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Home My WebLink About2001-24291 RESO RESOLUTION NO. 2001-24291 A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, APPROVING AND AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE AMENDMENT NO.1 TO THE AGREEMENT WITH A.R.I. ARCHITECTS, INC. (d.b.a. SKLARCHITECTURE), IN THE AMOUNT OF $42,778, FOR ADDITIONAL DESIGN SERVICES, FOR ON-SITE COORDINATION, AND CONSTRUCTION ADMINISTRATION FOR 14 RESTROOMS BEYOND THE ORIGINAL SCOPE OF WORK AT THE MIAMI BEACH CONVENTION CENTER. WHEREAS, on February 9, 2000, the Mayor and City Commission approved and authorized the Mayor and City Clerk to execute an Agreement with A.R.I. Architects, Inc., d.b.a. SKLARchitecture (Consultant), for the architectural and engineering services necessary to renovate the Miami Beach Convention Center (MBCC) and the Jackie Gleason Theater of the Performing Arts (TOPA) to bring them into compliance with the requirements of the Americans with Disability Act (ADA); and WHEREAS, due to changes in the requirements of the ADA, and the desire of the Administration to bring the employee restrooms into compliance with the updated requirements of the ADA, it is recommended that the Scope of Work be amended to include an additional 14 restrooms in the renovation project; to accomplish this, it is necessary to approve an Amendment No.1 to the Agreement. NOW, THEREFORE BE IT DULY RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, that the Mayor and City Commission approve and authorize the Mayor and City Clerk to execute Amendment No.1 to the Agreement dated February 9, 2000 with ARI. Architects, Inc. (d.b.a. SKLARchitecture), in the amount of $42,778, for additional design services, for on-site coordination, and construction administration for 14 restrooms beyond the original Scope of Work at the Miami Beach Convention Center. PASSED AND ADOPTED this 14th day of March, 200~. IJ!A MAYOR ATTEST: JUuu} f~ CITY CLERK F:\WORK\SALL\CAH\RESO\SKLARAM1,RES APPROVED AS TO FORM & LANGUAGE & FOR EXECUTION ~-I-dl ~ CITY OF MIAMI BEACH CITY HAlL 1700 CONVENTION CENTER ORIVE MIAMI BEACH, FLORIDA 33139 TO: COMMISSION MEMORANDUM NO. /3r..{Jj Mayor Neisen O. Kasdin and Members ofthe City Commission DATE: March 14, 2001 Jorge M. Gonzalez \.~ City Manager 0 "'. (j A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, APPROVING AND AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE AMENDMENT NO.1 TO THE AGREEMENT WITH A.R.I. ARCHITECTS, INC. (d.b.a. SKLARCHlTECTURE), IN THE AMOUNT OF $42,778, FOR ADDITIONAL DESIGN SERVICES, FOR ON-SITE COORDINATION, AND CONSTRUCTION ADMINISTRATION FOR 14 RESTROOMS BEYOND THE ORIGINAL SCOPE OF WORK AT THE MIAMI BEACH CONVENTION CENTER INCREASING THE MAXIMUM FEE UNDER THE CONTRACT TO $326,229. ADMINISTRATION RECOMMENDATION FROM: SUBJECT: Adopt the Resolution. AMOUNT AND FUNDING Funding is available in the Convention Center ADA Compliance Account No. 441.2251.069358. ANALYSIS In 1996, the City retained the Architectural firm of R.J. Heisenbottle Architects, P.A. to conduct a survey of both TOPA and the Convention Center to identify those areas which were not in compliance with the provisions of the Americans with Disabilities Act (ADA), and to prepare an estimate of the costs of the modifications needed to comply with the ADA. As a consequence of this study, the City budgeted funds to renovate certain of the restrooms at the Miami Beach Convention Center (Convention Center) and the Jackie Gleason Theater of the Performing Arts (TOP A), as well as for the replacement of doors and door hardware to bring both buildings into compliance with the requirements of the ADA. The City issued an RFQ for the design services to undertake this project. On February 9, 2000, an Agreement was executed between the City and A.R.I. Architects, Inc. (dba: SKLARchitecture) (Consultant), for professional Architectural and Engineering services to develop plans, specifications AGENDA ITEM c.7H 3-/r-o/ DATE and construction documents for the renovation of the Convention Center and TOPA to provide ADA-compliant door hardware and to refurbish a lounge and two lobbies, and certain restrooms in both buildings for a maximum fee of $283,451. The Agreement with the Consultant provided for the full renovation of 34 restrooms at the Convention Center, partial renovation of 10 restrooms and no renovation to 8 restrooms which the earlier consulting study indicated were in compliance with the requirements of the ADA, at the time of the original study, 4 employee-only restrooms were considered to be exempt from the need for renovation, and 2 restroom facilities located in the First-Aid rooms were over looked in the original survey. Between the 1996 study and the present time the ADA regulations were amended. The changes necessitated modifications to the restrooms which were compliant under the old rules. In addition, the ADA rules were broadened and now apply to employee-only restrooms as well as those open to the public. Thus it is now required that all of the restrooms in the Convention Center be renovated to comply with the ADA rules, including the restroom facilities in the two first aid rooms. The Administration is proposing to amend the Agreement with the Consultant to include the renovation of a total of 58 restrooms at the Convention Center. Exhibit A (attached) is a table which details the location and the revised scope of the individual restrooms. Exhibit B is proposed Amendment 1 to the Agreement with the Consultant. The Consultant has estimated that the construction cost ofthe proposed additional work will be approximately $534,722. The Agreement provides that additional design work beyond the original scope of the Agreement would be undertaken for a fee of 8% of construction cost, or $42,778. Funding for this activity is available in the Convention ADA Compliance Account. ADMINISTRATION RECOMMENDATION: The Administration recommends that the Mayor and City Commission adopt the Resolution approving and authorizing the Mayor and City Clerk to execute Amendment No. 1 to the Agreement with A.R.I Architects, Inc.(d.b.a.: SKLARchitecture), in the amount of $42,778, for additional design services, for on-site coordination, and construction administration for 14 restrooms beyond the original Scope of Work at the Miami Beach Convention Center increasing the maximum fee under the contract to $326,229. \1.0&' ~ "IJ):( JMGlMbBIPD~/GURMI~() ~ "~";? ~ Miami Beach Convention Center ADA Renovation Schedule No Location Gender Original Current Recommendation Recommendation 1 Registration Area "A" Women No Renovation Full Renovation 2 Registration Area "A" Men No Renovation Full Renovation 3 "A" First Level Concourse Women Refurbish counters Full Renovation 4 "A" First Level Concourse Men Regrout floor Full Renovation 5 "A" Hall North End Women Full Renovation Full Renovation 6 "A" Hall North End Men Full Renovation Full Renovation 7 "A" Hall Southeast Comer Women Full Renovation Full Renovation 8 "A" Hall Southeast Comer Men Full Renovation Full Renovation 9 Registration Area "B" Women No Renovation Full Renovation 10 Registration Area "B" Men No Renovation Full Renovation 11 "B" South Concourse Women Refurbish, counters Full Renovation 12 "B" South Concourse Men New Partitions Full Renovation 13 "B" Hall South Women Full Renovation Full Renovation 14 "B" Hall South Men Full Renovation Full Renovation 15 "B" Hall North End Women Full Renovation Full Renovation 16 "B" Hall North End Men Full Renovation Full Renovation 17 "C" Lobby - South Wall Women Full Renovation Full Renovation 18 "C" Lobby - South Wall Men Full Renovation Full Renovation 19 "c" Lobby - East Wall Women Full Renovation Full Renovation 20 "C" Lobby - East Wall Men Full Renovation Full Renovation 21 "c" Lobby - Northeast Wall Women Full Renovation Full Renovation 22 "C" Lobby - Northeast Wall Men Full Renovation Full Renovation 23 "C" Hall - West Wall Women Full Renovation Full Renovation 24 "C" Hall- West Wall Men Full Renovation Full Renovation No Location Gender Original Current Recommendation Recommendation 25 "c" Hall- South Wall Women Full Renovation Full Renovation 26 "c" Hall- South Wall Men Full Renovation Full Renovation 27 "D" Lobby - North Wall Women Full Renovation Full Renovation 28 "D" Lobby - North Wall Men Full Renovation Full Renovation 29 "D" Lobby - Northeast Wall Women Full Renovation Full Renovation 30 "D" Lobby - Northeast Wall Men Full Renovation Full Renovation 31 "D" Lobby - Southeast Wall Women Full Renovation Full Renovation 32 "D" Lobby - Southeast Wall Men Full Renovation Full Renovation 33 "D" Hall- West Wall Women Full Renovation Full Renovation 34 "D" Hall- West Wall Men Full Renovation Full Renovation 35 "D" Hall- North Wall Women Full Renovation Full Renovation 36 "D" Hall- North Wall Men Full Renovation Full Renovation Second Level 37 "A" - Second Level Women Refurbish/Counters Full Renovation 38 "A" - Second Level Men Refurbish/Counters Full Renovation 39 "A" Lobby - West Side Women No Renovation Full Renovation 40 "A" Lobby - West Side Men No Renovation Full Renovation 41 "B" - Second Level Women No Renovation Full Renovation 42 "B" - Second Level Men No Renovation Full Renovation 43 "B" - Second Level Concourse Women No Renovation Full Renovation 44 "B" - Second Level Concourse Men No Renovation Full Renovation 45 "C" - Second Level Women Full Renovation Full Renovation 46 "C" - Second Level Men Full Renovation Full Renovation 47 "D" - Second Level Women Full Renovation Full Renovation 48 "D" - Second Level Men Full Renovation Full Renovation No Location Gender Original Current Recommendation Recommendation Third Level 49 "Center" Third Level Skywalk Women Refurbish to ADA Full Renovation 50 "Center" Third Level Skywalk Men Refurbish to ADA Full Renovation 51 East End Skywalk Women Refurbish Full Renovation 52 East End Skywalk Men Refurbish Full Renovation Employee Restrooms 53 Employee - East Svce Concourse A Women No Renovation Full Renovation 54 Employee - East Svce Concourse A Men No Renovation Full Renovation 55 Employee - East Svce Concourse B Women No Renovation Full Renovation 56 Employee - East Svce Concourse B Men No Renovation Full Renovation First Aid Rooms 57 First Aid - South - "C" Unisex No Renovation Full Renovation 58 First Aid - North - "D" Unisex No Renovation Full Renovation F:\WORK\$ALL\CAH\ADA\SKLARAMD,TBL tW~~E\'{f;\), - tl.C\\ ell y (1: ,\\ __.l. AMENDMENT No.1 o \ t'M~ 2.9 r\i1 10: 2 i TO THE 1 03 ,. _" "':"'TlnHPROFESSIONAL SERVICES AGREEMENT 01 HAR -1 PH : FUGue \;0',;\.. '-".:.. "" - BETWEEN CITY OF MIAMI BEACH AND A.R.I. ARCHITECTS, INC. (d.h.a. SKLARCHITECTURE) FOR ADDITIONAL DESIGN SERVICES, ON-SITE COORDINATION AND CONSTRUCTION ADMINISTRATION FOR 14 RESTROOMS BEYOND THE ORIGINAL SCOPE OF SERVICES AT THE MIAMI BEACH CONVENTION CENTER AND THE JACKIE GLEASON THEATER OF THE PERFORMING ARTS .. P,_,I'.':' C r.: I \n:: D .\~ 'io.- 'tii!o..... CiTY 1"iI~Nfd]EWS OFFICE This Amendment No. 1, dated as of March 14 ,2001, to that certain Agreement, dated February 9,2000, by and between the City of Miami Beach, Florida (City), and A.R.I. Architects, Inc. (d.b.a. SKLARchitecture) (Consultant) (Agreement). WHEREAS, the Agreement provided for Consultant to provide design services for the renovation of certain restrooms and other interior areas at the Miami Beach Convention Center (MBCC) and the Jackie Gleason Theater ofthe Performing A1is (TOP A); and WHEREAS, the Agreement also provided for the preparation of Construction Documents, Specifications, Bid Documents, and Construction Administration; and WHEREAS, the City desires that certain additional restrooms be renovated in addition to those specified in the original Scope of Services, and wishes Consultant to provide Additional Services for this purpose; and WHEREAS, the Agreement provides that in the event Additional Services are to be included, that such services will be undertaken for a fee based on 8% of the Construction Cost of the Additional Services; and WHEREAS, City and Consultant agree to amend the Agreement to provide the Additional Services, as specified in this Amendment No.1. 1. ABOVE RECITALS The above recitals are true and correct and are incorporated as a part of this Amendment No. 1. 2. MODIFICATIONS The Agreement is hereby amended to add the Additional Services, as described in Exhibit "A-l ", entitled "Scope of Services/Compensation for Additional Services," attached hereto. 3. OTHER PROVISIONS All other provisions of the Agreement are unchanged. 