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HomeMy Public PortalAbout2005-26 Agreement with SWA Group, IncRESOLUTION NO. 2005-26 A RESOLUTION OF THE VILLAGE COUNCIL OF THE VILLAGE OF KEY BISCAYNE, FLORIDA; APPROVING AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN SWA GROUP, INC. (THE "CONSULTANT") AND THE VILLAGE OF KEY BISCAYNE, CONCERNING URBAN DESIGN PLANNING SERVICES RELATED TO THE VILLAGE'S VISION PLAN; AUTHORIZING VILLAGE MANAGER TO EXECUTE THE AGREEMENT BETWEEN THE VILLAGE AND THE CONSULTANT; PROVIDING FOR EFFECTIVE DATE. WHEREAS, the Vision Plan and Evaluation and Appraisal Report Committee of the Village has requested that SWA Group, Inc., be retained to provide urban design imaging service for the Village in coordination with the Vision Plan services which are being provided to the Village by the Village's other planning consultant, Wallace, Roberts and Todd; and WHEREAS, the Village Council finds that the approval of the proposed Professional Services Agreement between the Village and SWA Group, Inc. (the "Consultant"), is in the best interest of the Village. NOW, THEREFORE, BE IT RESOLVED BY THE VILLAGE COUNCIL OF KEY BISCAYNE, FLORIDA, AS FOLLOWS: Section 1. Recitals Adopted. That each of the above -stated recitals are hereby adopted and confirmed. Section 2. Services Authorized, Specification of Funds. That the urban design planning services to be provided by Consultant to the Village are hereby authorized, as described in the Professional Services Agreement which is attached hereto and in the Village Manager's Memorandum which accompanies this Resolution, in accordance with the funding source and amount identified in such Memorandum. Section 3. Agreement Approved. That the Professional Services Agreement (the "Agreement") between the Village and the Consultant, in substantially the form attached hereto, is hereby approved, and the Village Manager is hereby authorized to execute such Agreement on behalf of the Village, once approved by the Village Attorney as to form and legal sufficiency. Section 4. Implementation. That the Village Manager is hereby authorized to take any and all action necessary to implement the purposes of this Resolution and the Agreement. Section 5. Effective Date. That this Resolution shall be effective immediately upon adoption hereof. PASSED AND ADOPTED this 14th day of June, 2005. 422 ( J{�. MAYOR ROBERT OLDAKOWSKI ATTET: CHITA H. ALVAREZ, CMC, VILLAGE CLERK APPROVED AS TO FORM AND LEGAL SUFFICIE VILLAGE ATTORNEY DT June 6, 2005 Village Council Robert Oldakowski Mayor Robert L Vernon Vice Mayor Enrique Garcia Steve Liedman Jorge E Mendia Thomas Thornton Patricia Weinman Village Manager Jacqueline R Menendez TO FR RECOMMENDATION Office of the Village Manager mbers of the Village Council . -r Village Manager 2020 Vision Plan SWA Group Inc Agreement It is recommended that the Council approve the attached resolution which provides for consultant services from SWA Group for the 2020 Vision Plan EXPLANATION At the May 18, 2005, 2020 Vision/EAR Plan meeting, the Chair discussed with the Committee his thoughts regarding the necessity of having drawings which illustrate the Vision that will be developed during this process The Chair further suggested that he has extensive experience with a planning and design firm (SWA Group Inc) that has a great degree of expertise in this area Following this discussion, there was a consensus that the Committee should recommend to the Village Council that this approach be followed Further, staff was requested to negotiate an Agreement with the firm for consideration by the Village Council The Agreement will be funded from the "Reserve for Master Plan Initiatives" account in the amount of $92,000 On June 8, 2005, represenatives from the SWA Group Inc met with the 2020 Vision/EAR Committee The purpose of the meeting was to provide an opportunity for these representatives to explain how their expertise can benefit the visioning process and for the Committee members to express their feelings about the Village Following this discussion, the Committee recommended (12-1) that the Village Council approve an Agreement with this firm The Agreement will provide a variety of drawings which will illustrate the vision that is developed by the Committee The most noteworthy work products are the