Consul-Tech Construction Management, Inc.
,008- ~~77~'
PROFESSIONAL SERVICES AGREEMENT
BETWEEN
CITY OF MIAMI BEACH, FLORIDA
AND
CONSUL-TECH CONSTRUCTION MANAGEMENT. INC.
FOR
CONSTRUCTION ENGINEERING AND INSPECTION (CEI) SERVICES
FOR PROJECTS IN WHICH CONSTRUCTION COSTS DO NOT EXCEED
$1 MILLION OR FOR STUDY ACTIVITY (IES) WHEN -THE FEE FOR
SUCH PROFESSIONAL SERVICE(S) DOES NOT EXCEED $50,000
JUNE 2008
CI i Y CLEfiK
PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEl) SERVICES ON AN "AS NEEDED" BASIS June 2008
TABLE OF CONTENTS
DESCRIPTION PAGE
ARTICLE 1 DEFINITIONS 5
1.1 City 5
1.2 City Commission 5
1.3 City Manager 5
1.4 Proposal Documents 5
1.5 Consultant 5
1.6 City Project Coordinator 6
1.7 Program Manager -Intentionally omitted 6
1.8 Basic Services 6
1.9 The Project 6
1.9.1 The Project Cost 6
1.9.2 The Project Scope 6
1.10 Construction Cost 7
1.10.1 Construction Cost Budget 7
1.10.2 Statement of Probable Construction Cost 7
1.11 Force Majeure 7
1.12 Contractor 7
1.13 Contract Documents 7
1.14 Contract Amendment g
1.15 Contract for Construction 8
1.16 Additional Services g
1.17 Work g
1.18 Services g
1.19 Schedules 9
1.20 Scope of Services 9
ARTICLE 2. BASIC SERVICES 9
2.1 Administration, Inspection, and Materials Sampling and Testing 9
2.2 Responsibility for Claims and Liabilities 9
2.3 Time g
ARTICLE 3. THE CITY'S RESPONSIBILITIES 14
ARTICLE 4. ADDITIONAL SERVICES 1 g
ARTICLE 5. REIMBURSABLE EXPENSES 19
ARTICLE 6. COMPENSATION FOR SERVICES 19
ARTICLE 7. CONSULTANT'S ACCOUNTING RECORDS 21
ARTICLE 8. OWNERSHIP AND USE OF DOCUMENTS 21
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PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES ON AN "AS NEEDED" BASIS June ?008
ARTICLE 9. TERMINATION OF AGREEMENT 21
9.1 Termination for lack of Funds 21
9.2 Termination for Cause 21
9.3 Termination for Convenience 22
9.4 Termination by Consultant 22
9.5 Implementation of Termination 23
9.6 Non-Solicitation 23
ARTICLE 10. INSURANCE 24
ARTICLE 11. INDEMNIFICATION 25
ARTICLE 12. VENUE 25
ARTICLE 13. LIMITATION OF LIABILITY 25
ARTICLE 14. MISCELLANEOUS PROVISIONS 26
ARTICLE 15. NOTICE 29
SCHEDULES:
SCHEDULE A CONSULTANT SERVICE ORDER (SCOPE OF SERVICES) 31
SCHEDULE B CONSULTANT COMPENSATION 32
SCHEDULE C HOURLY BILLING RATE SCHEDULE 33
SCHEDULED PROJECT SCHEDULE 34
SCHEDULE E INSURANCE CHECKLIST 35
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PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES ON AN "AS NEEDED" BASIS June 2008
TERMS AND CONDITIONS OF AGREEMENT
BETWEEN THE CITY OF MIAMI BEACH
AND
CONSUL-TECH CONSTRUCTION MANAGEMENT, INC.
FOR
PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES ON
AN AS-NEEDED BASIS
This Agreement made and entered into this •~~ day of , 2008, by and between
the CITY OF MIAMI BEACH, a municipal corporation existing der the laws of the State of
Florida (hereinafter referred to as City), having its principal offices at 1700 Convention Center
Drive, Miami Beach, Florida, 33139, and Consul-Tech Construction Management, Inc., a Florida
corporation having its principal office at 10570 NW 27th Street, Suite 101, Miami, FL 33172
(hereinafter referred to as Consultant).
WITNESSETH:
WHEREAS, the City undertake(s) various capital projects within the City of Miami
Beach, and wishes to engage the Consultant to provide professional services for certain projects
to be assigned, at the City's discretion and by means of the issuance of a "Consultant Service
Order" (similar to the form shown in Schedule "A" to this Agreement); and
WHEREAS, the Consultant desires to contract with the City for performance of
professional services relative to those projects assigned by the City, as specifically described in
the Consultant Service Order.
NOW THEREFORE, City and Consultant, in consideration of the mutual covenants and
agreements herein contained, agree as follows:
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PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES ON AN "AS NEEDED" BASIS June 2008
ARTICLE 1. DEFINITIONS
1.1 CITY: The "City" shall mean the City of Miami Beach, a Florida municipal
corporation having its principal offices at 1700 Convention Center Drive, Miami Beach,
Florida, 33139.
1.2 CITY COMMISSION: "City Commission" shall mean the governing and legislative
body of the City.
1.3 CITY MANAGER: The "City Manager" shall mean the chief administrative officer of
the City. The City Manager shall be construed to include any duly authorized designees,
including the Project Coordinator and shall serve as the City's representative to whom
administrative requests for approvals shall be made and who shall issue authorizations
(exclusive of those authorizations reserved to the City Commission) to the Consultant.
1.4 PROPOSAL DOCUMENTS: "Proposal Documents" shall mean the Request for
Qualifications (RFQ) No. 01-07/08 FOR THE ESTABLISHMENT OF A PRE-
APPROVED LIST OF PROFESSIONAL CONSTRUCTION ENGINEERING AND
INSPECTION SERVICES (CEI) FIRMS TO PROVIDE VARIOUS CEI SERVICES,
ON AN AS NEEDED BASIS 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 between the Proposal
Documents and this Agreement, this Agreement shall prevail.
1.5 CONSULTANT: The "Consultant" is herein defined as Consul-Tech Construction
Management, Inc., a Florida corporation having its principal office at 10570 NW 27th
Street, Suite 101, Miami, FL 33172. When the term "Consultant" is used in this
Agreement it shall be deemed to include any sub-consultants 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.
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PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES ON AN "AS NEEDED" BASIS June 2008
1.6 PROJECT COORDINATOR: The "Project Coordinator" shall mean the individual
appointed by the City Manager who shall be the City's authorized representative to
coordinate, direct, and review on behalf of the City, all matters related to the Project,
except as otherwise provided herein.
1.7 Intentionally omitted.
1.8 BASIC SERVICES: "Basic Services" shall include those services, as described in the
"Consultant Service Order", issued by the City to the Consultant hereunder, and attached
as Exhibit A, hereto.
1.9 PROJECT: The "Project" shall mean the City project, described in the "Consultant
Service Order."
1.9.1 PROJECT COST: The "Project Cost", as established by the City, shall mean the
total cost of the Project to the City including, without limitation, the Construction
Cost, professional compensation, land cost, financing cost, testing services,
surveys, and other miscellaneous costs.
