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Item C16BOARD OF COUNTY COMMISSIONERS AGENDA M SUABL4,RY Meeting Date: December 12 2012 Division: Public worksffin germ Bulk Item: Yes K No Department: Project Mara ement Staff Contact Person/Phone #:Terry Barnett AGENDA ITEM WORDING: Approval of a contract with NB3IIK2M Architecture, Inc for the Development of Monroe County Space PlammnglFacilities Assessment Report. ITEM BACKGROUND: On July 31, 2012, Requests for Qu cations were received for the Development of the Monroe County Space Planmng/Facilities Assessment. A public meeting was held on September 6, 2012 by a Selection Committee, and MBIlK2M was selected as the best qualified Consultant to perform the Assessment. PREVIOUS RELEVANT BOCC ACTION. On June 20, 2012 the BOCC approved to advertise an RFQ for Professional Services for a Space Planning/Facilities Assessment Report to assess areas for consolidation to improve the efficiency of the County. On September 21, 2012:the BOCC approved to negotiate a contract with the number one ranked firm, MBIIK2M Architecture Inc. CONTRACTIAGREEII►IENTCHANGES: NIA STAFF RECO NDATIONS: Approval as stated above. TOTAL COST: L200,565 + Reimbursable INDIRECT COST: BUDGETED: Yes X No DIFFERENTIAL OF LOCAL PREFERENCE: NIA COST TO COUNTY: $200,565 + Reimbursables SOURCE OF S: Ad Valorem REVENUE PRODUCING: Yes No X OUNT PER MONTH Year Ott, APPROVED BY: County Atty OMB/Pu asing Risk Management r C DO NTATION: Included Not Require DISPOSITION: _ AGENDA ITEM # Revised 7/09 Cow "Coubract Y Date: nra#ion Date: 11J1?112 Contract PwTossWesciriptiaw To a aritiesAssemmem Report to asp areas for Conrad Managez; Ann Riger X4439 Project - -Mgmt/Stop #i (Now) (E)dL) (DqmtmenM* #) for BOCG meeEi� on 12/12JI2 AgeWa De- adline:11127/12 CONTRACT COSTS Total DoHw Value of Conbuk $ LOO,2565 + Cummt Yew'PUSIMML $ 20%565 Yeses No A=ount Codem 0012-� - .$ .. AD17MO AL COSTS I&Wmiftd Coster $ Fw-. _ is vakoe *aver ftInsinjensumIddhimdi I } Dft Mt DMdon Dkedw Yeso YeC Ij Mmm NOEA V. Ncer [VAA Daft In viewer .i 0312 2LI 1--YaD NoM P64w� v CULMIY YND NoZ3eo/ 00� i Co If111 :ill: AGREEMENT FOR CONSULTING SERVICES for THE DEVELOPMENT OF MONROE COUNTY SPACE PLANNING/FACILITIES ASSESSMENT REPORT This Agreement ("Agreement") made and entered into this 12th day of December 2012, by and between Monroe County, a political subdivision of the State of Florida, whose address is 1100 Simonton Street, Key West, Florida, 33040, its successors and assigns, hereinafter referred to as "County," through the Monroe County Board of County Commissioners (AgBoccll), I BMVK2M Architecture, Inc. (the "Consultant") a corporation of the State of Florida, whose address is 1001 Whitehead Street, Ivey West, FL 33040 its successors and assigns, hereinafter referred to as "Consultant", WlTNESSETH: WHEREAS, County desires to employ the professional services of Consultant for The Development of the Space Planning/Facilities Assessment Report for all Monroe County Facilities, Sites, Parks, and Beaches. Monroe County seeks a review of its existing facilities, how they are utilized and what, if any, consolidations or rearrangements might improve delivery of County services and reduce long term costs. The goal is to determine potential areas for consolidation to improve the efficiency, both cost and personnel, of the county. The product of the work will be a report outlining a 5 year capital improvements plan, and a long term 25 year strategy for facility planning. The Report shall include a proposed list of facilities that should be retained, repurposed, consolidated, or surplused.with projected costs or revenues incurred by the implementation of such recommendations; and WHEREAS, Consultant has agreed to provide professional services which shall include determining the highest and best use of existing County owned properties, cost savings to the County, and the benefits of increased convenience of services to the customers of Monroe County; NOW, THEREFORE, in consideration of the mutual promises, covenants and agreements stated herein, and for other good and valuable consideration, the sufficiency of which is hereby acknowledged, County and Consultant agree as follows: ARTICLE 1 7.7 REPRESENTATIONS The Development of Monroe County Space Planning/Facilities Assessment Report Page 1 By executing this Agreement, Consultant makes the following express representations to the County: 1.1.1 The Consultant is professionally qualified to act as the Consultant for the Project and is licensed to provide the designated services by the State of Florida having jurisdiction over the Consultant and the Project; 1.1.2 The Consultant shall maintain necessary licenses, permits or other authorizations necessary to act as Consultant for the Project until the Consultant's duties hereunder have been fully satisfied; 1.1.3 The Consultant has become familiar with the Project sites and the local conditions under which the work is to be completed. 1.1.4 The CONSULTANT shall provide the professional services as set forth in this Agreement consistent with the professional skill and care ordinarily provided by architects practicing in the same or similar locality under the same or similar circumstances. The CONSULTANT shall perform its services as expeditiously as is consistent with such professional skill and care and the orderly progress of the Project. 1.1.E The Consultant assumes responsibility to the extent allowed by law with regards to his performance and those directly under his employ. 