Item D16
BOARD OF COUNTY COMMISSIONERS
AGENDA ITEM SUMMARY
Meeting Date:
May 18, 2005
Division:
Engineerinq
Bulk Item: Yes --2L- No
Department: Engineering
Staff Contact Person: David S. Koppel. P.E.
County Engineer
AGENDA ITEM WORDING: Approval to award and execute contract with Currie, Sowards,
Aguila Architects for planning, design, contract documents, and construction administration
services for the construction of an Upper Keys Government Center.
ITEM BACKGROUND: In November, 2004 a request for Professional Services for the Upper
Keys Government Center was advertised. On December 22,2004 six responses were received in
Purchasing. On January 6, 2005 the BOCC approved the Selection Committee ranking as
follows; Spillis Candela & Partners, Inc.; Currie Sowards Aguila Architects; Zelch &
McMahon, Architects; mbi/k2m Architecture; Vaughn, Wunsch, Masullo Architects; and
Clemons, Rutherford Architects. Negotiations were terminated with the first firm after an
impass was reached.
PREVIOUS RELEVANT BOCC ACTION: On 12/18/02 BOCC approved infrastructure monies for
the capital improvements with bond monies.
CONTRACT/AGREEMENT CHANGES: N/A
STAFF RECOMMENDATIONS: Approval as stated above.
TOTAL COST: $738,000,00 (based on 9% of $8,200,000.00)
BUDGETED: YesX NO_
COST TO COUNTY: $738,000.00
SOURCE OF FUNDS: Bond Proceeds Fund
(24001- 560620-CE0303-560620)
REVENUE PRODUCING: YES_ NO-L AMOUNT PER MONTH YEAR
DIVISION DIRECTOR APPROVAL:
Risk Management
APPROVED BY: County Atty.
DOCUMENTATION: Included ~ To follow
Not required
DISPOSITION:
AGENDA ITEM #
MONROE COUNTY BOARD OF COUNTY COMMISSIONERS
CONTRACT SUMMARY
Contract with: Currie Sowards Aguila
Contract #_
Effective Date: May 18, 2005
Expiration Date:
Contract Purpose/Description:
U er Ke s Government Center.
Contract Manager:
4468
(Ext. )
Construction Mana ement
(Department/Stop #)
for BOCC meeting on
o 718/2005
A end a Deadline: 05/03/2005
CONTRACT COSTS
Total Dollar Value of Contract: $ $738,000. Current Year Portion: $ 738,000,
Budgeted? Yes~ No D Account Codes: 307-2400l-560620-CE0303-560620
Grant: $ _-_-_
County Match: $ _-_-_
- -
---
ADDITIONAL COSTS
Estimated Ongoing Costs: $---1yr For:
(Not included in dollar value above) (eg. maintenance, utilities, janitorial, salaries, etc}
CONTRACT REVIEW
Risk Management l+~50S YesD NoOCl
Date Out
Changes
Date In Needed
Division Director ~...; YesD NoW
~ , tV,;
O.M,B./Purchasing YesD No
County Attorney Lj-2Z-D!J YesD NO~/
Comments:
OMB Form Revised 2/27/01 Mep #2
CONTRACT FOR
PROFESSIONAL SERVICES
BETWEEN OWNER AND ARCHITECT/ENGINEER
2003 EDITION
These contract documents should be used only after consultation with counsel. The documents
are not intended as legal advice appropriate to any specific situation, nor do they purport to
address all issues which may arise between the contracting parties, The documents should be
amended or supplemented where appropriate,
THIS CONTRACT FOR PROFESSIONAL SERVICES BETWEEN OWNER AND
ARCHITECT/ENGINEER (the "Contract") is made and entered into by MONROE COUNTY,
BOARD OF COUNTY COMMISSIONERS, 500 WHITEHEAD STREET, KEY WEST, FL 33040 (the
"Owner") and CURRIE SOWARDS AGUILA ARCHITECTS, 134 N,E.. 1ST AVENUE, DELRAY
BEACH, FL 33444 This contract is executed under seal and shall be effective on the date executed
by the last party to execute it.
The professional services required by this Contract are to be rendered for the Upper Keys
Government Center, identified as the Project, described as follows:
These services shall include, but not be limited to: Holding Public Input Hearings, and
relationships, schematic design, design development, preparation of contract documents for bids,
preparation and advertisement for Request for Bids, tabulation and review of bids,
recommendation of contract awards, cost estimating during design and document preparation,
administration of contract documents, consultation and on-site inspections during construction,
review and recommend approval of contractor invoices, preparation and submittal of permit
applications, zoning applications, public presentations and presentations to the County
Commission.
The Construction Manager will be named after execution of agreement
NOW, THEREFORE, in consideration of the mutual promises, covenants and agreements stated
herein, and for other good and valuable consideration, the sufficiency of which hereby
acknowledged, the Owner and the Architect/Engineer agree:
FORM OF AGREEMENT
ARTICLE 1
1.1 REPRESENTATIONS AND WARRANTIES
By executing this Contract, the Architect/Engineer makes the following express representations
and warranties to the Owner:
1.1.1 The Architect/Engineer is a professional qualified to act as the Architect/Engineer for the
Project and is licensed to practice Architecture/Engineering by all public entities having jurisdiction
over the Architect/Engineer and the Project;
1.1.2 The Architect/Engineer shall maintain all necessary licenses, permits or other
authorizations necessary to act as Architect/Engineer for the Project until the Architect/Engineer's
duties thereunder have been fully satisfied;
1.1.3 The Architect/Engineer has become familiar with the Project site and the local conditions
under which the Project is to be designed, constructed, and operated;
1.1.4 The Architect/Engineer shall prepare all documents required by this Contract including, but
not limited to, all contract plans and specifications, in such a manner that they shall be in
conformity and comply with all applicable law, codes and regulations in effect as of the date the
executed agreement. The Architect/Engineer will perform professional services consistent with
the standard of care of the industry, and will correct any deficiencies that they are responsible for,
as expeditiously as possible, at no additional cost;
1.1.5 The Architect/Engineer assumes full responsibility to the extent allowed by law with regards
to his performance and those directly under his employ as Architect/Engineer of Record.
1.1.6 The Architect/Engineer's services shall be performed as expeditiously as is consistent with
professional skill and care and the orderly progress of the Work. The Architect/Engineer shall
submit, for the Owner's and Construction Manager's information, a schedule for the performance of
the Architect/Engineer's services which may be adjusted as the Project proceeds if approved by
the Owner, and shall include allowances for periods of time required for the Owner's and
Construction Management's review, and for approval of submission by authorities having
jurisdiction over the Project. Time limits established by this schedule and approved by the Owner
may not be exceeded by the Architect/Engineer except for delay caused by events not within the
control of the Architect/Engineer or foreseeable by him.
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ARTICLE"
SCOPE OF ARCHITECT/ENGINEER'S BASIC SERVICE
2.1 DEFINITION
2.1.1 Architect/Engineer's Basic Services consist of those described in Paragraphs 2,2 through
2.8, and other services identified as part of Basic Services, and include normal, civil, structural,
mechanical, and electrical engineering services,
2.1.2 The Design for Construction shall include, but shall not necessarily be limited to, plans and
specifications which describe all systems, elements, details, components, materials, equipment,
and other information necessary for construction, The Design for Construction shall be accurate,
coordinated and in all respects adequate for construction and shall be in conformity, and comply,
with applicable law, codes, permits, and regulations. Products, equipment and materials specified
for use shall be readily available unless written authorization to the contrary is given by the Owner.
