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PSA with Johnson Controls, Inc. avig- 30 /z. PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF MIAMI BEACH. AND - JOHNSON CONTROLS; INC. . . . . '.7 PHAE 1A.SERVICES FOR SMART CITY STREET LIGHTING SYSTEM;PURSUANT TO REQUEST.FOR QUALIFICATIONS NO: 2017-119KB This Professional Services Agreement(Agreement) is entered into this F day ofet•,.: 2018; between the CITY OF MIAMI BEACH, FLORIDA,. a municipal corporation organized and existing under the laws of the State of Florida, having its.principaloffices. at 1700 Convention Center Drive, Miami Beach, Florida, 33139 (the City), and JOHNSON CONTROLS; INC., a Wisconsin corporation, with an office at 15901 SW 29th Street #801 Miramar, Florida 33027 Consultant SECTION 1 DEFINITIONS : Agreement This Agreement between the City and Consultant, including any exhibits and amendments thereto: City Manager: The chief administrative officerof the.City. City Manager's Designee: The City staff member who: is designated by the City Manager to.:_ administer this Agreement on behalf of the City: The City Manager's designee shall be the Public.Works Department Director Consultant:- For the purposes of`this Agreement, Consultant shall:be deemed to be an independent contractor, and not an agent or employee of the City. Services: All services, work and actions by:the:Consultant performed or undertaken. . . :pursuann t to the Agreement. Fee: Amount paid to the Consultant as compensation for Services; Proposal Documents: Proposal Documents shall .mean City of Miami Beach Request for Qualifications: No. 20.17-11.9KI3 for Smart City Street Lighting System,. together with all amendments thereto, issued by the City in contemplation of.this Agreement (the RFP), and the Consultant's proposal in response thereto (Proposal), all of which are hereby incorporated:andmade a part • - hereof, provided, however, that in the event: of an express conflict between the Proposal Documents and this Agreement, the following order of precedent shall prevail:this:Agreement;the RFP; :and:the Proposal.. Risk Manager: The Risk Manager of the City, with offices at 1700 Convention Center Drive, Third Floor, Miami Beach, Florida 331.39; telephone.number (305) 673-7000, Ext 6435;and fax number(305) 673-7023. . -- 1 3: SECTION 2 SCOPE OF SERVICES 2.1 In consideration of the Fee to:be paid to Consultantby the City, Consultant shall provide the:Work and services described under the heading Phase 1A- in Exhibit "A" hereto. (the Services): Although Consultant may be provided with a schedule of the available hours to provide its services, the City shall not control nor have the right to control the hours 'of:the services performed by the.Consultant; where the services are performed (although.the.CO.will provide • • Consultant with the appropriate Iodation to perform the services); when the services are . : performed, including how Many days a week the services are performed; how the services.are s. : performed, or any other aspect of:the actual manner and means of accomplishing the services : provided,: Notwithstanding the foregoing, all services provided by the Consultant shall be performed in accordance with the terms and conditions set forth in Exhibit "A" and to the reasonable satisfactionof the City Manager. If there are any questions regarding the services to_be performed, Consultant should contact the following person: Roy Coley, Public Works Director- • City of Miami Beach 170.0 Convention_Center Drive: Miami Beach, Fl 33139.. 2,2 Consultant's Services, and any deliverables incident thereto, shall be completed in accordance with the timeline and/or schedule related to.Phase 1A in Exhibit"A" hereto. : : • 2.3 The following are exclusions, assumptions, exceptionsand/or City responsibilities: •• Pricing estimate for inventory assumes 9,000 lights.. Price will be adjusted if actual inventory exceeds this amount.. • • • Current pricing excludes design of emergency and egress lighting systems. ' • ._Pricing assumes that`other than meter upgrades, no. design modifications will:be required except replacement as necessary for the lighting circuits: • • : The City will provide the Consultant's team with mapsof the City owned, operated, and : maintained properties in scaled parcel maps or as-built drawings, either inPDFor CAD : form. :This scope does:not include work:on lands owned,:operated, and maintained by :private owners, nor does. this scope include properties or public rights-of-way owned, operated, and/or maintained by other local, county, and state jurisdictions outside of the ;City of Miami Beach: It is also assumed this scope does not include the City leased- spaces, building, or lands-where_the City is not the owner, operator, or maintainer. Assumes lightingfor analysis is all City-owned lightfixtures,.-and excludes:utility-owned lights and any other lights owned by other entities like state/county lights. Consultant :assumes that all lighting falling under the jurisdiction of the City isincluded in this effort. This includes not o:nly;corridors,but all City-owned properties. : • 2A Execution of this Agreement only serves as notice to proceed with the scope of work associated with Phase 1A, as referenced in Exhibit "A" attached hereto. The Phase 1B,and Phase-,2 forms of contract will be negotiated between the...parties utilizing:Exhibit "A" attached 2 hereto. Notwithstanding the foregoing or any otherterm ofthis Agreement, the City shall be under no obligation to proceed with any work or services beyond those services contemplated in Phase 1A of Exhibit "A", to this.Agreement. Approval of any other work or services in Exhibit "A," including without limitation Phase 1B and Phase 2,shall be subject to the prior approval of the City Commission; which approval, if given at all, shall be at the. City Commission's sole • discretion: SECTI.ON'3 TERM. The term of this Agreement .(Term) shall commence upon execution of this Agreement by all partieshereto, and shall have an initial term of twelve (12) months. - Notwithstanding the 'Term provided herein,.Consultant shall adhere to any:specifictimelines,. sch edules, dates, and/or performance_milestones for completio.n and delivery of the Services, as same is/are set forth in the timeline and/or schedule referenced for Phase: 1A in Exhibit "A ereto. • SECTION.4 FEE • 4.1. In consideration•of the Servicesto be provided, Consultant shall be compensated • according to:the price and payment termsreferenced for Phase 1A in Exhibit "A" attached hereto. 4.2 . INVOICING`. • Upon receipt of an invoice, payment(s) shall be made within forty-five (45) days for that portion.: (or those portions) of the Services satisfactorily rendered (and referenced in the particular • invoice): Invoices shall include a detailed description:of the Services (or portions thereof) provided, and. • shall be submitted to the City at the following address: City of.Miami Beach . Public Works Department . 1700.Convention Center Drive Miami Beach, FL 33139: . Attn: Roy Coley,Public Works Director •3 1 SECTION 5 TERMINATION 5.1 TERMINATION FOR CAUSE. If. the Consultant shall fail to fulfill in a timely manner, or. otherwise violates, any -of the covenants,agreements, orstipulations material to this Agreement, the City, through its City Manager, shall thereupon have theright toterminate this Agreement for cause, Prior to • exercising its option to terminatefor cause, the City shall notify the Consultant of its violation of the particular term(s) of this Agreement, andshall grant Consultant thirty (30) days to cure such default: If such default remains uncured after thirty (30) days, the City may terminate this Agreement without further notice to Consultant. Upon termination, the City shall be fully discharged from any and all liabilities, duties, and terms arising out of, or:by virtue of, this Agreement, provided that Consultant shall be paid only for those Services satisfactorily : performed and accepted by the City prior to the effective date of such termination: Notwithstanding the above, the Consultantshall not be relieved of liability to the: City for • damages:sustained by the City by any breach of the.Agreement by the Consultant: The City, at its sole option and discretion, shall be entitled to bring any and.all legaliequitable actionsthatit deems to be in its best.interest in order to enforce .the:City's rights and:remedies against Consultant, The City shall be entitled to recover all costs of such actions, including reasonable attorneys'fees.: 5.2 . TERMINATION FOR CONVENIENCE.OF THE CITY THE ; CITY MAY ALSO, THROUGH ITS CITY MANAGER, AND FOR : ITS CONVENIENCE AND WITHOUT CAUSE, TERMINATE THE.AGREEMENT AT ANY TIME DURING THE TERM BY GIVING WRITTEN .NOTICE. TO CONSULTANT OF SUCH TERMINATION;:WHICH:SHALL:BECOME EFFECTIVE WITHIN THIRTY (30)' DAYS FOLLOWING. RECEIPT BY THE CONSULTANT OF SUCH NOTICE. ADDITIONALLY, IN THE EVENT OF A PUBLIC HEALTH, WELFARE OR SAFETY CONCERN, AS DETERMINED BY THE CITY MANAGER, IN THE CITY MANAGER'S SOLE DISCRETION, THE CITY MANAGER,. PURSUANT TO A VERBAL . OR WRITTEN NOTIFICATION TO CONTRACTOR, MAY IMMEDIATELY SUSPEND THE SERVICES UNDER THIS AGREEMENT FOR A TIME CERTAIN (IN WHICH CASE TIME FOR PERFORMANCE SHALL BE EXTENDED TO ACCOUNT FOR THE DELAY CAUSED BY SUCH SUSPENSION), OR IN THE ALTERNATIVE, TERMINATE THIS AGREEMENT ON A GIVEN: DATE. IF THE AGREEMENT IS TERMINATED: FOR. CONVENIENCE: BY :THE CITY, CONSULTANT SHALL BE PAID FOR . ANY SERVICES SATISFACTORILY PERFORMED UP TO THE DATE OF TERMINATION; FOLLOWING WHICH THE CITY SHALL BE DISCHARGED FROM ANY AND ALL LIABILITIES, DUTIES,-AND TERMS ARISING OUT OF, .OR BY VIRTUE - AGREEMENT. 