CITY OF DELAND FLORIDA
REQUEST FOR COMMISSION ACTION
2012
May
Attachments
Department Public Services
Subject Consideration Professional
Services Contract Extension
Engineering
Quentin L Hampton Associates Inc
Approved by
Prepared by
Department
X Proposed Contract Extension
X Original Professional Services Contract
Head
E
Keith D Ri er P
HIGHLIGHT
SUMMARY
City Manager Michael Pleus
In 2007 staff initiated a selection process for Engineering
Consultants to provide continuing contracts with two firms to perform utility engineering
services and
general
civil
engineering
services for miscellaneous
City projects
The City
Commission authorized staff to negotiate contracts for these services with Quentin L Hampton
Associates Inc and Boyle Engineers Inc their successor firm is AECOM Technical Services
Inc In August 2007 the City Commission approved contracts with both firms who have each
satisfactorily provided professional services since that time The contracts negotiated with each
firm were not identical mainly because each contract was originally drafted by the consultant
and then negotiated and ultimately approved by the City The contract with Boyle Engineers Inc
currently AECOM Technical Services Inc does not contain an expiration date The contract
with Quentin L Hampton Associates Inc was for a period of five years from the date of
execution with provision that the agreement could be extended by one year incremental
extensions
expire on August 5 2012 The attached
Addendum to the Agreement for Professional Engineering Services contains a proposed
extension for slightly longer than one year such that the term of the agreement would upon
Commission approval be extended to September 30 2013 which coincides with the end of the
s fiscal year
City
The
Quentin
L
Hampton
contract initial term will
STRATEGIC PLAN FOCUS AREA
ACTION STEP
SUSTAINABILITY
FISCAL IMPACT
Extension of this agreement will not in and of itself have a fiscal impact
As the Commission is aware Quentin L Hampton Associates Inc is currently conducting
several projects on behalf of the City Those fees have been negotiated and approved previously
Future assignments during the term of the extension will be forwarded to the City Commission
for consideration when scope and fee proposals have been negotiated for budgeted projects
RECOMMENDATION It is recommended that the City Commission approve the Addendum
to Agreement for Professional Engineering Services with Quentin L Hampton Associates Inc
to extend the term of their continuing Professional Services Agreement until September 30
2013
2 of 2
May 7 2012
SUBJECT
Consideration Professional Enaineeriny Services Contract Extension Quentin
Page
L Hampton Associates Inc
DISCUSSION
BACKGROUND
w
MARK A HAMPTON P E
BRAD T BLAIS P E
DAVID A KING P E
Quentin L Hampton Associates
Consulting Engineers
ANDREW M GIANNINI P E
KEVIN A LEE P E
TELELPHONEE 68100
Inc
FAX
386 161
EMAIL glha
Mglha com
P O DRAWER 290247
PORT ORANGE FLORIDA 32129 0247
January 24
2012
RECEIVED
IAN 2 6 2012
Keith D
Riger
E
P
PUBLIC SERVICES
Public Services Director
City of Deland
1102 S Garfield Avenue
Deland FL 32724
RE PROFESSIONAL ENGINEERING SERVICES CONTRACT
Dear Mr Riger
It has come to our attention that our current engineering services agreement is
The original five year contract was executed August 6 2007
and extended an additional year Section 1 of the agreement allows for one year
due for renewal
incremental extensions
We have taken the liberty to draft the enclosed
addendum which extends the contract to September 30 2013 Please review
and if acceptable have the addendum executed and provide our office an
executed copy
We have enjoyed working with the City of Deland on various projects over the
years
The projects have included Reclaimed Water Augmentation Phase II
Tomoka Woods WTP Volusia County Fairgrounds Storage and Pumping
Facility and Country Club Estates Water Main extension to name a few We
hope to assist the City with other future projects
Contact our office if you have any questions
Sincerely
QUENT
d
L
A
MPTON ASSOCIATES INC
B
s
E
resident
Project Manager
BTBfAMG
mt
Enclosure
de
engineering
Andrew M Giannini P
E
service contract extension 12 doc
i
ADDENDUM TO
AGREEMENT FOR PROFESSIONAL ENGINEERING SERVICES
CONTRACT BETWEEN
THE CITY OF DELAND FLORIDA AND
QUENTIN L HAMPTON
ASSOCIATES INC
DATED AUGUST 6 2007
THIS AGREEMENT made and entered into this
day of
2012 by and between the CITY OF DELAND FLORIDA a Florida municipal corporation
hereinafter referred
to as the CITY
and QUENTIN L HAMPTON ASSOCIATES INC
a Florida corporation hereinafter referred to as the CONSULTANT
WHEREAS the CITY and the CONSULTANT entered into an Agreement on
August 6 2007 with an initial term of five years and
WHEREAS the Agreement allowed for the term to be extended in one 1 year
increments and
WHEREAS the CITY and the CONSULTANT mutually agree to extend the term
one 1 additional year
NOW THEREFORE the Agreement term is hereby extended to September 30
2013
WHEREFORE the parties have executed the Agreement this day and date first
written above
Wit
QUENTIN L RAMP ON
ess
S
I
ES INC
By
ra
Witness
ass
CITY OF DELAND FLORIDA
By
City Manager
I
Attest
City Clerk
de
engineering
service contract extension 12 doc
resident
i
ADDENDUM TO