following documents 1 A Village -wide Urban Design Plan showing all of the proposed improvements 1 A Village -wide Urban Design Plan showing all of the proposed improvements 2 Streetscape plans will be provided for a typical Village street/intersection, Mashta Drive W Wood Drive Heather Drive, McIntyre Street, Harbor Drive, Fernwood Road 3 A conceptual plan for the Village Green and Civic Center Park (Tony Citgo) 4 Five (5) other conceptual plans that will be determined as the process moves forward VILLAGE OF KEY BISCAYNE AGREEMENT FOR PROFESSIONAL SERVICES THIS AGREEMENT, made and entered into as of the 2nd day of June, 2005, by and between the VILLAGE OF KEY BISCAYNE (the "VILLAGE") and SWA GROUP, INC., a California corporation authorized to do business in Florida, (the "CONSULTANT"). RECITALS: The VILLAGE wants to engage the CONSULTANT to perform certain professional planning services consisting of urban design imaging service for the VILLAGE, as specifically described in the Scope of Services which is provided in Exhibit "A" to this Agreement (the "Specified Services"). The CONSULTANT wants to provide such Specified Services. In consideration of the mutual covenants set forth in this Agreement, the parties agree as follows: 1. SCOPE OF SERVICES A. The CONSULTANT agrees to perform the Specified Services upon written request from the Village Manager. B. CONSULTANT shall expend all necessary efforts to competently and professionally complete all tasks in accordance with a schedule to be approved by the Village Manager. C. VILLAGE shall provide the information listed below in a. - d. of this paragraph C as required for performance of the Specified Services. Should CONSULTANT be required to provide services in obtaining or coordinating compilation of this information, such services shall be charged as Extra Services. CONSULTANT assumes no responsibility for the accuracy of such information, may rely on the accuracy of such information, and shall not be liable for error or omissions therein. a. VILLAGE plans in digital format; b. All background studies and analysis information prepared by Wallace, Roberts and Todd (the "WRT") for the VILLAGE; c. Vision Statement; and d. Overhead aerial photographs at controlled scale. D. CONSULTANT shall perform additional services (the "Extra Services") beyond the Specified Services, but within its expertise, if requested by the Village Manager, at compensation which is first mutually agreed to in writing, based on the hourly rates set forth in Part IV of Exhibit 2. FEES FOR SERVICES A. As full compensation for satisfactory performance of the Specified Services, the CONSULTANT agrees to charge and shall be paid by the Village, in accordance with the Fee Estimate set forth in Exhibit "C," for a total fee not to exceed EIGHTY TWO THOUSAND ($82,000.00) DOLLARS. Fees shall be paid in arrears each month, pursuant to monthly invoice, based upon the percentage of work completed for each task invoiced. Invoices shall be promptly processed for payment by Village pursuant to the Florida Prompt Payment Act. B. Reasonable and necessary travel expenses of CONSULTANT, not to exceed a total of TEN THOUSAND ($10,000.00) DOLLARS, shall be reimbursed by VILLAGE. C. Additionally, the VILLAGE shall reimburse CONSULTANT's expenses for certain miscellaneous items, approved by the Village Manager, up to a total of THREE THOUSAND ($3,000.00) DOLLARS. This will include copies of drawings, specifications, reports and cost estimates, xerography and photographic reproduction of drawings and other documents furnished or prepared in connection with the work of this Contract, cost of postage and shipping expenses other than first class mail, long distance telephone and telegraph charges, and photographic services, film and processing. 3. TERM The duration of the term of this Agreement shall commence upon execution hereof and is for an initial term of eight (8) months, commencing on June 2, 2005 and ending on February 1, 2006, unless extended by the Village Manager or earlier terminated pursuant to paragraph 8. 