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81-BBBA RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BOYAY~ON BEACH, FLORIDA, AUTHORIZING AND DII~ECTING THE MAYOR AND CITY CLERK TO EXECUTE ON BEHALF OF THE SAID CITY THAT CERTAIN PROFESSIONAL SERVICES AGREEMENT WITH METRIC ENGINEERING, INCORPORATED, A COPY OF WHICH IS ATTACHED HERETO AND MADE A PART HEREOF. ~OW, T~EFORE, BE AND IT IS HEREBY RESOLVED BY THE CITY COUNCIL OF THE CITY OF BOYNTON BEACH, FLORIDA: Section 1. That the Mayor and City Clerk are hereby authorized and directed to execute on behalf of the City of Boynton Beack, Florida, that certain Professional Services Agreement with Metric Engineering, Incorporated, a copy of which is attached hereto and made a part hereof. upon 1981. ~ection 2. This Resolution shall take effect immediately its passage. PASSED AND ADOPTED this /~ day of ~ ATTEST: City Clerk (Corp. Seal) CITY OF BOYIqTON BEACH, FLORIDA By: Mayor ;il STANDARD FORM OF AGREEMENT BETWEEN OWNER AND ENG_[NEER FOR PROFESSIONAL SERVICES Prepared by ENGINEERS' JOINT CONTIL~CT D~.?~UMENTS COMMITTEE PROFESSIONAL ENGINEERS IN PRIVATE PRACTICE A practice division of the NATIONAL SOCIETY OF PROFESSIONAL ENGINEERS and by AMERICAN CONSULTING ENGINEERS COUNCIL and by AMERICAN SOCIETY OF CIVIL ENGINEERS !910-1 (1979 Edition) TABLE OF CONTENTS Page No. IDENTIFICATION OFTHE PARTIES ................................................. 1 ON OF THE PRO2~ECI' 1 DESCRIPTI .............. SECTION 1--BASIC SERVICES OF ENGINEER .................................................... 1 t.1. General .......................................................................... 1 !.2 Study and Report Phase ....... 1 1 3 Preliminary l~sign Phase ............ 2 1.4. Final I~sign Phase ................................................................ · 2 1.5. Bidding or Negotiating Phase.....,......... ............................ .-- · 1:6. Construction Phase ................................................................ 3 SECTION 2--ADDITIONAL SERVICES OF ENGINEER ............................................. 4 21 General; ... 4 2.2. Resident Services During Construction .............................................. 5 3--OWNER'S RESPONSIBILITIES ....... ~>,~. ...................................... 6 SECTION SECTION 5--PAYMENTS TO ENGINEER 3M~/ .................................................. 9 5.t, Methods of Payment for Services and Expenses of Engineer ...... - ...................... 9 5.2. Times of Payment ................................................................. 9 9 Other Provisions Concerning Payments .............. 5.4, Definitions ...................................................... SECTION 6--CONSTRUCTION COSTS AND OPINIONS OF COST ................................... 11 6.1. Construction Cost ................................................................. 1! 6.2. Opinions of Cost ....................................... SECTION 7--GENERAL CONSIDERATIONS ............................ 7.1. Termination .................................. 7.2, Reuse of Documents ............................................................... 12 7.3, Controlling Law ....................................... 7.4, Successors and Assigns. ......................... ,... .. 7,5. Arbitration ..................... SECTION 8--SPECIAL PROVISIONS, EXHIBITS AND SCHEDULES ................................ ]_4 8.3.. s, pec±a~. ~'rovz~sxon$ .................................................... 3.5-]_9 8.2. Ex;v~tb±L$ '3. and "B" ............... 8.3. Execut±on ................................................ STANDARD FORM OF AGREEMENT BETWEEN OWNER AND ENGINEER FOR PROFESSIONAL SERVICES THIS IS AN AGREEMENT made as of .th~ tenth da_v of Sepv~=mh~r between The City of Boynton Beach, a political subdivision of of Florida ,19 81 the State (OWNER) and Metric Engineering, Incorporate~l (ENGINEER). OWNER intends to_ retain the Enqineer to provide the professional services prescribed herein in connection with_.~ Design of the North East 10th Avenue from Seacrest Blvd~S. Road No. 1 ands General ~k./;ff N E. 9th Drainage Improvement Plan (~.~"of the area bounded by . Ave., Seacrest Blvd., Boynton Beach Canal and Railroad Avenue. ihereinaf~er called the Project). OWNER and ENGINEER in consideration of their mutual covenants herein agree in respect of the performance of professional engineering services by ENGINEER and the payment for those services by OWNER as set forth below. ENGINEER shall provide professional engineering serwces for OWNER in all phases of the Project to which this Agreement applies, serve as OWNER's professional engineering representative for the Project as set forth below and shall give professional engineering consultation and advice to OWNER during the performance of servmes heceunder. SECTION 1--BASIC SERVICES OF ENGINEER 1.1. General. shall perform prof~~ ~GINEER ~cal eng?le~r. ,ng and Report Phase. Page 1 of_2_5__pages of the types described in as OWNER's representative in connection with 2?he duties and responsibLlities of ENGINEER during the Preliminary Design Phase are amended and supple- mented as indicated in paragraph 3 of Exhibit A "Fur- ther Description of Basic Engineering Services and Related Maters 1.2.4. ysis of alter- 1.4. Final Design Phase, ~er written authorization to proceed with the Final sign Phase, ENGINEER sh~ll: 1.4.1. On the basis of the accepted preliminary design 1.2.5. documents and the revised opinion of probable Project with appropri- considerations in, Cost, prepare for incorporation in the Contract Docu- inents final drawings to show the character and extent ;olutions available to of the Project (hereinafter called. "Drawings") and OWNER and setfinl s and recommendations of probable costs for Specifications. the Project, including contingen~ ,~cies, allowances for ! professionals and 1.4.2. Furnish to OWNER such documents and de- ofland and rights- sign data as may be required for, and assist in the of-wa ~ropartiesand preparatiola of, the required documents so.that intere' ch are herein- OWNER may apply for approvals of such gnvern~n.'