4. RATIFICATION The City and Consultant ratify the terms of the Agreement, as modified by this Amendment ~ No.1. IN WITNESS WHEREOF, the parties hereto have caused this Amendment No.1 to be executed in their names by their duly authorized officials as of the date first set forth above. CITY OF MIAMI BEACH &J By MAYOR ATTEST: ~[ ftLttJuA CITY CLERK A.R.1. ARCHITECTS, INC. (d.b.a. SKLARchitecture) "iiy ~<::. ,;.S- PRESI T SEAL APPROYED AS TO fOAM'LANGUAGI 'FOR IDCICUTION F:\WORK\SALL\CAH\RESO\SKLARAM I. AGM Exhibit "A-I" To Amendment No.1 Scope of Services / Compensation for Additional Services Scope of Services: 1. Consultant agrees to undertake the following tasks as part of the renovation of the Miami Beach Convention Center: Prepare the construction documents for the installation of the required restroom modifications for the restrooms detailed in the attached Table 1. Review any shop drawings submitted by the Contractor. Respond to any requests for information submitted by the Contractor, subcontractors or by the City. Conduct periodic site visits during the Construction Phase. Review the work and approve Certifications for Payment during the construction phase. Compensation: The estimated Construction Cost of the above improvements is $534,722.00. Total fee for the above described services is computed based on 8% of the actual Construction Cost; on this basis the fee is currently estimated to be $42,778. This fee is payable 30% upon submission of 90% completed drawings; and 45% upon submission of completed Construction Documents and Specifications; 5% upon issuance of the Bid for the Work, and 20% payable on a monthly basis throughout the course of the construction project in proportion to the percentage of the Work completed. F:\WORK\$ALL\CAH\RESO\SKLARAM I.EXH Table 1 to accompany Exhibit "A-I", to Amendment No.1 . ScoDe of Services I ComDensation No. . Location/Description Gender Previous Scope Revised Scope 1 Registration Area "A" Women No Renovation Full Renovation 2 Registration Area "A" Men No Renovation Full Renovation 3 "A" First Level Concourse Women Refurbish counters Full Renovation 4 "A" First Level Concourse Men Regraut floor Full Renovation 9 Registration Area "B" Women No Renovation Full Renovation 10 Registration Area "B" Men No Renovation Full Renovation 11 "B" South Concourse Women Refurbish, counters Full Renovation 12 "B" South Concourse Men New Partitions Full Renovation Second Level 37 "A" - Second Level Women Refurbish/Counters Full Renovation 38 "A" - Second Level Men Refurbish/Counters Full Renovation 39 "A" Lobby - West Side Women No Renovation Full Renovation 40 "A" Lobby - West Side Men No Renovation Full Renovation 41 "B" - Second Level Women No Renovation Full Renovation 42 "B" - Second Level Men No Renovation Full Renovation 43 "B" - Second Level Concourse Women No Renovation Full Renovation 44 "B" - Second Level Concourse Men No Renovation Full Renovation Third Level 49 "Center" Third Level Skywalk Women Refurbish to ADA Full Renovation 50 "Center" Third Level Skywalk Men Refurbish to ADA Full Renovation 51 East End Skywalk Women Refurbish Full Renovation 52 East End Skywalk Men Refurbish Full Renovation Employee Restrooms 53 EmplDyee - East Svce Concourse A Women No Renovation Full Renovation 54 Employee - East Svce Concourse A Men No Renovation Full Renovation 55 Employee - East Svce Concourse B Women No Renovation Full Renovation 56 Employee - East Svce Concourse B Men No Renovation Full Renovation First Aid Rooms 57 First Aid - South - "c" Unisex No Renovation Full Renovation 58 First Aid - North - "D" Unisex No Renovation Full Renovation AGREEMENT BETWEEN CITY OF MIAMI BEACH AND A.R.I. ARCHITECTS, INC. dba SKLARchitecture FOR PROFESSIONAL ARCHITECTURAL AND ENGINEERING SERVICES FOR THE MIAt'\1I BEACH CONVENTION CENTER/GLEASON THEATER OF THE PERFORMING ARTS RENOVATIONS TO COMPLY WITH A.D.A. REGULATIONS PROJECT F:\WORK\SALL\C AH\-\OA'.SKLARCH.AGR ARTICLE 1. 1.1 1.2 1.3 1.4 1.5 1.6 1.7 1.8 1.8.1 1.8.2 1.9 1.10 1.11 1.12 1.13 1.14 1.15 1.16 1.17 1.18 1.19 1.20 1.21 ARTICLE 2. 2.3 2.4 ., - _.::l 2.6 2.7 2.8 2.9 2.10 TABLE OF CONTENTS PAGE DEFINITIONS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . I City. . ..... .. ........ ..... ......... ... ...... .. ...... ... . . .. ..... . I City Commission . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . I City Manager . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 Proposal Documents ............................................... 3 Consultant ....................................................... 3 City's Project Coordinator .................... . . . . . . . . . . . . . . . . . . . . . . . 3 Basic Services .................................................... 4 The Project(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4 The Project(s) Cost ................................................4 The Project(s) Scope ...............................................4 Construction Cost Budget ........................................... 4 Force Majeure ....................................................4 Contractor ....................................................... 5 Contract Documents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5 Contract for Construction ........................................... 5 Construction Documents ............................................ 5 Change Order . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5 Additional Services ................................................ 5 Work ........................................................... 5 Services ......................................................... 5 Base Bid. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 Schedules . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 Upset Limit ...................................................... 6 BASIC SERVICES ................................................ 6 Design Phase ..................................................... 6 Construction Documents Phase .... . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 Bidding or Negotiation Phase ....................................... 7 Construction Phase, Observation and Administration of the Const. Contract. . . . 8 Responsibility for Claims and Liabilities .............................. 10 Additional Field Representation ..................................... II Additional Services ............................................... II Time . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12 ARTICLE 3. THE CITY'S RESPONSIBILITIES ..................................13 ARTICLE 4. 4.1 4.2 CONSTRUCTION COST ......................................... .14 Definition . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14 Responsibility for Construction Cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14 ARTICLE 5. DIRECT PERSONNEL EXPENSE .................................. 15 ARTICLE 6. REIMBURSABLE EXPENSES ..................................... 15 ARTICLE 7. 7.1 7.2 7.3 PAYMENTS TO THE CONSULTANT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16 Payments on Account of Basic Services ............................... 16 Payment on Account of Additional Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16 Project Suspension of Termination ...................................16 ARTICLE 8. CONSULTANT'S ACCOUNTING RECORDS......................... 16 ARTICLE 9. OWNERSHIP AND USE OF DOCUMENTS .......................... 16 ARTICLE 1 O. TERMINATION OF AGREEMENT ................................. 17 10.1 Termination for Cause . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17 10.2 Termination for Convenience ....................................... 17 10.3 Termination by Consultant ......................................... 18 lOA Implementation of Termination ..................................... .18 10.5 Non-Solicitation. '.' .. .. . .. ... . . .. .. . . .. .. . . ... .. . ... ...... ... .....18 ARTICLE 11. MISCELLANEOUS PROVISIONS .................................. 18 ARTICLE 12. EXTENT OF AGREEMENT....................................... 19 ARTICLE 13. BASIS OF COMPENSATION. .... .. .. .... .. .. ..... .... .. . .. .., ....19 13.1 Compensation for Services ......................................... 19 ARTICLE 14. INSURANCE. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20 ARTICLE 15. INDEMNIFICATION. .. . . .. ... ... .. .. .... .. ........ ..... .. . . .....21 ARTICLE 16. VENUE. ...... . . .. .. .. . .. . .. .... .. .... .... .. ... . .. .. .. .. . .. ....21 ARTICLE 17. LIMITATION OF LIABILITy...................................... 21 ARTICLE 18. ADDITIONAL CONDITIONS.. . .. . ... .. ... . .. .... ... ....... . . . ....21 ARTICLE 19. NOTICE. ...... ...... .. ... . . .. .. ..... ... ... .. ....... .... . .. . ....22 SCHEDULES SCHEDULE "A" - Consultant Scope of Work ................................24 SCHEDULE "B" - Consultant Compensation ................................ 26 SCHEDULE "C" - Subcontract Hourly Compensation Rates. . . . . . . . . . . . . . . . . . . . . 27 SCHEDULE "D" - Project Schedule . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28 TERMS AND CONDITIONS OF AGREEMENT BETWEEN THE CITY OF MIAMI BEACH AND CONSULTANT A.R.I. ARCHITECTS, INC. d.b.a. SKLARchitecture FOR PROFESSIONAL ARCHITECTURAL i\ND ENGINEERING SERVICES THIS AGREEMENT made and entered into this _ day of ,2000, by and between the CITY OF MIAMI BEACH, a municipal corporation existing under the laws of the State of Florida (hereinafter referred to as City), having its principal offices at 1700 Convention Center Drive, Miami Beach, Florida, and A.R.I. Architects, Inc. dba SKLARchitecture, a Florida corporation, whose address is 235 Lincoln Road, PH 400, Miami Beach, FL 33139 (hereinafter referred to as Consultant). WIT N E SSE T H: WHEREAS, the City intends to undertake a Project within the City of Miami Beach, which is more particularly described in Schedule "A", attached hereto, and wishes to engage the Consultant to provide architectural and/or engineering services for the Project at the agreed fees as set forth in this Agreement; and WHEREAS. the Consultant desires to contract with the City for performance of architectural, engineering and related professional services relative to the Project, as hereinafter set forth, including: studies, design, preparation of construction documents and construction administration services, all as hereinafter stipulated. NO\V THEREFORE, City and Consultant, in consideration of the mutual covenants and agreements herein contained, agree as follows: ARTICLE 1. DEFINITIONS 1.1 CITY The "City" or "Owner" shall mean the City of Miami Beach and is a Florida municipal corporation having its principal offices at 1700 Convention Center Drive, Miami Beach, Florida 33139. The City, as a governmental entity, is subject to the availability of funds and appropriation of funds by its legislative body and other governmental authorities or sources of revenue, in an amount to allow continuation of its performance under this Agreement. In the event of lack of funding for this Agreement or a project subject to this Agreement, this Agreement may be terminated by the City pursuanttt> the procedures set forth in Article 10. 1.2 CITY COMMISSION "City Commission" shall mean the governing and legislative body of the City. The City Commission shall be the final authority to do or to approve the follo\\<ing actions or conduct by passage of an enabling resolution or amendment to this Agreement. 1.2.1 The City Commission shall be the body to consider, comment upon, or approve of any amendments or modifications to this Agreement. 1.2.2 The City Commission shall be the body to consider, comment upon, or approve any assignment. sale, transfer or subletting of this Agreement or any interest therein and any subcontracts made pursuant to this Agreement. Assignment and transfer shall be defined to include sale of the majority of the stock of a corporate Consultant. 1.2.3 All City Commission approvals and authorizations shall be expressed by passage of an appropriate enabling resolution and, if an amendment, by the execution of an appropriate amendment to this Agreement. 1.2.4 The City Commission shall review, approve, disapprove or otherwise comment upon the Consultant's Design and Construction Documents after they are submitted to the City by the Consultant. 1.2.5 The City Commission shall hear appeals from the administrative decision of the City Manager upon the Consultant's written request, in which case the Commission's decision shall be final. 1.2.6 The City Commission shall approve or consider all change orders which exceed the sum often thDusand dollars ($10,000.00) (or other such amount as may be specified by the City of Miami Beach Purchasing Oriinance, as amended). 