5.3 TERMINATION FOR INSOLVENCY The City also reserves the right to terminate the Agreement inthe event the Consultant is placed either in voluntary or involuntary bankruptcy or makes.an assignment for the benefit of creditors. In such event, the right and obligations for t_he•parties shall be the same as provided • for in Section 5.2. • • l. 4 3 SECTION 6 INDEMNIFICATION AND INSURANCE REQUIREMENTS 6.1 INDEMNIFICATION Consultant agrees to indemnifyand hold harmless the City of Miami. Beach and its officers, �. employees,.agents, and contractors,from and against any and all third party actions (whether at �. law or in :equity), claims, liabilities, losses, and expenses, including, but not limited to, reasonable attorneys' feesand costs,:forpersonal; economic or bodily injury; wrongful death, loss of or damage to property, arising from the negligent acts, errors, omissions or other wrongful conduct arisingfrom.the negligent acts, errors, omissions or other wrongful conduct of the Consultant, its officers, employees; agents, contractors, or any other person or:entity acting under Consultant's control or supervision, in connection with; related to, or as a result of the Consultant's performance.:of the Services.:pursuant to this:Agreement. To,that extent, the.:. Consultant shall pay all: such third party claims and losses and shall pay :all such costs and . " judgments which may issue from any lawsuit arising:from:such claims and losses, and shall pay all costs and reasonable attorneys'fees expended by the City in the defense of such claims and - losses,including appeals. The Consultant expressly understands and agrees that any insurance protection required by this Agreement or otherwise provided by the Consultant shallin no way limit the Consultant's responsibility-to indemnify, keep and save harmless and defend the City or its officers, employees, .agents and instrumentalities as .herein proviided. .Notwithstanding anything tothe contrary contained herein, neither Consultant nor the City of Miami Beach will be responsible to the other for any.special, indirect, or consequentialdamages; including but not limited to loss of.use of lost profits., • The: parties agree that one percent (1%) of the total compensation :to Consultant for performance of the Services under.this Agreement is the specific consideration from the City to the Consultant for the Consultant's indemnity agreement. The provisions of this Section 6:1 and of this indemnification shall survive termination or expiration of this Agreement: :�. 6.2 INSURANCE REQUIREMENTS • The.Consultant shall maintain and carry in full force during the Term, the following insurance: 1. Consultant General Liability; In the amount of$1,000,000; 2.Consultant Professional Liability, in the amount of$200,000; and 3:Workers Compensation&EmployersLiability,as:required:pursuant to Florida Statutes. The insurance must be:furnished byinsurance companies: authorized to dobusiness in the' State of.Florida, :All insurance policies must be issued by companies rated no less than 'B+" as to management.and not, less than."Class VI" as.tostrength by thelatest. edition .of.Best's. . Insurance Guide; published by A.M. Best Company, Oldwick, New Jersey, or its.equivalent. ' All of.Consultant'scertificates shall.contain endorsements providing that written notice shallbe given to the City at least thirty (30) days prior to termination, cancellation or reduction in . coverage in:the policy: The insurance certificates for General Liability shall:include th a City as an additional-insured and shall contain a waiverof subrogation endorsement: Original certificates of insurance must be submitted to the City's Risk Manager for approval (prior to:any work and/or services commencing) and will be kept on file in.the Office of the Risk - Manager. The:City shall have the right to obtain from the Consultant.specimen copies of the: insurance policies in the,event that submitted certificates of insurance are inadequate to ascertain compliance with required coverage. The Consultant is also solely responsible for obtaining and submitting:all insurance certificates for any.sub-consultants.: Compliance with the foregoing requirements shall not relieve.the Consultant of the liabilities and i. obligations under this Section or under any other portion of:this Agreement: The Consultant shallnot commence any work and or services pursuant to this Agreement until all insurance required under this Section hasbeen obtained and such insurance has been approved by the City's Risk Manager.. • SECTION 7 LITIGATION JURISDICTION/VENUE/JURY TRIAL WAIVER This Agreement shall be construed in accordance with the laws of the State of Florida, This Agreement shall be enforceable in Miami-Dade County, Florida, and iflegal action is_necessary by either party with respect to the enforcement of any or all of the:terms or conditions herein, exclusive_venue.for the enforcement of same shall lie in Miami-Dade County, Florida. By. . . entering into this Agreement; Consultant and the 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: ._ SECTION 8 LIMITATION OF CITYS LIABILITY The City desires to enter into this Agreement only if in so doing the City can place a limit on the 'City's liability for any cause of action, for money damages due to an alleged breach by the City of this Agreement, so that its liability for any such breach never exceeds the sum of $10,000..: Consultant hereby expresses its willingness to enter into this Agreement with Consultant's recovery from.;the City for any.damage action for breach of contract to be.limited to a maximum :. . amount of$1.0,000. Accordingly, and notwithstanding any other term or condition of this Agreement, Consultant herebyagreesthat the.City shall not be.liable to the Consultant for:damages in an .amountin excess of$10,000 for any action orclaim for breach of contract arising out:of the performance or non-performance of any obligations imposed upon the City by.this Agreement. Nothing contained in this section or elsewhere in this Agreement is in any way intended to be a waiver of the limitation:placed upon the;City's liability, as.set forth in Section 768.28, Florida Statutes: 6. • �i . 1 SECTION 9 . . DUTY OF CARE/COMPLIANCE WITH APPLICABLE LAWS/PATENT RIGHTS;COPYRIGHT; AND CONFIDENTIAL FINDINGS : is 9.1 DUTY OF CARE. With respect to the performance of the work and/or service contemplated•herein, Consultant shall exercise that degree: of:.skill, care, efficiency and diligence normally: exercised by : reasonable persons :and/or recognized :.professionalswith respect to the performance of comparable work and/or services.. • 9.2COMPLIANCE WITH APPLICABLE LAWS • In its performance of the work and/or services, Consultant shall comply with all applicable laws, ordinances; and regulations of the City,: Miami-Dade County; the State of Florida, and the• federal government, as applicable: 9.3 PATENT RIGHTS; COPYRIGHT; CONFIDENTIAL FINDINGS_. :Any work product arising out of.this- Agreement;- as well as all information specifications, • processes, data and findings,are intended to be the property of the City and shall not otherwise be made public and/or disseminated by Consultant, without the prior written consent Of the City Manager, excepting any:information, records etc. which are:required to be disclosed pursuant to Court Order and/or Florida Public Records Law. ti All reports, documents, articles, devices, and/or work produced in whole or in part under this Agreementareintended to be the sole and exclusive property of the.City, and shall not be • subject to any application forcopyright or patent by or on behalf of the:Consultant orits employeesor sub-consultants, without the prior writtenconsentof the.City