1.9.2 PROJECT SCOPE: The "Project Scope" shall mean the description of the
Project contained in the "Consultant Service Order" issued to the Consultant by
the City (as may be modified by any approved change orders issued
subsequently).
1.10 CONSTRUCTION COST: The "Construction Cost" for the Project shall mean the sum
which is the total cost or estimated cost to the City of all elements of the 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, and including a contingency
allowance for unforeseen conditions, not to exceed ten percent (10%) of the construction
cost for new construction, or twenty percent (20%) of construction cost for rehabilitation
of historic buildings, and not including the compensation of the Consultant and any
subconsultants, the cost of land, rights-of--way, surveys, testing, or other reimbursable
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PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES ON AN "AS NEEDED" BASIS June 2008
expenses. For Work not constructed, the Construction Cost shall be the same as the
lowest bona fide bid or competitive bid received and accepted from a responsible bidder
or proposer for any and all of such Work.
1.10.1 CONSTRUCTION COST BUDGET: The "Construction Cost Budget" shall
mean an amount budgeted by the City for Construction Cost, as may be specified
in the Project Scope.
1.10.2 STATEMENT OF PROBABLE CONSTRUCTION COST: The "Statement of
Probable Construction Cost" shall mean a forecast of Construction Cost prepared
by the Consultant, for the guidance of the City. For Work which bids or proposals
have not been let, the Construction Cost shall be the same as the latest Statement
of Probable Construction Cost. The City shall have the right to verify the
Statement of Probable Construction Cost or detailed cost estimate by the
Consultant.
1.11 FORCE MAJEURE: "Force Majeure" shall mean any delay occasioned by superior or
irresistible force occasioned by violence in nature without the interference of human
agency such as hurricanes, tornadoes, floods, loss caused by fire and other similar
unavoidable casualties; or by changes in Federal, State or local laws, ordinances, codes or
regulations, enacted after the date of this Agreement and having a substantial impact on
the Project; other causes beyond the parties' control; or by any other such causes which
the Consultant and the City decide in writing justify the delay; provided, however, that
market conditions, labor conditions, construction industry price trends and similar matters
which normally impact on the bidding process shall not be considered a Force Majeure.
1.12 CONTRACTOR /CONTRACTORS: "Contractor" or "Contractors" shall mean those
persons or entities responsible for performing Work or providing materials, supplies and
equipment identified in a bid and construction documents for the Project.
1.13 CONTRACT DOCUMENTS: "Contract Documents" shall mean this Agreement and
all exhibits and amendments hereto including, without limitation, the Consultant Service
Order. As applicable to the Project and the Services hereto, Contract Documents may
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PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES ON AN "AS NEEDED" BASIS June 2008
also include the Contract for Construction; Conditions of the Contract (General,
Supplementary and other Conditions); Construction Documents; and any addenda issued
prior to execution of the Contract for Construction. A Modification is one of the
following: (1) written amendment to this Agreement or the Contract for Construction
signed by both parties; (2) an approved Change Order; (3) a Construction Change
Directive; or (4) a written order for a minor change in the Work issued by the Consultant.
1.14 CONTRACT FOR CONSTRUCTION: "Contract for Construction" shall mean a
legally binding agreement between the City and Contractor(s).
1.15 CONTRACT AMENDMENT: "Contract Amendment" shall mean the written order to
the Contractor approved by the City, as specified in this Agreement, and signed by the
City's duly authorized representative, authorizing a change in the Project or the method
and manner of performance thereof, or an adjustment in the fees and/or completion dates,
as applicable. Contract Amendments shall be approved by the City Commission, if they
exceed twenty-five thousand dollars ($25,000.00) or the City Manager if they are twenty-
five thousand dollars ($25,000.00) or less in amount (or other such amount as may be
specified by the City of Miami Beach Procurement Ordinance, as amended). Even for
Contract Amendments for less than twenty-five thousand ($25,000.00), the City Manager
shall retain the right to seek and obtain concurrence of the City Commission for the
approval of any such Contract Amendment.
1.16 ADDITIONAL SERVICES: "Additional Services" shall mean those services described
in Article 4 herein, which have been duly authorized in writing by the City Manager prior
to commencement of same.
1.17 WORK: "Work" shall mean the work to be performed on the Project by the Contractor,
pursuant to the applicable Contract Documents, whether completed or partially
completed, and includes labor and materials, equipment, and services provided, or to be
provided, by the Contractor to fulfill its obligations.
1.18.1 SERVICES: "Services" shall mean the services to be performed on the specified Project
by the Consultant pursuant to this Agreement (and the Consultant Service Order),
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PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES ON AN "AS NEEDED" BASIS June 2008
whether completed, or partially completed, and includes other labor and materials,
equipment and services provided, or to be provided, by Consultant to fulfill its
obligations herein.
1.19 SCHEDULES: "Schedules" shall mean the various schedules attached to this Agreement
as follows:
Schedule A -Consultant Service Order (Scope of Service).
Schedule B -Consultant Compensation: The schedule of compensation to the Consultant
for Basic Services, and for Reimbursable Expenses, as defined, plus any Additional
Services, as submitted by the Consultant and approved by the City.
Schedule C -Hourly Billing Rate Schedule: The schedule of Hourly Compensation Rates
to the Consultant as submitted by the Consultant and approved by the City.
Schedule D -Project Schedule (if determined applicable by City).
Schedule E -Insurance Checklist.
1.20 SCOPE OF SERVICES: "Scope of Services" shall mean the Project Scope as described
in the Consultant Service Order issued by the City hereunder (Schedule "A"), together
with any Additional Services approved by the City, as described in Articles 2 and 4,
respectively herein.
ARTICLE 2. BASIC SERVICES
2.1 The Consultant shall provide Basic Services, on an "as needed basis," meaning that each
firm awarded a contract hereby agrees to be placed on a professional CEI list where the
City may call upon them to perform professional services for certain City projects, as
assigned by the City, in its sole discretion and judgment. As the need for service arise,
firms will be contacted to provide the necessary professional services according to the
negotiated scope of work and cost. CEI services will be quoted as a lump sum based on
the estimated hours to complete a project. Detailed hourly rates will be negotiated for all
personnel classifications for the firms.
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PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES ON AN "AS NEEDED" BASIS June 2008
The Services will be performed by the Consultant upon receipt of a written Consultant
Service Order signed by the City Manager, or his designee. Consultant shall countersign
the Consultant Service Order upon receipt, and return the signed copy to the Ciry.
The Consultant shall coordinate with subconsultants and other consultants, and conform
to all applicable codes and regulations. Consultant, as it relates to the Services, represents
and warrants to the City that it is knowledgeable of codes, rules and regulations
applicable in the jurisdictions in which the Project is located, including, local ordinances
and codes (City of Miami Beach and Miami-Dade County), Florida Statutes,
administrative rules and regulations (including the regulations of the Florida Department
of Transportation [FDOT] and Florida Department of Environmental Protection [FDEP],
if applicable), and Federal laws, rules and regulations. The Consultant agrees to comply
with all such laws, codes, rules, and regulations now in effect, and as may be amended or
adopted at any time, and shall further take into account all known pending changes to the
foregoing, of which it should reasonably be aware.
