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Savino & Miller Design Studio AGREEMENT BETWEEN CITY OF MIAMI BEACH AND SAVINO & MILLER DESIGN STUDIO FOR PROFESSIONAL ARCHITECTURE AND ENGINEERING SERVICES FOR PROFESSIONAL ARCHITECTURAL AND ENGINEERING SERVICES IN SPECIALIZED CATEGORIES, ON AN "AS- NEEDED BASIS ", FOR PROJECTS IN WHICH THE BASIC CONSTRUCTION COST DOES NOT EXCEED. $2 MILLION OR FOR STUDY ACTIVITIES WHEN ' . - THE FEE FOR SUCH PROFESSIONAL SERVICES DOES NOT EXCEED $200,000 Resolution No. 2010' 27415 i 4 r 1 t CITY APPROVED A & E FORM (AUGUST 2010) A w TABLE OF CONTENTS DESCRIPTION r PAGE ARTICLE 1 DEFINITIONS 2 ARTICLE 2.. BASIC SERVICES 7 ARTICLE 3. THE CITY'S RESPONSIBILITIES 13 ARTICLE 4.. RESPONSIBILITY FOR CONSTRUCTION COST 16 ARTICLE 5. ADDITIONAL SERVICES 17 ARTICLE 6.. REIMBURSABLE EXPENSES 18 ARTICLE 7. COMPENSATION FOR SERVICES 19, ARTICLE 8. CO'NSULTANT'S ACCOUNTING AND OTHER RECORDS 20 ARTICLE 9. OWNERSHIP OF PROJECT DOCUMENTS 20 J -ARTICLE 10. TERMINATION OF AGREEMENT 21 ARTICLE 11. INSURANCE ' 23 ARTICLE 12. INDEMNIFICATION AND HOLD HARMLESS 24 ARTICLE 13. ERRORS AND D - OMISSIONS 24 ARTICLE 14. LIMITATION OF :LIABILITY 25 - ARTICLE 15. NOTICE 26 ARTICLE 16. MISCELLANEOUS PROVISIONS 26 SCHEDULES: SCHEDULE A SCOPE OF SERVICES 32 SCHEDULE B CONSULTANT COMPENSATION 33 SCHEDULE C HOURLY BILLING RATE 34 SCHEDULE D CONSTRUCTION COST BUDGET 35 SCHEDULE.E PROJECT SCHEDULE 36 SCHEDULE F GENERAL CONDITIONS OF THE CONSTRUCTION CONTRACT 37 SCHEDULE G INSURANCE AND SWORN AFFIDAVITS 38 SCHEDULE H BEST VALUE AMENDMENT 39. CITY APPROVED A & E FORM (AUGUST 2010) r TERMS AND CONDITIONS OF AGREEMENT BETWEEN THE CITY OF MIAMI BEACH AND SAVINO & MILLER DESIGN STUDIO FOR t PROFESSIONAL ARCHITECTURE AND ENGINEERING (A/E) SERVICES �- FOR THE PROFESSIONAL ARCHITECTURAL AND ENGINEERING SERVICES IN SPECIALIZED CATEGORIES; ON' AN "AS- NEEDED BASIS ", FOR PROJECTS IN WHCH THE BASIC CONSTRUCTION COST DOES NOT EXCEED $2 MILLION OR FOR STUDY ACTIVITIES WHEN THE FEE FOR SUCH PROFESSIONAL 'SERVICES DOES NOT EXCEED $200,000 This Agreement made and entered into this _ day of 2010, by and between the -CITY OF MIAMI BEACH, a .:municipal corporation existing under the laws of the State of Florida, having its principal offices at 1700 Convention Center Drive, Miami Beach, Florida, 33139, (hereinafter referred to as City), and 'Savino & Miller Design Studio, a Florida corporation having its principal office at 12345 N.E. 6 Avenue, Suite A, North Miami Florida 33161r(hereinafter referred to as Consultant). WITNESSETH: WHEREAS, the City intends to undertake a project within the City Hof Miami Beach, which is more particularly described in the Scope of.Services -attached as Schedule "A" hereto, and wishes to engage the. Consultant to provide specific professional services including, without limitation, A/E services, for the 'Project, at the agreed fees set forth in this Agreement; and WHEREAS, the Consultant desires. to contract with "the City for performance of the aforestated° professional 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: CITY APPROVED A & E FORM, (AUGUST 2010) ARTICLE 1. DEFINITIONS 1.1 ,CITY (OR OWNER): The "City shall mean the City of Miami Beach, a Florida municipal corporation having its principal offices at 1700 Convention Center Drive, Miami Beach, Florida, 331 1.2 CITY COMMISSION: "City Commission ", shall mean the governing and legislative body of the - City. -1.3 CITY MANAGER: The "City Manager" shall mean the chief administrative officer of the City. The. City Manager shall be construed to include any duly= authorized representatives designated in writing (including the Project Coordinator) , with' respect to -.any specific matter(s) concerning the Services and /or this Agreement (exclusive of those authorizations reserved to the City Commission 'or, regulatory or administrative bodies having jurisdiction over any matter(s) related to the Project, the Services, and /or this Agreement). 1.4.-PROPOSAL DOCUMENTS: "Proposal Documents" shall. mean Request for Qualification (RFQ) No. 01- 09/10, entitled "FOR PROFESSIONAL ARCHITECTURAL, -LANDSCAPE ARCHITECTRE, PLANNING & URBAN DESIGN AND ENGINEERING SERVICES IN VARIOUS PROFESSIONAL SPECIALTIES -ON AN "AS- NEEDED BASIS ", FOR PROJECTS IN WHICH THE BASIC CONSTRUCTION COST DOES NOT EXCEED $2 ­ MILLION OR FOR. STUDY ACTIVITIES WHEN THE FEE FOR SUCH PROFESSIONAL SERVICES DOES NOT EXCEED $200,000" issued by the City in *contemplation of this Agreement, together with all amendments thereto (if any), and the Consultant's proposal in response thereto (Proposal), which is incorporated by reference to this Agreement and made a part hereof; provided, however, that in the event of an express conflict between the Proposal, Documents' roposal ,Documents and - this Agreement,, the Agreement shall prevail. ' 1.5 CONSULTANT: The named entity on page 1 of this Agreement, the "Consultant shall mean .the architect/engineer who has entered into a contract with the City to provide the Services described under this Agreement. When the term "Consultant" is used in this Agreement it shall also be deemed to include any officers, employees, sub- consultants, agents, and any other person or entity acting under the supervision, direction, or control of Consultant. Any sub - consultants retained by Consultant for the Project.shall be subject to the prior written approval of the City Manager. Consultant shall . provide the Project Coordinator with copies of _the contract between Consultant and any sub consultant's. Any. such contracts shall contain provisions that preserve and protect the rights of the - 2 CITY APPROVED A & E FORM (AUGUST 2010) t . i City under this Agreement. Nothing contained in this Agreement shall create any contractual relationship between the City and sub- consultants. Any approval of a sub- consultant by the City shall y not, in any .way, shift the responsibility for the quality .and acceptability by the City of the services performed by the sub - consultant, from the Consultant to City.. Payment of / ub- consultants shall be the responsibility of the Consultant, and shall not be cause for any increase in compensation to -the Consultant for payment of the Basic Services. The quality of services,and acceptability to the City of the services performed by such sub - consultants shall -be the sole responsibility of Consultant. -1.6 PROJECT COORDINATOR: The "Project Coordinator" shall mean the individual designated in writing 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 during the design and construction of the Project "(unless expressly provided otherwise in this Agreement or the Contract Documents). 1.7 [Intentionally Omitted] 1.8 BASIC SERVICES: "Basic Services" shall include those services which Consultant shall perform in accordance with the terms of the Agreement (and as required to complete the Project), as further described in Article 2 and Schedule "A" hereto. In addition any Services not specifically addressed as Additional Services (as defined herein) shall be considered Basic Services. 1.9 PROJECT: The "Project" shall mean that certain City capital project that has been approved by the City Commission and is described in Schedule "A" hereto. 1:9.1 Project - . Cost : The "Project Cost ", shall mean the estimated total cost of the Project, as prepared and established by the City, including the estimated Construction Cost and Soft Costs. The Project Cost may, from time to time, ,be revised or adjusted by the City, in its sole discretion, to accommodate approved modifications or changes to the Project or scope.of work. 1.9.2 Proiect Scope The "Project Scope" shall mean the description of the Project in Schedule "A" hereto. 1.10 CONSTRUCTION COST: The "Construction Cost" shall mean the sum which is the actual total cost to the City of the (as established in the Contract Documents, as they may be amended from time to time), including a contingency allowance for unforeseen conditions, not to exceed ten percent (10 %) of the construction cost for new construction, or twenty percent (20 %) of the construction cost for rehabilitation of historic buildings. 3 ,. 1 CITY APPROVED A-& E FORM (AUGUST 2010) For Work not constructed, the 'Construction Cost shall be the. same as the, lowest bona fide bid or competitive, bid received and accepted from a responsive. and responsible bidder or proposer for such Work. 1.10.1 Construction Cost Budget The "Construction Cost Budget" shall mean the amount budgeted by the City for the Construction Cost, as set forth. in Schedule "A" hereto. 1. 10.2 Statemert Of Probable Construction Cost The " "Statement of .Probable Construction Cost shall mean the latest approved written estimate of Construction Cost submitted by Consultant to the City,,.in a format approved by the Project Coordinator: For Work which bids or proposals have not been let, the Statement of Probable Construction Cost shall .be the same as the Construction Cost.` 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, loss caused 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 ; or other causes beyond the parties' control which have, or-may be reasonably expected 'to have, a material adverse effect on the Project, or on the rights and obligations of the parties under this Agreement. and which, by the exercise of due diligence, such parties shall not have been able to avoid provided, however, that inclement weather (except as noted above), the acts or .omissions of sub- con su Itants/su b- contractors, market conditions, labor conditions, "construction industry price trends, and similar matters which normally impact on the construction. process SHALL NOT be considered a Force Majeure. f� If the Consultant is delayed in performing any.obligation under this Agreement due to a, force majeure, ' the Consultant shall request a time extension from the Project Coordinator within "five (5) business days of said force majeure.. Any time extension shall be subject to mutual agreement and shall not be cause for any claim by the Consultant for extra compensation, .unless. additional services are required, and approved pursuant to Article 5 hereof. ' 1.12 CONTRACTOR: "Contractor" shall mean the individual or individuals, firm, company, corporation, " joint venture, or other entity contracting with City for performance of the Work covered in the Contract Documents. 4. CITY APPROVED'A & E FORM (AUGUST 2010) 1.13 - CONTRACT DOCUMENTS: "Contract Documents" shall mean this Agreement (together with all exhibits, addenda, and written amendments issued thereto), and the documents prepared by Consultant in accordance with the requirements of the Scope of Services in Schedule "A" hereto (that form the basis for which the City can receive, bids for the Work included in the documents). The 'Contract Documents shall also include, without, limitation (together with all exhibits, addenda, and written amendments issued thereto), the invitation to bid (ITB), instructions to .bidders, bid form, bid bond, the Contract for Construction, surety payment and performance bonds, Conditions. of the Contract for Construction [General, Supplementary, and other Conditions], Divisions 0 -1'7; Construction Documents, . an approved Change Order(s), approved_ Construction Change Directive(s), and /or approved written order(s) for a minor change in the Work. 1.14 CONTRACT FOR CONSTRUCTION: ".Contract for Construction" shall mean the legally binding agreement between City and with Contractor for performance of the , Work covered. in the Contract J Documents: 1.15 CONSTRUCTION DOCUMENTS: 'Construction Documents shall mean the final plans, technical specifications, drawings, documents, and diagrams prepared by the Consultant pursuant to this Agreement, which show the locations, characters, dimensions .and details of the Work to be done, and which are part of the Contract Documents. 