Manager: SECTION 10 GENERAL PROVISIONS 1.0:1 AUDIT AND INSPECTIONS. Upon reasonable verbal or written notice to Consultant, and at any .time during normal business (i.e. 9AM - 5PM, Monday through Fridays, .excluding nationally recognized holidays), and as often as the City Manager may, in his/her reasonable discretion and- judgment, deem:necessary, there,shallbe made available to the City Manager, and/or such representatives as.the City.Manager.May deem to act on the City's behalf, to audit, examine and/ or:inspect,=any and:all other documents and/or records relating to all matters covered by • this Agreement. Consultant shall maintain any and allsuch records at its place of business at the address set forth in the"Notices" section of this Agreement. I. 10.2 INTENTIONALLY DELETED . f 7 10.3 ASSIGNMENT, TRANSFER OR SUBCONSULTING Consultant shall not subcontract, assign,: or transfer all or anyportion of any work and/or service under this Agreement without theprior written consent of the City Manager, which consent, if. given . at all, shall be in the Manager's sole judgment and discretion. Notwithstanding the foregoing, the.parties agree that. Jacobs Engineering, Infinite Source Communications, Hotwire Communications, Virginia Tech Transportation Institute, Levatas ;. and Ever'. Consulting are approved subcontractors. Neither this Agreement, nor any term or provision hereof,'or right hereunder, shall be assignable unless:as:approved pursuant to this Section, andany attempt to make such assignment(unless approved) shall be void. • 10.4: PUBLIC ENTITY CRIMES. Prior to commencement of the Services, the Consultant shall file a State of Florida Form PUR 7068, Sworn Statement under Section 287.133(3)(a) Florida Statute on Public Entity Crimes with the City's Procurement Division. 10.5 NO DISCRIMINATION In connection with the performance of the Services, the Consultant shall not exclude from participation in, deny thebenefitsof, orsubject todiscrimination anyone on the grounds of race,color, nationalorigin, sex, age, disability, religion, income or family status. . . . Additionally, Consultant shall comply fully with the City of Miami Beach Human Rights Ordinance, codified:in Chapter 62 of the..City Code, as may be amended from:timeto time, prohibiting discrimination in : employment, housing, public accommodations, :and public. services• on account .of actual or perceived _race, color, national origin;_ religion, sex, intersexuality, gender identity, sexual orientation, marital and familial status, age:, disability;. ancestry, height, weight, domestic partner status, labor organization membership, familial situation, or political affiliation. 10.6 CONFLICT OF INTEREST Consultant herein agrees-to adhere.to and be governed by all applicable Miami-Dade:County _ Conflict of Interest Ordinances and Ethics provisions, as set forth in the Miami-Dade County Code, as may be amended from tirne totime; and by the City of Miami Beach Charter.and . Code, as may be amended from time to time; both of which,are incorporated:by reference as if: fully set forth herein. : . :• : Consultant covenants that it presently has no interest and shall not acquire. any interest, directly or indirectly,which could conflict in any manner or degree with the performance of the Services. Consultant further covenants that in theperformance:of this Agreement, Consultant - shall not employ any person having :any such interest. No member of or delegate to the Congress-of the United States shall be admitted to any share or part of this Agreement or to any benefits arising therefrom. 10.7 CONSULTANT'S COMPLIANCE WITH.FLORIDA PUBLIC RECORDS LAW'' (A) Consultant shall:comply with Florida Public Records law under Chapter 119, Florida Statutes, as may be amended from:time to time. 8. . . . 1. • (B) The-term"public records" shall have the meaning set forth in Section 119.011(12),which means all documents, papers, letters, maps, books, tapes, photographs, films, sound recordings, data processing software, or other material, regardless of the physical form; characteristics, or- means of transmission, made .or received pursuant to law or. ... 'ordinance or in connection with the transaction of official business of the City. (C). Pursuant to Section .119.0701 of the Florida Statutes, if the Consultant meets the. :definition of"Contractor"as defined in Section 119:0701(1)(a),the Consultant shall: • (1) Keep and:maintain public records required by the City to perform the service;: (2) Upon request from the City's custodian of public records, provide the City with a copy of the requested records or allow therecords to be inspected or copied withina reasonable time at a cost that does not exceed the cost provided in Chapter 119, Florida-Statutes or as otherwise provided by law;. • (3) Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed, except as authorized . by law,:for the. duration:of the contract.term and followingcompletion of the Agreement if the Consultant does not:transfer the records to the City; : (4) Upon completion of the Agreement, transfer, :at no cost to the City, all public records in possession :of the Consultant or keep and maintain public records . required by the City to perform the service. .If thee• cords . : transfers :all public records to .the City upon :completionof the. Agreement; the.Consultant shall . . - destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements.. If the Consultant keeps and maintains public records upon completion of the Agreement, the Consultant shall meet all applicable requirements for retaining public_.records..All records stored electronically must be provided to the City, upon request from the City's custodian of publicrecords, in a format thatis compatible with the information technology-systems of the City. (D) REQUEST FOR RECORDS; NONCOMPLIANCE (1) A request to inspect or copy public records relating to the City's contract for services must be:made directly to the City. If the City does not possess the • requested records, the. City shall inimediately notify the Consultant of the request, and the Consultant mustprovide the records to the City or allow the: records.to be inspected or copied within a reasonable time. (2) Consultant's failure to comply with the City's request for records shall constitute a ' breach of this Agreement, and the.City,at its sole discretion, may: (1) unilaterally terminate the Agreement;: (2) avail itself of the remedies set forth :under the. Agreement;and/or(3) avail:itself of any avallable.remedies at law or. in equity.- (3) . A Consultant who fails to provide the public records to the. City within ,a reasonable time may be subject to penalties under s. 119.10. : {E) CIVIL ACTION. . (1) If a-civil action is filedagainst a Consultant to compel production of public records _ relating tothe City's contract for services, the court shall assess and award against_ the Consultant: the reasonable: costs. of enforcement,:' including • reasonable attorney-fees, if: a. :The court determines that the Consultant unlawfully refused to comply with the public records request within a reasonable time; and b. At least 8 business days before filing the.action, the plaintiff provided written : notice: of the public records request,: including a statement that the: Consultant hasnot complied with the request, to the City and to the Consultant. (2) A notice complies with subparagraph (1)(b) if it is sent to the City's custodian of !