The Architect/Engineer shall be responsible for designing the Project in accordance with the
analyses and recommendations of the geotechnical information furnished per Article 4.4.
2.2 PUBLIC HEARINGS
2.2.1 The Architect/Engineer shall attend Public Input Hearings for the purpose of gathering
public input to be used in the planning and design. No more than three Public Hearings shall be
required,
2.2.2 The Owner will review the Public Input requirements and shall arrive at a mutual
understanding with the Architect/ Engineer on the design requirements,
2.3 SCHEMATIC DESIGN PHASE
2.3.1 The Architect/Engineer shall review the program, schedule and construction budget
furnished by the Owner to ascertain the requirements of the Project and shall arrive at a mutual
understanding of such requirements with the Owner.
2.3.2 The Architect/Engineer shall review with the Owner and Construction Manager: proposed
site use and improvements, required permits, zoning, selection of materials, building systems and
equipment; and method of Project delivery,
2.3.3 The Architect/Engineer shall review with the Owner and Construction Manager approaches
to design and construction of the Project.
2.3.4 Based on the mutually agreed-upon program, schedule and construction budget
requirements, the Architect/Engineer shall prepare, for approval by the Owner, Schematic Design
Documents consisting of drawings and other documents illustrating the scale and relationship of
Project components,
2.3.5 At levels of completion of 25%, 50% and 75% of the Schematic Design Phase, the
Architect/Engineer shall provide schematic design studies for the Owner's review and the
Construction Manager's information.
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2.3.6 Upon completion of the Schematic Design Phase, the Architect/Engineer shall provide
drawings, outline specifications, estimate of anticipated cost in accordance with the schematic
designs, and other documents for the Owner's approval and the Construction Manager's
information.
2.3.7 The Schematic Design must be approved in writing, by the Owner prior to
Architect/Engineer continuing to the Design Development Phase.
2.4 SCHEMATIC DESIGN PHASE REQUIREMENTS
2.4.1 The Schematic Design Phase services shall respond to program requirements and consist
of preparation of: conceptual site and building plans, preliminary sections and elevations,
development of approximatedimensions, areas and volumes, concept sketches as required to
explain the design intent to the owner. Perspective renderings and models, if required by the
Owner, will be billed as an additional service as billed as a reimbursable expense if that service is
performed by additional consultants after the Owner's written approval.
The Architect/Engineer shall perform the following design phase tasks:
a. Structural Design/Documentation services during the Schematic Design Phase
consisting of recommendations regarding basic structural materials and systems,
analyses, and development of conceptual design solutions for: a predetermined
structural system and alternate structural systems.
b. Mechanical Design/Documentation services during the Schematic Design Phase
consisting of consideration of alternate materials, systems and equipment, and
development of conceptual design solutions for: energy source (s), energy
conservation, heating and ventilating, air conditioning, plumbing, special mechanical
systems, process systems, and general space requirements.
c. Electrical Design/Documentation services during the Schematic Design Phase
consisting of consideration of alternate systems, recommendations regarding basic
electrical materials, systems and equipment, analyses, and development of
conceptual design solutions for: power service and distribution, lighting, telephones,
fire detection and alarms, security systems, electronic communications, special
electrical systems, and general space requirements.
d, Civil Design/Documentation services during the Schematic Design Phase consisting
of consideration of alternate materials and systems and development of conceptual
design solutions for: on-site utility systems, off-site utilities work, drainage systems,
sewage treatment, and paving.
2.5 DESIGN DEVELOPMENT/DOCUMENT PHASE
2.5.1 Based on the approved Schematic Design Documents and any adjustments authorized by
the Owner in the program, schedule or construction budget, the Architect/Engineer shall prepare
Design Development Documents for the Construction Manager's review and the Owner's approval.
The Design Development Documents shall consist of drawings and other documents that establish
and describe the size and character of the Project as to architectural/engineering, structural,
mechanical and electrical systems, materials and such other elements as may be appropriate.
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2.5.2 At intervals mutually agreeable to the Owner, Construction Manager and
Architect/Engineer, the Architect/Engineer shall provide drawings and other documents which
depict the current status of design development for the Owner's review and the Construction
Manager's information. The Architect/Engineer shall provide an estimate of anticipated cost in
accordance with the design development phase.
2.5.3 Upon completion of the Design Development Phase, the Architect/Engineer shall provide
drawings, outline specifications and other documents for the Owner's approval and the
Construction Manager's information. The Architect/Engineer shall provide an estimate of
anticipated costs in accordance with the design development phase,
2.5.4 The Design Development Documents must be approved in writing, by the Owner prior to
Architect/Engineer continuing to the Construction Documents Phase.
2.6 DESIGN DEVELOPMENT PHASE REQUIREMENTS
To satisfactorily perform the design development phase requirement, the Architect/Engineer must
complete the tasks set forth in paragraphs 2.5.1 - 2.5.13,
2.6.1 Floor Plans - This consists of general plans, overall coordinating plans, and plan
enlargements for important and special areas.
Data required:
a, Building perimeter (footprint) and exterior wall type, thickness and
composition fixed
b. Structural grid or system
c. Major mechanical/electrical systems determined and their
requirements reflected and indicated on plans
d, Indicate buildings core - elevators, stairs, etc.
e. All internal partitions of appropriate thickness indicated
f. Floor, slab, and level elevations
g, Typical door types
h. Typical partition types
i. Built-in furniture items special furniture and equipment (early clarification of
what is "NIC" and "by owner")
J, Larger scale (e.g" :I.t"). Key areas, lobby, entries, public plaza, major
corridors,special spaces, etc, Required: All surfaces (floor, wall, and
ceiling treatments), furniture indication, and layout.
k. Evacuation routes identified (to include locating necessary posting of evacuation
route plans).
2.6.2 General Elevations
a. Total full-height facades including roof structures
b, All fenestration
c. Overall vertical building and floor heights
d. Indicate cross-reference points with sections
e. Indicate setbacks, building profiles, expansion joints, etc.
f. Indicate treatment of visible mechanical equipment
g, System impact (precast concrete, stone, panel systems, metal/glass curtain wall,
etc.) properly selected by adequate technical investigation,
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2.6.3 Sections
Overall Sections - Overall building longitudinal and transverse "building explanation" type.
Detail Wall Sections - Largest scale (e.g., %"). Dominate full-height sections conveying
basic building configuration, to indicate:
a. Foundation and perimeter treatment
b, Typical wall construction
c, Back-up structure, abutting floor systems
d. Window location and insulation methods
e. Flashing, masonry coursings
f. Mechanical penetrations impact (furring, etc,)
g, Parapet design
2.6.4 Details - Large scale (1-1/2",3") as required. Indicate key conditions.
a, Window types: divisions, pattern, mullion profiles, vent detail, glazing type,
jamb/head, plan section
b. Hollow metal (typical only; keyed to plans and schedules)
c. Frame types (typical only; for compatibility and profile)
d, Stair types - egress, public, exterior (including railing design) Metal and glass walls,
borrowed lights, etc.; for division, profile, and glazing
f. Interior partition types (typical only; keyed to plans and schedules)
g, Built-in furniture items, receptions, desks, work tops, counters, cabinet types,
display cases, recesses, wardrobes, millwork, etc.