1.16 CONTRACT ' AMENDMENT:.. "Contract Amendment" shall mean a written modification to the - Agreement approved by the City (as specified below) and executed between. City- and ..Consultant, covering changes, additions, or reductions in the terms of this including, without limitation, authorizing a change in the Project, or the method and manner of: performance thereof, or an adjustment in the fee and /or completion dates. . 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 ($25,000.00) or' less (or other such , amount as may be specified by , the City of Miami Beach Procurement Ordinance, as amended). Even for Contract Amendments for less than twenty -five thousand ($25 the City Manager reserves the right to seek and obtain concurrence of the City Commission for approval of any such Contract Amendment. 1.17 .ADDITIONAL SERVICES: "Additional Services shall mean those services, in addition to the Basic Services in this Agreement, which the Consultant shall perform, atthe City's option, and which have been duly authorized, in writing, by the City Manager or his authorized designee, prior to commencement of same. 5 CITY APPROVED A & E FORM (AUGUST 2010) 1.18 WORK:- "Work" shall mean all labor, materials, tools, equipment, services, methods, procedures, etc. necessary or convenient to performance by Contractor of all duties and obligations proposed, by the Contract Documents. 1.19 SERVICES: "Services" shall mean all services, work, and actions by the Consultant performed pursuant to or undertaken under this Agreement. 1,20 SOFT. COSTS: "Soft Costs" shall mean costs related to the _Project other than Construction Cost including, without limitation, Consultant's Basic Services, Additional Services, surveys, testing, general consultant, financing, and permitting fees, etc. 1.21 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. "Base Bid" shall not include Additive Alternates or Deductive Alternates. 1:22 SCOPE OF SERVICES: "Scope of Services" shall include the Project Scope, Basic Services, and any Additional Services (as approved by the City); all as described in Schedule "A" hereto. 1.23 -SCHEDULES: "Schedules" shall mean the various schedules attached to this Agreement and referred to as follows: Schedule A - Scope of Services.. - Schedule B - Consultant Compensation. Schedule C — Consultant Hourly Billing Rate Schedule. Schedule D — Construction`Cost Budget. Schedule Project Schedule. Schedule F - General Conditions of the Contract for Construction Schedule G Insurance Requirements and Sworn Affidavits Schedule. H — Best Value Amendment r ' CITY APPROVED A& E FORM (AUGUST 2010) t a ARTICLE 2. BASIC SERVICES 2.1 The Consultant shall " provide Basic Services for the Project, as required by the Contract . and as set forth in Schedule "A" hereto. 2.2 The Services will be commenced upon issuance of the first Notice to Proceed" which shall, be issued by the Project Coordinator and counter- signed by Consultant. Subsequent Notices to Proceed shall also be issued by the Project. Coordinator. A separate Notice to Proceed" shall be required prior to commencement of each Task (as same are set forth in Schedule "A "' hereto). 2.3 As it relates to the Services and the Project, Consultant warrants and represents to City that it is knowledgeable of "Federal, State,' and local Laws codes, rules and regulations applicable in the jurisdiction(s) in. which the Project is located`, including,. without - limitation, applicable Florida Statutes, and State of Florida codes, rules and regulations, and local (City of Miami Beach and Miami- Dade County) ordinances, codes, and rules and regulations (collectively, "Applicable Laws "). As they relate to the Services and to the Project,. the Consultant agrees to comply with all such Applicable Laws, whether now' in effect or as may be amended. or adopted from time to time, and shall further-take into account all known pending changes to the foregoing of which it should reasonably be aware. Recognizing that the construction of other, projects within the City may `affect scheduling of they construction for the Project, the Consultant shall diligently coordinate performance of the Services with the City (through the Project 'Coordinator) in order to provide for the safe, expeditious, economical and efficient completion -of the Project, without negatively impacting concurrent work by others. The Consultant shall coordinate the Services with all of its sub - consultants, as well "as other consultants, including, without, limitation, City provided consultants (if any). 2 -A The Consultant warrants and represents to City that all of the Services required under this. Agreement shall be performed in accordance with .the standard of care normally exercised in the. design , of comparable projects in South Florida. Consultant warrants and represents to the City that it is. experienced, fully qualified, and properly licensed (pursuant,to."Applicable Laws) to perform the f` Services., Consultant warrants and represents City that it is responsible- for the technical accuracy of the Services (including, without limitation,,. the Design Documents contemplated in Schedule "A" hereto) . CITY APPROVED X& E FORM (AUGUST 26 0) 2.5 The Consultant's Basic Services shall consist of five (5) Tasks (inclusive of planning, design, bidding /award, construction administration, and Additional Services [as may be approved]), all as further described in Schedule. "A"" hereto; and shall also include any and all. of Consultant's responsibilities and obligations with respect to the Project, as set forth in the General Conditions of the Contract for Construction (attached as Schedule "F "' hereto). 2.5.1 Planning Services Consultant shall provide planning services for the Project, as required by the Contract Documents and as set forth in Task 1 of Schedule "A" hereto (entitled "Planning Services "). 2.5:2 Design Services 'Consultant shall prepare Design Documents for the Project, as required by the Contract Documents and set forth in Task 2 of "`A" hereto (entitled "Design. Services "). 2.5.3 Bidding And Award Services Consultant shall provide bidding and award services for - the Project, as required by the Contract Documents and as set forth in Task 3 of .Schedule "A" hereto (entitled " Bidding and Award Services "). 2.5:4 Construction Administration Services Consultant shall provide construction administration services for the Project, as required by -the Contract Documents and as set forth in Task 4 of Schedule "A" hereto (entitled ".Construction Administration Services "). 2.5.5 Additional Services If required (and so approved) by the City, Consultant shall provide Additional Services,'as set forth in Task 5 of Schedule. "A" hereto. .2.6 RESPONSIBILITY FOR CLAIMS AND LIABILITIES: Written decisions and /or approvals issued by the City shall not constitute nor. be deemed a release of the responsibility and liability of the: Consultant (or of any of its officers, .employees, sub- consultants, agents,. and /or servants), for the accuracy and competency of its /their designs, working drawings, plans, technical specifications, or other technical documents, nor shall such approval and /or decisions deemed to be an assumption of such responsibility by the City for a defect, error or omission in designs, working drawings, plans, technical specifications, or other technical documents; provided, however, that the Consultant shall be entitled to reasonably rely upon the accuracy and validity of written decisions and approvals furnished by the City pursuant to this Agreement. CITY APPROVED A'& E FORM (AUGUST 2010) I 2.5 The Consultant's Basic Services shall consist of five (5) Tasks (inclusive of planning, design, bidding /award, construction administration, and Additional Services [as may be approved]), all as further described in Schedule "A hereto; and shall also include, any and all of Consultant's responsibilities and obligations with respect to the Project, as set forth in the General Conditions of the Contract for Construction (attached as Schedule "F" hereto). . 2.5.1 Planning Services Consultant shall provide planning services for the Project, as required . by the Contract Documents and as set forth in Schedule "A" hereto. 2.5.2 Design Services . Consultant shall prepare Design Documents for the Project, as required by the Contract Documents and as set forth in Schedule. "A" hereto. 2.5.3 Bidding And Award Services Consultant shall provide bidding and award services for the Project; .as required by the Contract 1 Documents and as set forth in Schedule "A" hereto.. 2.5.4 Construction Administration Services Consultant shall provide construction administration services for the Project, as required by the Contract Documents and as set forth in Schedule "A" hereto. 2.5.5 Additional Services If required (and so approved) by the City Consultant shall provide Additional Services, as set forth in of Schedule "A" hereto. 2.6 RESPONSIBILITY FOR CLAIMS AND LIABILITIES: Written decisions and /or approvals issued by the City shall not constitute nor be deemed a 'release of the responsibility and liability . of the Consultant (or of any, of its officers, employees, sub- consultants, agents, ( and /or servants), for the accuracy and competency of its /their designs, working drawings, plans, technical specifications, or, other technical documents, nor shall such approval and/or decisions be deemed to be an assumption .of. such responsibility by the City fora defect, error or omission in designs, working drawings, plans, technical specifications, or other technical documents; provided, however, that the Consultant shall be entitled to reasonably rely upon the accuracy and validity of written decisions and approvals furnished by the City pursuant to this Agreement. CITY APPROVED A & E FORM (AUGUST 2010) 2.7 TIME: It is understood `that time is of the essence in the completion of the Project and, in this respect, the parties agree as follows: 2.7.1 Term The term of this Agreement shall commence upon execution by the parties (subject to approval of the Agreement by the Mayor and City Commission) (the Effective Date), and shall be in =effect until all Services are completed or until the work and /or services under the Notices to Proceed in force at the end of the stated period of time have been completed and the Services accepted, whichever may be later: 2.7.2. The Consultant shall perform the Services a's expeditiously as is consistent with the standard of professional skill and care required by this Agreement, and the orderly progress of the Work. 1 2.7.3 The Services shall be performed in a manner that shall ,conform with the approved Project Schedule, attached to as, Schedule "E" hereto. The Consultant may submit requests for an adjustment to the Project Schedule, if made necessary because of undue delays resulting from untimely review taken by the City (or other governmental authorities having jurisdiction over the 'Project) to approve :the. Consultant's submissions, or any.other portion of the Services requiring approval by the City (or other governmental authorities having' jurisdiction over the Project). Consultant shall immediately provide the Project Coordinator with written notice stating the reason for the particular delay; the requested adjustment (i.e. extension) to, the- Project Schedule; and a revised anticipated schedule of completion. Upon receipt °and review of Consultant's request (and such other documentation as the Project Coordinator may require), the Project Coordinator may grant a reasonable extension of time for completion of the particular work involved, and authorize that, the appropriate adjustment be made to the Project Schedule. The Project Coordinator's approval (if granted) shall be in.writing: 2.7.4 Nothing. in this Section 2.7 shall prevent the City from exercising its rights to terminate the Agreement, as` provided elsewhere herein.'" 