1.1.6 The Consultant's services shall be performed as expeditiously as is consistent with professional skill and care and the orderly progress of the Project. The Consultant shall submit, for the County's and its representative's information, a schedule for the performance of the Consultant's services which may be adjusted as the Project proceeds if approved by the County, and shall include allowances for periods of time required for the County's review, and for approval of submission by authorities having jurisdiction over the Project. Time limits established by this schedule and approved by the County may not be exceeded by the Consultant except for delay caused by events not within the control of the Consultant or foreseeable by him. 1.1.7 Consultant is an independent contractor under this Agreement. Services provided by Consultant shall be subject to the supervision of Consultant. In providing the services, Consultant and its agents shall not be acting and shall not be deemed as acting as officers, employees, or agents of the County, nor shall they accrue any of the rights or benefits of a County employee. ARTICLE II CONSULTANT'S BASIC SERVICE 2.1 DEFINITION ConsuItant's Basic Services consist of those described below and other services identified as part of Basic Services, and include normal consulting services to develop The Monroe County Space Planning/Facilities Assessment Report, and to complete the Project. The Consultant shall commence work on the services provided for in this Agreement promptly upon his receipt of a written notice to proceed from the County. The Development of Monroe County Space Planning/Facilities Assessment Report Page 2 2.2 BASIC SERVICES INCLUDED Task 7 -- Inventory and Analysis Properties Data collection to include: • Analysis of lease agreements including years remaining and cost per square foot ■ Items the County is responsible for in each lease agreement • Collection of utility bills with average annual cost • Description of services provided to the public ■ Address and location ■ Number of employees at each facility, divided into each service provided (type, FTE, PT, count, function) ■ Adjacencies of services ■ General physical condition review to determine if immediate relocation is required, including health and safety of occupants and ability to deliver services to the Public • Photographic inventory Deliverables: • Compile data into spreadsheet, grouping the [eased facilities geographically (upper, middle, and lower keys) • Total costs of operation of each facility The fee for Task I shall be Twenty -Five Thousand Two Hundred Dollars and 00/ 100 ($25,200.00), and shall be billed monthly ending the last day of each month. Invoicing shall be on a percentage of work completed basis. Task Z — Inventory and Analysis — County owned Properties Data collection to include: ■ Developable and developed properties ■ Analysis of occupied and unoccupied square feet per facility • Collection of utility bills with average annual cost • Description of services provided to the public • Statistics to include construction date, number of floors, narrative description of use, major renovation date(s) and description(s) • Address and location ■ Number of employees at each facility, divided into each service provided (type, FTE, PT, count, function) • Adjacencies of services/adjacent properties • General physical condition review (rapid visual assessment) of nine (9) major systems with a rating system (1-5) and life expectancy of each. Nine (9) systems to include Site, Building Envelope, Structure, MEP Systems, Security, Fire Protection, Vertical Circulation, Signage and Interior Finishes • FEMA flood zone designation • Finished floor elevations utilizing existing surveys, elevation certificates, or other available data to determine. Surveying is NOT included ■ Photographic inventory Deliverables: The Development of Monroe County Space Planning/Facilities Assessment Report Page 3 • compile data into spreadsheet, grouping the County owned facilities geographically (upper, middle, and lower keys) • Total costs of operation of each facility The fee for Task 2 shall be Seventy -One Thousand one Hundred and Twenty Dollars and 00/1 DD ($71,120.00), and shall be billed monthly ending the last day of each month. Invoicing shall be on a percentage of work completed basis. Task 3 — Data An sis Analysis to include: * Department survey instrument with one on one meetings with director/department heads of County Services and Constitutional Services to identify: (Survey to be a pre -determined list of questions, prepared and administered by ' the Consultant, to aid in recommendations.) Location issues Critical adjacencies and interactions between service + Understanding historic trends and key growth factors ♦ Need for and feasibility of satellite versus centralized operations Future plans • Applicable industry, state, and/or local space standards will be reviewed and used as a benchmark to assess current office, equipment, and parking space utilization. Attention will be given to the potential space impact of new technology enhancements and the provision of automated services. Based on public and private practice and the Consultant's professional planning experience, recommended space standards for administrative office, support space, public areas and circulation, equipment and storage unit sizes, and parking will be provided. * Identify the County's statutory requirements for Constitutionals Deliverables: • Forecast of future personnel requirements for each staff -driven department over a b year period. The projections will quantify changes in personnel in five-year increments through the planning horizon. The personnel projections will consider official County population forecasts, historic trends, and agency -specific workload factors. Recommended projections will be reviewed with the County Project Committee and each department head to assure reasonableness and acceptability prior to preparation of space needs projections. For departments that are not staff -driven, the Team will identify the impacting growth factor and project the unit need in five year increments through 2037. * Using the unit projection and recommended department space standard, the Team will calculate total square footage required for each department for 25 years. In addition, a calculation will be made to estimate the total building space needed. This calculation will allow the development of building footprint sizes and vertical stacking estimates and