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Resolution 073-1983 y ~. '" ,/ RESOLUTION NO. 071 -1983 A RESOLUTION AUTHORIZING THE CHAIRMAN OF THE BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA, TO EXECUTE AN AGREEMENT BY AND BETWEEN THE BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA, AND BR&R ASSO- CIATES, INC., REGARDING A.I.P. PROJECT NO. 3-12-0044-01 AT THE MARATHON AIRPORT. BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA, as follows: That the Mayor and Chairman of the Board of County Commis- sioners of Monroe County, Florida, is hereby authorized to execute an Agreement by and between the Board of County Commissioners of Monroe County, Florida, and BR&R Associates, Inc., a copy of same being attached hereto, regarding the A.I.P. Project No. 3-12-0044-01 at the Marathon Airport. Passed and adopted by the Board of County Commissioners of Monroe County, Florida, at a regular meeting of said Board held on the 18th day of March, A.D. 1983. BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA ~/ I .I .~ ~, ,"'; "" ,.....~ ~ _~ , ^' i/f' r~""~~~;,~ or C airman By ,,,I " I' I.:;~.) ." Ao. (S ea 1) IUl~11 '~~.' \~,"'. "'!T~ rn:~U .. ~ ~ \iw \i hi i il., ...L_nil\. Attes t : . I. · Ii j,.'<'f''> M.P~,O.~, ~ Clerk tEjASTOFORM L SUFFICIENCY. By~A",..... '~~A Attorney's Office - )' L- Marath port A.I.P. No . 3-12-0044-01 This document has important legal consequences; consultation with an attorney is encouraged with respect to its completion or modification. STANDARD FORM OF AGREEMENT BETWEEN OWNER AND ENGINEER FOR PROFESSIONAL SERVICES THIS IS AN AGREEMENT made as of _ 19_83 between The Board of County Commissioners of Monroe County, Florida ---------- (OWNER) and BR & R Associates, Inc. (ENGINEER). OWNER intends to accomplish the Airport Improvement Program Project No.3-12-0044-01, in accordance with the Department of Transportation, Federal Aviation Administration Grant Agreement Contract No.iir±A06-82—A-80020, consisting of the following specific project therein: "Light (MI.TL) Parallel Taxiway 7/25 (5, 000 L.F. each side) Including Guidance Signs", all as more particularly described in the FAA Project Application — (hereinafter called the Project). OWNER and ENGINEER in consideration of their mutual covenants herein agree in respect of the performance of professional engineering services by ENGINEER and the payment for those services by OWNER as set forth below. ENGINEER shall provide professional engineering services for OWNER in all phases of the Project to which this Agreement applies, serve as OWNER's professional engineering representative for the Project as set forth below and shall give professional engineering consultation and advice to OWNER during the performance of services hereunder. SECTION 1—BASIC SERVICES OF ENGINEER 1.2. Study and Report Phase. After written authorization to proceed, ENGINEER shall: 1.1. General. 1.2.1. Consult with OWNER to clarify and define 1.1.1. ENGINEER shall perform professional ser- OWNER's requirements for the Project and review vices as hereinafter stated which include customary available data. civil, structural, mechanical and electrical engineering services and customary architectural services inciden- 1.2.2. Advise OWNER as to the necessity of tal thereto. OWNER's providing or obtaining from others data or Page 1 of 14__pages 'ervices of Ihe types described in paragraph ),3, an a as OWNER's representative in connection with. y su services, 1.2,3. Provide analyses of OWNER's needs, surveys, .,ite evaluations and comparative pro\pecti sites and solutions. 1,2,4, Pro 'de a general economi OWNER's req irements applicable t natives, I. 2, 6, Fur I\h fi ve copies of the Report and revie The dIes and responsibilities of ENGINEER uring the S dy and Report Phase arc amended and su ple- me cd as indicated in paragraph 2 of Exhibit A" Ir- I r Description of nasic Engineering Services a elaled Matters", (See 8.1.1.) 1.3. Preliminary Desl~n Phase. After wrillen authorization to proceed with the Prelim- inary Design Phase, ENGINEER shall: 1,3. I. In consultation with OWNER and on Ihe basis of the accert@rJ Reflart;'- determine the exlent of the Pr~ect. *FAA Project Applicntion 1,3.2, Prepare preliminary design documents consist- ing of final design criteria, preliminary drawings and outline specifications. 1.3.3. Based on the information contained in the pre- liminary design documents, submit a revised opinion of probable Project Costs. The 'lOd responsibilities of ENGINEE the Preliminary . Phase are a mented as indicated in 3 of Exhibit A .. Fur. ther Descri' Basic Engineer Re ' atters" . 1.3.6 Engineer shall attend Pre-Design Confl't'ef1 1.4. Final Design Phase. After written uuthorilution to proceed with Ihc Fin~ll Design Phase. ENGINEER shall: 1.4.1, On the basis of the acccpted preliminary design documents and the rcvised opinion of probable Project Cost, prepare for incorporation in the Contract Docu- ments final drawings to show the character ,,"<.I extcnl of the Project (hereinafter called .. Drawings") and Spccifications. 1.4.2. Furnish to OWNER such documcnts and de. sign data as may be required for, and assist in the preparation of. thc required documents so that OWNER may apply for approvals of such governmen- tal authtllilil'S ,IS have jmisdidiun llvcr design nill" i;1 applicable to the Project, and assist in obtaining such approvals by parlicipating in submissions to and ne- gotiations with &lppropriate authorities, 1.4,3. Advise OWNER of any adjustments to the lat- est opinion of probable Project Cost caused hy changes in extent or design requirements of the Project or Con- struction Costs and furnish a revised opinion of proh- able Project Cost basel! on the Drawings :&od Specifi- cations, 1.4.4. Prepare for review and approval by OWNER, his legal counsel and other advisors contract agreement forms, general conditions and supplementary condi- tions, and (where appropriate) bid forms, invitalions to bid and instructions to bidders, and assist in the preparation of other related documents. ten 1.4.5. Furnish #a.<e- copies of the .lbove document~'; ~nd present and revie\,V them in person with OWNER, Means As-Advertised Plans and Specificati()r;~ 'es and responsibilities of ENGINEE g the Final Desl se are amende . upplementcd as indicated in paragra xhibit A .. Further De- scription 0 nginecring Sei'\'i ',nd Rclated rs '. 1.5. Bidding or Negotiating Phase. 1.3..4. Furnish five copies of the above preliminary deSIgn documents and present and review them in per- After written aUlhorization to procee<.l with the Bidding son with OWNER. or Negotiating Phase, ENGINEER shall: 1.3.5 Eng, ineer shall provide surveying and electrl'cal testing services as requlred for design under Sections 8.3 and 8.4. Page 2 of ~ pages 1.6.3. Review and Hpprove (or take other Hppropriate aClion in respect 00 Shop Drawings (as that term is defined in the aforesaid Standard General Conditions) and samples, the results of tests and inspections and other data which each Contractor is required to suhmit, hilt only for conformance with the design concept of the Projct:l and compliancc with Ihc inforlllalion givcn in the Contract Documents (but such rcview and ap- Pre-Cons true t ionProval or other action shHII not extend to means, meth- ods, sequences, techniques or procedures of construc- tion or to safety precautions and programs incidcnt thereto); determine the acceptability of substitute ma- tcrials and equipment proposed by Contractor( sl; and rcceive and review (for general content as required hy the Specifications) maintenance and operating instruc- tions. schedules, guarantees, honds and certificates of inspection which arc to be assembled by Contractor(s) in accordance with the Contract Documents. 