2.8 Consultant shall - use its best efforts to maintain a "constructive, professional, cooperative working relationship with the Project Coordinator, Contractor, and any and all other individuals and /or firms that have been contracted, or otherwise retained, to perform work on the Project. 2.9 The Consultant shall perform its duties under this Agreement in a competent, timely and professional manner, and shall be. responsible to the City for any failure in its performance, except to the extent that acts or omissions by the City make such performance impossible. f rt 9 CITY APPROVED A &.E FORM (AUGUST 2010) j f The. Consultant is responsible for the professional quality, technical accuracy, completeness, performance and' coordination of all work required under the Agreement (including the.work performed by sub - consultants), within the specified time period and specified cost. The Consultant shall perform . the work utilizing the skill, knowledge, and judgment ordinarily possessed and. used by a proficient consulting with respect to the disciplines required for the performance of the work in the State of Florida. The Consultant is responsible "for, and shall represent to City that the work conforms to City's requirements, as set forth in the Agreement. The Consultant shall be and remain-liable to the City for all damages to the City caused" by the Consultant's negligent acts or errors or omissions in the performance of the work. In additio,n to all other rights and remedies, which the City may have, the Consultant shall, " at its .expense`, re- perform all or any portion of the Services to correct any deficiencies which result from. the Consultant's .failure to perform " in accordance. with the .above standards. The Consultant 'shail also be liable for the replacement or repair of any defective materials and equipment and re- performance of any non- conforming construction services resulting from such deficient Consultant "services fora period from the. Effective Date this Agreement, until twelve (12) r months following final acceptance of the Work, and for. the period of design liability required by applicable law: The Project Coordinator shall notify the Consultant, in writing, of any deficiencies' and shall approve the method and timing of the corrections. Neither the City's inspection, review, approval or acceptance of, nor payment for, any. of the work required under the Agreement shall be construed to relieve the Consultant (or any sub - consultant) of its obligations and responsibilities under the . Agreement,. nor constitute a waiver of any of the - City's rights under the Agreement, or of any cause of f action arising out of the performance of .the Agreement. The Consultant and its sub - consultants shall be and remain liable to the City in accordance with Applicable Laws for all damages to City caused by any failure of` the. Consultant or its sub - consultants to comply with the terms and conditions of the Agreement or by the Consultant or - any sub- consultants' 'misconduct, unlawful acts, negligent acts, errors or omissions in the performance of the Agreement. With respect to the performance of work by sub- consultants; the'Consultant shall, in approving and accepting such work, ensure the professional quality, "completeness, and coordination of the sub- consultant's work. 2.9.1 ' The Consultant shall be responsible for. deficient, defective services and any resulting 4 deficient,.defective construction services re- performed within twelve (1.2) months following final acceptance and shall be subject to further re- performance, repair and' replacement for twelve (12) months from the date of initial re- performance, not to exceed twenty -four, months (24)..from final acceptance. 2.9.2 Consultant Performance Evaluation The Consultant is advised that a performance evaluation of the work rendered throughout this Agreement will be completed by the City and ° kept in the City's files for evaluation of future solicitations. . 10 • CITY APPROVED A & E FORM (AUGUST 2010) 2.10 The City shall have the right, at any time, in its sole and absolute discretion, to submit for review to other consultants (engaged by the City at its expense) any or all parts of the Services and the Consultant shall fully cooperate in such' review(s). Whenever others are required to verify,. review, or consider any work performed by Consultant (including, without limitation, contractors, other design r professionals, and /or 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 with industry standards for design or construction of comparable projects; or which`. are inconsistent with Applicable ' Laws; or which are inconsistent with standards, decisions or approvals provided by the City under this Agreement. Consultant will use . reasonable care and skill, . in accordance and consistent with customary professional standards, in responding to items identified by 'other reviewers in accordance with this subsection. Consultant shall receive comments from -.reviewers, in _writing., including, without limitation (and where applicable), via a set of marked -up drawings and specifications. Consultant shall address : comments forwarded to it in a timely ' manner. The term "timely" shall be defined to mean as soon as y, possible under the circumstances, taking into account the timelines of the Project Schedule. - 2.11 [Intentionally Omitted] 2.12 Consultant agrees that when any portion of the Services relates ;to a professional service which, under Florida Statutes, requires a, license, certificate of authorization; or other form of legal entitlement to practice and /or perform such Service(s), it shall employ and /or retain only qualified duly licensed certified personnel to provide same. 2.13 Consultant agrees to designate, in writing, within five ' (5) calendar days after issuance of the first Notice to Proceed, a qualified licensed professional to serve as its project manager (hereinafter referred to as the "Project Manager "). The Project Manager shall 'be authorized and responsible to act on behalf of Consultant with respect to directing, coordinating and administrating all aspects of the Services. Consultant's. Project Manager (as well as any replacement) shall be subject ,,to the prior written approval of the City Manager or his designee (who in this case shall be the Project Coordinator). Replacement (including reassignment) of an approved Project Manager shall not be made without the prior written approval of ' the City Manager or his designee (i.e. the Project Coordinator). 2.13.1 Consultant agrees, within fourteen (14) calendar�days of receipt of written notice from the City Manager or his designee (which notice shall state the cause therefore), to promptly remove and replace a Project Manager„ or any other personnel employed or otherwise retained by Consultant for the Project ( including, without limitation, any sub- consultants). 11 CITY APPROVED A & E FORM (AUGUST 2010) r n 2.14 Consultant agrees not to divulge, furnish or make available to any third party(ies),' any non - public information concerning the Services or the Project, without the prior written consent of the City Manager or his designee (who shall be the Project. Coordinator), unless such disclosure is incident to the proper performance of the Services; or the disclosure is required pursuant to Florida -- Public Records laws; or, in the course of judicial proceedings, where such information has been properly subpoenaed. Consultant shall also require its employees and sub- consultants to comply with this subsection. 2.15 The City and Consultant acknowledge that the Services do not delineate every detail and minor , work task required to be performed by Consultant to complete the Project. if, during the course of performing of the Services, Consultant determines that work should be performed to .complete the Project which is, in the Consultant's reasonable opinion, outside the level of effort originally anticipated in the Scope of Services, Consultant shall promptly notify the Project Coordinator, in writing, and shall obtain, the Project 'Coordinator's written consent before. proceeding with such work. If Consultant proceeds with any such additional work without obtaining the prior written consent of, the Project Coordinator, said work shall be deemed to be within the original Scope of Services, and deemed included as a Basic Service `(whether or' not specifically addressed in the Scope of Services). Mere notice by Consultant to the Project Coordinator shall not constitute authorization or approval by the City to perform such work. Performance of any such work by Consultant without the prior written consent' of the Project Coordinator shall be undertaken at Consultant's sole risk and liability. 2.16 Consultant shall establish, maintain, and categorize any and all Project documents and records pertinent to the Services and shall provide the. City, upon request, with copies of any and, all such documents and /or records. In addition, Consultant shall' provide electronic document files to the City upon completion of the Project. 2.17 The City's participation in the design and construction of the Project shall in no way be deemed to relieve the Consultant of its. professional duties and responsibilities under the Contract Documents or under Applicable Laws. 2.18 GREEN BUILDING STANDARDS: The Consultant shall comply with the requirements of Section 255.2575, Florida Statutes, and Chapter 100 of the City Code, as both may be amended from time to time, addressing applicable Leadership in Energy and Environmental Design (LEED) compliance requirements. CITY APPROVED A & E FORM (AUGUST 2010) 2.19. SUB - CONSULTANTS: All services provided by sub - consultants shall be consistent with those commitments made by the Consultant in its Proposal and during the competitive solicitation selection process and interview. Such services shall be undertaken and performed pursuant to appropriate written agreements between -the Consultant and the sub- consultants, which shall contain provisions that preserve and protect "the rights of the City under this Agreement. Nothing contained in this Agreement shall create any contractual relationship between the City and the sub - consultants. The Consultant shall not retain, add, or replace any sub- consultant without the prior"written_ approval of the City Manager, in response to a written request from the Consultant stating the :reasons for any proposed substitution. Any approval of a sub - consultant by the City Manager shall not in any way shift the responsibility for the quality and acceptability by the City of the services performed by the sub - consultant from the Consultant to the City: The quality of services and acceptability to.the City of the services performed by sub - consultants shall be the sole responsibility of Consultant,. The Consultant shall cause the names of ,sub - consultants responsible for significant portions of the Services to be inserted on the plans and specifications. ARTICLE'3. THE CITY'S RESPONSIBILITIES 3.1 The City. Manager shall designate a Project Coordinator, in writing, who shall be the City's authorized representative to coordinate, direct, and review all matters related to this Agreement and. the Project during the design and construction of same .