the Consultant. These authorizations shall
include, without limitation: reviewing, approving, or otherwise commenting upon the schedules: plans,
reports, estimates, contrects and other documents submitted to the City by the Consultant.
3.8.1 'fhe City Manager shall decide, in his professional discretion: matters arising pursuant
to this Agreement which are not otherwise expressly provided for in.this Agreement, and
shall attempt to render administrative decisions promptly to avoid unreasonable delay in the
progress of the Consultant's Services. The City Manager, in his administrative discretion,
may consult with the City Commission concerning disputes or matters arising under this
Agreement regardless of whether such matters or disputes are enumerated herein.
3.8.2 The Cify Manager shall be au*.horized, but not required, at the request of the
Consultant, to reallocate monies already budgeted toward payrneni of the Consultant,
provided, however, that the Consultant's compensation or other budgets established by This
Agreement cannot be increased.
3.8.3 The City Manager, or his designee, shall be the sole representative of the City
authorized to issue a Notice to Proceed, as referenced in Article 2 and the attached
Schedule "A" entitled "Scope of Services".
3.8.4 The City Manager may approve Contract Amendments which do not exceed the sum
of twenty five thousand dollars ($25,000.00) {or other such amount as may be specified by
the City of Miami Beach Purchasing Ordinance, as amended} and which do not increase
any of fhe budgets established herein.
3.8.5 The City Manager may, in his sole discretion, form a committee or committees, or
inquire of or consult with persons for the purpose of receiving advice and recommendations
relating to the exercise of his powers, duties and responsibilities under this Agreement.
ARTICLE 4. RESPONSIBILITY FOR CONSTRUCTION COST
4.1 The Construction Cost Budget, as established by the City and stated in Schedule "A", shall not be
exceeded without fully justifiable, extraordinary and unforeseen circumstances, such as Force
Majeure, which is beyond the control of the parties. Any expenditure above this amount shall be
subject to prior City Commission approval by passage of an enabling resolution and amendments to
the appropriate agreements relative to the Project, prior to any modification of the Construction Cost.
Provided further, however, that even in the event of a Force Majeure, as defined in Article 1.11, the
City shall have no obligation to approve an increase in the Construction Cost Budget limitations
established herein, and, if such budget is exceeded, the CtFy Commission may, at its sole option and
discretion, terminate this Agreement without any further liability to tfie City.
4.2 If fhe lowest bona fide base bid exceeds the Construction Cost Budget by more than five per.,ent
(5°k), the City Commission shall, at its sole discretion, have any of the following options: {1) give
written approval of an increase in the Construction Cost Budget; (2) reject all bids or proposals,
authorize rebidding, or {if permissible) authorize a renegotiation cf the Project within a reasonable
time; (3) abandon the Project ar.d terminate the Consultant's Services for the Project covered by this
Agreement without further liability to the City; (4) select as many Deductive Alternatives as may be
necessary to bring the award within the Construction Cost Budget; or {5) cooperate wfth the
Consultant in reducing the Project scope, construction schedule, and sequence of Wortc, as may be
required to reduce the Construction Cost Budget. In the event the City elects to reduce the Project
Scope, the Consultant shall provide such revisions to the Construction Documents, and provide
rebidding services, as many times as reasonably requeste6 by the City, as a Basic Service, with no
additional cost to the City, in order to bring the bids within five percent (5%) of the Construction Cost
Budget.
ARTICLE 5. ADDITIONAL SERVICES
5.1 Additional Services for this Project will only be performed by the Consuftanl following receipt of a
written authorization by he Project Coordinator prior to commencement of same. Such authorization
shall cohtain a description of the Additional Services required; an hourly fee, as provided in Schedule
"C° with an "Not to Exceed° amount on additional Reimbursable Expenses (if any); the amended
Construction Cost Budget ('rf applicable); and an amended completion date for the Project (if any). "Not
to Exceed" shall mean the maximum cumulative hourly fees allowable, which the Consultant shall not
exceed without specific written authorization from the City. The "Not to Exceed" amount is not a
guaranteed maximum cost for the services requested by the City and all costs applied to such shall be
verifiable through time sheet and reimbursable expense reviews.
5.2 The term "Additional Services" includes services involving the Consultant or any subconsultants
whether previously retained for the Services or not or whether participating as members with Consultant
or not. subject to the City's right to previously approve any change in Consultants as set forth in this
Agreement.
5.3 Additional Services may consist of the following:
5.3.1 Serving as an expert witness in connection with any public hearing, arbitration
proceeding or legal proceeding unless such preparation has arisen from the failure of the
Consultant to meet the Standard of Care set forth in Article 2.
5.3.2 Preparing documents for Change Orders, or supplemental Work, initiated at the
City's request and outside the scope of the Work specified in the Construction Documents,
after commencement of the corstruction phase.
5.3.3 Providing such ether professional services to the City relative to the Project
which arises from subsequent circumstances and causes {excluding circumstances and
causes resulting from error, inadvertence or omission of the Consultant) which .do not
currently exist or which are not contemplated by the parties at the time of execution of this
Agreement.
5.3.4 Assistance in connection with bid protests, rebidding or renegotiating contracts
for construc!ion, materials, equipment or servicPS, except as otherwise expressly provided
for herein.
ARTICLE 6. REIMBURSABLE EXPENSES
6.1 Reimbursable Expenses are an allowance set aside by the City and are not ir. addition to the
compensation for Basic and Additional Services but include actual expenditures made by the
Consultant in the interest of the Project. Tha Reimbursable Expenses allowance as specified in
Schedule "B,' belongs to the City and must be approved in advance by the City's Project Coordinator.
Unused portions will not be paid to the Consultant.
All Reimbursable Expenses pursuant to this Article, in excess of $500, must be authorized in advance
in writing by the Project Coordinator. Invoices or vouchers for Reimbursable Expenses shall be
submitted by the Consultant tb the City, along with supporting receipts, and other back-up material
reasonably requested by the City, and Consultant shall certify as to each such invoice that the
amounts and items claimed as reimbursable are "true and correct and in accordance with the
Agreement.
6.2 Expenses subject to reimbursement in accordance with the above procedures may Include the
following:
6.2.1 Expense of reproduction, postage and handling of drawings, specifications and other
documents, excluding reproductions for the office use of the Consultant and sub-
consultants. Courier and postage between the Consultant and its sub-cor.sultanis are not
reimbursable.
6.2.2 Expenses for reproduction and the preparation of graphics for community workshops
6.2.3 Expenses for fees for al! necessary permits.
ARTICLE 7. COMPENSATION FOR SERVICES
7.1 The Consultant shall tie compensated the not to exceed, cost reimbursable fee listed in Schedule
"B° for Basic Services, based on the °Hourly Rate Schedule' presented in Schedule "C." Payments for
Basic Services shall be made within thirty (30) working days of receipt and approval of an acceptable
invoice by the City Project Coordinator. Payments shalt be made in proportion to the Services
satisfactorily performed in each Phase so that the payments for Basic Services for each Phase shall
not exceed the progress percentage noted in the Consultant's Progress Schedule, submitted tivith
each invoico. No markup shall be allowed on subcontracted Basic Services.
The City and the Consultant agree that the Consultant's tee will be $348,475.00 for the provision of
Basic Services as described in the Agreement and Schedule "A" attached hereto, with a reimbursable
expense allowance of $65,390.00 as detailed in Schedule "B."
7.2 Additional Services authorized in accordance with Article 5 wilt be compensated using tho hourly
rates forth in Schedule "C'. Request for payment of Additional Services shall be incuded wth the
rnonth!y Basic Services payment request noted in Article 7.1 above.
All Additional Services must be approved by the Project Coordinator, in writing, prior to
commencement of same, as noted in Article 5. Under ro circumstances shall the "Not to Exceed"
amount noted in Schedule "B" be exceeded without prior written approval from the City Project
Coordinator. No markup shall be allowed on subcontraaod Additional Services.
7.3 Reimbursable expenses, as defined in Article 6, shall be paid up to the "Not to Exceed" amount
noted in Schedule "B" (approved at $24,390.00 Request for payment of Reimbursable Expenses shall
be included with the monthly Basic Services payment request noted In Article 7. Proper baclwp must
be submitted with all reimbursable requests. No markup or administrative charges shat! be allowed on
Reimbursable Expenses.