1.5,1. Assist OWNER in obtaining bids or negotiating proposals for each separatc prime contract for con- struction, materials, equipment and services. 1,5.2. Consult with and advise OWNER as to the acceptability of subcontractors and other pcrsons and organizations proposed by the prime contractur(s) (hereinafter callcd "Contractor(s)") for those portions of the work as to which such accertability is required by the bidding documents. / \'5,3. Consult with and advise OWNER as tu the acceptability of substitute materials and equipment proposed hy Contractur(s) when suhstitution prior to the award of contracts is allowed by the bidding doc- uments. 1,5.4, Assist OWNER in evaluating bids or proposals and in assemhling and awarding contracts. attend 1.6. During the Con<,trudion Phase ENGINEER shall: 1.6,2, Make visits to the site at intervals appropriate to the various stages of construction to observe as an experienced and qualified design professional the prog- ress and quality of the executed work of Contractor(s) and to dctcrmine in general if such work is proceeding in accordance with the Contract Documents, ENGI- NEER shall not be required to make exhaustive or continuous on.site inspections to check the quality or quantity of such work, ENGINEER shall not be re- sponsible for the mcans, methods, techniques, se- quences or procedures of construction selected hy Contractor(s) or the safety precautions and programs incident to the work of Contractor(s), ENGINEER's efforts will be directed toward providing a greater de- gree of confidcnce for OWNER that the completed work of Contractor(s) will conform to the Contract Documents, but ENGINEER shall not be responsible for the failure of Contractor(s) to perform the work in accordance with the Contract Documents, During sllch visits and on the basis of on-site observations ENGI- NEER shall keep OWNER informed of the progress of the work, shall endeavor to guard OWNER against defects and deficiencies in such work and may disap- prove or reject work failing to conform tu the Contract Documents, 1.6.4, Issue all inslructions of OWNER to Contrac- tons): issue necessary interpretations and clarifications of the Contract Documents and in connection therewith prepare change ordcrs as required; have authority, :IS OWNER's representative, to require special inspection or testing of the work; act as initial interpreter of the requirements of the Contract Documents and judge of the acceptability of the work thereunder and make de- cisions on all claims of OWNER and Contractor(s) relating to the acceptability of the work or the inter- pretation of the requirements of the Contract Docu- ments pertaining to the execution and progress of the work; but ENGINEER shall not be liable for the results of any such interpretations or decisions rendered by him in good faith. 1.6.5, Based on ENGINEER's on-site observations as an experienced and qualified design professional and on review of applications for payment and the ace om- Page 3 of _~'!..._pages panying dala and sc hedules, determine the amounts owing 10 Conlractor(s) and recommend in writing pay- ments to Contractor(s) in such amounts; such recom- mendations of payment will constitute a representation to OWNER. based on such observations and review, Ihal the work has progressed to the point indicated, that. to the hest of ENGINEER's knowledge, infor- malion and helief, the quality of such work is in accor- dance with Ihe Contract Documents (subject to an eval- uation of such work as a functioning Project upon Suh- slanlial Complclion, to the results of any suhseqllent tests callcd for in the Contract Documents, and to any qllalificalions stated in his recommendation), and that payment of the amount recommended is due Con- tractor(s); hut by recommending any payment ENGI- NEER will not thereby be deemed to have represented that continuous or exhaustive examinations have hcen made by ENGINEER to check the quality or quantity of the work or to review the means, methods, se- quences, techniques or procedures of construction or safely precautions or programs incident thereto or that ENGINEEH has made an examination to ascertain h,)w (II for whal purpose... any Conlractor has IIst't1lhe muneys paid on account of the Contract Price, or that litle to any of the work, materials or equipment has passed to OWNER free and clear of clOy lien, claims. security interests or encumbrances, or that Contrac- torrs) have completed their work exactly in accordance with the Conlract Documents, I,"',"', Conduct an inspection to determine if the Proj- ect is <,ubstantially complete and a final inspection to determine if the work has been completed in accor- dance with the Contract Documents and if each Con- tractor hac; fuHiJled all of his obligations thereunder so that ENGINEER may recommend, in writing, final paymenl to each Contractor and may give written no- tice to OWN ER and the Contractor(s) that the work is acceptable (suhject to any conditions therein ex- pressed). bUI any such recommendation and notice shall be subject to the limitations expressed in para- graph 1.6.5. 1.6,7, ENGINEER shall not be responsible for the acts or omissions of any Contractor, or subcontractor, or any of the Contractor(s)' or subcontractors' agcnts or employees or any other persons (except ENGI- NEER's own employees and agents) at the site or oth- erwise performing any of the Contractor(s)' work; how. ever, nothing contained in paragraphs 1.6.lthru 1.6.7, inclusive. shall be construed to release ENGINEER from liability for failure to properly perform duties un- dertaken by him in the Contract Documents. 1.6.8 Engineer shall prepare routine Change Or d e r s a s r e qui red . p~!!!! ,~ 0 f _11 SECTION ::!-AOOITIONAL SERVICES OF ENGINn~R 2.1. General Ifauthorized in writing hy OWNER, ENGINEER shall furnish or obtain from others Additional Services llf the following types which are not considered normal or customary Basic Servicesjex.cept t'" the exCeRt pm- ....i"e" oth@r~tH~hihi~iJlfiil'HI~ Bn,ie F.RgiReeriRg ~t:r\'ife'; llRtI ~elllte" Mll"er~.": thcsc willl-te paid for hy OWNER as indicatell in Sec- tion 5. 2,1.1. Preparation of applications and SUppOI11fl~ documents for governmental grants, loans or advances in connection with the Project; preparation or review of environmental assessments and impact statements: review and evaluation of the effect on thc design re- quirements of the Project of any such statements and documents prepared hy olhers: and assistance in 0'" t aining appwvals of ;1111 hOlll ICS ha vingju I isdid iOIl 0 Vl'I the anticipated envil'llllmental impact of the Project. 2.1.2, Services to make measured drawings of or III investigatc existing conditions or facilities. or 10 verify the accuracy of drawings or olher information fur- nished by OWNER, Sr'l' 8.3. 2.1.3. Services resulting fwm significant changes in extent of the Project or its design including. hut not limited to, changes in size, complexity, OWNER's schedule, or character of construction or method of financing; and revising previously acccpted studies, reports, design documents or Contract Documenls when such revisions arc due to causes he yond ENGI- NEER's control. 2.1.4, Providing renderings or models for OWNER's use, 2.1.5. Preparing documents for alternate bids re- quested by OWNER for Contractor(s)' work which is not executed or documents for out-of-sequence work, 2.1.6, Investigations involving detailed consideration of operations, maintenance and ove~hcad expenses; providing Value Engineering during the course of de- sign; the preparation of feasibility studies, cash fl~w and economic evaluations, rate schedules and appraIs- als; assistance in ohtaining financing for the Project; evaluating processes available for licensing and assist- ing OWNER in ohtaining process licensing; detailed quantity surveys of material, equipment and lahor; and "ages audits or inventories' required in connection with con- struction performed by OWNER. 