(except unless otherwise expressly provided in this Agreement 'or the Contract Documents). The Project Coordinator shall - be 'authorized. (without limitation) to. transmit instructions, receive information, and'. interpret; and define City policies and decisions with respect to the Services and the Project. However, the Project Coordinator 'is not authorized to issue any verbal or written orders or instructions to Consultant that would have the affect (or be interpreted as having the effect) of modifying or changing, (in any way) the following: a) the of Services; b) the time within which Consultant is obligated to commence.and complete the Services; or c) the amount of compensation the City is obligated or committed pay Consultant. 3.2 The City shall make .available to Consultant all information that the City has in its possession c pertinent to the Project. Consultant hereby agrees and acknowledges that, in making any such information available to Consultant, the City makes no express or implied certification, warranty,, and /or representation as to the accuracy or completeness of such information: The Consultant understands, and hereby agrees and acknowledges, that it is obligated to verify to the extent it deems 13 CITY APPROVED A & E FORM (AUGUST 2010) necessary all information furnished by the City, and that it is solely responsible for the accuracy and applicability of all such information used by Consultant. Such verification shall include, without limitation, visual examination of existing conditions in all encompassed by the Project, where such examination can be made without using, destructive measures (i.e. excavation or demolition). Survey .information. shall be spot checked to the extent that Consultant has satisfied -itself as to the reliability of the information. 3.3 [Intentionally - Omitted] -- 3.4 At any time, in his /her sole discretion, the City Manager may furnish accounting, and insurance • counseling services for the Project (including, without' limitation, auditing services to verify the Consultant's applications for .payment, or to ascertain that Consultant has properly remitted payment due to its sub- consultants or vendors). 3.5 If the City observes or otherwise becomes aware. of .any fault or defect in the Project, or non- conformance with the Contract Documents, the City, through the Project Coordinator, shall give prompt written notice thereof to the Consultant. 3.6 . The City, acting in its proprietary capacity as Owner not in its regulatory.capacity, shall render any administrative .approvals and decisions required under this Agreement, in writing, as reasonably expeditious for the ''orderly progress of the Services and of the Work. No City administrative (proprietary) approvals and /or decisions required under this Agreement shall be unreasonably conditioned, withheld, or delayed; provided, however, that the City shall *at all `times have the right to approve or reject any such requests 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 Except where otherwise expressly noted in the Agreement or the Contract Documents,-the City Commission shall be the body to consider, comment upon, or approve any amendments or modifications to this Agreement. 3.7.2 The City Commission shall - be the body to consider, comment upon, or approve any assignment, sale, transferor subletting of this Agreement. Assignment.and transfer shall be defined 'to also include sale of the majority of the stock of a corporate consultant. 14 CITY APPROVED A & E FORM (AUGUST 2010) 3.7.3 Upon written request from Consultant, the City Commission shall hear appeals from administrative decisions of the City Manager or the Project Coordinator. In such cases, the Commission's decision shall be final and binding upon.all parties. 3.7.4 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 Except where otherwise expressly noted in. this Agreement, the City Manager shall serve as the. City's primary representative to whom administrative (proprietary) requests for decisions and approvals. required hereunder by the City shall be made. Except where otherwise expressly noted in this Agreement or the Contract Documents, the City Manager shall issue ,decisions and authorizations which may include, without limitation, proprietary review, approval, or comment upon the schedules, plans, reports, estimates, contracts, and other documents submitted to the City by Consultant. .3.8.1 The City Manager shall have prior review and approval of the Project Manager (and any replacements) and of any 'sub-consultants". (and any replacements). 3.8.2 The City Manager shall - decide, and render - administrative (proprietary) decisions on matters arising pursuant to this Agreement which are not expressly provided for in this. Agreement. In his /her discretion, .the City Manager may also consult with the. City Commission on such matters.' 3.8.3 At the request of Consultant, the City Manager shall be authorized, but not required, to reallocate monies . already budgeted toward payment of the Consultant; provided, however, that the Consultarnt's compensation (or other budgets established by this Agreement) may not be increased without the prior approval of the City Commission, which approval (if granted at.all) shall be in its sole and reasonable discretion. 3.8.4 [Intentionally Omitted] 3.8.5 The City Manager may approve Contract Amend ments-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); provided that no such amendments increase any of the budgets established by this Agreement. 15 CITY APPROVED A'& E FORM 2010) j - l•3.8.6 The City Manager may, in his /her sole discretion, -form a committee or committees, or A inquire of, or consult with, persons for the purpose of re oeiving advice and recommendations relating to *the exercise of the City's powers, dutiesl and responsibilities under this Agreement or'the Contract .Documents. 3.8.7 The City Manager shall be the City Commission's authorized representative with regard to acting on behalf of the City in the event of issuing any default notice(s) under this- - Agreement, and, should such, default remain uncured, in terminating the Agreement (pursuant to and - in accordance -with Article 10 hereof). i• ARTICLE 4. RESPONSIBILITY FOR CONSTRUCTION COST f 4. TheiCity has established the Construction Cost Budget for the Project, as set forth in Schedule , "D ", attached hereto. 4.2 Consultant shall certify, and warrant to the City all estimates' of Construction Cost prepared 'by. w Consultant. 4.3 Consultant shall warrant. and represent to the City that its review. and evaluation. of the Construction Cost Budget, Statement .of Probable Construction . Cost, and any other cost estimates prepared (or otherwise provided) by Consultant for the Project, represent Consultant's best judgment as an experienced design professional familiar with the construction industry; provided, however, that l Consultant cannot (and does not) guarantee that bids or negotiated prices will not Vary from any estimates 'of Construction Cost. or other cost evaluation(s) prepared (or othe rwise provided) by Consultant. 4.4 The Construction Cost Budget (as established in, Schedule "D" hereto) shall not be exceeded without fully justifiable, - extraordinary, and, unforeseen circumstances (such as Force Majeure) which are.be and the control of the parties. An expenditure above this amount shall b � subject to prior City. . Y P Y P 1 Commission approval which, if granted at all, shall. be at the sole and reasonable discretion of the City Commission. The City Commission shall have no obligation to approve 1, an increase in the Construction Cost Budget and, if such budget is exceeded, the City Commission may, at its sole and . reasonable discretion, terminate this Agreement (and the remaining Services)1.'without any further liability to the City. 4.5 If the lowest and best base bid exceeds *the Construction Cost Budget by more than five percent (5 %), the City Commission may, at its sole option and discretion, elect any of the following options: (1) 16. CITY APPROVED A & E FORM (AUGUST 2010) approve an increase to the Construction Cost Budget; (2) reject all bids, and (at its option) authorize rebidding of the Project; (3) abandon the Project and terminate the remaining Services without any --further liability to the City; (4) select as many Deductive Alternatives as may be necessary to bring the lowest and best bid within the Construction Cost Budget; or (5) work,with the Consultant to. reduce the i Project Scope, construction schedule, sequence of Work, or such other action, as deemed necessary, to reduce the. Construction Cost Budget. In the event the City elects to reduce the Project Scope, the Consultant shall provide any required revisions to the Contract Documents (including, without limitation, the Construction' Documents), and provide re- bidding services, as many times as reasonably requested by the City, at no additional cost to the City, in order to bring any resulting, responsive and responsible bids within five percent (5 %) of the Construction Cost Budget. ; { ARTICLE 5. ADDITIONAL SERVICES 5.1 Additional Services shall only be performed by Consultant following receipt of written authorization by the Project Coordinator (which authorization must be obtained prior to commencement of any such additional work by Consultant). The written authorization shall contain a description of the Additional Services required; an hourly fee (in accordance with the rates in Schedule "C" hereto), with a "Not, to. Exceed" amount; Reimbursable Expenses (if any) with a "Not to Exceed" amount; the amended - - i Construction Cost Budget (if applicable); the time required to complete the Additional Services; and an amended Project Schedule (if applicable). "Not to Exceed" shall mean the maximum cumulative. hourly fees allowable (or, in the case of Reimbursable Expenses, the maximum cumulative expenses allowable), which the Consultant shall not exceed without further written authorizal ion of.the Project Coordinator. The "Not to Exceed" amount is not a guaranteed maximum cost for the additional work requested (or, in the case of Reimbursables, for the expenses), and all costs applicable to same shall be verifiable through time sheets (and, for Reim bursables, expense reviews). ( � 5.2 Additional Services may include, but not be limited to; the following` 111 5.2.1 Providing additional work relative to the Project which arises ` from subsequent circumstances. and causes which do not currently exist, or which are not contemplated by the parties at the of execution of this Agreemen t (excluding circumstances and causes resulting from error, omission, inadvertence, or negligence of Consultant). 