~ eh- cftC; ~ Costs"). /.-~r[thorities as have jurisdiction over d~sign criteria k _~'~)flppl't~able to the Project, and assist in obtaining such , . .~ . ~f~/"~x~'provais by participating in submissions to and ~.2.6. copl.eS o: x l~l~k~)/} gotiatl~ ~'~ '" 'ons with appropriate authorities. and t an with OWNER. · k~'--~ * . The I )nsibitities of ENGINEER~uring ~.4.3, A~vise OWNER of any adjustments to the lai- ,~ 't Phase are amend~x~ s~pl~ ?t opinion of probable Project. Cost caused by changes P able Project Cost based on the Drawings and Sp~ctf~ cations. 1.3. Preliminary Design Phase. After written authorization to proceed with the Prelim- inary Design Phase. ENGINEER shall: ~ion with OWN~ 1.3.2. Prepare preliminary design documents consist- ing of final design criteria, preliminary drawings and outline specifications. 1.3.3. Based on the information contained in the pre- liminary design documents..submit a revised opinion of probable Project Costs. 1.3.4. Furnish five copies of the above preliminary design documents and present and review them in per- son with OWNER. 1.4.4. Prepare for review and approval by OWNER, his legal counsel and other advisors contract agreement forms, general conditions and supplementary condi- tions, and (where appropriate) bid forrt~, invitations to b~d and instructions to bidders, and assist in the preparation of other related documents, them in person The dm[es and responsibilities of ENGINEER during the Final Design Phase are amended and supplemented as indicated in paragraph ~ of Exhibit A "Further De- scription of Basic Engineering Services and Related Matters". 1.5. Bidding or Negotiating Phase. After written authorization to proceed with the Bidding or Negotiating Phase, ENGINEER shall: Page 2 of-2~- _ pages 1.5.1.."~ ¢i5[ OWN ER in °btaining bids ~ proposalg for each contra,.t for con- {herei of th~ch acceptabihI' Y ~'~l~ l~,l~idding documents. 1.5.3. Consult with and advise OWNER as to the acceptability of substitute materials and eqi~ipmemt proposed by Contractor(s) when substituti.o.t~ prior to f~ the award of contracts is allowed by th~ bidding doc- uments. 1.5.4. Assist OWNER in evaluating bids or proposals and in assembling and awarding contracts. '~p~onsibt¢ for the means, methods, techniques, ..,~ qumes or procedures of construction Salec~s~bY Contm~l~r{s) or t~ safety ~ecau~ns and~gya~ i~i~nt ~M work of ~ntra~s), ~I~EEWs efforts wgl b~ected towed provi~a ~eate~ ~ of confide~for OWN~ the competed ~ite.~rvafi~s ENGI The duties and responsibilities of ENGINEER during the Bidding or Negotiating Phase are amended and.. supplemented as indicated in paragraph 5 of Exhibit A 1.6.3. Review and approve (or take other appropriate action in respect of) Shop Drawings (as that term is defined in the aforesaid Standard General Conditions) and samples, the results of tests and inspections and other data which each Contractor is required to submit, but only for conformance with the design concept of "Further Description of Basic Engineering Services the Project and compliance with the information given and Related Matters". in the ~ontract Documents [but such review and a.p- prs~,~ t[r other action shall not extend to means, mem- ~,'~uencas, techniques or procedures of eonstru~ 1.6. Construction Phase. /~'x,~,~n or to safety precautions and programs incident ,~[,k~)j t~iereto); determine the acceptability of subst~t~u? mai During the Construction Phase ENGINEER s~)'-,.2,/ teriats and equipment proposed by Contractor/s); aha receive and review (for general content a~ required by 1.6. I. '~onsult with and advise OWNER and a~ his repres'~ative as provided in Articles 1 inclusive, o*i~e Standard General Conditio_~0ft? Construction ' act No. 1 104, authority of ENGINE~as ~d re?aid St~a.n_d~fl_ exten~~ xh. ib'it A :f~Fu,rt.her, Maa as agree t,o CO - tractS' a ' .who ha ye ~~OfOWNER to {~xtent m'ons 1.6.2..,~ake visits m the site at intervals apprOp~ to the vantages of construction to obs_~ve'~_ as an experienced an"d"el~fied design profe, ej~/~ff[a! the prog- res a ntOi" °r s) and t° :s ;ge in acc~tra~i~o~umer~ts-ENGt- NEE~ired to ma~_"~, aust!.v~ or the Specifications) maintenagce and operating instruc- tions, schedules, guarantees, bonds and gertificates of inspection which arc to:be assembled by Contractor(s) in accordance with the Contract Documents. 1.6.4. ~sue all instructions of OWNER to Cont~ tot(s); is~ecessary interpretations and clarific~a~ns of the Contra'a~W,~ocuments and in conneetion.,~r,.ewith ~)wNER's re~resen~ve, to require ~ial insl~etion or test~g of ~he work;'~t~ as inl~preter of the requir~t~'~uments and judge cisio n ~~V-{q E""l~nd Contra~o~(s) r~latin~Y of t_he_~_ or pretati~ments of the C~[~ct merits ~be xecutio_n I 6 5 '"~as~LaB-ENGINEER's~s Page 3 of _2_5__pages data and schedules, determine the to Contractor(s) and recommend in writing such amounts; SECTION 2--ADDITIONAL SERVICES OF ENGINEER that uation c based on such observations has progressed to t an qualifications payment of the amount $~-tractor(s); but by , NEER will not thereby · made by of the work or ~ queue ~safety the moneys t on account of the title to ~ of the work, OWNER tree and clear of any , interests or have completed their work exactly in: the Contract Documents. t to an eval- subsequent · and to any and that is due Con- any payment ENGI- methods, or or that ) ascertain used the or that has 2.1. General If authorized in writing by OWNER, ENGINEER shall furnish or obtain from others Additional Services of the following types which are not considered normal or customary Basic Services except to the extent pro- vided otherwise in Exhibit A "Further Description of Basic Engineering Services and Related Matters"; these will be paid for by OWNER as indicated in Scc- tion 5. 