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Home My Public Portal About2001 Agreement for Professional servicesRESOLUTION NO. 2001-68 A RESOLUTION OF THE VILLAGE COUNCIL OF THE VILLAGE OF KEY BISCAYNE, FLORIDA; AUTHORIZING THE VILLAGE MANAGER TO ENTER INTO THE ATTACHED AGREEMENT WITH DIGITART, INC. RELATING TO COMPUTER IMAGING OF THE VILLAGE CIVIC CENTER PROJECT; PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, citizens have requested that the Village Council provide better graphics of the Village Civic Center in order to understand the scale and massing of the project; and WHEREAS, DIGITART, INC. has provided computer visualization services related to the exterior of the Recreation Center; and WHEREAS, it is in the best interests of the Village to accept DIGITART, INC. as a single source provider of computer visualization services for the Village Civic Center Project; and WHEREAS, DIGITART, INC. has provided three (3) proposals relating to computer imaging: (A) Interior visualization of the Recreation Center - $30,750; (B) Exterior visualizations of the Administration/Police Building, Fire Station, Fire Station, SunTrust, and approximate shapes and locations of neighboring structures on Fernwood Road - $17,370; (C) Exterior visualizations of the Administration/Police Building, Fire Station, and Suntrust Buildings and interiors of the Recreation Center - $43,060. NOW, THEREFORE BE IT RESOLVED BY THE VILLAGE COUNCIL OF THE VILLAGE OF KEY BISCAYNE, FLORIDA AS FOLLOWS: Section 1. That the Village Council selects proposal "B" providing services relating to the exterior visualizations of the Administration/Police Building, Fire Station, and SunTrust Buildings and the approximate shapes and locations of neighboring structures at a fee of $17,370.00. Section 2. That the Village Manager is authorized to enter into an Agreement to employ the firm of DIGITART, INC. Section 3. 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 actions necessary to immediately implement all of the purposes and intent of this Resolution and attached Agreement. Section 4. That the Agreement, in substantially the form attached hereto, is hereby approved and the Manager is authorized to execute the Agreement on behalf of the Village. Section 5. This resolution shall take effect immediately upon adoption. PASSED AND ADOPTED this 23rd day of October , 2001. /lo ff-gye CHITA H. ALVAREZ, CMC, VILLAGE CLE APPROVED AS TO FORM AND LEGAL SUFFIC 0\71( 47, RICHARD JAY WEISS, VILLAGE ATTORNEY MAYOR JOE I. RASCO VILLAGE OF KEY BISCAYNE AGREEMENT FOR PROFESSIONAL SERVICES THIS AGREEMENT made and entered into this 19 " day of a1> a ,2441 by and between the Village of Key Biscayne (the "VILLAGE') and DIGITART, INC., (the 'CONSULTANT). RECITALS: The VILLAGE wants to engage the CONSULTANT to perform certain professional services as specifically described In Exhibit `A' to this Agreement ("Specified Services'). The CONSULTANT wants to provide such Specified Services. In consideration of the mutual covenants set forth in this Agreement, the parties agree u follows: 1. ;COPE OF SERVICES See Exhibit "A" 2. EgES FOR,SF.VICES See Exhibit "A" 3. ARM The term of this Agreement is / year unless earlier terminated pursuant to paragraph eight. However, the work product es specified in Exhibit 'A' must be completed. 4. GENERAL TERMS AND CONDITIONa All original sketches, tracings, drawings, computations, details, design calculations, work papers and other documents and plans that result from the CONSULTANT providing Specified Services shall 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. ASSIGNMENT This Agreement shall not be assignable by the CONSULTANT. 6. PROH1 ITION AGAINST CONTINGENT FEE 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 of 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. 7. TERMINATION This Agreement may be terminated by the VILLAGE upon 2 days' written notice with or without cause and by the CONSULTANT upon 2 days' written notice with or without cause. If this Agreement Is terminated. the CONSULTANT shall be paid in accordance with the provisions of Exhibit 'A' for all acceptable work performed up to the date of termination. 8. NONEXCLUSIVE AGREEMENT The services to be provided by the CONSULTANT pursuant to this Agreement shall be nonexclusive and noting herein shall preclude the VILLAGE from engaging other firms to perform the same of similar services for the benefit of the VILLAGE within the VILLAGE'S sole and absolute discretion. 9. ENTIREAGREEMENT 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. 10. 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 required under Federal, State and local laws necessary to perform the Specified Services. 