5.2.2 Serving as an expert witness in connection with any public hearing, arbitration proceeding, or legal proceeding, unless the subject matter at issue has arisen from the error omission, inadvertence, or negligence of Consultant. 5.23 [Intentionally Omitted] 17 CITY APPROVED A& E FORM (AUGUST 2010) 5.2.4 Assistance in connection with bid protests, re- bidding, or re- negotiating contracts (except for Contract Document revisions and re- bidding services required under Section 4.5 hereof, which shall be provided at no additional cost to City) ARTICLE 6. REIMBURSABLE EXPENSES 6.1 Reimbursable Expenses are an allowance set aside by the City and shf ll include actual expenditures made by.the Consultant in the interest of the Project. The Reimbursable Expenses allowance, as specified in Schedule "B" hereto, belongs to, and shall be controlled by., the City. Any money not directed to' be .used by City for .Reimbursable Expenses shall remain with the City (i.e. unused portions will not be paid to Consultant). Notwithstanding the above, any Reimbursable Expenses in excess of $500 must be authorized, in advance, in writing, by the Project Coordinator. Invoices or vouchers for Reimbursable. Expenses shall be submitted to the Project Coordinator (along with -any supporting receipts and other . back -up material requested by the Project Coordinator)'. Consultant shall certify as to each such invoice and /or voucher that the amounts and items claimed as reimbursable are "true and correct and in accordance with the Agreement. 6.2 Reimbursable Expenses may include, but not be limited to,-the following: 6.2.1 Cost of reproduction, courier, and postage and. handling ofi drawings, plans, specifications, and other Project documents (excluding reproductions for the office use of the Consultant and its sub- consultants, and courier, postage and handling costs between the Consultant and its sub- consultants). 6.2.2 Costs for reproduction and preparation of graphics for community workshops. 6.2.3 Permit fees required by City of Miami Beach regulatory bodies having jurisdiction over the Project (i.e. City permit fees). . 18 CITY, APPROVED A & E FORM (AUGUST 2010) r ARTICLE 7: COMPENSATION FOR SERVICES 7.1 Consultant's "Not to Exceed" fee for provision of tithe Services shall be negotiated between City' and Consultant, and shall be set forth in Schedule "B" ' hereto. 7.2 Payments for Services shall be made within forty -five (45) calendar days of receipt and approval of an acceptable invoice by the Project Coordinator. Payments shall be made in; proportion to the Services satisfactorily performed,. so that the payments for Services never exceed the, progress percentage noted in the Consultant's Progress Schedule (to be submitted with, each invoice). No mark - up shall be allowed on subcontracted work. . 7.3 Approved Additional Services shall be compensated in accordance with the holurly rates set forth in Schedule "C," attached hereto. Any request for payment of Additional Services shall be included with a Consultant payment request. 'No mark -up shall be allowed on Additional Services (whether sub - contracted or not). 7.4 Approved ' Reimbursable Expenses . shall be paid in accordance with Article 6+ hereto, up to the "Not to Exceed" Reimbursable allowance amount in Schedule "B" hereto. Any reque e st for payment of Reimbursable Expenses shall also-be included. with Consultant's. payment request. No mark-up shall be allowed on Reimbursable Expenses. 7.5 ESCALATION: During the .Term of:this Agreement, - the City may, by written directive approved and executed by the City Manager, adjust the fees included in the Hourly Billing '' Rate Schedule in Schedule " o C" heret, to reflect the change in the. Consumer Price Index (CPI) on a year to year basis. ` Such adjustment will be based on the cumulative change of the CPI for 'the -Miami urban- area, provided that in no event shall any the annual increase exceed three percent (3 %). .7.6 No retainage shall be made.from the Consultant's compensation on accounttof sums withheld by - the City on payments to ,Contractor. 7.7 METHOD OF BILLING AND PAYMENT. Consultant` shall invoice the Project Coordinator in a timely _manner, but no more than once-on a monthly basis. . Invoices shall identify the nature and extent, of'the work. performed; the total hours of work performed by employee category; and the respective hourly - billing rate ass ociated therewith. In the event sub-consultant ' work is used, the percentage of completion shall be identified. Invoices shall also itemize and summarize any Additional Services and/or Reimbursable Expenses: .A copy of the written approval of the Projct Coordinator for the requested Additional Service(s) or Reimbursable Expense(s) shall accompany the invoice. 19 3 CITY APPROVED A & E FORM (AUGUST 2010) 7.7.1 If %requested, Consultant shall provide back -up for past and. current invoices that records hours for all work (by employee category), and cost itemizations for Reimbursable Expenses (by category). f 7.7.2 The. City shall pay Consultant within forty -five (45) calendar days from receipt and approval of an acceptable invoice by the Project Coordinator. 7.7.3 Upon completion of the Services, Consultant's final payment shall require the prior written approval of the City Manager before disbursement of same. ARTICLE 8. CONSULTANT'S ACCOUNTING AND OTHER RECORDS I 8.1 All books, records (whether financial or otherwise), correspondence, technical documents, and any other records or documents related to the Services and /or Project will be available for examination and, audit by the City Manager, or his /her authorized 'representatives, at Consultant's office (at the address designated in Article 15 [ "Notices "]), during customary business hours. All such- records shall be kept at least for a period of three (3) years after Consultant's cornpletioni of the Services. Incomplete or 'incorrect entries in such records and accounts relating personnel services and expenses may be grounds for City's disallowance of any fees or expenses based upon, such entries. Consultant shall also bind its sub- consultants to the requirements of this Article and ensure compliance therewith ARTICLE 9. OWNERSHIP OF PROJECT DOCUMENTS 9.1 All notes, correspondence, documents, plans and specifications, designs, drawings, renderings, calculations, specifications,. models, photographs, reports, surveys, investigations., and any other - documents. (whether completed or partially completed) and copyrights thereto for Services performed f or produced in the performance of this Agreement, or. related to the Project, whether in paper or other hard copy medium or in electronic medium, except with respect to copyrighted standard details and designs owned by the Consultant or owned by a third party and licensed to the - Consultant for use and reproduction, shall become the property of the.City. Consultant shall deliver all such documents to -the Project Coordinator within thirty (30) days'of completion of the Services (or. within thirty (30) days of expiration or earlier termination of this Agreement as the case may However, the City may grant an - ,exclusive license of the copyright -to the Consultant #or reusing and reproducing copyrighted materials or portions thereof as authorized by the City Manage C r in advance and in riting, In addition, - the Consultant shall not disclose, release, or make available any document to any third party without CITY APPROVED A & E FORM (AUGUST 2010) c prior written approval from the City Manager. The Consultant shall warrant to the City that it has been granted a license to use. and reproduce any standard details and designs owned by a third party and 4 used or reproduced by the Consultant i'n'the performance of this Agreement. Nothin contained herein shall be deemed to exclude any document from Chapter 119, Florida Statutes. ! 9.2 .The Consultant is permitted to. reproduce copyrighted material described above subject to prior written approval of the City Manager. .9.3 At the City's option, the . Consultant may be: authorized, as. an Additional iService, to adapt copyrighted material for additional or - other work for. the City; however, payment to Consultant for such adaptations will be limited to an amount not greater-than 50% of the original fee earned to adapt the original copyrighted material to a new site. 9.4 The City shall have -the right to modify the Project or any, components thereof without permission from the Consultant or without any additional compensation to the Consultant. The Consultant shall be released from any liability resulting from such modification. 9.5 The Consultant shall')bind all sub- consultants to the Agreement requirements for re -use of plans and specifications.. ARTICLE 10. TERMINATION OF AGREEMENT r .10.1 TERMINATION FOR LACK OF FUNDS: The City is a entity and is subject to the appropriation of funds. by its legislative body in an. amount sufficient to allow, continuation of its f performance in accordance with, the terms 'and conditions of this Agreement. 'In the event there is a a lack of adequate funding either for the Services or .the Project (or both), the City may terminate this Agreement without further liability to the City. 10.2 TERMINATION FOR CAUSE: The City,, through the City Manager, may terminate this Agreement for cause, upon written notice to Consultant, in the event that the Consultant (1,) violates any provision of this Agreement or performs same in bad faith; (2) unreasonably delays the performance of the Services or any portion thereof; or (3) does not perform -the Services or any portion thereof in a timely and satisfactory manner. In the case of termination for cause by the City, the Consultant shall first be granted a thirty (30)'. day cure-period (commencing upon r ceipt of the initial written notice of default from the City) CITY APPROVED A & E FORM - (AUGUST 2010) 10.2.1 In the "event this.Agreement is terminated for cause by the City, the City, at its sole option and discretion, may take over the remaining Services and complete them by contracting with, another consultant(s), or otherwise. The Consultant shall* be liable to the City • for any additional cost(s) incurred by the City due to such termination.. "Additional Cost" is defined as the difference between the actual cost of completion of the Services, and the cost f of completion of such Services had the Agreement not been terminated. 