2.1.1. of applications and 1 or review review and evaluation ~ the design and documents others; ' t ob- over environmental impact ~ to make measured drawings of or to existing conditions or facilities, or to verify the accuracy of drawings or other information fur- nished by OWNER. 1.6.6. Conduct an inspection to determine ffthe t complete and a final ins to acgor- each Con- so in writing, final written no- he work is to any ex- SUCh recolllmendatiol~ to the limitaim~s expressed 1.65. 1.6.7. '~n~GINEER shall not be responsible .for.~ acts or o~-'~s of ally Contractor, or su~C_t_05_, or any of the Co-~t~ctor(s)' or subcont~l~rs' age?ts ~en by h/m/n the Con.act Documents. 2.1.3. Services resulting fl'fire signifieaut changes in extent of the Project or its design inelufling, but not limited to, changes in size, complexity, OWNER's schedule, or character of construction or method of financing; and revising previously accepted studies, repons, design documents or Contract Documents when such revisions are due to causes beyond ENGI- NEER's control. 2.1.5. Preparing documents for alternate bids re- quested by OWNER for Contractor(s)' work which is not executed or documents for om-of-sequence work. 2.1.6. '°alzestigations involving detailed c~. si~ of operatio-~fl'~49aintenanee and overhead.~lS~nses; providing Value"~g~eerlng during t~l~urse of de- sign; als; as~g ~n~c"~or the Project; evaluate or ~cen~d assist: Pnge 4 of_25.__pages 2.1.7. ~F,~mishing the services of special consul~. _ sign in~~.,~ .ant.s. for interior design ~-~n~ ications, tics, ki~~~ng. ~data~ or o or Se ' 2.1.8. ~es resulting from the award of~ ~ arate prime~.a~s~ for constroction~rials, plated-b~ services resulting from the arranging f~,,l~rform~ec~rsons other than th~ont~c~or_s_?_f.s~ t? O~~stering OWNER's conLra¢tg"~ taeffE services. '('3y~la~ta ion of the contract time of ~ ~r '-- .cia': ~ -eration of the 2.1.1~. manual lization' 2.1.15, Services after completion of the Construction Phase. such as inspections during any guarantee p~riod and reporting observed discrepancies trader guarantees called for in any contract for the Project. or witne~ tgr~?.~5~ 2.1.17. Additional services m connec*.ion with the ProJet~t, including services normally furnished by 2.1.9. '"~;4~ing any type of field surveys O ~.,ia~e.~pe'c~m imm surveys. _ ' ~ 2.2. Resident Services During Construct~n 2~on with cb~_nge reflect chan~t~equested by OWNER if the r~ing 2.2.1- 4,~equested by OWNER or re¢om.mende~ change in compe~ts~on for Basic Servitor com- ENGlN~greed to in writ.'~r_~_ ~a mensurate with the ~a~nal servjre~endered, set- Reside~Ne_~il~4~mished.~d vices att~ of e~raet ha evaluating will acorn Order to assist i~~ment or energy sn~r~ 2,2.2. ~ties and responsibilities and t~imi~ E~GINEER other ' as required ~)~~ such services begha.~ ~ =~ ~C - ' as ~requir_ed 2.1.12. ~_~or OWNER, on re~~_t reprodu~3S of Dra~ing those changes '~n process, basecl 2.1.13. ~'~.~1 or extended ser~' str~ction ~,ad~~?d ~J ~ 2.2.3. ~Through more extensive on-site observat~;~s of the w~n progress and field checks of~C~ri.als and equipme~the Resident Project R~d~s_en_t_ative (R' furnished) an~k~sistants, ENG~ER shall en- e~avo~'& ~er ~o~ ~or oWEE~ agains~~n the work of Con- for c~~thods, ~ique. s, se- ~ge 5 o£._ZS__pages 2.2.4. 'q~OWNER designates another person~o.~- N EER~, ~onsibilities. and li~t~tho~ other person and the e~eSP°risibilities of SECTION 3--OWNER'S RESPONSIBILITIES OWNER shall: 3.I. Provide all criteria and full information as to OWNER's requirements for the Project, including de- sign objectives and constraints, space, capacity and 3;5. Arrange for access to and make all' provisions for ENGINEER to enter upon public and private prop- erty as required for ENGINEER to perform his services. 3~6. Examine all studies, reports, sketches, Draw- ir~gs, Specifications. proposals and other documents presented by ENGINEER. obtain advice of an attor- ney, insurance counselor and other .consultants as OWNER deems appropriate for such examination and render in writing decisions pertaining thereto within a reasonable time so as not to delay the services of ENGINEER. 3.7, Furnish approvals and permits from all govern- mental authorities having jurisdiction over the Project and such approvals and consents from others as may be necessary for completion of the Project. 3.8. Provide such accounting, independent cost esti- mating and insurance counseling services as may be performance requirements, flexibility and expandabil- required for the Project, such legal services as OWNER ity, and any budgetary limitations; and furnish copies mayfflequire or ENGINEER may reasonably request of al} design and construction standards which ~egard to legal issues pertaining to the Project OWNER will require to be included in the Drawings <'~'j~cluXd~ng any that may be raised by Contractor(s), such and Specifications. !~'~%uditing service as OWNER may require to ascertain . ,~,~,,/ how or for what purpose any Contractor has used the 3.2. Assist ENGINEER by placing at his it~ moneys paid to him under the construction contract, available information pertinent to the Project i~ng and such inspection services as OWNER may require previous reports and any other data relative to design to ascertain that Contractors) are complying with any or construction of the Project. 3.3. N~urnish to ENG!NEER, as required for m , ce'0 NG NEER s Basic Services extent proud otherwise E Exhibit A 'F~[ Mat~erCX ~ta ~ared by or servi~o~t~rs, clud~g without !im~n core ~s, probing~ ~nd mto~ples, matefi~s an~ equi~~pre~[~f scri ict e; ~ER may rel~ ~om~g ~s services. 