Loading...
HomeMy Public PortalAbout2001-54 Agreement with E.A.SRESOLUTION NO. 2001-54 A RESOLUTION OF THE VILLAGE COUNCIL OF THE VILLAGE OF KEY BISCAYNE, FLORIDA; AUTHORIZING THE VILLAGE MANAGER TO EXECUTE THE ATTACHED AGREEMENT WITH E.A.S. ENGINEERING FOR ENVIRONMENTAL AND ENGINEERING SERVICES FOR THE CALUSA PARK MANGROVE BOARDWALK; PROVIDING FOR AN EFFECTIVE DATE. NOW, THEREFORE, BE IT RESOLVED BY THE VILLAGE COUNCIL OF THE VILLAGE OF KEY BISCAYNE, FLORIDA AS FOLLOWS: Section 1. That the Village Manager is hereby authorized to execute the attached agreement with E.A.S. Engineering, Inc. for environmental and engineering services for the Calusa Park Mangrove Boardwalk. Section 2. That the Village Manager is authorized to execute each phase of the attached agreements separately, partially or completely, as deemed necessary to provide engineering services for the Calusa Park Mangrove Boardwalk. Section 3. The engineer shall provide professional services related to the environmental impact resulting from this project and civil engineering services to prepare construction plans for the educational Mangrove Boardwalk at Calusa Park. Section 4. That the Agreement, in substantially the form attached, is hereby approved and the Village Manager, Village Clerk and the Village Attorney, in their respective capacities are authorized and directed to execute the Agreement on behalf of the Village and are authorized to take any and all action necessary to immediately implement all of the purposes and intent of this Resolution and attached Agreement. Section 5: Funds for this project are in the 2001 - 2002 Budgets; Engineering Account. Section 6. This resolution shall take effect immediately upon adoption. PASSED AND ADOPTED this 28th day of August , 2001. 1 MAYOR JOE I. RASCO CONCHITA H. ALVAREZ, CMC, VILLAGE C APPROVED AS TO FORM AND LEGAL SUFFIC 1 RICHARD JAY WEISS, VILLAGE ATTORNEY 2 VILLAGE OF KEY BISCAYNE AGREEMENT FOR PROFESSIONAL SERVICES THIS AGREEMENT, made and entered into this rot day of 6 ws_ , 2001, by and between the VILLAGE OF KEY BISCAYNE (the "VILLACit") and EA5 engineering, Inc., a Florida Corporation, (the "CONSULTANT"). RECITALS: The VILLAGE wants to engage the CONSULTANT to perform certain professional services in conjunction with the Calusa Park Mangrove Boardwalk (the "Project"). The CONSULTANT wants to provide such services. In consideration of the mutual covenants set forth in this Agreement, the parties agree as follows: 1. Scope of Services The CONSULTANT agrees to provide services in conjunction with the Project more specifically described in Exhibit "A" attached and made part of this Agreement upon the written authorization of the Village Manager to do so. 2. Fees for Services The CONSULTANT agrees to charge the VILLAGE for Specified Services. Task specific Contracts will be presented for review and approval as requested by the Village Manager. Each project assigned shall not exceed a fee of $20,000. Terms and conditions will be outlined therein. The CONSULTANT will issue an invoice once a month for the work which has been completed. Said invoice is payable by the VILLAGE within 30 days. The VILLAGE shall pay to the CONSULTANT for the faithful performance of this agreement, in lawful money of the United States of America, as specified for each project. 3. Term The term of this Agreement shall be one (1) year, unless earlier terminated pursuant to paragraph eight or extended by mutual consent by written amendment to this Agreement. 4. General Terms and Conditions All original sketches, tracings, drawings, computations, details, design calculations, work papers and other documents and plans that result from the CONSULTANT providing services shall herein be the property of the VILLAGE. 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. 5. Insurance The CONSULTANT shall at all times carry the following insurance at the stated minimum amounts: Professional Liability $1,000,00© 4sot, ,istsb Workers Compensation Public Liability and Property Damage Automotive Liability and Property Damage 500,000 1,000,000 1,000,000 The VILLAGE shall be named as an additional insured on all of the above insurance policies. Each insurance policy shall state that it is not cancelable without written notice to the VILLAGE 30 days prior to the effective date of said cancellation. 6. Assignment This Assignment 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 bonafide 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 ten days written notice with or without cause and by the CONSULTANT upon 45 days written notice with or without cause. If this Agreement is terminated, the CONSULTANT shall be paid for all acceptable work performed up to the date of termination. 9. Nonexclusive Agreement 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. 10. Entire Agreement The parties hereby agree that this is the entire Agreement between the parties. This Agreement cannot be amended or modified without the express written consent of the parties. 11. Additional Services Additional services shall be authorized by the VILLAGE in writing in advance and paid for on a time charge basis at the hourly rates agreed to prior to the work being performed. 12. Warranties of CONSULTANT The CONSULTANT hereby warrants and represents that all times during the term of this Agreement it shall maintain in good standing all required licenses, certifications and permits required under federal, state and local laws necessary to perform the specified services. All work to be performed by CONSULTANT under this Agreement shall be diligently performed in a professional, businesslike manner. 