AGREEMENT FOR PROFESSIONAL SERVICES - RFQ 34-23 DocuSign Envelope ID: B2FF6EB8-802F-4639-9EC4-538BE4804448
Agreement
For
Professional Services
RFQ #34-23
This AGREEMENT is made and entered into on the 20th day of July 20_23_ by and
between the City of Clearwater, Florida(CITY) and Moffatt & Nichol (CONSULTANT)with an
effective date August 1, 2023.
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, in accordance with the competitive selection process described in Section 287.055 of
the Florida Statutes, the CITY selected the CONSULTANT based on Request for Qualifications
("RFQ") #34-23 and responses by the CONSULTANT to RFQ #34-23.
NOW, THEREFORE, in consideration of the mutual promises contained herein and other good
and valuable consideration, the Parties agree that the above terms,recitals, and representations are
true and accurate and are incorporated herein by reference, and the Parties further agree 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, by
exercising the skill and ability ordinarily required of engineers performing the same or
similar services, under the same or similar circumstances, in the State of Florida, 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 set forth in RFQ #34-23, Scope of Services.
2.2 The CONSULTANT'S services under this Agreement will be provided under a project
specific Work Order(s). Each Work Order will include the services for a single project,
phase, task or assignment, and will contain a mutually agreed-upon detailed scope of
services, project goals, fee and schedule of performance in accordance with applicable
fiscal and budgetary constraints. Work Orders will be incorporated by reference and
attached hereto this Agreement.
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Total compensation for all services shall not exceed S100,000.00 unless specifically
authorized by the City Council.
See Work Order attached hereto as Exhibit A.
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 the Work Orders. The CONSULTANT shall notify
the CITY by U.S. Mail addressed to the City Engineer of any changes in company contact
information, including but not limited to contact phone, address, project manager, email
addresses, etc.
2.4 The CITY reserves the right to enter into contracts with other engineering and/or architect
firms for similar services. The CONSULTANT will, when directed to do so by the CITY,
coordinate and work with other engineering and/or architectural firms retained by the
CITY.
2.5 The CITY reserves the right to remove any and all projects, phases, tasks, or assignments
related to this Agreement. The CITY further reserves the right to enter into contracts with
other engineering firms for services related to such projects,phases, tasks, or assignments.
The CONSULTANT will, when directed to do so by the CITY, coordinate and work with
other firms retained by the CITY.
3.0 PERIOD OF SERVICES
3.1 The CONSULTANT shall begin work promptly after receipt of a fully executed Work
Order. Receipt of a fully executed Work Order shall constitute written notice to proceed.
3.2 If the CONSULTANT'S services 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 for a period not
to exceed four 4 years effective August 1, 2023, subject to the provisions for termination
contained herein. Assignments that are in progress at the Termination Date shall be
completed by the CONSULTANT unless specifically terminated by the CITY. Should the
CONSULTANT be in the progress of completing work under this Agreement at the
Termination Date, this Agreement shall continue with all terms, conditions and obligations
being in full force and effect until such time as the work is completed. All provisions
expressly intended to survive termination shall do so.
4.0 PROFESSIONAL SERVICES/CONSULTANT'S COMPETITIVE
NEGOTIATION ACT (CCNA)
Professional Services provided under this Agreement are within the scope of the practice
of architecture, landscape architecture,professional engineering, or registered land
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surveying and mapping, 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.
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 To the fullest extent permitted by law, the CONSULTANT agrees to 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 under this AGREEMENT. Notwithstanding any provision herein to the
contrary, this paragraph shall not be construed as a waiver of any immunity to which CITY
is entitled or the extent of any limitation of liability pursuant to § 768.28, Florida Statutes.
Furthermore, this provision is not intended to nor shall it be interpreted as limiting or in
any way affecting any defense CITY may have under § 768.28, Florida Statutes or as
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consent to be sued by third parties. The obligations under this paragraph shall expressly
survive termination or expiration of 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 projects with each requestfor
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 this
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 Public Records. The CONSULTANT will be required to comply with Section 119.0701,
Florida Statutes, as may be amended from time to time, specifically to:
IF THE CONSULTANT HAS QUESTIONS REGARDING THE
APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE
CONSULTANT'S DUTY TO PROVIDE PUBLIC RECORDS RELATING
TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC
RECORDS AT: 727-562-4092, Rosemarie.Call@myclearwater.com, 600
Cleveland Street, Suite 600, Clearwater, FL 33755.
CONSULTANT shall comply with the following:
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 may be amended from time
to time, or as otherwise provided by law.
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C) Ensure that the 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 duplicate 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 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 records request, including a statement that the contractor has
not complied with the request, to the public agency and to the contractor.
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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.
Such notices must be sent by common carrier delivery service or by registered,
Global Express Guaranteed, or certified mail, with postage or shipping paid by
the sender and with evidence of delivery, which may be in an electronic format.
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 services rendered under this Agreement
in accordance with the provisions of each Work Order, upon presentation of
CONSULTANT'S invoice and as provided in this Agreement. See attached Exhibit B.
6.2 Compensation for services shall be invoiced by the CONSULTANT and paid by the
CITY in accordance with the Florida Local Government Prompt Payment Act, § 218.70,
Florida Statutes.
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 abona fide employee working solely for the 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 for the
CONSULTANT any fee, commission, percentage, gift, or any other consideration,
contingent upon orresulting from the award or making of this Agreement.
8.0 TERMINATION FOR CAUSE
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
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for professional services provided up to the date of suspension, cancellation, or
abandonment.
10.0 GOVERNING LAW
This Agreement shall be administered and interpreted under the laws of the State of
Florida. The exclusive venue for any proceeding or suit in law or equity arising from or
incident to this Agreement will be in Pinellas County Florida.
11.0 TERMINATION FOR 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 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.
12.0 PUBLIC ENTITY CRIMES
Pursuant to Florida Statute § 287.132-133, 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 § 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 § 287.133
(3)(f), F.S. By submitting a proposal, CONSULTANT is certifying that Florida Statute
287.132 and 287.133 does not restrict submission.
13.0 SCRUTINIZED COMPANIES AND BUSINESS OPERATIONS
The CONSULTANT will be required to comply with Section 287.135, Florida Statues,
specifically by executing the forms provided (attached as Exhibit C).
14.0 RFQ #34-23, TERMS AND CONDITIONS
All terms and conditions as set forth in RFQ #34-23, Terms of Conditions are
incorporated by reference and hereto attached as Exhibit D.
15.0 ORDER OF PRECEDENCE
Any inconsistency in documents relating to this Agreement shall be resolved by giving
precedence in the following order: (i)this Agreement and subsequent Amendments; (ii)
RFQ#34-23, Terms and Conditions; and (iii) Work Orders.
16.0 INSURANCE REQUIREMENTS
Insurance Requirements are set forth in Exhibit E which is incorporated by reference
and attached hereto.
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17.0 TERMINATION FOR LACK OF FUNDING
The CITY'S performance and obligation to pay under this Agreement is contingent
upon an annual appropriation by the Clearwater City Council. In the event the
Clearwater City Council does not appropriate funds for CITY to perforin its obligations
hereunder, CITY may terminate this Agreement upon thirty (30) days written notice to
CONSULTANT.
18.0 E-VERIFY
CONSULTANT and its Subcontractors shall register with and use the E-Verify system
to verify the work authorization status of all newly hired employees. CONSULTANT
will not enter into a contract with any Subcontractor unless each party to the contract
registers with and uses the E-Verify system. Subcontractor must provide
CONSULTANT with an affidavit stating that Subcontractor does not employ, contract
with, or subcontract with an unauthorized alien. CONSULTANT shall maintain a copy
of such affidavit.