the testing of alternate development concepts. An Excel database. will be created to develop all personnel and space projections. The database will allow the Team to "plug" in variables, thus allowing the Team to understand the space impact from marginal increases and decreases in population, The Development of Monroe County Space Planning/Facilities Assessment Report Page 4 space standards, etc. The database allows for the extraction of data in various tabular and graphic formats. The Team will provide two (2) scenarios for the consolidation, relocation, and reconfiguration of space within existing County occupied (owned or leased) properties based upon projected need and the results from the facility inventory and facility assessment (Tasks 'I and 2) to identify highest and best use. The potential for both renovations/additions as well as the need for totally new buildings to meet the County's projected future space needs will be considered. Departmental location and service delivery options to residents in relation to projected County growth and land development trends will be considered. Narratives, tables, and figures will be used as appropriate to help illustrate each scenario evaluated. Preliminary order of magnitude project cost estimates will be prepared in .present value dollars for each scenario. The objective will be to develop consensus on the most effective and efficient means to deliver necessary services to the residents of the County in a fiscally responsible manner. Based on an analysis of the scenarios and considerations to be used by the County stakeholders and public, the Team will provide recommendations to the County. The final report outlining the Consultant's final recommendations for the consolidation of assets and services, and a 5 year capital improvements plan. All data included in the final report shall be quantified. The Consultant shall include narrative -and graphic information. The fee for Task 3 shall be One Hundred and Four Thousand Two Hundred and Forty -Five Dollars and 00/100 ($104,245.00). 20% of Task '3 billing, or $20,849.00, shall be held until the final report is received and accepted by the county. Billing shall be monthly ending the last day of each month. Invoicing shall be on a percentage of work completed basis. 2.3 SCHEDULE The Consultant shall submit a schedule of all deliverables for review and approval to the Director of Project Management, or his designee. The Consultant shall submit a preliminary report, quantifying the Consultant's recommendations for consolidation of County services by June 3, 2013, to the Director of Project Management, or his designee. 2.4 COMPLETION DATE Both parties acknowledge that the Project must be completed no later than August 16, 2013. Any extension of time must be approved by Amendment and approved by the Board of County Commissioners. 2.5 CORRECTION of ERRORS, OMISSIONS, DEFICIENCIES The Consultant shall, without additional compensation, promptly correct any errors, omissions, deficiencies, or conflicts in the work product of the Consultant or -its subconsultants, or both. The Development of Monroe County Space Planning/Facilities Assessment Report Page 5 2.6 WRITTEN NOTICE Any notices sent by the parties shall be deemed to have been duly served if delivered in person to the individuals and addresses listed below, or if delivered' or sent by first class mail, certified, return receipt, or by courier with proof of delivery. All written correspondence to the County shall be dated and signed by an authorized representative of the Consultant. The correspondence shall be directed to: Director of Project Management Historic Oato Building 1100 Simonton Street, Room 2-216 Key West, Florida 33040 And: Roman Oastesi County Administrator 1100 Simonton Street, Room 2-205 Key vilest, Florida 33040 Notice to the Consultant shall be delivered to: Mbi / K2m Architecture, Inc. 1001 Whitehead Street Key Vilest, Florida 33040 ARTICLE III ADDITIONAL SERVICE 3.1 The services described in this Article III are not included in Basic Services. They shall be paid for by the Board of County Commissioners as an addition to the compensation paid for the Basic Services but only if approved by the Board of County Commissioners before commencement, and are as follows: A. Providing services of Consultant for other than the previously listed scope of the Project provided as a part of Basic Services and pursuant to written approval by Project Management. B. Providing representation before public bodies other than the Board of County Commissioners, County Division Directors, and/or County Department Heads, in connection with the Project, upon prior approval by Board of County Commissioners 3.2 If Additional Services are required, such as those listed above, the County shall issue a letter requesting and describing the requested services to the Consultant. Only after receiving an amendment to the Agreement and a notice to proceed from the County, shall the Consultant proceed with the Additional Services. FUNCTION Architecture/interior Design Principal HOURLY RATES $225.00 The Development of Monroe County Space Planning/Facilities Assessment Report Page 6 Director 175.00 Project Manager, Architect If 150.00 Senior Designer/Draftsman I 135.00 Project Coordinator/CA 125.00 Staff Designer/Draftsman II 97.50 Draftsman (II 80.00 Junior Designer 75.00 Administration 60.00 Engineering Principal $195.00 Director 165.00 Engineer III 135.00 Engineer II 105.00 Engineer I 90.00 Designer III 110.00 Designer Il 90,00 Designer I/CAD Operator 85.00 Clerical 60.00 Planning Managing Principal $275.00 Principal 250.00 Vice-President/Sr. Architect 225.00 Sr. Associate 175.00 Associate 150.00 Sr. Planner 125.00 Planner 100.00 Support 75.00 ARTICLE IV COUNTYS RESPONSIBILITIES 4.1 County shall provide most reliable data available to it including objectives, schedule, constraints and criteria. 