The Consultant 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. In addition, Consultant
represents that it is experienced and fully qualified to perform the Services contemplated
by this Agreement, and that it is properly licensed pursuant to the applicable laws, rules
and regulations to perform such Services. Consultant warrants that it shall be responsible
for the technical accuracy of its work and the Services.
2.2 RESPONSIBILITY FOR CLAIMS AND LIABILITIES: Approval by the City shall
not constitute nor be deemed a release of the responsibility and liability of the Consultant,
its employees, subcontractors, agents and consultants for the accuracy and competency of
their designs, working drawings, specifications or other documents and services; nor shall
such approval be deemed to be an assumption of such responsibility by the Ciry for a
defect, error or omission in designs, working drawings, specifications or other documents
prepared by the Consultant, its employees, subcontractors, agents and consultants.
However, the Consultant shall be entitled to reasonably rely upon the accuracy and
validity of written decisions and approvals furnished by the Ciry and its employees.
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PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES ON AN "AS NEEDED" BASTS June 2008
2.3 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:
2.3.1 The Consultant shall perform the 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.
2.3.2 The parties agree that the Consultant's Services during all phases of the Project will
be performed in a manner that shall conform to the Consultant Service Order (or the
approved Project Schedule, if City determines one is required). The Consultant
may submit requests for an adjustment to the time provided for completion of the
services in the Consultant Service Order (or the approved Project Schedule, if
applicable) 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. The City shall not unreasonably refuse to approve
such adjustment(s) to the time period(s) provided in the Consultant Service Order
(or the approved Project Schedule, if applicable) if the request is made in a timely
manner and is fully justified.
2.3.3 In providing the Services described in this Agreement, the Consultant shall use its
best efforts to maintain, on behalf of the City, a constructive, professional,
cooperative working relationship with the City's Project Coordinator, Contractor(s),
and others that have been contracted to perform services and / or work pertaining to
the Project.
2.3.4 It is further the intent of this Agreement that the Consultant shall perform its duties
under this Agreement in a competent, timely and professional manner and that it
shall be responsible to the City for any failure in its performance except to the
extent that acts or omissions by the City or others make such performance
impossible.
2.3.5 Whenever during the term of this Agreement, others are required to verify, review,
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PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES ON AN "AS NEEDED" BASIS June 2008
or consider any work performed by Consultant, including but not limited to the
design professionals, Contractors, and other consultants retained by the City,
Consultant shall address comments forwarded to it in a timely manner. The term
"timely" shall be construed to mean as soon as possible under the circumstances,
taking into account the time period(s) and requirements of the Consultant Service
Order (or the approved Project Schedule, if applicable).
2.3.6 The City shall have the right at any time, and in its sole and absolute discretion, to
submit for review to consulting engineers or consulting architects or other
consultants, engaged by the City at its own expense for that purpose, any or all parts
of the services performed by the Consultant, and the Consultant shall cooperate
fully in such review at the City's request.
2.3.7 Consultant agrees that, when the Services to be provided hereunder relate to a
professional service which, under Florida Statutes, requires a license, certification
of authorization, or other form of legal entitlement to practice such services, it
shall employ and/or retain only qualified personnel to provide such services.
2.3.8 Consultant agrees to employ and designate in writing, within five (5) calendar
days after receiving a signed Consultant Service Order, a qualified professional to
serve as the Consultant's project manager (herein after referred to as "Project
Manager"). The Project Manager shall be authorized and responsible to act on
behalf of Consultant with respect to directing, coordinating and administrating all
aspects of Services to be provided and performed under this Agreement.
2.3.9 Consultant agrees, within fourteen (14) calendar days of receipt of written notice
to do so from City, to promptly remove and replace Project Manager, or any other
personnel employed or retained by Consultant, or any subconsultant or
subcontractors engaged by Consultant, which request may be made by City with
or without stating its cause.
2.3.10 Consultant herein represents to City that it has expertise in the type of professional
services that will be performed and pursuant to this Agreement. Consultant agrees
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PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES ON AN "AS NEEDED" BAS1S June 2008
that all Services to be provided by Consultant pursuant to this Agreement shall be
subject to City's review and approval and shall be in accordance with the
generally accepted standards of professional practice in the State of Florida, as
well as in accordance with applicable published laws, statutes, ordinances, codes,
rules, regulations and requirements of any governmental agencies having
jurisdiction over the Project or the Services to be performed by Consultant
hereunder. In the event of any conflicts in these requirements, Consultant shall
notify City of such conflict and utilize its best professional judgment to advise
City regarding resolution of each such conflict.
2.3.11 Consultant agrees not to divulge, furnish or make available to any third person,
firm or organization, without City's prior written consent, or unless incident to the
proper performance of Consultant's obligations hereunder, or in the course of
judicial or legislative proceedings where such information has been properly
subpoenaed, any non-public information concerning Services to be rendered by
Consultant hereunder, and Consultant shall require its employees, agents,
subconsultants and subcontractors to comply with the provisions of this
paragraph.
2.3.12 The City and Consultant acknowledge that the Scope of Services under the
Consultant Service Order (attached as Schedule "A" hereto) may not delineate
every detail and minor work task required to be performed by Consultant to
complete the Project. If, during the course of the performance of the Services
contemplated in this Agreement, Consultant determines that work should be
performed to complete the Project which is, in the Consultant's opinion, outside
the level of effort originally anticipated, whether or not the Scope of Services
identifies the work items, Consultant shall notify the Project Coordinator, in
writing, in a timely manner, and obtain said Project Coordinator's written consent,
before proceeding with the work. The Project Coordinator must comply with
Contract Amendment processing requirements as outlined in Article 1.14, prior to
issuance of any written authorization to proceed with Additional Services to
Consultant. If Consultant proceeds with additional Services without notifying and
obtaining the consent of the Project Coordinator, said work shall be deemed to be
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PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES ON AN "AS NEEDED" BASIS June 2008
within the original level of effort, and deemed included as a Basic Service herein,
whether or not specifically addressed in the Scope of Services (Consultant Service
Order). Notice to the Project Coordinator does not constitute authorization or
approval by the City to perform the work. Performance of work by Consultant
outside the originally anticipated level of effort without the prior written consent
of the City shall be at Consultant's sole risk.
2.3.13 Consultant shall establish and maintain files of documents, letters, reports, plans,
etc. pertinent to the Project. Consultant shall provide City with a copy of
applicable Project correspondence for City to file in its filing system.
2.3.14 It is further the intent of this Agreement that the Consultant shall perform its
duties under this Agreement in a competent, timely and professional manner and
that it shall be responsible to the City for any failure in its performance except to
the extent that acts or omissions by the City or others make such performance
impossible.
2.3.15 In the event Consultant is unable to timely complete the Project because of delays
resulting from delays which are caused by factors outside the control of
Consultant, Consultant shall provide City with immediate written notice stating
the reason for such delay and a revised anticipated schedule of completion. City,
upon review of Consultant's submittal and such other documentation as the City
may require, may grant a reasonable extension of time for completion of the
Project and may provide reasonable compensation, if appropriate.