�. public records and to the.Consultant at the.Consultant's address listed on its. contract with the City or to the Consultant's registered agent. Such notices must be sent by common carrier delivery service or by registered, Global Express Guaranteed; or certified mail, with postage or shipping paid by the sender and. with evidence:of delivery, which may be in an electronic format. (3) A Consultant who complies with a public records request within 8 business days • after the notice is sent is not liable for thereasonable costs of enforcement. (F) IF. THE CONSULTANT HAS QUESTIONS REGARDING . THE APPLICATION OF CHAPTER 119, FLORIDA. STATUTES, TO THE CONSUL.TANT'S DUTY : TO PROVIDE PUBLIC . RECORDS :RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: :CITY OF MIAMI BEACH :ATTENTION RAFAEL-E. GRANADO, CITY CLERK :1700.CONVENTION CENTER DRIVE MIAMI.BEACH, FLORIDA 33139 . E-MAIL: RAFAELGRANADO(c MIAMIBEACHFL:GOV :PHONE: 305-673-7411 h . SECTION 11 . . : . • NOTICES. All notices and communications in writing:required or permitted hereunder, shall be 'delivered: personally-to the representativesof the Consultant and the City listed below or may, be mailed by U.S. Certified Mail, return receipt requested; postage prepaid,or by a nationally recognized overnight delivery service. Until changed.by.notice,in writing, all such:noti.ces and communications shall be addressed as follows: TO CONSULTANT: Mary-Suzanne Powell. Area General Manager Johnson Controls,.Inc. 15901 SW 29th_Street#801 Miramar., FL.33027 Marysuzanne:powell@jci..com • TO CITY - City of:Miami Beach : 1700 Convention Center.Drive Miaml Beach,:FL 33139 Attn: Jimmy Morales,City Manager 10 City of Miami Beach 1700 Convention Center Drive Public Works.Department Miami Beach,ach, FL 33139 At n. .Roy Coley, Director t • COPY TO: City Of Miami:Beach ' 1700 Convention Center Drive:_ Beach, FL 33139 Miami Be Attn: .Raul Aguila, City Attorney. Notice may also be provided to any other address designated by the party to receive notice if such alternate address is provided via U.S. certified mail, return receipt requested, hand delivered, or by overnight,delivery. In the event an alternate:notice address is properlyprovided, notice shall.be . sent tki such alternate address in:addition:to.any other address which notice would otherwise be. sent,:unless other delivery instruction as specifically provided for by the party entitled to notice. • Notice shall be deemed given on the date of an acknowledged receipt or, in all other cases, on the date of receipt or refusal: SECTION 12. MISCELLANEOUS PROVISIONS 12.1 CHANGES AND.ADDITIONS: This Agreementcannot be modified or amended without. the express written consent of the parties. No modification, amendment, or alteration of the terms or conditions contained herein shall be effective unless contained in.a written document executed:withthe:same formality and is ofequal:dignity herewith.. 12.2 SEVERABILITY. j . If any term or provision of this.Agreement is held invalidor:unenforceable, the remainder of this Agreement shall not be affected and every other term and provision of this Agreement..shall be . valid and be enforced to the fullest extent permitted by law. 12.3 . WAIVER OF BREACH A.party's failure to enforce any provision of this Agreement shall not be deemed'a waiver of such provision or modification of this Agreement. 'A party.'s waiver of any breach of a provision of this:Agreement shallnot be deemed a waiver of any Subsequent breach and shall not be : construed to"be:a modification of the terms of this Agreement. 12.4 JOINT PREPARATION The parties hereto acknowledge that theyhave sought and received Whatever competent advice and counsel as was necessary for them to form a full and complete understanding of all rights-=- andobligations:herein and that the preparation of:this Agreement has been:a joint effort of the . parties, the language:has been agreed to byparties to express their mutual intent and:the' 11 1 • resulting document shall not, solely as a matter of judicial construction, be construed more severely against one of the parties than the:other: ff 12:5 :'ENTIRETY.OF AGREEMENT The City and Consultant agree that this is the entire Agreement between the parties. This Agreement supersedes all prior negotiations, correspondence, conversations, agreements or �. understandingsapplicable to the matters contained herein, and there are no commitments, agreements or understandings concerning the subject matter of this Agreement that are not contained In this document. Title and paragraph headings are for convenient reference and are not intended to confer any rights or obligations upon the parties to this Agreement. . [REMAINDER OF THIS PAGE LEFT INTENTIONALLY BLANK]. • 12 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by.. their appropriate officials,as of the date first entered above. FOR CITY: _ CITY OF MIAMI BEACH, FLORIDA ATTEST: I City lark Citl' ana•- Date: 12.. >`t 4S \ B��� 44,�� . 0 � ,; FOR CONSULTANT: \1'4: ',1NCORP ORg s CONTROLS,INC. • ATTEST: \n 1, c k ' 0;g'� 4 C fir•*F_ nhpo ��/ : By ,ip W F 0 .4 , V'.0 trccer 10 vr_Th i .--SeAZ.B,/,-,-Z- 7-SeL/E- il Print Name and Title: Pri ..Nail and Title . ' . W;41^e--C s f—c. �- ,�0'6(- Date: I 2-7, 1i APPROVED AS TO '- FORM.& LANGUAGE & FOR EXECUTION CC- Xi- 1i City Attome- / l) li, f lnttolagur\agreement\jolmson cantcols psn 10-12-I8 doc.docx 13 { EXHIBIT A—SCOPE OF SERVICES Phase 1A 1. Engagement Plan: Consultant shall develop and implement an engagement plan for communicating with City of Miami Beach stakeholders the need for smart street lighting; the benefits to the City of Miami Beach (City) related to improved public safety, equality of access, and revenue; and the preservation plan for unique neighborhood aesthetics. The engagement plan will include the following: (a) One (1) Ideation Session with City Staff, Public Safety Department, Environmental and Sustainability Department, IT Department, and Finance Department to discuss the plan and optimal areas of focus, key stakeholders, and technology requirements to be held at 1755 Meridian Ave. Consultant's responsibilities for the Ideation Session include: coordination of meeting, scheduling venue, calendar invites, draft invitation letter, securing RSVP of additional agency stakeholders, meeting material preparation, set up, breakdown and preparing meeting summary. The day long ideation session will gather key City stakeholders in a facilitated workshop setting to develop consensus around short-term and long-term priorities for implementation of smart City infrastructure, applications and services. Initial exercises will focus on defining measures of success and prioritizing needs based on importance to the City. The workshop will then evaluate and prioritize future smart City capabilities based on their impact to City operations (efficiency, productivity, and cost) and impact on the community (services, safety, sustainability, and resilience). The workshop will close with a discussion of next steps and required actions. (b) Organize maximum of ten (10) meetings with City representatives or stakeholders, HOAs, and committees. Any additional Ideation sessions requested by the City will be billed on a Time and Material basis. This task will involve Consultant securing a place on a City Commission meeting, and may also require a presentation before the Design Review Board (DRB) or Historic Preservation Board (HPB) as an informational item. Final approval of the design shall require DRB and HPB approval, as quasi-judicial applications filed by the City. In order for Consultant to schedule meetings, the City will provide required information and assistance to be included on the agenda for the respective meetings. Consultant's responsibilities for this task includes: o Project research and development of stakeholder list. o Identify and research technical groups and general public. o Develop participation list and outreach timeline. o Research and provide list of key stakeholders, agency representatives, community groups, general public. o Coordination of meeting, scheduling venue, calendar invites, draft invitation letter, securing RSVP of additional agency stakeholders, meeting material preparation, set up, breakdown and preparing meeting summary. 0 (c) Conduct six (6) Smart Street Lighting Plan informational presentation sessions including experts from the Illumination Engineering Society, Johnson Controls Lighting Engineers, Virginia Tech Transportation Institute experts, Connectivity Engineers from Hotwire Communications, Jacobs, Levatas; facilitated by Infinite Source Communications. Informational presentation sessions will be held at City determined locations on mutually agreed dates and times. To be held at Miami Beach determined locations on mutually agreed dates and times - two in North Beach, two in Middle Beach and two in South Beach. Consultant's responsibilities for the presentation sessions include: identifying/securing meeting site, advertisements/announcements, sign-in sheets, name tags, audio recording. (d) Technical Review Committee - Coordination, set up and follow-up. Conduct three (3) Technical Review Sessions with appointed elected official representatives, technical experts, key stakeholders, and agency representatives to discuss: Purpose and need (meeting 1); Alternatives (meeting 2); and Final plan (meeting 3). Final Plan Meeting is held to receive feedback in conjunction with the public. (e) Develop messaging to City Residents on the need for smart street lighting and technology infrastructure within the City via internet broadcasts, social media messaging, email, and mailed flyers; including messaging on dates and locations for informational presentation sessions. (f) Develop and identify property commercial and residential owner list, confirm contact information and property pull from Miami Dade Property search and delivered electronically to the City. Key