CONTRACT TO PROVIDE ENVIRONMENTAL GRAPHIC AND DESIGN SERVICESCONTRACT
THIS CONTRACT, entered into this ;iq day of
9aAu-amx
, 2016, by and between the CITY OF CLEARWATER, a
Florida municipal corporation, hereinafter referred to as "City, " P.O. Box 4748,
Clearwater, Florida 33758 and Found Design LLC (d.b.a. MERJE), a
Pennsylvania, corporation, hereinafter referred to as "MERJE," 120 N. Church
Street, Suite 208, West Chester, PA 19380.
WHEREAS, the City desires to engage the services of MERJE, a qualified
professional firm, to provide environmental graphic and design services for a
Wayfinding and Signage Master Plan for the U.S. 19 Corridor (the Corridor) in
order to strengthen the brand identity of the Corridor, identify key destinations
along the Corridor, help drivers better navigate the controlled access highway
and frontage roads and direct pedestrians, bicyclists and transit users in the
area; and
WHEREAS, MERJE agrees to prepare a wayfinding analysis and
schematic design for the Corridor; NOW THEREFORE, in consideration of
the promises stated herein, the City and MERJE mutually agree as follows:
1. SCOPE OF PROJECT.
MERJE agrees to provide planning and design services, under the terms and
conditions set forth in Request for Qualification (RFQ) No.65 -15, U.S. 19 Corridor
Wayfinding and Signage Master Plan, and MERJE's scope of work dated
December 17, 2015, described in attached Exhibit A — Scope c Wotk.
2. TIME OF PERFORMANCE.
The initial Contract Term shall commence on 1 1 and end
5. 1 I S I lb . The City reserves the right to extend the terms of this
contract provided; however, the City shall give written notice of its intent to
extend this contract no later than thirty (30) days prior to the expiration date of
the contract.
3. COMPENSATION.
The City will pay MERJE a sum not to exceed $64,295.00 as described in
attached Exhibit B — Fee Schedule, inclusive of all reasonable and necessary
direct expenses. The City may, from time to time, require changes in the scope
of the project of MERJE to be performed hereunder. Such changes, including
any increase or decrease in the amount of MERJE's compensation and changes
in the terms of this Contract which are mutually agreed upon by and between
City and MERJE shall be effective when incorporated in written amendment to
this Contract.
4. METHOD OF PAYMENT.
MERJE's invoices shall be submitted to the City for approval for payment
with Net 30 terms. The City agrees to pay after approval under the terms of the
Florida Prompt Payment Act F.S. 218.70.
The City's performance and obligation to pay under this Contract is
contingent upon an annual appropriation of the City's budget.
5. NOTICES AND CHANGES OF ADDRESS.
Any notice required or permitted to be given by the provisions of this
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Contract shall be conclusively deemed to have been received by a party hereto
on the date it is hand delivered to such party at the address indicated below (or
at such other address as such party shall specify to the other party in writing), or
if sent by registered or certified mail (postage prepaid) on the fifth (5th) business
day after the day on which such notice is mailed and properly addressed.
MERJE City of Clearwater
John Bosio Gina L. Clayton
Name Name
Principal
Title
Assistant Director, Planning and
Development
Title
120 N. Church St., Suite 208 P.O. Box 4748
West Chester, PA 19380 Clearwater, Florida 33758
Address Address
484.266.0648
Telephone #
727.562.4587
Telephone #
jbosio @meriedesign.com gina.clayton myclearwater.com
email email
6. TERMINATION OF CONTRACT.
Termination by the City is pursuant to RFQ No.65 -15 Exhibit C, Terms and
Conditions.
7. INDEMNIFICATION AND INSURANCE.
MERJE agrees to comply with all terms, provisions, and requirements
contained in RFQ No.65 -15, U.S. 19 Corridor Wayfinding and Signage Master
Plan, made a part hereof as if said document were fully set forth at length herein.