7.4 The City and the Consutant agree that
7.4.1 if the scope of the Project or the ConsultanTs Services is changed substantially and
materially, the amount of compensation may be equitably adjusted by mutual agreement of
tho parties.
7.4.2 Commencing on January 1, 2009 the Hourly Billing Rate Schedule shown in Exhibit
"C" may be adjusted annually based upon the Miami -Fort Lauderdale Consumer Price
Index issues by the U.S. Department of Labor, Bureau of tabor Statistics. Such adjustment
shalt be calculated by multiplying the ratio of the April index divided by the previous year's
index by the Hourly Rate Schedule to define the new Hourly Rate Schedule. The maximum
increase will be lirnited to three percent (3%).
?.5 No retainage shall be made from the Consultant's compensation on account of sums withheld
from payments to Contractors.
7.6 Method of Billing and Payment. With respect to aEl Services, Consultant shall submit billings on a
morlthly basis in a timely manner. These billings shall identify the nature of the work performed; the
total hours of work performed by employee category and the respective hourly billing rata associated
with the employee ~tegory from the Hourly Rate Schedule. In the event subconsultanf work is
accomplished utilizing the lump sum method, the percentage of completion shall be identified. Billings
shall also itemize and summarize Reimbursable Expenses by cafegory. Where written approval of the
City is required for Reimbursable Expenses, a copy of said approval shall accompany the billing for
such Reimbursable. When requested, Consultant shat! provide backup for past and current invoices
that records hours for all Services by employee category and reimbursable by category.
7.7 The City shah pay Consultant within thirty (30) working days from receipt of Consultants proper
statement.
7.8 Final payment of the Consultant upon Project completion must be approved by the Mayor and
City Commission.
ARTICLE 8. CONSULTANT'S ACCOUNTING RECORDS
8.1 Consultant shall keep such records and accounts and require any and all Consultant and
subconsultants to keep such records and accounts as may be necessary in order to record complete
and correct entries as to personnel hours charged to the Project, and any expenses for which
Consultant expects to be reimbursed. All books and records relative to the Project wltl be available at
all reasonable times for examination and audit by City and shall be kept for a period of threw (3) years
after the completion of all work to be perfonmed pursuant to this Agreement. Incomplete or incorrect
entries in such books and records will be grounds for City's disallowance of any fees or expenses
based upon such entries. All books and records wfiich are considered public records shall, pursuant
to Chapter 119, Florida Statutes, be kept by Consultant in accordance with such statutes.
9.1 Electronic files of all documents; including, but not limited to, tracings, drawings, estimates,
specifications, investigations and studies completed or partially completed, shall become the property
of the City upon compleiion, termination, or abandonment of the Project. Consultant shall deliver the
above documents to the City within thirty (30} days of completion of the Proje~, or termination of this
Agreement, or tenninafion or abandonment of the Project. {Reference attached Schedule "A", entitled
°Scope of Services" far additional requirements).
9.2 Any re-use of documents by City without written verification or adaptation by Consultant for the
specific purpose intended wilt be without liability to Consultant.
ARTICLE 10. TERMINATION OF AGREEMENT
10.1 Termination For Lack Of Funds. The City is a governmental entity and is subject to the
appropriation of funds by its legislative body in an amount sufficient to allow continuation of its
performance in accordance with the terms and conditions of this Agreement. in the event there is a
lack of aoequate funding for the Project, the Project may be abandoned or terminated, and the City
may cancel this Agreement as provided for hereir. without further liability to the City.
10.2 Termination For Cause. The City may terminate this Agreement for cause in the event that the
Consultant (1) violates any provisions of this Agreement or performs same in bad faith or (2}
unreasonably delays the performance of the Services or does not perform the Services in a timely and
satisfactory manner, upon written notice to the Consultant. In the case of termination by the City for
cause, the Consultant shall be first granted a thirty (30) day cure period after receipt of written notice
from the City.
10.2.1 In the event this Agreement is terminated by the City for cause, the Cfty, at its sole
option and discretion, may take over the Services and complete them by contracting with
another consultant(s) or o`.herwise. In such event, the Consultant shall be liable to the City for
any additional cost incurred by the City due to such termination. "Additional Cost" is defined
as the difference between the actual cost of completion of such incomplete Services, and the
cost of completion of such Services which would have resulted from payments to the
Consultant hereunder had the Agreement not been terminated.
10.2.2 Payment only for Services satisfactorily performed by the Consultant and accepted by
the City.prior to .receipt of a Notice of Termination, shall be. made in accordance with Article 7
herein and the City shall have no further liability far compensation, expenses or fees to the
Consultant, except as set forth in Article 7.
10.2.3 Upon receipt of a written Notice of Termination, the Consultant shall promptly
assemble and submit to the City, as provided herein or as required in the written notice, all
documents, including drawings, calculations, specifications, cortespondence, and all other
retevant materials affected by such termination.
10.2.4 In the event of a termination for cause, no payments to the Consukant shall be made
{1}for Services not satisfactorily performed and (2) for assembly of submittal of documents,
as provided above.
10.3 Termination For Convenience. The City, in addition tc the rights and options to Terminate for
Cause, as set forth herein: or any other provisicns set forth in this Agreement, retains the right to
terminate this Agreement, at tts sole option, at any time, for convenience, without cause and without
penalty, when in its sole discretion it deems such termination is in the best interest of the City, upon
notice to Consultant, in writing, fourteen {14) days prior to termination. in the event City terminates
Consultant's services for ks convenience, as provided here"sn, Consultant shall be compensated for all
Services rendered up to the time of receipt of said written termination notice, and for the assembly and
submittal to the City of documents for the Services performed, in accordance with Article 7 herein, and
the City shall 'nave no further liability for compensation: expenses or fees to the Consulant, except as
set forth in Article 7.
10.4 Termination For Condition Precedent. The City, in addition to the rights and options to Terminate
for Cause andlor Terminate for Convenience, as set forth herein, or any other provision set forth in this
Agreement, retains ttre right to terminate this Agreement, at ks sole discretion, ir. the event That the
"Second Closing" as defined in Section 8.1(c) of the Agreement between Scott Robins Companies,
Inc., Purdy Partners, LLC., Purdy Partners 19?9, LLC., and 1849 Purdy Partners; LLC., and the Cky
does not occur, the City may terminate this Agreement. {n the event the City terminates Consultant's
services as provided herein, Consuitant shall be compensated for all Services rendered uo to the time
of receipt of said written termination notice, and for the assembly and submittal to the City of
documents for the Services performed, in accordance with Article 7 herein, and the Cibj shall have no
further liability except for compensation, expenses: of fees to the consultant, except as set forth in
Article 7.
10.5 Termination By Consultant. The Consultant may only.terminafe t:~is Agreement for cause in the
event that the City willfully violates any provisions of this Agreement or unreasonably delays payment
for the Services, upon written notice to the City, thirty (30) days prior to termination. In that event,
payment for Services satisfactorily performed by the Consultant and accepted by the Ciiy prior to
receipt of a Notice of Termination shall be made in accordance with Article 7 herein. In the case of
termination by Consutant ror mouse, the Ctty shall be granted a thirty (30) day cure period after receipt
of written notice from the Gonsultant
10.5.1 The Consultant shall have no right to terminate this Agreement for convenience of
the Consultant.
10.6 I.molementation of Termination. In the event of termination, either for cause or for
convenience, the Consultant, upon receipt of the Notice of Termination, shall (1) stop the performance
of Services under this Agreement on the date and to the extent speafied in the Notice of Termination;
(2) place no further orders or subcontracts except for any that may bs authorized, in writing, by the
Project Coordinator, prior to their occurence; (3) terminate all orders and subcontracts to the extent
that they relate to the performance of the Services terminated by the Notice of Termination; (S)
promptly assemble and submit, as provided herein, all documents for the Services performed,
including drawings, calculations. spec cations, correspondence, and alt other relevant materials
affected by the termination; and (5) complete performance of any Services as shall not have been
terminated by the Notice Of Termination, and as specifically sat forth therein.