2,1.7, Furnishing the services of special consult.lOts for other than the normal civil, structural, mechanical and c1ectric<t1 engineering and normal architectural de- sign incidental thereto, such as consultants for interior design, furniture, furnishings. communications. acous- tics. kitchens and landscaping; and providing data or services of the types described in paragraph 3.3 when OWNER authorizes ENGINEER to provide such data or services in liclI of furnishing the same in accordance with pamgraph 3.3, 2.1.8. Services resulting from the award of more sep. aratc prime contracts for construction. materials. equipment or services for the Project than are contem- plated by paragraph S. I. 1.2, and services resulting from the arranging for performance by persons other than the principal prime contractors of services for the OWNER and administering OWNER's contracts for such services, 2. J.l), Providing any type of field surveys for design purposes and engineering surveys and staking to enahle Contractor(s) to proceed with thcir work: and providing other special field surveys, See 8.3. 2.1.10, Services in connection with change orders to reflecl change... rcqllc\tcd by OWNER if the resulting change in compens<ttion for Basic Services is not com- mensuralc with the additional services rendered, ser- vices after the award of each contract in evaluating substitutions proposed by Contractor(s), and in making revisions to Drawings and Specifications occasioned thereby. and services resulting from significant delays, changes or price increases occurring as a direct or indirect result of material, equipment or energy short- ages, 2, I,ll. Services during out-of-town travel required of ENGINEER other than visits to the site as required by Section I. 2.1. 12. Preparing for OWNER, on request, a set of reproducible record prints of Drawingfshowing those changes made during the construction process, based on the marked-up prints, drawings and other data fur- nished by Contractor(s) to ENGINEER and which EN- GINEER considers significant. (See 8.1.3.) ~':Heans "As-Built Drawings". 2. J. 13. Additional or extended services during con- struction made necessary by (I) work damaged by fire or other cause during construction, (2) a significant amount of defective or neglected work of Contractor(s), (3) prolongation of the contract time of any prime con- tract by more than sixty days, (4) acceleration of the progress schedule involving services beyond normal working hours. and (5) default by Contractor(s). 2, 1.14. Preparation of operating and maintenance manuals: protracted or extensive assistance in the uti- lization of any equipment or system (such as initial startup, testing. adjusting and nalancing): and training personnel for operation and maintenance. 2.1.15. Services after completion ofthe Construction Phase, such as inspections during any guarantee period and reporting observed discrepancies under guarantees called for in any contract for the Project. 2,1.16. Preparing to serve or serving as a consultant or witness for OWNER in any litigation, public hearing or other legal or administrative proceeding involving the Project (except as agreed to under Basic Services). 2.1.17. Additional !>ervices in connection with the Project. including services normally furnished oy OWNER and services not otherwise provided for in this Agreement. 2.2. Resident Senices During Construction. 2.2.1. If requested ny OWNER or recommended by ENGINEER and agreed to in writing by the other, a Resident Project Representative will be furnished, and will act as directed by ENGINEER in order to assist ENGINEER in observing performance of the work of Contractor(s). Such services will be paid for by OWNER as indicated in paragraph 5, I ,2.4. 2.2.2. The duties and responsibilities and the limita- tions on the authority of the Resident Project Repre- sentative and assistants will be set forth in Exhibit B which is to be identified, attached to and made a part of this Agreement before such services begin. 2.2.3. Through more extensive on-site observations of the work in progress and field checks of materials and equipment by the Resident Project Representative (if furnished) and assistants, ENGINEER shall en- deavor to provide further protection for OWNER against defects and deficiencies in the work of Con- tractor(s); but the furnishing of such resident Project representation will not make ENGINEER responsible for construction means. methods. techniques, se- quences or procedures or for safety precautions or programs, or for Contractor(s)' failure to perform their work in accordance with the Contract Documents, Page 5 of } _4_ _ pages 2.2,4, If OWNER designates another person to rep- resenl OWNER at the Project site who is not ENGI- NEER's agent ()f employee, the duties, responsibilities and limitations of authority of such other person and the effect thereof on the duties and responsibilities of ENGINEER under this Agreement will be set forth in an exhihit that is to be identified, attached to and made a parI of Ihi" Agreement before such services begin. SECTION 3-0WNER'S RESPONSIBILITIES OWNER shall: 3, I, Provide all criteria and full information as to OWNER's requiremenls for Ihe Project, including de- sign objeclives and constraints, space, capacity and performancc rClJuiremenls, flexihility ,lOd expandahil- ity, ,and any budgetary limitalions: und furnish copies of all design and construction standards which OWNER will require 10 be included in the Drawings and Specifications. 3.2. Assist ENGINEER by placing at his disposal all availahle informal ion pertinent to the Project including previous reports and any other data relative to design or construction of the Project. 3.5, Arrange for access to and make all provisions for ENGINEER 10 enler upon rublic and rrivate prop- erty as requin:d for ENGIN EER to perform his services. 3,6, Examine all studies, reports, sketches, Draw. ings, Specifications, proposals and other documents presented hy ENGINEER, obtain advice of an attor- ney, insurance counselor and other consultants as OWNER deems appropriate for such examination and render in writing decisions pertaining thereto wilhin a reasonable time so as not to delay the services of ENGINEER. 3,7. Furnish approvals and permits from all govern- mental aUlhorities having jurisdiction over the Project and such approvals and consents from others as may be necessary for completion of the Project. 3.8. Provide such accounting, independent cost esli- mating and insurance counseling services as m.IY be relJuired fur Ihe Pn~iel:t. SIKh Icgal services as OWNrR may rcquire or ENGINEER may reasonably reque,>1 with regard to legal issues pertaining to the Projecl including any that may be raised by Contractor(s), such auditing service as OWNER may require to ascertain how or for what purpose any Contractor has used the moneys paid to him under the construction contract, and such inspection services as OWNER may require to ascertain that Contractor(s) are complying with any law, rule or regulat ion applicable to their performance of the work. 3.9. Designate in writing a person to act as OWNER's representCltive with respect to the services to be ren- dered under this Agreement. Such person shall have complete authority to transmit instructions, receive in- formation, interpret and define OWNER's policies and decisions with respect to materials, equipment, cle- ments and systems pertinent to ENGINEER's ser- vices. 