4.2 county shall designate a representative to act on the County's behalf with respect to the Project. The county or its representative shall render decisions in a timely manner pertaining to documents submitted by the consultant in' order to avoid unreasonable delay in the orderly and sequential progress of the Consultant's services. 4.3 Prompt written notice shall be given by County through its representative to Consultant if County becomes aware of any fault or defect in the Project or non- conformance with the Agreement Documents. Written notice shall be deemed to have been duly served if sent pursuant to paragraph 2.6. 4.4 The County shall furnish the required information and services and shall render approvals and decisions as expeditiously as necessary for the orderly progress of the Consultant's services. 4.5 The County's review of any documents prepared by the Consultant or its subconsultants shall be solely for the purpose of determining whether such The Development of Monroe County Space Planning/Facilities Assessment Report Page 7 documents are generally consistent with the County's criteria, as, and if, modified. No review of such documents shall relieve the Consultant of responsibility for the accuracy, adequacy, fitness, suitability or coordination of its work product. 4.6 information requested by Consultant that may be.of assistance to the Consultant and to which the County has immediate access will be provided as requested. 4.7 The County shall establish and update an overall budget for the Project based on consultation with the Director of Project Management and the Consultant, which shall include remediation costs, other county costs, and reasonable contingencies related to all of these costs. ARTICLE V INDEMNIFICATION AND HOLD HARMLESS Notwithstanding any minimum insurance requirements prescribed elsewhere in this agreement, the CONSULTANT covenants and agrees that .it shall indemnify and hold the COUNTY and the COUNTY's elected and appointed officers and employees harmless from liabilities, damages, losses, 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 design professional. The first ten dollars ($10.00) of remuneration paid to the CONSULTANT 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. Insofar as the claims, actions, causes of action, litigation, proceedings, costs or expenses relate to events or circumstances that occur during the term of this Agreement, this section will survive the expiration of the term of this Agreement or any earlier termination of this Agreement. The first ten dollars ($10.0 0) of remuneration paid to the CONSULTANT 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. ARTICLE VI PERSONNEL 6.1 PERSONNEL The Development of Monroe County Space Planning/Facilities Assessment Report Page 8 The Consultant shall assign only qualified personnel to perform any service concerning the project. At the time of execution of this Agreement, the parties anticipate that the following named individuals will perform those functions as indicated: NAME FUNCTION Anthony Sarno Project Manager -Data Collection/Data Analysis/ Report Writing Scott C. Maloney Principal in Charge -Data Analysis/Quality Reviewer Aileen Garrido Architectural Intern -Data Collection/Report Writing Craig Pennington Project Coordinator -Data Collection/Report Writing Pinky Singh Project Coordinator -Data Collection/Report Writing Chloe Jaco Government and Justice Facilities Master Planning Bob Goble Government System &Facilities Master Planning Aaron Baggarly Government and Justice Facilities Master Planning Enrique Macia Government Facility Designer Chris Monsma Statistical Analysis &Forecast Modeling So long as the individuals named above remain actively employed or retained by the Consultant, they shall perform the functions indicated next to their names. if they are replaced Consultant shall notify County of the change immediately. ARTICLE VII COMPENSATION 7.1 CONTRACT SUM The County shall pay the Consultant for performance of this Agreement the sum of Two Hundred Thousand Five Hundred Sixty -Five Dollars and 00/100 ($200j565-00). 7.2 PAYMENTS 7.2.1 Unless otherwise provided for in paragraph 7.1 above, for its assumption and performances of the duties, obligations and responsibilities set forth herein, the Consultant shall be paid pursuant to the Florida Prompt Payment Act. (A) If the Consultant's duties, obligations and responsibilities are materially changed by amendment to this Agreement after execution of this Agreement, compensation due to the Consultant shall be equitably adjusted, either upward or downward. (B) As a condition precedent for any payment due under this Agreement, the Consultant shall submit monthly, unless otherwise agreed in writing by the County,, a proper invoice to County requesting payment for services properly rendered and reimbursable expenses due hereunder. The Consultant's invoice shall describe with reasonable particularity the service rendered. The Consultant's invoice shall be accompanied by such documentation or data 'in support of expenses for- which payment is sought as the County may require. The Development of Monroe County Space Planning/Facilities Assessment Report Page 9 (C) County will send a copy of the original invoice and accompanying documentation to the Clerk of Court for disbursement. Acceptability for payment by the Clerk is based on generally accepted accounting principles and such laws, rules and regulations as may govern the Clerk's disbursal of funds. 7.3 REIMBURSABLE EXPENSES a. Reimbursable expenses shall be paid when submitted by Consultant, in writing, but only to the extent and in the amounts authorized by Section 112.061, Florida Statutes, and/or Monroe County Code whichever is more restrictive. Out of the County travel shall be approved prior to travel expenses are incurred in writing by Project Management. Travel inside the county shall not be paid within ten (10) miles of the CONSULTANT's Key `Nest Office. All travel shall be scheduled and organized by the CONSULTANT to eliminate duplication of trips by personnel and of reimbursement expenses by personnel. b. Fees paid for securing approval of authorities having jurisdiction over the project. c. Postage of drawings and specifications except for those charges for postage between the Consultant's branch offices and between the Consultant and his consultants. d. Renderings and models requested by the County. e. Reimbursable Expenses shall not exceed Ten Thousand Four Hundred Dollars and 001100 ($10,400-00); additional reimbursable expenses may be approved by the Board of County Commissioners via contract amendment. 