PROFESSIONAL SERVICE AGREEMENT
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Ki'ng Engineering AssociaLs, Inc.
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AGREEMENT
BETWEEN CITY AND ENGINEER
FOR
PROFESSIONAL SERVICES
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This AGREEMENT is made and entered into on this (j; .. day of
~ , 1990, by and between the city of Clearwater,
Florida (CITY) and King Engineering Associates, Inc. (ENGINEER).
WITNESSETH:
WHEREAS the CITY desires to engage the ENGINEER to perform
certain professional services pertinent to such work in accordance
with this Agreement; and
WHEREAS the ENGINEER desires to provide such professional
services in accordance with this Agreement; and
WHEREAS the CITY selected the ENGINEER in accordance with the
competitive selection process described in section 287.055 of the
Florida Statutes, and based on information and representations
given by the ENGINEER in a proposal dated June 29, 1990;
NOW, THEREFORE, in consideration of the premises and the
mutual benefits which will accrue to the parties hereto in carrying
out the terms of this Agreement, it is mutually understood and
agreed as follows:
1.0 GENERAL SCOPE OF THIS AGREEMENT
The relationship of the ENGINEER to the CITY will be that of
a professional consultant, and the ENGINEER will provide the
professional and tech~ical services required under this Agreement
in accordance with acceptable engineering practices and ethical
standards, and in the case of the ENGINEER's Architectural sub-
consultant, said sub-consultant will provide the professional and
technical services required under this Agreement in accordance with
acceptable architectural practices and ethical standards.
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Ki~g Engineering AssociaLs, Inc.
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2.0 PROFESSIONAL TECHNICAL SERVICES
2.1 It shall be the responsibility of the ENGINEER to work
with and for the CITY toward solutions to engineering
problems, and architectural problems via the ENGINEER's
Architectural sub-consultant, and the approach or
technique to be used toward accomplishment of the CITY's
obj ecti ve for each proj ect or assignment. The ENGINEER'S
services, and the services of the architectural
consultant, shall typically include, but not be limited
to, services as listed below. Work could include
planning, engineering, surveying, environmental,
archi tectural and landscape architecture elements for
Parks and Recreation improvements as well as for
improvements required by other departments of the city
of Clearwater.
1. Preparation of preliminary and/or final site plans
in accordance with the Land Development Code of the
City of Clearwater.
2.
Preparation
specifications,
applications.
of
bid
construction
documents
drawings,
and permit
3. Coordination with State and County agencies to
determine wetland jurisdictional limits or other
environmental parameters required to be addressed.
4. Evaluation of suitable sites for various
improvements from engineering and/or environmental
prospectives.
5. Estimates of probable construction costs or
estimates of quantities and types of materials, as
appropriate.
6. Contract administration, construction reviews and
construction surveying.
7.
Preparation of record drawings.
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Ki~g Engineering AssociJes, Inc.
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8. certification to the various regulatory agencies
upon completion of construction.
9. Attend meetings and tender advice on engineering
matters, and architectural matters, via the
assistance of the ENGINEER' s Architectural sub-
consultant.
10. Other work as may be reasonably required under the
general scope of professional
engineering/architectural services in connection
with the various departments of the City of
Clearwater.
2.2 The ENGINEER's services under this Agreement will be
provided under Work Orders. Generally, each Work Order
will include the services for a single project or
assignment, and it will contain a mutually agreed upon
detailed scope of work, fee, and schedule of performance
in accordance with applicable fiscal and budgetary
constraints. Total compensation for all services shall
not exceed $100,000 per Work Order unless specifically
authorized by the city commission.
2.3 The ENGINEER shall maintain an adequate and competent
staff of professionally qualified personnel available to
the CITY for the purpose of rendering the required
services hereunder, and shall diligently execute the work
to meet the completion time established.
2.4 The CITY reserves the right to enter into contracts with
other engineering firms for similar services.
3.0 PERIOD OF SERVICE
3.1 The ENGINEER shall begin work promptly after receipt of
a fully executed copy of each Work Order, in accordance
with Paragraph 2.2, above. Receipt of a fully executed
Work Order shall constitute written notice to proceed.
3.2 If the ENGINEER's services called for under any Work
Order are delayed for reasons beyond the ENGINEER's
control, the time of performance shall be adjusted as
appropriate.