2.3.16 The Consultant covenants with the City to furnish its Services hereunder properly,
in accordance with the standards of its profession and in conformance with
applicable construction, building and health codes and other applicable Federal,
State and local rules, regulations and laws, of which it should reasonably be
aware, throughout the term of this Agreement. City participation in the Project in
no way relieves the Consultant of its professional duties and responsibilities under
applicable law and under the Contract Documents.
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PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES ON AN "AS NEEDED" BASIS June 2008
ARTICLE 3. THE CITY'S RESPONSIBILITIES
3.1 The City shall designate in writing a Project Coordinator to act as the City's
representative with respect to the services to be rendered under this Agreement (herein
after referred to as Project Coordinator). The Project Coordinator shall have authority to
transmit instructions, receive information, interpret and define City policies and decisions
with respect to Consultant's Services on this Project. However, the Project Coordinator is
not authorized to issue any verbal or written orders or instructions to Consultant that
would have the effect, or be interpreted to have the effect, of modifying or changing in
any way whatsoever, unless approved by the City Manager and/or City Commission in
compliance with Article 1.14 requirements, including but not limited to the following:
a) The Consultant Service Order.
b) The time the Consultant is obligated to commence and complete all such Services; or
c) The amount of compensation the City is obligated or committed to pay Consultant.
3.2 The City shall assist Consultant by placing at Consultant's disposal, all information the
City has available pertinent to the Project, including previous reports and any other data
relative to design or construction of the Project. It shall be fully understood that City, in
making such reports, site information, and documents available to the Consultant is in no
way certifying representing and/or warranting as to the accuracy or completeness of such
data, including, but not limited to, any information provided in the City's Request for
Qualifications and backup documentation thereto. Any conclusions or assumptions
drawn through examination there of shall be the sole responsibility of the Consultant and
subject to whatever measure it deems necessary to final verification essential to its
performance under this Agreement. Services required due to inaccurate, incomplete or
incorrect information supplied by the City may be undertaken by the Consultant as an
Additional Service to this Agreement. Consultant shall notify the Project Coordinator, in
writing, in a timely manner and obtain said Project Coordinator's written consent, before
proceeding with the work. If Consultant proceeds with the Additional Services without
notifying and obtaining the consent of the Project Coordinator, said work shall be deemed
to be within the original level of effort and deemed included as a Basic Service herein.
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PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES ON AN "AS NEEDED" BASIS .tune 2008
3.3 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 Consultant's applications for
payment or to ascertain that Consultant has properly remitted payment due to
subconsultants or vendors working on this Project for which Consultant has received
payment from the City.
3.4 If the City observes or otherwise becomes aware of any fault or defect in the Project or
non-conformance with the Contract Documents, the City shall give prompt written notice
thereof to the Consultant.
3.5 The City shall furnish required information and services and render approvals and
decisions in writing as reasonably expeditious as necessary for the orderly progress of the
Consultant's Services. No approvals required by the City during the various phases of the
Project shall be unreasonably delayed or withheld; provided that the City shall at all times
have the right to approve or reject any proposed submissions of Consultant for any
reasonable basis.
3.6 The City Commission shall be the final authority to do or to approve the following
actions or conduct by passage of an enabling resolution or amendment to this Agreement.
3.6.1 The City Commission shall be the body to consider, comment upon, or approve
any amendments or modifications to this Agreement, except when noted
otherwise (i.e., where delegated to the City Manager or his designee) in this
Agreement.
3.6.2 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.
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PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES ON AN "AS NEEDED" BASIS June 2008
3.6.3 All required 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.
3.6.4 The City Commission shall hear appeals from the administrative decision of the
City Manager's appointed designee(s), upon the Consultant's written request, in
which case the Commission's decision shall be fmal.
3.6.5 The City Commission shall approve or consider all Contract Amendments that
exceed the sum of twenty five thousand dollars ($25,000.00) (or other such
amount as may be specified by the City of Miami Beach Procurement Ordinance,
as amended).
3.7 The City Manager or his designee(s) shall serve as the City's representative to whom
administrative requests for approvals shall be made and who shall issue authorizations
(exclusive of those authorizations reserved to the City Commission) to the Consultant.
These authorizations shall include, without limitation: reviewing, approving, or otherwise
commenting upon the schedules, plans, reports, estimates, contracts and other documents
submitted to the City by the Consultant.
3.7.1 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 shall attempt to render administrative decisions promptly to avoid
unreasonable delay in the progress of the Consultant's Services. The City
Manager, in his administrative discretion, may consult with the City Commission
concerning disputes or matters arising under this Agreement regardless of whether
such matters or disputes are enumerated herein.
3.7.2 The City Manager shall be authorized, but not required, at the request of the
Consultant, to reallocate monies already budgeted toward payment of the
Consultant, provided, however, that the Consultant's compensation or other
budgets established by this Agreement cannot be increased.
3.7.3 The City Manager, or his designee, shall be the sole representative of the City
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PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES ON AN "AS NEEDED" BASIS June 2008
authorized to issue a Consultant Service Order.
3.7.4 The City Manager may approve Contract Amendments which do not exceed the
sum of twenty five thousand dollars ($25,000.00) (or other such amount as may
be specified by the City of Miami Beach Purchasing Ordinance, as amended) and
which do not increase any of the budgets established herein.
3.7.5 The City Manager may, in his sole discretion, form a committee or committees, or
inquire of or consult with persons for the purpose of receiving advice and
recommendations relating to the exercise of his powers, duties and responsibilities
under this Agreement.
ARTICLE 4. ADDITIONAL SERVICES
4.1 Additional Services for Projects under this Agreement will only be performed by the
Consultant following receipt of a written authorization by the City Manager or his
designee, prior to commencement of same. Such authorization shall contain a description
of the Additional Services required; "Not to Exceed" fee with a "Not to Exceed" amount
on additional Reimbursable Expenses (if any) and an amended completion date for the
Project (if any). "Not to Exceed" shall mean the maximum cumulative fees allowable,
which the Consultant shall not exceed without specific written authorization from the
City. The "Not to Exceed" amount is not a guaranteed maximum cost for the services
requested by the City.
4.2 The term "Additional Services" includes services involving the Consultant or any
subconsultants whether previously retained for the Services or not or whether
participating as members with Consultant or not, subject to the City's right to previously
approve any change in Consultants as set forth in this Agreement.
4.3 Additional Services may consist of the following:
4.3.1 Serving as an expert witness in connection with any public hearing, arbitration
proceeding or legal proceeding unless such preparation has arisen from the failure
of the Consultant to meet the Standard of Care set forth in the Agreement.
18
PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES ON AN "AS NEEDED" BASIS June 2008
4.3.2 If determined applicable by the City, preparing documents for Change Orders, or
supplemental work, initiated at the City's request and outside the Scope of
Services and specified in the Construction Documents after commencement
construction.
