AGREEMENT FOR PROFESSIONAL SERVICES (2)AGREEMENT FOR PROFESSIONAL SERVICES
This AGREEMENT is made and entered into on the 1141 day of , r-t l btN , 2016 by and
between the City of Clearwater, Florida (CITY) and Kimley - Horn_, (CONSULTANT).
WITNESSETH:
WHEREAS the CITY desires to engage the CONSULTANT to perform certain professional services
pertinent to such work in accordance with this Agreement; and
WHEREAS the CONSULTANT desires to provide such professional services in accordance with this
Agreement; and
WHEREAS the CITY selected the CONSULTANT 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 CONSULTANT in a proposal dated May 17, 2016.
NOW, THEREFORE, in consideration of the premises and the mutual benefits which will accrue to the
parties hereto in carrying out the terns of this Agreement, it is mutually understood and agreed as
follows:
1.0 GENERAL SCOPE OF THIS AGREEMENT
The relationship of the CONSULTANT to the CITY will be that of a professional consultant, and
the CONSULTANT will provide the professional and technical services required under this
Agreement in accordance with acceptable engineering practices and ethical standards.
2.0 PROFESSIONAL TECHNICAL SERVICES
2.1 It shall be the responsibility of the CONSULTANT to work with and for the CITY to perform an
array of services for the City as it relates to parking facilities /operations including creating
additional parking garages and related parking facilities/operations. Representative assignment
areas are expected to include, but not be limited to, planning, studies or design services as listed
below:
(a)
(b)
(c)
(d)
(e)
(0
SuppIy/Demand Study
Financial Feasibility Study
Operational Review (including access and revenue control equipment)
Functional Review
Site Analysis
Design and Construction Management
2.2 The CONSULTANT'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 Council.
s -2015
2.3 The CONSULTANT shall maintain an adequate and competent staff of professionally qualified
personnel available to the CITY for the purpose of rendering the required engineering and/or
consultant services hereunder, and shall diligently execute the work to meet the completion
time established in Work Order.
2.4 The CITY reserves the right to enter into contracts with other consulting firms for similar
services. The CONSULTANT will, when directed to do so by the CITY, coordinate and work
with other consulting firms retained by the CITY.
3.0 PERIOD OF SERVICES
3.1 The CONSULTANT shall begin work promptly after receipt of a fully executed copy of each
Work Order, in accordance with Paragraph 2.3, above. Receipt of a fully executed Work Order
shall constitute written notice to proceed.
3.2 If the CONSULTANT'S services called for under any Work Order are delayed for reasons
beyond the CONSULTANT'S control, the time of performance shall be adjusted as appropriate.
3.3 It is the intent of the parties hereto that this Agreement continue in force until three (3) years from
the date of initiation, subject to the provisions for termination contained herein.
The City retains the right to exercise an option to extend the contract for two (2) years at its sole
discretion. Assignments that are in progress at the Contract termination date will be completed
by the CONSULTANT unless specifically terminated by the CITY.
4.0 PROFESSIONAL SERVICES /CONSULTANT'S COMPETITIVE NEGOTIATION ACT
(CCNA) - Florida Statue 287.055
Professional Services provided under this Agreement are within the scope of the practice of
architecture, landscape architecture, professional engineering, or registered land surveying, as
defined by the laws of the State of Florida. Provisions of F.S. 287.055 apply.
5.0 GENERAL CONSIDERATIONS
5.1 All documents including field books, drawings, specifications, calculations, geotechnical
investigation reports, etc., used in the preparation of the work shall be supplied by the
CONSULTANT and shall become the property of the CITY. The CITY acknowledges that such
documents are not intended or represented to be suitable for use by the CITY or others for
purposes other than those for which the documents are prepared. Any reuse of these documents
without written verification or adaptation by the CONSULTANT for the specific purpose
intended will be at the CITY'S sole risk without liability or legal exposure to the CONSULTANT.
5.2 The CONSULTANT shall prepare preliminary construction cost estimates with each design
submittal to verify the proposed design is within the City project budgets. The CONSULTANT
shall prepare a final estimate of probable construction costs, following CITY approval of the bid
documents and other pre -bid activities. 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. Should the lowest, responsible
and acceptable bid price received by the CITY within three (3) months from the date of the
CITY 's approval of the bid documents exceed the CONSULTANT'S final cost estimate by more
than ten percent (10 %), the CONSULTANT shall perform a detailed evaluation of the low bid.
The evaluation will review the bid prices on a line item basis, identifying areas of disagreement
and providing a rationale for the difference.
8 -2016
5.3 The CONSULTANT 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
CONSULTANT describing the services desired and providing a basis for compensation to the
CONSULTANT.
5.4 Upon the CONSULTANT'S written request, the CITY will furnish or cause to be furnished such
reports, studies, instruments, documents, and other information as the CONSULTANT and CITY
mutually deem necessary.
5.5 The CITY and the CONSULTANT 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 CONSULTANT will assign or transfer its interest in
this Agreement without written consent of the other.