Nothing contained herein shall be construed as a waiver of any immunity from or
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limitation of liability the City may be entitled to under the doctrine of sovereign
immunity or section 768.28, Florida Statutes.
$. PROPRIETARY MATERIALS.
The Parties understand that the City of Clearwater is an agency subject to
Florida's expansive public record laws, which are found in chapter 119, Florida
Statutes. MERJE, as the City's contractor, will be required to comply with section
119.0701, Florida Statutes, to specifically:
(a) Keep and maintain public records that ordinarily and necessarily would be
required by the City of Clearwater in order to perform the service;
(b) Provide the public with access to public records on the same terms and
conditions that the City of Clearwater would provide the records and at a
cost that does not exceed the cost provided in Chapter 119 or as otherwise
provided by law;
(c) Ensure that public records that are exempt or confidential and exempt from
public records disclosure requirements are not disclosed except as
authorized by law; and
(d) Meet all requirements for retaining public records and transfer, at no cost, to
the City of Clearwater all public records in MERJE's possession upon
termination of the contract and destroy any duplicate public records that are
exempt or confidential and exempt from public records disclosure
requirements. All records stored electronically must be provided to the City
of Clearwater in a format that is compatible with the information technology
systems of the City of Clearwater.
Both parties understand that pursuant to Florida Statute section 812.081(1)(c),
"trade secret" means the whole or any portion or phase of any formula, pattern,
device, combination of devices, or compilation of information which is for use, or
is used, in the operation of a business and which provides the business an
advantage, or an opportunity to obtain an advantage, over those who do not
know or use it. "Trade secret" includes any scientific, technical, or commercial
information, including any design, process, procedure, list of suppliers, list of
customers, business code, or improvement thereof. Irrespective of novelty,
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invention, patentability, the state of the prior art, and the level of skill in the
business, art, or field to which the subject matter pertains, a trade secret is
considered to be:
1. Secret;
2. Of value;
3. For use or in use by the business; and
4. Of advantage to the business, or providing an opportunity to obtain an
advantage , over those who do not know or use it when MERJE, as the
Disclosing Party, takes measures to prevent it from becoming available to
persons other than those selected by the Disclosing Party to have access
thereto for limited purposed.
Documents containing trade secrets as defined herein and as may be
amended by Florida Statues shall be stamped "confidential" so as to let the City,
as the Receiving Party know to exempt from public access. The City, as the
Receiving Part shall retain all documents as required by chapter 119, Florida
Statutes . If trade secret information is provided and scuh documents are
Marked "confidential," then the City shall exempt such documents from public
access and make such documents confidential.
Upon receipt of payment, all ownership of the design transfers to the City
Of Clearwater for use as part of the wayfinding program within the City limits of
Clearwater. The designs funded by and created for the City are unique and
Cannot be repurposed in another way or location without permission of MERJE.
The design shall not be sold or used by a third party without written consent by
MERJE.
9. INTERESTS OF PARTIES.
MERJE covenants that its officers, employees and shareholders have no
interest and shall not acquire any interest, direct or indirect, which would conflict
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in any manner or degree with the performance and /or provision of services
required under the terms and conditions of this Contract.
10. CONFORMANCE WITH LAWS.
MERJE agrees to comply with all applicable federal, state and local laws
during the life of this Contract.
11. ATTORNEY FEES.
In the event that either party seeks to enforce this Contract through
attorneys at law, then the parties agree that each party shall bear its own
attorney fees and costs.
12. GOVERNING LAW AND VENUE.
The laws of the State of Florida shall govern this Contract, and any action
brought by either party shall lie in Pinellas County, Florida.
IN WITNESS WHEREOF, the parties hereto have executed this Contract
as of the date set forth above.
Camilo Soto
Assistant City Attorney
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CITY OF CLEARWATER, FLORIDA
By: w - 44144Alti �.
W Iliam B. Horne I I
City Manager
Attest:
XAL-
Rosemarie CaII
City Clerk
Page 6 of 7
Attest.