The CITY may terminate this Agreement on the good faith belief that CONSULTANT
or its Subcontractors knowingly violated Florida Statutes 448.09(1)or 448.095(2)(c). If
this Agreement is terminated pursuant to Florida Statute 448.095(2)(c),
CONSULTANT may not be awarded a public contract for at least 1 year after the date
of which this Agreement was terminated. CONSULTANT is liable for any additional
costs incurred by the CITY as a result of the termination of this Agreement.
See Section 448.095, Florida Statutes (2020).
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IN WITNESS WHEREOF,the parties hereto have made and executed this Agreement on the
date and year first above written.
Moffatt &Nichol
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By: -�
Print Name: Michael Herrman, PE
Title: Vice President
WITNESS:
By:
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Print Name: _Ni_Coj_e_ShaW
Countersigned: CITY OF CLEARWATER
DocuSigned by: DocuSigned by:
a sf �Wku*�r pot,m,ur
Brian Aungst Sr. Jenn ter Poirrier
Mayor City Manager
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Approved as to form: Attest:
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LDocuSigned by: DocuSigned by:
Y 4 SiwApsow L"t^&A�z
Jerro mp
ison Rosemarie La I
Sr. Assistant City Attorney City Clerk
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[Consultant Logo] BRIGHT AND BEACMFl BAY To BEACH
[Consultant Name] City of Clearwater
EXHIBIT
CONSULTANT WORK ORDER
[Supplement Number] (Identify if applicable)
able)
Date: ]
1. PROJECT INFORMATION:
Project Title: [Project Name]
City Project Number: I ity Project Number
City Plan Set Number: I ity Plan Set Numberl
Consultant Project Number: jConsultant Projectu r]
2. SCOPE OF SERVICES:
Provide o summary pf the project and thea thoroughly outline the tasks that will be
performed as part Of.the pre-design: phase, the design phrase, bidding please, etc. Include
the following strate el7to "The design plans shall be compiled using the City Of
Clearwater CAD standards, as attached"'
I. PRE-DESIGN PHASE:
Task 1.1: Task Name & Summary
II. DESIGN PHASE (if applicable):
Task 2.1: Task Name & Summary
III. FINAL DESIGN PHASE (if applicable):
Task 3.1: Task Name & Summary
IV. BIDDING PHASE (if applicable):
Task 4.1: Task Name & Summary
V. CONSTRUCTION PHASE (if applicable):
Task 5.1: Task Name & Summary
Consultant Work Order Page 1 of 4 Revised:11/28/2022
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CONSULTANT WORK ORDER
[Project Title]
[Consultant Name] [City Project Number] City of Clearwater
3. PROJECT GOALS:
Summarize the work products (e.g. Project Catalog), that will be developed during, and
at completion 9f this prpiect. include deliverables, reports, drawings, spec�fications, #of
copies, the format in which plans will be provided, meetings andlor site visits, permits,
etc.
4. FEES:
Include a table or an attachment that depicts the total cost per task andlor phase for
these engineering services -see Attachment "'A"
This price includes all labor and expenses anticipated to be incurred by
_(insert consulting firm)for the completion of these tasks in
accordance with Professional Services Method "A"- Hourly Rate or Method "B"- Lump
Sum - Percentage of Completion by Task (choose Method "A"or "B"), for a fee not to
exceed Dollars ($
Include a statement, that the permit application fees (include permit costs ita the project
fees) will be paid by the consultant and invoiced to the City as a reimbursable
S. SCHEDULE:
Insert a discussion 9f the schedule, including milestones, and critical events
The project is to be completed in [#A# months (or days) from issuance of notice-to-
proceed. The project deliverables are to be phased as follows:
30% Construction Plans: [#A# calendar days
60% Construction Plans and Permit Applications: [##A calendar days
90% Construction Plans: [##A calendar days
Final Construction Documents: [#A# calendar days
6. STAFF ASSIGNMENT:
Insert thefirm's and the City's staff assignments to this project
7. CORRESPONDENCE/REPORTING PROCEDURES:
Consultant's project correspondence shall be directed to:
Insert Consultant's designated Project Manager with copies to Consultant's designated
Project Director
All City project correspondence shall be directed to:
Insert City's designated Project Manager(others to be copied as appropriate)
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CONSULTANT WORK ORDER
[Project Title]
[Consultant Name] [City Project Number] City of Clearwater
8. INVOICING/FUNDING PROCEDURES:
City Invoicing Code:
For work performed, invoices shall be submitted monthly to:
ATTN DIVISION CONTROLLER
CITY OF CLEARWATER, PUBLIC WORKS DEPARTMENT/ENGINEERING
PO BOX 4748
CLEARWATER, FLORIDA 33758-4748
Contingency services will be billed as incurred only after written authorization provided
by the City to proceed with those services.
9. INVOICING PROCEDURES:
At a minimum, in addition to the invoice amount(s) the following information shall be
provided on all invoices submitted on the Work Order:
1. Purchase Order, Project and Invoice Numbers and Contract Amount.
2. The time period (begin and end date) covered by the invoice.
3. A short narrative summary of activities completed in the time period.
4. Contract billing method— Lump Sum or Hourly Rate.
5. If Lump Sum, the percent completion, amount due, previous amount earned and
total earned to date for all tasks (direct costs, if any, shall be included in lump
sum amount).
6. If Hourly Rate, hours, hourly rates, names of individuals being billed, amount
due, previous amount earned, the percent completion, total earned to date for
each task and other direct costs (receipts will be required for any single item
with a cost of$50 or greater or cumulative monthly expenses greater than
$100).
7. If the Work Order is funded by multiple funding codes, an itemization of tasks
and invoice amounts by funding code.
10. CONSIDERATIONS:
Consultant acknowledges the following:
1. The Consultant named above is required to comply with Section 119.0701,
Florida Statutes, where applicable.
2. All City directives shall be provided by the City Project Manager.
3. "Alternate equals" shall not be approved until City Project Manager agrees.
4. All submittals must be accompanied by evidence each has been internally
checked for QA/QC before providing to City.
5. Consultants/Contractors are not permitted to use City-owned equipment (i.e.
sampling equipment, etc.).
6. Documents posted on City website must ADA accessible.
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CONSULTANT WORK ORDER
[Project Title]
[Consultant Name] [City Project Number] City of Clearwater
11. ADDITIONAL CONSIDERATIONS:
All work orders should include considerations for the following:
1. Sea Level Rise and Flood Resilience, as applicable.
2. Submittal of a Critical Path Method (CPM) Schedule(s).
3. Submittal of a Project Catalog with the following items, as appropriate:
a. Data requests, assumptions, critical correspondence, meeting agenda,
sign-in sheets, meeting minutes, document comment-response log(s),
technical memorandum/reports, addenda, progress reports, regulatory
correspondence, and other project-related documents.
b. If construction project, also include design plans, conformed plans,
change orders, field orders, RFIs, work change directives, addenda,
progress reports, shop drawing and progress submittals, as-builts, record
drawings, and other project-related documents such as O&M manuals
and warranty information.
c. At the conclusion of the project, ENGINEER will combine this information
into a Project Catalog and submit to the City for review and comment.
4. Arc Flash labeling requirements:
a. All electrical designs and construction shall adhere to NFPA 70 E
"Standard for Electrical Safety in the Workplace".
b. Updated calculations of Fault and Arc Flash, and provisions for new or
updated Arc Flash equipment labeling shall be included in the contract
documents.
12. SPECIAL CONSIDERATIONS:
Inset o discussion of any other special considerations
13. SIGNATURES:
PREPARED BY: APPROVED BY:
[Printed Name] Tara Kivett, P.E.