3.10. Give prompt written notice to ENGINEER whenever OWNER observes or otherwise becomes aware of any development that affects the scope or timing of ENGINEER's services, or any defect in the work of Contractor(s). 3.11. Furnish, or direct ENGINEER to provide, nec- essary Additional Services as stipulated in Section 2 of this Agreement or other services as required. 3.12. Bear all costs incident to compliance with the requirements of this Section 3. P~.2e [i of 14 n:ure.c. SECTION 4-PERIOD OF SERVICE 4. }, The provisions of this Section 4 and the various rates of compensation for ENGINEER's services pro- vided for elsewhere in this Agreement have been agreed to in anticipation of the orderly and continuous prog- ress of the Projed Ihrough completion of the Construc- tion Phase, ENGINEER's obligation to render services hereunder will cxtcnd for a period which may reason- ably be required for the design, award of contracts and construction of the Project including extra work anll required cxtension" Ihercto. . he 'rcrvices called for in the Study an ort Phase wi 'ompleted and the rt submitted wilhin the stipulate '0 Icated in paragraph 2 of Exhibit A .. Furt escnp nasic Engincering Services' e1atcd Matters" after at 'zation to cd with that phase of services, 4.4. After acceptance by OWNER of the Preliminary Design Phase documents and revised opinion of prob- able Project Cost, indicating any specific modifications or changes in the extent of the Project desired by OWN ER, and upon written authorization from OWNER, ENGINEER shall proceed with the perfor. mance of the services called for in the Final Design Phase; and shall deliver Contract Documents and a revised opinion of probable Project Cost for all work of Contractor(s) on the Pro'ect wlthm t e perlO . a ra I it A .. Further Description of gmeermg . ted after authorization to proceed with that phase of services. 4.5. ENGINEER's services under the Stl:uly BAd Re port Ph:UI, Preliminary Design Phase and Final Design Phase shall each be considered complete at the earlier of (}) the date when the submissions for that phase have been accepted by OWNER or (2) thirty days after the date when such submissions arc delivered to OWNER for final acceptance, plus such additional time as may be considered reasonahle for obtaining approval of governmental authorities having jurisdiction over design criteria applicable to the Project. 4,6, After acceptance by OWNER of the ENGI- NEER's Drawings, Spedfications and other Final De- sign Phase documentation including the most recent opinion of probable Project Cost and upon written au- thorization to proceed, ENGINEER shall proceed with performance of thc services called for in the Bidding or Negotiating Phase, This Phase shall terminate and the services to he rendcred thereunder shall be consid- ercd complete upon CtlOlIllencement of the Construc- tion Phase or upon cessation of the negotiations with prospective Contractor( s) (except as may be otherwise required to completc Ihe scrvices called for in para- gnlph 6,2.2.5), 4.7. The Construction Phase will commence with the execution of the first prime contmct to he executed for the work of the Project or any part thereof, and will tcrminillc IIron writll'n appruval hy EN(IINEER of final payment on the last prime contrad to be com- pleted. Construction Phase services may be rendered at different times in respect of separate prime contracts if the Project involves more than one prime contract. 4,8. If OWNER has requested significant modifica- tions or changes in the cxtent of the Project, the time of performance of ENGINEER's services and his var- iolts rates of compensation shall be adjusted appropri- ately. 4.9, If OWNER fails to give prompt written authori- zation to proceed with any phase of services after com- pletion of the immedhltcly preceding phase. or if the Construction Phase has not commenced within JlQ____ calendar days (plus such additional time as may be required to complete the services called for under para- graph 6.2.2.5) after completion of the Final Design Phase, ENGINEER may, after giving seven days' writ- ten notice to OWNER, suspend services under this Agreement. 4.10. If ENGINEER's services for design or during construction of the Project are delayed or suspended in whole or in part by OWNER for more than three months for reasons beyond ENGINEER's control. ENGINEER shall on written demilnd to OWNER (but without termination of this Agreement) be paid as pro- vided in paragraph 5.3.2. If such delay or suspension extends for more than one year for reasons beyond ENGINEER's control. or if ENGINEER for llOY rea- son is required to render services more than one year Page 7 of _! ~_ pages after Substantial Completion, the various rates of om- pensation provided for elsewhere in this Agreement shall be subject to renegotiation, 4.11. In the event that the work designed or specified by ENGINEER is to be performed under more than one prime contract, OWNER and ENGINEER shall, prior to commencement of the Final Design Phase, develop a schedule fot performance of ENGINEER's services during the Final Design, Bidding or Negoti. ating and Construction Phases in order to sequence and coordinate properly such services as applicable to the work under such separate contracts. This schedule is to be prepared whether or not the work under such contracts is to roceed concurrentl a' m- cue an .c En- Ices and Related Matters,' and the pro- visions of paragraphs 4.4 through 4.10 inclusive, will be modified accordingly, (The remainder of this page was left blank intentionally. ) ~,~.. ~ ('! 11 ~ mH'p.~ LUMP SUM METHOD OF PAYMENT SECTION S-PA YMENTS TO ENGINEER 5,1. Methods or Payment for Services and f:xpense5 or ENGINEER. 5.1. J. For ntHie' ,\'al'i('C'.L OWNER shall pay EN- GINEER for Basi, Servkes rendered under Section 1 (as am emented by Ex . urt er Description of Basi In . ted ." as follows: ] :5 1 5,1,1.1, Olll' Prime Cmrtrtl('t, If only one prime contract is awarded for construction. materials. equipment and servkes for the entire Pro'ect. alum sum fee of $ 7 I 500 .~ QQ,. hut, if the n- tran-ctm " s cost-plus or i . It' savings provi- sions for Contra ompensation. a lump ~ ~ OJ, ~ 'J c-_ ~~ 'J " - ~ 9. o 5.1.2, For Addilwnal SC'n'i('(',~. OWNER shall pay ENGINEER for Additional Services rendered under Section 2 as follows: ] .!: ';;l ~ " CI, <3 ~ :.c t: .2 5.1,2. J, GC'naal. for Additional Servkes ren- dered under paragrap~s 2,1.1 through 2.1.17, indu- sive (except services covered by paragraph 2,1. 7 and servkes as a consultant or witness under paragraph 2.1.16). on the basis of Poyroll Costs times B foetor * of for servkes rendered by principals and ,~mploYf~S assigned to the Project. ~.lutuj lY agreed Lump Sum Fee amount ~ ~ ,:;: Ci. .,.. ;J ,5 .. ~ ~ 5. J. 2, 2, Special Con,w!tcl1Its. For servkes and reimbursable expenses of special consultants em- ployed by ENGINEER pursuant to paragraph 2.1. 7 or 2.1.17, Ihe amount billed to ENGINEER therder* times a fa(;tar af _. *Mutually agreed Lump Sum Fee amount. 5,1.2,3. Serving as a Witness, For the services rendered by principals and employees as consultants or witncsses in any litigation, hearing or pro,ceding in ac,ordance with paragraph 2. J .16, at the rate of $ 500.00 per day or any portion thereof (but com- pensation for time spent in preparing to appear in any such litig<ltion, hearing or proceeding will be on the basis provided in paragraph 5. 1,2, I). 5.1.4. The terms" Payroll Costs" and" Rcimbursable Expenses" will have the meanings assigned to them in pnragrarh 5.4 which apflCilrs on tho fil"lWiC "ide ~ ~~ page 10 of this Agreement. 5.2. Times or Pnymcnts. 5.2. J. ENGINEER shall suhmit monthly !'itatements for Ilasic and Additional Services rendered and for Rcimbursnble Expen!'ies incurred, The statements will be based upon ENGINEER's estimate of the propor- tion of the total serviccs i1ctually complcted at the lime of billing, OWNER shall milke prompt monthly pay- ments in response to ENGINEER's monthly state- ments. 