•
...a . 1.... ATP By:
Print T1 e: S i ra Print
Secretary Title:
MERJE
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EXHIBIT A: SCOPE OF WORK / PHASE 1
ENVIRONMENTS & EXPERIENCES
CLIENT: CITY OF CLEARWATER
PROJECT: U.S. 19 CORRIDOR WAYFINDING AND SIGNAGE MASTER PLAN
DATE: December 17, 2015
MERJE will utilize a 2- step approach for Phase 1 of the project. This design process provides a
basic structure for advancing through the project and provides opportunities to address
individual project issues that are unique to this project.
Client Responsibilities:
1.1 Appointment of a sole representative with full authority to provide or obtain any necessary
information and approvals required by MERJE.
1.2 Coordination of the decision - making process with parties other than with MERJE.
1.3 Timely communication of administrative or operational decisions if they affect the design or
production of signage or graphic items; coordination of required public approvals and meetings.
1.4 Timely provision of accurate and complete information and materials requested by MERJE,
such as site plans, building plans and elevations, utility locations, color /material samples and all
applicable code information.
1.5 Final proofreading and written approval of all project documents including map artwork,
graphic patterns, graphic layouts, message schedules, sign location plans and design drawings
before their release for fabrication or installation. In the event that the client has approved work
but errors, such as typographic errors or misspellings, remain in the finished product, the
client shall incur the cost of correcting such errors.
1.6 Arranging for the documentation and implementation of all electrical, structural
or mechanical elements needed to support, house or power signage; coordination of sign
installation with other trades.
1.7 Bid solicitation and contract negotiation. Establishment of final pricing and contract terms
directly with fabricators or vendors.
1.8 Establishment of specific invoicing procedures for the MERJE, which will ensure timely
payments.
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MERJE's Responsibilities:
PHASE I: WAYFINDING ANALYSIS & CONCEPTS
Step 1 Discovery
Task 1.1
Task 1.2
Task 1.3
ENVIRONMENTS & EXPERIENCES
Review existing relevant documents and planning work accomplished to date by
City Staff. This may include; City /District Master Plans, Branding Initiative /
Graphic Standards, Urban Design Standards, etc.
Kick Off meeting with Steering Committee (Trip #1). Meeting topics shall include:
• Project Introduction
• Scope of Work
• Approval Processes
• Project Goals and Issues
• Destination List
• Next Steps
Develop criteria for destination inclusion, including designations, main attractions,
districts, historic sites, parks, government facilities, etc. Develop Destination List
and determine terminology (or abbreviations) necessary for each
destination /attraction.
Task 1.4 Tour and photograph project area. (Trip #1)
Task 1.5
Task 1.6
Task 1.7
Task 1.8
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Conduct interviews with select stakeholders to review wayfinding issues. See
Attachment #1, Stakeholder Guidelines, describing which representatives should
be invited, quantity of meetings and meeting format.
Based on interviews and industry standards, MERJE shall provide a Wayfinding
Assessment document that outlines issues and recommendations for the
following wayfinding tools:
• Digital Opportunities (websites, mobile tools, download info, etc.)
• Landmark Elements
• Vehicular: Gateways, Vehicular Directional, Parking, Arrival Signs,etc.)
• Pedestrian Signage
• Orientation Map
Develop a project budget and identify public and private financial resources for
the fabrication, installation and maintenance of the system. Outline Phasing Plan.
Present Wayfinding Analysis to Steering Committee (Trip #2)
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Step 2: Schematic Design
Task 2.1
Task 2.2
Task 2.3
Task 2.4
Task 2.5
Task 2.6
Task 2.7
ENVIRONMENTS & EXPERIENCES
Analyze architectural /historic elements, including, imagery of the city. marketing
materials and additional information needed to formulate sign design concepts.
Review Branding information and background gathered by NorthStar
Destinations (during the recent branding project)
Prepare 3 design options for 5 — 7 sign types that represent the general basis of
design for each concept.