13. Attorneys Fees In connection with any litigation arising out of this Agreement, the Village shall be entitled to recover its reasonable attorneys' fees and court costs, including such fees and costs incurred in trial and appellate proceedings. The parties recognize that other provisions of this Agreement provide consideration for this provision. 14. Notices All notices and communications to the VILLAGE shall be in writing and shall be deemed to have been properly given if transmitted by registered or certified mail or hand delivery. All notices and communications shall be effective upon receipt. Notices shall be addressed as follows: VILLAGE: With a copy to: CONSULTANT: C. Samuel Kissinger Village Manager Village of Key Biscayne 85 West McIntyre Street Key Biscayne, FL 33149 Richard J. Weiss, Esquire Village Attorney Weiss Serota Helfman Pastoriza & Guedes, P.A. 2665 South Bayshore Drive, Suite 420 Key Biscayne, FL 33149 EAS Engineering, Inc. 55 Almeria Avenue Coral Gables, FL 33134 15. Governing Law This Agreement shall be constructed in accordance with the laws of the State of Florida. Venue for any litigation arising out of this Agreement shall be in the Florida State Courts in Miami -Dade County, Florida. The parties hereby expressly waive any right to a trial by jury. 16. Indemnification The CONSULTANT shall, at all times hereafter, indemnify and hold harmless the VILLAGE, its agents, servants and employees from and against any claim demand or cause of action of any kind or nature (including reasonable attorney fees) arising out of negligent act, error or omission of CONSULTANT, its agents, servants, or employees in the performance of services under this Agreement. The VILLAGE shall indemnify and save harmless and defend the CONSULTANT, its agents, servants, and employees from and against any claim, demand or cause of action of whatsoever kind or nature arising out of negligent act, error or omission of the VILLAGE, its agents, servants, or employees in the performance of services under this Agreement, only to the extent permitted by law. 17. Relationship of Parties Nothing contained in this Agreement shall be deemed or construed to create the relationship of principal and agent or of partnership or of joint venture or of any association whatsoever between CONSULTANT and VILLAGE, it being expressly understood and agreed that the relationship created by this Agreement is that of an independent contractor. 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: EAS Engineering, Inc. 55 Almeria Avenue Coral Gables, FL 33134 Authorized by Resolution / -6i 4.,r --t c28i Zoz)/ t Village Attorney VILLAGE: Village of Key Biscayne 85 West McIntyre Street Key Biscayne, FL 33149 EAS ENGINEERING, INC. 55 ALMERIA AVENUE • CORAL GABLES 33134 • (305) 445-55S3 • FAX (305) 444-2112 June 21,2001 Mr. C. Samuel Kissinger Village of Key Biscayne 85 West McIntyre Street Key Biscayne, Florida 33149 i r-JW V:- i i - r---- - i l-- -_ \ t - , , 1J' 6 2/ 6-; L.__,' , FAX (305)365-8936 Re: Environmental Engineering Services for Calusa Park Mangrove Boardwalk Dear Mr. Kissinger: As requested, EAS Engineering, Inca is pleased to submit the following proposal for professional environmental and engineering services related to the above referenced project. It is our understanding that you require professional environmental and civil engineering services to obtain the required environmental permits and to prepare construction plans for a public educational boardwalk at the above referenced location. Based on our understanding of your requirements, we have prepared a scope of services which we feel will be responsive to your needs. We have divided our scope of services into four (4) tasks: TASK 1 TASK 2 TASK 3 TASK 4 SITE ASSESSMENT & PLANNING ENVIRONMENTAL PERMITTING CONSTRUCTION PLANS MISCELLANEOUS GENERAL CONSULTING TASK 1 - SITE ASSESSMENT & PLANNING A preliminary site inspection was already conducted on May 30, 2001, to determine the feasibility of this project. This task will continue with the collection of additional background materials such as aerial photos, surveys, and ownership information, as well as any other pertinent information which may be available. After this information has been collected and reviewed, a detailed site inspection will be conducted. This will include a biological assessment and procurement of a topographical survey to document existing conditions at the site (i.e. elevations, water depths in depressional areas, flora, fauna, etc.), and will allow us to propose the most appropriate location and a design that will avoid and minimize environmental impacts. We will then evaluate this information to determine the various regulatory agencies' jurisdictions and the environmental and regulatory constraints on the use of the property. Mr. C. Samuel Kissinger Village of Key Biscayne June 21, 2001 - page 3 - that work under this will be performed only at your discretion and with written authorization. Work charged under this task would include bidding assistance, site inspections, etc. Based upon our experience with similar assignments, we believe it is best to provide our work for Tasks 1 (Site Assessment) and 3 (Construction Plans) for a fixed fee plus expenses, and for Tasks 2 (Environmental Permitting) and 4 (Miscellaneous General Consulting) on a time