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 designees. including a Project Coordinator, and shall serve as the City's representative to whom administrative requests for approvals shall be made and who shall issue authorizations (exclusive of those authorizations reserved to the Commission) to the Consultant. These authorizations shall include. without limitation: reviewing. approving, or otherwise commenting upon the schedules, plans, reports. estimates. contracts and other documents submitted to the City by the Consultant. 1.3.1 The City Manager shall decide, in his professional discretion, matters arising pursuant to this Agreement. which are not otherwise expressly provided for in this Agreement, and he shall attempt to render administrative decisions promptly to avoid unreasonable delay in the progress of the Consultant's work. 1.3.2 The City Manager shall additionally be authorized but not required, at the request of the Consultant, to reallocate monies already budgeted toward payment of the Consultant, provided, however. that he cannot increase the Consultant's compensation or other budgets established by this Agreement. The City Manager, in his administrative discretion, may consult with the City Commission concerning disputes or matters arising under this Agreement regardless of whether such matters or disputes are enumerated herein. The City Manager shall additionally be the sole representative of the City authorized to issue 2 a Notice to Proceed as referenced in Article 2 herein. The City Manager may consider, comment upon or approve modifications in accordance with applicable laws and ordinances. \.3.3 The City Manager may approve change orders which do not exceed the sum often thousand dollars ($10.000.00) (or other such amount as may be specified by the City of Miami Beach Purchasing Ordinance. as amended) and which do not increase any of the budgets established herein. 1.3.4 The City Manager may. in his sole discretion. fDrm a committee or committees, or inquire of or consult with persons for the purpose of receiving advice and recommendations relating to the exercise of his powers. duties and responsibilities under this Agreement. 1.4 PROPOSAL DOCUMENTS "Proposal Documents" shall mean the: REQUEST FOR QUALIFICATIONS FOR "ARCHITECTURAL/ENGfNEERING SERVICES TO DEVELOP BID DOCUMENTS FOR THE RENOVATION OF THE MIAMI BEACH CONVENTION CENTER AND THE JACKIE GLEASON THEATER OF THE PERFORMING ARTS TO PROVIDE ADA-COMPLLA..NT RESTROOM FACILITIES. TO PROVIDE NEW ADA- COMPLIANT DOOR HARDWARE, TO REFURBISH ONE LOUNGE AND TWO LOBBIES" (RFQ NO. 87-98/99) 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 in this Agreement and made a part hereof: provided. however. that in the event of an express conflict beTYveen the Pro;Josa! and this Agreement, this Agreement shall prevail. 1.5 CONSULT A]';T The "Consultant" is herein defined as A.R.I. Architects, Inc. dba SKLARchitecture, a Florida Corporation. whose address is 235 Lincoln Road, PH 400, Miami Beach. FL 33139. 1.5.1 All architects required by the needs of this Project shall be duly licensed and admitted to practice architecture in this State pursuant to Chapter 481, Florida Statutes, and additionally possessing the requisite occupational licenses from the City and the County. All engineers required by the needs of this Project shall be duly licensed and certified by the State of Florida to engage in the practice of engineering in this State. All special inspectors. if any. required by the needs of this Project shall be duly certified. licensed and registered under Chapter 471. Florida Statutes, as an engineer, or under Chapter 481. as an architect. and shall additionally possess the requisite occupational license from the City and the County. 1.5.2 The Consultant shall be liable for the Consultant's services. responsibilities and liabilities under this Agreement and the services, responsibilities and liabilities of any subconsultants. and any other person or entity acting under the direction or control of the Consultant. When the tern1 "Consultant" is used in this Agreement it shall be deemed to include any subconsultants and any other person or entity acting under the direction or control of Consultant. Any subconsultants retained by Consultant pursuant to this Agreement and the Project, shall be subject to prior written approval of the City. 1.6 CITY'S PROJECT COORDINATOR The "City's Project Coordinator" shall mean the individual appointed by the City Manager who shall be the City's authorized representative to 3 coordinate, direct, and review on behalf of the City, all matters related to the Project, except as otherwise prDvided herein. 1.7 BASIC SERVICES "Basic Services" shall include the professional services of normal architectural, structural, mechanical and electrical services, as required. for the design. preparation of contract documents and administration of the ConstructiDn Contract for the Project hereunder. 1.8 THE PROJECT That City Capital Project which has been approved by the City Commission and as described in the Schedules attached hereto. 1.8.1 PROJECT COST The "Project Cost", as established by the City. shall mean the tDtal cost of the Project to the City including: construction CDst, professional compensation. land cost. if any, financing cost, materials testing services, surveys. and other miscellaneous O"ner costs. The Project will require a Statement of Probable Cost [defined as: A cost forecast prepared by the Architect during the design development and construction document preparation phase for the guidance of the Owner.] to be submitted prior to bidding. Should construction cost proposals exceed the Final Statement of Probable Cost by more than 5%. the Consultant agrees to perform requested modifications to plans and specifications at no cost to the City to lower the cost of the Project to permit reissuance of the construction bid proposal, 1.8.2 PROJECT SCOPE The City shall establish the Scope of Services for the Project to be provided to the Consultant prior to the start of the Project, this document is attached hereto and incorporated herein as a Schedule to this Agreement. 1.9 CONSTRUCTION COST BUDGET The "CDnstruction Cost Budget" for the Project shall mean a sum which is the total cost to the City of all elements of the Project designed or specified by the Consultant and approved by the City. including. at current market rates. (with a reasonable allowance for overhead and profit), the cost of labor and materials and any equipment which has been designed, specified. selected or specifically provided for by the Consultant and approved by the City. alld including a contingency allowance for unforeseen conditions, not to exceed ten percent (10%) of the Construction Cost. and not including the compensation of the Consultant and any Sub-Consultants. rights-of-way. the cost of land, and surveys. 1.9.1 The Construction Cost Budget. as established by the City, shall not be exceeded without fully justifiable, extraordinary and unforeseen circumstances, such as force majeure, which is beyond the control of the parties, any expenditure above this amount shall be subject to prior City Commission and/or City Manager approval by passage of an enabiing resolution and amendments to the appropriate agreements relative to the Project prior to any modification of the construction costs due to force majeure. Provided further. however. that even in the event of a force majeure as defined below, the City shall have no obligation to exceed the Construction Cost Budget limitations established herein. 1.10 FORCE MAJEURE "Force Majeure" shall mean any delay occasioned by superior 4 or irresistible force occasioned by violence in nature withDut the interference of human agency such as hurricanes, tornados, flood and loss caused by fire and other similar unavoidable casualties. Changes in federal, state or local laws, ordinances, codes or regulations. enacted after the date of this Agreement and having a substantial impact on the Project, or other causes beyond the parties control or by any other such causes which the Consultant and the City Commission decide in writing justifY the delay. Provided. however. that market conditions, labor conditions. construction industry price trends and similar matters which nDrmally impact on the bidding process shall not be considered a Force Majeure. 1.11 CONTRACTOR "Contractor" or "Contractors" shall mean those persons or entities responsible for performing the construction work or providing the materials. supplies and equipment identified in the bid and contract documents for the Project, 1.12 CONTRACT DOCUMENTS "Contract Documents" shall mean this Agreement; the Agreement between City and Contractor; Conditions of the Contract (General Supplementary and other Conditions); Construction Documents: and addenda issued prior to execution of the Contract for Construction. A Modification is one of the following: (I) \VTitten amendment to the Contract for Construction signed by both parties: (2) an approved Change Order, (3) a Construction Change Directive: or (4) a written order for a minor change in the work issued by the Consultant. 1.13 CONTRACT FOR CONSTRUCTION "Contract for Construction" shall mean a legally binding agreement with contractors. 1.14 CONSTRUCTION DOCUMENTS "Construction Documents" shall mean the final plans. specifications, drawings. documents and diagrams submitted by the Consultant pursuant to Article 2.4 and approved by the City. 1.15 CHANGE ORDER "Change order" shall mean the written order to the Project Manager approved by the O-wner as specified in this Agreement and signed by the Owner's duly authorized representative. authorizing a change in the Project or the method and manner of performance thereof, or an adjustment in the fees and/or completion dates. as applicable. Change orders shall only be approved by the City Commission, if they exceed ten thousand dollars ($10.000.00), or the City Manager if they are ten thousand dollars ($10.000.00) or less in amount (or other such amount as may be specified by the City of Miami Beach Purchasing Ordinance, as amended). Even for change orders for less than ten thousand ($10,000.00) the City Manager shall retain the right to seek and obtain concurrence of the City Commission for the approval of any such change order. 1.16 ADDITIONAL SERVICES "Additional Services" shall mean those services described in Article 2.9 herein. which have been duly authorized in \VTiting by the City Manager. 1.17 WORK "Work" shall mean all of the work to be performed on the Project by the Contractor. pursuant to the applicable Contract Documents. whether completed or panially completed, and includes all labor and materials. equipment. and services provided. or to be provided, by the Contractor to fulfill its obligations. 5 1.18 SERVICES "Services" shall mean all of the services to be perfonned on the Project by the Consultant pursuant to this Agreement, whether completed or partially completed, and includes all other labor and materials, equipment and services provided, or to be provided. by Consultant to fulfill its obligations herein. 1.19 BASE BID "Base Bid" shall mean the elements contained in the Construction Documents recommended by the Consultant and approved by the Owner as being within the Construction Cost Budget pursuant to the Statement of Probable Construction Cost provided by Consultant. "Base Bid" shall not include "Additive Alternates" or "Deductive Alternates". 1.20 SCHEDULES "Schedules" shall mean the various schedules attached to this Agreement and referred to as follows: Schedule A -- Scope of Services. Schedule B -- The schedule of compensation for the Consultant for Basic Architectural and Engineering Services. and for reimbursable expenditures as defined, plus any Additional Services, as submitted by the Consultant and approved by the City. Schedule C -- The schedule of hourly rates of compensation for the Consultant and for sub- consultants for Additional Services. as submitted by the Consultant and approved by the City. Schedule D -- Proposed Proje;:t Schedule. 1.21 VPSET LIMIT "Upset Limit" shall mean the maximum cumulative fee allowable under the Scope of Work for fees billed in accordance with Schedules B and C, which the Consultant shall not exceed without specific written authorization. The Upset Limit is not a guaranteed maximum cost for the Scope of Services set forth in the Scope of Work. ARTICLE 2. BASIC SERVICES 2.1 The Consultant shall provide Basic Services for the Project as set forth below. Any additional work for this Project will be perfonned by the Consultant upon receipt of a written "Amended Scope of Work" issued by the City Manager. The "Amended Scope of Work" shall contain a description of the services required; contain either an agreed lump sum fee or an hourly fee, as provided in Schedules Band C, with an upset limit for the services. and reimbursable expenses; the additional Construction Cost Budget allocation required for the additional work, and a description of the type of services to be provided. 