Preliminary budget for fabrication and installation of the signage system. Develop
Phasing Plan for priority sign types
Present preliminary findings and recommendations to Steering Committee and
Stakeholders (Also see Schematic Design Presentation) (Trip #2). The
Wayfinding Analysis information and Schematic Design concepts are presented
together to the different groups as outlined. (Steering Committee and
Stakeholders). This Wayfinding Master Plan Report may include the following:
• Introduction
• Wayfinding Tools (Pre - Arrival, In- Place, Support Materials and Signage)
• Wayfinding Analysis (Circulation, Parking, Pedestrian Issues, etc)
• Strategies (Destination Inclusion, Budgets, Phasing, Funding and Maintenance)
• Schematic Design Concepts
Meet with Stakeholders and city engineers, to receive feedback on proposed
design concepts. (Trip #2)
Meet with general public and local merchants to receive feedback on proposed
design concepts. (Includes Community Review #1) (Trip #2)
Meet with FDOT and Pinellas County to review concepts and wayfinding
approach on State and Local roadways. (Trip #2)
Step 1 & 2 Deliverable Discovery: Based upon our Wayfinding Anaysis, MERJE will provide a
outline of existing conditions and make recommendations in the form of a written and graphic
Wayfinding Master Plan Report. This report of general maps will establish the criteria upon
which the sign system will be based.
Deliverable Schematic Design: A maximum of 4 formal presentations /meetings (Steering
Committee, Stakeholders, Public Open House and FDOT) and 10 color copies + 1 original.
Note: Approval meetings shall be coordinated on the same day.
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TRAVEL OUTLINE
ENVIRONMENTS & EXPERIENCES
To be efficient with our time, multiple tasks, meetings and presentations are accomplished
during each trip.
TRAVEL TASKS DESCRIPTION DAYS STAFF
Trip #1 1.2 Kick -Off Meeting 3 2 — 3
1.5 Tour / Photo
1.7 Stakeholder Interviews
Trip #2 2.3 — 2.8 Presentations 3 1 — 2
PARTICIPANTS
There are 3 groups of participants included throughout the projects process.
Core Client Group = Group #1 (Steering Committee) and Group #2 (Stakeholders)
1. Steering Committee (8 -12 members)
The Steering Committee helps guide the program process, assist with the administrative
strategies, outline primary issues, make design and wayfinding decisions and assist with formal
approvals. This committee can include key City staff, such as representatives from Planning,
Parking, Economic Development, Parks /Recreation, Historic Preservation and Public Works. In
addition representatives from Major Destinations, Business Improvement Areas, Public Transit,
Tourism Bureau or Visitors Center. You may also choose to have a representative from FDOT
on this Committee.
This group meets 4 — 6 times through the project process
2. Stakeholders
This is a much larger group that can be identified in the following categories
A. Destinations: These are representatives from the destinations and attractions included in the
system think of this is primarily the organizations that will actually be listed on the signs.
B. Approving Agencies: Any Department, Commission or government entity that will have to
provide a certain level of approval to the project, (including Phase IV implementation). This may
include FDOT, County Engineers, City Engineers, Historic Commission (State and Local)
C. Interested parties: this includes representatives of groups or individuals who can offer
valuable information or insight into specific issues associated with the project. Examples include:
local business groups, neighborhood groups, Advocates for accessibility, bicyclist or the
environment, Developers, Hotel Associations or the Police Department.
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ENVIRONMENTS & EXPERIENCES
Stakeholders are included in the process as a group 3 — 4 times. Individual destinations may be
involved a few times more depending on individual wayfinding issues that need to be solved.
3. Community
This is the public in general, residents, downtown business leaders, neighborhood groups, etc.
The community is invited to 2 -3 public presentation during the process and are also invited to
City Council presentations and /or other official public hearings.
POTENTIAL ADDITIONAL SERVICES / ITEMS NOT IN CONTRACT
The following items are potential additional services, and if authorized by City of Clearwater, a
separate proposal can be developed to address a specific project requirement.