5.3. Other Pro\'isions Concerning Payments. 5.3. J. If OWNER fails to make any paymcnt due EN- GINEER for services and expenses within sixty days after reccipt of ENGINEER's bill therefor. the amounts due ENGINEER shall include a charge at the rate of J% per month from said sixticth day. and in addition, ENGINEER may, aftcr giving seven days' written notice to OWNER. suspend scrvices under Ihis Agreement until he hilS heen paid in full all amounts due him for services and expenses. 5.3.2. In the event of termination by OWNER under paragraph 7.1 upon the completion of any phase of the Basic Services, progress payments duc ENGINEER for services rendered through such phnsc shall consti- tute total payment for such services. In the event of such termination by OWNER during any phase of the Basic Services. ENGINEER will be paid for services rendered during that phase on the basis of PIlY re II CtJsts* tiMes B feeter sf ___ for services rendered dur- *Mutually agreed Lump Sum Fee amount Page 9 of _!. 4. _ pages ing that phase to date of termination by principals and employees assigned to the Project. In the event of any such termination, ENGINEER will be paid for all un- paid Additional Services and unpaid Reimbursable Ex- penses, plus all termination expcn!ie!i. Termination ex. penses mean Reimbursable Expenses directly attrib- utable to termination, which shall include an amount computed as a percentage of total compensation for Basic Services earned by ENGINEER to the date of termination, as follows: 20'lf jf termination occurs after commencement of the Preliminary Design Phase but prior to com- mencement of the Final Design Phase; or 10% if termination occurs after commencement of the Final Design Phase. 5.4. Dl'finitions. 5.4. J, The Payroll Costs used as a basis for payment mean salaries and wages {basic and incentive} paid to all personnel cn~age(1 directly on the Project, incllldin~, bul not Iinlltcd tn, engineers, architects, surveyors, designers, draftsmen, specification writers, estimators, other technical personnel, !itenographers, typists and clerks; plus the cost of customary and statutory bene- fits including, but not limited to, social security contri- butions, unemployment. excise and payroll taxes, workers' compensation, health and retirement bene- fits, sick leave, vacation and holiday pay applicable thereto. For the purpose!'; of this Agreement, the prin- cipals of ENGINEER and their hourly payroll costs are: 45. OO/llr. The amount of customary and statutory benefits of all other personnel will be considered equal to 37 % of salaries and wages, 5.4.2. Reimbursable Expense?' mean the actual ex- penses incurred dircclly or indirectly in connect ion with the Project for: transportation and subsistence incidental thereto; obtaining bids or proflQ on ra and . 109 field office facilities; suhsi. transpo t C resentatives and their assistants; toll tele- phone calls and telegrams; reproduction (If report... Drawings, Specifications. and !>imilar PlUjecl-1 c101h:d items in addition to those required under Section I; and, if authorized in advance by OWNER, overtime work requiring higher than regular rates. *Applicable to S~ction 5.1.2.3. (The remainder of this page was left blank intentionally.1 Page 10 of _1_4__pages SECTION f)-CONSTRUCTION COST AND OPINIONS OF COST 6.1. Construction Cost. The constrlll:tioll cost of the entire Project (herein re- ferred to us "Construction Cost") meuns the total cost of the entire Projccl to OWNER, but it will not include ENGINEER's compensation and expenses, the cost of land. right s-of-way, or compensation for or damages 10, properties unless this Agreement so specifics, nor will it include OWNER's legal, accounting, insurance counseling or auditing services, or interest and financ- ing charges incurred in connection with the Project. (Constrw.:tion Co~t is one of the items comprising Proj- ect Costs which is defined in paragraph 1.2.5.] When Construction Cost is used as a basis for payment it will be hased on one of the following sources with prece- dence in the order Ii.aed for work designed or specified by ENGINEER: (,.1.1, For l"ornpkll'll l"ol1\trlll:tinn wCllk Ihe lolal costs of all work performed as designed or specified by ENGINEER, 6,1.2, For work designed or specified but not con- structed, the lowest bona fide bid received from a qual- ified bidder for such work; or, if the work is not bid, the lowest bon.1 fide negotiated proposal for such work. f). I,), For work designed or specified but not con- structed upon which no such bid or proposal is re- ceived, the most recent estimate or Construction Cost, or, if none is available, ENGINEER's most recent opinion of probable Construction Cost. Labor furnished by OWNER for the Project will be included in the Construction Cost at current market rates including a reasonuble allowance for overhead and profit. Materials and equipment furnished by OWNER will be included at current market prices, No deduction is to be made from ENGINEER's compen- sation on account of lIny penalty, liquidated damages. or other amounts withheld from rayments to Contrac- toli s), 6.2. Opinions of Cost. 6.2,1. Since ENGINEER has no control over the cost of labor, materials, equipment or services furnished by others, or over the Contractor(s)' methods of deter- mining prices, or over competitive bidding or market conditions, his opinions of probable Project Cost and Construction Cost provided for herein are to be made on the basis of his experience and qualifications and represent his best judgment as an experienced and qual- ified professional engineer. familiar with the construe. tion industry; but ENGINEER cannot and does not guarantee that proposals, bids or actual Project or Con- struction Cost will not vary from opinions of probable cost prepared by him. If prior to the Bidding or Nego- tiating Phase OWNER wishes greater assurance as to Project or Construction Cost he shall employ an inde- pendent cost estimator as provided in paragraph ),8, 6,2.2, If a Construction Cost limit is established by written agreement between OWNER and ENGI- NEER, the following will apply: 6,2.2,1. The acceptance hy OWNER at any time during the Basic Services of a revised opinion of probable Project or Construction Cost in excess of the then established cost limit will constitute a cor- responding revision in the Construction Cost limit to the extent indicated in such revised opinion, 6,2,2,2, Any Cnllstlll(lioll fmt Ii mil SCl cslahli.,hed will include a contingency of ten percent unless an- other amount is agreed upon in writing. 6,2,2,3. ENGINEER will be permitted to deter- mine what materials, equipment, component sys- tems and types of construction are to be included in the Drawings and Specifications and to make reason- able adjustments in the extent of the Project to bring it within the cost limit. 6.2.2.4. If the Bidding or Negotiating Phase has not commenced within six months after completion of the Final Design Phase, the established Construction Cost limit will not be binding on ENGINEER, and OWNER shall consent to an adjustment in such cost limit commensurate with any applicable change in the general level of prices in the construction indus- try between the date of completion of the Final De- sign Phase and the date on which proposals or bids are sought, 6.2.2.5. If the lowest bona fide proposal or bid ex- ceeds the established Construction Cost limit, OWNER shall (1) give written approval to increase such cost limit, (2) authorize negotiating or rebidding the Project within a reasonable time, or (3) cooperate in revising the Project's extent or quality, In the case of(3). ENGINEER shall, without additional charge, modify the Contmct Documents as necessary 10 bring the Construction Cost within the cost limit. The providing of such service will be the limit of ENGINEER's responsibility in this regard and, hav- Page II of _ 1: 1_ pages ing done so, ENGINEER shall be entitled to pay- ment for his services in accordance with this Agree- ment. SECTION 7-GENERAL CONSIDERATIONS 7.1. Termination. The obligation to provide further services under this Agreement may be terminated by either party upon seven days' written notice in the event of substantial failure by the other party to perform in accordance with the terms hereof through no fault of the terminat- ing party. 