3.4 ~ovide field control surveys ~d establish ref- erence points and base lines (except to the extent pr~ vided otherwise in Exhibit A "Fuhrer Description of Basic Engineering Services and Related ~tters") enable Centractor(s) ~o proceed with ~e layom work. law, rule or regulation applibable to their performance of the work. 3.9. Designate in writing a person to act as OWNER's representative with respect to the services to be ren- dered under this Agreement. Such person shall have ~complete authority to transmit instructions, receive in- formation, inte~ret and define OWNER's pqlicies and ~decis[ons with respect to materials, equipment, ele- ments and systems pertinent to ENGINEER's set- 3.10. Give prompt written notice to ENGINEER whenever OWNER observes or otherwise becomes aware of any development that affects the scope or ~ming of ENGINEER's services, or any defeat in the work of Contractor(s). 3.1 I. Furnish, or direct ENGINEER to provide, nec- essary Additional Services as stipulated m Section 2 of this Agreemem or other services as required. 3.12. Bear all costs incident to compliance with the requtrements of this Section 3. Page 6 of_2~_pages SECTION 4--PERIOD OF SERVICE 4.1. The provisions of this Section 4 and the various rates of compensation for ENGINEER's services pro- vided for elsewhere in this Agreement have b~n agreed to in anucipation of the orderly and continuous prog- ress of the Project through completion of the Construc- tion Phase. ENGINEER's obligation to render services hereunder willextend for a period which may reason- ably be requh'ed for the design, award of contracts and construction of the Project includkng extra work and required extensions thereto. OWNER for final accepIance, plus such additional time as may be considered reasonable for obtaining approval of governmental authorities having jurisdiction over design criteria applicable to the Project. 4.6, After acceptance by OWNER of the ENGI- NEER's Drawings, Specifications and other Final De- sign Phase documentation including the most recent opinion of probable Project Cost and upon written au- thorization to proceed, ENGINEER shatlproceed with performance of the services called for in the Bidding or Negotiating Phase. This Phase shall terminate and the services to be rendered thereunder shall be consid- ered complete upon commencement of th~ Construe- lion Phase or upon cessation of the negotiations with 4.2. services called for in the Study and~p~l"l' ...... *;w r'on*"~c*"~S~ (excem as ma" bt oth~m,i~e within~r graph 2the stipulated ' ' ' ed in paragraph 2 .... ~, ~ 9 9 q3 of 4* Con tructionPhase w lcommence 423..f~er acceptance by OWNER of the Study.~ :~e°If'Na;~iof Report. documents indicating any specifl~l~od- "· ~~la~9~)~t~act tO be corn- by OWmZ , a -'Z -azpon written a mio, from withi~Y ~te~~ph 3 lions ~~~~tbe time of E~~h~e;ring of pe~~ Serv' · to ious mtes " ~,4. After acceptance by OWNER of the Preliminary Design Phase documents and revised opinion of prob- able Project Cost, indicating any specific modifications or changes in the extent of the Project desired by OWNER. and upon written authorization from OWNER. ENGINEER shall proceed with the perfor- mance of the services called for in the Final Design Phase: and shall deliver Contract Documents and a revised opinion of probable Project Cos! for al3 work of Contractor(s) on the Project within the stipulated period indicated in paragraph 4 of Exhibit A "Further Description of Basic Engineering Services and Related Matters" after authorization to proceed with that phase of services. ., 4.5. ENGINEER s serwces under the Study and Re- '' 7 ,~,,~ Phase ,~reliminary Design Phase and FinM Design Phase shall each be considered complete at the earlier of (1) the date when the submissions for that phase nave been accepted by OWNER or (2) thirty days after the date when such submissions are delivered to 4,9. '~WNER fails to give prompt written~aut.~9~ zalion to p~d with any phase of services..a~'0rm pletion of the i""/~iately preceding tt~, or [f th~ Cons~ c'omm~~''wit hen requi~~ for un_de_r par. a- grap~On of ~.~al D.~ig.n ~,gYeement. 4.10. ~ENGINEER's services for design or du~r~ constructio~the Project are delayed or in whole or infO.by OWNER fo; m~n thre~. months for reasons'"'~ond EN~I~ER's fio_nt.r, ol, ENGINEER sha~ on wdt~tt"~l~l~and to OWNER (but w~tho~~,l~l~'-~_A~ .'"~ .ent) be paid vided ~ such de~y~r suspension. Page 7 of?ZS__pages ' ion, the ~ntpensation provide is Agreement 4.11. ~ event that the work designed or s~,~l by ENGIN~ b~ performed ~e ~n ~e p develop EER's 'ac, ill&and Construction Phases in order to .s.eq~l~. and~te properly such services as a~e to the work un~lw,~ separate ¢ontrac~/~s schedule visio [The remainder of this page was le~k intentionally.] Page 8 of - _2 5_ _ :~mges LUMP SUM METHOD OF PAYMENT SECTION S--PAYMENTS TO ENGINEER 5. L Methods of Payment for Services and Expenses of ENGINEER. 5 1.L ~sic Services. OWNER (as am~t~t A "Further 5~ 1,2.4.n~_Resident Project Services.. services graph 2. Pal ~t, tfi"~~ representation. 5.1 1.1. ~ Prime Comract. If only one. lille OWNER shall contract is aw~for constructio~q~n'lqh~eriah, Reimbursahle~ incurred with equipment and servi~ec~, a lump ~ 7 ;ervices~ ~ sum fee ors j~the prime con-, ..... . . sion) basic compensation;~ Expenses' will ~e t.o. the.m. '.m 5.1.1.2. ~veral Prime Contracts. If more t~. ~ and servi a - O NEER sh l ,, mit o,tUy ors ;~anY pn-~,c~r:ac~. ~or Basic an-"h~-,~,d_ditional Services rende~d f.o.r. rains co--ire savings pro~,~f_~t Reimb~curred.J,l~'~atements will pay 5.1.2. For Additional Services. OWNER shall pay ~ to ENGINEER's monthly s~w~ar ENGINEER for Additional Services rendered under 1~ Section 2 as foilows: 5.1.2.1 'C~gl~ral. For Additional Ser~n- tiered under para'gnUs 2.1.1 throu~.. ,. inclu- sive (except ~ervi;es co d~raph 2.1,7 and services as a consulted, er para~g_r_a~h 5.1.2.2. ~ Consultants. _For~~d reimbur sabl~ ex~Spe~an~s e~- ployed by ENGl'SEE~aragraph 2.1_.7 o t/~tor o.