AGREEMENT FOR PROFESSIONAL ENGINEERING SERVICES
CONTRACT BETWEEN
THE CITY OF DELAND FLORIDA AND
QUENTIN L HAMPTON
ASSOCIATES INC
DATED AUGUST 6 2007
THIS AGREEMENT made and entered into this
day of
2012 by and between the CITY OF DELAND FLORIDA a Florida municipal corporation
hereinafter referred
to as the CITY
and QUENTIN L HAMPTON ASSOCIATES INC
a Florida corporation hereinafter referred to as the CONSULTANT
WHEREAS the CITY and the CONSULTANT entered into an Agreement on
August 6 2007 with an initial term of five years and
WHEREAS the Agreement allowed for the term to be extended in one 1 year
increments and
WHEREAS the CITY and the CONSULTANT mutually agree to extend the term
one 1 additional year
NOW THEREFORE the Agreement term is hereby extended to September 30
2013
WHEREFORE the parties have executed the Agreement this day and date first
written above
Witness
QUENTIN L HAMPT
A
ES INC
By
Loll
Bra
Witness
q
I
s
CITY OF DELAND FLORIDA
By
City Manager
Attest
City Clerk
de
engineering
service contract extension 12 doc
resident
AGREEMENT FOR CONTINUING PROFESSIONAL ENGINEERING SERVICES
CITY OF DELAND FLORIDA
THIS AGREEMENT made and entered into this
day of
2007 by
and between the CITY OF DELAND a Florida municipal corporation hereinafter referred to as the
CITY
and QUENTIN L HAMPTON ASSOCIATES INC a Florida corporation hereinafter
referred to
as
the CONSULTANT
hereafter the AGREEMENT and the PARTIES TO THE
i
AGREEMENT as the case may be
WHEREAS the CITY desires to engage the professional services of the Consultant for the
generally described purpose of providing professional services for the design and construction of
water wastewater reclaimed water system
s and related civil engineering services which might
reasonably be associated with such professional services more specifically described in the scope of
services made a part of the instant AGREEMENT and
WHEREAS the CITY and the CONSULTANT have fully complied with the terms and
provisions ofChapter 287
055 et seq Florida Statutes generally known as the Florida Consultants
Competitive Negotiations
Act
the CCNA
or
the Act
as well as Chapters 287
057 et seq
Florida Statutes Procurement of Contractual Services and
WHEREAS the CITY wishes to contract with the CONSULTANT for utility and general
civil engineering and
or other such services which may be directly related to the services authorized
by the CITY and as may be further described herein and
or in amendments hereto or supplemental
forms of contract which may incorporate by reference the terms and provisions herein
WHEREAS the CITY from timetotime may choose to employ the CONSULTANT
s
services for one 1 or more of the following projects
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NOW THEREFORE the CITY and the CONSULTANT in consideration of the mutual
covenants herein agree in respect ofthe performance ofengineering services and related services by
the CONSULTANT and the payment for those services by the CITY as set forth below
1
TERM OF AGREEMENT
1
The term of this Agreement shall be for a period of five 5 years from the date of
execution of the instant Agreement which date shall for all purposes be determined as either the
effective date if such is expressed herein or in the absence ofsuch express statement of effective
date the date last signed by any party or party representative to this Agreement
2 The initial term of the instant AGREEMENT may be extended in oneyear incremental
1
extensions so long as and conditioned upon anyall such extension
s hereof being executed with
the identical formalities and substantive signatory approvals as are indicated in the instant
AGREEMENT
2
SCOPE OF SERVICES
1
2
As requested in written form only initiated by authorized CITY personnel and as
deemed by the CONSULTANT to be within the professional expertise ofthe CONSULTANT the
CITY may from time to time make request
s of the CONSULTANT to provide the CITY
professional engineering services related to the design and construction of the CITY
s water
wastewater and reclaimed water systems stormwater systems improvements to roadways and public
infrastructure and other customary services incidental thereto
2
The CITY reserves the right to retain other engineering firms to provide the same or
substantially similar professional engineering services
3
2
The CONSULANT shall have the sole and exclusive right to accept or decline
acceptance of the CITY
s written request for such services as may be requested by the CITY in
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writing Any refusal by the CONSULTANT as referenced herein shall in no manner otherwise
prejudice the rights and liabilities of the PARTIES hereto
3
STUDY AND REPORT SERVICES
1
3
As may be specifically authorized in writing by the CITY and upon agreement as to
specific schedule ofprofessional engineering fees and
2
3
As may be specifically authorized and requested in writing by the CITY directed to
the CONSUTLANT
S designated representative the CONSULTANT agrees to perform engineering
services which may include investigations feasibility studies financial and fiscal studies evaluation
of existing facilities preparation of schematic layouts and sketches where reasonably required