4. RECORDS All original sketches, tracings, drawings, computations, details, reports, calculations, work papers and other documents and plans that result from the CONSULTANT providing Specified Services or any additional services hereunder shall be the property of the VILLAGE for use in the VILLAGE's Vision Plan. Upon termination of this Agreement or upon request of the VILLAGE during the term of this Agreement, any and all such documents shall be delivered to the VILLAGE by the CONSULTANT, provided VILLAGE has paid CONSULTANT for all accrued fees and expenses for professional services rendered. All work products shall be provided to VILLAGE in paper and digital. In consideration of CONSULTANT's agreement to relinquish ownership of its instruments of professional service to VILLAGE pursuant to the terms of this Agreement, VILLAGE agrees, to the fullest extent permitted by Section 768.28, Florida Statutes, to hold harmless and indemnify CONSULTANT from and against all claims, liabilities, losses, damages, and costs, including but not limited to reasonable attorney's fees, arising out of or in any way connected with the conversion, modification, misinterpretation, misuse, or reuse by VILLAGE or others (who are authorized by VILLAGE) of the instruments of professional service provided by CONSULTANT under this Agreement, including those provided in electronic form. The foregoing indemnification applies, without limitation, to any use of the urban design documentation on other projects, for additions to this urban design project, or for completion of this project by others (who are authorized by VILLAGE) excepting only such use as may be authorized in writing by CONSULTANT. 5. INSURANCE A. The CONSULTANT shall at all times carry comprehensive general liability and contractual liability insurance, professional liability insurance, workers' compensation insurance (if applicable), and automotive liability insurance, with minimum policy limits for each coverage in the amount of at least Five Hundred Thousand ($500,000.00) Dollars per occurrence, combined single limit, for property damage and bodily injury, including death, except that the dollar amount of workers compensation coverage (if applicable) shall be as provided by Chapter 440, Fla. Stat. The VILLAGE shall be named as an additional insured on the comprehensive general liability and contractual liability insurance, professional liability insurance, and automotive liability insurance policies, to the extent permitted by law. Each insurance policy required herein shall state that it is not subject to cancellation or reduction in coverage without written notice to the VILLAGE 30 days prior to the effective date of cancellation or reduction of coverage. B. CONSULTANT shall indemnify and hold harmless the VILLAGE, its officers and employees, from liabilities, damages, losses and costs, including, but not limited to, reasonable attorneys' fees, to the extent caused by the negligent acts, errors or omissions or willful misconduct of the CONSULTANT and persons employed or utilized by the CONSULTANT in the performance of the Agreement, except that neither the CONSULTANT nor persons employed or utilized by the CONSULTANT will be liable under this paragraph for liabilities, damages, losses, or costs resulting from negligent acts, errors, or omissions by the VILLAGE or any of VILLAGE's officers, agents, contractors or employees during the performance of this Agreement. 6. ASSIGNMENT This Agreement shall not be assignable by the CONSULTANT. 7. PROHIBITION AGAINST CONTINGENT FEES The CONSULTANT warrants that it has not employed or retained any company or person, other than a bona fide employee working solely for the CONSULTANT, to solicit or secure this Agreement, and that it has not paid or agreed to pay any person(s), company, corporation, individual or firm, other than a bona fide employee working solely for the CONSULTANT any fee, commission, percentage, gift, or any other consideration, contingent upon or resulting from the award or making of this Agreement. 8. TERMINATION This Agreement may be terminated by the VILLAGE upon thirty (30) days advance written notice with or without cause and by the CONSULTANT upon ninety (90) days advance written notice with or without cause. If this Agreement is terminated, the CONSULTANT shall be paid in accordance with the provisions of paragraph 2 for all acceptable work performed up to the date of termination. 