* - - 5.1.2.3. ,~rvmg as a Witness. For the~ rendered by ~nd. e m .Pl~~m~:~ in accordant. ~-~,I~ t~hff .r. at_e~_°f 5.3. Other Provisions Concerning Paymenls. 5.3.1. "~f~QWNER fails to make any paym. ~nt. du~s ,;~, ' GtNEER~ices and expert, sas withi~ days after receipt of ~.~NEEP-'s bi,1k''~eref°r, the rate O~t'eth day~ and in. ~ddifi~~g'l~may, after gi~ven, days.' ~e~s and expenses. 5.3,2. ,n~ the event of termination by OW~r paragrap}~,,~pon the completion o~ an~ of the Basic Se~ices,~p. gress paymen~ ENGINEER for se~ere-'~d~Ml~u~ phase shall consti- such t~~WNER ~g~any phase of the Basic ~ ~ be~r services re*~d Costs Page 9 of--2~-pages · that phase to date of termination by principals al2/ l~4.~including but not limited to, socml security coIl/aq- s ass~ ned to the Project. In the event o~y butl~ unemployment, excise and payroll~xes, such mination ENGINEEN wit ~ para a~m~ m,- onal ~'ervices and unpaid ReStorable Ex- fits, sick te~vacation and holid~ applicable pense~ plu~I~ .... ~irec~ attrib- ~m~s o~NGINEE~d ~ly ~yr~l costa ~nses mean ~mbursaole ~xpen~ atrecuy attr~o~ computed as a p~c~g~ o~al ~m~ns~ion fo~ . ~ ~ - ~i~ Phase b~nor to eom ...... ~~ ~er ~mmenc~t of 5.4. Z qeimbursabte Expenses mean the act~a~ ~nal Deff~n P~se. ' ~ ~ses ie~d directly or indkoctly ~ co. On w~h the ~oj~r: tmsponation ~n~ist~nce 5.4. Definifiom. incidental thereto;~ing bids o~s~s from 4 I e Payroll Costs used as a basis for pa~t fac~af~of R~id?i 5... ~} . . . : ~.. ~~tant~ll tel~- me~ salar~wages (basic and tn~pam to ~~~--~__ [The remainder of this page was legt blank intentionally.] 25 e Page i0 of .... pag s SECTION 6--CONSTRUCTION COST AND OPINIONS OF COST 6.1. Construction Cost. on the basis of his experience and qualifications and represent his best judgment as an experienced and qual- ified professional engineer, familiar with the construc- tion industry; but ENGINEER canno~ and does not guarantee that proposals, bids or actual Project or Con- struction Cost will not vary from opinh3ns of probable cost prepared by him. If prior to the Bidding or Nego- ~ule construction cost of the entire Project (hereinJ~- *:~*' ..... OWNER wishes - eater assurance as to ,~_.c._ ,, ~aung rnase s* . ferr to as 'Construction Cost ) means. .the tot~ost ~roject-- ' or uonstr~ ' uction Cost he shall employ an incle- ~e~ofthee ' e Pro'ect to OWNER, l~ut ttwfllna~mclude .... s rovided ' ara rah 3 8 ~J -/ ..... penaent cost estimator a p m p g P · · ENGINEE~lk~compensation and e~pe.~s, t~he cost of land, rights-o~ay, or compensati~/~or or damages to, properties unles~s Agree~~l~so specifies, nor 6.2.2. 'h~l~fi~mn CostAimi~ i~~ o5 ime .st .and_ .n:an5. win apply: ~ 6.2.2.1. ~T,~e acceptance by OWNER at~i~lg probabl~~t i.a.. e.xce~ s~s _o_f 6.1.1. ~ structed, the lowes ~ '~, · '_ ~om aqual- 6..2.2.3. ~.E.ER will be permitter- mine wha~ mat~quipme~t~nt sys- tems and ~~to be included in the 6.1.3..,~ork designed or specifiC' strueted J2' ceived,-~~cti°n Cost, ,~gi~b"'~~le Const~tion Cost. l:afla~,~furnished by OWNER for the Project w~, e, Construction Cost ~-nclu~?onable a~~f~dv sation on ac 6.2. Opinions of Cost. 6.2.1. Since ENGINEER has no control over the cost of labor, materials, equipment or services furnished by others, or-over the Contractor(s¥ methods of deter- mining prices, or over competitive bidding or market conditions, his o!~.ions of probable Project Cost and Construction Cost provided for herein are to be made 6.2.2.4. -~4~he Bidding or Negotiating Phase ha~t commenced~n six months after-eo~n, of the Final Design~, the esmblish~nstruetion Cost lim~ b~ ~GINEE~ and OWNE~ ~menM~UCh cost limk co~~~ha~__~n the gene~~~n indus- ~~ropo~s or ~ght. 6.2.2.5. ~ tbe lowest ~na fide pro~ eeeds the~b!ished Construction~mR, suc~ cosl l~it, (2) ~fi~ neg~g o~idding in revisi~ qu~R~' In.t~e case modify ~;~~ecessa~ to bring ~~st limit. of ~~his regardS. Page t 1 of_-25--Pages 7.3. Controlling Law. This Agreement is to be governed by the law of the principal place of business of ENGINEER. SECTION 7--.GENERAL CONSIDERATIONS 7.4. Successors and As~gns. 7.1. Termination. The obligation to provide further services under this Agreemem may be terminated by either party upon seven days' written notice in the event of substan ~IL~I failure by the other party to perform in accordance with the terms hereof through no fault of the terminat~ ing party. 7.2. Reuse of Documents. 7.4.1. OWNER and ENGINEER each binds himself and his partners, successors, executors, admlaistra- tots, assigns and legal representatives to the other party to this Agreement and to the partners, successors, ex- ecutors, administrators, assigns and legal representa- tives of such other party, in respect to all covenants, agreements and obligations of this Agreement. 7.4.2. Neither OWNER nor ENGINEER shall as- sign, sublet or transfer any rights under or interest in (including, but without limitation, moneys that may become due or moneys that are due) this Agreement ~dl. documents including Drawings and Specificatio_~ without the written consent of the other, except as pre~d by ENGINEER pursuant to this Agre~n,t stated i~paragraph 7.4.1 and except to the extent that are-ins~fl~kments of service in respect of th.~oje_cL the~ of this limitation may be restricted by law. They are n-Btq~tended or represented to~itable for ~.~)ss s~cifically stated to the contrary in a~.,y written reuse by OW/q~or others on exten~s of the Proj-t~x~?.en! to an assignment, no assignment will release eot or on any othe~ject. ~~~.s.c._h~a?.e the assignor from any duty or responsi- verification or adaptat~ by ~INEER for th~((p~ bflity under this Agreement. Nothihg contained in this cific purpose intended x~'at OWNER's sole~ paragraph shall txevent ENGINEER fi'om employing and without liability or~al e'~sure to ENGINEER; such h~dependent consultants, associates an? subcon- and OWNER sh~n~ld harmless EN- tractors as he may deem aporopriate to assist him in GINEER fro~ c~ai~ ms, da_ mage. s,.