2.6.5 Interior Elevations - Typical and special spaces, interfaced with, and cross-referenced to,
floor and reflected ceiling plans, Indicate:
a. Breaks
b. Level changes
c, Pertinent vertical dimensions.
2.6.6 Reflected Ceiling Plans - Typical and special space. Integrated plans reflecting structural,
mechanical, and electrical impacts. Plans to indicate:
a. Lighting layouts
b. Soffits, coves, furrings
c. Skylight locations
d. Ceiling materials
e. Acoustic treatments
f. Heating and ventilating register, diffuser locations
g, Sprinklers
h, Access panels
2.6.7 Schedules - Schedules to be nonrepetitive and comprehensive, with specific keying to floor
plans and elevations.
a. Interior finishes
b. Doors and frames
c. Preliminary hardware
d. Windows/glazing
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2.6.8 Specifications - Comprehensive, abbreviated methods, materials and systems
descriptions in tune with drawings. Use CSI format with applicable section numbers,
Include all consultant portions as well as those special supplementary conditions specific to
the project.
2.6.9 Preliminary Estimate of Construction Cost - Adjustment of the preliminary estimate of
construction cost prepared at the end of schematic design,
2.6.10 Structural Design Development Set
a. Floor plans at the same scale as the architectural/engineering drawings
b. Typical floor framing plans, including sizing of beam drops, slab openings,
thicknesses, and depressions
c. Framing indication and governing sizing at: roof structures, penthouse, bulkheads,
other
d, Nontypical framing scheme where required: lobby, floors at grade, and other
e. All column points established
f. Final column schedule
g. Preliminary details and sections to adequately indicate structural system
h. Preliminary details of major unique conditions that impact on scheme (as
determined by the Architect/Engineer)
I. Details indicating accommodation with mechanical/electrical at areas of major
interface
j, Design development specifications
k. Any necessary recommended adjustments to the preliminary estimate of
construction cost.
2.6.11 Mechanical/Electrical Design Development Set
a. Typical floor plans. Systems representation in diagrammatic (nondetailed) style,
major items of equipment indicated, their space requirements and interface
requirements with other systems. Indicate: major shafts (sizes), chases,
mechanical rooms and electric closets, and convector/fan coil locations, etc,
b. Required punctures: wall, slab, and beam
c. Terminal plans (lobby, cellar, roof) with items of heavy equipment shown in
diagrammatic style, with their space requirements indicated: (1) Boiler/heater
spaces (include clear height requirements), (2) Transformer vaults (approved
obtained from local utility company), (3) Switchgear, emergency generator, water
storage tanks, fire pumps, etc., (4) Roof cooling towers, major air-conditioning and
air-handling equipment, packaged units, etc.
d, Locations of major roof-air handling equipment: cooling towers, exhaust fans, etc,
e. Preliminary details of major and unique conditions that impact on scheme (as
determined by the Architect/Engineer)
f. Data to be developed in conjunction and in coordination with the project team:
1. Intergrated diagrammatic lighting plans indicating all overhead mechanical
and electrical equipment for typical floor and special spaces
2. Cuts and explanatory information for interior visual items such as: louvers,
registers, heating/cooling units, and cabinets.
3, Exterior louver requirements and proposed locations.
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2.6.12 Site Design Development Set
a. Building location plan--building tied down dimensionally with pertinent adjacencies,
street lines and grades, property lines, required setbacks, easements, rights of way,
manholes, sewers, hydrants, light standards, etc., interfaced with survey,
b. Main entry level datum elevation with key exterior grades at building perimeter,
c. Site development grading and landscaping plans
d. Overall preliminary site grading and defined design of external elements, properly
coordinated and interfaced with mechanical/electrical for utility entry points
e, Indicate areaways, vaults, access to subgrade spaces
f. Preliminary site and exterior building lighting scheme with identification of fixture
types
g, Parking area defined with preliminary plotting
h. Indication of paths, stairs, ramps, berms, terraces, etc.
i. Plant materials (indication and preliminary schedule)
J. Design development details: railings, stairs, ramps, paving types and patterns,
kiosks, benches, light standards, others
k. Design development specifications
I. Any necessary adjustments to the preliminary estate of construction cost.
2.6.13 Other Consultants' Design Development Sets
As appropriate to the Project.
2.6.14 Limitations - The above list of drawings represents, in general, the requirements of the
Project.
2.7 CONSTRUCTION DOCUMENTS PHASE
2.7.1 Based on the approved Design Development Documents and any further adjustments
authorized by the Owner in the scope or quality of the Project of in the construction budget, the
ArchitecUEngineer shall prepare, for approval by the Owner and Construction Manager,
Construction Documents consisting of Drawings and Specifications setting forth in detail the
requirements for the construction of the project.
2.7.2 The ArchitecUEngineer shall provide Drawings and Specifications for the Owner's and the
Construction Manager's review.
2.7.3 Upon completion of the Construction Documents Phase, the ArchitecUEngineer shall
provide Construction Documents for the Owner's and Construction Manager's approval. Once
approved the Architect/Engineer shall provide the Owner five (5) complete signed and sealed sets
of construction drawings and the technical specifications saved electronically in Adobe Acrobat file
(.pdf) format. Any and all files used to create the technical specifications need to be submitted
saved as an Adobe Acrobat file (.pdf) fomat, including but not limited to; technical sections, reports
such as, asbestos, geotechnical, soils, paint, and photographs. The Architect/Engineer shall
provide an estimate of anticipated costs in accordance with the construction development phase.
2.7.4 The Architect/Engineer shall assist the Owner and Construction Manager in the preparation
of the necessary bidding information, bidding forms, the Conditions of Contracts, and the forms of
Agreement between the Owner and the Contractors.
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2.7.5 The Architect/Engineer's construction documents (plans, specifications, etc,) will conform to
all written codes and regulations of the federal government, county, state, municipalities, agencies
and state departments, in effect at the date of this Agreement, and shall be of such completion as
to receive all permits when applied for. If permits are denied, then the Architect/Engineer will
conform the construction documents in such manner to receive permits upon such plans, Work
required by the Architect/Engineer to conform the documents to federal, state, city, county, or
agency specifications to allow them to be approved shall be completed at no charge or cost to the
Owner.
2.8 BIDDING OR NEGOTIATION PHASE
2.8.1 The Architect/Engineer, following the Owner's approval of the Construction Documents and
the Architect/Engineer's latest estimate of Construction Cost, shall assist the Construction Manager
in obtaining bids or negotiated proposals and assist in preparing contracts for construction,
2.8.2 The Architect/Engineer shall assist the Construction Manager in issuing bidding documents
to bidders and conducting pre-bid conferences with prospective bidders. The Architect/Engineer,
with the assistance of the Construction Manager, shall respond to questions from bidders, and
shall issue addenda.
2.8.3 The Architect/Engineer shall assist the Owner, or his designee, in applying for those
permits and approvals normally required by law for projects similar to the one for which the
Architect/Engineer is being engaged.
2.9 CONSTRUCTION PHASE - ADMINISTRATION OF THE CONSTRUCTION CONTRACT
2.9.1, The Architect/Engineer's responsibility to provide Basic Services for the Construction Phase
under this Agreement commences with the award of the Contract for construction and terminates
with the issuance to the Owner of the final Project Certificate for Payment including the submission
of all project close out documents by the Architect/Engineer and Contractor. The
Architect/Engineer will administer the Owner/Contractor contract as provided for in that document.