7.2. Reuse of Documents. All documents including Drawings and Specifications prepared by ENGINEER pursuant to this Agreement are instrumcnts of service in respect of the Project. Thcy are not intended or represented to be suitable for reuse by OWNER or others on extensions of the I'roj- ect or on any other project. Any reuse without written verification or adaptation by ENGINEER for the spe- cific purpose intended will be at OWNER's sole risk and without liability or legal exposure to ENGINEER; and OWNER shall indcmnify and hold harmlcss EN- GINEER from all claims, damages, losses and ex- penses including allorneys' fees arising out of or re- sulting therefrom. Any such verification or adaptation will entitle ENGINEER to further compensation at rates to be agrecd upon by OWNER and ENGINEER. 7.3. Controlling Law. This Agreement is to be governed by the law of the principal place of business of ENGINEER. 7.4. Successors and Assigns. 7.4.1. OWNER and ENGINEER each binds himself and his partners. successors. executors. administra- tors. assigns and legal representatives to the other party to this Agreement and to the partners, successors. ex- ecutors, administrators, assigns and legal represcnta- tives of such other party. in respect to all covenants. agreements and obligations of this Agreement. 7.4.2. Neither OWNER nor ENGINEER shall as~ sign, sublet or transfcr any rights under or interest in (including. but without limitation. moneys that may become due or moneys that are due) this Agreement without the written consent of the other. except as stated in paragraph 7.4, I and except to the extent that the effect of this limitation may be restricted by hlW, Unless specifically stated to the: contrary in any written consent to an assignmcnt, no assignment will relcasc or discharge the assignor from any duty or responsi- bility under this Agreement. Nothing contained in this paragraph shall prevent ENGINEER from employing such independent consultants, associates and subcon- tractors as he may dcem appropriate to assist him in the performance of services hereundcr. 7.4.3. Nothing hcrein shall be construed to give .my rights or bcnefits hercunder to anyone other than OWNER and ENGINEER. (The remainder of this page was left blank intentionallY.J Page 12 of _1..4_ pages . 7.5. Arbitration / 7.5,1. All claim.., counterclaims, disputes and other matters in <luestion between the parties hereto arising out of or relating to this Agreement or the hreClch thereof will be decided by arhitration in accordance with the Con..lrllction Industry Arbitration Rules of the American Arbitration Association then obtaining. sub. ject to the limitations and restrictions stated in para- graphs 7,5.3 and 7,5.4 below. This Agreement so to arbitrate and Clny other agreement or consent to arbi. Irate entered into in accordance herewith as provided in this paragraph 7,5 will be specifically enforceable under the pre vailing arbitration law of any court having jurisdict ion, 7,5.2, Notice of demand for arbitration must be filed in writing with the other parties to this Agreement and with the American Arbitration Association. The de- mand must be made within a reasonable time after the claim. dispute or other matter in question has arisen, In no event may the demand for arbitration be made after in..titution of legal or equitable proceedings based (Ill slIch claim. t1i..pule (If uthcr mailer in qucstiun would oe harrell by the applicable statute oflimitations. 7.5.3, All demclOds for arbitration and all answering statemenls thereto which include any monetary claim must contain a statement that the total sum or value in controversy as Cllleged by the party making such demand or an...wcring statement is not more than $200,000 (exclusive of interest and costs). The arbitra- tors will not have jurisdiction. power or authority to consider. or make findings (except in denial of their own jurisdiction) concerning. any claim: counterclaim, dispute or other mailer in question where the amount in controversy thereof is more than 5200.000 (exclusive of interest and costs) or to render a monetary award in response thercto against any party which totals more than 5200.000 (exclusive of interest and costs.. 7,5.4. No arbitration arisinc out of. or relating to. this Agreement may include. by consolidation. joinder or in any other manncr. any person or entity who is not a party to this Agreement. 7.5.5. By written consent signed by all the parties to this Agreement and containing a specific rcferencc hereto, the limitations and restrictions contained in paragraphs 7.5.3 and 7.5.4 may be waived in whole or in part as to any claim. counterclaim, dispute or other matter specifically described in such consent. No con- sent to arbitration in rcspect of a specifically dcscribed c1aim, counterclaim. di~pute or other matter in qllC'it ion will constitute consent to arbitrate any other claim. counterclaim. disrlltc nr othcr mailer in que~tion which is not specifically described in such consent or in which the sum or value in controvcrsy exceeds 5200.000 (cx- clusive of inter cst and costs) or which is with any party not specifically described therein. 7,5.6. The award rcndered by the arbitrators will be final, not subject to "preal and judgment may be en- tered upon it in any court having jurisdiction thcreof. (The remainder of this page was left blank intcntionally,) Page 13 of _!1_ pages Revised 4/10/79 SECTION 8-SPECIAL I.. v . _3IONS, EXHIBITS and SCHEDULES, 8. I. This Agreement is subject to the following special provisions, 8.1.1. Engineer's Design Report shall be submitted with final construction plans and specifications as required by the Federal Aviation Administration. 8.1.2. Deleted 8.1.3. To be included under Basic Services. 8.1.4. Compensation for Resident Project Representation shall be based on a per diem rate of $150.00 (based on a 8 hour work day), or at the rate of $18.75 per hour (including overtime if required) for any portion thereof. 8,2, The following Exhibits are attached to and made a part of this Agreement: 8,2,\. EJihi~it /. .. ytuther J;)t!Je,.i~tieft ~f 8Mie Cfl~iftUI iJ.~ t~kr. ieci'l flftll Rtllltttl Matter,," eeftUiBtiftg ef , . "aglo. 8.2,2, Exhibit B .. Duties, Responsibilities and Limitations of Authority of Resident Project Representative" consisting of _ _ ~_u_ _. pages, X.2.3, Exhibit C "Certification of Engineer" consisting of 1 pagel. 8.2.4. Exhibit D "Title VI Assurances" consisting of 3 pages. 8,2.5. Exhibit E "Minority Business Enterprise (MBE) Assurances" consisting of 1 pagel- 8.3. Engineering surveying services as required for design shall include horizontal and vertical control of existing taxiway centerline and establishment of reference points and bench marks in conjunction with stationing and elevation survey of taxiway edge profiles including taxiway filet radii for setting of edge lighting system, guidance signs and cable routing to existing electrical vault. Compensation for 3-man survey crew shall be based on a total time required of 24 hrs. at a rate of $57.50/hr. for a total Lump Sum Fee of $ 1,380.00. 