4.3.3 Providing such other professional services to the City relative to the Project which
arises from subsequent circumstances and causes (excluding circumstances and
causes resulting from error, inadvertence or omission of the Consultant) which do
not currently exist or which are not contemplated by the parties at the time of
execution of this Agreement.
ARTICLE 5. REIMBURSABLE EXPENSES
5.1 Reimbursable Expenses are in addition to the compensation for Basic and Additional
Services and include actual expenditures made by the Consultant in the interest of the
Project. All Reimbursable Expenses pursuant to this Article, in excess of $1,000, must be
authorized in advance in writing by 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".
5.2 Expenses subject to reimbursement in accordance with the above procedures may include
the following:
5.2.1 Expense of reproduction, postage and handling of drawings, specifications and
other documents, excluding reproductions for the office use of the Consultant and
sub-consultants. Courier and postage between the Consultant and its sub-
consultants are not reimbursable.
5.2.2 Fees for all necessary permits required for the performance of the Work.
19
PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES ON AN "AS NEEDED" BASIS June 2008
ARTICLE 6. COMPENSATION FOR SERVICES
6.1 In consideration of the Basic Services to be provided herein, the Consultant shall be
compensated the not to exceed, cost reimbursable fee listed in Schedule "B" attached
hereto (Consultant Compensation).
6.2 Additional Services authorized in accordance with Article 4 will be compensated.
Request for payment of Additional Services shall be included with the monthly Basic
Services payment request noted in Article 6.1 above. All Additional Services must be
approved by the Project Coordinator, in writing, prior to commencement of same, as
noted in Article 4. Under no circumstances shall the "Not to Exceed" amount noted in
Schedule "B" be exceeded without prior written approval from the City Project
Coordinator. Request for payment of Additional Services shall be included with the
monthly Basic Services payment request noted in Article 6.1 above. All Additional
Services must be approved by the Project Coordinator, in writing, prior to
commencement of same, as noted in Article 4. Under no circumstances shall the "Not to
Exceed" amount noted in Schedule "B" be exceeded without prior written approval from
the City Project Coordinator. No markup shall be allowed on subcontracted Additional
Services.
6.3 Reimbursable Expenses, as defined in Article 5, shall be paid up to the "Not to Exceed"
amount noted in Schedule "B". Request for payment of Reimbursable Expenses shall be
included with the monthly Basic Services payment request noted in Article 6. Proper
backup must be submitted with all reimbursable requests. No markup or administrative
charges shall be allowed on Reimbursable Expenses.
6.4 No retainage shall be made from the Consultant's compensation.
6.5 Method of Billing and Payment. With respect to all Services, Consultant shall submit
billings on a monthly basis in a timely manner. These billings shall identify the nature of
the work performed. In the event sub consultant work is accomplished utilizing the lump
sum method, the percentage of completion shall be identified. Billings shall also itemize
and summarize Reimbursable Expenses by category. Where written approval of the City
20
PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES ON AN "AS NEEDED" BASIS June 2008
is required for Reimbursable Expenses, a copy of said approval shall accompany the
billing for such Reimbursable. When requested, Consultant shall provide backup for past
and current invoices.
6.6 The City shall pay Consultant within forty-five (45) calendar days from receipt and
approved by the City of Consultant's proper statement.
ARTICLE 7. CONSULTANT'S ACCOUNTING RECORDS
7.1 Consultant shall keep such records and accounts and require any and all Consultant and
subconsultants to keep such records and accounts as may be necessary in order to record
complete and correct entries for charges to the Project, and any expenses for which
Consultant expects to be reimbursed. All books and records relative to the Consultant's
Services for the Project will be available at all reasonable times for examination and audit
by City and shall be kept for a period of three (3) years after the completion of all work to
be performed pursuant to this Agreement. Incomplete or incorrect entries in such books
and records will be grounds for City's disallowance of any fees or expenses based upon
such entries. All books and records which are considered public records shall, pursuant
to Chapter 119, Florida Statutes, be kept by Consultant in accordance with such statutes.
ARTICLE 8. OWNERSHIP AND USE OF DOCUMENTS
8.1 Electronic files of all documents, including, but not limited to, tracings, drawings,
specifications, investigations and studies completed or partially completed, shall become
the property of the City upon completion, termination, or abandonment of the
Consultant's Services for the Project. Consultant shall deliver the above documents to
the City within thirty (30) days of completion of its services on the Project, or termination
of this Agreement, or termination or abandonment of its services on the Project.
8.2 Any other re-use of documents by City, other than for the specific purpose intended, will
require the written authorization of Consultant, and if such authorization is not obtained,
shall be at the City's sole risk and without liability to Consultant.
21
PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES ON AN "AS NEEDED" BASIS June 2008
ARTICLE 9. TERMINATION OF AGREEMENT
9.1 Termination For Lack Of Funds: The City is a governmental entity and is subject to
the appropriation of funds by its legislative body in an amount sufficient to allow
continuation of its performance in accordance with the terms and conditions of this
Agreement. In the event there is a lack of adequate funding for the construction of the
Project, the Project may be abandoned or terminated, and the City may cancel this
Agreement as provided for herein without further liability to the City.
9.2 Termination For Cause: The City may terminate this Agreement for cause in the event
that the Consultant (1) violates any provisions of this Agreement or performs same in bad
faith or (2) unreasonably delays the performance of the Services or does not perform the
Services in a timely and satisfactory manner, upon written notice to the Consultant. In
the case of termination by the City for cause, the Consultant shall be first granted a thirty
(30) day cure period after receipt of written notice from the City.
9.2.1 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 or otherwise. In such event, the Consultant
shall be liable to the City for any additional cost incurred by the City due to such
termination. "Additional Cost" is defined as the difference between the actual
cost of completion of such incomplete Services, and the cost of completion of
such Services which would have resulted from payments to the Consultant
hereunder had the Agreement not been terminated.
9.2.2 Payment only for Services satisfactorily performed by the Consultant and
accepted by the City prior to receipt of a Notice of Termination, shall be made in
accordance with Article 6 herein and the City shall have no further liability for
compensation, expenses or fees to the Consultant.
9.2.3 Upon receipt of a written Notice of Termination, the Consultant shall promptly
assemble and submit to the City, as provided herein or as required in the written
22
PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES ON AN "AS NEEDED" BASIS June 2008
notice, all documents, including drawings, calculations, specifications,
correspondence, and all other relevant materials affected by such termination.
9.2.4 In the event of a termination for cause, no payments to the Consultant shall be
made (1) for Services not satisfactorily performed and (2) for assembly of
submittal of documents, as provided above.
9.3 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, upon notice to Consultant, in writing,
fourteen (14) days prior to termination. In the event City terminates Consultant's
services for its convenience, as provided herein, Consultant shall be compensated for all
Services rendered up to the time of receipt of said written termination notice, and for the
assembly and submittal to the City of documents for the Services performed, in
accordance with Article 6 herein, and the City shall have no further liability for
compensation, expenses or fees to the Consultant, except as set forth in Article 6.