[Title] City Engineer
[Firm] City of Clearwater
Date Date
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ATTACHMENT "A"
CONSULTANT WORK ORDER—PROJECT FEES TABLE
[Project Title]
[Consultant Name] [City Project Number] City of Clearwater
CONSULTANT WORK ORDER
PROJECT FEES TABLE
Task Description Subconsultant Labor Total
Services
1.0 Pre-Design
1.1 Project Management Plan
1.2 Progress Reports
1.3 Coordination
1.4 Meetings
Pre-Design Total:
2.0 Design
2.1 Ground Surveys
2.2 Geotechnical Services
2.3 Utility Locations by Vacuum Excavation
Design Total:
3.0 Final Design Plans and Specifications
3.1 30% Submittal
3.2 60% Submittal
3.3 90% Submittal
3.4 Final Construction Documents
Final Design Plans and Specifications Total:
4.0 Permitting Services
4.1 Permitting
Permitting Services Total:
5.0 Construction Phase Services
5.1 Preconstruction Conference
5.2 Contractors RFI's
5.3 Shop Drawing Review
Construction Phase Services Total:
SUBTOTAL, LABOR AND SUB-CONTRACTORS:
6.0 Permit Fees
7.0 Other Direct Costs (prints, photocopies, postage, etc.)
(Not applicable to lump sum Work Orders)
GRAND TOTAL:
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ATTACHMENT "B" (include if applicable)
CONSULTANT WORK ORDER—CITY DELIVERABLES
[Project Title]
[Consultant Name] [City Project Number] City of Clearwater
CONSULTANT WORK ORDER
CITY DELIVERABLES
1. FORMAT:
The design plans shall be compiled utilizing the following methods:
1. City of Clearwater CAD standards.
2. Datum: Horizontal and Vertical datum shall be referenced to North American
Vertical Datum of 1988 (vertical) and North American Datum of 1983/90
(horizontal). The unit of measurement shall be the United States Foot. Any
deviation from this datum will not be accepted unless reviewed by City of
Clearwater Engineering/Geographic Technology Division.
2. DELIVERABLES:
The design plans shall be produced on bond material, 24" x 36" at a scale of 1" = 20'
unless approved otherwise. Upon completion the consultant shall deliver all drawing
files in digital format with all project data in Autodesk Civil 3D file format.
NOTE: If approved deviation from Clearwater CAD standards is used, the Consultant
shall include all necessary information to aid in manipulating the drawings including
either PCP, CTB file or pen schedule for plotting. The drawing file shall include only
authorized fonts, shapes, line types or other attributes contained in the standard
release of Autodesk software. All block references and other references contained
within the drawing file shall be included. Please address any questions regarding format
to Mr. Thomas Mahony, at (727) 562-4762 or email address
Thomas.Mahoriy@myClearwater.com.
All electronic files (including CAD and Specification files) must be delivered upon
completion of project or with 100% plan submittal to City of Clearwater.
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Exhibit B
PROVISION OF PAYMENT
ENGINEER OF RECORD: Moffatt & Nichol
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" -Hourly Rate-
Compensation in the form of burdened hourly rates.
Burdened(direct+indirect) Hourly Rate+ Subconsultant Cost+ Other Direct Costs.
Direct cost includes labor hourly rate. Indirect costs include fringe benefit rate,
overhead, operating margin and profit.
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.
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 ENGINEER 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 ENGINEER.
Hourly Rates -
The estimated hourly rates below represent 2023 costs and categories. Periodic changes are
anticipated, and modifications may be made annually in writing to the City for review and
approval.
DocuSign Envelope ID: B2FF6EB8-802F-4639-9EC4-538BE4804448
CITY OF CLEARWATER ENGINEER OF RECORD 8/1/23 to
7/31/27
ENGINEER OF RECORD: Moffatt & Nichol
Please fill out the chart below with job classification and hourly rate.
Job Classification Burdened Hourly-Rate
Principal Engineer $330
Supervisory Engineer/ Scientist $290
Senior Engineer/ Scientist $260
Engineer/ Scientist III $205
Engineer/ Scientist II $175
Engineer/ Scientist 1 $155
Staff Engineer II $125
Staff Engineer 1 $105
Senior CADD Technican $170
Designer $145
CADD II $125
CADD 1 $110
Admin II / Document Control $115
Admin 1 $95
oo"u3ignEnvelope ID: ezppoeoo*ozp-400e-9eC4-5auee4on444o
kkillI ='~"& ~~"~' ENGINEER OF RECORD CONSULTING SERVICES
RFQ 34-23, Exhibit B ForRS
SCRUTINIZED COMPANIES THAT BOYCOTT ISRAEL LIST CERTIFICATION FORM
THIS FORM MUST BE COMPLETED AND SUBMITTED WITH THE BhDITROPOSAL. FA&LRE TO
SUBMIT T141S FORM AS REQUIRED MAY DEEM YOUR SUBMITTAL NONRESPONSIVE.
The offiant, by virtue of the signature be|ow, certifies that:
1 The vendor, cmmpeny, individue|, prinoipo|, nubmidiary, affi|iate, or owner is aware of the requirements
of section 287.135. Florida Statutee, regarding companies on the Scrutinized Companies that Boycott
Israel Limt, or engaged in m boycott of|erae|� and
2� The vendmr, uompany, individuo|, prinoipa|, aubmidiary, offi|iate, or owner is eligible to participate in this
solicitation and is not listed on the Scrutinized Companies that Boycott Israel List, o/ engaged in a
boycott ofIsrael; and
3. "Boycott Israel" or"boycott of Israel" means refusing to deal, terminating business actk/bkaa, or taking
other actions to limit commercial relations with |onae|, orpersons orentities doing business in /anae| or
in Israeli-controlled herrbohem, in e discriminatory manner. /\ statement by o company that it is
participating in e boycott of|onaei, or that it has initiated a boycott in response toa request for a boycott
of Israel or in compliance with, orinfurtherance of, calls for a boycott ofIsrael, may be considered as
evidence that acompany io participating in boycott of/anae|� and
4. If awarded the Contract(or Agreement), the vendor, company, individual, principal, subsidiary, affiliate,
orowner will immediately notify the City of Clearwater in writing, no later than five (S) calendar days
after any cfits principals are placed on the Scrutinized Companies that Boycott Israel List, or engaged
inaboycott cfIsrael.
Authorized Signature
Michael N. Herrman, PE
Printed Name
Vice President
Title
Name ofEntityKCorpo ration
STATE OF Florida
COUNTY OF
The foregoing instrument was acknowledged before meby means ofO physical presence or online
notarization on. this _.10L_ day of . 20_23�_. by
(name of person whose signature is being notarized) as the
Vice President (title) of name of
or produced (type of
idenas ideRth
did/did not take an oat
Notary Public-State of Florida
Commission#HH 287374
My Comm.Expires Jul 13,2026
�,anded through National Notary Assn. Notary Public
Printed Nome
My Commission Expires.