The Architect/Engineer agrees to perform a project check prior to the end of the warranty period as
a part of the contract. The check shall not exceed one working day unless additional time is
approved by the Owner.
2.9.2 The Architect/Engineer shall at all times have access to the Work whenever it IS in
preparation or progress.
2.9.3 The Architect/Engineer shall, as contemplated herein and in the Construction Contract, but
not otherwise, act on behalf, and be the agent, of the Owner throughout construction of the Project.
Instructions, directions, and other appropriate communications from the Owner to the Contractor
shall be given to the Contractor by the Architect/Engineer or Construction Manager.
2.9.4 Upon receipt, the Architect/Engineer shall review and examine the Contractor's Schedule of
Values, together with any supporting documentation or data which the Owner or the
Architect/Engineer may require from the Contractor, The purpose of such review and examination
is to prevent an unbalanced Schedule of Values which allocates greater value to certain elements
of the Work than is indicated by such supporting documentation or data, or than is reasonable
under the circumstances. If the Schedule of Values was not found to be appropriate, or if the
supporting documentation or data is deemed to be inadequate, and unless the Owner directs the
Architect/Engineer to the contrary in writing, the Schedule of Values shall be returned to the
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Contractor for revision of supporting documentation or data, After making such examination, if the
Schedule of Values is found to be appropriate as submitted, or if necessary, as revised, the
Architect/Engineer shall sign the Schedule of Values thereby indicating its informed belief that the
Schedule of Values constitutes a reasonable, balanced basis for payment of the Contract Price to
the Contractor. The Architect/Engineer shall not approve such Schedule of Values in the absence
of such belief unless directed to do so, in writing, by the Owner.
2.9.5 The Architect shall visit the site at intervals appropriate to the stage of construction (or as
otherwise agreed by the Architect in writing) to become generally familiar with the progress and
quality of the Work and to determine in general if the Work when completed will be in accordance
with the Contract Documents. However, the Architect shall not be required to make exhaustive or
continuous on-site inspe.ctions to check the quality or quantity or the Work, On the basis of on-site
observations as an architect, the Architect shall keep the Owner informed of the progress and
quality of the Work and shall endeavor to guard the Owner against defects and deficiencies in the
Work.
2.9.6 The Architect/Engineer shall initially approve periodic and final payments owed to the
Contractor under the Construction Contract predicated upon inspections of the work and
evaluations of the Contractor's rate of progress in light of the remaining contract time and shall
issue to the Owner Approvals of Payment in such amounts, By issuing an Approval of Payment to
the Owner, the Architect/Engineer reliably informs the Owner that the Architect/Engineer has made
the inspection of the work required, and that the work for which payment is approved has reached
the quantities or percentages of completion shown, or both, that the quality of the Contractor's work
meets or exceeds the requirements of the Construction Contract, and that under the terms and
conditions of the Construction Contract, the Owner is obligated to make payment to the Contractor
of the amount approved.
2.9.7 The issuance of a Certificate for Payment shall not be a representation that the
Architect/Engineer has (1) made exhaustive or continuous on-site inspections to check the quality
or quantity of the Work. (2) reviewed construction means, methods, techniques, sequences or
procedures. (3) reviewed copies of requisitions received from Subcontractors and material
suppliers and other data requested by the Owner to substantiate the Contractor's right to payment
or (4) ascertained how or for what purpose the Contractor has used money previously paid on
account of the Contract Sum.
2.9.8 The Architect/Engineer shall have authority, after notification to the Construction Manager,
to reject Work, which does not conform to the Contract Documents. Whenever the
Architect/Engineer considers it necessary or advisable for implementation of the intent of the
Contract Documents the Architect/Engineer will have authority, upon written authorization from the
Owner, to require additional inspection or testing of the Work in accordance with the provisions of
the Contract Documents, whether or not such Work is fabricated, installed or completed.
2.9.9 The Architect/Engineer shall review and approve or take other appropriate action upon
Contractor's submittals such as Shop Drawings, Product Data and Samples, but only for the limited
purpose of checking for conformance with information given and the design concept expressed in
the Contract Documents. The Architect/Engineer's action shall be taken with such reasonable
promptness as to cause no delay in the Contractor's Work or in construction by the Owner's own
forces, while allowing sufficient time in the Architect/Engineer's professional judgment to permit
adequate review. Review of such submittals is not conducted for the purpose of determining the
accuracy and completeness of other details such as dimensions and quantities or for
substantiating instructions for installation or performance of equipment or systems designed by the
Contractors, all of which remain the responsibility of the Contractors to the extent required by the
Contract Documents. The Architect/Engineer's review shall not constitute approval of safety
precautions or, unless otherwise specifically stated by the Architect/Engineer, of construction
10
means, methods, techniques, sequences, or procedures. The Architect/Engineer's approval of a
specific item shall not indicate approval of an assembly of which the item is a component When
professional certification of performance characteristic of materials, systems or equipment is
required by the Contract Documents, the Architect/Engineer shall be entitled to rely upon such
certification to establish that the materials, systems or equipment will meet the performance criteria
required by the Contract Documents. Architect/Engineer shall take appropriate action on
submittals within 14 calendar days, The Architect/Engineer shall maintain a tracking log for the
submittals which shall include but not be limited to; the submittal as named in the specification, all
dates as required for tracking and the status of approval. A copy of the tracking log will be made
available to Owner when requested,
2.9.10 The Architect/Engineer shall review and sign or take other appropriate action on Change
Orders and Construction Change Directives prepared by the Construction Manager for the Owner's
approval and execution in accordance with the Contract Documents, Architect/Engineer to take
appropriate action within 7 calendar days.
2.9.11 The Architect/Engineer shall promptly provide appropriate interpretations as necessary for
the proper execution of the work as long as there is no change in Contract price.
2.9.12 The Architect/Engineer shall require inspection or reinspection and testing or retesting of
the work, to include architectural/engineering, structural, mechanical and electrical engineering
portions of the work, in accordance with the provisions of the Construction Contract whenever
appropriate,
2.9.13 The Architect/Engineer, assisted by the Construction Manager, shall conduct inspections to
determine the dates of Substantial Completion and the date of Final Completion. The
Architect/Engineer shall submit to the Owner a list comprised of incomplete and/or unacceptable
items required by the Contract Documents to include architectural/engineering, structural,
mechanical and electrical engineering portions of the work, The Architect/Engineer shall forward to
the Construction Manager warranties and similar submittals required by the Contract Documents
which have been received from the Contractor. The Architect/Engineer shall issue a final Project
Certificate for Payment upon compliance with the requirements of the Contract Documents,
2.9.14 The Architect/Engineer shall interpret and decide matters concerning performance of the
Contractor under the requirements of the Contract Documents upon written request The
Architect/Engineer's response to such requests shall be made with promptness and within seven
(7) days of receipt of request.
2.9.15 Interpretations and decisions of the Architect/Engineers shall be consistent with the intent of
and reasonably inferable from the Contract Documents and shall be in writing or in the form of
drawings and submitted on proper Construction Change Directives,
2.9.16 The Architect/Engineer shall render written decisions within a reasonable time on all claims,
disputes or other matters in question between Owner and Contractors relating to the execution or
progress of the Work as provided in the Contract Documents.
2.9.17 Duties, responsibilities and limitations of authority of the Architect/Engineer shall not be
restricted, modified or extended without written agreement of the Owner and Architect/Engineer.