10.7 Non Solicitation. The Consultant warants that it has not employed or retained any company or
person, other than an employee working solely for the Consultant, to solicit or secure this Agreement;
and that it has not paid, nor agreed to pay any company or other person any fee, commission, gift or
other consideration contingent upon the execution of this Agreement. ror breach or violation of this
warranty, the City has the right to tanninate this Agreement without liability to the Consultant for ary
reasor: whatsoever.
ARTICLE 11. INSURANCE
11.1 The Consultant shall comply throughout the term of this Agreement with the insurance
requirements stipulated herein. {t is agreed by the parties that the Consultant shall not commence
with work on this Project until satisfactory proof of the following insurance coverage has been
furnished to the City. The Consultant will maintain in effect the following insurance coverage:
(a) Professional Liability Insurance in the amount of One Million ($1.000,000.00) Dollars per
occurence, with a maximum deductible of $150,000 per occurrence, $450,000 aggregate. Consultant
shall notify Ciry in writing within thirty (30) days of any claims riled or made against the Professional
Liability Insurance Policy.
(b) Comprehensive General Liability Insurance in the amount of $1,000,000.00 Single Limft Bodily
Injury and Property Damage coverage for each occurcence, which will include products, completed
operations, and contractual (lability coverage. The City must be named as an additional insured on
this policy.
{c) Worker's compensation and employer's liability coverage within the statutory limits of the State of
Florida.
11.2 The Consutanf must give thirty (30) days prior written notice of cancellation or of substantial
modfications in the insurance coverage: to the Project Coordinator.
11.3 The insurance must be fumished by an insurance company rated B+:Vt or better, or its
equivalent, according to Bests' Guide Rating Book and must additionally be furnished by insurance
companies duly authorized to do business in the State of Florida and countersigned by the company's
Florida resident agent.
11.4 Consultant shat! provide to City a Certficate of Insurance or a copy of all insurance policies
required above. City reserves the right to require a certified copy of such policies upon reques#. All
certificates and endorsements required herein shall state that the City shall be given thirty (30) days
notice prior to expiration or cancellation of the policy.
ARTICLE 12. INDEMNIFICATION
Consultant herein agrees to indemnify and hold harmless the City, and its officer and employees, from
liabilities, damages, losses and costs, including, but not limited to, reasonable attorneys' fees, to the
extent caused by the negligence, recklessness, or intentionally wrongful conduct of the Consultant and
other persons employed or utilized by the Consultant In the performance of the Agreement. This
Article 12, and Consultant's indemnification contained herein, sha{I survive the termination and
expiration of the Agreement.
ARTICLE 13. VENUE
13.1 This Agreement shall be enforceable in Miami-Dade County, Florida, and i# legal action is
necessary by efther party with respect to the enforcement of any or all of the farms or conditions
herein. Exclusive venue for the enforcement of same shat: lie in Miami-Dade County, Florida.
This Agreement shall be governed by, and construed in accordance with, the laws of the State
of Florida, both substantive and remedial; without regard to principles of conflict of laws. The
exclusive venue for any Litigation arising out of this Agreement shall be Miami-Dade County,
Florida, if in state court, and the U.S. District Court, Southern District of Florida, if in federal
court BY ENTERING INTO THIS AGREEMENT, CONSULTANT AND CITY EXPRESSLY WAIVE
ANY RIGHTS EITHER PARTY MAY NAVE TO A TRIAL BY JURY OF ANY CIVIL LITIGATION
RELATED T0, OR ARISING OUT OF, THIS AGREEMENT.
ARTICLE 14. LIMITATION OF LIABILITY
14.1 The City desires to enter into this Agreement only if in so doing the City can place a limit on
City's liability for any cause of action for money damages due to an alleged breach by the City of this
Agreement, so that its liability for any such breach never exceeds the amount of the fees for Services
agreed upon under the terms of the Agreement, less any amount(s) paid to Consultant thereunder.
Consultant hereby expresses its willingness to enter into this Agreement with Consultant's recovery
from the City for any damage action for breach of contract to be limited to a maximum amount of the
fee for Services agreed upon under the terms of the Agreement, less the amount of all funds actually
paid by the City to the Consultant
Accordingly, and notwithstanding any other term or condition of this Agreement, Consultant hereby
agrees that the City shall not be liable to Consultant for money damages due to an alleged breach by
the City of this Agreement in an amount in excess of the amount of fee under any this Agreement,
which amount shall be reduced by the amount actually paid by the City to Consultant for any action or
claim for breach of contract arising out of the performance or non-performance of any obligations
imposed upon the City by this Agreement. Nothing contained in this subparagraph or elsewhere in this
Agreement is in any way intended to be a waiver of the limitation placed upon City's liability as set
forth in Section 768.28, Florida Statutes.
ARTICLE 15. MISCELLANEOUS PROVISIONS
15.1 The laws of the State of Florida shall govern this Agreement.
15.2 Eaual Oooortunity Emolovment Goals: Consultant agrees that it will not discriminate against any
employee or applicant for employment for work under this Agreement because of race, color, religion,
sex, age, national origin, disability or sexual orientation and will take affirmative steps to ensure that
applicants are employed and employees are treated during employment without regard to sexual
orientation, race, color, religion, sex, age, national origin, or disability. This provision shalt include, but
not be limited to, the following: employment upgrading, demotion or transfer, recruitment advertising,
layoff or compensation; and selection for training, including apprenticeships. Consultant agrees to
furnish City with a copy of its Affinnafive Action Policy.
15.3 Public Entity Crimes Act: In accordance with the Public Entity Crimes Act (Section 287.133,
Florida Statutes), a person or affiliate who is a consultant, 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 the City: may not submtt a bid on a contract with the City for the construction
or repair of a public building or public work, may not bids or leases of real property to the City, may not
be awarded or perform work as a contractor, supplier, subcontractor, or subconsultant under a
contract with the City, and may not transact business with the City in excess of the threshold amount
provided In Section 287.0;7, Florida Statutes; for Category Two for a period of 36 months from the
date of being placed on the convicted vendor fist. Violation of this Section by Consultant shall result in
cancellation and may result in Consultants debarment.
15.4 No Contingent Fae: Consultant warants that tt has not employed or retained any company or
person, other than a bona fide employee working solely for Consultant, to solicit or secure this
Agreement and that it has not paid or agreed fo pay any person, company, corporation, individual or
firm other than a bona fide employee working solely for Consultant any fee, commission,.percentage,
gift, or other consideration contingent upon or resulting from the award or making of this Agreement.
For the breach or violation of this provision, C'tfy shall have the right to terminate the Agreement
without liability at its discretion, to deduct from the contract price, or otherwise recover. the full amount
of such fee, commission, percentage, gift, or consideration.
15.5 The Consultant represents that it has made and wil! make reasonable investigation of all sub-
consuttanis to be utilized in the performance of work under this Agreement to determine that they
possess the skill, knowledge and experience necessary to enable them to perform the services
required. Nothing in this Agreement shall relieve the Consultant of its prime and sole responsibility for
the performance of the work under this Agreement.
15.6 The Consultant, its consultants, agents and employees and sub contractors, shall comply with
all applicable Federal, State and County laws, the Charter, related laws and ordinances of the City of
Miami Beach, and with all applicable rules and regulations prcmulgated by Iota!, state and national
boards, bureaus and agencies as they relate to this Project.
15.7 This Agreement, or any interest herein, shall not be assigned, transferred or otherv~ise
encumbered by Consultant, under any circumstances, without the prior written consent of City.
15.8 This document incorporates and includes all prior negotiations, correspondence,
conversations, agreements or understandings applicable to the matters contained herein; and the
parties agree that there are no commitments. agreements or understandings concerning the subject
matter of this Agreement that are not contained in this document. Accordingly, the parties agree that
no deviation from the terms hereon shall be predicated upon any prior representations or agreements
whether oral or written. It is further agreed that no modification, amendment or alteration in the terms
or conditions contained herein shalt be effective unless contained in a written document executed with
the same formality and of equal dignity herewith.