provide opinions ofconstruction cost attend meetings with CITY personnel and
or their designated
authorized representative or other personnel as may be reasonably appropriate to the specific
assignment all as further described in the instant AGREEMENT or any supplement or amendment
thereto
4
PROJECT DESIGN SERVICES
1
4
As may be specifically authorized in writing by the CITY and upon agreement as to a
specific schedule of professional engineering fees
a The CONSULTANT agrees to prepare a form of preliminary design report for the
project
authorized
The preliminary design report shall set forth the design basis criteria
assumptions schematics preliminary drawings materials and equipment evaluation and preliminary
selection with capacities outline specifications descriptions and such other material as may be
appropriate to thoroughly describe the intended design Based on the information contained in the
design report and with additional input from the CITY the CONSULTANT shall prepare and
submit an opinion ofprobable construction costs Five 5 copies of the preliminary design report
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shall be submitted to the CITY
s designated representative The CONSULTANT agrees not to
proceed with detailed project design until such time as the CONSULTANT receives formal
notification in writing from the CITY as to the CITY
s approval of the preliminary design report
b On the basis of the CITY
s acceptance in writing of the preliminary design report
referenced herein the CONSULTANT shall prepare detailed project design for the project
authorized which detail may be comprised of drawings plans specifications and such other
technical documentation reasonably appropriate to enable the CITY to initiate invitations for the
bidding ofconstruction ofthe improvements referenced in the said technical documentation Upon
express written request and in consideration of additional compensation therefore the
CONSULTANT shall prepare forms ofconstruction contract general conditions and supplementary
conditions bid forms request for proposals invitations to bid and instructions to bidders and
otherwise assist the CITY in the preparation of other related documents The CONSULTANT
S
work as referenced in this sub section may include the preparation ofa revised estimate ofprobable
construction costs based upon completed construction plans
c Upon written authorization from the CITY and as may be deemed appropriate to the
project at issue the CONSULTANT may confer with officials of State Federal and local agencies
havingjurisdiction ofthe subject project
s during the preparation ofthe drawings and specifications
and shall assist the CITY in obtaining approval ofthe same and in obtaining required permits from
and agreements with such agencies as delineated in individual project work orders It is expressly
agreed by the CITY and the CONSULTANT that the CITY shall at all times remain exclusively
responsible for obtaining all authorizations and permitting and approvals for the construction ofthe
improvements which may be the subject matter ofthe services performed by the CONSULTANT
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d The services of the CONSULTANT to be furnished herein expressly do not include the
preparation of property boundary topographic right ofway or other forms ofsurvey Such survey
services may be provided as supplementary and special services pursuant to supplementary
provisions of the instant AGREEMENT for which the CONSULTANT shall be compensated in
accordance with the provisions hereof relating to additional services
5
GENERAL SERVICES DURING BIDDING AND CONSTRUCTION
1
5
As may be specifically authorized in writing by the CITY and upon agreement as to a
specific schedule of professional engineering fees
a The CONSULTANT agrees to furnish professional services during the bid process and
during the construction of projects for which the CONSULTANT has prepared drawings
specifications and contract documents or as may have been prepared by others and acknowledged
and accepted in writing by the CONSULTANT as being suitable for use The professional services
referenced in this sub section may include by way of example but not by way of limitation or
inclusion the CONSULTANT
S providing input to the CITY in connection with the CITY
S receipt
and analysis of construction bids and the CONSULTANT
S recommendations for award of
construction contracts Further by way of example but not by way of limitation or inclusion the
CONSULTANT may upon written request of the CITY provide input to the CITY
S authorized
personnel regarding the preparation of such drawings or specifications responses to requests for
additional information from bidders or the CITY
S selected contractor
s as may be reasonably
required to resolve conflicts in the plans or specifications or as may conflict with the CITY
S general
intent for the project at issue Further by way ofexample but not by way of limitation or inclusion
the CONSULTANT may upon written request from the CITY provide written observations offield
conditions review of shop drawings and working drawings as may be submitted by the CITY
S
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contractors periodic site observation ofwork in progress review ofapplications for payments to the