5.6 The CONSULTANT shall indemnify and hold harmless the CITY, and its officers 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 this CONSULTANT and any Work Orders issued under this AGREEMENT.
5.7 The CONSULTANT agrees not to engage the services of any person or persons in the employ of
the CITY to an allied capacity, on either a full or part-time basis, on the date of the signing of this
Agreement, or during its term.
5.8 Key personnel assigned to CITY projects by the CONSULTANT shall not be removed from the
projects until alternate personnel acceptable to the CITY are approved in writing by the CITY.
Key personnel are identified as: Project Manager and technical experts.
5.9 The CONSULTANT shall attach a brief status report on the project(s) with each request for
payment.
5.10 Unless otherwise required by law or judicial order, the CONSULTANT agrees that it shall make
no statements, press releases or other public communication concerning the Agreement or its
subject matter or otherwise disclose or permit to be disclosed any of the data, technical processes,
business affairs or other information obtained or furnished in the conduct of work under this
Agreement without first notifying the City and securing its consent in writing. The
CONSULTANT also agrees that it shall not publish copyright or patent any of the site specific
data or reports furnished for or resulting from work under this Agreement. This does not include
materials previously or concurrently developed by the CONSULTANT for "In House" use. Only
data and reports generated by the CONSULTANT under this Agreement shall be the property of
the City.
5.11 The CONSULTANT will be required to comply with Section 119.0701, Florida Statutes
(2014), specifically to:
8 -2016
a) Keep and maintain public records required by the city of Clearwater (hereinafter "public
agency ") to perform the service being provided by the contractor hereunder.
b) Upon request from the public agency's custodian of public records, provide the public
agency with a copy of the requested records or allow the records to be inspected or
copied within a reasonable time at a cost that does not exceed the cost provided for in
Chapter 119, Florida Statutes, as many be amended from time to time, 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 for the
duration of the contract term and following completion of the contract if the contractor
does not transfer the records to the public agency.
d) Upon completion of the contract, transfer, at no cost, to the public agency all public
records in possession of the contractor or keep and maintain public records required by
the public agency to perform the service. If the contractor transfers all public records to
the public agency upon completion of the contract, the contractor shall destroy any public
records that are exempt or confidential and exempt from public records disclosure
requirements. If the contractor keeps and maintains public records upon completion of
the contract, the contractor shall meet all applicable requirements for the retaining public
records. All records stored electronically must be provided to the public agency, upon
request from the public agency's custodian of public records in a format that is
compatible with the information technology systems of the public agency.
e) A request to inspect or copy public records relating to a public agency's contract for
services must be made directly to the public agency. If the public agency does not
possess the requested records, the public agency shall immediately notify the contractor
of the request and the contractor must provide the records to the public agency or allow
the records to be inspected or copied within a reasonable time.
f) The Contractor hereby acknowledges and agrees that if the contractor does not comply
with the public agency's request for records, the public agency shall enforce the contract
provisions in accordance with the contract.
g) A Contractor who fails to provide the public records to the public agency within a
reasonable time may be subject to penalties under Section 119.10, Florida Statutes.
h) If a civil action is filed against a contractor to compel production of public records
relating to a public agency's contract for services, the court shall assess and award
against the contractor the reasonable costs of enforcement, including reasonable attorney
fees, if:
1. The court determines that the contractor unlawfully refused to comply with
the public records request within a reasonable time; and
2. At least 8 business days before filing the action, the plaintiff provided written
notice of the public request, including a statement that the contractor has not
complied with the request, to the public agency and to the contractor.
i) A notice complies with subparagraph (h }2. if it is sent to the public agency's custodian of
public records and to the contractor at the contractor's address listed on its contract with
the public agency or to the contractor's registered agent. GIobal Express Guaranteed, or
8 -2016
certified mail, with postage or shipping paid by the sender and with evidence of delivery,
which may be in an electronic format.
j) A contractor who complies with a public records request within 8 business days after the
notice is sent is not liable for the reasonable costs of enforcement.
6.0 COMPENSATION
6.1 The CONSULTANT shall be compensated for all services rendered under this Agreement in
accordance with the provisions of each Work Order, upon presentation of CONSULTANT'S
invoice. An hourly rate schedule and 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 CONSULTANT and paid by the CITY once each month. Such invoices shall be
due and payable upon receipt.
6.3 The CONSULTANT 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 CONSULTANT warrants that it has not employed or retained any company or person, other
than a bona fide employee working solely for the CONSULTANT 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 CONSULTANT 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 CONSULTANT
shall be paid in accordance with the provisions of outstanding Work Orders for all work
performed up to the date of termination.
9.0 SUSPENSION, CANCELLATION OR ABANDONMENT
If the project described in any Work Order is suspended, canceled, or abandoned by the CITY,
without affecting any other Work Order or this Agreement, the CONSULTANT 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 CONSULTANT may terminate the Agreement at any time by giving
written notice to the other of such termination and specifying the effective date of such
8 -2016
termination at least thirty (30) days before said termination date. If the Agreement is terminated
by the CITY as provided herein, the CONSULTANT will be paid for services rendered through
the date of termination.