ARTICLE 16. NOTICE
16.1 All written notices given to City by Consultant shall be addressed to:
City Manager's Office
cJo Assistant City Manager Tim Hemstreet
City of Miami Beach
1700 Convention Center Drive
Miami Beach, Florida 33139
With a copy to:
Director
Capital Improvements Protects Office
City of Miami Beach
Miami Baach, Florida 33139
All written notices given to the Consuftanf from the Cfty shall be addressed to:
Timothy Reedy
801 Brickell Ave
Miami, FL 33131
AI! notices mailed to either party shall be deemed to be sufficiently transmitted if sent by certified mail,
return receipt requested.
IN WITNESS WHEREOF, the parties hereto have hereunto caused these presents to be signed in
their names by Their duly authorized officers and principals, attested by tnelr respective witnesses and
City Clerk on the day and year first hereinabove written.
Attest CITY OF MIAMI BEACr
~
CITY CLERK MAYOR
CONSULTANT
Attest Arquitectonica International Gorp.
~ 6 ~~
Signa4 re/Secretary Signature/Presiden.
Print Name Print Name
APPROVED AS TO
FORM 8~ LANGUAGE
R~~EXECUTION
j
3 2-r Qiq
' Attorney Da
SCHEDULE A
PURDY AVENUE GARAGE AND RETAIL PR03ECT
SCOPE OF A/E CONSULTANT SERVICES
CONSULTANT: Arauitectonica international Corp.
BACKGROUND
On December 10, 2008, the Mayor and City Commission approved Resolution No. 2008-26969,
approving and authorizing the Mayor and City Clerk to execute an agreement between the City
and Scott Robins Companies, Inc., Purdy Partners, LLC., Purdy Partners 1919, LLC., and 1849
Purdy Partners, LLC., for the purpose of purchasing air rights and certain portion of the land for
the development of an approximately 458-space parking garaoe with ground floor retail.
SCOPE OF SERVICES
The Consultant shall provide the architectural, englneertng, master plaming, landscape
architecture, and surveying, as necessary, for the Project. The work shall include, but not be
limited tc, conceptual drawing(s), planning, survey, design development: and estimate(s) of
probable cost, construction documentation, permitting, bidding t award, and construction
administration services for the Project.
Protect Descriptton:
The Project includes, approximately 458-space parking garage with ground floor retail
TASK 1 -PLANNING SERVICES
Planning Services were combletetl under separate agreement
Sunset Harbor Parking Garage
Schedule A
TASK 2 -DESIGN SERVICES
The purpose of this Task Is to establish requirements for the preparation of Contract Documents
for the Project. Nofe that Task 2.1, requires that the CONSU_TANT perform a variety of forensic
fasks to ver'rfy: '.o the extent practicable, existing conditions and the ac~racy of any available
as-built drowirgs and base maps to be used for development of the contract drawings. Task
2.2, discusses req~:irements fog the preparation of Contract Documents, inclusive of drawings,
specifications and iron!-end documents. Task 2.3, establishes requirements with regarcl ±o
construdability and value engineering reviews to be performed by otF.ers. Task 2.4, establishes
requirements for the preparotlon of opinicns of Total probabke cost by the CONSULTANT. Task
2.5, specifies requirements for review of Contrad Documents with jurisdictional permitting
agencies prior to finalization. Task 2.6, establishes requirements for developing final (1 JO°h)
Contrad Documents. To facilitate the implamentatien of a Public trforra6ort Program, the
CONSULTANT shall provide electronic files of all Project documents, as requested by the CITY
The CONSULT.(iNT shall provide the electronic fifes for the front-end documents, ;ethnical
specifications, and construction drawings in MS-Word, AutoCAC and Adobe Acrobat file format.
Task 21 Verification of Existing Conditions_ The CONSULTANT shall obtain all available
As-Built drawings, perform structural evaluation of the s7udures, perform a detailed topographic
survey cf the existing Project site. The survey shall be performed by a Professional Land
Surveyor in the State of Florida, and shall meet the minimum technical standards identified in
Chapter 81 G17-5, FAC. All s'JNey isles shall be prepared in AutoCAD Version 2000, or latest
version, with a layering system as directed by the C17Y. As a minimum, the survey shall
address the following:
• Baseline of survey shall be tied into the right-of-way and sec9onalized land
monuments. Right-of-way in'ormadon shall be obtained from available records by
the CONSULTANT.
• The CONSULTANT shall set benchmarks at convenient locations along the site to
be used during both the design and construction phases of the project.
An Elevation Cert£cate of the existing buildings.
Page 2 ~f 2~
Sunset Harbor Parking Garage
Schedule A
The CONSULTANT shall locate and identify existing surface improvements
topographic features that are visible within the Pro!ect situ, including but not timked
to, the following:
Marking of all property earners, location end detai:s of the existing buildings
including overall dimensions and finished Poor elevations.
Existing valve boxes, water! electrical meter boxes, electrical putt boxes, telephone
1 cable risers, fences, hydrants, etc.
Aboveground and underground utilities invert eisvatiors of accessible underground
utilities, ~xood ! concrete utility poles, culverts, guardrails, pavement limps,
headwalls, endwalis, manholes, vaults, mailboxes, dr+.veways, side streets, trees.
landscaping, traffic signage and any other noted improvements. Surrey shat.
identify fence material !height, and driveway constriction materials. Landscaping
materials with a trunk diameter greaser than 8 -inches in diameter shall be
idantifled individually. Materials with smaller diameters shall be illustrated in
groipings.
Survey limits shall include me entire Project s ~e and an additional overlap to
encompass all adjoining areas potentialry impacted by the Project.
Survey Topograpfi[c survey !base map shall be prepared in AutoCAD Verson 2000
or latest, and submitted on recordable Compact Disk vrlth three {3) signed and
sealed copy en 24-inch by 3o-inch bond paper. Nch That ail standards from the
DSM shall apply to the development of the survey document. In addition, the
CONSULTANT shall submit 3 copies of a preliminary Drag Sun+ey for C1-Y review
and comment. The CONSULTANT shall prspare a final survey submittal package
based on addressing any !all comments submitted through this review process, to
the satisfaction of the CITY. All CAD mapping shall be performed to a scale of t:t in
the World Coordinate System. Text size shall 'ce 100 Leroy for a final product at
=20 units.
Upon completion and acceptance of the fine! survey, the CONSULTANT shall forward
same to the following agenc'as ~nit8 a request fo mark 1 identify respective uti':ities on the
survey vase map. The CONSULTANT shall eaordinate this effort with each agency in
an effort to identify the location of all axistir,3 underground u8lifles. The CONSULTANT
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shall incorporate utility owner markups 1 edits into its survey base map file. The
CONSULTANT shall contact the following entities and request that they each verify
locations of their existing improvements ir. the effected areas:
Florida Power and Light Company
BellSouth
Miami-Dade V'dater and Sewer Authority
Charter Communica6ors {Atlantic Broadband)
• Natural Gas provider
City of Miami Beach Pubic Works Department
• Others as deemed necessary by the GONSULTAN7
Tha CONSULTANT shall also request in°ormation regarding any future proposed improvements
by each agency. To faci~itate tracking of the progress made in ttvs work effort, the
CONSULTANT shall copy the CITY on all correspondence with each agency. In addition, the
CONSULTANT shall keep a readily accessible and properly labeled !collated ftle of alt
ccrrespondence and markups provided to it by the varous agenaes for reference use by the
CITY and/or CONSULTANT, during consin;ction.
i ne ~ONSULTAN7 shall become familiar with tie Project site through frequent sits visits,
research, and examination of any record draw'ngs, as applicable, and shall notify the CITY of
any field, onsite, or off-silo conditions not shown or incorrectly shown on record drav~rings, as
may have besn reasonably discovered. At the CONSULTANT'S request, the CITY shall
facilitate the GONSULTANT's access to the Project site and or facilities for investiga#ive
purposes. These site visits are part of the CONSULTP.NT's Basic Services, are considered due
diligence, and the CONSULTANT shall receive no additional compensation for such design
phase site visits and meetings. Provided that fne CGNSULTANT has conducted a good fa3h
investigation, the CONSULTANT and CONSULTANT'S sub-consultants shall not be responsible
or held liable for undiscovered hazardous conditigns or materials.