9. NONEXCLUSIVE AGREEMENT; ACKNOWLEDGMENTS; FORCE MAJEURE A. The services to be provided by the CONSULTANT pursuant to this Agreement shall be nonexclusive and nothing herein shall preclude the VILLAGE from engaging other firms to perform the same or similar services for the benefit of the VILLAGE within the VILLAGE's sole and absolute discretion. B. VILLAGE shall endeavor to give CONSULTANT proper credit and acknowledgment for all services rendered hereunder in published articles and promotional brochures. C. CONSULTANT shall not be responsible for any delay in the performance or progress of the work, or liable for any costs or damages sustained by VILLAGE resulting from such delay, if caused by any act or neglect of the VILLAGE or VILLAGE's representatives, or by any third person acting as the agent, servant or employee of VILLAGE, or by changes ordered by VILLAGE in the work, or as a result of compliance with any order or request of any federal, state or municipal government authority having jurisdiction or any person reasonably appearing to be acting therefore, or by acts of declared or undeclared war or by public disorder, riot or civil commotion, or by any other cause beyond the reasonable control and without the fault or negligence of CONSULTANT. In the event of any such delay, CONSULTANT shall proceed with due diligence to alleviate such delay and continue the performance of all obligations under this Agreement. The time during which CONSULTANT is delayed in the performance of the work, shall be added to the time for completion of its services to the extent such time is specified in this Agreement. All additional costs resulting from any delay in the performance or progress of the work caused by any act or neglect of VILLAGE, its agents or representatives, shall, as between the parties hereto, be borne entirely by the VILLAGE. 10. ENTIRE AGREEMENT The parties hereby agree that this is the entire agreement between the parties. Exhibits "A", "B" and "C" identified above and attached hereto are incorporated herein. This Agreement cannot be amended or modified without the express written consent of the parties. The Village Manager shall act for VILLAGE hereunder. 11. WARRANTIES OF CONSULTANT The CONSULTANT hereby warrants and represents that at all times during the term of this Agreement it shall maintain in good standing all required licenses, certifications and permits 6 required under Federal, State and local laws applicable to and necessary to perform the Specified Services for VILLAGE as an independent contractor of the VILLAGE, and in force at the time services are performed. 12. NOTICES All notices and communications to the VILLAGE or CONSULTANT shall be in writing and shall be deemed to have been properly given if transmitted by registered or certified mail, return receipt requested, or by hand delivery. All notices and communications shall be effective upon receipt. Notices shall be addressed as follows: VILLAGE: With a copy to: CONSULTANT: Jacqueline R. Menendez Village Manager Village of Key Biscayne 88 West McIntyre Street Key Biscayne, FL 33149 Village Attorney David M. Wolpin, Esq. c/o Weiss Serota Helfnian Pastoriza Cole & Boniske, P.A. 2665 South Bayshore Drive Suite 420 Miami, Florida 33133 SWA GROUP, INC. I/1, o 0 e ri e' 6 Wit. itu I ops 1 14 c.c Attention: _N1 13. GOVERNING LAW; LITIGATION This Agreement shall be construed in accordance with the laws of the State of Florida. Venue for any litigation hereunder shall be in Miami -Dade County, Florida. The parties voluntarily waive the right to any trial by jury in any litigation hereunder between the parties. 7 IN WITNESS WHEREOF, the parties hereto have accepted, made and executed this Agreement upon the terms and conditions above stated on the day and year first above written. CONSULTANT: SWA GROUP, INC. Attest: By: Title: C FO F:\103001\Agreements\Agreement with SWA Group 5.25.05 VILLAGE: VILLAGE OF KEY BISCAYNE 88 West McIntyre Street Key Biscayne, FL 33149 Village Clerk pproved as to Form and Legal Sufficiency: Village A" +rne Approved pursuant to Council Resolution No. EXHIBIT "A" SCOPE OF SERVICES For the VILLAGE, CONSULTANT shall prepare a series of urban design studies and documents as later described that will define the vision for the urban character of the VILLAGE. The objective of these services is to provide urban design imaging that will be based on and included in the "Vision Plan" being prepared for the VILLAGE by Wallace, Roberts and Todd ("WRT"). A. Background Work CONSULTANT shall: 1. Visit the VILLAGE and become familiar with overall characteristics and relationship to the surrounding region and to obtain comprehensive photographic coverage. 