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3.3 It is the intent of the parties hereto that this
Agreement continue in force for three years from the date
this Agreement is approved by the City commission,
subj ect to the provisions for termination contained
herein. The period of service thereafter may continue
on an annual basis subject to the approval of the CITY
until terminated in accordance with other provisions of
this Agreement.
4.0 GENERAL CONSIDERATIONS
4.1 All original sketches, tracings, drawings, computations,
details, design calculations and other documents and
plans that result from the ENGINEER's services under this
Agreement are and remain the property of the ENGINEER as
instruments of service. Where such documents are
required to be filed with governmental agencies, the
ENGINEER will furnish copies to the CITY upon request.
4.2 The CITY may, at its expense, obtain a set or
reproducible copies of any maps and/or drawings prepared
for it by the ENGINEER in consideration of which the CITY
agrees that no additions, deletions, changes or revisions
shall be made to same without the express written
approval of the ENGINEER.
4.3 The CITY hereby acknowledges that estimates of probable
construction costs cannot be guaranteed, and such
estimates are not to be construed as a promise that
designed facilities will not exceed a cost limitation.
4.4 The ENGINEER will provide expert witnesses, if required,
to testify in connection with any suit at law. A
supplemental agreement will be negotiated between the
CITY and the ENGINEER describing the services desired and
providing a basis for compensation to the ENGINEER.
4.5 Upon the ENGINEER's written request, the CITY will
furnish or cause to be furnished such reports, studies,
instruments, documents, and other information as the
ENGINEER and CITY mutually deem necessary.
4.6 The CITY and the ENGINEER each bind themselves and their
successors, legal representatives and assigns to the
other party to this Agreement and to the partners,
successors, legal representatives and assigns of each
other party, in respect to all covenants of this
Agreement; and, neither the CITY nor the ENGINEER will
assign or transfer its interest in this Agreement without
written consent of the other.
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5.0 INSURANCE/SAFETY AND HEALTH
5.1 Workers Compensation and Employers Liability
The ENGINEER/CONSULTANT shall procure and maintain, for
the life of this Contract/Agreement, Workers Compensation
Insurance covering all employees with limits meeting all
applicable state and federal laws. This coverage shall
include Employers Liability with limits meeting all
applicable state and federal laws.
5.2 General Liability
The ENGINEER/CONSULTANT shall procure and maintain, for
the life of this Contract/Agreement, General Liability
insurance. This coverage shall be on an "Occurrence"
basis. Coverage shall include Premises and operations;
Independent Contractors; Products and Completed
Operations and Contractual Liability. Coverage shall be
no more restrictive than the latest edition of the
Commercial General Liability policies of the Insurance
Services Office (ISO).
This policy shall provide coverage for death, bodily
injury, personal injury or property damage that could
arise directly or indirectly for the performance of this
Agreement.
The minimum limits of coverage shall be $500,000, per
Occurrence Combined Single Limit for Bodily Injury
Liability and Property Damage Liability.
The CITY
Additional
insurance.
shall be
Insured
included
under the
and identified as
policy/certificate
an
of
C. Business Automobile Liability
The ENGINEER/CONSULTANT shall procure and maintain, for
the life of the Contract/Agreement, Business Automobile
LIability Insurance.
The minimum limits of coverage shall be $500,000, per
Occurrence, Combined Single Limit for Bodily Injury
Liability and Property Damage Liability, with a $100
deductible. This coverage shall be an "Any Auto" type
policy. Coverage shall be no more restrictive than the
latest edition of the Business Automobile policies of the
Insurance Services Office (ISO).
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King Engineering Associates, Inc.
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The CITY
Additional
insurance.
shall be
Insured
included
under the
and identified as
policy/certificate
an
of
D. Professional Liability Insurance
The ENGINEER/CONSULTANT shall procure and maintain, for
the life of the contract/Agreement, Professional
Liability Insurance. This insurance shall provide
coverage against such liability resulting form this
contract/project. The minimum limits of coverage shall
be $500,000.
E. Indemnity
In consideration of the sum of One Hundred Dollars
($100.00), the receipt and sufficiency of which is
acknowledged, payable as part of the first payment for
services, the ENGINEER/CONSULTANT agrees to defend, save
and hold the CITY, its agents, assigns and employees,
harmless from all claims or causes of action, including
costs and attorney I s fees, and all judgements whatsoever,
involving personal injury, bodily injury, death, or
property damage, arising out of any negligent act or
omission, or the violation of any federal, state or local
law or regulations by the ENGINEER/CONSULTANT, its
subcontractors, agents, assigns, invitees or employees
in connection with this Contract/Agreement.