CITY and observation of any final testing or other determination ofcompletion of the work by the
S contractor
CITY
s
6
CONSTRUCTION OBSERVATION
As may be specifically authorized in writing by the CITY and upon agreement as to a
specific schedule of professional engineering fees
a
The CONSULTANT agrees to furnish a resident project representative for
observation ofconstruction and such other assisting personnel or field staffing as may be deemed by
the CONSULTANT to be reasonably appropriate to the process ofensuring the contractor
s general
compliance and construction conformance with the design intent reflected in the CONSULTANT
S
construction contract documents
b
The CONSULTANT agrees to assist the CITY in securing applicable Federal State
and local inspections ofthe project as may be reasonably appropriate to the project
7
OPERATIONAL PHASE SERVICES
As may be specifically authorized in writing by the CITY and upon agreement as to a
specific schedule of professional engineering fees
a Provide assistance to the CITY in the closing of any financial or related transaction for
a project
b
Provide assistance to the CITY in conjunction with the refining and adjusting of any
equipment or system
c Assist the CITY in training the CITY
s staff in the operation and maintenance of the
elements ofthe project within the confines ofthe expertise and knowledge ofthe CONSULTANT
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d Assist the CITY in developing systems and procedures for control ofthe operation and
maintenance of record keeping and monitoring required for a project as may be within the confines
of the expertise and knowledge of the CONSULTANT
e Assist the CITY
S contractor
s in the preparation ofreproducible record drawings a
k
j
asbuilt drawings
substantive
showing those changes made during construction process which may constitute
changes
from
the
original
construction
drawings
f Provide periodic site visits to the Project for the purpose of reasonably observing readily
apparent defects or deficiencies in the completed construction and otherwise assist the CITY in
consultations and discussions with Contractor s concerning the correction of such deficiencies or
defects and make recommendations as to replacement or corrections of defective work CITY
personnel shall be responsible for making all final determinations as to the contractor
s compliance
with the construction contract documents
8
SUPPLEMENTARY AND ADDITIONAL SERVICES
As may be specifically authorized in writing by the CITY and upon agreement as to a
specific schedule of professional engineering fees
a
The CONSULTANT upon written request of the CITY shall secure field surveys
including easements plans and descriptions not otherwise provided by the CITY which may be
reasonably necessary for the preparation by the CONSULTANT of the construction contract
documents for which the CONSULTANT has been retained for the project
b The CONSULTANT upon written request from the CITY shall assist the CITY in the
preparation of State and Federal grant application forms as the CITY may deem appropriate
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c
The CONSULTANT shall provide such additional professional services as may be
reasonably required to assist the CITY in obtaining permits and approvals for the construction and
operation of the project at issue
d The CONSULTANT shall attend public meetings and hearings as may be authorized by
the CITY
e
The CONSULTANT shall furnish copies of drawings specifications contract
documents special drawings reports and other construction contract or project related documents
f
The CONSULTANT shall review materials and equipment submittals tendered by
bidders and contractors when such submittals are alternatives to those specified or previously
approved at all material times the CITY shall be responsible for making the final determinations of
the reasonableness or appropriateness ofthe use ofany alternative means or methods ofconstruction
associated with the construction of the project at issue
g The CONSULTANT shall review the contractor
s claims for additional compensation
or time extensions submitted by the CITY
S contractor
s at all material times the CITY shall be
responsible for making the final determinations of the reasonableness or appropriateness of the
s request
contractor
s for additional compensation or for additional time for the completion ofthe
construction of the project at issue
h
The CONSULTANT shall assist the CITY or others as the CITY may direct the
CONSULTANT in writing in the preparation and submittal ofproposed contract change orders at all
material times the CITY shall be responsible for making the final determinations of the
reasonableness or appropriateness ofanyall submitted request
s forchange order
s relating to the
construction associated with the construction ofthe project at issue
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The CONSULTANT shall revise previously approved reports design documents
drawings and specifications prepared by the CONSULTANT
j
j
The CONSULTANT shall prepare detailed renderings exhibits or scale models of
projects
k The CONSULTANT shall assist the CITY or otherwise as directed in writing by the