9.4 Termination By Consultant: The Consultant may only terminate this Agreement for
cause in the event that the City willfully violates any provisions of this Agreement or
unreasonably delays payment for the Services, upon written notice to the City, thirty (30)
days prior to termination. In that event, payment for Services satisfactorily performed by
the Consultant and accepted by the City prior to receipt of a Notice of Termination shall
be made in accordance with Article 6 herein, and the City shall have no further liability
for compensation, fees, or expenses to the Consultant. In the case of termination by
Consultant for cause, the City shall be granted a thirty (30) day cure period after receipt
of written notice from the Consultant.
9.4.1 The Consultant shall have no right to terminate this Agreement for convenience
of the Consultant.
9.5 Implementation Of Termination: In the event of termination, either for cause or for
23
PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES ON AN "AS NEEDED" BASIS June 2008
convenience, the Consultant, upon receipt of the Notice of Termination, shall (1) stop the
performance of Services under this Agreement on the date and to the extent specified in
the Notice of Termination; (2) place no further orders or subcontracts except for any that
may be authorized, in writing, by the Project Coordinator, 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 performance of any Services as shall not have been
terminated by the Notice of Termination, and as specifically set forth therein.
9.6 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 10. INSURANCE
10.1 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 coverage:
(a) Professional Liability Insurance in the amount of One Million ($1,000,000.00)
Dollars per claim, with a maximum deductible of $150,000 per claim, $450,000
aggregate. Consultant shall notify City in writing within thirty (30) days of any
claims filed or made against the Professional Liability Insurance Policy.
(b) Comprehensive General Liability Insurance in the amount of $1,000,000.00
Single Limit Bodily Injury and Property Damage coverage for each occurrence,
24
PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES ON AN "AS NEEDED" BASIS June 2008
which will include products, completed operations, and contractual liability
coverage. The City must be named as an additional insured on this policy.
(c) Worker's Compensation and Employer's Liability coverage within the statutory
limits of the State of Florida.
10.2 The Consultant must give thirty (30) days prior written notice of cancellation or of
substantial modifications in the insurance coverage, to the Project Coordinator.
10.3 The insurance must be furnished by an insurance company rated B+: VI or better, or its
equivalent, according to Bests' Guide Rating Book and 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.
10.4 Consultant shall provide to City a Certificate of Insurance or a copy of all insurance
policies required above. City reserves the right to require a certified copy of such
policies upon request. All certificates and endorsements required herein shall state that
the City shall be given thirty (30) days notice prior to expiration or cancellation of the
policy.
10.5 Consultant shall also acknowledge compliance with the insurance requirements set forth
herein by execution of the Insurance Checklist, attached as Schedule "E" hereto.
ARTICLE 11. INDEMNIFICATION
11.1 Consultant herein agrees to indemnify and hold harmless the City, and its officer and
employees, from liabilities, damages, losses and costs, including, but not limited to,
reasonable attorneys' fees, to the extent caused by the negligence, recklessness, or
intentionally wrongful conduct of the Consultant and other persons employed or utilized
by the Consultant in the performance of the Agreement. This Article 11, and
Consultant's indemnification contained herein, shall survive the termination and
expiration of the Agreement.
25
PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES ON AN "AS NEEDED" BASIS June 2008
ARTICLE 12. VENUE
This Agreement shall be governed by, and construed in accordance with the laws of the
State of Florida, both substantive and remedial, without regard to principles of conflict of
laws. The exclusive venue for any litigation arising out of this Agreement shall be
Miami-Dade County, Florida, if in state court, and the U.S. District Court, Southern
District of Florida, if in Federal court. BY ENTERING INTO THIS AGREEMENT,
CONSULTANT AND CITY EXPRESSLY WAIVE ANY RIGHTS EITHER PARTY
MAY HAVE TO A TRIAL BY JURY OF ANY CIVIL LITIGATION RELATED TO, OR
ARISING OUT OF, THIS AGREEMENT.
ARTICLE 13. LIMITATION OF LIABILITY
13.1 The City desires to enter into this Agreement only if in so doing the City can place a limit
on City's liability for any cause of action for money damages due to an alleged breach by
the City of this Agreement, so that its liability for any such breach never exceeds the
amount of the fees for Services agreed upon under the terms of the Agreement, less any
amount(s) paid to Consultant thereunder. Consultant hereby expresses its willingness to
enter into this Agreement with Consultant's recovery from the City for any damage action
for breach of contract to be limited to a maximum amount of the fee for Services agreed
upon under the terms of the Agreement, less the amount of all funds actually paid by the
City to the Consultant.
Accordingly, and notwithstanding any other term or condition of this Agreement,
Consultant hereby agrees that the City shall not be liable to Consultant for money
damages due to an alleged breach by the City of this Agreement in an amount in excess
of the amount of fee under this Agreement, which amount shall be reduced by the amount
actually paid by the City to Consultant for any action or claim for breach of contract
arising out of the performance or non-performance of any obligations imposed upon the
City by this Agreement. Nothing contained in this subparagraph or elsewhere in this
Agreement is in any way intended to be a waiver of the limitation placed upon City's
liability as set forth in Section 768.28, Florida Statutes.
26
PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES ON AN "AS NEEDED" BASIS June 2008
ARTICLE 14. MISCELLANEOUS PROVISIONS
14.1 Intentionally omitted.
14.2 Equal Opportunity Employment Goals: Consultant agrees that it will not discriminate
against any employee or applicant for employment for work under this Agreement
because of race, color, religion, sex, age, national origin, disability or sexual orientation
and will take affirmative steps to ensure that applicants are employed and employees are
treated during employment without regard to sexual orientation, race, color, religion, sex,
age, national origin, or disability. Consultant agrees, if requested, to furnish City with a
copy of its Affirmative Action Policy.
14.3 Public Entity Crimes Act: In accordance with the Public Entity Crimes Act (Section
287.133, Florida Statutes), a person or affiliate who is a consultant, who has been placed
on the convicted vendor list following a conviction for a public entity crime may not
submit a bid on a contract to provide any goods or services to the City, may not submit a
bid on a contract with the City for the construction or repair of a public building or public
work, may not bids or leases of real property to the City, may not be awarded or perform
work as a contractor, supplier, subcontractor, or sub consultant under a contract with the
City, and may not transact business with the City in excess of the threshold amount
provided in Section 287.017, Florida Statutes, for Category Two for a period of 36
months from the date of being placed on the convicted vendor list. Violation of this
Section by Consultant shall result in cancellation and may result in Consultant's
debarment.
14.4 No Contingent Fee: Consultant warrants that it has not employed or retained any
company or person, other than a bona fide employee working solely for Consultant, to
solicit or secure this Agreement and that it has not paid or agreed to pay any person,
company, corporation, individual or firm other than a bona fide employee working solely
for Consultant any fee, commission, percentage, gift, or other consideration contingent
upon or resulting from the award or making of this Agreement. For the breach or
violation of this provision, City shall have the right to terminate the Agreement without
27
PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES ON AN "AS NEEDED" BASIS June 2008
liability at its discretion, to deduct from the contract price, or otherwise recover, the full
amount of such fee, commission, percentage, gift, or consideration.