~sses a. nd ex- the performance of services hereunder. nses oL d2:, . sulti~~ficatio~ or a~tat~n 7.4.3. Nothing herein shall be construed to give any ~~R to further compensa~at rights or benefits hereunder to anyone other than ~~pnby OWNER and ENGINEE~I~ OWNER and ENGINEER. [The reminder of this page was left blank intentionally.] page !2 of--2-5-pages 7.5, Arbitration 7.5.1. All claims, counterclaims, dispmes and other matters in question between the parties hereto arising out of or relating to this Agreement or the breach thereof will be decided by arbitration in accordance with the Construction Industry Arbitration Rules of the American Arhitratmn Association then obtaining, sub, jec't to the limitations and restrictions stated in para- graphs 7.5.3 and 7.5.4 below. This Agreement so to arbitrate and any other agreement or consent to arbi- trate entered into in accordance herewith as provided wtU ' in this paragraph 7.5 '_ be specifically enforceable under the preva/ling arbitration law of any court having jurisdiction. 7.5.2. Notice of demand for arbitration must be filed in writing with the other parties to this Agreement and with the American Arbitration Association. The de- mand must be made within a reasonable time meter the claim, dispute or other matter in question has arisen. tors will not have jurisdiction, power or authority to consider, or make findings (except in denial of their own jurisdiction) concerning, any claim; counterclaim. dispute or other matter in question where the amount in controversy thereofls more than $200,000 (exclusive of interest and costs) or to render a monetary award in response thereto against any party which totals more than $200,000 (exclusive of interest ~nd costs). 7.5.4. No arbitration arising out of, or relating to, this Agreement may include, by consolidation, joinder or in any other manner, any person or entity who is not a parry to this Agreement. 7.5.5. By written consent signed by all the parties to this Agreemem and containing a specific reference hereto, the limitations and restrictions comained in paragraphs 7.5.3 and 7.5.4 may be waived in whole or ~n part as to any claim, counterclaim, dispute or other matter specifically described in such consent. No con- sent to arbitration in respect of a specifically described In no event may the demand for arbitration be made ~im, counterclaim, disputeorothermatterinquestinn after institution of legal or equitable procee.dings based _~[II constitute consent to arbitrate any other claim, on such claim, dispute or other matter tn questi~)c~"interclaim, disputeo~othermatterinquestionwhich would be barred by the applicable statute oflimita/~:~"{ is not specifically described in such consent or in whic~ /_¢({,. ))'~ the sum or value in controversy exc.ee, ds $200,000 (ex 7.5.3. All demands for arbitratiou ~.al~h~ ~lusive or,retest and costs) or which ts w!th any party statements thereto which include any ~I~./eiaim not specifically described therein. must contain a statement that the total sum or value in controversy as alleged by the party making such 7.5.6. The award rendered, by the arbitrators will be demand or -answering- statement is -not more than final, not subject to appeal-and judgment may be en- $200,000 (exclusive of interest and costs). The arbitra- tered upon it in any court having jurisdiction thereof. [The remainder of this page was left blank intentionally.l Page I3 of .... pages SECTION 8--SPECIAL PROVISIONS, EXHIBITS and SCHEDULES. Revised 4/10/79 8.1 This Agrdementissu~ecttoth¢£ollowingspociflprovisions. 8.1.1. Insurance and Indemification. 8.1.2. Equal F~mploy~ent Opportunity Clause. 8.1.3. Section 3 Clause. 8.1.4. Section 109 Housing and Community DevelopmsnE Act of 1974. 8.2. The following Exhibits are attached to and made a part of this Agreement: 8.2.1. Exhibit A "Further Description of Basic Engineering__Services and Related Matters" consisting of 2 pages. 8.2.2. E~hibit B "Amendments to Agreement"'.cons~ng of 3 pages. (The remainder of t~his page was left blank intentionally.) Page ~__4_ of _2_5__ paees · SPECIAL PROVIS10~ 8.1.1. INSURANCE AND INDEMNIFICATION THE ENGINEER shall not commence work under this Agreemen= until he has obtained all insurance required %%nder this paragraph and such insurance has been approved by Owaer. THE ENGINEER shall maintain during the term of this Agreement Professional Liability Insurance zn the amount of 100.000 d with standard de uctzons in the amount of 5,000 ~HE .ENgINEeR shall !aims, liability, from any negligent act or omission of the ENGINEER THE ENGINEER shall file all claims for losses of any nature whatsoever i~ connection therewith and shall defend all suits and pay all costs and judgments which may issue ~hereon~j All insurance policies 'shall be iss~ompanies authorized to do business under the laws of the St~f Florida. THE ENGINEER shall furnish certificates of ins~ra_~<~).k~e City Attorney prior to the co~m~encement of operations.. ~-~tificates shall clearly indicate tha~ the ENGINEER has obtaine~,~s~rance of the fy?e, amount an classification as'.required for strict compliance wl~h this paragraph and that no mater~al change or c~ncellati~n of the znsurance shal~ be effective without thirty (30) days prior written notice to the Owner. Compliance wi~h the foregoing requiremenns shall no~ relieve the ENGINEE~ of his liability and obligations under this Agreemenu. Page 15 of 25. Pages SPECIAL PROVISION 8.t.2. (1 of 2) "During %he per£orma~zce of lt~is con't~ac~ the ccrr,traczor "(~) The controctor'.will not discriminate auai~st any ¢;mployee or ~q-,plic~t for employment because of race~, color~ relioion~ sex~ o~ o, iGi~. The cot,tra~;~o~ will ~ake affirmatiue action, ~u ~n.