2.2 The Consultant's Basic Services shall consist of the four phases described in Articles 2.3 through 2.6 and include normal architectural, structural. mechanical and electrical engineering services as required. ~ ' .:...J DESIGN PHASE 2.3.1 The Consultant shall review with the City, (including, if requested by the City Manager, review by a committee or committees) alternative approaches to design and construction 6 of the Project. 2.3.2 Based on a mutually accepted program and project budget requirements, the Consultant shall prepare, for approval by the City, design documents consisting of drawings and other documents appropriate for the Project. and shall submit to the City a Statement of Probable Construction Cost. 2.4 CONSTRUCTION DOCUMENTS PHASE 2.4.1 Based on the approved design documents. the Consultant shall prepare, for approval by the City. five (5) copies of the Construction Documents. in addition to a set of the documents on reproducible Mylar for bidding purposes. Consultant shall also file with the Project Coordinator at said time, the following items: (a) five (5) copies of the Statement of Probable Construction Cost: (b) five (5) unbound copies ofthe proposed advertisement for bids; (c.) five (5) unbound copies of the bid proposal; and (d) three (3) copies of a final maintenance impact report, which lists the products being specified, and provides an estimate of the average annual man-hours required for the maintenance of each of these items during the first five years of operating life. Consultant shall provide City with three (3) sets of construction documents at approximately eighty percent (80%) completion. approximately thirty (30) days prior to the date for delivery of the five (5) copies of one hundred percent (100%) complete Construction Documents for review and comment by the City's Engineering, Public Works, Parking and Building Departments. Should additional sets be required, Consultant will be reimbursed for the actual cost of reproduction, upon approval by the City. 2.4.2 Construction Documents will be prepared, signed and sealed by design professionals. The Construction Documents shall call for a construction period as approved by the City Manager. The entire Project will be publicly bid with a Base Bid and such Additive Alternates and/or Deductive Alternates as may be requested by City, to reasonably insure that the award will be within the Construction Cost Budget. The Construction Documents shall set forth in detail the requirements for construction of the Project including all the contractual. code (laws, rules and regulations). and technical specifications and requirements under which the work is to be conducted. Performance of those prerequisites necessary for obtaining the necessary approvals and permits shall be the sole responsibility of the Consultant. Prior to the advertisement for bids, Consultant shall also assist the City in obtaining all necessary local, state and federal permits as may be required for construction of the Project. Consultant shall not be directly responsible for pulling construction permits. 2.4.3 The Consultant expressly agrees that all of its duties, services and responsibilities under this Agreement shall be performed in accordance with the standard of care normally exercised in the design of projects of this nature in South Florida. "Standard of Care" includes an examination and analysis of visible site field conditions prior to initiating Project design. 7 25 BIDDING OR NEGOTIATION PHASE 2.5.1 The Consultant, following the City's approval of the Construction Documents and of the latest Statement of Probable Construction Cost, shall assist the City in obtaining responsive lump sum construction bids with the use of Additive and/or Deductive Alternatives and assist in awarding and preparing the Contract for Construction. 2.5.2 Following the bid opening. Consultant shall be required to tabulate all bids received. Within three (3) working days thereafter, the Consultant shall submit in writing to the City's Project Coordinator, its recommendations for the award or rejection of the Construction Contract. together with two (2) sets of the bid tabulations to be reviewed by the City. 2.6 CONSTRUCTION PHASE, CONSTRUCTION OBSERVATION AND ADMINISTRATION OF THE CONSTRUCTION CONTRACT 2.6. I The Construction Phase will commence with the award of the Contract for Construction and. together with the Consultant's obligation to provide Basic Services for each Project under this Agreement. will terminate when final payment to the Contractor is due. or in the absence of a final Certification for Payment or of such due date, sixty (60) days after the Date of Substantial Completion of the Work or sixty (60) days after the completion date specified in the Contract for Construction at the time of the award. whichever occurs later. The City's Project Coordinator will be the City's representative on the Project construction site, but the presence of this Coordinator shall in no way diminish any of the Consultant's duties and obligations as described in this Agreement. Any and all changes which would result in an increase of compensation to the Consultant must be approved by the City Commission; or by the City Manager, if such change is less than ten percent (10%) of the amount set forth in the Scope of Work. The City's Project Coordinator shall be considered to be on the Project site for the benefit and protection of the City. The Consultant shall have no right to rely on the Project Coordinator for assurances or advice regarding work which is the responsibility ofthe Consultant. The Consultant and the City's Project Coordinator will hold regular site meetings on at least a twice a month basis between themselves. the Contractor and the various subcontractors, as appropriate. 2.6.2 The Consultant shall provide administration of the Construction Contract as set forth herein, in paragraphs 2.6.3 through 2.6.17, or in the general or supplemental conditions of the Contract for Construction. and the Consultant's assigned authority thereunder shall not be modified without the Consultant's VoTitten consent. 2.6.3 The Consultant shall advise and consult with the City, and keep it informed of the progress of the Work, including percentage completed on a monthly basis, during the construction phase. After issuance of the Notice to Proceed with the Work. all of the City's instructions to the Contractors shall be issued through the Consultant's representative. with final approval by the City. 2.6.4 The Consultant shall visit the Project site at periodic intervals appropriate to the stage of construction. or as may otherwise be requested by the City, to remain familiar with the progress and quality of the Work and to determine if the Work is proceeding in accordance with the 8 Construction Contract. The Consultant shall not be obligated to make continuous or exhaustive on- site inspections to check quality and quantity of the Work. On the basis of such on-site inspections, the Consultant shall keep the City informed of the progress and quality of the Work and shall endeavor to guard the City against defects and deficiencies in the work of the Contractor. Upon discovery of any defects or deficiencies the Consultant shall immediately notify the City's Project Coordinator. Consultant" s construction administration activities shall be limited to a total of 416 hours. On-site inspections in excess of this total shall be billed to the City on an hourly basis as extra services pursuant to Schedule "Coo. Consultant shall report the cumulative total hours spent on this activity on a weekly report to be submitted to the City. 2.6.5 The Consultant shall not have control of, or be in charge of. and shall not be responsible for construction means, methods, techniques. sequences or procedures, or for safety precautions and programs in connection with the work, for the acts or omissions of the Contractor, the Contractor's sub-contractors or any other persons performing any of the Work. or for failure of any of them to carry out the Work in accordance with the Contract Documents. 2.6.6 The Consultant shall at all times have access to the work whenever it is in preparation or progress. 2.6.7 The Consultant shall determine the amounts owing to the Contractor based on observations at the site and on evaluations of the Contractor's applications for payment and shall issue certificates for payment in such amounts. as provided in the Contract Documents. subject to the City's final approval. 2.6.8 The issuance of a Certification for Payment shall constitute a representation by the Consultant to the City, based on the Consultant's visual observations at the site as provided in Article 2.6.4 and on the data comprising the Contractor's application for payment that. to the best of the Consultant's knowledge, infonnation and belief. the work has progressed to the point indicated; that. based on the Consultant's observation of the work, the quality of the work is in accordance with the Contract Documents. subject to an evaluation of the work for conformance with the Contract Documents upon substantial completion: to the results of any subsequent tests required by or performed under the Contract Documents; to minor deviations from the Contract Documents correctable prior to completion; and to any specific qualifications stated in the certificate for payment; and that the Contractor is entitled to payment in the amount certified. However. the issuance of a Certification for Payment shall not be a representation that the Consultant has made any examination to ascertain how and for what purpose the Contractor has used the monies paid on account of the contract sum. 2.6.9 The Consultant shall be the interpreter of the requirements of the Contract Documents. The Consultant shall render interpretations necessary for the proper execution of the progress of the Work with reasonable promptness on VoTitten decisions, within twenty (20) days on all claims. disputes and other matters in question between the City and the Contractor relating to the execution or progress of the Work or the interpretation of the Contract Documents. All actions required by Consultant under this Paragraph shall be taken expeditiously. 9 2.6.10 Interpretations and decisions of the Consultant shall be consistent with the intent of, and reasonably inferable from, the Contract Documents, and shall be in written or graphic form. 2.6.11 The Consultant shall, after discussion with the Project Coordinator, have authority to reject work which does not confonn to the Contract Documents. Subject to the City's approval. the Consultant will have authority to require special inspection or testing of the work when it is necessary or advisable (in the Consultant's opinion) for the implementation of the intent of the Contract Documents. whether or not such work be then fabricated. installed or completed. 2.6.12 The Consultant shall review and approve or take other appropriate action upon the Contractor's submittals. including, but not limited to, shop drawings, product data. samples and other submissions of the Contractor, for confonnance only with the design concept of the work and with the information given in the Contract Documents. Such action shall be taken with reasonable promptness so as to cause no delay. The Consultant's approval of a specific item shall not indicate approval of an assembly of which the item is a component. 2.6.13 The Consultant shall prepare change orders for the City's approval and execution in accordance with the Contract Documents. and shall have authority to order minor changes in the Work not involving an adjustment in the contract sum or an extension ofthe contract time which are not inconsistent with the intent of the Contract Documents. Meeting notes documenting all minor changes shall be presented in writing to the Project Coordinator after each meeting. 2.6.14 The extent of the duties, responsibilities and limitations of authority of the Consultant as the City's Architect for the project during the Construction Phase, shall not be modified or extended without written consent of the Consultant and the City Manager. 2.6.15 The City shall furnish. in a timely manner. structural, mechanical. chemical and other laboratory tests, inspections and reports as required by law or the Contract Documents. 