11.0 PUBLIC ENTITY CRIMES
Pursuant to Florida Statute 287 -132 -133, effective July 1, 1989, the City of Clearwater,
as a public entity, may not accept any proposal from, award any contract to, or transact
any business in excess of the threshold amount provided in Section 287.017, F.S., for
Category Two (currently $35,000) with any person or affiliate on the convicted vendor
list for a period of 36 months from the date that person or affiliate was placed on the
convicted vendor list unless that person of affiliate has been removed from the list
pursuant to Section 287.133 (3)(f), F.S. If you submit a proposal in response to this
request, you are certifying that Florida Statute 287.132 and 287.133 does not restrict your
submission.
12.0 SCRUTINIZED COMPANIES AND BUSINESS OPERATIONS WITH CUBA AND
SYRIA
The CONSULTANT will be required to comply with Section 287.135, Florida Statues,
specifically to:
(a) The vendor, company, individual, principal, subsidiary, affiliate, or owner is aware of the
requirements of section 287.135, Florida Statutes, regarding companies on the
Scrutinized Companies with Activities in Sudan List, the Scrutinized Companies with
Activities in the Iran Petroleum Energy Sector List, or engaging in business operations in
Cuba and Syria; and
(b) The vendor, company, individual, principal, subsidiary, affiliate, or owner is eligible to
participate in this solicitation and is not listed on either the Scrutinized Companies with
Activities in Sudan List, the Scrutinized Companies with Activities in the Iran Petroleum
Sector List, or engaged in business operations in Cuba and Syria; and
(c) Business Operations means, for purposes specifically related to Cuba or Syria, engaging
in commerce in any form in Cuba or Syria, including, but not Iimited to, acquiring,
developing, maintaining, owning, selling, possessing, leasing or operating equipment,
facilities, personnel, products, services, personal property, real property, military
equipment, or any other apparatus of business or commerce; and
(d) If awarded the Contract (or Agreement), the vendor, company, individual, principal,
subsidiary, affiliate, or owner will immediately notify the City of Clearwater in writing,
no later than five (5) calendar days after any of its principals are placed on the
Scrutinized Companies with Activities in Sudan List, the Scrutinized Companies with
Activities in the Iran Petroleum Sector List, or engages in business operations in Cuba
and Syria.
IN WITNESS WHEREOF, the parties hereto have made and executed this Agreement on the date and
year first above written.
8-2016
Countersigned:
— ct?Arle (\CCt ktkcof
George N. Cretekos
Mayor
Approved as to form and
correctness:
Matthew Smith
Assistant City Attorney
By:
Print Name:= � (✓% Zw221 �t'�e
Title: a fe8de--7—
WITNE
By:
Print ame: W'' A1 t } e,
CITY OF CLEARWATER
By: W t 4
William B. Horne, II
City Manager
ATTEST:
By: / i Iit L (j C L
Rosemarie Call
City Clerk
EXHIBIT "A"
PROVISION OF PAYMENT
BASIS FOR PAYMENT
The owner shall pay CONSULTANT and CONSULTANT 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 Times Multiplier Basis —
Compensation in the form of actual costs times a multiplier as determined by the following formula:
Actual raw Salary Cost (Hourly Rate) x Multiplier + Subconsultant Cost + Other Direct Costs.
Multiplier includes fringe benefit rate, overhead, operating margin and profit and is
subject to annual review.
Subconsultant Costs are actual costs incurred times a factor of 1.00. Actual costs shall be based on
billing rates for required labor classifications.
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 "B" — Lump Sum -
Compensation in the form of "lump sum" for all work associated with a Work Order or task and
shall be determined by mutual agreement between the CONSULTANT and the City. The lump
sum amount shall be negotiated based upon the Work Order scope of services and approved by
both the City and the CONSULTANT.
Hourly Rates -
The estimated hourly rates below represent 2016 costs and categories. Periodic changes are
anticipated and modification can be made annually upon City and CONSULTANT review.
(Note: All rates are hourly salary)
CITY OF CLEARWATER PARKING CONSULTANT
RFQ 36 -16 2016 DIRECT HOURLY RATES
8 -2016
Job Classification
Minimum
Rate
($ / hour)
Typical
Maximum
Senior Vice President
$80.00
$89.25
$98.50
Vice President/Principal
$75.00
$80.00
$85.00
Senior Project Manager
$75.00
$84.50
$94.00
Project Manager
$60.00
$67.50
$75.00
Senior Engineer
$50.00
$67.50
$85.00
Engineer
$28.00
$39.00
$50.00
Senior Parking Consultant
$70.00
$82.50
$95.00
Parking Consultant
$50.00
$60.00
$70.00
Designer
$30.00
$39.00
$48.00
Drafter /CADD Operator /Technician
$25.00
$30.00
$35.00
Administrative /Clerical
$19.00
$26.50
$47.00
MULTIPLIER:
3.2
CONSULTANT: Kimley -Horn