Phase 2 Tasks: Including Programming (Sign Location Plans / Message Schedule), Design
Development, Documentation and Construction Administration.
Time and Fees associated with the design and documentation of gateways for Downtown and
individual Districts is based on a reasonable sign structure or simple architectural element. If it is
determined that a complex gateway structure is required, additional fees may be required.
Structural, Electrical and /or Civil Engineering is not included.
Landscape Design, Site Planning, Lighting design and /or Public Art design is not included.
Additional Destinations / Sign Quantity: This proposal is based on 25 — 35 destinations and 180
total signs. Wayfinding is considered to the "front door" of the destination's building or campus.
Additional Presentations and Travel: Meetings /Presentations to parties outside the core client
group (as outlined in the Scope of Work Meeting Outline) such as Art Commission, Historic
Commission, Planning Board, etc. Preparation of additional presentation materials for such
meetings. These presentations will be billed on an hourly basis as requested. In addition the
following is not included;
Meetings beyond those outlined in this Scope of Work
Travel to Clearwater, beyond the 2 trips outlined in this Scope of Work for Phase 1
Additonal Consultation and Design, as described below;
• Design of a unique logo or identity for the City of Clearwater.
• Individual Interpretive Signage for historic sites, buildings or district
• Historic Markers or special historic walking tour signage
• Print material design (brochures, etc.)
• Design / Documentation of wall murals or other graphics outside a typical wayfinding program.
• Inventory and /or Removal Plan for existing signs
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ENVIRONMENTS & EXPERIENCES
• Special Presentation Materials beyond those outlined above.
• Content development for Digital Tools, Web Sites or Mobile Phone Apps or other technologies
• Development of City of Clearwater Base Maps
• Documentation and Specification of Highway Signage
Implementation of Digital Components: Content Management, Prototyping, software- powered
interactions and testing, digital specifications; including screen proportions, resolution, depth,
accessibility, ventilation, weather - proofing, electricity, networking, and maintenance.
File Formats for Deliverables
The city shall be provided digital copies of all work products. This may include, photos, plans,
diagrams, sign location plans, message schedules and /or drawings. All final deliverable
documents will be available in PDF formats.
The following programs /file formats will be utilized for the various deliverables. Core files will be
available to the City at the approval and completion of each phase and its associated
deliverable.
Wavfinding Analysis and Concept Plan
Graphics, maps, charts, etc.: Adobe Illustrator
Booklet/Report: Adobe InDesign
Wavfindinq Master Plan
Graphics and Sign Designs: Adobe Illustrator
Booklet/Report: Adobe InDesign
Programming (Sign Location Plans): Adobe Illustrator / Google Maps
Programming (Message Schedule): MS Excel
Wayfinding Graphics Manual
Sign Documentation Adobe Illustrator,
Documentation (book format) shall be Adobe InDesign
Technical Specifications Booklet: MS Word / Adobe InDesign
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MERJE
Suite 208
120 N. Church Street
West Chester, PA 1938C
T 484.266.0648
merjedesign.com
ENVIRONMENTS & EXPERIENCES
December 17, 2015 EXHIBIT B
Ms. Gina L. Clayton
Assistant Planning and Development Director
100 S. Myrtle Ave.
Clearwater, FL 33756
RE: COMPENSATION FOR CITY OF CLEARWATER U.S. RTE 19 CORRIDOR
WAYFINDING PROGRAM
Dear Gina,
Thank you for considering MERJE, api( +) and George Young, Inc. for the design and
planning of the City of Clearwater U.S. Rte. 19 Corridor Wayfinding Program.