~u~.' ~ ' · that c~,nts are employed, and that employees are tree, ted during emi~loymemt, without regard %o their rnce~ color~ reliQlon~ sex~ or national ori~in. Such act.ton shall include, b~t not be limited %o the followin~3: employmwnt, upgrading, demotion, or transfer; rccrnitment or recruitment advertising; layoff, terminations; rates of pay or other forms of compensagio~]; ~d selection for training, includi~;g apprenticeship. The contraczor agrees %o t~ost in con- spic~ous places, available To employees anzl applicaz~tm for employment, no%ices to be provided by the congractin~ officer se~tino forth.the pro- visions of this nondiscrimination clause. "(2) The contractor will~ in all solicitations or advertisements for employees placed by o£ on behalf (~f the~ ~ntrxctoz, state that ail q~alifie& applic~ts will receive consideration color~ religioa~ sex or national or und~rstandinq~ a notice~ t~provided by the agency con~ractin9 officez~ advising the labor union or workers' re~resen~ative o,f lh~- contractor's co;~uuLtment5 under Section 202 of Executive Order No. 11246 of September 2,;, 19&5~ ;~nd sh~ll pOSt copies of ~he notice in consplcuous---pl.xce5 avaii~bl~ to employeem and applic~ts for empl0ymenZ. "(4) ~?he contractor will comply '~ all provJ..'~ion~, of ~xec~[tive "(5) Tht. contraclor will £urni~h all informat[ot, ~md r~l,octs zequLr..d by Execut[v~ Or~l~c No. llL~G of September 24, 3.1)65~ ~1 IC/ lhe rt~l(~s, r~-g~.L~tions and orders of the Secretary of Labor, or pursuai~t iht~r~to, ~[~d will permi, l access to his books, Iecords~ and accounts by The contracting a~Dency ~%nd lh[~ Secretary of l.abor for purpose~ of invest~9~tion to a~-.cert~xin compli~c~ with ~uch rule5~ regulations and ord~r~. ' Page 16 of 25 Pages SPECIAL PROVISION 8.1.2. (2 of 2) "(6) in the event of the con~ractor's nonco:npliaJ~Ce with the nondiscriIni~. This contract may be cancelled~ terminated or susl)ended in whole or in ))z~rt and %he con~ractor may be declared ineligible for further Government contract~ accordance with procedures authoriz~ in Exec[~tive Order No. 11246 of 24~ 1965, ~cl such other s~ctions may be i:~posed and remedies invoked ab vided in Executive Order No. 11246 of September 2~I, 1965:~ or by rule~ tion~ or order of the 5ecreta~ of ~bor, or as other%~ise provided by law. "(7) The contractor will include the provisions of I'arg~gfaphs (1) or orders of the Secretary of ~bor issued pursuant to Sectio~ 204 of Executive Order No. 11246 of $eptembe~ 24~ 1965~ so That such prouisionm wall be binding; upon e~ch subconlrac%or~or, ven~dor. The contractor ~,~ill take such action %~ith as a ~eans of enforcing) such provisions includini) sa~c~.ion5 for noncomplia~ce; Page 17 of 25 Pages - Si°~ECIAL PROVISION 8.1.3. The work to be performed under this contract is on a project assisted under a program providing direct Federal financial assistance from the Department of Housin~ ~ Development and is subject go the requirements of ~e¢~ion 3 Of the and Urban Deeelo~ent A~t of 1968~ as amended, 12 U.$.C. l?0u. Section 3 requires that to the greates~ extent feasible opportunities for training and employment be given lower income reslden~s of the project area and contracts for work in connection with ~he project be awarded to business concerns which are located in~ or owned in substantial part by persons residing in the area of the project. The ~arties %o this con~ract will comply wi~h the provisions of said Secti©n 3 and the regulations issued pursuant thereto by the Secretary. of Housin9 and Urban Development set forth in 24 CFR~ and all appli-' cable rules a-nd.order~ of the DeparTment issued thereunder prior to the execution of this contract. The parties to this contract certify and agree that they ~re under no contractual or other disability which would prevent them from complying with these requirements. The contractor will send to each labour organization er representative of %vorkers with which he has a col~%e~ive bar(sainln9 agreement or other contract or unders%anding~.~y, a notice advisin9 the said labor organization of workers~es~ntative of his comraitments under this Section 3 Clause and s ~h~l%}~st copies of %he notice in conspic- uous plaices available to~es and applicants for employment or training' ~ ~' The contrac%or will include this Section 3 C].au.~e J.l~ every subcontract for work in connection with the project and will, at %he direction of ~he zq)plicant for or reoipient of Federal fi~anciaI assis~ance~ T~ze appropriate ac%ion pucsuant to ~he subcontract upon a findin9 th,ri %he subcontractor is in viola%ion of regul~tion:, issued by the Secretz~ry of ~ousin~ and Urban Developmen~ 24 CFR. The contractor kno~vlcd%~c that the latte~ has been found in viol~tion of reg~tlations under 24 CFR~ and will not let any subcontract un]ess the subcontractor bas first provided it with a preliminary statement of ability to comply %vith the requirements of these reoulations. Compliance with the provisions of Section 3, the r(~0ulations set forth · n 24 C}q{, and all applicable rules ~d orders of thc Pep~r%ment issued %hereunder prior To ~he execution of ~he contracT, shall be a condition of The Federal financial assistance provided to the project, binding upon ~he applicant or recipient for such assis~a~]ce, i~s successors~ and assignb. Failure to fulfill these requirement5 sh~ll~ subject the appli- cant or recipient~ it5 contractors and subcontractors, it successorb, a5 n~ =,p{~cified by 24 CIJR 135. Page 18 of 25 Pages SP~IA~ PROVISION 8. I. 4. Section 109 Housin~ and Con~mu_~it~ Development Act of 1974 The nondiscrimination Clause of the Housing and Com~nunity Development Act of 1974 applies to all sections of Title I of the Act. It stanes that: "No person in the United States shall on the ground of race, color~ national origin or sex be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity funded in whole or in part with funds available under this title.