11. ATTORNEYS' FEE In connection with any litigation arising out of this Agreement, the prevailing party shall be entitled to recover reasonable attorneys fees and costs. 12. NOTICES All notices and communications to the VILLAGE shall be in writing end 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: C. Samuel Kissinger Village Manager Village of Key Biscayne 85 West McIntyre Street Key Biscayne. Florida 33149 Richard Jay Weiss, Esq. Village Attorney Weiss, Serota & Hoffman, Pastoriza, Guedes P.A. 2665 South Bayshore Drive Suite 420 Miami, Florida 33133 CONSULTANT: Digitart, Inc.. Marcelo Villabona, Artist/Director 2050 Coral Way, Suite 300-A Mlaml, FL 33145 1 EXPOSIT "A" Proposal 'E' for 3d oompuier visualization of the Village of Kay Biscayne complex exteriors. DIOf1'ART, INC. Marcelo VlWabona — Artist/Director 2050 Coral Way, Suite 300-A Miami Florida, 33145 3d Digital Randarfng - Animation - Design (305)857-9414/ph. (305)857-377&fex DATE: October 30, 2001 CLIENT. C. Samuel Kissinger — VIIIafle Manager Village of Key Biacayne 05 West McIntyre Street Key Biscayne, Florida 33149 Phone - (305) 365.8908 Fax - (306) 365-6558 ITEM: Proposal •E' for 3d computer visualization of the Village of Key Biscayne. The scope of the work includes the exteriors of the overall Village of Kay Biscayne complex, as outlined below. COST: gxterfor modellr>jp. aurfeclna. Ilahtlna S anlotatior1 Police &Administration - includes model 0f three exterior elevations and roof. 3 5,200.00 Fjre Station - includes model of three exterior elevations end roof. $ 4,500.00 $itntN31 - Includes model of three exterior elevations end roof. $ 2,000.00 Integration of existing Recreation Center digital model by Digitart, Inc. 3 150.00 Context • approximate shapes & locations o1 neighboring structures - i.e. boxes $ 1,950.00 without windows, doors or details. Animation" - approx. 120 second duration $ 2,970.00 TOTAL 317,370.00 " All animation la rendered at broedcast quality (720x480) resolution. Animated components include camera animation only. M1u$10ne, Ono (1) Mint DV Tape, Three (3) VHS Tapes and One (1) CD w/Animation. xc/ua/ona; Additional CD and tape Stock, deliveries, Travel TERMS AND CONDITIONS: 1. Client spies to pay purchase price of $ 17,370.00 for the services end work described In thls proposal, which price Includes all sales or value added taxes. 2. Schedule of Payment shall be as follows: 1. Initial payment - $ 5,790.00 2. Second payment • * 5,790.00 3. Pine) payment - C.O.D - 8 5,790.00 Pape 1 of 2 EXHIBIT "A" Proposal 'E' for 3d computer visualization of the Village of Key Biscayne complex exteriors, 3. Work shall begin when initial payment is received. Second payment is due upon first review of work -in -progress, within one (1) week of initial payment. Final payment is due upon completion of work on a C.O.D. bases. 4. Work shall be submitted on November 15, 2001. Submittal of work may be delayed if payment Is delayed, 5. Additional time and/or resources spent beyond those outlined above, due to client and/or design changes/requests, shall be billed as additional services and may require additional time beyond submittal date, Change orders and/or supplementals shall be provided for Client's approval, Informing Client of any additional costs and time beyond those aforementioned. 6. The phrase "Rendering by Niter!, Inc." or "Computer Visualization by Digitart, Inc." must appear In any and sN publications and derivative works containing Digitart's work. M Copyright in and to the work remains exclusively with Dlgltart, Inc. 7. Descriptive materials essential to the manufacture of the project, such as cedd drawings, and building material / color specifications must be provided to Dighart, Inc. 8. Digllart, Inc. agrees to maintain the confidentiality o/ all confidential information and materials provided by the client to Dighart, Inc. In connection with the project until such time as Client may have the work publicly available. Approve by. C. Some, Kissinger— Vin, Manage Village of Key alsceyne 85 Weal Mclnlyrr Street Key Biscayne, Florida 33149 o Vlllabona - Artist / Otnrccor Digltarf, Inc. 2050 Coral Way, Sulfa 300-A Miami Florida, 33145 /01311 0 / Dato Pepe 2o12 G1 Tv/i 3d r1-+. I Date a 13. GOVERNING IOW This Agreement shalt be construed In accordance with the laws of the State of Florida. IN WITNESS WHEREOF, the parties hereto have accepted, made and executed this Agreement upon the terms end conditions above stated on the day and year first above written CONSULTANT: Digitart, Inc. 2050 Coral Way, Suite 300-A Miami, FL 33145 By: Ma Witness: Authorized by the Village Council , 2001 ,(?A Approved as to F rm and Legality: Village Attorney VILLAGE: Village of Key Biscayne 85 West McIntyre Street Key Biscayne, Florida 33149 By: A