I hope you have found the Scope of Work to be reflective of your requirements and
expected deliverables of the system. We are deeply appreciative of this opportunity
and based on the scope of the project, your requirements, and the services
outlined in our Project Approach, we propose the following Compensation:
PHASE I. WAYFINDING ANALYSIS
1. Wayfinding Analysis $ 32,575
2. Schematic Design $ 23,720
Reimbursables $ 8,000
PHASE 1 (NOT TOT EXCEED) TOTAL $ 64,295
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Reimbursable Expenses
Reimbursable expenses related to the travel outlined in the Scope of Work are
included in the Total Not To Exceed Fee outlined above. The expenses will be
billed to the client at 1.10 times the expenses incurred by MERJE and our
consultants in the interest of the project. These expenses include, but are not
limited to: CADD machine plots, photocopies, travel, airfare, lodging, meals,
fares, tolls, auto rental, parking, facsimiles, art materials, typesetting, first -class
mail, special overnight mail and delivery services, long distance telephone calls,
and messenger services.
Payment
You will be billed monthly for services rendered, and payment will be due upon
receipt of the invoice.
Additional Services
The following items are potential additional services, and if authorized by City of
Clearwater, a separate proposal can be developed to address a specific project
requirement.
Phase 2 Tasks: Including Programming (Sign Location Plans / Message Schedule), Design
Development, Documentation and Construction Administration.
Time and Fees associated with the design and documentation of gateways for Downtown
and individual Districts is based on a reasonable sign structure or simple architectural
element. If it is determined that a complex gateway structure is required, additional fees
may be required.
Structural, Electrical and /or Civil Engineering is not included.
Landscape Design, Site Planning, Lighting design and /or Public Art design is not included.
Additional Destinations / Sign Quantity: This proposal is based on 25 — 35 destinations
and 180 total signs. Wayfinding is considered to the "front door" of the destination' s
building or campus.
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Additional Presentations and Travel: Meetings /Presentations to parties outside the core
client group (as outlined in the Scope of Work Meeting Outline) such as Art Commission,
Historic Commission, Planning Board, etc. Preparation of additional presentation
materials for such meetings. These presentations will be billed on an hourly basis as
requested. In addition the following is not included;
Meetings beyond those outlined in this Scope of Work
Travel to Clearwater, beyond the 2 trips outlined in this Scope of Work for Phase 1
Additonal Consultation and Design, as described below;
• Design of a unique logo or identity for the City of Clearwater.
• Individual Interpretive Signage for historic sites, buildings or district
• Historic Markers or special historic walking tour signage
• Print material design (brochures, etc.)
• Design / Documentation of wall murals or other graphics outside a typical wayfinding
program.
• Inventory and /or Removal Plan for existing signs
• Special Presentation Materials beyond those outlined above.
• Content development for Digital Tools, Web Sites or Mobile Phone Apps or other
technologies
• Development of City of Clearwater Base Maps
• Documentation and Specification of Highway Signage
Implementation of Digital Components: Content Management, Prototyping, software -
powered interactions and testing, digital specifications; including screen proportions,
resolution, depth, accessibility, ventilation, weather - proofing, electricity, networking, and
maintenance.
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E N V I R O N M E N T S & EXPERIENCES
EXHIBIT C: PHASE 1 SCHEDULE
CLIENT: CITY OF CLEARWATER
PROJECT: U.S. 19 CORRIDOR WAYFINDING AND SIGNAGE MASTER PLAN
DATE: December 17, 2015
PHASE 1: WAYFINDING ANALYSIS & CONCEPTS
Step 1 Discovery
Step 2 Schematic Design Timeframe Est. Date
Tasks 1.1 through 1.5
Task 1.6 & 1.7
Task 1.8
Tasks 2.1 through 2.3
Task 2.4 through 2.7
Finalize Phase 1 Documents
1 Week
4 weeks
1 week
2 Weeks
2/8 — 2/10
2/15 — 3/11 *
3/14 — 3/16
3/21— 4/1
* A Wayfinding Analysis and Schematic Design "Preview" will take place via Web Ex a
week or so prior to the presentations.
MERJE
Suite 208
120 N. Church Street
West Chester, PA 1938C
T 484.266.0648
merjedesign,com