Deliverables during this task: Ideation Session with Recommendations to Implement in Phase 2 o Discussion items considered that will be promoted further, listed in priority order; o Discussion items considered and rejected with no further consideration; o Qualitative matrixed evaluation scoring of each of the criteria outlined in the Ideation Scope; Informational & Key Stakeholder Presentation Sessions o Copies of formal presentations for record purposes; o Discussion items considered that will be promoted further, listed in priority order; o Discussion items considered and rejected with no further consideration; Smart Street Lighting Plan informational presentation sessions Technical Review Sessions o Discussion items considered that will be promoted further, listed in priority order; o Discussion items considered and rejected with no further consideration; Collateral and Messaging for Residents o Copies of collateral that will be distributed to the Residents; o Plan of the means and methods for messaging to the Residents; 2. Urban Lighting Inventory This Agreement covers work within the current boundaries of City-owned properties and corridors in which the City controls, oversees, and maintains all lighting equipment of conduit, fixtures, poles, and other power supply equipment. The City shall confirm City boundaries with Consultant prior to work commencement. Lighting Plan scope includes the following tasks: Perform Urban Lighting Inventory Phase 1a Project Execution plan /Timeline Perform Urban Lighting Inventory Consultant shall complete an inventory of existing City- and Florida Power & Light-owned lighting pole/fixture locations and light fixture type for the 169 miles of City roadways, along with municipal-owned landmarks, buildings, structures, and public corridors within the public parks, City boardwalk, public schools and youth centers located within the City using the existing City database. The following data will be collected (as applicable or available): GPS location of each asset Asset ID number(if present) Asset owner(City or utility) Pole type, height, and material Arm type and material Fixture type Lamp type and wattage Type of service (e.g. overhead, underground) Condition of pole/arm/fixture/lamp Photos of each asset including any existing damage Cross referencing existing database information for accuracy Key Deliverables for Lighting Inventory: Perform a 100% street lighting system inventory up to a maximum of 9,000 poles, providing a Microsoft Excel workbook or CSV file containing the available data points for each asset as described herein to the extent the data exists or can reasonably be ascertained 3. Develop Citywide Lighting Standards Once the inventory is completed, the Consultant will use the inventory of the existing urban lighting system and the available data from City's lighting photometric analysis to frame the development of a citywide lighting standard. This scope assumes the following land use types will fall within the boundaries of this scope. The City will confirm the inclusion of these land use types, or others such as the City owned, operated, and maintained property within mixed-use land uses, prior to finalizing work plan and approaches by the Consultant. • City owned, operated, and maintained public right-of-way corridors which contain the City owned, operated, and maintained lighting infrastructure. • City owned, operated, and maintained site lighting around buildings and facilities within Civic and Government Use and the Convention Center District. • City owned, operated, and maintained parking facilities and open space within public right-of-way corridors, Civic and Government Use and Convention Center District land uses, covering exterior lighting infrastructure. The Consultant's approach to developing citywide lighting standards will utilize as a governing standard the practices recommended by the Illuminating Engineering Society of North America (IESNA) to address sustainable lighting strategies that provide greater connectivity among the City's specific neighborhoods, historic districts, and targeted economic centers and will consider feedback received from the public outreach in the Engagement Plan. This scope covers the development of lighting standards for the following zoning districts: Corridors—Arterial, Collector, Local (3 types) Parking Hospital District Civic and Government Use/Parks Convention Center District Multifamily, Planned Residential Development Districts Waterway.Districts The Consultant will also confirm neighborhoods, historic districts, or specific zoning districts deemed as economic activation zones with the City, or other areas where special consideration must be given for lighting standards that are not covered above or having overlapping zones such as historic districts, environment preservation areas, or transit corridors. This scope assumes up to four(4) of these specialty lighting standards will be developed. The lighting standards will include the following information: • Background and Purpose o Vision o Mission o Guiding Principles or Goals • Luminaire Specification o Light sources o Color temperature and color rendering index o Luminaire specific attributes • Lighting Design Criteria o Introduction o Zoning district classifications o Lighting Design and calculation approach and requirements o Specialty lighting standards Preliminary Standards will include complete information as listed above. Final standards will incorporate comments from Miami Beach on the Preliminary Standards submittal. Key Deliverables for Citywide Lighting Standards: Informational Meetings Preliminary (50%) Citywide Lighting Standards Final (100%) Citywide Lighting Standards Lighting map to illustrate lighting zones and needs suitable for presentation to City stakeholders. Map to be provided in an electronic format. Lighting design criteria and luminaire specifications 4. Develop Urban Lighting Approach Perform a Citywide lighting analysis to identify existing lighting levels and deficiencies. Using this analysis, along with the development of citywide lighting standards, the Consultant will apply these standards and research to develop a citywide plan to upgrade the existing urban lighting system. Key Deliverables during this task: Submit preliminary Urban Lighting Analysis Report. Report will include: o Street lighting inventory o Analysis of existing lighting levels o Identification of areas with deficient lighting compared to existing national standards Submit final Urban Lighting Analysis Report. Report will include: o Street lighting inventory o Analysis of existing lighting levels o Identification of areas with deficient lighting compared to new Citywide Lighting Standards o Recommendations for lighting level changes to comply with new Citywide Lighting Standards 5. Revenue Generation (a) Consultant will identify the preliminary costs for implementation and an indicative range of potential revenue generation for smart City technologies and services. Potential revenue generating options include: 1. Leasing space on vertical assets — The market value for the City's vertical assets (light poles) cannot be fully established until the Smart Street Lighting design, specification and Request for Proposal documents are completed and market competitive proposals are received and evaluated compared to the RFP. Per State Statute, the models will nominally reflect $150 annually per pole to deploy small cell technology until such time that the City advises otherwise. Deployment and leasing shall be consistent with State law, Chapter 337, Florida Statutes. 2. Public WiFi — Utilizing the Smart Lighting grid wireless access could be made available. There are several companies in the market that will operate this service for the right to sell advertising. 