2.9.18 The Architect/Engineer shall be a representative of and shall advise and consult with the
Owner (1) during construction until final payment to the Contractor is due and (2) as a Basic
Service at the Owner's direction from time to time during the correction period described in the
Contract for Construction. This advice and consultation shall be limited to verbal comment on
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actions of the Owner and shall not necessitate filing of records, forms, or revisions to drawings,
without additional compensation,
2.9.19 The Architect/Engineer shall transmit to the Owner all manuals, operating instructions, as-
built plans, warranties, guarantees and other documents and things required by the Construction
Contract and submitted by the Contractor.
2.9.20 The Architect/Engineer shall not have control over or charge of and shall not be responsible
for construction means, methods, techniques, sequences or procedures, or for safety precautions
and programs in connection with the Work, since these are solely the Contractor's responsibility
under the Contract for Construction, The Architect/Engineer shall not be responsible for the
Contractor's schedules or failure to carry out the work in accordance with the contract documents.
The Architect/Engineer shall not have control over or charge of acts or omissions of the Contractor,
Subcontractors, or their agents or employees, or of any other persons performing portions of the
work.
2.9.21 The Architect/Engineer shall testify in any judicial proceeding concerning the design and
construction of the project when requested in writing by the Owner, and the Architect/Engineer
shall make available to the Owner any personnel or consultants employed or retained by the
Architect/Engineer for the purpose of reviewing, studying, analyzing or investigating any claims,
contentions, allegations, or legal actions relating to, or arising out of, the design or construction of
the project Testimony will be provided as part of the basic services when in defense of claims for
actions of the Architect/Engineer, unless otherwise prevented by counsel of the Architect/Engineer
and which time it would be subject to subpoena, For other claims against the Owner, the
Architect/Engineer will do this under an expert witness with compensation,
2.9.22 The Architect/Engineer shall review any as-built drawings furnished by the Contractor to
verify that they are consistent with the required work.
2.9.23 The Architect/Engineer shall, without additional compensation, promptly correct any errors,
omissions, deficiencies, or conflicts in the work product of the Architect/Engineer or its consultants,
or both.
2.9.24 The Architect/Engineer may be required to reimburse the Owner for any added costs paid
by the Owner during construction that were incurred as the result of any omission, deficiency, or
conflict in the work product of the Architect/Engineer, its consultants, or both, An independent
review of the costs, before and after, will be required in order to determine said costs,
ARTICLE III
3.1 GENERAL
3.1.1 The services described in this Article III are not included in Basic Services. They shall be
paid for by the Owner as provided in this agreement as an addition to the compensation paid for
the Basic Services but only if approved by the Owner before commencement
3.2 PROJECT REPRESENTATION BEYOND BASIC SERVICES
3.2.1 If more extensive representation at the site than is described in subparagraph 2.8.5 IS
required, the Architect/Engineer shall provide one or more project representatives to assist In
carrying out such additional on-site responsibilities,
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3.4 OPTIONAL ADDITIONAL SERVICES
3.4.1 Providing detailed quantity surveys or inventories of material and equipment.
3.4.2 Providing analyses of owning and operating costs,
3.4.3 Providing interior design and other similar services required for or in connection with the
selection, procurement or installation of furniture, furnishings and related equipment.
3.4.4 Providing assistance in the utilization of equipment or systems such as testing, adjusting
and balancing, preparation of operation and maintenance manuals, training personnel for operation
and maintenance, and consultation during operation,
3.4.5 Providing planning surveys, site evaluations or comparative studies of prospective sites.
3.4.6 Providing special surveys or environmental studies required for approvals of governmental
authorities or others having jurisdiction over the project.
3.4.7 Providing service relative to future facilities, systems and equipment.
3.4.8 Providing detailed estimates of the construction cost (an item by item enumeration and
analysis of all the costs that go to make up the Architect/Engineer's final estimate described In
paragraph 5.1).
3.4.9 Making investigations, inventories of materials or equipment, or valuations and detailed
appraisals of existing facilities.
3.4.10 Providing services of consultants for other than architectural/engineering, civil, structural,
mechanical and electrical engineering portions of the Project provided as a part of Basic Services,
3.4.11 Providing any other services not otherwise included in this Agreement or not customarily
furnished in accordance with generally accepted architectural/engineering practice.
3.4.12 Providing assistance with public agencies requiring formal review of project and preparation
of documents, reports, studies, renderings, models, payment of fees, applications and other
material necessary to seek such approval.
3.4.13 Providing representation before public bodies in conjunction with approval of project, upon
approval by owner.
3.5 CONTINGENT ADDITIONAL SERVICES
3.5.1 Making revisions in Drawings, Specifications or other documents when such revisions are:
a, Inconsistent with approvals or instructions previously given by the Owner, including
revisions made necessary by adjustments in the Owner's program or Project
budget;
b, Required by the enactment or revision of codes, laws or regulations subsequent to
the preparation of such documents and not reasonably anticipated; or
c. Due to changes required as a result of the Owner's failure to render decisions in a
timely manner.
13
3.5.2 Providing services required because of significant changes in the Project including, but not
limited to, size, quality, complexity, the Owner's schedule, or the method of bidding or negotiating
and contracting for construction,
3.5.3 Providing consultation concerning replacement of work damaged by fire or other cause
during construction, and furnishing services required in connection with the replacement of such
work,
3.5.4 Providing services in connection with public hearings,
ARTICLE IV
OWNER'S RESPONSIBILITIES
4.1 The Owner shall establish and update an overall budget for the Project based on
consultation with the Construction Manager and the Architect/Engineer, which shall include the
Construction Cost, the Owner's other costs and reasonable contingencies related to all of these
costs.
4.2 The Owner shall designate the Construction Manager to act on the Owner's behalf with
respects to the Project. The Owner or Construction Manager shall render decisions in a timely
manner pertaining to documents submitted by the Architect/Engineer in order to avoid
unreasonable delay in the orderly and sequential progress of the Architect/Engineer's services,
4.3 The Owner shall furnish surveys describing physical characteristics, legal limitations and
utility locations for the site of the Project, and a written legal description of the site, The surveys
and legal information shall include, as applicable, grades and lines of streets, alleys, pavements,
and adjoining property and structures; adjacent drainage; rights-of-way; restrictions, easements,
encroachments, zoning, deed restrictions, boundaries and contours of the site; locations,
dimensions and necessary data pertaining to existing buildings, other improvements and trees; and
information concerning available utility services and lines, both public and private, above and
below grade, including inverts and depths. All the information on the survey shall be referenced to
a Project benchmark,
4.4 The Owner shall furnish the geotechnical tests when requested by the Architect/Engineer.
Such tests may include, but not limited to, test borings, test pits, determinations of soil bearing
values, percolation tests, evaluations of hazardous materials, and ground corrosion and resistively
tests, including necessary operations for anticipating subsoil conditions, with reports and
appropriate professional recommendations.
4.5 The Owner shall furnish all legal, accounting and insurance counseling services as may be
necessary at any time for the Project, including auditing services the Owner may require to verify
the Contractor's Application for Payment or to ascertain how or for what purposes the Contractor
has used the money paid by or on behalf of the owner,
4.6 The services, information, surveys and reports shall be furnished at the Owner's expense,
and the Architect/Engineer shall be entitled to rely upon the accuracy and completeness thereof.