F. Supplemental provisions
The insurance coverages and conditions afforded by the
above mentioned policies shall not be suspended, voided,
cancelled or modified except after thirty (30) days prior
written notice by certified mail return receipt requested
has been given to both the Public Works Director and the
Risk Management Offices of the CITY.
certificates of Insurance meeting the specific required
insurance provisions specified within this
Contract/Agreement shall be forwarded to both the Public
Works Director and Risk Management Offices of the CITY
and approved prior to the start of any work. After
review, the certificate will be filed with the City Clerk
as a part of the official contract file.
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King Engineering AsSOCiJes, Inc.
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Receipt and acceptance of the ENGINEER/CONSULTANT's
Certificate of Insurance, or other similar document does
not constitute acceptance or approval of amounts or types
of coverages which may be less than required by this
Contract/Agreement.
The CITY may, at its option, require a copy of the
ENGINEER/CONSULTANT's Insurance Policies.
G. Safety and Health Requirements
It is the ENGINEER/CONSULTANT's sole duty to provide safe
and healthful working conditions to its employees and
those of the CITY on and about the site of
Contract/Agreement Performance. The CITY assumes no duty
for supervision of the ENGINEER/CONSULTANT.
The CITY may order that the work stop if a condition of
immediate danger to CITY employees, equipment or property
damage exists. This provision shall not shift
responsibility or risk of loss for injuries or damage
sustained from the ENGINEER/CONSULTANT to the CITY, and
the ENGINEER/CONSULTANT shall remain solely responsible
for compliance with all safety requirements and for the
safety of all persons and property at the site of
ENGINEER/CONSULTANT performance until construction
commences.
The ENGINEER/CONSULTANT shall comply with the standards
and regulations set forth by the Occupational Safety and
Health Administration (OSHA), the Florida Department of
Labor and Employment Security and all other appropriate
federal, state, local regulations or CITY safety and
health standards.
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King Engineering Associls, Inc.
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6.0 COMPENSATION
6.1 The ENGINEER shall be compensated for all services
rendered under this Agreement in accordance with the
provisions of each Work Order, upon presentation of
ENGINEER's invoice. Typical methods of compensation are
attached hereto as Exhibit A.
6.2 Except as may be addressed in the initiating Work Order,
the compensation for services shall be invoiced by the
ENGINEER and paid by the CITY monthly. Such invoices
shall be due and payable upon receipt.
6.3 The ENGINEER agrees to allow full and open inspection of
payroll records and expenditures in connection with
hourly rate and cost plus fixed fee work assignments upon
request of the CITY.
7.0 PROHIBITION AGAINST CONTINGENT FEES
The ENGINEER warrants that it has not employed or retained any
company or person, other than a bona fide employee working
solely for the ENGINEER, to solicit or secure this Agreement
and that it has not paid or agreed to pay any persons,
company, corporation, individual or firm, other than a bona
fide employee working for the ENGINEER any fee, commission,
percentage, gift, or any other consideration, contingent upon
or resulting from the award or making of this Agreement.
8.0 TERMINATION
This Agreement may be terminated by either party with seven
(7) days prior written notice, in the event of substantial
failure to perform in accordance with the terms hereof by the
other party through no fault of the terminating party. If
this Agreement is terminated, the ENGINEER shall be paid in
accordance with the provisions of outstanding Work Orders for
all work performed up to the date of termination.
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9.0 SUSPENSION, CANCELLATION OR ABANDONMENT
If the project described in any Work Order is suspended,
cancelled, or abandoned by the CITY, without affecting any
other Work Order or this Agreement, the ENGINEER shall be
given five (5) days prior written notice of such action and
shall be compensated for professional services provided up to
the date of suspension, cancellation or abandonment.
This Agreement shall be administered and interpreted under the
laws of the State of Florida.
10.0 TERMINATION OF CONVENIENCE
Either the CITY or the ENGINEER may terminate the Agreement
at any time by giving written notice to the other of such
termination and specifying the effective date of such
termination at least thirty (30) days before said termination
date. If the Agreement is terminated by the CITY as provided
herein, the ENGINEER will be paid for services rendered
through the date of termination.
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King Engineering Associles, Inc.
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IN WITNESS WHEREOF, the parties hereto have made and executed
this Agreement on the date and year first above written.
WITNESS
By: ~ k~
Countersigned:
CITY OF CLEARWATER
Rita Garvey
Mayor-commissioner
{l-?l Ti~
By:
Ron H. Rabun
City Manager
Approved as to form and
correctnes .