3. High speed data networks/streaming services — By including a fiber optic network in the Smart City plan the City will have the potential to lease space for network. There are several scenarios that would generate ongoing revenue for the City. 4. Data APIs and Actionable Insights - The Design and Data teams anticipate, depending upon the design and applications selected by the City, an opportunity to market several distinct data sets to local small businesses as well as corporations which consume such data and insights. These opportunities with be presented to the City for consideration however there will be no plans or modeling for data collection without written direction from the City. (b) Preliminary Financial Plan and Models will include the following tasks: (1) Connectivity Monetization Strategy. The Consultant will perform a high-level assessment of wireless connectivity in the City, which will inform the basis for monetization from wireless carriers from installation of network nodes associated with densification and future 5G buildouts. The Consultant will: o Create a preliminary financial model based on monetization of network from wireless carriers. This financial model will be based on a work product including a high level heat map analysis of wireless network deficiencies in City, conversations with wireless carriers regarding wireless augmentation plans in City, and internal network analysis based on current small cell deployments. (2) Preliminary data monetization recommendations: o Identify candidate technologies, market data need, and best practices for aggregation, storage, and syndication o Identify target customers o Connect data availability to potential use cases and business logic o Establish short-term and long-term priorities for data usage o Identify vendor list for audit based off use cases o Evaluation all existing data sources, and data sources identified in the ideation session, for opportunity value, data quality/availability, and ease of integration (3) Preliminary Financial Plan and Models will include the following tasks: Data monetization recommendations o Initiate negotiations with target customers o Map out governance roadmap for data quality, master data management, and key governance use cases (4) Updated Connectivity Monetization Strategy. o Preliminary financial model based on monetization of network from wireless carriers. Financial Model will include details regarding the estimated number of poles that are likely to be leased to wireless carriers and an absorption model based on their network augmentation over the next five (5) years. During Phase I a, Consultant will combine the cost and revenue forecasts into a preliminary financial model to provide the City with options for investment and revenue generation consistent with the City budget and risk objectives. Consultant will work with the City to secure non-binding agreements for the revenue generating features that are included in the final design. Key Deliverables for during these tasks: • Submit Preliminary (Order of Magnitude) Revenue Generation Plan and Models o Smart City applications/services with associated network requirements, estimated costs, and revenues o List of potential technologies and market value o List of potential data customers o Preliminary revenue forecast models Should the City, through its City Commission, elect to move forward upon completion of Phase 1A, the following scopes will be addressed in subsequent Phases: Phase 1B 6. Computerized Maintenance Management System (CMMS) for urban lighting assets The Consultant Team will develop the criteria for the lighting system CMMS and select an appropriate product for implementation in Phase 2. The main function of the CMMS will be to enable status monitoring and management of the lighting system with real-time notifications of changes including light fixture malfunctions, alerts, updates, upgrades, and quality service monitoring. The CMMS will be compatible with the streetlight NEMA 7-pin receptacle and provide real-time monitoring capabilities of street light performance, control dimming and on/off of the light fixture. Key Deliverables for CMMS for urban lighting assets: • Submit Preliminary CMMS report. This report will include technology options, system capabilities and limitations, and preliminary cost estimates. • Submit final CMMS report. This report will include final CMMS system selection, specifications, and firm pricing. 7. Preliminary Upgrade Plan and Construction Plans for Architectural and Street Lighting Design Upgrades The Consultant team will develop preliminary lighting system upgrade plans which will include typical land use and neighborhood-specific street lighting design documents. This process will include the following tasks: 1. Inventory data from Task 2, Urban Lighting Inventory, will be imported into a relational database. 2. Using Consultant's customized, open platform, and project-specific GIS (Geographic Information System) mapping software, the locations of each fixture will be mapped out graphically with pins depicting each fixture/pole in the City's street light inventory. 3. The GIS software data will be exported in a format such that manufacturers can design fixture replacement options. 4. Photometric designs will be created for each proposed manufacturer's fixture design(s) for up to (5) five typical representative corridor types including: roadway, intersection, and sidewalk conditions, as well as up to (5) five typical representations of municipal owned spaces such as: parking lots, park and open space pathways, and other City- owned civic spaces. 5. The GIS software database will then be used during the Phase 2 implementation as a construction management program for the citizen of City, the City stakeholders, and the Consultant team to provide real-time updates on the project status and scheduling. 6. This stage will also include sample installations/mockups of no greater than (10) fixtures in each of four (4) separate City locations (maximum of 40 total fixtures). Specific locations will be determined in collaboration with the City. Mockups will be performed in. accordance will all applicable code requirements. -1 .I En•a.L..1wro�L.e,. IqpiOr L..y � f1a VI :, igi 1R • ir° 4..f r.W. ,7174.," 1,....4",*, 7.440, , ./ • ')IenbyNS••w:+IM.-ANOFJ(>a St' � T•. w�'�-�_� l� p�'1�� • �� �b1�� ��-vi '✓•} -. •e , s :,•)5 y)eTT: - '?�,D"4 clic. ,.N F` ".;~•i j , .�• �{q�y a.. r 1 u J P 6/ w ve. �V,• * ��� • .� i ...•,v,: "et: z tp ff J11 1 . 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Luminaire and controls budgets will be prepared by the Consultant team to develop ' a ':basis of design report, which will include citywide standards and branding opportunities and present findings of the urban lighting analysis. The basis of.design report will advance recommendations that will help advance the City's initiatives around carbon and overall energyconservation, public safety, walkability and transit, aesthetics, economic development and transit-oriented development, as well as connectivitywith the ability to develop a smart platform of smart City technology implementation. Key Deliverables for Preliminary Upgrade and.Construction Plans: • Submit Preliminary (50%) Lighting Design Deliverables o Preliminary KMZ map file showing fixture inventory.with GIS location information o Microsoft' Excel workbook or CSV file detailing existing inventory data collected during Urban Lighting Inventory task along with proposed luminairereplacement options and associated specifications. o . Preliminary photometric designs for up to ten (10) typical roadway types and municipal owned spaces using IES. files from selected LED manufacturer luminaires. o Relational database access and user accounts will be provided for City-specified individuals. :' o Install Mockups to include no greater than ten (10) fixtures in each of four (4) separate City locations • Submit Final (100%) Lighting Design Deliverables o Final KMZ map file showing fixture inventory with GIS location information o Microsoft Excel workbook or CSV file detailing existing inventory data collected during Urban Lighting Inventory task and final selected LED manufacturer fixture specifications and manufacturer data sheets. Final photometric designs for selected LED manufacturer luminaires in up to ten (10) typical roadway types and municipal owned spaces using IES files from selected LED manufacturer luminaires 8. Smart City Roadmap Consultant Team, in collaboration with the City, will define the vision, goals, and objectives for future the City smart City services. We will also identify which smart cities services are applicable to the City (Smart parking, Traffic management, Emergency response, Air quality and sound sensors, Electric vehicle charging stations, Security cameras, Citizen Engagement) and use City-defined threshold metrics to develop initial quantities and locations of each type of device. It is expected that multiple potential solutions (protocols, networks, etc.) will be identified. To identify the preferred solution, we would hold a third workshop to define decision analysis criteria and weighting schemes to be used in a decision analysis and dynamic feasibility model. Once the preferred solution is identified, the Consultant Team will develop an integrated Smart City Implementation Plan that includes project timing, interdependencies, and financial impacts that best meets the City goals and aligns with funding and data monetization expectations. The development of the Preliminary Smart