NOTARY SEAL ABOVE ° ^
oo"u3ignEnvelope ID: ezppoeoo*ozp-400e-9eC4-5auee4on444o
kkildhiq ='~"& ~~"~' ENGINEER OF RECORD CONSULTING SERVICES
RF[) 34-23' Exhibit B_Fo[ms
SCRUTINIZED COMPANIES AND BUSINESS OPERATIONS WITH CUBA AND SYRIA
CERTIFICATION FORM
IF YOUR BIDIPROPOSAL /S$1,000,000 OR MORE, THIS FORM MUST BE COMPLETED AND
SUBMITTED WITH THE B8DIPROPOSAL. FA8LQRE TO SUBMIT THIS FORM AS REQUIRED MAY
DEEM YOUR SUBMITTAL NONRESPONSIVE
The affiant, by virtue of the signature be|ow, certifies that:
1 The vendor, uompany, individuai, prinoipa|, aubsidiery, affi|iete, or owner is aware of the requirements
cfsection 287.135. Florida Statutem, regarding companies onthe Scrutinized Companies with Activities
in Sudan List, the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector Liot, or
engaging inbusiness operations inCuba and Syria-, and
2. The vendur, company, individua|, prinuipe|, eubaidiary, affiUate, urowner ia 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 Liat, or engaged in business
operations in Cuba and Syria; and
3. Business Operations means, for purposes specifically related toCuba or Syria, engaging in commence
in any form in Cuba or Syria, inc|uding, but not limited to, eoquiring, deve|oping, maintaining, mxning,
selling, possessing, leasing or operating equipmerd, faoi|hiea, pamonne|, pnoducts, memioea, personal
pnoperty, real pnzperty, military equipment, or any other apparatus of business or commerce-, and
4. If awarded the Contract(or Agreement),the vendor, company, individual, principal, subsidiary, affiliate,
orowner 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 |nsn Petroleum Sector Lio1, or engaged in business
operations inCuba and Syria. �J- J/�
Authorized Signature
Michael N. Herrman, PE
Printed Name
Vice President
Title
Moffatt& Nichol, Inc.
STATE OF Florida
COUNTY OF Hillsborouah
The foregoing instrument was acknowledged before me by means ofO physical presence or online
notarization on. this _2LO� day of . 20_23_. by
Michael N. Herrman, PE (name of person whose signature is being notarized) as the
(title_) of name of
oorporation/eniity), personally known X__. or produced (type of
identification) as idendfioehon, and who did/did not take an oath.
NEREIDACANJURA
NX,"s -State of Florida
ffl.. Notary Public Notary Public
101 Commission 9 HH 287374
M' My Comm.Expires Jul 13,2026 Nereida Canjura
Bonded through National Wary Assn. Printed Name
My Commimmion Expires:
NOTARY SEAL ABOVE
^ '
DocuSign Envelope ID: B2FF6EB8-802F-4639-9EC4-538BE4804448
kkildhiq m ffatt& nichol ENGINEER OF RECORD CONSULTING SERVICES
RFC 34-23, Exhibit Form
VERIFICATION OF EMPLOYMENT ELIGIBILITY FOR
PER FLORIDA A STAT UT E 448.095, CONTRACTORS AND SUBCONTRACTORS MUSTREGISTER
WITH AND USE TIME -VERIFY SYSTEM TO VERIFY THE WORK AUT14ORIZATION STATUS CR
ALL NEWLY MIRED EMPLCY S.
THIS FORM MUST BE COMPLETED ET AND SUBMITTED WITH THE ICIRRCPCSALW. FAILURE UR TO
SUBMIT THIS FORM AS REQUIRED AY DEEM YOUR SUBMITTAL NONRESPONSIVE,
The affiant, by virtue of the signature below, certifies that:
1. The Contractor and its Subcontractors are aware of the requirements of Florida Statute 448.095.
2. The Contractor and its Subcontractors are registered with and using the E-Verify system to verify the
work authorization status of newly hired employees.
3. The Contractor will not enter into a contract with any Subcontractor unless each party to the contract
registers with and uses the E-Verify system.
4. The Subcontractor will provide the Contractor with an affidavit stating that the Subcontractor does not
employ, contract with, or subcontract with unauthorized alien.
5. The Contractor must maintain a copy of such affidavit.
& The City may terminate this Contract on the good faith belief that the Contractor or its Subcontractors
knowingly violated Florida Statutes 448.09(1) or 448.095(2)(c).
7. If this Contract is terminated pursuant to Florida Statute 448.095(2)(c), the Contractor may not be
awarded a public contract for at least 1 year after the date on which this Contract was terminated.
8. The Contractor is liable for any additional cost incurred by the City as a result of the termination of this
Contract.
Authorized Signature
Michael N. Herrman PE
Printed Name
Vice President
Title
Moffatt& Nichol Inc.
Name of Entity/Corporation
STATE OF Florida
COUNTY OF p-Iillsboro h
The foregoing instrument was acknowledged before me by means of d physical presence or ❑ online
notarization on, this day of April I 20 23 by
Michael N. Herrman. PE (name of person whose signature is being notarized) as the
Vice President (title) of Moffatt& Nichol Inc. (name of
corporation/entity), personally known X , or produced (type of
iden did/did not take an oath.
NEREIbA JURA ,
Notary Public
•State of Florida
"> Commission d HN 287374
Comm.Expires Jul 13,2026 Notary public
Bonded through National Notary Assn. ereida Cardura
Printed Name
My Commission Expires:
NOTARY SEAL ABOVE °
23
DocuSign Envelope ID: B2FF6EB8-802F-4639-9EC4-538BE4804448
RFQ 34-23, Exhibit C—Forms
TRUTH-IN-NEGOTIATION CERTIFICATE
In compliance with the Consultants' Competitive Negotiation Act,
Section 287.055, Florida Statutes, and The Truth in Negotiations Act (TINA),
Moffatt & Nichol hereby certifies
Contractor
that wage rates, fringe rates and other factual unit costs supporting the compensation
for the Engineering Consulting services of Moffatt & Nichol
to be provided under this Agreement, concerning City of Clearwater
are accurate, complete and current as of the time of contracting.
The hereby undersigned representative submits this certification that they are an
authorized representative of the proposer who may legally bind the proposer attest to
the accuracy of the information: 4X
HPE Authorized Signature
Michael errman,
Printed Name
Vice President
Title
—Moffatt & Nichol, Inc
Name of Entity/Corporation
STATE OF Florida
COUNTY OF Hillsborough
The foregoing instrument was acknowledged before me by means of EI physical presence or 0
online notarization on, this 22 day of June —, 20 23 , by
Michael Herrman (name of person whose signature is being notarized) as
the Vice President (title) of Moffatt&Nichol Inc. —(name
of corporation/entity), personally known x , or produced
(type of identification as identification, and who di not take an oath.
(2,V
NEREIDA CANJURA did/
Not" Nita Public
Public-State of Florida
Commission#NN 287374 Nereida Canjura
My Comm.Expires Jul 13,2026
Ronded throuth National Notary Assn. Printed Name
My Commission Expires: July 13, 2026
NOTARY SEAL ABOVE
DocuSign Envelope ID: B2FF6EB8-802F-4639-9EC4-538BE4804448
RFQ#34-23, Exhibit D
STANDARD TERMS AND CONDITIONS
S.1 DEFINITIONS. Uses of the following terms are interchangeable as referenced:"vendor, contractor,
consultant, supplier, proposer, company, persons", "purchase order, PO, contract, agreement",
"City, Clearwater", "bid, proposal, response, quote".
S.2 INDEPENDENT CONTRACTOR. It is expressly understood that the relationship of Contractor to
the City will be that of an independent contractor. Contractor and all persons employed by
Contractor, either directly or indirectly, are Contractor's employees, not City employees.
Accordingly, Contractor and Contractor's employees are not entitled to any benefits provided to
City employees including, but not limited to, health benefits, enrollment in a retirement system, paid
time off or other rights afforded City employees. Contractor employees will not be regarded as City
employees or agents for any purpose, including the payment of unemployment or workers'
compensation. If any Contractor employees or subcontractors assert a claim for wages or other
employment benefits against the City, Contractor will defend, indemnify and hold harmless the City
from all such claims.