Attest:
M.A. Galbrai
City Attorne
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King Engineering Associles, Inc.
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EXHIBIT A
PROVISION OF PAYMENT
BASIS FOR PAYMENT
The Owner shall pay ENGINEER and ENGINEER agrees to accept as full
compensation for its services (as established by Work Order)
compensation as computed by one of the following methods:
METHOD A - COSTS PLUS FIXED FEE BASIS
Compensation in the form of actual direct payroll cost, times a
multiplier, plus other direct costs, plus a fixed fee or profit as
determined by the following formula:
Actual
where:
Direct Payroll Cost x 2.79 + Other Direct Costs + Fixed Fee
Actual Direct Payroll Cost shall mean the direct salaries
of all ENGINEER's personnel engaged in the service or
group of services to which this Agreement pertains, to
the extent such personnel are so engaged, but not
including the cost of benefits and contributions related
thereto, whether mandatory or customary, times the
respective hours worked on the proj ect. A range of
Actual Direct Payroll Costs is shown in the Rate Schedule
attached to this Exhibit.
The multiplier incudes overhead and fringe benefits. The
multiplier is subject to annual review and audit to
reflect actual overhead and fringe benefit rates.
Other Direct Costs are actual costs incurred for travel
outside of the Tampa Bay area, printing, copying, long
distance telephone calls, subcontractors, special
consultants, outside experts, special services, etc.
Fixed Fee is a negotiated
percent (8%) of the amount
Actual Direct Payroll Cost)
profit.
fee, not to exceed eight
(2.79 x Initial Estimated
for operating margin and
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King Engineering AsSOCils, Inc.
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METHOD B - COSTS TIMES MULTIPLIER BASIS
Compensation in the form of actual costs times a multiplier as
determined by the following formula:
Payroll
where:
Cost x Multiplier + Subconsultant Cost + Other Direct Costs
Payroll Cost is equal to direct labor costs multiplied
by 1.365. This factor (1.365) is established as the
fringe benefit rate and is subject to annual revision and
audit to reflect actual fringe benefit rate.
Multiplier 2.25 includes overhead, operating margin and
profit and is subject to annual review.
Subconsultant Costs are actual costs incurred times a
factor of 1.00.
Other Direct Costs are actual costs incurred for travel
outside of Tampa Bay area, printing, copying, long
distance telephone calls, etc., times a factor of 1.00.
METHOD C - LUMP SUM
Compensation in the form of "lump sum" shall be determined by
mutual agreement between ENGINEER and the CITY when the Scope of
Services can be well defined.
Estimates for actual direct payroll cost (excluding overhead),
fringe benefits and operating margin) are shown in Table 1.
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King Engineering Associls, Inc.
TABLE 1
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Job Classification
Maximum
Principal
Sr. Project Manager
Project Manager
Senior Planner
Project Engineer
Transportation Planner
Planner
Construction Manager
Field Representative
Designer
Technician
Drafter
Principal Architect
Staff Architect
Senior Architectural Draftsman
Intern Architect
Architectural Draftsman
Architectural Administrator
Landscape Architect
Water Resources Director
Senior Ecologist
Field Ecologist
Senior Environmental Scientist
Environmental Scientist
Survey Manager
Land Surveyor
Survey Technician
Autocad Technician
Survey Crew (3 man)
Word Processor
Clerk/Typist
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Minimum
Rate ($/Hour)
Typical
$28.84
22.60
18.27
19.47
12.25
14.42
11.06
12.74
10.15
11.06
8.05
5.75
27.00
15.00
10.75
10.50
7.00
8.05
12.00
32.21
24.52
13.94
16.35
10.00
17.31
13.50
12.07
9.00
20.25
7.90
5.50
$54.09
30.65
22.26
21.91
16.75
16.58
15.38
14.87
12.25
14.13
10.81
10.10
35.00
18.00
14.25
12.60
10.25
10.80
16.80
39.24
30.00
16.03
18.80
14.97
20.00
15.55
13.88
10.50
24.85
10.93
10.93
$71.50
40.00
35.25
27.00
24.34
20.75
18.85
17.20
22.50
17.20
14.50
13.20
50.00
27.00
17.00
15.50
14.25
14.50
22.00
46.27
33.10
18.82
22.07
17.20
23.45
18.25
15.08
13.20
28.25
17.21
14.93