10.2.2 In the event of termination for cause by'the City, the City shall only be obligated to pay Consultant for those Services satisfactorily performed and. accepted prior to the date of termination (as such date is set forth in, or can be calculated from, the City's initial written default notice). Upon payment of any amount which may be due to Consultant pursuant to this subsection 10.2.2, the City shall have no further liability to Consultant. , 10.2.3 As a condition precedent to release of any payment which may be due, to Consultant under subsection 10.2.2, the .Consultant shall promptly assemble and deliver to the Project Coordinator any and all Project documents prepared (or caused to A be prepared) by Consultant(including, without limitation, -those referenced in subsection 9.1 hereof). The City shall not be responsible for any cost incurred by Consultant for assembly, copy, and /or delivery of Project documents pursuant to this subsection. 10..3 TERMINATION FOR CONVENIENCE: In addition to the City's right to terminate for cause, the City through the City Manager, may also terminate this Agreement, upon fourteen. (14) days prior .written notice to Consultant, for convenience,, without cause, and without penalty . when (in its sole discretion) it deems such termination to be in the best interest of the City. In the event the City terminates the Agreement for convenience, Consultant shall be compensated; for all Services satisfactorily performed and accepted up to the termination date (as set forth inI the City's written . notice), and for Consultant's costs in assembly and delivery to the Project. Coordinator of -the Project documents (referenced in subsection 102.3 above). Upon payment of any amount which may be due to Consultant pursuant this, subsection 10.3, the /City shall, have no further liability to Consultant. 10.4 TERMINATION BY CONSULTANT: The Consultant may only terminate. this Agreement for cause, upon thirty (30) days prior written notice / to the -City, in the event that the City willfully vio ates any provisions of this Agreement or unreasonably delays payment of the Services or any portion thereof. In the event of a termination for cause by Consultant, the City shall pay Consultant for any Services satisfactorily performed and accepted up to the date of termination; provided, however, that the City shall first be granted a thirty (30) -day cure period (commencing upon'Iecei'pt of Consultant's initial written notice): 22 CITY APPROVED A & E FORM (AUGUST 2010) 10.4.1 The Consultant shall have no right to terminate this Agreement for convenience. -: 10.5 IMPLEMENTATION OF TERMINATION: In the event of termination (whether for cause or for convenience), the Consultant shall immediately, upon receipt of the City'si written notice of termination: (1) stop the performance of Services; (2) place no further orders or ' issue any other subcontracts, except for those which may have already been approved, in writing, by the Project Coordinator; (3) terminate all existing orders and subcontracts; and (4) promptly assemble all Project documents (for delivery to the Project Coordinator). f ARTICLE 11. INSURANCE 11.1 At all times during the Term of this Agreement, Consultant shall maintain the following required insurance coverage in full force and effect. The Consultant shall not commence any work until I satisfactory proof of all required insurance coverage has been furnished to the Project Coordinator: (a) Professional Liability Insurance, in the 'amount of one million dollars. ($1,000,000.00), per o ccurrence, with a maximum deductible of $150,000 per occurrence, $450,000 aggregate. Consultant shall notify the Project Coordinator, in writing, within thirty (30) qays of any claims filed or made against its Professional Liability Insurance policy. (b) Comprehensive General Liability Insurance, in the amount of one million dollars ($1 Single Limit Bodily . Injury and Property Damage coverage, for each: occurrence,, which shall include products, completed operations, and c ntractual liability coverage. The City of Miami Beach, Florida must be named as an additional insured on this policy. (c) Worker's Compensation and Employer's Liability coverage within th,,e . statutory limits required under Florida law: 11.2 The Consultant must-give the Project Coordinator at least thirty (30) days prior written notice of cancellation or of substantial modifications in any required insurance coverage. All certificates and endorsements shall contain this requirement.. . j 11.3 The insurance must be furnished by an insurance company rated B +: VI or better, or its equivalent, according to Bests' Guide Rating Book, and by insurance companies duly authorized to do business in the State of Florida, and countersigned by the company's Florida resident agent. ; 23 CITY APPROVED A & E FORM (AUGUST 2010) - -11.4 Consultant shall 'provide the Project'Coordinator with a certificate. of insurance of all required insurance policies. The City reserves.the right to require a certified copy of such ,policies, upon written . request to Consultant. ARTICLE 12. INDEMNIFICATION AND HOLD HARMLESS 12.1 Pursuant to Section 725.08, Florida Statutes, the Consultant shall indemnify and hold harmless the City and its officers, employees, agents, and instrumentalities, 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 this Agreement. The Consultant shall pay all claims and losses in connection therewith and shall investigate' and defend all claims, suits, or actions of any kind or nature in the name of the City,;where applicable, including appellate proceedings, and . shall pay all costs, judgments, and attorney's fees which may issue thereon. Consultant expressly understands and agrees that any insurance protection required by this Agreement or otherwise provided by Consultant shall in no way limit its responsibility to indemnify, ' keep, and save harmless, and defend the City or its officers, employees, agents, and instrumentalities as herein provided. 12.2 The Consultant agrees and recognizes that the City shall -not be held liable or responsible for any claims which may result:from any-negligent, reckless, or intentionally wrongful actions, errors or omissions of the Consultant in which the City participated either through .reviewf or concurrence of the Consultant's actions. In reviewing, approving or rejecting any submissions by the Contractor, or other acts of the Consultant, the City in no way assumes or shares any responsibil lty or liability of the ' Consultant (including, without limitation its sub - consultants and /or any registered professionals (architects and /or engineers) under this Agreement). ARTICLE 13. ERRORS AND OMISSIONS 13.1 ERRORS AND OMISSIONS: It is specifically agreed that any construction changes categorized by the City as caused by an error, an omission, or any combination thereof in the Contract Documents that were prepared by the Consultant will constitute an additional cost to the. City that would not have been incurred without the error. The damages to the City for errors, omissions or any combinations thereof shall be calculated as the total cost of any damages or incremental costs to the City resulting out of the errors or omissions by the Consultant. . CITY APPROVED A & E FORM (AUGUST 2010) Damages shall include 'delay damages caused by the Terror, omission, or any combination thereof. Should the Consultant disagree that all or part of such damages are the result of errors, omissions, or any combination thereof, the Consultant may appeal this determination, in writing, to'the City's Capital Improvement Projects Director (the Director). The Director's decision on all claims, questions and disputes shall be final,, conclusive and binding upon the parties hereto - unless such determination is clearly arbitrary or unreasonable. In the event that the Consultant does.not agree with the decision of the Director,, the Consultant shall present any such objections, in writing, to\ the City Manager. The Director and the Consultant shall abide by the decision of the City Manager. This paragraph does not constitute, a waiver of any party's right to proceed in a court of, competent jurisdiction after the above. administrative remedies have been exhausted. 1 ; j ARTICLE 14. LIMITATION OF LIABILITY The City desires to. enter into this Agreement only if in so doing the City can place a limit on its 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 "not to exceed" amount ;of the fee paid to Consultant under this Agreement, less any amount(s) actually paid to Consultant hereunder. Consultant hereby expresses its willingness to enter into this Agreement, with Consultant's recovery . E from the City for any damages for action for breach of contract to be limited to Consultant's not to exceed fee under this Agreement, less any amount(s)* actually paid by the City; to the Consultant hereunder. 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 f this Agreement, in an amount in excess of the "not to exceed. amount" of Consultant's fees Y 9 ,. , under this Agreement, which amount shall be reduced by any amount(s). actually paid by the City 'to Consultant hereunder. ' _Nothing contained in this subsection, or elsewhere in this Agreement, is in any wa intended to be a waiver of the limitation placed upon City's Liability, as set forth ,in Section 768.28, Florida Statutes. t -CITY APPROVED A& E FORM (AUGUST 2010) �. . r ARTICLE 15. NOTICE All written notices given to City by Consultant shall be addressed to: City Manager's Office I City of Miami Beach 1700 Convention Center Drive Miami Beach, Florida 33139 Attn: Jorge Gomez, Assistant City Manager' With a copy to: . Capital ; Improvement Projects Office City of M.iam'i Beach 1700 Convention Center Drive Miami Beach, Florida 33139 Attn: Fernando Vazquez, CIP Assistant (Acting) Director I All written - notices given,to the Consultant from the City. shall be addressed to: Savino & Miller Design Studio 12345 N.E. 6t Avenue, Suite A North Miami, Florida 33161 Attn :. Barry Miller, Vice President All' notices mailed to either party shall be deemed to be sufficiently transmitted if sent by certified mail, return receipt requested. ARTICLE 16. MISCELLANEOUS PROVISIONS 16.1 VENUE: 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 i 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, .in{ federal court. BY ENTERING INTO THIS AGREEMENT, CONSULTANT AND CITY EXPRESSLY WAIVE ANY RIGHTS. EITHER PARTY MAY HAVE TO A TRIAL BY JURY OF ANY CIVIL LITIGATION. RELATED TO; OR ARISING OUT OF, THIS AGREEMENT. CITY APPROVED A & E FORM (AUGUST 2010) ' i 16.2 EQUAL OPPORTUNITY EMPLOYMENT GOALS: Consultant agrees that it will not discriminate against any employee or applicant for employment for work under this Agreement because of, race, color, national origin, religion, sex gender identity, sexual orientation, disability, marital or familial status, or age,. and `will take affirmative steps to ensure that - applicants are employed and' employees are. treated during employment without regard to race,' color, 'national origin, religion, sex, gender identity, sexual orientation, disability, marital or familial status or age. I 16.3 PUBLIC ENTITY CRIMES -ACT: In accordance with the Public Entity Crimes Act (Section f 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. submit a bid on a contract with the City for the construction or repair of a public building or public work, may not bid on 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 287.017, Florida Statutes, for Category Two, for a period of 36 months - from the date of being placed on the convicted vendor list. For violation of this subsection by Consultant, City shall have the right to terminate the Agreement without any liability to City, a_ nd ; pursue debarment of Consultant 16.4 NO CONTINGENT FEE :. Consultant warrants that it has not employeo or retained any company or person, other than a bona fide employee working solely for Consultant, Ito solicit. or secure this Agreement, and that it has_ not paid or agreed to pay any person, company, corporation, 'individual. or firm., other than a bona fide employee working solely for Consultant, any i fee; commission, i percentage, gift, or other consideration contingent upon or resulting from the award or making of this Agreement. For the breach or ,violation of this subsection, .City.