4.7 Prompt written notice shall be given by the Owner and Construction Manager to the
Architect/Engineer if they become aware of any fault or defect in the Project or non-conformance
with the Contract Documents.
4.8 The proposed language of certificate or certificates requested of the Architect/Engineer or
Architect/Engineer's consultants shall be submitted to the Owner for review and approval at least
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14 days prior to execution. The Owner shall not request certifications that would require
knowledge or services beyond the scope of this Agreement.
4.9 The Owner shall furnish the required information and services and shall render approvals
and decisions as expeditiously as necessary for the orderly progress of the Architect/Engineer's
services and work of the contractors.
4.10 The Owner shall furnish the Architect/Engineer copies of written communications,
4.11 The Owner's review of any documents prepared by the Architect/Engineer or its consultants
shall solely for the purpose of determining whether such documents are generally consistent with
the Owner's criteria, as and if, modified. No review of such documents shall relieve the
Architect/Engineer of responsibility for the accuracy, adequacy, fitness, suitability or coordination of
its work product.
4.12 The Owner shall furnish structural, mechanical, chemical, air and water pollution tests, tests
for hazardous materials, and other laboratory and environmental tests, inspections and reports
required by law or the Contract Documents.
ARTICLE V
CONSTRUCTION COST
5.1 Contemporaneously with the submission of the Design of Construction, the
Architect/Engineer shall submit to the Owner in writing its final estimate of the contractor's
anticipated price for constructing the Project. Once submitted, the final anticipated price estimate
shall be adjusted by the Architect/Engineer to reflect any increase or decrease in anticipated price
resulting from the change in Design for Construction.
5.2 The Construction Cost shall be the total estimated cost to the Owner of all elements of the
project designed or specified by the Architect/Engineer.
5.3 The Construction Cost shall include the cost at current market rates of labor and materials
furnished by the Owner and equipment designed, specified, selected or specially provided for by
the Architect/Engineer, plus a reasonable allowance for the Contractor's overhead and profit.
5.4 Construction cost does not include the compensation of the Architect/Engineer and the
Architect/Engineer's consultants, the costs of land, rights-of-way, financing or other costs which are
the responsibility of the Owner,
ARTICLE VI
6.1 INDEMNIFICATION AND HOLD HARMLESS
6.1.1 The Architect/Engineer convenants and agrees to indemnify and hold harmless Monroe
County and Monroe County Board of County Commissioners from any and all claims for bodily
injury (including death), personal injury, and property damage (including property owned by
Monroe County) and any other losses, damages, and expenses (including reasonable attorney's
fees) which arise out of, the negligence, errors, or other wrongful act or omission of the
Architect/Engineer in any tier, their employees, or agents, The first ten dollars ($10,00) of
remuneration paid to the Architect/Engineer is for the indemnification provided for above, The
extent of liability is in no way limited to, reduced, or lessened by the insurance requirements
contained elsewhere within this agreement. Should any claims be asserted against the Owner by
virtue of any deficiency or ambiguity in the plans and specifications provided by the
Architect/Engineer, the Architect/Engineer agrees that he shall hold the Owner harmless and shall
indemnify him from all losses occurring thereby.
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ARTICLE VII
7.1 PERSONNEL
7.1.1 The Architect/Engineer shall assign only qualified personnel to perform any service
concerning the project At the time of execution of this contract, the parties anticipate that the
following named individuals will perform those functions as indicated:
NAME
FUNCTION
Robert G. Currie, AlA
Jose N. Aquila, AlA
Jess M. Sowards, AlA
Architect
Project Manaqer
Senior Architect
So long as the individuals named above remain actively employed or retained by the
Architect/Engineer, they shall perform the functions indicated next to their names,
ARTICLE VIII
8.1 PAYMENTS
8.1.1 For its assumption and performances of the duties, obligations and responsibilities set forth
herein, the Architect/Engineer shall be paid monthly, in accordance with the following schedule:
(A) The Architectural/Engineering fee shall be based on the following criteria:
1.
2.
3,
4.
5.
Schematic Design
Design Development Phase
Construction Documents Phase
Bidding or Negotiation Phase:
Construction Phase
15 percent
30 percent
30 percent
5 percent
20 percent
An estimated construction cost of $8.2 million ($8,200,000,) and a fee percentage of 9% (nine
percent) shall be used to calculate the architectural/engineering fee. Once a Guaranteed
Maximum Price has been approved by the Owner, a numerical fee based on the above mutually
agreed percentage will be established.
A final adjustment will be made when construction is complete.
(B) For the performance of the optional additional services and contingent additional
services described in Article III of this contract, provided same are first authorized in writing
by the Owner, the Architect/Engineer shall be paid hourly at the rates identified in Exhibit B,
or as negotiated.
(C) If the Architect/Engineer's duties, obligations and responsibilities are materially
changed through no fault of the Architect/Engineer after execution of this contract,
compensation due to the Architect/Engineer shall be equitably adjusted, either upward or
downward;
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(D) As a condition precedent for any payment due under this contract, the
Architect/Engineer shall submit monthly, unless otherwise agreed in writing by the
Owner, an invoice to the Owner requesting payment for services properly rendered and
reimbursable expenses due hereunder. The Architect/Engineer's invoice shall describe
with reasonable particularity the service rendered, The Architect/Engineer's invoice shall
be accompanied by such documentation or data in support of expenses for which
payment is sought at the Owner may require.
8.2 REIMBURSABLE EXPENSES
8.2.1 Reimbursable expenses include expenses pre-approved and incurred by the
Architect/Engineer in the interest of the project:
a. Expense of transportation submitted by Architect/Engineer, in writing, and living
expenses in connection with out-of-county travel authorized by the Owner, in writing,
but only to the extent and in the amounts authorized by Section 112.061, Florida
Statutes;
b. Fees paid for securing approval of authorities having jurisdiction over the project;
c. Reproductions as requested only by the Owner (beyond 8 signed and sealed full
size sets, plus one full size reproducible set, and one 11 x 17 reproducible set);
d. Postage and handling of Drawings and Specifications;
e. Renderings and Models requested by the Owner.
ARTICLE IX
9.1 APPLICABLE LAW
9.1.1 This contract is governed by the laws of the State of Florida. Venue for any litigation arising
under this contract must be in Monroe County, Florida,
ARTICLE X
10.1 OWNERSHIP OF THE PRELIMINARY DESIGN AND THE DESIGN FOR
CONSTRUCTION
10.1 The Drawings, Specifications and other documents prepared by the Architect/Engineer for
this project are instruments of the Architect/Engineer's service for use solely with respect to this
project, and the Architect/Engineer shall be deemed the author of these documents and
shall retain all common law, statutory and other reserved rights, including reproducible copies, of
the Architect/Engineer's Drawings, Specifications and other documents shall not be used by the
Owner or others on other projects, or for completion of this project by others, unless the
Architect/Engineer is adjudged to be in default under this Agreement, except by agreement in
writing and with appropriate compensation to the Architect/Engineer.
10.1.2 Submission or distribution of documents to meet official regulatory requirements or for
similar purposes in connection with the project is not to be construed as publication in derogation
of the Architect/Engineer's reserved rights.
10.1.3 The As-Built drawings and specifications may be furnished by the contractor to the Owner
in electronic format in addition to the original As-Built documents.
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10.1.4 The Owner may utilize the construction documents, As-Built documents, etc. as required for
reference on any necessary future work on the site.