14.5 The Consultant represents that it has made and will make reasonable investigation of all
subconsultants to be utilized in the performance of work under this Agreement to
determine that they possess the skill, knowledge and experience necessary to enable them
to perform the services required. Nothing in this Agreement shall relieve the Consultant
of its prime and sole responsibility for the performance of the work under this
Agreement.
14.6 The Consultant, its consultants, agents and employees and sub contractors, shall comply
with all applicable Federal, State and County laws, the Charter, related laws and
ordinances of the City of Miami Beach, and with all applicable rules and regulations
promulgated by local, state and national boards, bureaus and agencies as they relate to the
Project and Consultant's performance of the Services.
14.7 This Agreement, or any interest herein, shall not be assigned, transferred or otherwise
encumbered by Consultant, under any circumstances, without the prior written consent of
City.
14.8 This document incorporates and includes all prior negotiations, correspondence,
conversations, agreements or understandings applicable to the matters contained herein;
and the parties agree that there are no commitments, agreements or understandings
concerning the subject matter of this Agreement that are not contained in this document.
Accordingly, the parties agree that no deviation from the terms hereof shall be predicated
upon any prior representations or agreements whether oral or written. It is further agreed
that no modification, amendment or alteration in the terms or conditions contained herein
shall be effective unless contained in a written document executed with the same
formality and of equal dignity herewith.
28
PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES ON AN "AS NEEDED" BASIS June 2008
ARTICLE 15. NOTICE
15.1 All written notices given to City by Consultant shall be addressed to:
City Manager's Office
c/o Assistant City Manager Timothy Hemstreet
City of Miami Beach
1700 Convention Center Drive
Miami Beach, Florida 33139
With a copy to:
Office of Public Works
c/o City Engineer, Fernando Vazquez
City of Miami Beach
1700 Convention Center Drive
Miami Beach, Florida 33139
All written notices given to the Consultant from the City shall be addressed to:
All notices mailed to either party shall be deemed to be sufficiently transmitted if sent by
certified mail, return receipt requested.
29
PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES ON AN "AS NEEDED" BASIS June 2008
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 CLERK
Attest
Signature/Secretary
CITY OF MIAMI BEACH
MAYOR
CONSULTANT
CONSUL-TECH CONSTRUCTION
MANAGEMENT, INC.
,`'~. ~ c
/ -7
~-~- ~ ~°
a~~
Signature/President
Print Name
Print Name
~~1~~
date
30
APPROVED AS TO
FORM & LANGUAGE
t~ FOR EXECUTION
PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES ON AN "AS NEEDED" BASIS June 2008
SCHEDULE A
CONSULTANT SERVICE ORDER
PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES
ON AN AS-NEEDED BASIS AGREEMENT BETWEEN THE CITY OF MIAMI BEACH
AND CONSUL-TECH CONSTRUCTION MANAGEMENT, INC.
Service Order No.
TO:
DATE:
Pursuant to the Agreement between the City of Miami Beach and the above named firm for
VARIOUS PROFESSIONAL CERTIFIED ENGINEERING INSPECTION SERVICES
ON AN AS-NEEDED BASIS, Dated:
You are directed to provide the following:
SCOPE OF SERVICES:
Project Name and No.:
Estimated Calendar days to complete this work:
Start Date:
Fee for this Service Order:
days
The above fee is a lump sum, or Upset limit (check one)
This Work is: Basic Service Additional Service
Reimbursable Expense Allowance: $
City's Project Coordinator
Print Name
Consultant
Print Name/Title
31
PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES ON AN "AS NEEDED" BASIS June 2008
SCHEDULE B
CONSULTANT COMPENSATION
PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES
ON AN AS-NEEDED BASIS AGREEMENT BETWEEN THE CITY OF MIAMI BEACH
AND CONSUL-TECH CONSTRUCTION MANAGEMENT, INC.
Scope of Services:
Project Cost: $
(This price will be negotiated and approved by the City's authorized representative)
Reimbursable Expenses: $
Total Lump Sum: $
32
PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES ON AN "AS NEEDED" BASIS June 2008
SCHEDULE C
HOURLY BILLING RATE SCHEDULE
PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES
ON AN AS-NEEDED BASIS AGREEMENT BETWEEN THE CITY OF MIAMI BEACH
AND CONSUL-TECH CONSTRUCTION MANAGEMENT, INC.
Senior Project Engineer
Project Manager
Contract Support Specialist
Resident Compliance Specialist
Senior Inspector
Inspector/Engineer Intern
Asphalt Plant Inspector
Inspector's Aide
Survey Party Chief
Environmental Specialist
Casting Yard Engineer/Manager
Geotechnical Engineer
Geotechnical Technician
Public Information Officer
Senior ITS Inspector
ITS Inspector
ATTEST
(Name of Corporation)
(Secretary)
(Corporate Seal)
(Firm/Company Name)
(Signature)
(Print Name and Title)
33
f.
PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES ON AN "AS NEEDED" BASIS June 2008
SCHEDULE D
PROJECT SCHEDULE
PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES
ON AN AS-NEEDED BASIS AGREEMENT BETWEEN THE CITY OF MIAMI BEACH
AND CONSUL-TECH CONSTRUCTION MANAGEMENT, INC.
Task Description: Calendar Days after Notice to Proceed
Days
Days
Days
Days
Note: The above durations are calendar days which are include the response time by the City, including Program
Manager's response time (it required for the project).
34
PROFESSIONAL CERTIFIED ENGINEERING AND INSPECTION (CEI) SERVICES ON AN "AS NEEDED" BASIS June 2008
SCHEDULE E
INSURANCE CHECK LIST
XXX 1. Workers' Compensation and Employer's Liability per the statutory limits of the state of
Florida.
XXX 2. Comprehensive General Liability (occurrence form), limits of liability $ 1,000,000.00 per
occurrence for bodily injury property damage to include Premises/ Operations; Products,
Completed Operations and Contractual Liability. Contractual Liability and Contractual
Indemnity (Hold harmless endorsement exactly as written in "insurance requirements" of
specifications).
XXX3. Automobile Liability - $1,000,000 each occurrence - owned/non-owned/hired automobiles
included.
4. Excess Liability - $ . 00 per occurrence to follow the primary coverages.
XXX 5. The City must be named as and additional insured on the liability policies; and it must be
stated on the certificate.
6. Other Insurance as indicated:
_ Builders Risk completed value $ . 00
_ Liquor Liability $ . 00
_ Fire Legal Liability $ . 00
_ Protection and Indemnity $ . 00
Employee Dishonesty Bond $ . 00
XXX Professional Liability $1 000,000.00
XXX 7. Thirty (30) days written cancellation notice required.
XXX 8. Best's guide rating B+: VI or better, latest edition.