7.4 BUDGET 7.4.1 The Consultant may not be entitled to receive, and the County is not obligated to pay, any fees or expenses in excess of the amount budgeted for this contract in each fiscal year (October I - September 30) by County's Board of County Commissioners. The budgeted amount may only be modified by an affirmative act of the County's Board of County Commissioners. 7.4.2 The County's performance and obligation to pay under this Agreement 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. ARTICLE V111 INSURANCE 8.1 The Consultant shall obtain insurance as specified and maintain the required insurance at all times that this Agreement is in effect. Professional Liability Insurance shall also be maintained as specified. In the event the completion of the project (to include the work of others) is delayed or suspended as a result of the Consultants failure to purchase or maintain the required insurance, the Consultant shall indemnify the County from any and all increased expenses resulting from such delay. The Development of Monroe County Space Planning/Facilities Assessment Report Page 10 8.2 The coverage provided herein shall be provided by an insurer with an A.M. Best Rating of VI or better, that is licensed to do business in the State of Florida and that has an agent for service of process within the State of Florida. The insurance certificate shall contain an endorsement providing thirty (30) days notice to the County prior to any cancellation of said coverage. Said coverage shall be written by an insurer acceptable to the County and shall be in a form acceptable to the County. 8.3 Consultant shall obtain and maintain the following policies: A) workers' Compensation Prior to the commencement of work governed by this contract, the Consultant shall obtain Workers" Compensation Insurance with limits sufficient to respond to the applicable state statutes. In addition, the Consultant shall obtain Employers' Liability Insurance with limits of not less than: $500,000 Bodily Injury by Accident $500,000 Bodily Injury by Disease, policy limits $500,000 Bodily Injury by Disease, each employee Coverage shall be maintained throughout the entire term of the contract. Coverage shall be provided by a company or companies authorized to transact business in the state of Florida. If the Consultant has been approved by the Florida's Department of Labor, as an authorized self -insurer, the County shall recognize and honor the Consultant's status. The Consultant may be required to submit a Letter of Authorization issued by the Department of Labor and a Certificate of Insurance, providing details on the Consultant's Excess Insurance Program. If the Consultant participates in a self-insurance fund, a Certificate of Insurance will be required. In addition, the Consultant may be required to submit updated financial statements from the fund upon request from the County. B) General Liability Prior to the commencement of work governed by this contract, the Consultant shall obtain General Liability Insurance. Coverage shall be maintained throughout the life of the contract and include as a minimum: • Premises operation. • Products and Completed Operations ■ Blanket Contractual Liability ■ Personal Injury Liability • Expanded Definition of Property Damage The minimum limits acceptable shall be: $500,000 Combined Single Limit (CSL) If split limits are provided, the minimum limits acceptable shall be: $300,400 per Person $500,000 per Occurrence $200,000 Property Damage The Development of Monroe County Space Planning/Facilities Assessment Report Page 11 An occurrence Form policy is preferred. If coverage is provided on a Maims Made policy, its provisions should include coverage for claims filed on or after the effective date of this contract. In addition, the period for which claims may be reported should extend for a minimum' of twelve (12) months following the acceptance of work by the County. The Monroe County Board of County Commissioners shall be named as Additional Insured on all policies issued to satisfy the above requirements. C) Vehicle Liability Recognizing that the work governed by this contract requires the use of vehicles, the Consultant, prior to the commencement of work, shall obtain Vehicle Liability Insurance. Coverage shall be maintained throughout the life of the contract and include, as a minimum, liability coverage for: Owned, Non -owned, and Hired Vehicles The minimum limits acceptable shall be: $300,000 Combined Single Limit (CSL) If Split limits are provided, the minimum limits acceptable shall be: $200,000 per Person $300,000 per Occurrence $200,000 Property Damage The Monroe County Board of County Commissioners shall be named as Additional Insured on all policies issued to satisfy the above requirements. D) Professional Liability Recognizing that the work governed by this contract involves the furnishing of advice or services of a professional nature, the Consultant shall purchase and maintain, throughout the life of the contract, Professional Liability Insurance which will respond to damages resulting from any claim arising out of the performance of professional services or any error or omission of the Consultant arising out of work governed by this contract. The minimum limits of liability shall be: $500,000 per Cccurrencel$1,000,000 Aggregate B} Consultant shall require its subconsultants to be adequately insured at least to the limits prescribed above, and to any increased limits of Consultant if so required by County during the term of this Agreement. County will riot pay for increased limits of insurance for subconsultarits. F) Consultant shall provide to the County certificates of insurance or a copy of all insurance policies including those naming the County as an additional insured. The County does not require that it be named as additional insured on professional liability policies only. The County reserves the right to require a certified copy of such policies upon request. ARTICLE IX MISCELLANEOUS The Development of Monroe County Space Planning/Facilities Assessment Report Page 12 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. 