charge plus expenses basis. The following professional fees have been established for each of the tasks described above: TASK 1 - SITE ASSESSMENT & PLANNING $ 5,000.00 BUDGET ESTIMATE HOURLY PLUS EXPENSES TASK 2 - ENVIRONMENTAL PERMt1'i'ING $20,000.00 BUDGET ESTIMATE HOURLY P1UEEXPENSEfS— ---- TASK 3 - CONSTRUCTION PLANS $15,000.00 FIXED FEE PLUS EXPENSES TASK 4 - MISC. GENERAL CONSULTING HOURLY AS AUTHORIZED Regulatory agency plan review fees and permit fees are not included in the budgets for any tasks. They are your responsibility. Please note that the budget for Task 2 (Environmental Permitting) is a budget estimate and is not a fee maximum. Because of ever-changing regulatory requirements, it is difficult to assess a budget for this task. Hourly billing is fair for both parties. If permitting goes easily, our billings will not exceed the budget amount; if permitting is difficult, however, our bill for this task could exceed the budgeted amount. Our budgets of professional fees listed above do not include out of pocket expenses. Out of pocket expenses include the cost of water quality testing, plan review fees, permit fees, surveys by a registered surveyor, traffic engineering or out of pocket expenses listed in Paragraph 2 of the attached General Conditions for Professional Engineering Services. Hourly rates and out of pocket expenses will be charged as per the rates stated in Paragraphs 1 and 2 of the attached G neral conditions for Professional Engineering Services. Invoicing will be per Paragraph 3 of the General Conditions. Please be informed that we are prepared to initiate the services described above. We request that you acknowledge acceptance of this proposal by signing the enclosed copy of this letter and the General Conditions for Professional Engineering Services, and returning them to us. Work under this agreement will not begin until signed copies of both the agreement and general conditions are received. EAS ENGINEERING, INC. GENERAL CONDITIONS FOR PROFESSIONAL ENGINEERING SERVICES Schedule of Professional Fees Registered Engineer Time $150.00 per hour Engineer/Scientist Time $125.00 per hour Engineering Technician Time$ 85.00 per hour CADD/GIS Operator Time $ 75.00 per hour Technician Time $ 65.00 per hour Our professional fees do not include the cost of water quality testing, soils testing, plan review fees, permit fees, surveys by a registered surveyor, drainage tests, traffic engineering or out of pocket expenses. Fees may be adjusted yearly. 2. Schedule of Out of Pocket Expenses Photocopies Blue Prints Mylars Velums FAX Computer time(CADD) Mileage Travel Expense at cost Costs may be adjusted yearly $ 0.25 each $ 1.00 each $ 5.00 each $ 3.00 each $ 1.00 per sheet $20.00 per hour $ 0.32 per mile Postage Long Distance Telephone including taxes Mobile Phone expenses including taxes Shipping Printing Sustenance (out of town only) Parking Fees & Tolls Boat\Argo Usage at cost at cost at cost at cost at cost at cost at cost $200/day 3. Invoicing EAS Engineering, Inc. will prepare invoices on a monthly basis for all work performed in the prior month, on or about the 5th of each month. All invoices shall be due and payable upon receipt. interest at a rate of One Percent (1.0%) per month will be added to all amounts not paid within 30 days of the date of our invoice. EAS Engineering, Inc. reserves the right to discontinue work on past due accounts. The client agrees to pay EAS Engineering, Inc. for all costs associated with the collection of past due accourirt Including atturneys-fees: 4. Retainers Retainers will be applied to our final invoice for services. Outside Consultants When the use of an outside sub consultant is required, the client will enter into an agreement with the sub consultant directly. At the client's request, EAS Engineering, Inc. will assist the client in procuring a sub consultant and will coordinate the work with the sub consultant as required. However, EAS Engineering, inc. does not assume responsibility or liability for the selection or work of the sub consultants. 6. Termination of Agreement This agreement may be terminated by either party upon thirty (30) days written notice. The client agrees to reimburse EAS Engineering, inc. for all professional fees and costs incurred up to the date termination is effective. 7. Liability The client herein agrees that EAS Engineering, Inc.'s sole liability will be limited to the actual amount paid by client. 8. Ownership of Data EAS Engineering, Inc. shall retain ownership of all original data, including but not limited to sketches, plans, reports, applications, etc. The final plans, reports, etc. are for the exclusive use of the client. EAS Engineering, Inc. is not responsible for the unauthorized use of any plans, reports, sketches, etc. by others. 9. Miscellaneous Provisions This Agreement represents the entire agreement between the parties and supersedes all prior negotiations, representations and agreements, be they verbal or written. The parties agree that venue for any legal action rising from this Agreement will be Dade County, Florida, and the prevailing party shall be entitled to recover incurred legal costs. The undersigned acknowledges and agrees that he/she will personally guarantee payment to EAS of all its invoices and that he/she shall be responsiblL'for all costs of collection including attorney's fees. BY: PRINTED NAME AS TO PERSONAL GUARANTEE BY: PRINTED NAME H:\misc\00gencon.wpd SIGNATURE DATE SIGNATURE DATE