City Roadmap includes the following activities: • Kickoff workshop to verify zoning districts, smart City services, and network requirements to include in the assessment. Two additional workshops with the City stakeholders to identify potential smart City services across the City. These workshops are in addition to the other meetings listed elsewhere in this scope of work. • Development of up to 10 smart City applications/services. Development will include network and bandwidth requirements, preliminary deployment schedule, order of magnitude costs (purchase, installation, and ongoing operations and maintenance), and order of magnitude revenue forecasts (for revenue generating concepts only). • The Consultant Team will determine the quantities/locations of sensors for up to 5 and the balance will be developed with the City provided sensor quantities/locations. • Up to 9 zoning districts will be defined to be applied across the City. These will be used to generate a composite of smart City applications and services for the City. • Assist the City in the development of threshold metrics to evaluate potential smart City services developed by the full project team including other subcontractors. • Development of a decision analysis and dynamic feasibility model to rank potential applications in terms of best value to the City. • This model will take into account the developed threshold metrics, estimated costs, and estimated revenue streams. This model will also incorporate the ability to compare, in real-time, multiple scenarios to understand potential trade-offs between services, quantities, and network options. • Development of Preliminary technical network architecture o Create a reference architecture for data aggregation, data mining and data storage o Create a reference architecture for data syndication for internal and external stakeholders o Preliminary recommendations for the use of machine learning • Preliminary Report detailing the results of the preliminary Smart City Roadmap. This Report will address the following topics: o Introduction o City Smart City Service Priorities—from Ideation and Kickoff meetings o City Smart City Service Applications and Services (up to 10) o Smart City Applications and associated Network Requirements o Zoning Districts (up to 9 from Citywide Standards) including GIS maps showing zoning districts across the City o Public, City owned and pre-defined threshold metrics used to select device type and locations o Workshop Process and Summary of Results o List of Smart City Services (Quantities, Locations, Network Impact) o GIS maps, in the form of a shape file, showing smart City applications/services across the City o Table listing type, number and location of smart City devices o Revenue Calculations o Initial Capital Cost, installation and Operation & Maintenance (O&M) cost o Decision Analysis Process Description o Smart City Services Prioritization and Decision Analysis Criteria o Workshop Process and Summary of Results Deliverables: • Up to 10 smart City applications/services with associated network requirements, estimated costs, and revenues • City Threshold Metrics • Financial decision model and analysis results • Preliminary network architecture diagram and reference architecture • 3 Smart City Roadmap workshops and meeting notes • Preliminary Report Final Smart City Roadmap The development of the Final Smart City Roadmap includes the following activities: • Development of detailed hardware, data, network, and project requirements. This also includes the identification and evaluation of potential vendors and manufacturers of major system components. • User Interface and User Experience development o Develop materials for presentation to Miami Beach including presentations, prototypes and mockups • Technical architecture o Final recommendations for the use of machine learning o Develop syndication strategy • Development of a Final Smart City Roadmap Report. This Report will include the following: o Introduction o Miami Beach Smart City Service Priorities—from Ideation and Kickoff meetings o Miami Beach Smart City Service Applications and Services (up to 10) o Updated Smart City Applications and associated Network Requirements o Zoning Districts (up to 9 from Citywide Standards) including GIS maps showing zoning districts across the City o Threshold metrics used to select device type and locations o Workshop Process and Summary of Results o Updated List of Smart City Services (Quantities, Locations, Network Impact) o Updated GIS maps, in the form of a shape file, showing smart City applications/services across the City o Updated Table listing type, number and location of smart City devices o Updated Revenue Calculations o Updated Capital Cost, installation and O&M cost o Decision Analysis Process Description o Smart City Services Prioritization and Decision Analysis Criteria o Workshop Process and Summary of Results o Preferred Smart City Solutions o Options analysis of Preferred Smart City Solutions Deliverables • Network and system requirements for final selected applications • Prototype and mockup of User Interfaces and User Experience • Updated operations and maintenance estimates for each selected application • Development of the Final Smart City Roadmap Report 9. Connectivity Scope The Consultant team will design a fiber optic network to interconnect each of the City light poles which will become the foundation of future smart City applications. The preliminary network design will include: o Analysis of current utility easement locations. o Walk out proposed fiber routes to determine installation routes based on existing infrastructure and other utilities o Identifying location of vault for each pole for fiber splice point access o Coordinating with City Officials regarding interconnection to any City buildings to be included as part of the network design. Key Deliverables for Preliminary Connectivity Scope: • List of City buildings to be connected to the future network • Preliminary network installation map showing proposed fiber routes. The final network design will include: o Completing a schematic level CAD engineering drawing of fiber route to connect fiber network to smart node locations as determined by density analysis. This drawing will include the major routing between network locations. o Creating a high level permit plan based on the network design with particular sensitivity to non-Miami Beach approvals needed in the network build including Department of Transportation (DOT), Army Corps of Engineers, FPL among other asset stakeholders located in Miami Beach and identify all required permits. Permit drawings and packages will not be included in Phase 1. This work will provide the information necessary to create a budget and a timeline for installation based on permitting as a gating factor in installation. o Creating a time schedule for deployment of the fiber network based on the number of route miles and lead time associated with construction, specifically noting areas governed by non-Miami Beach governing bodies (i.e. Department of Transportation). Key Deliverables for Final Connectivity Scope: • Schematic level CAD engineering drawing • Time schedule for deployment of the fiber network including permit timeline and construction analysis 10. Financial Scope • Prepare cost savings analysis'utilizing energy, operational, maintenance, and capital cost avoidance savings. • Calculate and provide estimated environmental impacts, such as greenhouse gas reductions and equivalencies (trees planted, cars removed from road,) resulting from the LED street lighting conversion. Impacts will be calculated based on the estimated kWh reduction using conversion factors provided by the US EPA, US DOE, and/or other sources. • Prepare options for the City revenue generation utilizing Smart City Services included in the final design. Consultant will also assist the City in negotiating and securing contracts with the vendors that will provide these services. • Project savings to be considered are as follows: o Electrical consumption (kWh), Electrical Demand (kW, on- and off-peak) o Utility savings, marketing, distribution, and/or delivery costs o City material/commodity costs o Maintenance labor Costs o Existing contract cost savings throughout the project term or other cost savings attributable to the City's behavioral modifications, operating schedule, or efficiency/sustainability plan o Escalation rates for utilities, commodities, labor, maintenance, and material shall be the greater of 3% annually or the Consumer Price Index (CPI) o Utility rate structure adjustments (rate category change) o Deferred maintenance reduction and/or