9.2 OWNERSHIP OF THE PROJECT DOCUMENTS The documents prepared by the Consultant for this Project shall become the property of the County upon payment in whole and in part of sums due consultant and may be reproduced and copied without acknowledgement or permission of the Consultant. 9.3 SUCCESSORS AND ASSIGNS The Consultant shall not assign its right hereunder, except its right to payment, nor shall it delegate any of its duties hereunder without the written consent of the County. Subject to the provisions of the immediately preceding sentence, each party hereto binds itself, its successors, assigns and legal representatives to the other and to the successors, assigns and legal representatives of such other party. 9.4 NO THIRD PARTY BENEFICIARIES Nothing contained herein shall create any relationship, contractual or otherwise, with or any rights in favor of, any third party. 9.5 TERMINATION Either party hereto may terminate this Agreement 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. The County may terminate this Agreement without cause upon giving seven (7) days written notice to the Consultant. if the County utilizes this provision, the termination shall supersede any obligation under paragraph 9.15. Termination expenses shall be paid and shall include all expenses until date of termination and any additional services required in order to stop performance of services, subject to audit for verification. 9.5 CONTRACT DOCUMENTS The contract documents consist of the Agreement for Consulting Services Between Owner and Consultants Request for Qualifications submitted by the Consultant and addenda, and any exhibits issued prior to execution of the contract, other documents listed in the Agreement and modifications issued after execution of the Contract. 9.7 PUBLIC ENTITIES CRIMES The Development of Monroe County Space Planning/Facilities Assessment Report Page 13 A person or affiliate who has been placed on the convicted vendor list following a conviction for public entity crime may not submit a bid on contracts to provide any goods or services to a public entity, may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work, may not submit bids on leases of real 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 CATEG C RY TWO for a period of 36 months f ro rn the date of being placed on the convicted vendor list. By signing this Agreement, Consultant represents that the execution of this Agreement will not violate the Public Entity Crim' es Act (Section 287.133, Florida Statutes). Violation of this section shall result in termination of this Agreement and recovery of all monies paid hereto, and may result in debarment from Co u nty's competitive procurement activities. In addition to the foregoing, Consultant further represents that there has been no determination, based on an audit, that it or any subconsultant has committed an act defined by Section 287.133, Florida Statutes, as a "public entity crime" and that it has not been formally charged with committing an act defined as a "public entity crime" regardless of the amount of money involved or whether Consultant has been placed on the convicted vendor list. Consultant will promptly notify the County if it or any subconsultants are formally charged with an act defined as a "public entity crime" or has been placed on the convicted vendor list. 9.8 MAINTENANCE OF RECORDS Consultant 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 its 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 County Clerk determines that monies paid to Consultant pursuant; to this Agreement were spent for purposes not authorized by this Agreement, the Consultant shall repay the monies together with interest calculated pursuant to Sec. 55.83, of the Florida Statutes, running from the date the monies were paid by the County. 9.9 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, County and Consultant agree that venue shall lie in Monroe County, Florida, in the appropriate court or before the appropriate administrative body. The Parties waive their rights to a trial by jury. The County and Consultant agree that, in the event of conflicting interpretations of the terms or a term of this Agreement by or The Development of Monroe County Space Planning/Facilities Assessment Report page 14 between any of the parties, the issue shall be submitted to mediation prior to the institution of any other administrative or legal proceeding. 9.10 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 Consultant 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. 9.11 ATTORNEY'S FEES AND COSTS The county and Consultant 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 reasonable attorneys fees and court costs, as an award against the non -prevailing party, and shall include reasonable attorneys fees and courts costs, 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. 9.12 BINDING EFFECT The terms, covenants, conditions, and provisions of this Agreement shall bind and inure to the benefit of the County and Consultant and their respective legal representatives, successors, and assigns. 9.13 AUTHORITY Each party represents 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. 9.14 CLAIMS FOR FEDERAL OR STATE AID Consultant 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. 9.15 ADJUDICATION of DISPUTES OR DISAGREEMENTS County and Consultant 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 15 days after The Development of Monroe County Space Planning/Facilities Assessment Report Page 15 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. 