2. Meet with the VILLAGE to discuss the general range of opportunities and expectations. 3. Review available existing pertinent data, provided by the VILLAGE, in the form of base maps, aerial photographs, VILLAGE Comprehensive Plan, Crandon Boulevard Master Plan, goals and objectives, and other relevant planning reports, documents and projections. 4. Attend Community Forum One to meet the citizens and the Vision Committee, and to observe the SWOT exercise that will be undertaken by WRT. 5. Attend Community Forum Two to observe the presentation of the draft Vision Statement and to hear the citizen's input regarding the Statement. B. Basis of Vision Plan 1. Based upon the Vision Statement adopted by the Village Council and with the direction of the VILLAGE, CONSULTANT shall prepare an urban design plan based upon the following criteria. a. Planning Factors i. Configuration of VILLAGE development. ii. Relationships to Crandon Park on the north and Bill Baggs Cape Florida State Park to the south. _g_ iii. VILLAGE access location points. iv. Limitations in the form of easements, zoning controls, any assessment districts. v. Any special districts. vi. Public facilities and schools. vii. Existing development in the VILLAGE. viii. Views, visual characteristics and scenic factors. ix. Utility location, availability and easements. x. Recreation and open space patterns. xi. Public beaches and access points. b. Natural Factors i. Topography, slopes and orientation. ii. Hydrology, drainage patterns. iii. Existing water bodies and shorelines. iv. Tree cover and vegetation. v. Climate and wind factors. vi. Wildlife and habitat considerations. C. Vision Plan — Urban Design 1. The urban design plan will address the physical components that are part of the Evaluation and Appraisal (the "EAR") and Strength, Weaknesses, Opportunity and Threats (the "SWOT") exercise results, such as: a. The need for additional parks, recreation and open space. b. Traffic volumes, operations and safety. c. Implications of redevelopment. -10- d. Strength of small town feel. e. Accommodating community festivals and events. f. Lack of connectivity, especially to the waterfront. 2. The concept urban design plan may delineate the following: a. Land use character and redevelopment potentials. b. Street patterns, major access points, and/or parking areas. c. Pedestrian circulation systems and connections. d. Conceptual streetscape design for the major east/west and north/south arterials including, prototypical street cross sections and character. These arterials include: i. Mashta ii. Westwood iii. Heather iv. McIntyre v. Harbor vi. Fernwood e. Parks and open space locations and programs. f. Major community facilities and public uses. 3. Prepare a preliminary urban design plan at 200 -scale to describe the physical components and their interrelationships. Attend a team meeting in Key Biscayne with the VILLAGE and WRT to review the plan and receive input. 4. Prepare one final urban design plan at 200 -scale and two enlarged plans at 100 -scale. The locations of the enlarged plans will be determined with the VILLAGE. 5. Prepare five perspective sketches of areas that will be determined with the VILLAGE. 6. Prepare a power -point presentation of the urban design work. -11- 7. Attend Community Forum Three to assist in the presentation of the Vision Plan. 8. Assist WRT in preparation of a Vision Plan document. This document shall be provided in one hard copy color original of each document and one CD of drawings. CONSULTANT may prepare the Vision Plan document at the VILLAGE's direction, as Extra Services, if requested by the VILLAGE. EXHIBIT "B" I. FEES FOR PROFESSIONAL SERVICES Services outlined under the Scope of Services shall be provided for the fixed sum stipulated in Section 2(A) of the Agreement for Professional Services (the "Agreement"). II. REIMBURSABLE COSTS Pursuant to Section 2(C) of the Agreement, the following costs shall be reimbursed at cost plus ten percent and are not included in the Fee for Professional Services: A. Cost of copies of drawings, specifications, reports