2.6.16 The Consultant shall prepare a set of reproducible record drawings showing the completed Project as it is finally built (i.e., "as built" drawings) from information collected by the Consultant from the contractor(s). These shall be similar in scale and scope to the Contract Document drawings but shall include all occurrences and instances where the finished building differs from the Contract Document drawings as a result of duly approved changes made during construction of the Project. Such drawings, accompanied by 3 Yo' computer disks in Microsoft Windows fonnat, containing AutoCad (tm) format files containing the same information. are to be submitted to the Project Coordinator within 60 days of submission of the final Certification for Payment for the Project. :2.6.17 Consultant shall conduct inspections to determine the dates of Substantial and Final Completion and shall issue a certificate for final payment to the Contractor under the Contract Documents. Consultant shall submit a report listing each of the product warranties available, indicating their terms and conditions as indicated by the language in such warranties. 10 2.7 RESPONSIBILITY FOR CLAIMS AND LIABILITIES 2.7.1 Approval by the City shall not constitute nor be deemed a release of the responsibility and liability of the Consultant. its employees, sub-contractors, agents and consultants for the accuracy and competency of their designs, working drawings, specifications or other documents and work; nor shall such approval be deemed to be an assumption of such responsibility by the City for a defect or omission in designs. working drawings. specifications or other documents prepared by the Consultant, its employees, sub-contractors, agents and consultants. However. the Consultant shall be entitled to reasonably rely upon the accuracy and validity of decisions and information furnished by the City and its employees. 2.8 ADDITIONAL FIELD REPRESENT A TION Should the City and the Consultant agree that more extensive representation at the site than is described in Article 2.6 is advisable. such additional Project representation shall be provided and paid for as an Additional Service. 2.9 ADDITIONAL SERVICES Unless specifically provided for in the Scope of Work. the following services are not included in Basic Services. Any Additional Services must be authorized in writing by a City Commission Resolution or by the City Manager in advance of its performance, and may be paid for as a multiple of direct personnel expense, as outlined in Schedules Band C. Additional services will consist of the following services: 2.9.1 Providing services to investigate existing conditions or facilities orto make measured drawings thereof. and to verify the accuracy of drawings or other information furnished by the City in the event of an inconsistency or omission in the drawings. 2.9.2 Making revisions in or addition to drawings. specifications or other documents when such revisions or additions are inconsistent with written approvals or instructions previously given, or are required by the enactment or revision of codes. laws or regulations subsequent to the preparation of such documents or are due to other causes not solely within the control of the Consultant. 2.9.3 Making investigations, surveys, valuations, inventories or detailed appraisals of existing facilities, and services required solely in connection with construction performed by the City. 2.9.4 Providing consultation concerning replacement of any work damaged by fire or other causes during construction, and furnishing services as may be required in connection with the replacement of such work. 2.9.5 Providing services made necessary by the default of the Contractor, or by major defects or deficiencies in the Work ofthe Contractor (provided Consultant promptly notified the City of any such defects or deficiencies observed by Consultant). or by failure of performance of either the City or Contractor under the Contract for Construction. 2.9.6 Providing Basic Services after issuance to the City of the final certificate for payment. or in the absence of a final certificate for payment, more than sixty (60) days after the date of 11 substantial completion of the Work, or sixty (60) days after the completion date set forth in the Construction Contract, whichever is later. 2.9.7 Preparing to serve or serving as an expert witness in connection with any public hearing, arbitration proceeding or legal proceeding unless such preparation has arisen from failure of the Consultant to meet the Standard of Care set forth in Article 2.4.3. 2.9.8 Preparing documents for change orders, or supplemental work, initiated at the City's request and outside the scope of the work specified in the Construction Documents. after commencement of the Construction Phase. 2.9.9 Making revisions in drawings, specifications or other documents when such revisions are inconsistent with written approvals or instructions previously given, are required by the enactment or revision of codes. laws or regulations subsequent to the preparation of such documents. If changes are required to be made because of error. oversight, inadvertence, clarification or discrepancy in the work of the Consultant. the City shall not be liable to compensate Consultant for Additional Services in such connection. 2.9.10 Providing consultation concerning replacement of a new project or damage by fire or other cause during construction, and furnishing such professional services in the type set forth herein as may be required in connection with the replacement of such work. 2.9.11 Providing professional services made necessary by the default of any Contractor or any sub-contractor in the performance of the Construction Contract. 2.9.12 Providing contract administration services during the Construction Phase, should the Construction Contract time and working days be extended or unreasonably extended through no fault of the Consultant. 2.9.13 Providing planning. programming, program investigating and evaluation services, economic studies. feasibility srudies, unless such studies are included in the Basic Services described in Section 1.6. 2.9.14 Providing certified land surveys and similar infonnation. 2.9.15 Providing such other professional services to the City relative to the Project which arise from subsequent circumstances and causes (excluding circumstances and causes resulting from error, inadvertence or omission of the Consultant) which do not currently exist or which are not contemplated by the parties at the time of execution of this Agreement. 2.9.16 Services provided for by this subsection must be approved by the City Commission or by the City Manager before such services are rendered. 2.10 TIME It is understood that time is of the essence in the completion of this Project. and in this respect the parties agree as follows: 12 2.10.1 The Consultant shall perform Basic and Additional Services as expeditiously as is consistent with the standard of professional skill and care required by this Agreement and the orderly progress of the Work. Prior to commencement of said Services, the Consultant shall submit a Project Schedule to the City. for its approval, detailing the timelines for completion of the Services contemplated by the Agreement. The Project Schedule. as approved by the City. shall be attached hereto and incorporated as a Schedule to this Agreement. Upon notice to the City, the Consultant may submit adjustments to the Project Schedule, made necessary by undue time taken by the City to approve the Consultant's submissions. and/or excessive time taken by the City to approve the Services or parts of the Services; otherwise, any adjustments to the Project Schedule shall require the prior v-.Titten consent of the City. The City shall not unreasonably refuse to approve such adjustment(s) to the Project Schedule if the request is made in a timely manner and is fully justified. The timelines set forth in this Schedule, as approved by the City, shall not. except as provided above. be exceeded by the Consultant. 2.10.2 The parties agree that the Consultant's services during all phases of this Project will be performed in a manner which shall conform with the approved Project Schedule. as same may be amended. ARTICLE 3. THE CITY'S RESPONSIBILITIES 3.1 The City has provided Consultant with the Project goals and design elements as set forth in the Proposal Documents and pursuant to Article 1.7 herein, and shall provide, consistent with the foregoing described goals. such additional requirements for the Project as may be necessary, including space requirements and relationships. flexibility and expendability. special equipment and systems, and site requirements. 3.2 The City shall establish a Construction Cost Budget for the Project. which may include contingencies for bidding, changes in the Work during construction, and other costs which are the responsibility of the City, including those described in this Article 3 and in subparagraph 4.1.2. The City shall, at the request of the Consultant, provide a statement of funds available for the Project. and their source. 3.3 The City Manager shall designate a representative defined as the City's Project Coordinator authorized to act on the City's behalf with respect to the Project. The City's Project Coordinator shall examine the documents submitted by the Consultant and shall transmit written decisions pertaining thereto promptly, to avoid unreasonable delay in the progress of the Consultant's Services. Notwithstanding the foregoing, the City shall, whenever possible. observe the procedure of issuing orders to its Contractor onlv through Consultant. - ~ - 3.4 In the City's sole discretion. the City may furnish legal. accounting and insurance counseling services as may be required at any time for the Project, including such auditing services as the City may require to verify the Contractor's applications for payment or to ascertain how or for what purposes the Contractor uses the monies paid by or on behalf of the City. 13 3.5 If the City observes or otherwise becomes aware of any fault or defect in the Project or nonconfonnance with the Contract Documents, prompt written notice thereof shall be given by the City to the Consultant. 3.6 The City shall furnish required information and services and render approvals and decisions in writing as expeditiously as necessary for the orderly progress of the Consultant's Services and of the Work. No approvals required by the City during the various phases of the Project shall be unreasonably delayed or withheld; provided that the City shall at all times have the right to approve or reject any proposed submissions of Consultant for any reasonable basis. ARTICLE 4. CONSTRUCTION COST 4.1 DEFINITION 4.1.1 The Construction Cost shall be the total cost or estimated cost to the City of all elements of the Project. as designed or specified by the Consultant and approved by the City. as more completely defined in Article 1.9. 4.1.2 The Construction Cost does not include the compensation of the Consultant and the Consultant's consultants, the cost ofthe land, rights-of-way, and surveys. 4.1.3 For work not constructed, the Construction Cost shall be the same as the lowest bona fide bid or competitive proposal received and accepted from a responsible bidder or proposer for any and all of such Work. 4.1.4 For work which bids or proposals have not been let, the Construction Cost shall be the same as the latest Statement of Probable Construction Cost or detailed cost estimate. The City shall have the right to verify the Statement of Probable Cost or detailed cost estimate by the Consultant. 4.2 RESPONSIBILITY FOR CONSTRUCTION COST 4.2.1 If the bidding phase has not commenced within three (3) months after the Consultant submits the Construction Documents to the City. and the City approvals have been made, the total time being kno\\n as the date of approval, the Construction Cost Budget shall be adjusted to reflect any change in the general level of prices in the construction industry between the date of submission of the Construction Documents to the City and the date on which proposals are sought. 