S.3 SUBCONTRACTING. Contractor may not subcontract work under this Agreement without the
express written permission of the City. If Contractor has received authorization to subcontract work,
it is agreed that all subcontractors performing work under the Agreement must comply with its
provisions. Further, all agreements between Contractor and its subcontractors must provide that
the terms and conditions of this Agreement be incorporated therein.
SA ASSIGNMENT. This Agreement may not be assigned either in whole or in part without first
receiving the City's written consent. Any attempted assignment, either in whole or in part, without
such consent will be null and void and in such event the City will have the right at its option to
terminate the Agreement. No granting of consent to any assignment will relieve Contractor from
any of its obligations and liabilities under the Agreement.
S.5 SUCCESSORS AND ASSIGNS, BINDING EFFECT. This Agreement will be binding upon and
inure to the benefit of the parties and their respective permitted successors and assigns.
S.6 NO THIRD PARTY BENEFICIARIES. This Agreement is intended for the exclusive benefit of the
parties. Nothing set forth in this Agreement is intended to create, or will create, any benefits, rights,
or responsibilities in any third parties.
S.7 NON-EXCLUSIVITY. The City, in its sole discretion, reserves the right to request the materials or
services set forth herein from other sources when deemed necessary and appropriate. No
exclusive rights are encompassed through this Agreement.
S.8 AMENDMENTS. There will be no oral changes to this Agreement. This Agreement can only be
modified in a writing signed by both parties. No charge for extra work or material will be allowed
unless approved in writing, in advance, by the City and Contractor.
S.9 TIME OF THE ESSENCE. Time is of the essence to the performance of the parties' obligations
under this Agreement.
S.10 COMPLIANCE WITH APPLICABLE LAWS.
a. General. Contractor must procure all permits and licenses, and pay all charges and fees
necessary and incidental to the lawful conduct of business. Contractor must stay fully informed
of existing and future federal, state, and local laws, ordinances, executive orders, and
regulations that in any manner affect the fulfillment of this Agreement and must comply with
the same at its own expense. Contractor bears full responsibility for training, safety, and
providing necessary equipment for all Contractor personnel to achieve throughout the term of
the Agreement. Upon request, Contractor will demonstrate to the City's satisfaction any
programs, procedures, and other activities used to ensure compliance.
b. Drug-Free Workplace. Contractor is hereby advised that the City has adopted a policy
establishing a drug-free workplace for itself and those doing business with the City to ensure
the safety and health of all persons working on City contracts and projects. Contractor will
DocuSign Envelope ID: B2FF6EB8-802F-4639-9EC4-538BE4804448
RFQ#34-23, Exhibit D
STANDARD TERMS AND CONDITIONS
require a drug-free workplace for all Contractor personnel working under this Agreement.
Specifically, all Contractor personnel who are working under this Agreement must be notified
in writing by Contractor that they are prohibited from the manufacture, distribution,
dispensation, possession, or unlawful use of a controlled substance in the workplace.
Contractor agrees to prohibit the use of intoxicating substances by all Contractor personnel
and will ensure that Contractor personnel do not use or possess illegal drugs while in the course
of performing their duties.
c. Federal and State Immigration Laws. Contractor agrees to comply with the Immigration
Reform and Control Act of 1986 (IRCA)in performance under this Agreement and to permit the
City and its agents to inspect applicable personnel records to verify such compliance as
permitted by law. Contractor will ensure and keep appropriate records to demonstrate that all
Contractor personnel have a legal right to live and work in the United States.
(i) As applicable to Contractor, under this provision, Contractor hereby warrants to the City
that Contractor and each of its subcontractors will comply with, and are contractually
obligated to comply with, all federal immigration laws and regulations that relate to their
employees (hereinafter"Contractor Immigration Warranty").
(ii) A breach of the Contractor Immigration Warranty will constitute as a material breach of this
Agreement and will subject Contractor to penalties up to and including termination of this
Agreement at the sole discretion of the City.
(iii) The City retains the legal right to inspect the papers of all Contractor personnel who provide
services under this Agreement to ensure that Contractor or its subcontractors are
complying with the Contractor Immigration Warranty. Contractor agrees to assist the City
in regard to any such inspections.
(iv) The City may, at its sole discretion, conduct random verification of the employment records
of Contractor and any subcontractor to ensure compliance with the Contractor Immigration
Warranty. Contractor agrees to assist the City in regard to any random verification
performed.
(v) Neither Contractor nor any subcontractor will be deemed to have materially breached the
Contractor Immigration Warranty if Contractor or subcontractor establishes that it has
complied with the employment verification provisions prescribed by Sections 274A and
2748 of the Federal Immigration and Nationality Act.
d. Nondiscrimination. Contractor represents and warrants that it does not discriminate against
any employee or applicant for employment or person to whom it provides services because of
race, color, religion, sex, national origin, or disability, and represents and warrants that it
complies with all applicable federal, state, and local laws and executive orders regarding
employment. Contractor and Contractor's personnel will comply with applicable provisions of
Title VII of the U.S. Civil Rights Act of 1964, as amended, Section 504 of the Federal
Rehabilitation Act, the Americans with Disabilities Act (42 U.S.C. § 12101 et seq.), and
applicable rules in performance under this Agreement.
S.11 SALES/USE TAX,OTHER TAXES. Contractor is responsible for the payment of all taxes including
federal, state, and local taxes related to or arising out of Contractor's services under this
Agreement, including by way of illustration but not limitation, federal and state income tax, Social
Security tax, unemployment insurance taxes, and any other taxes or business license fees as
required. If any taxing authority should deem Contractor or Contractor employees an employee of
the City or should otherwise claim the City is liable for the payment of taxes that are Contractor's
responsibility under this Agreement, Contractor will indemnify the City for any tax liability, interest,
and penalties imposed upon the City.
The City is exempt from paying state and local sales/use taxes and certain federal excise taxes
and will furnish an exemption certificate upon request.
DocuSign Envelope ID: B2FF6EB8-802F-4639-9EC4-538BE4804448
RFQ#34-23, Exhibit D
STANDARD TERMS AND CONDITIONS
S.12 AMOUNTS DUE THE CITY. Contractor must be current and remain current in all obligations due
to the City during the performance of services under the Agreement. Payments to Contractor may
be offset by any delinquent amounts due the City or fees and charges owed to the City.
S.13 PUBLIC RECORDS. In addition to all other contract requirements as provided by law, the
Contractor executing this Agreement agrees to comply with public records law.
IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119,
FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS
RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS,
Rosemarie Call, Phone: 727-562-4092 or Email: Rosemarie.Call(a-)-myclearwater.com, 600
Cleveland Street, Suite 600, Clearwater, FL 33755.