8.4. Electrical testing services to be accomplished as required for design shall consist of the following: high potential testing and Meggar of existing electrical cable to deter- mine continued service voltage, expected life and integrity of existing power supply system. Insulation resistance and voltage drop measurements of vault wiring, control panels, regulators, etc. to determine the extent to which existing equipment can be utilized. Compensation shall be based on a total Lump Sum Fee of $ 1,100.00. H,5 This Agreement (consisting of pages I to _14, inclusive), together with the Exhibits and schedules identified above constitute the entire agreement between OWNER and ENGINEER and supersede all prior written or oral understandings, This Agreement and said Exhibits and schedules may only be amended, supplemented, modified or cancelled by a duly executed written instrument. IN WITNESS WHEREOF, the parties hereto have made and executed this Agreement as of the day and year first above written, OWNER: The Board of County Commissioners .___ of__~...?nroe County, F lor ida ENGINEER: BR&R ASSOCIATES, INC. MAYOR Patrick J. Rebull, P.E. __~dent ___,._ Attest: CLERK Page .J1I- of _.lli _ pages Exhibit B to Agreement Between Owner and Engineer for Professional Services, dated _______, 19 ,---- (for use with No. 1910-1. 1979 Edition). Duties, Responsibilities and Limitations of Authority of Resident Project Representative A, General. I{\:~id\:nl Project Represcntative is I':N(;INEFR'~ /\gcnt, will act as directed by alld lindeI' the sUJlCrvision tlf EN(;I- N EER. and will confer with ENGINEER n:garding his actions. Resident Projed Ih'pre<;entativc's dealings in 1lI;!'kr~ pertaining to the on-site Work shall in general "e only with ENGINEER and CONTRACTOR, and dealings with ~tJhmnlla(tors shall only he thrnugh Ilr with the fnll knowledge of CONTRAC fOR, Wrillen communication wi:h OWNER will he only through or as direch:d hy ENGINEER. B, ()utirs and nesponsihilitlt'!'!, J{l'~i(knt I'rojCl:t Rcprewntativc will: St IIt,tI/l/l'I: Review t he progress schedule, schedule of Shop Drawing sul'>rni"itln~ and schedule of vallle~ 1"0:1':11 0:<1 hy CONTRACTOR and consult with ENGINEER concerning their acceptability, ], c""ti,rt"'tt'\: Attend preconstmction conferences, Arrange a schedule ofpfllglCss llIeetings and other joh Cllnfercllcl's a~ re4uired in consultation with ENGINEER and notify those e)lpected to ;IIIClld 10 ;,dV;1I1ce. Atleml meetings, ;Ind maintain and circulate copies of minutes thereof. 3, I.itli I"": a. Serve as ENGINEER's liaison with CONTRACTOR, working principally thfltllgh CONTRACTOR's superinten- dent and assi~t him in understanding the intent of the Contract Documenh. A~~i~l ENGINEER in servingas OWNER's liai~on with CONTRACTOR when CONTRACTOR's operations afTect OWNER's on-site operations. h. A~ rcque~ted by ENGINEER. assist in ohtaining from OWNER additional details or information, when rcquire\1 at the joh .,ite for proJlCr execution of the Work, 4, Shop I>mll'inJ.:J tlntl Samplt'.f'" a, Rel:cive and record date of receipt of Shop Drawings and samples, receive samples which are furnished at (he site by CONT'3-ACTOR, and notify ENGINEER of their availahility for cltamination, b. Advise ENGINEER and CONTRACTOR or its superintendent immcdiatel~' of the commencement of any Work requiring a Shop Drawing or sample suhmission if the submission has not heen i1rproved hy ENGINEER, 5, Rt'I'it'lI' of Work. Rejert;on of D(1('('t;I'(' Work, In.fpnf;on,f (/1/(/ T(,JtJ'" a. Conduct on-site observations of the Work in progress to assist ENGINEER in determining if the Work is proceeding in accordance with the Contract Documents and that completed Work will Ctlnform \0 the Contract Documents, b, Repun to ENGINEER whenever he believes that any Work is unsatisfadory, faulty or defective or does .not conform to the Contra\:t Documents, or docs not meet the requirements of any inspections. tests or approval reqlllred tu be made or has been damaged prior tolinal pttymenl; and advise ENGINEER when he believes Work should he corrected or rejected or should be uncovered fur observation, or requires srccialtesting, inspection or approval. c, Verify that tests, equipment and system., 'itartups and operating and maintenance instructions are cunducted as required hy the Cuntract Documents and in presence of the required personnel. and that CONTRACTOR maintains ade4uate records thereof; observe, record and repon to ENGINEER appropriate details relative to the test procedures and stanupe;, d, Accompany vi'iiting inspectors representing puhlic or other agencies having jurie;diction over the Project, record the outcome of these inspections and reponto ENGINEER, 1) t979 by Nalional Society of Professionat Engineers, 2029 K St.. N. W.. Washington, D.C. 20006 NSPE/ACEC/ASCE Publication No, 1910-I.A 1979 Edition Exhibit B P<'l a e 1 0 f 2 6, IIIln!,,/'IIII;O" o[Colllrt/el Oomml'nt,t: Transmit to CONTRACTOR ENGINEER's clarifications and interpretations of the Contract Documents. 7. M(/d!{il/ll;tJIl.~: Consider and evaluate CONTRACTOR's suggestions for modificiltilms in Drawings or Specifications and report them with recommendations to ENGINEER, 8, R/'cordl: a. Maintain at the job !lite orderly files for correspondence, reports of job conferences, Shop Drawings and samples submi'isions, reproductions of original Contract Documents including all addenda. change orders, field orders, addi- tional Drawings issued subsequent to the execution of the Contract, ENGINEER's clarifications and interpretations of Ihe Contract Documents, progress reports, and nther Project related documents, h. Keep a diary or log book, recording hours on the joh site. weather conditions, data relative to questions of extrils or dcdul:tions, list of visiting officials and representati\'e!l of manufacturers, fahril:ators, suppliers and distrihutors, daily activilies, decisions, oh!lervations in general and s!,ecifk observations in more detail as in the case of ohserving le'il prol:edures, Send copie!lto ENGINEER, c, Rel:ord names, addresses and telephone numhers of all CONTRACTORS, suhcontractors and major suppliers of materials and equipment, 9, R/'po'H: a. Furni..h ENGINEER reriodic reports as rcquired of progress of the Work and CONTRACTOR's compliance with the approved progress schedule and schedule of Shop Drawing submissions, 1'1, Conslllt with ENGINEER in advance of scheduled major tests. inspections or start of important phases of the wOlk. e. Report immediately to ENGINEER upon the occurrence of any :Iccidenl. 10, /'0.1''''/'''' /(,'//ui,I;I;mu: Review al'I'lieations for p:lyment with ('ONTI{^("loR for cornpliilnce with the e..tal1".."c" procedure for their submission and forward them with recommendations to ENGINEER. noting particularly their relation to the schedule of values, Work completed and materials and equipment delivered at the site hut not incor- porated in the Work. II, C/'rl;fictll/',I', Mai"It'llfInCl' and Oprrt/t;on Mmlllah: ntlring the course of the Work, vcrify that certificates. maintenance and operation manuals and olher data required to he assembled and furnished hy CONTRACTOR are "pplicahle 10 the items a\."tually installed: and deliver this material to ENGINEER for his review and forwarding to OWNER prior 10 final acceptance of the Work. 12, COIIII/fel;on: a, Defore ENGINEER issues a Certificate of Substantial Co",pletion, submit to (,ONTR^CTOR a list of observed items requiring completion or correction, b. Conduct final inspection in the company of ENGINEER. OWNER and CONTRACTOR and prepare a final list of items to he completed or corrected, Co Verify that all items on finalli~t have heen completed or corrected and make recommendations to ENGINEER concerning acceptance. C, Limitations of Authority. Except upon wrillen instructions of ENGINEER, Resident Project Representative; /, Shall not authorize any deviation from the Contract Oocuments or approve any substitute materials or equipment. 