CITY in the preparation of operation and maintenance manuals for the use by the CITY at all
material times the CITY shall be responsible for the content of anyall such operation and
maintenance manuals
1 The CONSULTANT shall assist the CITY in connection with the rejection and rebidding
of construction projects
m The CONSULTANT agrees to provide appropriate CONSULTANT personnel familiar
with the scope of services provided by the CONSULTANT to serve as an expert witness on behalfof
the CITY in any litigation or arbitration involving a given project and to assist the CITY in preparing
for such litigation or arbitration
9
S RESPONSIBILITIES
CITY
In addition to the contractual obligations expressly set forth in the foregoing provisions ofthe
instant AGREEMENT and as may reasonably be implied therefrom including the implied
obligation of dealing in good faith the CITY shall at all times
a
Promptly and timely perform anyall obligations hereunder so as to reasonably avoid
any form of delay in the work of the CONSULTANT or the performance by others associated with
the design and construction ofthe Project
b
The CITY shall promptly pay fees as are due and payable to the CONSULTANT
according to the schedule set forth in this AGREEMENT or amendments hereto
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c
The CITY shall within five 5 business days following the CITY
S execution ofthe
instant AGREEMENT appoint a representative in writing with respect to particular work to be
performed under this AGREEMENT which representative shall have complete authority to
communicate with the CONSULTANT the CONSULTANT
S sub consultants and all construction
I
or contractor or sub contractor personnel including the transmittal of instructions to said personnel
receiving information from such personnel and transmittal of written interpretations and definitions
of the CITY
s policy and decisions pertinent to the work covered by the Agreement The CITY may
designate a different representative from time to time during the term of this AGREEMENT
d
The CITY shall provide all criteria and full information as to the CITY
s project or
program requirements including design objectives and constraints space capacity and performance
requirements flexibility and expandability and any budgetary limitations
e
The CITY upon written request by the CONSTULATNT shall fumish to the
CONSULTANT copies of all design and construction documents a
k record drawings or as
builts which may reasonably touch or pertain to the subject project as well as existing records
reports permits correspondence maps plans aerial photographs CITY standards and codes or
other data which may reasonably be required for the CONSULTANT
S work pursuant to the instant
AGREEMENT
f
The CITY shall at no cost to the CONSULTANT make its facilities and properties
available and accessible for inspection by the CONSULTANT and if authorized by the CITY to
provide labor and safety equipment as required by the CONSULTANT and to guarantee access to
and make all provisions for the CONSULTANT to perform the work referenced in the instant
AGREEMENT
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g The CITY shall advertise for bids for construction projects as budgeted from qualified
bidders open the bids at the appointed time and plan and pay for all costs incidental thereto
The CITY shall provide such accounting independent cost estimate and insurance
h
counseling services as may be required for Projects such legal services as the CITY may require
with regard to legal issues pertaining to projects including any that may be raised by contractor
s
such auditing service as the CITY may require to ascertain how or for what purpose contractor has
used the monies paid under the construction contract and such inspection services as the CITY may
require to ascertain that contractor
s are complying with any law rule regulation ordinance code
or order applicable to their furnishing and performing the work
i
The CITY shall immediately transmit to the CONSULTANT in writing any concern
observation development or other such information known or believed by the CITY which has or
may in any manner or form impact the CONSULTANT
S work pursuant to the instant
AGREEMENT relative to which written notification to the CONSULTANT the CITY shall
immediately engage in good faith inperson discussion
s with CONSULTANT personnel in an
effort to fully investigate analyze and resolve anyall such observation development or concern
0
The CITY shall timely respond to inquiries or other such requests for information
submitted by the CONSULTANT which touch or pertain to the CONSULTANT
S work in a
manner which does not delay the CONSULTANT
S work
10
AUTHORIZATION OF WORK
1
10
All work to be performed by the CONSULTANT pursuant to the instant
AGREEMENT shall as set forth herein be authorized by the CITY in express compliance with the
following procedures
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a
The CITY in requesting professional services of the CONSULTANT shall issue a
form Task Order which Task Order shall prior to its transmittal to the CONSULTANT be
approved by the CITY
b
The Task Order shall contain a detailed description of the work to be undertaken by