The Contractor agrees to comply with the following_
a) Keep and maintain public records required by the City of Clearwater (hereinafter "public
agency" in this section)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 may be amended from time to time, or as otherwise provided by law.
c) Ensure that the 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 duplicate 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 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.
oo"u3ignEnvelope ID: ezppoeoo*ozp-400e-9eC4-5auee4on444o
kkildhiq ='~"& ~~"~' ENGINEER OF RECORD CONSULTING SERVICES
RF[) 34-23' Exhibit B_Fo[ms
SCRUTINIZED COMPANIES AND BUSINESS OPERATIONS WITH CUBA AND SYRIA
CERTIFICATION FORM
IF YOUR BIDIPROPOSAL /S$1,000,000 OR MORE, THIS FORM MUST BE COMPLETED AND
SUBMITTED WITH THE B8DIPROPOSAL. FA8LQRE TO SUBMIT THIS FORM AS REQUIRED MAY
DEEM YOUR SUBMITTAL NONRESPONSIVE
The affiant, by virtue of the signature be|ow, certifies that:
1 The vendor, uompany, individuai, prinoipa|, aubsidiery, affi|iete, or owner is aware of the requirements
cfsection 287.135. Florida Statutem, regarding companies onthe Scrutinized Companies with Activities
in Sudan List, the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector Liot, or
engaging inbusiness operations inCuba and Syria-, and
2. The vendur, company, individua|, prinuipe|, eubaidiary, affiUate, urowner ia 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 Liat, or engaged in business
operations in Cuba and Syria; and
3. Business Operations means, for purposes specifically related toCuba or Syria, engaging in commence
in any form in Cuba or Syria, inc|uding, but not limited to, eoquiring, deve|oping, maintaining, mxning,
selling, possessing, leasing or operating equipmerd, faoi|hiea, pamonne|, pnoducts, memioea, personal
pnoperty, real pnzperty, military equipment, or any other apparatus of business or commerce-, and
4. If awarded the Contract(or Agreement),the vendor, company, individual, principal, subsidiary, affiliate,
orowner 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 |nsn Petroleum Sector Lio1, or engaged in business
operations inCuba and Syria. �J- J/�
Authorized Signature
Michael N. Herrman, PE
Printed Name
Vice President
Title
Moffatt& Nichol, Inc.
STATE OF Florida
COUNTY OF Hillsborouah
The foregoing instrument was acknowledged before me by means ofO physical presence or online
notarization on. this _2LO� day of . 20_23_. by
Michael N. Herrman, PE (name of person whose signature is being notarized) as the
(title_) of name of
oorporation/eniity), personally known X__. or produced (type of
identification) as idendfioehon, and who did/did not take an oath.
NEREIDACANJURA
NX,"s -State of Florida
ffl.. Notary Public Notary Public
101 Commission 9 HH 287374
M' My Comm.Expires Jul 13,2026 Nereida Canjura
Bonded through National Wary Assn. Printed Name
My Commimmion Expires:
NOTARY SEAL ABOVE
^ '
DocuSign Envelope ID: B2FF6EB8-802F-4639-9EC4-538BE4804448
RFQ#34-23, Exhibit D
STANDARD TERMS AND CONDITIONS
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 eight(8) business days before filing the action, the plaintiff provided written
notice of the public records 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. Such notices must be sent by common carrier
delivery service or by registered, Global Express Guaranteed, or certified mail, with postage or
shipping paid by the sender and with evidence of delivery,which may be in an electronic format.
A Contractor who complies with a public records request within eight (8) business days after the
notice is sent is not liable for the reasonable costs of enforcement.
S.14 AUDITS AND RECORDS. Contractor must preserve the records related to this Agreement for five
(5)years after completion of the Agreement. The City or its authorized agent reserves the right to
inspect any records related to the performance of work specified herein. In addition, the City may
inspect any and all payroll, billing or other relevant records kept by Contractor in relation to the
Agreement. Contractor will permit such inspections and audits during normal business hours and
upon reasonable notice by the City. The audit of records may occur at Contractor's place of
business or at City offices, as determined by the City.
S.15 BACKGROUND CHECK. The City may conduct criminal, driver history, and all other requested
background checks of Contractor personnel who would perform services under the Agreement or
who will have access to the City's information,data,or facilities in accordance with the City's current
background check policies. Any officer, employee, or agent that fails the background check must
be replaced immediately for any reasonable cause not prohibited by law.
S.16 SECURITY CLEARANCE AND REMOVAL OF CONTRACTOR PERSONNEL. The City will have
final authority, based on security reasons: (i) to determine when security clearance of Contractor
personnel is required; (ii) to determine the nature of the security clearance, up to and including
fingerprinting Contractor personnel; and (iii) to determine whether or not any individual or entity
may provide services under this Agreement. If the City objects to any Contractor personnel for any
reasonable cause not prohibited by law, then Contractor will, upon notice from the City, remove
any such individual from performance of services under this Agreement.
S.17 DEFAULT.
a. A party will be in default if that party: (i) is or becomes insolvent or is a party to any voluntary
bankruptcy or receivership proceeding, makes an assignment for a creditor, or there is any
similar action that affects Contractor's capability to perform under the Agreement; (ii) is the
subject of a petition for involuntary bankruptcy not removed within sixty(60)calendar days; (iii)
conducts business in an unethical manner or in an illegal manner; or (iv) fails to carry out
any term, promise, or condition of the Agreement.
b. Contractor will be in default of this Agreement if Contractor is debarred or suspended in
accordance with the Clearwater Code of Ordinances Section 2.565 or if Contractor is debarred
or suspended by another governmental entity.
DocuSign Envelope ID: B2FF6EB8-802F-4639-9EC4-538BE4804448
RFQ#34-23, Exhibit D
STANDARD TERMS AND CONDITIONS
c. Notice and Opportunity to Cure. In the event a party is in default then the other party may,
at its option and at any time, provide written notice to the defaulting party of the default. The
defaulting party will have thirty(30)days from receipt of the notice to cure the default; the thirty
(30) day cure period may be extended by mutual agreement of the parties, but no cure period
may exceed ninety(90)days. A default notice will be deemed to be sufficient if it is reasonably
calculated to provide notice of the nature and extent of such default. Failure of the non-
defaulting party to provide notice of the default does not waive any rights under the Agreement.
d. Anticipatory Repudiation. Whenever the City in good faith has reason to question
Contractor's intent or ability to perform, the City may demand that Contractor give a written
assurance of its intent and ability to perform. In the event that the demand is made and no
written assurance is given within five (5) calendar days, the City may treat this failure as an
anticipatory repudiation of the Agreement.
S.18 REMEDIES. The remedies set forth in this Agreement are not exclusive. Election of one remedy
will not preclude the use of other remedies. In the event of default:
a. The non-defaulting party may terminate the Agreement, and the termination will be effective
immediately or at such other date as specified by the terminating party.
b. The City may purchase the services required under the Agreement from the open market,
complete required work itself, or have it completed at the expense of Contractor. If the cost of
obtaining substitute services exceeds the contract price, the City may recover the excess cost
by: (i) requiring immediate reimbursement to the City; (ii) deduction from an unpaid balance
due to Contractor; (iii) collection against the proposal and/or performance security, if any; (iv)
collection against liquidated damages (if applicable); or (v) a combination of the
aforementioned remedies or other remedies as provided by law. Costs includes any and all,
fees, and expenses incurred in obtaining substitute services and expended in obtaining
reimbursement, including, but not limited to, administrative expenses, attorneys' fees, and
costs.
c. The non-defaulting party will have all other rights granted under this Agreement and all rights
at law or in equity that may be available to it.
d. Neither party will be liable for incidental, special, or consequential damages.
S.19 CONTINUATION DURING DISPUTES. Contractor agrees that during any dispute between the
parties, Contractor will continue to perform its obligations until the dispute is settled, instructed to
cease performance by the City, enjoined or prohibited by judicial action, or otherwise required or
obligated to cease performance by other provisions in this Agreement.
S.20 TERMINATION FOR CONVENIENCE. The City reserves the right to terminate this Agreement at
its convenience, in part or in whole, upon thirty (30)calendar days' written notice.
S.21 TERMINATION FOR CONFLICT OF INTEREST. The City may cancel this Agreement after its
execution, without penalty or further obligation, if any person significantly involved in initiating,
securing, drafting, or creating the Agreement for the City becomes an employee or agent of
Contractor.