ARTICLE XI
11.1 SUCCESSORS AND ASSIGNS
11.1.1 The Architect/Engineer shall not assign its right hereunder, excepting its right to payment,
nor shall it delegate any of its duties hereunder without the written consent of the Owner, Subject
to the provisions of the immediately preceding representatives to the other and to the successors,
assigns and legal representatives of such other party.
ARTICLE XII
12.1 NO THIRD PARTY BENEFICIARIES
12.1.1 Nothing contained herein shall create any relationship, contractual or otherwise, with or any
rights in favor of, any third party.
ARTICLE XIII
13.1 INSURANCE
13.1.1 The Architect/Engineer shall obtain insurance as specified in the attached Exhibit A and
maintain the required insurance at all times this contract is in effect. Errors and Omissions
Insurance shall also be maintained for a period of two years after final completion of the project. In
the event the completion of the project (to include the work of others) is delayed or suspended as a
result of the Architect/Engineer's failure to purchase or maintain the required insurance, the
Architect/Engineer shall indemnify the County from any and all increased expenses resulting from
such delay.
13.1.2 The coverage provided herein shall contain an endorsement providing sixty (60) days
notice to the Owner prior to any cancellation of said coverage. Said coverage shall be written by an
insurer acceptable to the Owner and shall be in a form acceptable to the Owner.
ARTICLE XIV
TERMINATION
14.1 Either party hereto may terminate this contract upon giving seven (7) days written notice to
the other in the event that such other party substantially fails to perform its material obligations set
forth herein. Termination expenses shall include all expenses till date of termination and any
additional services required in order to stop performance of services, subject to audit for
verification.
14.1.1 Monroe County's performance and obligation to pay under this contract is contingent upon
an annual appropriation by the Board of County Commissioners and the approval of the Board
members at the time of contract initiation and its duration.
] 8
ARTICLE XV
ENTIRE AGREEMENT
15.1 This contract constitutes of the form of agreement (Articles I-XV), the exhibits that are
attached and made a part of the contract, and the documents referred to in the form of agreement
as a part of this contract. In the event any conflict between any of those contract documents, the
one imposing the greater burden on the Architect/Engineer will control.
15.2 A person or affiliate who has been place on the convicted vendor list following a conviction
for public entity crime may not submit a bid on contract to provide any goods or services to a public
entity, may not submit a bid on a contract with a public entity for the property to public entity, may
not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a
contract with any public entity, and may not transact business with any public entity in excess of
the threshold amount provided in Section 287,017 of the Florida Statutes, for CATEGORY TWO for
a period of 36 months from the date of being placed on the convicted vendor list.
ARTICLE XVI
Added Requirements
16.1 The following items are part of this contract:
a) Architect/Engineer shall maintain all books, records, and documents directly
pertinent to performance under this Agreement in accordance with generally accepted accounting
principles consistently applied. Each party to this Agreement or their authorized representatives
shall have reasonable and timely access to such records of each other party to this Agreement for
public records purposes during the term of the Agreement and for four years following the
termination of this Agreement. If an auditor employed by the County or Clerk determines that
monies paid to Architect/Engineer pursuant to this Agreement were spent for purposes not
authorized by this Agreement, the Architect/Engineer shall repay the monies together with interest
calculated pursuant to Sec. 55.03, FS, running from the date the monies were paid to County,
b) Governing Law, Venue, Interpretation, Costs, and Fees: This Agreement shall be
governed by and construed in accordance with the laws of the State of Florida applicable to
contracts made and to be performed entirely in the State. In the event that any cause of action or
administrative proceeding is instituted for the enforcement or interpretation of this Agreement, the
County and Architect/Engineer agree that venue will lie in the appropriate court or before the
appropriate administrative body in Monroe County, Florida, The Parties waive their rights to a trial
by jury, The County and Architect/Engineer agree that, in the event of conflicting interpretations of
the terms or a term of this Agreement by or between any of them the issue shall be submitted to
mediation prior to the institution of any other administrative or legal proceeding.
c) Severability. If any term, covenant, condition or provision of this Agreement (or the
application thereof to any circumstance or person) shall be declared invalid or unenforceable to
any extent by a court of competent jurisdiction, the remaining terms, covenants, conditions and
provisions of this Agreement, shall not be affected thereby; and each remaining term, covenant,
condition and provision of this Agreement shall be valid and shall be enforceable to the fullest
extent permitted by law unless the enforcement of the remaining terms, covenants, conditions and
provisions of this Agreement would prevent the accomplishment of the original intent of this
Agreement. The County and Architect/Engineer agree to reform the Agreement to replace any
stricken provision with a valid provision that comes as close as possible to the intent of the stricken
provision.
d) Attorney's Fees and Costs The County and Architect/Engineer agree that in the
event any cause of action or administrative proceeding is initiated or defended by any party relative
to the enforcement or interpretation of this Agreement, the prevailing party shall be entitled to
19
reasonable attorney's fees, court costs, investigative, and out-of-pocket expenses, as an award
against the non-prevailing party, and shall include reasonable attorney's fees, courts costs,
investigative, and out-of-pocket expenses in appellate proceedings. Mediation proceedings
initiated and conducted pursuant to this Agreement shall be in accordance with the Florida Rules of
Civil Procedure and usual and customary procedures required by the circuit court of Monroe
County.
e) Binding Effect. The terms, covenants, conditions, and provisions of this Agreement
shall bind and inure to the benefit of the County and ArchitecVEngineer and their respective legal
representatives, successors, and assigns.
f) Authority. Each party represents and warrants to the other that the execution,
delivery and performance of this Agreement have been duly authorized by all necessary County
and corporate action, as required by law.
g) Claims for Federal or State Aid. ArchitecVEngineer and County agree that each
shall be, and is, empowered to apply for, seek, and obtain federal and state funds to further the
purpose of this Agreement; provided that all applications, requests, grant proposals, and funding
solicitations shall be approved by each party prior to submission.
h) Adjudication of Disputes or Disagreements. County and Architect/Engineer agree
that all disputes and disagreements shall be attempted to be resolved by meet and confer sessions
between representatives of each of the parties. If no resolution can be agreed upon within 30 days
after the first meet and confer session, the issue or issues shall be discussed at a public
meeting of the Board of County Commissioners, If the issue or issues are still not resolved to the
satisfaction of the parties, then any party shall have the right to seek such relief or remedy as may
be provided by this Agreement or by Florida law.
i) Cooperation, In the event any administrative or legal proceeding is instituted
against either party relating to the formation, execution, performance, or breach of this Agreement,
County and ArchtecVEngineer agree to participate, to the extent required by the other party, in all
proceedings, hearings, processes, meetings, and other activities related to the substance of this
Agreement or provision of the services under this Agreement. County and ArchtecVEngineer
specifically agree that no party to this Agreement shall be required to enter into any arbitration
proceedings related to this Agreement.
j) Nondiscrimination, Architect/Engineer and County agree that there will be no
discrimination against any person, and it is expressly understood that upon a determination by a
court of competent jurisdiction that discrimination has occurred, this Agreement automatically
terminates without any further action on the part of any party, effective the date of the court order.