emergency repair costs o Capital Improvement Budget funds, capital contribution funds, and/or offset of future City costs o Utility Provider and/or State or Federal rebates or grants Key Deliverables for Financial Scope include a specific list of Improvement Measures with the following information: • Final (100%) Financial Plan and Model o Updated Revenue forecasts for the income-generating Smart City Applications selected during the Smart City Roadmap process o Updated implementation and operating costs o Updated customer list and negotiation results o Updated connectivity revenue model • Final savings calculations for energy, environmental impacts, operational, other savings for the smart street lighting project. • Cost data and all other project related costs that will be used in the contract on a not to exceed cost basis. • Draft version of the "Phase 2 Implementation Contract" for negotiation of final terms and conditions with the City. • Delivery of a written final business case and design for smart street lighting based on a guaranteed maximum price to install the Phase 2 street lighting and connectivity infrastructure. • Include a Net Present Value Analysis utilizing the specified ranges of revenue enhancement the City may experience: o Base project Add Alternate of Technology#1 o Add Alternate of Technology#2 o Add Alternate of Technology#3 11. Records, Data, and Assistance During Phase 1, the City will furnish to Consultant upon its request, accurate and complete data concerning current costs, budgets, lighting requirements, future projected loads, operating requirements, collective bargaining agreements, and other information as requested. More specific information requested by Consultant is included in Appendix A. Consultant will provide a separate document with the required information and the City shall make every effort to provide that information within five (5) calendar days of request. The City agrees to provide its complete cooperation in assisting Consultant in conducting and completing its Work in order to facilitate the City's review and approval and effectively manage cost and risk. Phase 2 12. Preparation of"Implementation Contract" Along with the other Scopes of Work required under this Agreement, Consultant will develop the framework of the subsequent Implementation Contract and the Financing Agreement, if applicable. These agreements shall be co-developed by Consultant and the City during Phase 1. These documents will vary dependent upon the City's desired structure, but where possible shall be standardized Consultant documents for most expedient delivery. Scope Items anticipated for Phase 2 to be addressed in the Implementation Contract: • Construction plan and associated costs for Implementation • Preliminary Electrical, Mechanical Performance and Maintenance Plan: o General overview of a Maintenance Plan for the Project. o Resources, including equipment, facilities, materials and staff necessary and available. o Work, methods, and procedures specific to the different tasks, including innovative techniques and practices. • Description of the CMMS system and associated implementation plan • Quality Management: o Quality policy and quality control regime for design quality management, construction quality management, operations and maintenance quality management. . o Processes for nonconformance review and disposition, including the approach for the development of a nonconformance Tracking system, its required components and corrective and preventative action response strategies for non- conformances. o Approach to interface key management activities (such as design, construction, operations, maintenance, etc.) with each other and with the quality management system, including the reporting and internal governance within and between all activities. o Quality management process for technologies used for this project • Project Management: o Safety Management including detailed narrative, charts, pictures and other representations that describe how Consultant intends to address work zone safety, worker protection, public safety, emergencies, and disasters o Traffic Management including detailed narrative that describes the approach to managing public and construction vehicle traffic during the Project term. Consultant shall describe traffic control provisions, specific to the project, which will demonstrate an understanding of relevant traffic standard, Consultant obligations and a description of key procedures and necessary resources. o Risk Management - Consultant shall provide a detailed narrative that describes: Any potential issues or risks that may affect the progress, implementation or success of the Project. o Company mitigation techniques and procedures • Financial plan for Implementation of Phase 2 1. Phase 1 -Price and Payment Terms Pricing and Fees for Phase 1 Services Client agrees to pay to Consultant for the services outlined in the following Payment and Deliverable Schedule: Phase 1A Tasks Date Payment Amount Phase 1A Mobilization 11/19/18 $465,974 Project Management and Engagement Plan: Kickoff Meeting 11/28/18 $42,195 Phase 1 Project Execution Plan /Timeline 12/5/18 $21,186 (1) Ideation Session with Recommendations to Implement in Phase 12/28/18 2 $69,052 (10) Informational & Key Stakeholder Presentation Sessions 2/15/19 $275,370 (6) Smart Street Lighting Plan informational presentation sessions 2/15/19 $207,659 (3) Technical Review Sessions 2/15/19 $77,217 Collateral and Messaging for Residents 2/22/19 $31,567 Perform Urban Lighting Inventory and Analysis Perform a 100% street lighting system inventory (up to a maximum 2/15/19 of 9000 poles) $184,218 Submit Preliminary (50%) Urban Lighting Analysis Report 3/1/19 $45,173 Submit Final (100%) Urban Lighting Analysis Report 3/15/19 $18,147 Review of Urban Lighting Analysis Report w/ City Manager's Office 3/29/19 $7,296 Develop Citywide Lighting Standards Develop Preliminary (50%) Citywide Lighting Standards 1/31/19 $75,035 Develop Final (100%) Citywide Lighting Standards 2/15/19 $42,528 Review of Citywide Lighting Standards Report w/ City Manager's 2/22/19 Office $8,244 • Develop Urban Lighting Approach and Design Install Mockups to include no greater than 40 fixtures in four 3/22/19 separate City locations $35,636 Submit Preliminary (50%) Operations and Energy Efficiency Report 4/19/19 $52,394 Submit Final (100%) Operations and Energy Efficiency Report 5/3/19 $32,719 Review of Operations and Energy Efficiency Report w/ City 5/17/19 Manager's Office $8,684 Revenue Generation and Financing Submit Preliminary (Order of Magnitude) Revenue Generation Plan 5/17/19 $163,601 and Models Phase 1A Total $1,863,895 Phase 1B Tasks Date Payment Amount Phase 1B Mobilization 7/1/2019 $293,613 Design a Computerized Maintenance Management System (CMMS) for urban lighting assets. Submit Preliminary CMMS design 8/9/19 $25,997 Submit final CMMS design 9/6/19 $15,346 Review of CMMS design w/City Manager's Office 9/20/19 $6,121 Preliminary Upgrade Plan and Construction Plans for Architectural and Street Lighting Design Upgrades Submit 50% Lighting Design Deliverables 8/9/19 $17,248 Submit 100% Lighting Design Deliverables 9/6/19 $14,015 Review of Lighting Design Deliverables Package w/ City Manager's 9/20/19 Office $4,315 Revenue Generation and Financing Submit Final (100%) Financial Plan and Models 9/6/19 $49,690 Review of Final (100%) Financial Plan and Models w/ City 9/20/19 Manager's Office $16,747 Smart City Services Roadmap Draft (50%) Implementation plan 8/23/19 $145,956 Final (100%) Implementation plan 9/6/19 $87,030 Review of Final (100%) Implementation Plan w/ City Manager's 9/20/19 Office $21,074 Connectivity Scope: Submit Preliminary (50%) Connectivity Design Package 8/23/19 $215,953 Submit Final (100%) Connectivity Design Package 9/6/19 $130,384 Review of Final (100%) Connectivity Design Package w/ City 9/20/19 Manager's Office $25,106 Financial Scope: Final savings calculations for energy, environmental impacts, 10/4/19 operational, other savings for the smart street lighting project. $37,789 Cost data and all other project related costs that will be used in the 10/4/19 contract on a not to exceed cost basis. $24,855 Draft version of the "Phase 2 Implementation Contract" for 10/4/19 negotiation of final terms and conditions with the City. $11,882 Delivery of a written final business case and design for smart street 10/4/19 lighting based on a guaranteed maximum price to install the Phase $24,855 2 street lighting and connectivity infrastructure Review of Final Deliverables and Implementation Contract w/ City 10/4/19 Manager's Office $6,477 Phase 1B Total $1,174,452 Phase 1A& 1B Total $3,038,347