S.22 TERMINATION FOR NON-APPROPRIATION AND MODIFICATION FOR BUDGETARY
CONSTRAINT. The City is a governmental agency which relies upon the appropriation of funds
by its governing body to satisfy its obligations. If the City reasonably determines, in its sole
discretion, that it does not have funds to meet its obligations under this Agreement, the City will
have the right to terminate the Agreement without penalty on the last day of the fiscal period for
which funds were legally available. In the event of such termination, the City agrees to provide
written notice of its intent to terminate thirty (30) calendar days prior to the stated termination date.
DocuSign Envelope ID: B2FF6EB8-802F-4639-9EC4-538BE4804448
RFQ#34-23, Exhibit D
STANDARD TERMS AND CONDITIONS
S.23 PAYMENT TO CONTRACTOR UPON TERMINATION. Upon termination of this Agreement,
Contractor will be entitled only to payment for those services performed up to the date of
termination, and any authorized expenses already incurred up to such date of termination. The
City will make final payment within thirty (30) calendar days after the City has both completed its
appraisal of the materials and services provided and received Contractor's properly prepared final
invoice.
S.24 NON-WAIVER OF RIGHTS. There will be no waiver of any provision of this Agreement unless
approved in writing and signed by the waiving party. Failure or delay to exercise any rights or
remedies provided herein or by law or in equity, or the acceptance of, or payment for, any services
hereunder, will not release the other party of any of the warranties or other obligations of the
Agreement and will not be deemed a waiver of any such rights or remedies.
S.25 INDEMNIFICATION/LIABILITY.
a. To the fullest extent permitted by law, Contractor agrees to defend, indemnify, and hold the
City, its officers, agents, and employees, harmless from and against any and all liabilities,
demands, claims, suits,losses, damages, causes of action,fines orjudgments, including costs,
attorneys', witnesses', and expert witnesses' fees, and expenses incident thereto, relating to,
arising out of, or resulting from: (i) the services provided by Contractor personnel under this
Agreement; (ii) any negligent acts, errors, mistakes or omissions by Contractor or Contractor
personnel; and (iii) Contractor or Contractor personnel's failure to comply with or fulfill the
obligations established by this Agreement.
b. Contractor will update the City during the course of the litigation to timely notify the City of any
issues that may involve the independent negligence of the City that is not covered by this
indemnification.
c. The City assumes no liability for actions of Contractor and will not indemnify or hold Contractor
or any third party harmless for claims based on this Agreement or use of Contractor-provided
supplies or services.
d. Nothing contained herein in intended to serve as a waiver by the City of its sovereign immunity,
to extend the liability of the City beyond the limits set forth in Section 768.28, Florida Statutes,
or be construed as consent by the City to be sued by third parties.
S.26 WARRANTY. Contractor warrants that the services and materials will conform to the requirements
of the Agreement. Additionally, Contractor warrants that all services will be performed in a good,
workman-like, and professional manner. The City's acceptance of service or materials provided by
Contractor will not relieve Contractor from its obligations under this warranty. If any materials or
services are of a substandard or unsatisfactory manner as determined by the City, Contractor, at
no additional charge to the City, will provide materials or redo such services until in accordance
with this Agreement and to the City's reasonable satisfaction. Unless otherwise agreed, Contractor
warrants that materials will be new, unused, of most current manufacture and not discontinued,will
be free of defects in materials and workmanship,will be provided in accordance with manufacturer's
standard warranty for at least one (1) year unless otherwise specified, and will perform in
accordance with manufacturer's published specifications.
S.27 CITY'S RIGHT TO RECOVER AGAINST THIRD PARTIES. Contractor will do nothing to prejudice
the City's right to recover against third parties for any loss, destruction, or damage to City property,
and will at the City's request and expense, furnish to the City reasonable assistance and
cooperation, including assistance in the prosecution or defense of suit and the execution of
instruments of assignment in favor of the City in obtaining recovery.
S.28 NO GUARANTEE OF WORK. Contractor acknowledges and agrees that it is not entitled to deliver
any specific amount of materials or services or any materials or services at all under this Agreement
and acknowledges and agrees that the materials or services will be requested by the City on an as
needed basis at the sole discretion of the City. Any document referencing quantities or
DocuSign Envelope ID: B2FF6EB8-802F-4639-9EC4-538BE4804448
RFQ#34-23, Exhibit D
STANDARD TERMS AND CONDITIONS
performance frequencies represent the City's best estimate of current requirements, but will not
bind the City to purchase, accept, or pay for materials or services which exceed its actual needs.
S.29 OWNERSHIP. All deliverables, services, and information provided by Contractor or the City
pursuant to this Agreement (whether electronically or manually generated) including without
limitation, reports,test plans, and survey results, graphics, and technical tables, originally prepared
in the performance of this Agreement, are the property of the City and will not be used or released
by Contractor or any other person except with prior written permission by the City.
S.30 USE OF NAME. Contractor will not use the name of the City of Clearwater in any advertising or
publicity without obtaining the prior written consent of the City.
S.31 FOB DESTINATION FREIGHT PREPAID AND ALLOWED. All deliveries will be FOB destination
freight prepaid and allowed unless otherwise agreed.
S.32 RISK OF LOSS. Contractor agrees to bear all risks of loss, injury, or destruction of goods or
equipment incidental to providing these services and such loss, injury,or destruction will not release
Contractor from any obligation hereunder.
S.33 SAFEGUARDING CITY PROPERTY. Contractor will be responsible for any damage to City real
property or damage or loss of City personal property when such property is the responsibility of or
in the custody of Contractor or its employees.
S.34 WARRANTY OF RIGHTS. Contractor warrants it has title to, or the right to allow the City to use,
the materials and services being provided and that the City may use same without suit, trouble, or
hindrance from Contractor or third parties.
S.35 PROPRIETARY RIGHTS INDEMNIFICATION. Without limiting the foregoing, Contractor will
without limitation, at its expense defend the City against all claims asserted by any person that
anything provided by Contractor infringes a patent, copyright, trade secret, or other intellectual
property right and must, without limitation, pay the costs, damages and attorneys' fees awarded
against the City in any such action, or pay any settlement of such action or claim. Each party
agrees to notify the other promptly of any matters to which this provision may apply and to
cooperate with each other in connection with such defense or settlement. If a preliminary or final
judgment is obtained against the City's use or operation of the items provided by Contractor
hereunder or any part thereof by reason of any alleged infringement, Contractor will, at its expense
and without limitation, either: (a) modify the item so that it becomes non-infringing; (b) procure for
the City the right to continue to use the item; (c)substitute for the infringing item other item(s)having
at least equivalent capability; or (d) refund to the City an amount equal to the price paid, less
reasonable usage, from the time of installation acceptance through cessation of use,which amount
will be calculated on a useful life not less than five(5)years, plus any additional costs the City may
incur to acquire substitute supplies or services. Nothing contained herein in intended to serve as
a waiver by the City of its sovereign immunity, to extend the liability of the City beyond the limits
set forth in Section 768.28, Florida Statutes, or be construed as consent by the City to be sued by
third parties.
S.36 CONTRACT ADMINISTRATION. This Agreement will be administered by the Purchasing
Administrator and/or an authorized representative from the using department. All questions
regarding this Agreement will be referred to the administrator for resolution. Supplements may be
written to this Agreement for the addition or deletion of services. Payment will be negotiated and
determined by the contract administrator(s).