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Based on the collected data, the CONSULTANT shall develop detailed design base maps for
the project. The maps shall include an overall key map and partial plans scaled at 1-inch equals
20 feet or a scale that better suits the project requirements. CONSULTANT shall illustrate
proposed improvements on the site pier, and shall prepare final site plan based on the
information gathered herein. Copies of base maps shall be distributed to CITY.
Deliverables: -Perform work as noted to develop final survey. Deliver
three {3) draft and flue {5) fine! signed and sealed surveys
to CITY.
Schedule: -See Exhibit D -Project Schedule
Task 2.2 -Detailed Design: The CONSULTANT shall prepare detailed design documents
consisting of architectural, structural, civi{, mechanical, electrical, landscape, and irrigation
drawings, as applicable. All Contract Documents are to be provided in accordance wfth the
applicable architectural and engineering design standards, and in accordance with the
requirements of alt applicable state, local and federal regulatory agencies having jurisdiction
over tine Project. The CONSULTANT shall use CITY standard details as provided by CITY, and
as deemed appropriate by CONSULTANT. The CONSULTANT shall provide additional
sections that may be required, and are not already provided through the CITY standards, as it
deems necessary, to provide CITY with a complete work product. All drawings shall be
prepared using AutoCAD Version 2000 software, or latest, with a layering system as approved
by CITY.
Technical specifications shall be prepared in conformance with Construction Specifcations
Institute (CSI) formats. The CITY shall furnish the CONSULTANT with standard CITY
specification outlines for Divisions 1. Any supplier listings required by specifications shall include
a minimum of two (2) named suppliers, and shall meet all applicable CITY and State of Florida
procurement codes. Specifications shall be provided to the CITY ,and or CONSULTANT in
"Microsoft MS-Word" format. In addition, the CONSULTANT shall use the same software in all
project related work. The CONSULTANT shall utilize base front-end documents provided by the
CITY.. .The CONSULTANT shall edit acco[dingly_fo result in a project specific document. Any
requirements for Supplementary Genera' Conditions shall be subject to review and acceptance
by the CITY.
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The CONSULTANT shall attend monthly Design Progress Meetings with CITY andlor CMR
staff, as applicable. CONSULTANT shall provide, and maintain a design progress schedule in
Microsoft Project Planner. CONSU'_TANT shall update tt;e schedule and revieva Project status
at each progress meeting. Should the CITY determine that the CONSULTANT has fallen
behind schedule; the CONSULTANT sial; provide a recovery schedule that shall accelerate
werk to get back on schedule.
The CONSULTANT shall submit monthly invoice requests fog its services, accompanied by an
updated design progress schedule, as requested by the CITY. tnvcices shalt be prepared in a
format as provided by the CITY.
For purpcses of this Scope of Services, the following will be considered the minimum effort to
be provided by the CONSULTANT for establishing detail design milestone submittals. Note fiat
CITY review procedures, and CONSULTANT'S responsibilities associated with such, are
discussed under Task 2.3:
Y
The 50% design completion stage milestone shall consist of the completed
survey, work products of the proviously outlined Tasks, with al! proposed
mprovements identified in approved BODft, illustrated in plan and elevation
views, at a scale of 1-inch equals 20 felt, and with applicable sections and
details. In addition, the CONSULTANT shall include draft technical speclficafions
and a draft schedule of prices bid (bid form} identifying the items to be bid by the
prospective contractors with the submittal. Also, this submittal shall include the
CONSULTANTS °BudgeY level opinion of probable cost as defined by the
American Association of Cost Engineers. The CONSULTANT shat{ submit the
50% design to the Historical Preservation Board (HPB) for full design approval.
Comments from the HPB andlor Planning Department shall be inrr~rporated into
the 9C% design submittal.
Prior to the preparation of the 50'/o design completion stage drawings, the
CONSULTANT shall incorporate charges to its design based upon its exist<ng
as-built i existinc conditions verificatior. efforts and review comments received,
as noted in Task 2.3 below.
+ ~ he 100% design completion stage milestone shat'. consist of a anal constructior.
document set including the front-end documents (general and supplemental
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conditions), technical specifications and construction drawings for all work
proposed to be completed. The CONSULTANT shall include detailed
construction sequencing restrictions, and special conditions for the CiTY'S
review with this submittal. Prior to the preparation of the 100% design completion
stage drawings, the CONSULTANT shall incorporate changes to its design
based upon review comments received, as noted in Task 2.3, below. In addition,
the CONSULTANT shall provide its "Definitive" level opinion of probable cost as
defined by the American Association of Cost Engineers with this submittal.
Documents shall also include all constructability and design review comments,
City of Miami Beach Building Department permitting pre-approval comments as
may be provided by the C ITY andlor jurisdictional review agency.
Deliverables:' -Furnish sets of design documents as requested by the CITY
pursuant to Article 6 of the Agreement.
Prepare and update project invoices and schedule tracking
spreadsheets, on a monthly basis.
Attend progress meetings with CITY staff, HPB, and CMR firm,
as applicable.
Schedule: -See Exhibit D -Project Schedule
- Note: The above 50% and 100°!o design documents
completions shown in calendar days are contingent upon
C1TY's reviews occurring within the timeframe allowed for final
completions of each task.
Task 2.2.1 - Geotechnical Evaluation:
See Task 6.4
Task 23 -Design ! Constructability Review: To verify that the CONSULTANT is in
compliance with the required 8ODR and CITY's requirements, the CITY and CMR shall perform
reviews of all Project design documents, including cost estimates, at the 50 and 10D°~ design
completion stege submittals. Note that tfie 100% design completion stage subm'sttal wilt
incorporate the pre-approval review comments from the Building Dept. and will be usad to
procura permits from jurisdictional review agencies, andlor may be utilized to obtain pricing.
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The purpose of these reviews shall be to verify that the documents are consistent with the
design intent. These documents shall be furnished as bound 6-1/2-inch by 11-inch technical
specifications and full-size (24-inch by 36-inch) and half size (11-inch by 17-inch} scaled
drawings as requested by the CITY and as noted in the Task 2.2 deliverables. The CMR and
applicable CITY staff shall perform reviews en these documents and provide written comments
(in "Excel° spreadsheet format) back fo the CONSULTANT within the timeframes specked in
Project Schedule -Exhibit D.
Following receipt of comments by the CONSULTANT, a meeting may be scheduled between
the CITY, the CONSULTANT and CMR, to discuss the requirements, intent and review of the
comments. The CONSULTANT shall prepare a written memorandum to address how each
comment was resolved. Such written memorandum shall be prepared and submitted to CITY
for review /approval, within ten (10} working days after the review session. The responses
shall be in the spreadsheet format provided to the CONSULTANT. In addition, the
CONSULTANT shall revise its documents to address all review comments accordingly, to the
sat(sfaction of the CITY.
In addition, the CITY and CMR shall perform constructability reviews of the design documents
relative tc value, wnstruction sequencing !schedule, and bid format. These reviews shall be
based upon 50 and 100% design submittals received #rom the CONSULTANT and shall be
conducted concurrently with the 60 and 100°~ design reviews. These constructabiliiy review
meetings shall be held with the CONSULTANT, CITY, and CMR representatives to discuss
review comments, as required. A detailed review of CONSULTANT'S proposed construction
sequencing restrictions will be performed by CITY and CMR at the 50 and 100 % completion
stages.
The CONSULTANT shall note that the CITY and CMR's review of the Contract Documents does
not relieve the CONSULTANT from its responsibility to the CITY with regard to the quality of its
contract documents.
Deliverables: - Attend meetings with the CITY andlor CMR staff, as
applicable, to review and discuss design constructabllity
and value comments. .
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Prepare written responses to comments mails during
reviews.