4.2.2 If the lowest bona fide base bid exceeds the Construction Cost Budget (as same may also be adjusted as provided in Article 4.2.1) by more than five percent (5%), the City Commission shall. at its sole discretion. have any of the following options: (I) give \\Titten approval of an increase in the Construction Cost Budget; (2) reject all bids or proposals, authorize rebidding. or (if permissible) authorize a renegotiation of the Project within a reasonable time; (3) abandon the Project and tern1inate the Consultant's Services for the Project, as covered by the Service Order; (4) select as many Deductive Alternatives as may be necessary to bring the award within the 14 Construction Cost Budget; or (5) cooperate with the Consultant in reducing the Project scope, construction schedule, and sequence of work, as may be required to reduce the Construction Cost Budget. In the event the City elects to reduce the Project scope, the Consultant shall provide such revisions to the Construction Documents and provide rebidding services. as many times as reasonably requested by the City, as a Basic Service, with no additional cost to the City, in order to bring the bids within five percent (5%) of the Construction Cost Budget. ARTICLE 5. DIRECT PERSONNEL EXPENSE 5.1 For Additional Services rendered under this Agreement. the Consultant and its sub-consultants, if any, shall be reimbursed on the basis of the hourly rates set forth in Schedules B and C. ARTICLE 6. REIMBURSABLE EXPENSES 6.1 Reimbursable expenses are in addition to the compensation for Basic and Additional Services and include actual expenditures made by the Consultant and the Consultant's employees and consultants in the interest of the Project, for the expenses listed in the following subparagraphs. All Reimbursable Expenses pursuant to this Article in excess of $200, must be authorized in advance by the City Manager or the City's Project Coordinator. Invoices or vouchers for Reimbursable Expenses shall be submitted by the Consultant to the City, along with supporting receipts. and other back-up material reasonably requested by the City. and Consultant shall certify as to each such invoice that the amounts and items claimed as reimbursable are "true and correct and in accordance with the Agreement". Expenses subject to reimbursement in accordance with the above procedures are as follows: 6.1.1 If authorized in advance by the City Manager or the City's Project Coordinator, expense of overtime work requiring higher than regular rates not caused by Consultant. or. not included as part of Consultant's Basic Services, special consulting services, if any, or other services. 6.1.2 Expense of any additional insurance coverage or limits requested by the City in excess of the insurance requirement set forth in f\rticle 14. 6.1.3 Expense of transportation in connection with the Project; living expenses in connection with out-of-town travel: long distance communications: and fees paid for securing approvals of authorities having jurisdiction over the Project. Consultant shall comply with the City's standards for reimbursable travel expenses. Travel within Miami-Dade County shall not be reimbursable. 6.1.4 Expense of reproduction. postage and handling of drawings. specifications and other documents. except for those expenses to be borne by the Consultant under the Basic Services as described in paragraph 2.4.1, excluding reproductions for the office use of the Consultant and the Consultant's consultants. 15 6.1.5 Aerial photography expenses and any other photographic production expenses. 6.1.6 Expense of data processing when such data processing equipment is available either directly by the Consultant or through an outside service. shall not be reimbursable but should be included in Basic Services. ARTlCLR 7. PAYMENTS TO THE CONSULTANT 7.1 PAYMENTS ON ACCOUNT OF BASIC SERVICES Payments for Basic Services shall be made monthly based upon work completed and approved by the Project Coordinator, upon presentation and receipt of Consultant's invoice or statement. When compensation is made on the basis of a lump sum. then payments shall be made in proportion to the Services performed in each phase so that the payments for Basic Services for each phase shall equal the following percentages ofthe Total Compensation payable: Design Phase - 35%: Construction Documents Phase - 40%; Bidding Phase - 5%; Construction Phase - 20%. 7.2 PAYMENT ON ACCOUNT OF ADDITIONAL SERVICES Payment on account of the Consultant's Additional Services, as defined in Article 2.9, and for Reimbursable Expenses, as defined in Article 6, shall be made within forty-five (45) days of presentation of the Consultant's detailed statement or invoice of Services rendered or expenses incurred. which shall be rendered in duplicate to the City. 7.3 PROJECT SUSPENSION OR TERNIINATION Upon written notice to Consultant, the City shall have the right to suspend or terminate the services called for in any particular portion of the Scope of Services. 1fthe Project is suspended or terminated in whole or in part for more than three (3) months, the Consultant shall be compensated for all Services performed prior to receipt of written notice from the City of such suspension or such abandonment, together with Reimbursable Expenses then due. If the Project is resumed after being suspended for more than three (3) months. the Consultant's compensation shall be equitably adjusted. including any necessary start-up costs. Prior to any payment due to suspension. the Consultant must provide the City with all documents, reports. drawings, computer reports and the like reflecting the work completed to date. 7.4 No deduction shall be made from the Consultant's compensation on account of sums withheld from payments to contractors. ARTICLE 8. CONSULTANT'S ACCOUNTING RECORDS 8.1 Records of Reimbursable Expenses and expenses pertaining to Additional Services and services perfonned on the basis of a multiple of direct personnel expense shall be kept on the basis of generally accepted accounting principles and shall be available to the City and the City's authorized representatives at mutually convenient times and location for a period of three years after the final payment for the Project. ARTICLE 9. OWNRRSHIP AND USE OF DOCUMENTS 16 9.1 All plans or drawings will be prepared and submitted by Consultant to City for approval. Working drawings will be prepared on Plate B tracing cloth or mylar drafting film or the equivalent, with all lettering in ink or pencil or press-type, or by AutoCad(tm) and clearly legible when the sheets are reproduced and reduced to half size. 9.2 All documents including, but not limited to. tracings. drawings. estimates. specifications, investigations and srudies completed or partially completed. shall become the property of the City upon completion. termination. or abandonment of each Project. Consultant shall deliver the above documents to the City within thirty (30) days of completion of the Project. or termination of this Agreement, or termination or abandonment of the Project. The City will not use any unique designs of the Consultant for other projects. 9.3 Upon completion ofthe construction of the Project, Consultant shall, within sixty (60) calendar days following final inspection. deliver to the City the original contract working drawings and tracings, or mylar or sepia prints (3 mil). correct to "as built" conditions. to the City's Project Coordinator. including all changes made during the course of the Project, as described hereinabove. ARTICLE 10. TERMINATION OF AGREEMENT 10.1 TERMINA nON FOR CAUSE The City may terminate this Agreement for cause in the event that the Consultant (I) violates any provisions of this Agreement or performs same in bad faith ("bad faith" to be determined by the City's Project Coordinator at hislher sole discretion); or (2) unreasonably delays the performance of the Services ("unreasonably" to be detennined by the Project Coordinator at his/her sole discretion), upon notice to the Consultant, in wTiting. seven (7) days prior to termination. 10.1.1 In the event this Agreement is terminated by the City for cause, the City, at its sole option and discretion. may take over the Services and complete them by contracting with another consultant(s) or otherwise. In such event. the Consultant shall be liable to the City for any additional cost incurred by the City due to such telmination. "Additional Cost" is detined as the difference between the actual cost of completion of such incomplete services, and the cost of completion of such Services which would have resulted from payments to the Consultant hereunder had the Agreement not been tenninated. 10.1.2 Payment only for Services satisfactorily performed by the Consultant and accepted by the City prior to receipt ofa Notice of Ternlination for Cause, shall be made in accordance with Article 7 herein and the City shall have no further liability for compensation. expenses or fees to the Consultant, except as set forth in Article 7. 10.1.3 Upon receipt of a written Notice of Termination, the Consultant shall promptly assemble and submit to the City. as provided herein or as required in the VoTitten notice, all documents. including drawings, calculations. specifications, correspondence. and all other relevant materials affected by such termination. 10.1.4 In the event of a termination for cause. no payments to the Consultant shall be made 17 (I) for Services not satisfactorily performed, as same shall be determined at the City's option and discretion; and (2) for assembly of submittal of documents, as provided above. 10.2 TERMINATION FOR CONVENIENCE The City, in addition to the rights and options to Terminate for Cause, as set forth herein, or any other provisions set forth in this Agreement, retains the right to terminate this Agreement at its sole option at any time for convenience, without cause and without penalty, when in its sole discretion it deems such termination is in the best interest of the City. Consultant shall be compensated for all services rendered up to the time of receipt of said written termination notice, and for the assembly and submittal to the City of documents for the services perfonned, in accordance with Article 7 herein. and the City shall have no further liability for compensation, expenses or fees to the Consultant. except as set forth in Article 7. 10.3 TERMINATION BY CONSULTANT The Consultant may only terminate this Agreement for cause in the event that the City willfully violates any provisions ofthis Agreement or uilleasonably delays payment for the Services, upon written notice to the City, thirty (30) days prior to termination. In that event, payment for Services satisfactorily performed prior to the date of termination shall be made in accordance with Article 10.4 herein. 10.3.1 The Consultant shall have no right to terminate this Agreement for convenience of the Consultant. 10.4 IMPLEMENT A TION OF TERMINATION In the event of termination, either for cause or for convenience, the Consultant. upon receipt of the notice of termination, shall (I) stop the performance of Services under this Agreement on the date and to the extent specified in the Notice of Termination; (2) place no further orders or subcontracts except for any that may be authorized, in writing, by the City. prior to their occurrence; (3) terminate all orders and subcontracts to the extent that they relate to the performance of the Services terminated by the Notice of Termination; (4) promptly assemble and submit, as provided herein. all documents for the services performed. including drawings, calculations. specifications. correspondence, and all other relevant materials affected by the termination: and (5) complete perfonnance of any Services as shall not have been terminated by the Notice of Termination and as specifically set forth therein. 10.5 NON-SOLICITATION The Consultant warrants that it has not employed or retained any company or person. other than an employee working solely for the Consultant. to solicit or secure this Agreement: and that it has not paid. nor agreed to pay any company or other person any fee. commission, gift or other consideration contingent upon the execution of this Agreement. For breach or violation of this warranty, the City has the right to terminate this Agreement without liability to the Consultant for any reason whatsoever. ARTICLE 11. MISCELLANEOlJS PROVISIONS 11.1 This Agreement shall be governed by the laws of the State of Florida. 11.2 Terms in this Agreement which have not been defined in Article 1.1 shall have the 18 same meaning as those in AlA Document A201, General Conditions of the Contract for Construction, current as of the date ofthis Agreement. 11.3 As between the parties to this Agreement, as to all acts or failures to act by either party to this Agreement. any applicable statute oflimitations shall commence to run and any alleged cause of action shall be deemed to have accrued in any and all events not later than the relevant date of substantial completion of the work and the issuance of the temporary certificate of occupancy, and as to any acts or failures to act occurring after the relevant date of substantial completion. not later than the date of issuance of the final Certification for Payment. 11.4 The City and the Consultant waive all rights against each other and against the contractors, consultants, agents and employees of the other for damages covered by any property insurance during construction as set forth in the current edition of AlA Document A201. General Conditions of the Contract for Construction. current as of the date of this Agreement. The City and the Consultant each shall require appropriate similar waivers from their contractors. consultants and agents. 