9.16 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 Consultant 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 Consultant specifically agree that no party to this Agreement shall be required to enter into any arbitration proceedings related to this Agreement. 9.17 NONDISCRIMINATION Consultant 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. Consultant or County agrees 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. 1681-16831, 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 USC 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 V1II 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 Vl, 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. 9.18 COVENANT of NO INTEREST Consultant and County covenant that neither presently has any interest, and shall not acquire any interest, which would conflict in any manner or degree with The Development of Monroe County Space Planning/Facilities Assessment Report Page 16 its performance under this Agreement, and that only interest of each is to perform and receive benefits as recited in this Agreement. 9.19 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. 9.20 NO SOLICITATION/PAYMENT The Consultant and county affirmatively represent 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 consultant 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. 9.21 PUBLIC ACCESS. The Consultant 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 Consultant and County in connection with this Agreement; and the County shall have the right to unilaterally cancel this Agreement upon violation of this provision by consultant. 9.22 NON -WAIVER OF IMMUNITY Notwithstanding the provisions of Sec. 768.28, Florida Statutes, the participation of the Consultant 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. 9.23 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 The Development of Monroe County Space Planning/Facilities Assessment Report Page 17 duties of such officers, agents, volunteers, or employees outside the territorial limits of the County. 9.24 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. 9.25 NON -RELIANCE BY NONPARTIES 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 Consultant and the County agree that neither the Consultant nor the County 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 benefits under this Agreement separate and apart, inferior to, or superior to the community in general or for the purposes contemplated in this Agreement. 9.26 ATTESTATIONS AND TRUTH IN NEGOTIATION Consultant agrees to execute such documents as County may reasonably require, including a Public Entity Crime Statement, an Ethics Statement, and a Drug -Free workplace Statement. Signature of this Agreement by Consultant shall act as the execution of a truth in negotiation certificate stating that wage rates and other factual unit costs supporting the compensation pursuant to the Agreement are accurate, complete, and current at the time of contracting. The original contract price and any additions thereto shall -be adjusted to exclude any significant sums by which the agency determines the contract price was increased due to inaccurate, incomplete, or concurrent wage rates and other factual unit costs. All such adjustments must be made within one year following the end of the Agreement. 9.27 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. 9.28 EXECUTION 1N COUNTERPARTS The Development of Monroe Counter Space Planning/Facilities Assessment Report Page 18 w z rr 0 w z 0 V Uj I 01 Cr ! 21 Q" 2 This Agreement may be 6XSKId d in any number of countorparts, each of w%ch shall be ne$arded as an original, al o€ which Akan #og her sW o am and Sarre instrument and any of the pardw heraty may a de this Agreement by signhV any such cmVerpart. PtNXIC RECORDS Should the County remWe a requed 1br documents pu minnt b Chapter 119, Fiodda , Consuftant dmR coops with the County to faditb the Co rWs comp1hum with Chapter 119, Fbrde . old ConsuNant assert any exemptions b the re4dreanfa of Chapler 119 and mMftd s#atutes, the harden of estaablishIng such exernptton, by way of m or other reDef as p by law, shal be upon nt Failure by CarmuRm t ib cooperate vwdh the in connecflon wkh a Pub Reconds request shad be grounds far U1 unmoral cancelladan of the Agreemrd by the Courtly. IN W{TNESS WHEREOF, each early has caused this Agreement bD bs exeafied by its duly authorized repr- eon the day and year first above wrif6en. Ps-) Athwh Monme County Clerk of Courts Deputy (perk (sin Athme BY: 'Fide. BOARD of COUNTY COMISSKWM OF MONROE COUNTY, FLORIDA By. Mayor0mlrnrmn CON 'rAN"E'»mmm AVU-hHc. ��ure, ir • A.00 1� o:;F STATE of FLORIDA COUNTY OF MONROE 0n ft cl !�j day OfN 2012_ ore � Ped � Puft pa tY a known to me to ha tha vAm name Is eu above and d t1!2hat Is the pwaon Ww the above ConftW with m%m County far r Servkm for to Davdap mft of Momm County Spam PION Report �,. � ... 1 -,,.� s l�ENEE WASHg URN . t : .,: My Comn on C � L4 •• ••,�� '� ••............ comm. fra ern ) , 4 C The Deveta Zent a molr, ve county ice V6nmdjq0aCjjfdeS ens Report- Page 19 LOBBYING AND CONFLICT OF INTEREST CLAUSE SWORN STATEMENT UNDER ORDINANCE NO, 010-1990 MONROE COUNTY, FLORIDA ETHICS CLAUSE mbi I k2m Architecture, Inc, " (Company) "..6 warrants that he/it has not employed, retained or otherwise had act on his/its behalf any former County officer or employee in violation of Section 2 of ordinance No. 010-1990 or any County officer or employee in violation of Section 3 of ordinance No. 010-1990. For breach or violation of this provision the County may, in its discretion, terminate this Agreement without liability and may also, in its discretion, deduct from the Agreement or purchase price, or otherwise recover, the full amount of any fee, commission, percentage, gift, or considerann paid to the former County officer or employee". ignature).