XXX 9. The certificate must state the Quote number and title
We understand the Insurance Requirements under this contract, and that evidence of this insurance is
required before any work is performed for the C' iami Beac
G1~J'.. ~~ ~.yi7S llyLt~c~ 1 l~dt ~~ /NCB ~~~ ~.rco~--- ~ci~ d ~~f1n~ / //~G~
Consultant (Print Name of Firm) Consultant's Sign Print Name/Title
(Please attach Insurance Certificate following this page)
35
/'/1Si~Q~f7 /
f•IIrVI'fLJ„ VG1~ 1 11-IVtI 1 G Vr LI/~1L71L1 1 1 IIVJVI~/~-IVVC CSAGR-1 07/14/08
PRODUCER , THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
Schiff , Kreidler-Shell , Inc . HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
1 West Fourth St. Suite 1300 ALTER THE COVERAGEAFFORDED BY THE POLICIES BELOW.
Cincinnati OH 45202
Phone: 513-977-3100 INSURERS AFFORDING COVERAGE NAIC #
INSURED INSURER A:
Tzavalacs Pzop~rty Casualty
INSURER B:
Consul-Tech Construction INSURERC
Inc
Management
.
,
3141 COmmerCe Parkway
INSURER D:
Miramar, FL 33025
INSURER E:
THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING
ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR
MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH
POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
LTR NSR TYPE OF INSURANCE POLICY NUMBER DATE (MM(DD/YY) DATE (MM/DD/YY) LIMBS
GENERAL LIABILITY EACH OCCURRENCE $ 2 0 0 0 0 0 0
A X COMMERCIAL GENERAL LIABILITY P6302366C03A 12/31/07 12/31/08 PREMISES (Eaoccurence) $50000
CLAIMS MADE X^ OCCUR MED EXP (Any one person) $ SOOO
PERSONAL&ADVINJURY $2000000
GENERAL AGGREGATE $ 2000000
GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS -COMP/OP AGG $ 2 o a o 0 0 0
~{ POLICY JECT LOC
AUT OMOBILE LIABILITY COMBINED SINGLE LIMIT
$ 1000000
A X ANY AUTO P8102366C03A 12/31/07 12/31/08 (Eeaccident)
ALL OWNED AIJfOS BODILY INJURY
$
SCHEDULED AUTOS (Per person)
X HIRED AUTOS (~
~
/
~
/
J BODILY INJURY
$
X NON-OWNED AUTOS /~
/
~/
'/
/
~
~~~ w
si (Per accident)
~ • v/ ,
/ (~/V PROPERTY DAMAGE $
(Per accident)
GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $
ANY AUTO OTHER THAN EA ACC $
AUTO ONLY: AGG $
EXCESSAJMBRELLALIABILITY EACH OCCURRENCE $ 9000000
A X occuR ~ CLAIMSMADE PSMCUP236fi 12/31/07 12/31/08 AGGREGATE $ 9000000
$
DEDUCTIBLE $
RETENTION $ $
WORKERS COMPENSATION AND X TORY LIMITS ER
A EMPLOYERS'LIABILRY pNUg2366C03A 12/31/07 12/31/08 E.L. EACHACCIDENi $500000
ANY PROPRIETOR/PARTNER/EXECUTIVE
OFFICER/MEMBEREXCLUDED7
E.L. DISEASE-EA EMPLOYEE
$ 500000
If yes, describe under
SPECIAL PROVISIONS below
E.L. DISEASE -POLICY LIMIT
$ 50 00 00
OTHER
DESCRIPTION OF OPERATIONS !LOCATIONS /VEHICLES /EXCLUSIONS ADDED BY ENDORSEMENT /SPECIAL PROVISIONS
Re: Professional Services Agreement - CEI Services. Certificate holder is -
additional insured under general liability with respect to operations of the
named insured.
CERTIFICATE HOLDER CANCELLATION
MIAMI35 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION
C1 ty Of ~ Ml aml Beach DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN
Procurement D1V 1S lOn NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL
C/O Olga Serrano IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, RS AGENTS OR
1700 Convention Center Drive
Mlaml Beach FL 33139 REPRESENTATIVES.
AUTHORIZED REPRESENTATIVE
John C. Sence
ACORD 25 (2001/08} vHCVrIV wnrurcr+l wn ~l yifif
ri:....au. ~~nn~
rnnlcrFr~'I
ACORDrM CERTIFICATE OF LIABILITY INSURANCE 07/02/08DrrYYY)
PRODUCER
Suncoast Insurance Associates
P.O. BOx 22668 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
Tampa, FL 33622-2668
813 289-5200
INSURERS AFFORDING COVERAGE
NAIC #
INSURED INSURER A: XL Specialty Insurance Company 37885
Consul-Tech Construction Management Inc INSURER B:
3141 Commerce Parkway INSURER C:
Miramar, FL 33025
INSURER D:
INSURER E:
(`nVFR02FS
THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING
ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR
MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH
POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
LTR TYPE OF INSURANCE POLICY NUMBER POLICY EFFp CTIYE POLICY EXPIRATION LIMITS
GENERAL LIABILITY - EACH OCCURRENCE $
DAMAGE TO RENTED
COMMERCIAL GENERAL LIABILITY 9 $
CLAIMS MADE ~ OCCUR MED EXP (Any one person) $
PERSONAL & ADV INJURY $
GENERAL AGGREGATE $
GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $
P
E ~ LOC
POLICY
AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT
$
ANY AUTO
(Ee accident)
ALL OWNED AUTOS BODILY INJURY
$
(Per person)
SCHEDULED AUTOS
HIRED AUTOS BODILY INJURY
$
(Per accident)
NON-OWNED AUTOS
f ~
Y
PROPERTY DAMAGE
(Per accident) $
GARAGE LIABILITY AUTO ONLY-EA ACCIDENT $
ANY AUTO ~~ OTHER THAN EA ACC $
AUTO ONLY: AGG $
EXCE531UMBRELLA LIABILITY EACH OCCURRENCE $
OCCUR ~ CLAIMS MADE AGGREGATE $
DEDUCTIBLE $
RETENTION $ $
WC STATU- OTH-
WORKERS COMPENSATION AND
EMPLOYERS' LIABILITY
E.L. EACH ACCIDENT
$
ANY PROPRIETORIPARTNER/EXECUTIVE
OFFICER/MEMBER EXCLUDED? E.L. DISEASE - EA EMPLOYEE $
If yes, descdbe under
SPECIAL PROVISIONS below
E.L. DISEASE -POLICY LIMIT
$
A OTHER professional DPR9613190 06!30!08 06/30/09 $2,000,000 per claim
Liability $2,000,000 annl aggr.
DESCRIPTION OF OPERATIONS /LOCATIONS /VEHICLES /EXCLUSIONS ADDED BY ENDORSEMENT !SPECIAL PROVISIONS
Professional Liability is claims made and reported.
RE: Professional Services Agreement - CEI Services
rcorrc:rnrc un: nco ce~lecl I eTlnu
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION
City of Miami Beach DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL ~0_ DAYS WRITTEN
PrOCUrement DIVISIOn NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL
CIO Olga Serrano IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, 175 AGENTS OR
1700 COnVention Center Dr. REPRESENTATIVES.
Miami, FL 33139 AUTFiORIZEDnR'ELPRESEjJTATI~
ACORD 25 (2001108) 1 of 2 #5167840/M166742 KJS o ACORD CORPORATION 1988