S.37 FORCE MAJEURE. Failure by either party to perform its duties and obligations will be excused by
unforeseeable circumstances beyond its reasonable control, including acts of nature, acts of the
public enemy, riots, fire, explosion, legislation, and governmental regulation. The party whose
performance is so affected will within five (5) calendar days of the unforeseeable circumstance
notify the other party of all pertinent facts and identify the force majeure event. The party whose
performance is so affected must also take all reasonable steps, promptly and diligently, to prevent
DocuSign Envelope ID: B2FF6EB8-802F-4639-9EC4-538BE4804448
RFQ#34-23, Exhibit D
STANDARD TERMS AND CONDITIONS
such causes if it is feasible to do so, or to minimize or eliminate the effect thereof. The delivery or
performance date will be extended for a period equal to the time lost by reason of delay, plus such
additional time as may be reasonably necessary to overcome the effect of the delay, provided
however, under no circumstances will delays caused by a force majeure extend beyond one
hundred-twenty (120) calendar days from the scheduled delivery or completion date of a task
unless agreed upon by the parties.
S.38 COOPERATIVE USE OF CONTRACT. This Agreement may be extended for use by other
municipalities, counties, school districts, and government agencies with the approval of Contractor.
Any such usage by other entities must be in accordance with the statutes, codes, ordinances,
charter and/or procurement rules and regulations of the respective government agency. Orders
placed by other agencies and payment thereof will be the sole responsibility of that agency. The
City is not responsible for any disputes arising out of transactions made by others.
S.39 FUEL CHARGES AND PRICE INCREASES. No fuel surcharges will be accepted. No price
increases will be accepted without proper request by Contractor and response by the City's
Procurement Division.
S.40 NOTICES. All notices to be given pursuant to this Agreement must be delivered to the parties at
their respective addresses. Notices may be (i) personally delivered; (ii) sent via certified or
registered mail, postage prepaid; (iii) sent via electronic mail; (iv) sent via overnight courier; or (v)
sent via facsimile. If provided by personal delivery, receipt will be deemed effective upon delivery.
If sent via certified or registered mail, receipt will be deemed effective three (3)calendar days after
being deposited in the United States mail. If sent via electronic mail, overnight courier, or facsimile,
receipt will be deemed effective two (2) calendar days after the sending thereof.
S.41 GOVERNING LAW,VENUE. This Agreement is governed by the laws of the State of Florida. The
exclusive venue selected for any proceeding or suit in law or equity arising from or incident to this
Agreement will be Pinellas County, Florida.
S.42 INTEGRATION CLAUSE. This Agreement, including all attachments and exhibits hereto,
supersede all prior oral or written agreements, if any, between the parties and constitutes the entire
agreement between the parties with respect to the work to be performed.
S.43 PROVISIONS REQUIRED BY LAW. Any provision required by law to be in this Agreement is a
part of this Agreement as if fully stated in it.
S.44 SEVERABILITY. If any provision of this Agreement is declared void or unenforceable, such
provision will be severed from this Agreement, which will otherwise remain in full force and effect.
The parties will negotiate diligently in good faith for such amendment(s)of this Agreement as may
be necessary to achieve the original intent of this Agreement, notwithstanding such invalidity or
unenforceability.
S.45 SURVIVING PROVISIONS. Notwithstanding any completion, termination, or other expiration of
this Agreement, all provisions which, by the terms of reasonable interpretation thereof, set forth
rights and obligations that extend beyond completion, termination, or other expiration of this
Agreement, will survive and remain in full force and effect. Except as specifically provided in this
Agreement, completion,termination,or other expiration of this Agreement will not release any party
from any liability or obligation arising prior to the date of termination.
DocuSign Envelope ID: B2FF6EB8-802F-4639-9EC4-538BE4804448
Exhibit E
RFQ 34-23, EOR Consulting Services
Insurance Requirements
INSURANCE REQUIREMENTS. The Contractor (respondent) shall, at its own cost and expense,
acquire and maintain (and cause any subcontractors, representatives or agents to acquire and
maintain) during the term with the City, sufficient insurance to adequately protect the respective
interest of the parties. Coverage shall be obtained with a carrier having an AM Best Rating of A-
VIl or better. In addition, the City has the right to review the Contractor's deductible or self-insured
retention and to require that it be reduced or eliminated.
Specifically the Contractor must carry the following minimum types and amounts of insurance on
an occurrence basis or in the case of coverage that cannot be obtained on an occurrence basis,
then coverage can be obtained on a claims-made basis with a minimum three(3)year tail following
the termination or expiration of this Agreement. Specific work may require additional coverage on
a case by case basis:
a. Commercial General Liability Insurance coverage, including but not limited to, premises
operations, products/completed operations, products liability, contractual liability, advertising
injury, personal injury, death, and property damage in the minimum amount of$1,000,000(one
million dollars) per occurrence and $2,000,000 (two million dollars) general aggregate.
b. Commercial Automobile Liability Insurance coverage for any owned, non-owned, hired or
borrowed automobile is required in the minimum amount of $1,000,000 (one million dollars)
combined single limit.
c. Unless waived by the State of Florida and proof of waiver is provided to the City, statutory
Workers' Compensation Insurance coverage in accordance with the laws of the State of
Florida, and Employer's Liability Insurance in the minimum amount of $1,000,000 (one
million dollars)each employee each accident, $1,000,000 (one million dollars) each employee
by disease, and$1,000,000 (one million dollars)disease policy limit. Coverage should include
Voluntary Compensation, Jones Act, and U.S. Longshoremen's and Harbor Worker's Act
coverage where applicable. Coverage must be applicable to employees, contractors,
subcontractors, and volunteers, if any.
d. If the Contractor is using its own property, or the property of the City or other provider, in
connection with the performance of its obligations under this Agreement, then Contractor's
Equipment Insurance or Property Insurance on an "All Risks" basis with replacement cost
coverage for property and equipment in the care, custody and control of others is required.
e. Professional Liability Insurance coverage appropriate for the type of business engaged in
by the Contractor with minimum limits of$1,000,000 (one million dollars) per occurrence. If a
claims made form of coverage is provided, the retroactive date of coverage shall be no later
than the inception date of claims made coverage, unless prior policy was extended indefinitely
to cover prior acts. Coverage shall be extended beyond the policy year either by a
supplemental extended reporting period (ERP)of as great a duration as available, and with no
less coverage and with reinstated aggregate limits, or by requiring that any new policy provide
a retroactive date no later than the inception date of claims made coverage.
The above insurance limits may be achieved by a combination of primary and umbrella/excess
liability policies.
6. OTHER INSURANCE PROVISIONS.
a. Prior to the execution of this Agreement, and then annually upon the anniversary date(s) of
the insurance policy's renewal date(s) for as long as this Agreement remains in effect, the
Contractor will furnish the City with a Certificate of Insurance(s) (using appropriate ACORD
DocuSign Envelope ID: B2FF6EB8-802F-4639-9EC4-538BE4804448
certificate, SIGNED by the Issuer, and with applicable endorsements) evidencing all of the
coverage set forth above and naming the City as an "Additional Insured." In addition, when
requested in writing from the City, Contractor will provide the City with certified copies of all
applicable policies. The address where such certificates and certified policies shall be sent or
delivered is as follows: City of Clearwater
Attn: Procurement Division, RFQ#34-23
P.O. Box 4748
Clearwater, FL 33758-4748
b. Contractor shall provide thirty (30) days written notice of any cancellation, non-renewal,
termination, material change or reduction in coverage.
c. Contractor's insurance as outlined above shall be primary and non-contributory coverage for
Contractor's negligence.
d. Contractor reserves the right to appoint legal counsel to provide for the
Contractor's defense, for any and all claims that may arise related to
Agreement, work performed under this Agreement, or to Contractor's design.
equipment, or service. Contractor agrees that the City shall not be liable to
reimburse Contractor for any legal fees or costs as a result of Contractor
providing its defense as contemplated herein.
The stipulated limits of coverage above shall not be construed as a limitation of any
Potential liability to the City, and failure to request evidence of this insurance shall not be
construed as a waiver of Contractor's obligation to provide the insurance coverage
specified.