-shall have the right to terminate the Agreement, .without any .liability or, at, its 'discretion, to deduct from the contract price (or otherwise recover) the full amount of such fee, commission, percentage, gift, or consideration. { 16..5 LAWS AND REGULATIONS: 1.6.5.1 The Consultant shall, .during the Term of this Agreement; be governed by Federal, State, Miami =Dade County, and City laws, ordinances, and codes, I hich may have a bearing on the Services involved in, the Project. t 27 CITY APPROVED A & E FORM (AUGUST 2010) r l 16.5.2 Project Documents In accordance with Section. '119.01 i (3) (ee), Florida Statutes, entitled. "Inspection, Examination, and Duplication of Records;' 'Exemptions," all building plans, blueprints, schematic drawings, and diagrams, including draft, -preliminary, and i final formats, are exempt from the provisions. of Section 119.07(1), Florida Statutes (inspection i and copying of public _records), and s. 24(a),. Article I of the State Constitution. Information made exempt by this paragraph, with prior written approval from`.the City Manager, may be disclosed to another entity to perform its duties and responsibilities; to a licensed architect, engineer, ,or contractor who is performing work on or related to the Project;•or upon a showing of good,'cause before a court of competent jurisdiction. The.entities or persons receiving such g information shall maintain the exempt status of the information. 16.5.2.1 In addition to the requirements in this subsection 16.5',.2, the Consultant agrees to 'abide by all applicable Federal, State, and City procedures, as may be amended from time to time, by which the :documents are handled, copied., 'and distributed which may include, but is not limited. to, each employee of Consultant and sub- consultants-that will be involved in the. Project being required to sign an agreement stating that they will not copy, duplicate, or distribute the documents; unless authorized by the City Manager,• Mlwriting. 16.5.2.2 The Consultant and its sub- consultants agree in writing that the Project documents are to be kept and maintained in a secure location.. .16.5.2.3 Each set of the Project documents are to be , numbered and the whereabouts 'of the documents shall be tracked at all times: f 16.5.2.4 A log is developed to track each set of documents logging in the date, time, and name of the individual(s) that work on or view the documents. 16.6 CORRECTIONS TO CONTRACT DOCUMENTS: The Consultant shal,l prepare, without added compensation,: all necessary -supplemental documents to correct errors, 'omissions, and /or ambiguities which may exist'in the Contract 'Documents prepared by Consultant, including .documents t. prepared by� its sub - consultants. Compliance with this.subsection shall not be *construed to relieve the Consultant from any liability, resulting from any such .errors, omissions, and /or ambiguities in the Contract Documents and, other documents or Services related thereto. { n . 28 - CITY APPROVED A & E FORM (AUGUST-2010) I } .16.7 WARRANTY: The Consultant warrants that the Services 'furnished to the City under this Agreement shall conform to the quality expected of and usually provided, by the profession in the State of Florida applicable to the design and construction of public and commercial facilities. 16.8 NON- EXCLUSIVITY: Notwithstanding any provision of this non - exclusive Agreement, the City is not precluded from retaining or utilizing any other architect, engineer, design professional or other consultant to perform any incidental Basic Services, Additional Services, or ;other professional services within the contract limits defined in the Agreement. The Consultant sh'all have no claim against the City as a result of the City electing to retain or utilize such other architect engineer, design professional, or other consultant_to perform any.such incidental Services. 16.9 ASSIGNMENT: The Consultant shall not assign, transfer or convey this Agreement to any other person, firm, association or corporation, in whole or in part, without the prior*written consent of the City Commission, which consent, if given, at all, shall be at the Commission's sole option and discretion. However, the Consultant will be 'permitted to cause portions. of, the Services to - be performed by sub - consultants, subject to the prior written approval of the City Manager. 16.10 SUCCESSORS AND ASSIGNS: ''The Consultant and the City each binds himself /herself, his /her partners, successors, legal representatives .and assigns to the other party of the Agreement o and to the partners, successors, legal representatives, and assigns , of such party in respect to all covenants of this, Agreement., The Consultant shall afford the City (through the Commission) the opportunity to a rove or reject all proposed assi pees, successors or other changes in the ownership ` pP Y PP J p p 9 9 p structure and composition of the Consultant. Failure to do so constitutes a- breach of this Agreement by the Consultant. 16.11 PROVISION OF ITEMS NECESSARY TO COMPLETE SERVICES:' In the performance of the Services prescribed herein, it shall be the - responsibility of the Consultant to provide all salaries, wages, materials, equipment, sub - consultants, and other purchased services, etc:, as necessary to complete said Services. r 16.12 INTENT OF AGREEMENT: l 16.12.1 The intent of the Agreement is for the Consultant to provide design services, and to include all necessary items for the proper completion of such services for a fully functional Project which, when constructed in accordance with the design, will .be able, to be used by the 29 CITY APPROVED A & E FORM (AUGUST 2010) City for its.intended purpose. The Consultant shall perform, as Basic Services, .such incidental work which may not be specifically referenced, as necessary to complete thel Project. 16.12.2 This Agreement is for the benefit of the parties -only and it--does not grant rights to a third party beneficiary, to any person, nor does it. authorize anyone not - a party to the Agreement to maintain a. suit for personal injuries, professional liability, or property damage pursuant to the terms or.provisions of the Agreement. 16.12.3 No acceptance, order, payment, or certificate of or by the City, or its employees or agents, shall either stop the City from asserting any rights or operate as a waiver of any provisions hereof or of any power or right herein reserved to the City or of any rights to damages herein provided. , 16.13 This document incorporates and includes all prior negotiations, correspon 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 - that are not contained in this document. Accordingly, the parties agree that no deviation from the terms hereof 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 shall be effective unless memorialized in written document approval and, executed with the same formality and of equal dignity herewith. [REMAINDER OF THIS PAGE LEFT INTENTIONALLY BLANK] 3.0 CITY APPROVED A & E FORM (AUGUST 2010) 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 their respective . witnesses and City Clerk on the day and year first hereinabove written. Attest CITY OF MIAMI BEACH: CITY CLERK AYOR s 7 4 ADO CONSULTANT: SAVINO & MILLER DESIGN ttHtEi0 St �- Signature /Secretary Signature /President Print Name Print Name - APPROVED AS TO FORM & LANGUAGE & FOR EXECUTION / y torney ate F: \PURC \$ ALL \Maria \RFQ'S \09- 10 \RFQ- 01 -09 -10 AE Rotational List\Agreements \Savino Miller.doc CITY APPROVED'A & E FORM (AUGUST 2010) r . AGREEMENT.SCHEDULES NOTE: WITH THE EXCEPTION OF SCHEDULE "C" (CONSULTANT'S HOURLY BILLING RATE SCHEDULE), THE ATTACHED SCHEDULES ARE FOR- ILLUSTRATIVE PURPOSES. WHEN CON'SU'LTANT IS ASSIGNED A PROJECT AND /OR STUDY ACTIVITY (IES) UNDER THE TERMS OF THE AGREEMENT, THE SPECIFIC SCHEDULES PERTAINING, TO THAT PROJECT AND /OR STUDY ACTIVITY (IES) (I.E. THE SCOPE OF SERVICES; CONSULTANT COMPENSATION; CONSTRUCTION r COST BUDGET PROJECT SCHEDULE; INSURANCE REQUIREMENT; ETC) SHALL BE NEGOTIATED AND ATTACHED AND, ALONG WITH THE 'TERMS OF THE AGREEMENT, SHALL BE THE AGREEMENT THAT GOVERNS FOR THAT PARTICULAR PROJECT AND /OR STUDY ACTIVITY (IES). t i 32 CITY APPROVED A & E FORM (AUGUST 2010) SCHEDULE A SCOPE OF SERVICES 33 J CITY APPROVED A & E FORM (AUGUST 2010) 4 i . SCHEDULE B CONSULTANT COMPENSATION Schedule of Payments 1 Planning Services * $XXXXXXXX Design Services* $XXXXXXXX Bidding and Award Services $XXXXXXXX Construction Administration $XXXXXXXX Reimbursable Allowance` $XXXXXXXX Historic Preservation Board / Design Review Board (if required) $XXXXXXXX Note *: These services will be paid lump sum based on percentage complete of each phase as identified in the individual tasks. Note**: Construction Administration will be paid on a monthly basis upon commencement of construction. F In the event that, through no fault of the Consultant, Construction Administration services are required to be extended, which extension shall be subject to prior City approval, and what shall be at the 'City's sole discretion, the Consultant .agrees to extend said services for'$XXXXXX, per month, for the duration required to complete the Project. Note * * *: The Reimbursable Allowance belongs to the City and must be approved in writing, in advance, by the Project Coordinator. Unused portions will not be paid to the Consultant. . 0 34 CITY APPROVED A & E FORM (AUGUST 2010) ti SCHEDULE C HOURLY BILLING RATE SCHEDULE Project Engineer (Coastal or Project Princi al $ 150.00 Other) $ 101.00 Project Manager $ 120.00 Sr. Field Services Professional $ 101.00 Senior Civil Engineer $ 120.00 Field Services Professional $ 70.00 Civil Engineer $ 101.00 Threshold Inspector $ 120.00 Senior Electrical Engineer $ 120.00 Structural Special Inspector $ 95.00 Electrical Engineer $ 101.00 Technical Editor $ 65.00 Senior Mechanical Engineer $ 120.00 Senior GIS Specialist $ 101.00 Mechanical Engineer $ 101.00 GIS Specialist $ 75.00 Senior Structural Engineer $ 120.00 Staff En ineer /Geolo ist /Scientist $ 82.00 Structural Engineer $ 101.00 Landscape Designer $ 83.00 Senior Environmental Engineer $ 120.00 Planner $ 101.00 Project Principal ( Structural Environmental Engineer $ 101.00 Engineer) $ 150.00 Project Manager (Structural Environmental Technician $ 65.00. Engineer) $ 120.00 Environmental Specialist $ 55.00 CAD Technician (Structural) $ 55.00 - Environmental Permit - Specialist $ 55.00 Traffic Engineers $ 101.00 Project Scientist $ 105.00 Cost Estimator $ 65.00 Senior Surveyor $ 120.00 Specifications Writer $ 55.00 Construction Administrator / - Surveyor, f 4 $ 101.00 Manager $ 82:06 - Surveyor Support Staff $ 60.00 Senior Project Manager $ 120.00 Senior Architect $ 120.00 MEP Project Engineer $ 120.00 i Horticultural /maintenance Architect $ 101.00 Consultant $ 75.00 f Senior Designer $ 120.00 Irrigation Engineer $ 82.00 - Designer $ 83.00. Job Captain $ 80.00 Senior Urban Planner $ 120.00 Interior Designer $ 8100 Senior CAD Technician $ 60.00 Principal/Director of Design ! $ 120.00 CAD Technician $ 55.00 Senior Landscape Architect $ 120.00 - Landscape Architect $ 101.00 Clerical - $ 35.00 Administrative Assistant $ 35.00 Survey Crew Party of 2 $ 122.33 . Survey Crew Party of 2 w/ GPS $ 146.53 - Survey Crew Party of 3 $ 148.21 Survey Crew Party of 3 w/ GPS $ 171.31 Survey Party of 4 $ . 