11.5 The Consultant shall not subcontract, assign, or transfer any of the Services under this Agreement without the prior written consent of the City. ARTICLE 12. EXTENT OF AGREEMENT 12.1 This Agreement represents the entire agreement berween the City and the Consultant and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by wrinen instrument signed by both City and Consultant utilizing the same formalities as were used for its adoption. ARTICLE 13. BASIS OF COMPENSATION 13.1 COMPENSATION FOR SERVICES The Consultant shall be compensated for Basic Services, Additional Services and Reimbursable Expenses on the basis set forth below: 13.1.1 Basic Services of the Consultant shall be compensated in accordance with percentage of work completed, in accordance with Schedule A - and a multiple of 1. I 0 times the hourly rate charged to the Consultant bv its subconsultants. as set forth in Schedule C - Subconsultant Hourlv .... oJ _ "' Compensation Rates for special services beyond the Scope of Work set out in Schedule A. The fee for Basic Services may be a fixed fee, if both the City and the Consultant agree to such method and amount of compensation. 13 .1.2 Any services not included in this Agreement may only be carried out by the Consultant following \NTinen authorization by the City (prior to commencement of same). 13 .1.3 The hourly rate for compensation to the Consultant by the City for Additional Services. as defined in Article 2.9 shall be as set forth in Schedule B and a multiple of 1.10 times the hourly rate charged to the Consultant. as forth in Schedule C. The term "Additional Services" 19 includes any additional work required and approved by the City, including work involving all or any sub-consultants whether previously retained for the work or not or whether participating as members with Consultant or not, subject to the City's right to previously approve any change in the consultants as set forth in this Agreement. 13.2 F or Reimbursable Expenses, as defined in Article 6. the Consultant shall be paid. up to the reimbursable expense limit set forth in the Service Order, the exact amount(s) expended by the Consultant and its consultants in the interest of the Project. subject to the Consultant furnishing adequate documentation of the expense and, ifrequired, demonstrating to the satisfaction ofthe City that the expense was in the interest of the Project. 13.3 Payments due the Consultant and unpaid under this Agreement will be considered due thirty (30) days from receipt by the City of a detailed statement or invoice, unless the City contests an item or items set forth in the invoice. 13.4 The City and the Architect agree in accordance with the terms and conditions of this Agreement that: 13.4.1 If the scope of the Project or the Consultant's Services is changed substantially and materially, the amount of compensation shall be equitably adjusted. 13 .4.2 If the entire Services covered by this Agreement have not been completed within twenty-four (24) months of the date hereof, through no fault of the Consultant, the amounts of compensation, rates and multiples set forth herein shall be adjusted upwards to compensate for changes in the cost of living, by mutual agreement of the parties, on the unspent fee balance. ARTICLE 14. INSURANCE 14.1 The Consultant shall comply throughout the term of this Agreement with the insurance requirements stipulated herein. It is agreed by the parties that the Consultant shall not commence with work on this Project until satisfactory proof of the following insurance coverage has been furnished to the City. The Consultant will maintain in effect the following insurance coverages: (a) Architects and Engineers Professional Liability Insurance in the amount of Five Hundred Thousand ($500.000.00) Dollars per occurrence on a claims made form. (b) Comprehensive General Liability Insurance in the amount of $1 ,000,000.00 Single Limit Bodily Injury and Property Damage coverage for each occurrence, which will include products. completed operations, and contractual liability coverages. The City must be named as an additional insured on this policy. (c) Worker's compensation and employer's liability coverage within the statutory limits of the State of Florida. 14.2 Thirty (30) days prior written notice. of cancellation or of substantial modifications 20 in the insurance coverages, must be given by the Consultant to the City Manager. 14.2.1 The insurance must be furnished by an insurance company rated B+:VI or better, or its equivalent, according to Bests' Guide Rating Book and must additionally be furnished by insurance companies duly authorized to do business in the State of Florida and countersigned by the company's Florida resident agent. ARTICLE IS. INDEMNIFICATION 15.1 In consideration ofa separate and specific consideration of$1 0.00 and other good and valuable consideration the receipt of which is hereby acknowledged, the Consultant hereby agrees to indemnify, defend and hold the City and its employees. agents and authorized representatives harmless with respect to any and all costs. claims, damages and liability which may arise out of the performance of this Agreement as a result of any negligent acts. errors or omission of the Consultant. or the Consultant's sub-consultants, or any other person or entity under the direction or control of Consultant. The Consultant shall pay all claims and losses arising out of Consultant's negligent acts. errors or omissions and shall defend all suits. in the name of the City. its employees. agents and authorized representatives when applicable, including appellate proceedings. and shall pay all costs, judgments and anorneys' fees which may issue thereon. ARTICLE 16. VENUE 16.1 This Agreement shall be enforceable in Miami-Dade County, Florida. and if legal action is necessary by either party with respect to the enforcement of any or all of the tenns or conditions herein exclusive venue for the enforcement of same shall lie in Miami-Dade County, Florida. ARTICLE 17. LIMIT A TION OF LIABILITY 17.1 The City desires to enter into this Agreement only if in so doing the City can place a limit on City's liability for any cause of action for money damages due to an alleged breach by the City of this Agreement. so that its liability for any such breach never exceeds the amount of fee under the agreed upon Scope of Work. Consultant hereby expresses its willingness to enter into this Agreement with Consultant's recovery from the City for any damage action for breach of contract to be limited to a maximum amount of the fee set forth in L'1e Scope of Work, less the amount of all funds actually paid by the City to Consultant pursuant to the Scope of Work. 17.2 Accordingly. and notwithstanding any other term or condition of this Agreement, Consultant hereby agrees that the City shall not be liable to Consultant for damages in an amount in excess of the amount of fee under any outstanding Scope of Work, which amount shall be reduced by the amount actually paid by the City to Consultant pursuant to the Scope of Work, for any action or claim for breach of contract arising out of the performance or non-perfonnance of any obligations imposed upon the City by this Agreement. Nothing contained in this subparagraph or elsewhere in this Agreement is in any way intended to be a waiver of the limitation placed upon City's liability as set forth in Section 768.28. Florida Statutes. 21 ARTICLE 18. ADDITIONAL CONDITIONS 18.1 The parties each hereby bind themselves, their successors, assigns and legal representatives to each other with respect to the tenns of the Agreement. Neither party shall assign. sell, pledge or otherwise transfer this Agreement or any portion thereof, without written authorization and consent of the other party to this Agreement. The parties agree that the Consultant's services are unique in nature and that the Consultant may only receive such authorization by way of a City Commission resolution. 18.1 The Consultant, its consultants, agents and employees and sub-contractors. shall comply with all applicable federal, state and county laws. the Charter, related laws and ordinances ofthe City of Miami Beach, and with all applicable rules and regulations promulgated by local. state and national boards, bureaus and agencies as they relate to this Project. ARTICLE 19. NOTICE 19.1 All written notices given to City by Consultant shall be addressed to: City Manager c/o Mayra Diaz-Buttacavoli, A.C.M. City of Miami Beach 1700 Convention Center Drive Miami Beach, Florida 33139 with a copy to: Construction Manager Construction Administration Division City of Miami Beach 1700 Convemion Center Drive Miami Beach. Florida 33139 And copies to: Doug Tober, General Manager SMG Corporation - Miami Beach 1901 Convention Center Drive Miami Beach, Florida 33139 Office of the City Attorney City of Miami Beach 1700 Convention Center Drive Miami Beach. Florida 33139 Written notices from the City to the Consultant shall be addressed to: Ari Sklar, AlA, President A.R.I. Architects, Inc. 235 Lincoln Road, PH 400 Miami Beach. Florida 33139 22 With a copy to: Neal Sklar, Esq. Law Offices of Edward Etcheverry, P.A. 2500 Weston Road, Suite 215 Ft. Lauderdale, FL 33331 All notices mailed to either party shall be deemed to be sufficiently transmitted if sent by certified mail, return receipt requested. IN WITNESS WHEREOF, the parties hereto have hereunto caused these presents to be signed in their names by their duly authorized officers and principals, attested by their respective witnesses and City Clerk on the day and year first hereinabove written. Attest CITY OF MIAMI BEACH II rl f' Iv,ll, J J ~1 {r /U/'... " \J/-L~ L.\- L- CITY CLERK ?fIV, MAYOR Witness fatuW~{ . Signature rhTtZlf!.IA STAuBE.f.. Print Name CONSULTANT ~/ --- (~ ~ L - Signature v Art:.. ~ I f'~I~~ Print Name and Title Witness (PI/' Signature CORPORATE SEAL ~ lCO\1.f:,J Print Name APPROVED ftS TO FOit'" & Lt\NGU.AGE 8. FOR EXECUT!Oi'.,j ;(i/ .1jt~)di::"- 7.-/~/t'~ Crt., Ai'"r","v ;-'..'- 23 Scbedule A To Professional Services Agreement between tbe City of Miami Beach and A.R.1. Architects, Inc. d.b.a. SKLARchitecture. Scope of Work Project: Renovation and Remodeling of Miami Beach Convention Center and Jackie Gleason Theater of the Performing Arts to provide ADA Accessibility Scope of Project: Provide Architectural and Engineering services to include design, drawings and specifications necessary for permitting and construction for the renovation of the existing buildings to include the following: Scope verification and site survey Renovation of 48 restrooms at the Miami Beach Convention Center Upgrade and replace door hardware on 462 doors Renovate 24 restrooms and 7 dressing rooms for TOP A Renovate lobbies at TOP A Renovate Patron Lounge at TOP A Construction monitoring and administration Scheduling and phasing planning. Note: All work to be designed to meet Florida ADA requirements Basic Services to be provided will consist of the following: Phase I Site survey and evaluation Scheduling of Architects programming with City staff Project/City meetings (as required) Code/Zoning analysis Preparation of As-Built and demolition drawings Preliminarj architectural design Phase II Structural and engineering design (limited to one new ramp and one handicapped lift) Architectural design development Mechanical, electrical and plumbing design preliminary Project Manual (Specifications Book) 24 Phase III final architectural and engineering design and construction documents Value engineering Final Project Manual (Specifications Book) Phase IV Bidding assistance Contractor selection assistance Drawings shall be submitted to the Building Department and permits obtained by the Architect, prior to award of the contract. Phase V Construction administration/observation/monitoring (limited to 8 hours per week for 52 weeks, (A maximum of 416 hours.) Preparation of As-Built Drawings (upon completion of construction, update changes supplied by Contractor to Architect. Drawings to be completed and submitted to the City on Mylar and on computer disk in AutoCAD(tm) format within 30 days of final acceptance ofthe project. Asbestos survey, soil tests, and other tests, if required, will be billed as reimbursable items. 