Schedule: - Complete ;;oncurrently with Design Schedule
Task 2 4 -Cost Oatnions: i he CONSULTANT shall arepare opinions of probable consfnadion
costs for the 50 and 100 percent design completion stags submittal. The accuracy of the cost
estimate associated with the 50 percent completion stage shall be +30''/o to -15°k "Budgst°
Level as defined by the American Association of Cost Engineers. Tha accuracy of the cost
estimate associated with the 100 percent completion stage submittals shall be a +15% Fo -5%
"Defir:itive° Level Estimates as defined by the American Association of Cost Engineers. A,I
estimates shall be submitted in Microsoft °Excel" format in accordance with the .template
supplied by CITY. All estimates shall be funished bound ir. 8-1f2-inch by 11-inch size. The
CONSULTANT rhail advise the CITY immediately when the Protect cost estimate exceeds the
budget established by the CITY. Based upon tF;s CONSULTANT's cost estimate, the CITY will
advise the CONSULTANT 'rf portions of the projed need to be deleted, phased andlor bid es
alternate bid ftems to satisfy existing budgetary and fiscal constraints. In this effort, the
CONSULTANT may be required to attend a series of meetings and develop alternative cest
savings opt(ons for CITY considerafon, if the estimates show that the projected project cyst will
exceed the target budget. Tha CONSULTANT shall revise the contrail documents to reflect
necessary revisions io meat budget parameters at no additional cost accordingly.
Deliverables: -Prepare opinions of probable costs at the 50 and 100%
completion stags.
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Schedule A
- Attend meetings w4th the CITY and CMR staff to review
and discuss cost estimates. This Task includes
development of cry required cost savings alternatives, and
implementation /revision of docume:~ts to address such
items, as necessary to meat established budget
parameters.
Schedule: -Complete concurcentiy witn Design Schedule.
Task 2 3 -Community Design Review Meeting
s
' The CONSULTANT shall attend and participate in one nnai Community Design Review Meeting
(CDRM; to review the design progress and concept. The CITY shall schedule, find location for,
and notify residents of said meeting. The CONSULTANT shall prepare draft meeting minutes
and forward them to the CITY and CMR, who shall review, provide comments and distribute,
accordingly. Tlie CONSULTANT shall prepare `.or, attend and present its documents at this
meeting. Nesting shall be scheduled at the 100°h design completion stages. Note that
presentation format shall consist of a brief Power Poirf presentation to review Project status,
plus review of actual full sine clans fer the project. The CONSULTANT shall provide sufficient
staf at the meeting to address concerns by residents at two (2) plan stations. it is anticipaied
that the CONSULTANT wild attend one Pre-CDRM meeting wish CITY staff to review the
proposed format of the presentation..
Task 2.6 -Document Revisions: Based upon the input provided by the residents at the
GDRM, the CONSULTANT shall incorporate necessary contract document revisions, as
approved by the CITY.
Ta k 2.7 - Pemtittin Reviews: The CONSULTANT shall prepare applications and such
documents and design data as may be required to proa:re approvals from alt such
go~remmental authorities that have jurisdiction over'.he Project. The CITY shall pay all permit
fees. The CONSULTANT shall participate in meetings, submissions, resubmissions and
negotiations with such authorities. The CONSULTANT shall *espond to comments by such
au`horities within ter. working days of receipt of comn-sots unless a different time is agreed to by
CITY. It is the intent of this scope cf servicss that the CONSULTANT be the responsible party
for formally transmitting and receiving permits to and from the respective jurisdictional
Pegs 17 Ot 2 i
Sunset Harbor Parking Garage
Schedule A
authorities. However, since the CITY will track and moniFor progress on the preparation and
review of permits and subsequent requests fior information, the CONSULTANT shall copy the
CITY on al! permit related correspondence. This includes CONSULTANT generated minutes
from meetings held with related parties. It is recognized by CITY that the time period required
for obtaining permits is beyond the control of the CONSULTANT, except with regard to issues
concerning the permlttability of the proposed design and the CONSULTANT's ability fo respond
to permitting agency requests for information in a timely manner. At the time of scope
preparation, the following governmental authortties that have or may have jurisdiction over
Project have been ident~ed:
United States Environmental Protection Agency
U.S. Army Corps of Engineers
Florida Department of Transportation
Florida Department of Environmental Protection
South Florida Water Management District
Miami-Dada Water and Sewer Authority
Miami-Dade Department of Public Works
Miami-Dade Department of Health and Rehabilitative Services
Miami-Dade Department of Environmental Resource tvianagement
The Gity of Miami Beach Building Department
The City of Miami Beach Planning Department
The City of Miami Beach Historic Preservation Board
The_City of Miami Beach Pul2`:ic Works DepaRm@nt
The City of Miami Beach Fire Department
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Note that the CITY'S failure to identify governmental authorities that have jurisdiction over
Project at this time does not relieve the CONSULTANT from the responsibility to procure all
requisite permits.
Deliverables: - Correspond with jurisdictional authorities to establish
permitting requirements.
Revise documents and respond to permitting inquiries
as required.
Attend meetings with the CITY, CMR, and permitting
agency staff, as required, to review, discuss and
finalize permit procuremen`:
Schedule: - Complete concurrently with the design schedule
Task 2.8 -The CONSULTANTS QA/QC of Design Documents: The CONSULTANT shall
establish and maintain an in-house Quality Assurance /Quality Control (QAlOC} program
designed to verify and ensure the quality, clarity, completeness, constructability and bid ability of
its contract documents. To this end, the CONSULTANT shall provide the CITY and CMR with a
wrRten narrative detailing its QA/QC program tasks and how it is to be implemented over the
course of this Project. The CITY, at its discretion, may require that the CONSULTANT attend
meetings to review the status and present results of its QA/QC efforts.
TASK 3 -BIDDING AND AWARD SERVICES
The Tasks below address the level of service to be performed by the CONSULTANT.
The CONSULTANT's services shall include, but not be limited to, the following:
Review !Assist the CITY in the preparation of Request for Qualifications (RFQ) for .a
Construction Manager at Risk Firm (CMR} to provide Pre-construction services.
Review f evaluate bids. received in response.tq.Xhe RFQ solicitation
Participate in negotiation meetings with the selected CMR
Review CMR's cost proposal(s) /Guaranteed Maximum Price (GMP}
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Task 3.1 -Construction Contract Document Review: The CONSULTANT shall assist the
CITY in the bidding and a~roard of the construction contract. The CONSULTANT shall advise
and evaluate bids and the GMP Amendment(s) as required in the CMR's Pre-Construction
Services Agreement, Agreement attached as Exhibit E incorporated herein by reference. The
contract documents prepared by the CONSULTANT shall be transmitted to the CITY's Risk
Management, Legal and Procurement Departments for verification of appropriate insurance,
form and bonding capacHy requirements. The CONSULTANT shall assist the CITY in this
process by providing three copies of each Construction Contract Document and participating in
meetings, submissions, resubmissions and discussions with these departments, as necessary.
The CONSULTANT shall respond to CITY comments within ten calendar days of receipt of
comments unless a different lime schedule is agreed to by the CITY. The GONSULTANT's
compensation includes meeting with these departments.
Task 3 2 -Bid Document Delivery: The CONSULTANT shall provide the CITY with
reproducible, sets of contract documents, including digital plot files, as required, for the
preparation of Request for Quai'rfications (RFO} for a Construction Manager at Rlsk Firm (CMR}
to provide Pre-construction services. The CONSULTANT shall provide CITY and CMR with
reproducible, camera ready, sets of permit approved Construction Documents, as required, for
subcontract bid document delivery. These documents shall Include responses to all comments
obtained during perms reviews and shall incorporate all corrections required by the permitting
agencies.
Task 3.3 -Pre-Bid Conference: The C{TY shall conduct one pre-bid conference for fhe CMR
selection. CMR shall conduct one or more pre-bid conferences for subcontractor selection.
CONSULTANT shall attend the pre-bid conference for CMR selection. CONSULTANT shall
review bids and advise the CITY accordingly.
Task 3.4 -Addenda Issuance: The CONSULTANT shall provide, through CITY, t'smely
responses to all inquiries received by the CITY from prospective bidders. These responses shall
be prepared as written addenda, with the format for such addenda as provided to the
CONSULTANT by CITY. These queries and responses shall be documented and a record of
each shall be transmitted to the CITY on a same Say basis. The CONSULTANT shall prepare
necessary addenda as requested by CITY.