the CONSULTANT as well as including an express reference to the appropriate paragraphs ofthe
instant AGREEMENT
c
Unless otherwise expressly agreed in writing by the CITY and the CONSULTANT
the Task Order shall be subject to the terms and conditions of payment of professional fees as set
forth herein
d
The Task Order shall also contain a budget amount of the fees anticipated by the
CITY to be paid to the CONSULTANT for the Task Order
11
PAYMENT FOR SERVICES
1
11
The CITY agrees to pay the CONSULTANT for all services referenced in the instant
AGREEMENT including anyall such supplements amendments and Task Order
s in accordance
with the Fee Estimate to be included as part of each Task Order Fees shall be calculated as
follows
a
Engineering and professional fees shall be based upon the attached Fee Schedule
included with this agreement as Exhibit W An itemization of proposed activities personnel
estimated manhours and fees and allowances shall be identified within a Fee Estimate to be
included as part ofeach Task Order As an alternative Lump Sum fees may also be negotiated for
specific projects or tasks
1 Reimbursable Expenses shall be paid to the CONSULTANT at actual cost and include
but are not limited to the following
A Reasonable travel and subsistence expenses required by the project
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B Reproduction costs ofreports drawings specifications bidding documents and
similar project related items
2
In the alternative such other method or methods for calculating the fee as may be
mutually agreed upon in advance by the parties hereto and specified in writing
3
All fees shall be invoiced monthly and are due and payable in accordance with the
Florida Prompt Payment Act The amount due shall be determined as the costs are incurred in
proportion to the quantity of the CONSULTANT
S work completed as a percentage of the total work
for services performed
4 For services of the principals and employees of the CONSULTANT who maybe called
upon to serve in a capacity of witness in any dispute litigation deposition hearing or other such
similar proceeding the CONSULTANT
S billing for such time shall be calculated as a direct labor
cost not to exceed a maximum ofone thousand five hundred and 00100 dollars 00
500 for any
1
one 1 calendar day
5 If during or after the completion ofthe drawings specifications and contract documents
and in accordance with the written direction of the CITY it becomes necessary to review or revise
the drawings specifications or contract documents for reasons beyond the control of the
CONSULTANT by way of example but not by way of limitation changes in Federal or State or
local law applicable code
s rules regulations or other requirements or lapses in time between
completion of design and bidding the CITY shall be obligated for payment to the CONSULTANT
for such review revision or revisions made by the CONSULTANT according to the schedule set
forth herein for additional services
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SUBCONSULTANTS
1
12
The CITY reserves the right to accept or reject the use of sub consultant
s by the
CONSULTANT so long as and conditioned up the CITY
S acceptance of same not being
unreasonably withheld
13
PROHIBITION AGAINST CONTINGENT FEES
1
13
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 company corporation
individual or firm other than a bonafide employee working solely for the fine any fee commission
percentage gift or any other consideration contingent upon or resulting from the award or making of
this AGREEMENT
14
LIFE AND LIMITATIONS OF AGREEMENT
a
This AGREEMENT shall remain in full force until its expiration unless terminated
by either party pursuant
b
to
the
express
terms
and
provisions
of Section
15 hereof
It is expressly agreed the CONSULTANT shall not be required to enter upon any
facility or property which the CONSULTANT reasonably believes to be hazardous dangerous or
unsafe
c It is agreed that reproducible copies of all reports tests specifications and mylar record
drawings shall be the property of the CITY and shall be delivered to it at the completion of each
authorized project or upon written request to the CONSULTANT
15
TERMINATION
1
15
This AGREEMENT maybe terminated by either party without cause upon 30 days
written notice to the other Party
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2
15
If the instant AGREEMENT or any supplement amendment or Task Order is
terminated by the CITY the CONSULTANT shall submit a form of invoice to the CITY for work
performed to date and the CITY shall pay the CONSULTANT in a timely manner for such
completed work as set forth herein
I
3 In the event of any form of claim dispute or controversy by or between the parties to
15
the instant AGREEMENT the parties expressly and unequivocally agree to engage in good faith
i
efforts to meet in person to resolve any and all such differences Absent such informal resolution of
anyall such dispute
s the parties expressly agree to engage in presuit mediation in accordance with
the applicable rules ofprocedure for such mediation as may be in force in the Judicial Circuit Courts
in which the project at issue is located
16
INSURANCE PROVISIONS
a
The CONSULTANT shall be responsible for providing the types of insurance and