25 Schedule B Professional Services Agreement between the City of Miami Beach and A.R.I. Architects, Inc. d.b.a. SKLARchitecture. Consultant Compensation Fee Schedule: Basic Architectural and Engineering Services as described in Schedule A: 8.5% of construction cost Allowance for Reimbursable Expenditures: $20,000 Additional Services above the scope of this contract will be undertaken for a fee based on 8% of actual construction cost of the additional work. Payment Schedule: Work completed and submitted to the City: Preliminary Design 50% Design 100% Design Design Drawings (30% completion) Design Drawings (60% completion) Design Drawings (90% completion) Design Drawings and Bidding documents (100% completion) Upon selection of contractor Subtotal: 15% 10% 10% 10% 10% 10% 10% 5% 80% Construction Administration and Observation 20% Billing: Fees will be billed in accordance with the progress toward completion of the project based on the above table. Monthly billing during construction will be based on the percentage of completion by the General Contractor. Invoices submitted by the Architect to the City, upon review and approval, will be due and payable 30 days after receipt by the City. Additional Services requested by the City which are not included in the Scope of Services outlined in Schedule A will be billed in accordance with the hourly rate schedule in Schedule C. 26 Schedule C Professional Services Agreement between the City of Miami Beach and A.R.I. Architects, Inc. d.b.a. SKLARchitecture. Hourly Compensation Rates SKLARchitecture HOURL Y RATES Principal $145 Project Manager $100 Registered Professional $130 Senior Professional $115 Professional $95 AnalystlProfessional1ntern $70 Technical Support $60 Clerical Support! Administration $45 SUB-CONSULTANT HOURL Y RATES Principal Professional Engineer Senior Engineer Project Manager Staff Engineer Technician Office Support $145 $130 $115 $100 $95 $60 $45 27 Schedule D To Professional Services Agreement between the City of Miami Beach and AoR.Io Architects, Inc. dob.a. SKLARchitectureo Project Schedule The estimated time for completion of the project is as follows, based on cumulative days after issuance of Notice to Proceed. (This estimate is for planning purposes only): Phase: Description: Calendar days after NTP: Phase 1 Phase II Phase III Phase IV Phase V Research through Preliminary Design 30 Days Substantial Design completion 60 Days Design Drawings (30% completion) Design Drawings (60% completion) Design Drawings (90% completion) Design Drawings and Bid documents (I 00% complete) 90 Days 120 Days 150 Days 180 Days Bidding and Contractor Selection (Note: Time for this activity controlled procedures) 255 Days by CMB Procurement Department Construction Phase (Based on a preliminary estimate of 365 days for construction. MBCC & TOPA events will determine total time required.) 615 Days The schedule of 28 .. RESOLUTION NO. 2000-23786 A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, APPROVING AND AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE AN AGREEMENT BETWEEN THE CITY OF MIAMI BEACH AND A.R.I. ARCHITECTS, INC. D.B.A. SKLARCHITECTURE FOR PROFESSIONAL ARCHITECTURAL AND ENGINEERING SERVICES, PURSUANT TO REQVEST FOR QUALIFICATIONS (RFQ) NO. 87-98/99, TO DEVELOP PLANS, SPECIFICATIONS AND CONSTRUCTION DOCUMENTS FOR THE RENOVATION OF THE MIAMI BEACH CONVENTION CENTER A.."ID THE JACKIE GLEASON THEATER OF THE PERFORMING ARTS, WHICH WILL PROVIDE ADA-COMPLIANT DOOR HARDWARE, REFURBISH A LOUNGE AND TWO LOBBIES, AND 72 RESTROOMS AND OTHER IMPROVEMENTS FOR A MAXIMUM FEE OF $283,451. WHEREAS, on September 13, 1995, the Mayor and City Commission authorized the Mayor and City Clerk to execute a Professional Services Agreement with RJ. Heisenbottle Architects (Heisenbottle), under Commission Memorandum No. 673-95, authorizing a study of the level of compliance with the provisions of the Americans with Disabilities Act (ADA) at the Miami Beach Convention Center and the Jackie Gleason Theater of the Performing Arts (TOP A); and WHEREAS, on january 20,1997, Heisenbottle submitted their findings in a report detailing the areas of the Convention Center and TOP A which needed to be modified to attain full compliance with the requirements of the ADA. and the estimated cost ofthe recommended modifications; and WHEREAS, on November 18, 1998, by Commission Memorandum No. 783-98, the Mayor and City Commission authorized the approval and appropriation of funding for the Capital Projects Plan for the Miami Beach Convention Center and the Jackie Gleason Theater of the Performing Arts (TOP A) for the fiscal year ending September 30, 1999. this allocation included funding for the required restroom improvements and ADA compliance items recommended by the Heisenbottle study; and WHEREAS, on June 23, 1999, the Mayor and City Commission approved the issuance of a Request For Qualifications (RFQ) from architectural or engineering firms to provide professional services for the design of the renovations to the Miami Beach Convention Center and the Jackie Gleason Theater of the Performing Arts (TOP A) to make available ADA-compliant restrooms. doors, ramps and other improvements; and WHEREAS, eleven (II) firms submined proposals detailing their qualifications for the proposed proj ect; and ... WHEREAS, an Evaluation Committee was appointed by the City Manager to review the proposals. which met on September 16 and October 7, 1999 and reviewed the qualifications of the firms submitting proposals; and WHEREAS, one of the finns, AR.l. Architects, Inc. doing business as: SKLARchitecture, was recommended to the City Manager as best-qualified to undertake the project; and WHEREAS, the Administration received authorization under Resolution No. 99-23368. adopted on October 20, 1999 to enter into negotiations with this firm to refine the scope of work, and to negotiate the fees to be paid for the work; and WHEREAS, the Administration now requests approval of an Agreement between the City and AR.l. Architects, Inc. d.b.a. SKLARchitecture, for professional architectural and engineering services to prepare design drawings and bid and construction documents for the modifications needed to bring the Convention Center and TOP A into compliance with the requirements of the ADA Regulations. NOW, THEREFORE BE IT DULY RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, that the Mayor and City Commission approve and authorize the Mayor and City Clerk to execute an Agreement Between City of Miami Beach and A.R.l. Architects, Inc. d.b.a. SKLARchitecture for Professional Architectural and Engineering Services, pursuant to Request for Qualifications (RFQ) No. 87-98/99, to develop plans, specifications and construction documents for the renovation of the Miami Beach Convention Center and the Jackie Gleason Theater of the Performing Arts, which will provide ADA- compliant door hardware, refurbish a lounge and two lobbies, and 72 restrooms and other improvements for a maximum fee of $283,451. PASSED AND ADOPTED this 9th day of Feb. ,2000. m MAYOR ATTEST: /\ ') ~AtCL ~ . iCL du \ CITY CLERK .....;:.IP~OVED ?.:- TO FOFi'A & L~},IGU;b,GE o -:""'\:':J :=v:r: ;-1 '--'N' c~ r''-'f\. __f''-_..... !....... F .\WORK\5ALL\CAH\ADA\SKLARAGMRES 1~' {f[~,Ct-'- (riy ~~OI':"'1F...y 2/J,/ic..' Dcia ITY OF MIAMI BEACH f HALL 1700 CONVENTION CENTER DRIVE MIAMI BEACH. FLORIDA 33139 :\\cLmiami.beach.fl.us ~ TO: FRO:l-I: SUBJECT: COMMISSION MEMORANDUM NO. ~O Mayor Neisen O. Kasdin and Mem bers of the City Commission Lawrence A. Levy \~\J City Manager \""' DATE: February 9, 2000 A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIA,\1I BEACH, FLORIDA, APPROVING AND AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE AN AGREEMENT BETWEEN THE CITY OF MIAMI BEACH AND A.R.I. ARCHITECTS, INC. D.BA. SKLARCHITECTL'RE FOR PROFESSIONAL ARCHITECTL'R~L AND ENGINEERING SERVICES, PURSUANT TO REQUEST FOR QUALIFICATIONS (RFQ) NO. 87-98/99, TO DEVELOP PLANS, SPECIFICATIONS AND CONSTRUCTION DOCUMENTS FOR THE RENOVATION OF THE MIAMI BEACH CONVENTION CEl\"TER AND THE JACKIE GLEASON THEATER OF THE PERFORMING ARTS, WHICH WILL PROVIDE ADA-COMPLIANT DOOR HARDWARE, REFURBISH A LOUNGE AND TWO LOBBIES, AND 72 RESTROOMS AND OTHER IMPROVEMENTS FOR A MA..XIMUM FEE OF $283,451. ADMINISTR,\ TION RECOMMENDATION: Adopt the Resolution. FUNDING: The budget allocated for the proposed work is $3,487,500 adopted by Resolution No. 98-22971. Funds are available from the 1998/99 Miami Beach Convention Center Capital Account Number: 441.2197.069358 Al\"'\L YSIS: On June 28. 1999, pursuant to the authorization of the City Commission, the Administration issued a Request for Qualifications (RFQ) for Architectural and Engineering firms for the provision of professional services for the design, preparation of bid documents, and construction project administration of proposed modifications and improvements to the Miami Beach Convention Center and the Jackie Gleason Theater ofthe Perfonning Arts to bring both buildings into compliance with the provisions of the Americans with Disabilities Act (ADA). Eleven firms submitted proposals detailing their qualifications for the proposed project. An Evaluation Committee was appointed by the City Manager to review the proposals. This Committee met on September 16, 1999 and reviewed the proposals received. FUNDING AP RO ED ""'" The Committee selected four (4) of the firms to present their qualifications directly to the Committee. On October 7, 1999, representatives of the four (4) firms appeared before the Committee. Following this meeting one of the firms was recommended to the City Manager as best- qualified to undertake this project. This firm is A.R.I. Architects, Inc. doing business as: SKLARchitecture. The Administration received authorization under Resolution No. 99-23368. adopted on October 20, 1999 to enter into negotiations with this firm to refine the scope of work. and to negotiate the fees to be paid for the work. The Administration met with representatives ofSKLARchitecture, and agreed upon the following Scope of Work: Provide architectural and engineering services to include design, drawings and specifications necessary for permitting and construction for the renovation of the existing buildings to include the following tasks: Scope Verification and site survey Renovation of 48 restrooms at the MBCC Upgrade and replace door hardware on 462 doors Renovate 24 restrooms and 7 dressing rooms for TOP A Renovate lobbies at TOPA Renovate patron lounge at TOPA Construction monitoring and administration Scheduling and phasing planning. All work to be designed to meet Florida ADA requirements Basic Services to be proviaed will consist of the following: Phase I Site survey and evaluation Scheduling of architects programming with City Staff Project/City meetings as required Code/Zoning analysis Preparation of as-built and demolition drawings Preliminary architectural design Phase II Structural and engineering design Architectural design development Mechanical, electrical, plumbing design Preliminary Project Manual/Specification Book Phase III Final architectural and engineering design and construction documents Value engineering Final Project Manual/Specifications Book ..... Phase IV Bidding assistance Permit processing assistance Contractor selection assistance Phase V Construction administration 1 observation 1 monitoring (limited to a maximum of 416 hours) Preparation of as-built drawings upon completion of construction. Fee Schedule: The original proposal from the architect was for a fee of 12% of the value of the project, plus additional charges for scope verification and survey work: afIer negotiation, the fees agreed upon for the services to be provided are as follows: BHsic Architectural/Engineering services provided for a fee of 8.5% of actual construction cost to a maximum of $263,451, plus a $20,000 allowance for reimbursable expenses, for a total of $283,451. Scope verification and site survey Preparation of as-built drawings (including a reproducible (Mylar) set, plus IBM-fonnat computer disks with drawings in AutoCad(tm) format) Insurance coverage in accordance with the bid specifications Included Included Included The Consultant has agreed that any additional services added above the scope ofthis contract at will be undertaken for a fee of 8% of construction cost. The Administration recommends that the Mayor and City Commission adopt the Resolution approving and authorizing the Mayor and City Clerk to execute the Agreement between the City of Miami Beach and A.R.I. Architects, Inc. d.b.a. SKLARchitecture for Professional Architectural and Engineering Services, pursuant to Request for Qualifications (RFQ) No. 87-98/99, to develop plans. specifications and construction documents for the renovation of the Miami Beach Convention Center and the Jackie Gleason Theater of the Performing Arts, which will provide ADA-compliant door hardware, refurbish a lounge and two lobbies, and 72 restrooms and other improvements for a maximum fee of$283,451. Q':7 ~ ~ ~ LAL/~S~/RM/CAH F:\WORK\jALL\CAJI\ADA\SKLAAAGM.MEM