� Date: 7/25/12 STATE OF: Ohio COUNTY OF: -Cuyahoga Subscribed and sworn to (or affirmed) before me on 7/25/12 (date _._Rc-oft C-.-Maffi .lone� (name of aant). He/She is teo`personally own to me or has produced as identification, (type of identification) I - A .•' �l 1 • .•.. RENEE WASHBURN NOTARY PUBLIC- ' STATE OF O H l O NOTARY PUBLIC Comm, Expires ' June 15, 2014 M commission ex Tres:' �' p 35 REQUEST FOR QUALIFICATIONS FOR THE DEVELOPMENT OF MONROE COUNTY SPACE PL ANNINGI FACILITIES ASSESSMENT REPORT MONROE COUNTY, FLORIDA DRUG -FREE WORKPLACE FORM The undersigned vendor in accordance with Florida Statute 287.087 hereby certifies that: mbi I k2m Architecture, Inc. (Name of Business) 1 . Publish a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited in the workplace and specifying the actions that will be taken against employees for violations of such prohibition. 2. Inform employees about the dangers of drug abuse in the workplace, the business's policy of maintaining a drug -free workplace, any available drug counseling, rehabilitation, and employee assistance programs, and the penalties that may be imposed upon employees for drug abuse violations. 3. Give each employee engaged in providing the commodities or contractual services that are under bid a copy of the statement specified in subsection (1). 4. In the statement specified in subsection (1), notify the employees that, as a condition of working on the commodities or contractual services that are under bid, the employee will abide by the terms of the statement and will notify the employer of any conviction of, or plea of guilty or nolo contendere to, any violation of Chapter 893 (Florida Statutes) or of any controlled substance law of the United States or. any state, for a violation occurring in the workplace no later than five (5) days after such conviction. 5. Impose a sanction on, or require the satisfactory participation in a drug abuse assistance or rehabilitation program if such is available in the employee's community, or any employee who is so convicted. 8. Make a good faith effort to continue to maintain a drug -free workplace through implementation of this section. As the person authorized to sign the statement, I certify that this firm complies fully with the above reouirements. 7/25/12 Re,<ondent'p Signature Date 36 ' REQUEST FOR QUALIFICATIONS FOR THE DEVELOPA ENT OF MONROE COUNTY SPACE PLANNING/ FACILITIES ASSESSMENT REPORT MONROE COUNTY, FLORIDA NON -COLLUSION AFFIDAVIT I, of the city of Key 1lV.e5t.. FIL.^. according to law on my oath, and under penalty of perjury, depose and say that: 1. I am ni..r_ector the bidder making the Proposal for the project described in the Request for Qualifications for: The Development of Space Planning I Facilities Assessment and that I executed the said proposal with fall authority to do so: 2. the prices in this bid have been arrived at independently without collusion, consultation, communication or agreement for the purpose of restricting competition, as to any matter relating to such prices with any other bidder or with any competitor; 3. unless otherwise required by law, the prices which have been quoted in this bid have not been knowingly disclosed by the bidder and will_ not knowingly be disclosed by the bidder prior to bid opening, directly or indirectly, to any other bidder or to any competitor; and 4. no attempt has been made or will be made by the bidder to induce any other person, partnership or corporation to submit, or not to submit, a bid for the purpose of restricting competition; 5. the statements contained in this affidavit are true and correct, and made with ful owledge that Monroe County re I i es upon the truth of the statements c ained in this affidavit in awarding contracts for said project. 712 112 _.... S' of Respondent) (Date) STATE OF: COUNTY OF: _Cuyahoga, PERSONALLY APPEARED BEFORE ME, the undersigned authority, Scott C. Maloney who, after first being sworn by me, (name of individual signing) affixed e in the space provided above on this day of July RENEE WASHBURN NOTARY PUBLIC STATE OF OHIO Comm. Expires NOTARY PUBLIC June 15, 2014 My Commission Expires: (��j 4.S �FOR- QUALIFICATIONS FOR THE DEVELOPMENT OF MONROE COUNTY SPACE PLANNING/FACILITIES ASSESSMENT REPORT MONROE COUNTY, FLORIDA 37 a.oIy 2012 12013 MON ROE COUNTY BUSINESS TA[ RECEIPT EXPIRES SE P'TEM BER 30 j,2013 RECEIPT* 47161-103202 Business Name: M BI/K2M ARCHITECTURE, INC Owner Name: MICHAEL B INGRAM Business Location: 1001 WHITEHEAD ST Mailing Address: 1001 WHITEHEAD ST KEY WEST, FL 33040 KEY WEST, FL 33040 Business Phone: 305-292-7722 Business Type: MISCELLANEOUS SERVICE (PARIGNG LOT) Rooms seats Employees Machines stalls 1 For Vending Business only �umh�r of Machines- Vendina Tvne_ Tay€ Amount Transfer Fee Sub -Total Penalty Prior Years Collection Cost Total Palo 22.00 0.00 22.00 0.00 0.00 0.00 22.00 Paid 124--1 1--00004166 09 / 11 / 2012 22.00 ` THIS RECEIPT MUST BE POSTED CONSPICUOUSLY IN YOUR PLACE OF BUSINESS THIS BECOMES A TALC RECEIPT Danise D. Henrignez, CFC, Tait Collector THIS IS ONLY A TAX. WHEN VALIDATED PO Box 11290, Key West, FL 33041 YOU MUST MEET ALL COUNTY AND/DR MUNICIPALITY PLANNING AND ZONING REQUIREMENTS, MONROE COUNTY BUSINESS TAX RECEIPT P.O. Bay€ 1129, Key West, FL 33041--1129 EXPIRES SEPTEMBER 30, 2013 Business Name: M BI/K2M ARCHITECTURE, INC RECEIPT# 47161-103202 Business Location: 1001 WHITEHEAD ST Owner Name: MICHAEL B INGRAM KEY WEST, FL 33040 Mailing Address: 1001 WHITEHEAD ST Business Phone: 305-292-7722 KEY WEST, FL 33040 Business Type: MISCELLANEOUS SERVICE (PARKING LOT) Rooms Seats Employees Machines Stalls 1 For Vending Business Only Nt�mhpr of MarhYnps- Vending Twe: Tax --Amount, Transfer Fee----- 'Sub -Total -- -- - - - - --Penalty - --_ - Prior -Years. -- Eollection- Cost- - Total Paid- 22.a 0.00 22.00 0.00 0.00 0.00 22.00 Paid 124-11 -00004166 09 / 11 / 2012 22.00 , ws� w\2222■1�.9.yj6 RwE+ : /erg >&:.&! w\/=+e,.gl.w:: < \ z. r, . xzA w<el +m y§99= .. . ._ _ -:. • .m.,,.� {� — % 3. / ' , .. lz \ da ; �..» . & E z 5�. y' �» 3 s