183.75 - Survey Crew Party of 4 w/ GPS $ 217.50 Sr. Inspector CEI) $ 90.00 Inspector (CEI, Field or Construction) $ 82.50 35 CITY APPROVED A & E FORM (AUGUST 2010) SCHEDULE D COSTRUCTION COST BUDGET 1 - r CITY APPROVED A & E `FORM (AUGUST 2010) SCHEDULE E PROJECT SCHEDULE • 37 CITY APPROVED A& E FORM (AUGUST 2010) 1 SCHEDULE F J GENERAL CONDITIONS OF THE CONSTRUCTION CONTRACT h J ti 38 CITY APPROVED A & E FORM (AUGUST 2010) SCHEDULE G INSURANCE REQUIREMENTS AND SWORN AFFIDAVITS } 39 CITY APPROVED A & E FORM (AUGUST 2010) CERTIFICATE OF INSURANCE SUCH INSURANCE AS RESPECTS THE INTEREST OF THE CERTIFICATE HOLDER WILL NOT BE CANCELED OR OTHERWISE 'TERMINATED WITHOUT GIVING 10 DAYS PRIOR WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED 'BELOW, BUT IN NO EVENT SHALL THIS CERTIFICATE BE VALID MORE THAN 30 DAYS FROM THE DATE WRITTEN. THIS CERTIFICATE OF INSURANCE DOES° NOT VIANGE THE COVERAGE PROVIDED .BY ANY POLICY DESCRIBED BELOW. This certifies that: [D STATE FARM MUTUAL AUTOMOBILE INSURANCE COMPANY of Bloomington, Illinois, or STATE FARM FIRE AND CASUALTY COMPANY of Bloomington, Illinois has coverage in force for the following Named Insured as shown below - Named Insured SAVINO & MILLER DESIGN STUDIO Address of Named Insured 12345.N.E. 6 AVENUE Suite A N Miami, FL - 33161 POLICY NUMBER 575 2462 - 608 -59K 654 2616-A02 -5913 r EFFECTIVE DATE OF 081081201010 - 02108/2011 071021201.0 - 0210212011 POLICY 2007 HONDA CIVIC 2008 VW JETTA DESCRIPTION OF J } VEHICLE LIABILITY COVERAGE NYES ❑NO NYES. ❑NO ❑YES ❑NO ❑YES ❑NO LIMITS OF LIABILITY a. Bodily Injury $500,000.00 $300,000.00 Each Person a. Bodily Injury $500,000.00 $300,000.00 Each Accident b. Property Damage $500,000.00. ' $300,000.00 c Bodily Injury & Property Damage Single Limit Each Accident PHYSICAL DAMAGE NYES ❑NO NYES ❑NO ❑YES. ❑NO ❑YES . ❑NO COVERAGES $ 250.00 Deductible 500.00• Deductible Deductible Deductible a. Comprehensive ®YES [:]NO ®YES ❑NO ❑YES — ]NO ]YES ❑NO b. Collision $250.00 Deductible $500.00 Deductible Deductible Deductible EMPLOYER'S NON- OWNERSHIP ❑YES ❑NO ❑YES. ❑NO ❑YES ❑NO []YES []NO COVERAGE HIRED CAR COVERAGE YES []NO [:]YES ❑NO [:]YES ❑NO [:]YES J ❑NO _. AGENT 59-2715' 10/01 //2010 Signa a of Authorized Representative Title Agent's Code Number Date Name and Address of Certificate Holder Name and Address of Agent CITY OF MIAMI BEACH STATE FARM INSURANCE. 1700 CONVENTION CENTER DRIVE RODNEY K. WOLF INSURANCE AGENCY" TH MIAMI BEACH, FL' 33139 16525 NE 10 AVENUE ATTENTION: KENNETH PATTERSON, N MIAMI BEACH, FL 33162 Office Associate V, Procurement Division PH- (305)940 -5222 -FAX (305)947 -5858 Check if a permanent Certificate of Insurance for liability coverage is needed: ❑ Check if the Certificate Holder should be added as an Additional Insured: Remarks: �/ a PROJECT: RFQ -01 -09/10 I J 1`58- 4430.2 Rev. 9 -94 Printed in U.S.A. Client #:.116325 SAVINMIL A C O/ \ U. C ERTIFICATE OF LIABILITY INSURANCE DATE 06 /20 /YYYY) s 10/06/2010 'THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate is �an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does no_t confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONT 1. NAME: USI Insurance. Services, LLC /SC P HO NE 305 669 -6000 FAX A/C 'No Ext : (A/C, No): P.O. Box 141916 E-MAIL ADDRESS: Coral Gables, FL 33114 -1916 PRODUCER CUSTOMER ID #: 305 669 -6000 INSURER(S) AFFORDING COVERAGE NAIC # INSURED INSURER A: Hartford Ins CO Of SE 38261 Savino & Miller Design Studio INSURER s Technology Insurance Company, 1 42376 12345 NE 6 Avenue, Suite A INSURER C: . North,Miami, FL 33161 INSURER D INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD j INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES. DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE DDL UBR POLICY EFF POLICY EXP LIMITS LTR NSR D POLICY NUMBER MM /DD/YYW MM /DD /YYYY A GENERAL LIABILITY 21 SBALF5961 08/28/2010 08/28/2011 EACH OCCURRENCE $2,000,000 X COMMERCIAL GENERAL LIABILITY DAMAGE TO RENTED PREMISES Ea occurrence) $300,000 CLAIMS -MADE a OCCUR MED EXP (Any one person) $10,000 > PERSONAL & ADV INJURY $2,000,000 . GENERAL AGGREGATE $4,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP /OP AGG $4,000,000 POLICY PRO- LOC All $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT, (Ea accident) $ ANY AUTO BODILY INJURY (Per person) $ ALL OWNED AUTOS t BODILY INJURY (Per accident) $ SCHEDULED AUTOS i PROPERTY DAMAGE HIRED AUTOS (Per accident) $ NON -OWNED AUTOS $ UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB HCLAIMS-MADE AGGREGATE $ DEDUCTIBLE $ RETENTION $ B WORKERS COM PENSATION TWC3214979 11/07/2009 11/07/201 WC STATU- OTH- AND EMPLOYERS' LIABILITY TORY LIMITS I IER ANY PROPRIETOR/PARTNER/EXECUTIVE YIN - E.L. EACH ACCIDENT $1,000,000 ❑Y N OFFICER/MEMBER EXCLUDED? (Mandatory in NH) , E.L. DISEASE - EA EMPLOYEE $1,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below E:L. DISEASE - POLICY LIMI $1, 000,000 DESCRIPTION OF OPERATIONS /LOCATIONS /VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) Re: Project RFQ -01 -09/10 City of Miami Beach is named as Additional Insured as respects to the general liability insurance. CERTIFICATE HOLDER CANCELLATION 30 Da Vs for Non- SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City Of Miami Beach ACCORDANCE WITH THE POLICY PROVISIONS.. Procurement Division- Kenneth Patterson AUTHORIZED REPRESENTATIVE 1700 Convention Center Drive Miami, FL 33139 ©1988 -2009 ACORD CORPORATION. All rights reserved. ACORD 25 (2009/09) 1 of 1 The'ACORD name and logo are registered marks of ACORD #S4875457/M4854096 SJMEV G A CERTIFICATE OF LIABILITY INSURANCE DATE ( 09 /°°/YYYY) 09/29/2010 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO'RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE_ DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME RICH PIVARCYK LeatzoW Insurance PHONE (630)468 -6060 FAX (630) 928 -0595 . 2301.W. 22nd Street S uite. 208 EMAIL ADDRESS Bich @ ,leatzowinsurance.com Oak Brook, IL 60523 INSURER(S) AFFORDING COVERAGE NAIC # INSURER A: New Hampshire Insurance Company 23841 INSURED INSURER B: SavinO. & Miller Design Studio, P.A. 12345 N.E. 6th Ave. INSURER c: Suite A INSURER D: North Miami Beach, FL 33161 INSURER E: INSURER": COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD, INDICATED. NOTWITHST, ANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID INSR ADD SUBR . POLICY EFF POLICY EXP TYPE OF INSURANCE POLICY NUMBER LIMITS LTR 1NSR WVD 1MM /DD /YYYY) (MM /DD /YYYY) GENERAL LIABILITY EACH OCCURRENCE $ COMMERCIAL GENERAL LIABILITY ❑ ❑ DAMAGE TO RENTED $ PREMISES (Ea occurrence) CLAIMS MADE a OCCUR MED EXP (Any one person) $ DOES NOT APPLY PERSONAL AND ADV INJURY $ GENERAL AGGREGATE $ GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS- COMP /OP AGG $ POLICY PROJECT LOC $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ ANY AUTO ❑ Scheduled El El DOES accident) Autos DOES NOT APPLY BODILY INJURY (Per person) $. . 4 IC ❑ ALL OWNED ❑ Non -owned w K BODILY INJURY (Per accident) $ AUTOS Autos I� / 1 Hired Autos PROPERTY DAMAGE $ # (Per accident) UMBRELLA LIAB OCCUR 1:1 EACH OCCURRENCE $ EXCESS LIAB CLAIMS -MADE DOES NOT APPLY AGGREGATE $ DED RETENTION $ $ WORKERS COMPENSATION WC STATU- ER AND EMPLOYERS' LIABILITY Y/N TORY LIMITS ANY PROPRIETOR /PARTNER /EXECUTIVE NIA DOES NOT'APPLY E.L. EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? �� E.L. DISEASE - EA EMPLOYEE $ 11 E.L. DISEASE - POLICY LIMIT $ 1,000,000 each claim A PROFESSIONAL LIABILITY 1-1 E 020398462 1/8/2010. 1/8/2011 1,000,000 aggreg DESCRIPTION OF OPERATIONS ! LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) Re: RFQ - 01 ' 09/10 CERTIFICATE HOLDER CANCELLATION City of Miami Beach SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE Procurement Division PI ATION DATE THEREOF , NOTICE WILL BE DELIVERED IN ACCORDANCE WITH EX R Attn: Kenneth Patterson Office Assoc. THE POLICY PROVISIONS. 1700 Convetion Center Drive MIAMI BEACH FL 3 AUTHORIZED REPRESENTATIVE LEATZOW INSURANCE. 1988= 0 ACORD CORPORATION. All rights reserved. ACORD 25 (2010/05) The ACCORD name and logo are registered marks of ACORD CERTIFICATE OF INSURANCE SUCH INSURANCE AS RESPECTS THE INTEREST OF THE CERTIFICATE HOLDER WELL NOT BE CANCELED OR OTHERWISE TERMINATED WITHOUT GIVING 10 DAYS PRIOR WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED BELOW, BUT IN NO EVENT SHALL THIS CERTIFICATE BE VALID MORE THAN 30 DAYS FROM THE DATE WRITTEN. THIS CERTIFICATE OF INSURANCE DDES NOT�C`HANGE THE COVERAGE PROVIDED BY ANY POLICY DESCRIBED BELOW. This certifies that: ® STATE FARM MUTUAL AUTOMOBILE INSURANCE COMPANY of Bloomington, Illinois, or ❑ STATE FARM FIRE AND CASUALTY COMPANY of Bloomington, Illinois has coverage in force for the following Named. Insured as shown below: Named Insured SAVINO & MILLER.DESIGN STUDIO Address of Named Insured 12345 N.E. 6 AVENUE - Suite A N Miami, FL 33161 D V � POLICY NUMBER 575 2462- 608 -59K 654 A16 -A02 -5913 EFFECTIVE DATE OF 08/081201010 - 02108/2011 07/02/2010 - 0210212011 W/X POLICY I a till I 2007 HONDA CIVIC 2008 VW JETTA n DESCRIPTION OF VEHICLE LIABILITY COVERAGE ®YES ❑NO ®YES ONO DYES ❑NO ❑YES ❑NO LIMITS OF LIABILITY a. Bodily Injury $500,000.00 $300 Each Person ; a. Bodily Injury $500,000.00 $300,000.00 Each Accident b. Property Damage $500,000.00 $300,000.00 c. Bodily Injury 8 Property Damage Single Limit Each Accident PHYSICAL DAMAGE ®YES [ (EYES ❑NO [ ❑NO []YES [ COVERAGES $250.0Q Deductible $500.00 Deductible Deductible Deductible a. Comp rehensive ZYES ❑NO ®YES ❑NO ❑YES ❑NO [:]YES ❑NO b. Collision 250.00 Deductible $500.00 Deductible Deductible Deductible EMPLOYER'S NON- OWNERSHIP ❑YES ❑NO ❑YES ❑NO ❑YES ❑NO ❑YES ❑NO . COVERAGE HIRED CAR COVERAGE r _� YES [ ❑YES [ ❑YES ❑NO DYES ❑NO AGENT 59 -2715 10/01//2010 Signs e of Authorized Representative Title Agent's Code Number Date Name and Address of Certificate Holder Name and Address of Agent CITY OF MIAMI BEACH STATE FARM INSURANCE 1700 CONVENTION CENTER DRIVE- RODNEY K. WOLF INSURANCE AGENCY MIAMI BEACH, FL 33139 16525 NE 10 AVENUE ATTENTION: KENNETH PATTERSON, N MIAMI BEACH, FL 33162 Office Associate V, Procurement Division PH- (305)940 -5222 -FAX (305)947 - 585.8 C -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- Check if a permanent Certificate of Insurance for liability coverage is needed: ❑ Check if the Certificate Holder should be added as an Additional Insured: Remarks: PROJECT: RFQ -01 -09/10 158 - 4430.2 Rev. 9 -94 Printed in U.S.A. SCHEDULE H BEST VALUE AMENDMENT The Consultant agrees to abide by all the required documentation of the City's Performance Information Procurement System and submit the weekly reports. f . r t i 40 CITY APPROVED A & E FORM (AUGUST 2010)