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Task 3.6 -CMR Bid Evaluation and Bid Ooenina: CITY will forward Bids received pursuant
to CMR selection to the CONSULTANT, who in turn shall evaluate bids for completeness and
full responsiveness and shall make a formal written recommendation to the CITY regarding the
award of the contract. Non-Technical bid requirements shall be evaluated by others
Task 3.5.1 -Sub-contractorfsLBid Evaluation and Bid ODen(nst: Bids shall be evaluated
by the CMR who shall make a recommendation to the CITY regarding the acceptance and
award of bids to qual~ed responsive and responsible subcontractors. Copies of sub-
contrscfars bids will be provided fo CONSULTANT for review and comment, as applicable.
This scope of services includes no allowance For the CONSULTANT's time to assist the CITY in
the event of a bid protest. Tc the proportionate extent the CONSULTANT's services are
required in the event of a bid protest, due to a direct action or lack Thereof by the
CONSULTANT, the CONSULTANT shall participate in such activities at no addRional cost to the
CITY.
Task 3.6 -Guaranteed Maximum Price (GMP) Construction Confract Award: The
CONSULTANT shall provide sets of Construction Contract Documents for execution by CITY
and CMR within five (5} calendar days of request by the CITY pursuant to Article 6 of the
Agreement.
Task 3.7 - As- Bid Contract Documents: After GMP contract award and prior to the
preconstruction conference, the CONSULTANT shall prepare As-Bid construction contract
documents, which incorporate the following items:
• CMR's submittals, including but not limited to, bid proposal, insurance, licenses,
etc.
Amend f modify front-end documents and ! or technical specifications to
incorporate changes made via contract addenda.
Revise construction documents to include modfications 1 revisions incorporated
via contract addenda as well as the previously incorporated permit review
comments.
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The CONSULTANT shall prepare As-BId Construction Dowments and reproduce sets, as
requested, for distribution to CITY within ten (10) calendar days after Cfty Commission approval
contact execution.
Deliverables- -Attend and participate In Pre-bid conferences and bid openings.
- Respond to questions from prospective bidders and prepare Addenda
for distribution by others.
- Prepare recommendation of award letter.
- Prepare As-Bid Contract Dowments, reproduce sets and forward to
CITY.
Schedule: -See Exhibit D -Project Schedule
TASK 4 -CONSTRUCTION ADMINISTRATION SERV{CES
The CONSULTANT shall perform the following tasks related to the construction administration
of the Project. These tasks shall be performed for the duration of the construction of the
Project.
The CONSULTANT sfiatl follow uniform procedures and guidelines for managing the interface
between the CITY, CMR, and CONSULTANT staffs. The CITY shall provide the CONSULTANT
with sample management manuals, as required.
CONSULTANT's compensation is based upon a construction period of approximately 8 months.
Task 4.1 -Pre-Construct{on Conferences: The CONSULTANT shall attend one pre-
construction conference for the Project. The CONSULTANT shall prepare and distribute
meeting minutes to all attendees and other appropriate parties. At this meeting, it is anticipated
that the CITY will issue a Limited Notice to Proceed. A final Notice to Proceed shall be issued
.upon-receipt and apptov_al of a construction schedule, schedule of yalues,,submittai schedule
and procurement of all applicable construction permifs from the CMR.
Deltverables: - Attend and participate in one pre-construction conference
for the project and prepare meeting m'snutes.
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Schedule: - As scheduled by CITY after receipt of Task 4, Notice to
Proceed.
Task 4.2 - Bi-Weekly Construction 1Neetings: The CONSULTANT sha11 attend bi-weekly
construction meetings with the CMR and applicable CITY representatives, as required. The
purpose of these meetings shall be to review the status of construction progress, shop drawing
submittals and contract document clarifications and interpretations. In addition, the
CONSULTANT shall review the CMR iumishsd two-weak look ahead work schedule to allow for
proper coordination of necessary work efforts. These meetings shall also serve as a forum for
discussion of construction issues, potential changes /conflicts and any other applicable matters.
The meetings may include site visits to visually observe /address construction related concerns.
The site visits shall be separate and distinct from the "Specialty Site Vlslts" discussed under
Task 4.6. Tne CONSULTANT shall prepare and distribute meeting minutes to all attendees and
other appropriate parties.
Deliverables: -Attend and participate In Bi-weekly construction progress
meetings. as required, and prepare meeting minutes.
Schedule: - Bi-Weekly throughout the project duration.
Task 4 3 -Requests for Information I Contract Document Clar3flcaUon {RFIs / CDCs): The
CONSULTANT shat) receive, log and process all RFIs I CDCs. Whenever an RFI involves the
interpretation of design issues or design intent, the CONSULTANT shall prepare a written
response withir. the timeframe specified in the construction contract and return it to the CMR.
The CONSULTANT shall distribute and update the RFI log at each progress meeting. In
addition, the CONSULTANT may be requested by the CITY to prepare and forward CDCs
should certain items within the contract documents require clarlflcation.
Deliverables: - Respond to those RFI's that involve design interpretations
and return to CMR and CITY's office. Prepare RFI log and
distribute at meetings. .
Iss::e CDCs as squired.
Schedule: - Ongoing throughout project construction duration.
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Schedule A
Task 4.4 - Requests for Chanaes to Construction Cost andlor Schedule: Tha
CONSULTANT shall receive, log, evaluate all requests for project cost andlor schedule changes
from the CMR, and report such, to the CITY at progress meeting. The CONSULTANT shall
distribute and update the Change Order log at eacfi progress meeting. Changes may be the
rasul: of unforeseen conditions, interferences ident'rfied by the CMR during the routine progress
of work, inadvertent omissions (betterment) issues in the contract documents or additional
improvements requested by the CITY or CONSULTANT after approval of the GMP
Amendment(s) by the City Commission. Regardless of the source, the CONSULTANT shall
evaluate the merit of the request, as well as the impact of tha change in terns of project cost
and schedule. CONSULTANT shall review claims and ! or change order requssts with CITY.
No legal claims assistance is includad under this Task.
Deliverables: -Perform independent review of request for cost increase
and/or time extension.
- Coordinate and participate in meetings, as required, with
the CITY and CMR to resolve andfor negotiate the
equitable n;solufion of request.
- Prepare end execute change order documentation (AIA
form)
- Prepare and update change order log and distribute at
progress meetings.
Schedule: -Ongoing throughout project construction duration.
Task 4.5 - Processing of Shop Drawings: The CONSULTANT will receive, log and distribute
shop drawings, as appropriate, for their review. The CONSULTANT shall have 14 calendar days
or tfie number of caiandar days specified in the construction contract, (whichever is lesser; from
the date of receipt in its office, to review and return sfiop drawings to CMR and CIIY's office.
Deliverables: -Review Shop Drawings and return them to CMR and
_. ...
CITY.
- Prepare and update shop drawing log and distribute at
progress meetings.
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Schedule: -Ongoing throughout project construction duration.
Task 4.6 -Field Observation Services: The CONSULTANT shall provide specialty site visits
by various design disciplines (civil, structural, mechanical, electrical, plumbing, landscaping,
etc...) on an as requested basis. For the purposes of this scope of services, it is assumed that
specialty site visits are included in the Scope or Services, and will be provided by the
CONSULTANT as required by the Project Specialty site visits are assumed to include one or
more of the CONSULTANTs Team attendance, as may be requested by the CITY, to review,
discuss, resolve field conditions and issues at the job sits. Attendance shall be as requested,
although a minimum of 24 hour notice wilt be provided when possible. In cases where
conditions require immediate action, the CONSULTANT shall make itself available in the field,
as soon as possible, to review 1 respond to necessary issues.
Deliverables: -Provide specialty site visits as required.
Schedule: -Ongoing throughout project construction duration.
Task 4.7 - Project Closeout: Upon receiving notice from the CMR advising the CON5ULTANT
that a Project is substantially complete, the CONSULTANT, in conjunction with appropriate
CITY staff, shall conduct an overview of the Project. The overview shall include development of
a "punch list' of items needing ;,ompletion or correction prior to consideration of final
acceptance. The CONSULTANT shalt develop the Substantial Completion Punk 1:st. The list
shall be forwarded to the CMR for corrective action. CONSULTANT shall foruvard copy of said
list to the CITY. For the purposes of this Task, Substantial Completion shall be deemed to be
the stage in the construction of the Project where the Project can be utilized for the purposes for
which it vdas intended, and where minor items may not be fatly completed, but all items that
affect the operational integrity and function. of the Project are capable of continuous use.