and cost estimates; xerography and photographic reproduction of drawings and other documents furnished or prepared in connection with the work of the Agreement. B. Cost of postage and shipping expenses other than first class mail. C. Long distance telephone and telegraph charges. D. Electronic data processing. E. Photographic services, film and processing. F. Cost of models, special renderings, promotional photography, special process printing, special equipment, special printed reports or publications, maps and documents approved in advance by VILLAGE. Additionally, CONSULTANT shall be reimbursed for fees for any additional consultants retained by CONSULTANT with the express written approval of the VILLAGE. III. TRAVEL COST Pursuant to Section 2(B) of the Agreement, VILLAGE shall reimburse the cost of reasonable and authorized commercial carrier and public transportation, lodging, car rental and parking, subsistence and out-of-pocket expenses, and private automobile travel at $0.41 per mile. IV. EXTRA SERVICES. A. Extra Services shall be provided on a time basis computed as follows: Principals Rate/Hour Callaway 200.00 Shanley 195.00 -13- Wong 195.00 Berkson 185.00 Blhan 185.00 Jacob 185.00 Law 185.00 Runco 185.00 Thompson 185.00 McDaniel 180.00 Lee, J. 175.00 Pearson 175.00 Slaney 175.00 Cutler 170.00 Loomis 170.00 O'Malley 170.00 Simpson 170.00 Fox 165.00 Fleming 165.00 Imamura 165.00 Aquino 160.00 Shreeve 160.00 Peterson 150.00 Maloney 140.00 Bickel 140.00 Unana 140.00 Nadeau 125.00 Reed 125.00 Other principals, if used on this Project, have rates ranging from $125.00 to $200.00 an hour. These rates are applicable for six (6) months from the date of the Agreement but may be increased subsequently without written notice. Other employee time shall be charged at a multiple of two and one-half (2.5) times Direct Personnel Expense. B. Extra Services include but are not limited to: 1. Making planning surveys, feasibility studies, and special analyses of VILLAGE's needs to clarify requirements for Project programming. 2. Master planning. 3. Site planning. 4. Revisions and changes in drawings, specifications or other documents when such revisions are inconsistent with approvals or instructions previously given by the VILLAGE; required by the enactment or revision of codes, laws or regulations -14- subsequent to the preparation of such documents; or the preparation of alternates requested by the VILLAGE. 5. Preparation of record drawings or of measured drawings of existing conditions. [END OF EXHIBIT] EXHIBIT "C" Item No. Fee Estimate Project Name: Key Biscayne Urban Design Date: 15 May 2005 Prepared By: NF Hourly Rates; Fleming Platt O'Malley Aquino Senior Staff Staff S S $ $ S $ 165 200 170 160 95 75 FEE ESTIMATE SWA Group Project Number: VKSN501 Task Fleming Hours Fee Platt Hours Fee O'Malley Hours Fee Aquino Hours Fee Sr. Staff Hours Fee Staff Hours Fee Subtotal Hours Fee Vision Plan 1 2 3 Kick-off meeting Attend Community Forum One / site recon. Attend Community Forum Two 4 Read background information 5 Urban design charrette 6 Refine concepts 7 Prepare UD plan @ 200 scale 8 Prepare enlarged plans (2 @ 100 scale) 9 Perspective sketches (6) E11Team meeting in Miami Attend Community Forum Three 12 Prepare final report 13 Project coordination with WRT Travel Expenses airfare to Miami (assume overlap w/Lennar) 8 $ 500 $ 4,000 airfare to SFO 2 $ 200 $ 400 hotel 10 $ 175 $ 1,750 car 20 $ 80 $ 1,600 meals 20 $ 46 $ 900 parking 20 $ 30 $ 600 mileage 400 $ 0.41 $ 164 Total $ 9,414 say $ 10,000 Other expenses @ 4% of fee: say $ 3,000 not including production of report 8 $ 1,320 8 $ 1,600 $ $ $ $ 16 S 2,640 16 $ 3,200 $ $ S $ 16 $ 2,640 16 $ 3,200 $ $ $ $ 20 $ 3,300 20 S 4,000 $ $ $ $ 16 $ 2,640 8 $ 1,800 12 $ 2,040 8 $ 1,280 8 $ 760 8 $ 8 $ 1,320 4 $ 800 $ 4 $ 640 16 S 1,520 $ 8 $ 1,320 4 $ 800 S 8 $ 1,280 24 $ 2,280 80 $ 8 $ 1,320 4 $ 800 $ 8 $ 1,280 24 $ 2,280 120 $ 4 S 660 2 $ 400 20 $ 3,400 20 S 3,200 4 $ 380 $ 8 $ 1,320 8 $ 1,600 $ $ $ $ 16 $ 2,640 16 $ 3,200 $ $ $ $ 8 $ 1,320 2 $ 400 $ $ $ 8 $ 12 S 1,980 $ • $ $ - $ $ 148 $ 24,420 108 $ 21,800 31 $ 5,440 48 $ 7,880 76 $ 7,220 ' 218 $ Page 1 800 6,000 9,000 • 600 • 18,200 16 32 32 40 60 32 124 164 50 16 32 18 12 828 say 2,920 5,840 5,840 7,300 8,920 4,280 11,680 14,680 8,040 2,920 5,840 2,320 1,980 82,580 82,000