limits of liability as set forth below
1
Professional Liability Proof of Professional Liability insurance shall be
provided to the CITY for the amount of 000
000
1
2
The CONSULTANT shall maintain during the term of his Contract
comprehensive general liability insurance in the amount of 000
000 to protect the
1
CONSULTANT from claims of property damages and bodily injury including wrongful death
which may arise from any operations under this Agreement whether such operations be by the
CONSULTANT or by anyone directly employed by or contracting with the CONSULTANT
3
The CONSULTANT shall maintain during the life of this Agreement
comprehensive automobile liability insurance in the amounts of 000
000 combined single limit
1
bodily injury and 50
000 property damage to protect the CONSULTANT from claims for damages
for bodily injury including wrongful death as well as from claims from property damage which
COMUMEMSANDSEMNGS1ELUSTlCK1LOCALSE7
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may arise from the ownership use or maintenance ofowned and nonowned automobiles including
rented automobiles whether such operations be by the CONSULTANT or by anyone directly or
indirectly employed by the CONSULTANT
The CONSULTANT shall maintain during the life of this AGREEMENT
4
adequate Workers Compensation Insurance and Employer
s Liability Insurance in at least such
amounts as are required by law for all of its employees performing work for the CITY pursuant to
this AGREEMENT
b
Special Requirements Current valid insurance policies meeting the requirements
herein identified shall be maintained during the duration ofthe named project Renewal certificates
shall be sent to the CITY 30
days prior to any expiration date
In the event the CONSULTANT is
notified by any oftheir respective insurance carriers ofan intent to cancel or formal cancellation
notice the CONSULTANT shall immediately provide written notification to the CITY of such
notice
17
OPINIONS OF COST
1
17
The parties expressly acknowledge the CONSULTANT has no control over the cost
of labor material equipment or services furnished by others or over the contractor
s means and
methods ofdetermining prices or over competitive bidding or market conditions as such the parties
hereto expressly agree the CONSULTANT
S opinion
s ofprobable construction costs provided in
any form ofwriting or document for the use and benefit of the CITY are made upon the basis ofthe
S experience and qualifications and represent the CONSULTANT
CONSULTANT
S judgment as
an experienced and qualified professional engineer familiar with the construction industry in the
geographic
area
in which
projects
may be located
The CONSULTANT does not warrant or
guarantee the reliability accuracy or completeness of proposals or bids submitted to the CITY by
C00CUMEMSANDSEUMSIfLUSTl CKWCALSEI TIITFAIPORARYINTMETFIL ESIOLKSIDEEANDAGRFEM
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others or that actual costs will not vary from opinions of probable cost prepared by the
CONSULTANT
18
ENGINEERING OPINIONS
RECOMMENDATIONS
1
18
Since the CONSULTANT
S work may be subject to review by any one 1 or more
permitting or plan review agency
ies and as such the CONSULTANT may have no control over
the final design permitting specifications materials equipment contractor selection contractor
means and methods ofconstruction and other items following the CONSULTANT
S providing their
work for the use and benefit of the CITY the CONSULTANT does not warrant or guarantee the
recommendations and opinions provided by the CONSULTANT
19
DISCLOSURE AND OWNERSHIP OF DOCUMENTS
1
19
The CONSULTANT shall deliver to the CITY for approval and acceptance and
before being eligible for final payment ofany amounts due all required deliverables prepared for the
CITY under this AGREEMENII The CITY shall not unreasonably withhold payment as provided
by Florida law
2
19
All specifications estimates plans drawings construction documents legal
instruments and materials prepared or accumulated by the CONSULTANT or by authorized sub
consultants in rendering services hereunder shall be the sole property of the CITY which may re
use them at no additional cost and the CITY shall be vested with all rights therein of whatever kind
and however created provided that neither or none of the CONSULTANT their authorized sub
consultants shall in any manner be liable or legally responsible to anyone for the CITY
S use or re
use ofany such materials for any project for which the CONSULTANT is not a party in writing to an
amendment supplement or Task Order hereto
3
19
The CONSULTANT shall have the right to include visual or demonstrative
representations of the design of the project
s which may be the subject of the instant
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AGREEMENT among the consultant
s promotional and professional material so long as the
S use thereofdoes not include the CITY
CONSULTANT
S confidential or proprietary information
20
SUCCESSORS AND ASSIGNS
1
20
The CITY and the CONSULTANT are each hereby bound one 1 to the other as
I
well as each of their successors executors administrators and legal representatives to the extent
permitted by law
2
20