Upon net cation from the CMR that alt remaining "punch list" items have been resolved, the
CONSULTANT; in conjunction with appropriate CITY staff, shall perform a final revieev of the
finished Project. Based en successful completicn of all outstanding work items by the CMR, the
CONSULTANT shall-assist in closing out the-construction-contract. This-shall-ihelude, but not
iim(ted to, preparation of record drawings based on markups forwarded by CMR and certification
of record drawings to the various affected permitting authorities. This certification. shall be
based on the CONSULTANT having received and reviewed all applicable test data, daily
Page ' 8 0` 25
Sunset Harbor Parking Garage
Schedule A
observation reports, record drawing markups, submfttals, change orders, and performed final
walk through of the completed work during substantial and final completion pinch list walk
through(s).
Deliverables:- Attend field meetings to review substantial and final
completion and assist in development of the applicable
''punch lists".
Schedule: - At the Substantial and Finai completion of the project.
TASK 5 -ADDITIONAL SERVICES
No additional services are envisioned at this time. However; if such services are
required during the performance of the Work such as work related to structural testing
and evaluation, structural engineering /forensic engineering, environmental evaluation,
environmental engineering, they shall be requested by CITY and negotiated in
accordance with contract requirements. Note that a separate Notice to Proceed is
required prior to performance of any UVork not expressly required by this Scope of
Services. 1f CONSULTANT proceeds without proper authorization, it does so at its ovdn
risk.
TASK 6 - REIMBURSABLES
Task 6.1 - Rearoduction Services; The CONSULTANT shaft be reimbursed at the usual and
customary rate for reproduction of reports, contract documents and miscellanaous items, as
may be requeated by the CITY. Unused amounts in this allowance shall be credited back to the
CITY at tt•,e completion of the project. Refer to Schedule B.
Task 6.2-Travel and Subsistence:
Not allowed. .
Task 6.3 - Surveyina: The CONSULTANT shall arrange for and coordinate the efforts of
licensed surveyors to prepare a topographical survey withir. the project limtts to meet the intent
of the approved project Scope outlined in Task 1 -Planning Services and Task 2 -Design
Page 19 of 2<.
•
Sunset Harbor Parking Garage
Schedule A
Services. Unused amounts in this allowance shall be credited back to the CITY at fhe
completion of the project. Refer to Schedule B,
Task 6.4 - Geotechnical Evaluation: The CONSULTANT shall contract the services of a
professionally licensed geotechnicai firm to perform boring /test excavations as necessary to
adequately define the soil characteristics for the purposes of design. Actual boring /test
excavations shall be as directed by CONSULTANT. Unused amounts shall be credited back to
the CITY at the completion of the project. Refer to Schedule B.
Task 6.5 -Underground Utility Verification: CONSULTANT shall employ the services of an
underground utility location service, upon approval by the CITY, in an effort to better identify
exisfing underground conditions where work is to be performed. •Soff-Dig underground
identification services may be implemented. Actual locations shall be as directed by
CONSULTANT. Unused amounts shall be credited back to the CITY at the completion of the
project. Refer to Schedule B.
Task 6.6 - Desi n Sub Consultants:
CONSULTANT shalt arrange for and ccordinate the efforts of design sub consultant expertise
as such expertise is needed and determined by the evolution of the project program
requiremerris andlor site conditions. Anot-to-exceed fee amount of alt such design sub
consultant costs is included in Schedule B, to be drawn. upon as needed. CONSULTANT'S
compensation shall be a reimbursement of actual costs for design sub-consultants.
Minimum Drawing Require
The composite set of drawings to be produced shall contain sufficient information and detail to
clearly define all proposed improvements in terms of quantity, quality and location. All drawings
and details shall be to a scale sufficient to be legible. The CONSULTANT shall propose a
drawing list to be reviewed and approved by the CITY.
Site Plans
Existing Conditions -Site Survey - to include property lines, sidevralks, pavement areas,
landscaping, existing site improvements, buildings, dimensions of buildings, fencing, lighting,
overhead and underground utilities, etc.
Page 20 of 21
Sunset Haroor Parking Garage
Schedule A
Demolition -Clearly depict existing conditions to be demolished or modified.
Proposed Improvements -Clearly depict all new design elements including sidewalks,
pavement areas, landscaping, buildings, recreational courts and fields, fencing lighting: utility
modifications, replacements, and additions, etc.
Enlarged Site plans -Where necessary to clearly define Project requirements, provide enlarged
site plans for speck areas of improvement.
i3uilding Drawings
All buildings io be demolished, renovated or constructed shat! be detailed in the Project
drawings in sufficient detail to clearly and thoroughly depict the intended imprevements or
modifications and shall at a minimum include drawings form all involved disciplines:
Architectural, Civil, Structural, Mechanical, Electrical, Plumbing, and Landscape Architecture.
Drawings shall be organized by building and by discipline.
Page 21 of 2T
SCHEDULE B;
PROFESSIONAL SERVICES AGREEMENT BETWEEN
THE CITY OF MIAMI BEACH & STANDARD A & E AGREEMENTS
Please refer fo attached schedule and see below Schedule of Payments:
Schedule of Payments
Retail (28%) Garage (72°k)
Planning Services' nla nla"`"
Design Services-' $65,861.fi0 $169,358.40
Bidding and Award Services $7,317.80 $18,817.20
Construction Administration " $24,393.60 $62,726.40
Reimbursable Allowance"' $18,589.20 $47,801.80
Historic Preservation Board /Design Review Board (if required) n/a Na""`
Note': These services will be paid lump sum based on percentage complete of each phase as
ldentiTled In the individual tasks.
Note": Construction Administration will be paid on a monthly basis. h is anticipated that construction
duration will be 15 months, therefore, once construction starts Consultant will be pa[d $7,620:00
(Retail $2,032.801Garege $5,486.40) for 12 months.
In the event that, through no fault of the Consultant, construction administration services are required
to be extended, which extension shall be at the sole discretion of the City, the Consultant agrees to
extent said services for $7,260.00 (Retail $2,032.80lGarage $5,486.40) per month for the duration
required to complete the Project.
Note"`: The Reimbursable Allowance belongs to the City of Miami Beach and must be approved in
advance by the Project Coordinator. Unused portions will not be paid to the Consultant.
Note""": Completed under separate agreement
zs
SCHEDULE C
PRO>=ESSIONAL SERVICES AGREEMENT BETWEEN
HOURLY BILLING RATE SCHEDULE
C1asslflcatlon
Principal /Architect of Record
Principal MEP Engineer of Record
Project Manager
Senior ArchitecUEnglneer
Engineer /Architect
.HCO,urly BilEina Rate fFY 20061
$~.Nper hour
$(~fio per hour
~p per hour
$i~ per hour
$~Sa•DDper hour
Statf Engineer
~~
Designer
C[vll Engineer
CADD Operator
Clerical
$110.OV per hour
$~ Sasper hour
$(~~per hour
$1~b•op per hour
$~.~ per hour
z9
SCHEDULE D
SCHEDULE E
PROFESSIONAL SERVICES AGREEMENT BETWEEN.
THE CITY OF MIAMI BEACH & STANDARD A & E AGREEMENTS
See attached General Conditions of the Construction Contract
E
SCHEDULEF
PROFESSIONAL SERVICES AGREEMENT BESVVEEN
THE CITY OF MIAMI BEACH 8 STANDARD A & E AGREEMENTS
See Attached Insurance and other Swom Affidavits.
B
SCHEDULE G
PROFESSIONAL SERVICES AGREEMENT BETWEEN
THE CITY OF MIAMI 6EACH 8 STANDARD A 8 E AGREEMENTS
Best Vatue Amendment
The Consultant ag;ees to abide by all the required documentation of the City's Performance Information
Procuremen'. System and submit the weekly reports.
F:IPURCiSALL10LGAW & E Agreement -Boiler PtatelA E Agreement -Standard Bof7er Plete.tloc