ArchitecVEngineer or County agree to comply with all Federal and Florida statutes, and all local
ordinances, as applicable, relating to nondiscrimination, These include but are not limited to: 1)
Title VI of the Civil Rights Act of 1964 (PL 88-352) which prohibits discrimination on the basis of
race, color or national origin; 2) Title IX of the Education Amendment of 1972, as amended (20
USC ss. 1681-1683, and 1685-1686), which prohibits discrimination on the basis of sex; 3) Section
504 of the Rehabilitation Act of 1973, as amended (20 USC s. 794), which prohibits discrimination
on the basis of handicaps; 4) The Age Discrimination Act of 1975, as amended (42 use ss, 6101-
6107) which prohibits discrimination on the basis of age; 5) The Drug Abuse Office and Treatment
Act of 1972 (PL 92-255), as amended, relating to nondiscrimination on the basis of drug abuse; 6)
The Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act
of 1970 (PL 91-616), as amended, relating to nondiscrimination on the basis of alcohol abuse or
alcoholism; 7) The Public Health Service Act of 1912, ss, 523 and 527 (42 USC ss, 690dd-3 and
290ee-3), as amended, relating to confidentiality of alcohol and drug abuse patent records; 8) Title
VIII of the Civil Rights Act of 1968 (42 USC s, et seq.), as amended, relating to nondiscrimination in
the sale, rental or financing of housing; 9) The Americans with Disabilities Act of 1990 (42 USC s,
1201 Note), as maybe amended from time to time, relating to nondiscrimination on the basis of
disability; 10) Monroe County Code Chapter 13, Article VI, which prohibits discrimination on the
basis of race, color, sex, religion, national origin, ancestry, sexual orientation, gender identity or
expression, familial status or age; 11) Any other nondiscrimination provisions in any Federal or
state statutes which may apply to the parties to, or the subject matter of, this Agreement.
20
k) Covenant of No Interest Architect/Engineer and County covenant that neither
presently has any interest, and shall not acquire any interest, which would conflict in any manner or
degree with its performance under this Agreement, and that only interest of each is to perform and
receive benefits as recited in this Agreement
I) Code of Ethics, County agrees that officers and employees of the County recognize
and will be required to comply with the standards of conduct for public officers and employees as
delineated in Section 112,313, Florida Statutes, regarding, but not limited to, solicitation or
acceptance of gifts; doing business with one's agency; unauthorized compensation; misuse of
public position, conflicting employment or contractual relationship; and disclosure or use of certain
information.
m) No Solicitation/Payment The Architect/Engineer and County warrant that, in
respect to itself, it has neither employed nor retained any company or person, other than a bona
fide employee working solely for it, to solicit or secure this Agreement and that it has not paid or
agreed to pay any person, company, corporation, individual, or firm, other than a bona fide
employee working solely for it, any fee, commission, percentage, gift, or other consideration
contingent upon or resulting from the award or making of this Agreement For the breach or
violation of the provision, the Architect/Engineer agrees that the County shall have the right to
terminate this Agreement without liability and, at its discretion, to offset from monies owed, or
otherwise recover, the full amount of such fee, commission, percentage, gift, or consideration.
n) Public Access. The Architect/Engineer and County shall allow and permit
reasonable access to, and inspection of, all documents, papers, letters or other materials in its
possession or under its control subject to the provisions of Chapter 119, Florida Statutes, and
made or received by the Architect/Engineer and County in conjunction with this Agreement; and
the Architect/Engineer shall have the right to unilaterally cancel this Agreement upon violation of
this provision by County.
0) Non-Waiver of Immunity. Notwithstanding he provisions of Sec. 286,28, Florida
Statutes, the participation of the Architect/Engineer and the County in this Agreement and the
acquisition of any commercial liability insurance coverage, self-insurance coverage, or local
government liability insurance pool coverage shall not be deemed a waiver of immunity to the
extent of liability coverage, nor shall any contract entered into by the County be required to contain
any provision for waiver.
p) Privileges and Immunities. All of the privileges and immunities from liability,
exemptions from laws, ordinances, and rules and pensions and relief, disability, workers'
compensation, and other benefits which apply to the activity of officers, agents, or employees of
any public agents or employees of the County, when performing their respective functions under
this Agreement within the territorial limits of the County shall apply to the same degree and extent
to the performance of such functions and duties of such officers, agents, volunteers, or employees
outside the territorial limits of the County.
q) Legal Obligations and Responsibilities: Non-Delegation of Constitutional or
Statutory Duties. This Agreement is not intended to, nor shall it be construed as, relieving any
participating entity from any obligation or responsibility imposed upon the entity by law except to
the extent of actual and timely performance thereof by any participating entity, in which case the
performance may be offered in satisfaction of the obligation or responsibility. Further, this
Agreement is not intended to, nor shall it be construed as, authorizing the delegation of the
constitutional or statutory duties of the County, except to the extent permitted by the Florida
constitution, state statute, and case law.
r) Non-Reliance by Non-Parties. No person or entity shall be entitled to rely upon the
terms, or any of them, of this Agreement to enforce or attempt to enforce any third-party claim or
entitlement to or benefit of any service or program contemplated hereunder, and the
Architect/Engineer and the County agree that neither the Architect/Engineer nor the Connty or any
agent, officer, or employee of either shall have the authority to inform, counsel, or otherwise
indicate that any particular individual or group of individuals, entity or entities, have entitlements or
21
benefits under this Agreement separate and apart, inferior to, or superior to the community in
general or for the purposes contemplated in this Agreement.
s) Attestations. Architect/Engineer agrees to execute such documents as the County
may reasonably require, to include a Public Entity Crime Statement, an Ethics Statement, and a
Drug-Free Workplace Statement.
t) No Personal Liability. No covenant or agreement contained herein shall be deemed
to be a covenant or agreement of any member, officer, agent or employee of Monroe County in his
or her individual capacity, and no member, officer, agent or employee of Monroe County shall be
liable personally on this Agreement or be subject to any personal liability or accountability by
reason of the execution of this Agreement.
u) Execution in Counterparts. This Agreement may be executed in any number of
counterparts, each of which shall be regarded as an original, all of which taken together shall
constitute one and the same instrument and any of the parties hereto may execute this Agreement
by singing any such counterpart,
v) Section Headings. Section headings have been inserted in this Agreement as a
matter of convenience of reference only, and it is agreed that such section headings are not a part
of this Agreement and will not be used in the interpretation of any provision of this Agreement.
ARTICLE XVII
Certificate of Merit
17.1 The Client shall make no claim for professional negligence, either directly or by way of a
cross complaint against the Architect unless the Client has first provided the Architect with a written
certification executed by an independent architect currently practicing in the same discipline as the
Architect in the State of Florida. This certification shall: a) contain the name and licence number of
the certifier; b) specify the acts or omissions that the certifier contends are not in conformance with
the standard of care for an architect performing professional services under similar circumstances;
and c) state in detail the basis for the certifier's opinion that such acts or omissions do not conform
to the standard of care, This certificate shall be provided to the Architect not less than thirty (30)
calendar days prior to the presentation of any claim or the institution of any arbitration, mediation,
or judicial proceeding. This Certificate of Merit clause will take precedence over any non-
conflictingstate law in force at the time of the claim or demand for mediation or proceeding.
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IN WITNESS WHEREOF, each party has caused this Agreement to be executed by its duly
authorized representative this day of
(SEAL)
Attest: DANNY L. KOLHAGE, Clerk
BOARD OF COUNTY COMMISSIONERS'
OF MONROE COUNTY, FLORIDA
By:
By::
Deputy Clerk
Mayor/Chairman
Date:
(Seal)
C'.C". '^<.~~
Attest:
BY:
By:
Title:
Title:
END OF AGREEMENT
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