Neither the CITY nor the CONSULTANT shall assign sublet or transfer any rights
under or interest in including but without limitation monies that may become due or monies that
are due the instant AGREEMENT without the prior written consent of the other except to the
extent that any assignment subletting or transfer is mandated by law or the effect ofthis limitation
may be restricted by law Unless specifically stated to the contrary in any written consent to an
assignment no assignment will release or discharge the assignor from any duty or responsibility
under this AGREEMENT Nothing contained in this Section shall prevent the CONSULTANT from
employing such independent professional associates and consultants as the CONSULTANT may
deem appropriate to assist in the performance of services hereunder
3
20
Nothing contained in the instant AGREEMENT shall be construed to give any rights
or benefits in this AGREEMENT to any person party or entity other than the CITY and the
CONSULTANT and all duties and responsibilities undertaken pursuant to this AGREEMENT will
be for the sole and exclusive benefit ofthe CITY and the CONSULTANT and not for the benefit of
any other party
21
MISCELLANEOUS
1
21
In the event ofa dispute or claim between the parties to the instant AGREEMENT
jurisdiction shall be exclusively in thejudicial circuit court
s and venue for any such litigation shall
be exclusively established in VOLUSIA County Florida
MPORARYINTMETFIL
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w
22
INDEPENDENT CONTRACTOR
22
The CONSULTANT is deemed to be an independent contractor and not an employee
of the CITY for any purpose
23
LICENSING OF CONSULTANT
1
23
The CONSULTANT shall at all times during the term of this AGREEMENT and at
its own cost and expense maintain such licenses and permits as are required for the performance of
work referenced herein by the CONSULSTANT
24
INDEMNIFICATION
1
24
The CONSULTANT agrees to the fullest extent permitted by law to indemnify the
CITY from and against claims losses damages personal injuries including but not limited to
death or liability including reasonable attorney
s fees which are judicially determined to be the
direct and legal cause of the negligent acts or negligent omission of the CONSULTANT
25
TIME IS OF THE ESSENCE
1
25
Time is ofthe essence ofthis AGREEMENT and the parties agree to cooperate with
each other in performing their respective obligations under this AGREEMENT
26
THIRD PARTY RIGHTS
1
26
This AGREEMENT is not a third party beneficiary contract and shall not in any
respect whatsoever create any rights on behalf of any party not expressly a party to this
AGREEMENT
27
PUBLIC RECORDS AND OPEN MEETING LAWS
1
27
The CONSULTANT hereby acknowledges that CITY as a Florida municipal
corporation is subject to the Florida Public Records Act and Sunshine Law The CONSULTANT
further acknowledges that under the Public Records Act and Sunshine Law the CITY must permit
the public to inspect and
or copy all public records which the CITY makes or receives in the course
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C IDOCUAtEMS AND SETTINGSIELUS77CKILOCAL SETTINGSITEMPORARY INTERNET FILESIOL SU
19
u
of conducting CITY
S business and must hold meetings ofthe City Commission and various City
Boards and committees in the public unless particular information is exempt by Florida law from
public records
disclosure
or a
particular meeting
is not
subject
to the Sunshine Law
The
CONSULTANT acknowledges any record document computerized information and program audio
or video tape photograph or other writing of CONSULTANT related directly or indirectly to this
AGREEMENT not otherwise subject to a legal privilege afforded to the CONSULTANT by Florida
law may be deemed to be a Public Record whether in the possession or control of CITY or
CONSULTANT Said record document computerized information and program audio or video
tape photograph or other writing of CONSULTANT deemed a Public Record is subject to the
provisions of Florida Statutes Chapter 119 and may not be destroyed without the specific written
approval ofthe CITY Upon request by the CITY CONSULTANT shall promptly supply copies of
said records to CITY
2
27
Upon request by the CITY CONSULTANT shall promptly supply copies of said
public records to the CITY All books cards registers receipts documents and other papers in
connection with this AGREEMENT shall during normal business hours ofCONSULTANT be open
and freely exhibited to the CITY for the purposes of examination and audit at the CITY
S sole
expense
28
SOVEREIGN jMMUNITY
1
28
Nothing contained in this Agreement shall be construed as a waiver ofthe CITY
S
sovereign immunity pursuant to Florida Statutes Section 768
28 or other limitations imposed on the
S potential liability under state or federal law
CITY
20
C W0Ct1NAMS AND SETTINGSIELVSr1CK1L 0a SETTNGSITEMPOORART INTERNET FM
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00l FINAL
SIOLKSIDEIAND AGREEIWENf
WHEREFORE the parties have executed the AGREEMENT this day and date first written
above
Witpess
IY
hI h
Witnesses
QUENTIN
L H
ATES INC
By
CIT
DELAND
By
Attest
City Clerk
21
iDELAND AGREEMENTMFINAL DOC
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C 0MUMENLS AND SO7TIN SlaUSTLCKV OCAL SEMJVGSITEMPORARY INTERNET