2. Shall not exceed limitations on ENGINEER's authority as set forth in the Contract Documents. 3, Shall not undertake any of the responsibilities of CONTRACTOR, subcontractors 1lI CONTRACTOR's superintcndent, or expedite the Work. 4, Shall not advise on or issue directions relative to any aspect of the means, melhods. techniques, !leqllen\."c'i or procedures of construction unless such is specifically called for in the Contract Documents, 5. Shall not advise on or issue directions as to safety I'recautions and programs in connection with the Work. 6. Shall not authorize OWNER 10 occupy the Project in whole or in part. 7, Shall not participate in specialized field or lahoratory tests, Prepared by Enlin..,,' Joinl Contracl Doc_nl, Commill" P\lblit.hrdjointl)' b)' Ptorrnion" Enli""'" ill "'Ya'e "..lice. I pt'Kticr di"'lOn orlhr N.'ion.15oc....y of Pro'tuion~1 f.".,nft.'; Anwnc an CO"'uttinl EftI'M'" Coun(ll; AlMric_" Soc~ly !.,r ("1....' ~.,,!'t_"'~~!~ Exhibit B Page 2 of 2 Between Professional 1982. Exhibi t F b greer Owner and Enyineer Services, dated --.... CERTIFICATION OF ENGINEER MARATHON AIRPORT CERTIFICATION OF ENGINEER I hereby certify that I am the President and duly authorized representative of the firm of RR ~ R A~~n~iatP~, Jnc ,whose address is 11;1 rnr~l W~y, Mi~mi I Flnri~~ 1114~ , and that neither I nor the above firm I here represent has: (a) employed or retained for a commission, percentage ,brokerage, contingent fee, or other consideration, any firm or person (other than a bona fide employee working solely for me or the above consultant) to solicit or secure this contract. (b) agreed, as an express or implied condition for obtaining this contract, to employ or retain the services of any firm or person in connection with carrying out the contract, or (c) paid or agreed to pay to any firm, organization, or person (other than a bona fide employee working solely for me or the above consultant) any fee, contribution, donation, or consideration of any kind for, or in connection with, procuring or carrying out the contracts; except as here expressly stated (if any): I have acknowledge that this certificate is to be furnished to the Fede~al Avition Administration of the United States' Department of Transportation, in connection with this contract involving participation of Airport Development Aid Program (ADAP) funds and is subject to applicable state and,Federal laws, both criminal and civil. Date Patrick J. Rebull, r.E. President Exhibi tC Page 1 of 1 Exhibit D t~ AgreE Between Owner and Engineer for' Professional Services, dated , 1982. TITLE VI ASSURANCES During the performance of this contract, the Engineer, for itself, its assignees and successors in interest agrees as follows: A. Co~oliance with Regulations. The Engineer shall cv~?ly with the Regulations relative to nondiscrimination in federally ass~sted ~ru;r~~.6 of the Department of Transportation (hereinafter, "007") Title 49, Coce of Federal Regulations, Part 21, as they rr.ay be amended from time to ti~e, (hereinafter referred to as the Regulations), which are herein incorporated by reference and made a part of this Agreement. B. ~ondiscrimination. The Engineer, with r~~ard to the work performed by it during the Agreement, shall not discriminate on the ground~ of race, color, or national origin in the selection and reter.tion of subcor.tractors, including procurements of materials and leases of equipment. 7he Engineer shall not participate either directly or indirectly in the discri~ination prohibited by section 21.5 of the Regulations, including employment practices when the Agreement covers a program set forth in Appendix B of the Regulations. C. Solicitations for Subcontracts, Including Procurements of ~aterials and Equipment. In all solicitations either by competitive bidding or negotiation made by the Engineer for work to be perfor~ed under a sub- contract, including procurements of materials of leases of e~uipment, each potential subcontractor or supplier shall be notified by the Engineer of the Engineer's obligations under this Agree~ent and the Regulations . relative to nondiscrimination on the grounds of race, color, or national origin. Exhibit D Page 1 of 3 D. Infor~ation and Reports. The Engineer s~all provide all inforu.3tion and reports required by the Regulations 'or directives issued pu:suar.t therete and shall permit access to its books, records, accounts, other sources of information, and its facilities as may be determinQted by t~e s?onsor (~~ner) or the Federal Aviation Administration (F~~) to be pertinent to asc~rtafncompliance with such Regulations, orders, and intructions. Where any information required of a contractor is in the exclusive pos- session of another who fails or refuses to furnish this inforu.ation, t~e Engineer shall so certify to the sponsor (Owner)or the FAA, as appropriate, and shall set forth what efforts it has made to obtain the information. E. Sanctions for Noncompliance. In the event of the Engineerls r.on- compliance with the nondescrimination provisions of the Agreement, the sponsor (Owner) shall impose such contract sanctions as it or the Fi~; ~~y determine to be appropriate lincluding, but not limited to: (1) withholding of payments to the Engineer under the Agreeu.ent until thQ Engineer complies, and lor (2) cancellation, termination, or suspension of the Agree~ent, in whole or in part. F. incorporation of Provisiuns. The Engineer shall include the pruvisio~s of ?aragraphs A through E in every subcontract, including procurements 0: materials and leases of equipment, unless exempt by the Regulations or directives issued pursuant thereto. The Engineer shall take such action with respect to any subcontract or procurement as the sponsor (Owner) or t~~ FAA may direct as a means of enforcing such provisions including sanctior.s for noncompliance. Provided, however, that in the event the Engine~r Exhibit D Page 2 of 3 beco~es involved in, or is threatened with, litigation with a subcontractor or supplier as a result of such direction, the Engineer Day re~uest the tIle sponsor (Owner) to enter into such litigation to protect the interes:s of the sponsor (Owner) and, in addition,t~e Engineer may re~uest the United States to enter into such litigatic~ ~o protect the interests,of the wnited States. Exhibit D Page 3 of 3 Exhibit E b. .greel Between Owner and Engineer ror Professional Services, dated , 1982. MINORITY BUSINESS ENTERPRISE (MBE) ASSURANCES A. Policy. It is the policy of the ~epart~e~c of T=ansportation (DOT) that mi~ority business enter~rises as defined in 49 CPR Part 23 shall have the maximu~ opportunity to participate i~ the perfor~ance of coneract~ flnanced in whole or in part with Fede~al fu~ds unaer t~l5 Agreement. Consequently, the MBE require~ents of 49 CPR Part 23 apply to this Agreement. il. MBE Obliqation. The E~gineer a~rees to insure that minority business enterprises as defined in 49 CFR Pare 23 have the maximum opportunity to participate in the perfor~a~ce of contracts and subcontracts fina~ced in w~ole or in par~ with Federal funds provided under this Agreeme~t. I~ this regard, the Engineer shall take all necessary a~d reasonable steps ~n accordance with 49 CFR Part 23 to i~sure thQt winority business enterprises have the ~Qxi~uw opport~nity to compete for and perform contracts. The En~ineer shall not discriminate on the basis of race, color, national origin, or sex in the award and performance of DOT-assisted contracts. Exhibit E Page 1 of 1