~' The contractor certifies that the above section 109 statement forms part of ~he contract and is in compliance with section 570.601 of the Communzty-Development Bzock Grant Regulations. Page 19 of 25 Pages EXHIBIT A TO AGREEMENT BETWEEN OWNER AND ENGINEER FOR PROFESSIONAL SERVICES, dated September 10 ,19 81 FURTHER DESCRIPTION OF BASIC ENGINEERING SERVICES AND RELATED MATTERS This is an exhibit attached to, made a part of and incorporated by reference into the Agreement made on September 10 , 1981 between The ~each (Owner) and Metric Engineering, neer) providing for pro- fessional engineering services. 2. Study-and Report.--Phase The Engineer has no responsibility for this phase. Preliminary Deslgn Phase The Engineer agrees that during this phase he will furnish the following services for the project:~ a) Traffic Analysis of N.E. l~nue. b) Update previously obtai~f~eld surveys along N.E. 10th Avenue and obta~e~rvey to establish drainage areas · . ~-~ c) Preliminary constru'~ plans for N.E. 10th Avenue. d) Preliminary drainage improvement plan. The Preliminary Design Phase Services will be completed and ENGINEER's documentation and opinion of costs submitted within 90 calendar days following written authorization from OWNER to ENGINEER to proceed with that phase of services. In'the event of delays caused by excessive review time or other circumstances beyond the control of the Engineer additional time for completion will be granted. The Owner shall pay the Engineer for the above services rendered a lump su~ of Fourteen Thousand ($14~000.00) Dollars 4. Final Design Phase The Engineer agrees that during this phase he will furnish the following services for the project. a) Complete construction plans for N~E. 10th Avenue, from Seacrest Boulevard to U.S. No. 1. b) Contract documents, including instruction to bidders, bid forms. technical provisions, Local, State and Federal requirements. c) Pavement marking treatment and all required ground signlng. d) Coordination with Owner to provide location for landscaping. The Final Design Phase Services will be completed and Contract Documents and ENGINEER's opinion of costs submitted within 90 calendar days following written authorization from OWNER to ENGINEER to proceed Page 20 o~c 25 Pages ' ~XHIBIT A with that phase of sez-vices. In the event of delays caused by excessive review time or other circumstances beyond the control of the Engineer, additional time for completion will be granted. The Owner shall pay the Engineer for the above services rendered a lump sum of Sixteen ~h~%~nd ~h~' ~d ~n ($16,810.00) ~Dollars ................... 5. Biddin~ and'Award-Phase ~-~e Engineer agrees that ~ring. tbs phase he will furnish the following services for ~he ~roj.ect. a) Advise and assist 9ihe O~ner ~ing bidding and award. The Owner shall ~ Engineer for ,the above services rendered a lump sum o~ Dollars 6. Construction Phase The Owner shall ~ay the Engineer for services rendered during this phase a lump s~m of F~t~ ($50.00) Dollars 7. Owner's Responsibi!i~ The Owner agrees t~'~fLrrnish the-Engineer the following: a) Ail availabl~ roadway plans, studies and field survey notes ooncer~ing theproL~o~sed facility. b) Ail standardspec£ficat!ons that areappticabte. c) Ail standard construction detail~ available that are applicable to the porject. d) Ail Mylar original I"~20' Scale,Aerial Plan & Profile sheets and i"=200~ Scale Drainage Map " Sheets. e) Complete Right-of-Way Maps with alignment infor- mation as supplied by Engineer. f) Ail plans requiredfor $ignakModification. g) Ail plans required for roadway lighting of N.E. 10th Avenue. h) Supervision of Construction and all material testing. i) Reimburse Engineer for such authorized outside services as soil borings, percolation tests, etc. j) Administration of bidding procedures, including advertisement for bids and recommendations of award of the construction contract in cooperation with the Engineer. k) Access =o the latest available traffic network. Page 21 of 25 Pages E~fH I~I T B AMMENDMENTS TO "STANDARD FORM OF AGREEM~N~ BETWEEN OWNER AND ENGINEER FOR PROFESSIONAL SERVICES" NSPE PUBLICATION 1910-1 (1979 EDITION) BETWEEN THE CITY OF BOYNTON BEACH (OWNER) METRIC ENGINEERING, INC. (ENGinEER) DATED SEPTEMBER 10, 1981 AND FOR THE PREPARATION OF FINAL CONSTRUCTION PLANS AND DRAINAGE IMPROVEMENT PLAN STUDY FOR N.E. 10TH AVENUE FROM SEACREST BLVD. TO U.S. 1 Article 1.1.1. Article 1.2.1. Article 1.3.1. Article 1.4.5. Article 1.5.1. Article 1.5.2. Article 1.6.1. Article 1.6.2. Article 1.6.4. Article 2.1.1. Article 2.1.4. Article 2.1.6. Article 2.1.16. Article 2.2.1. Delete this Article and substitute the following: "The Engineer shall perform professional services in connection with the pro~ct as hereinafter stated which shall inclu~ei~ormal civil engineer- ing services, more~~rly desbribed in through 1.2.~.~e~e these Articles. Delete this Article. Delete this Article and substitute the following: Furnish 25 copies of the above document, s and pre- sent and review them mn person with OWNER. Delete this Article. Delete this Article. Delete this Article. Delete this Article. through 1.6.7. Delete these Articles. Delete this Article. Delete this Article. through 2.1.14. Delete this Article. Delete this Article and substitute the following: "Preparing to serve or serving as a consultant or witness for Ownez in any litigation or other legal proceedzng involving the Pz~Ject." through 2.2.4. Delete these Articles. Page 2.! of 25 Pages EXH I~IT B Article 3.3. Article 4.2. Article 4.7. Article 5.1.1. Article 5.1.1.1. Article 5.1.2.1. Article 5.1.3. Article 5.1.4. Article 5.2.1. Article 5.3.1. Article 5.3.2. Delete this Article and substitute the following: "Furnish to Engineer items listed in Exhibit "A" under paragraph 7". through 4.3~ Delete these Articles. through 4.11 Delete these Articles. Delete this Article and substitute the following: "Basic Services. Owner will pay the Engineer for basic services rendered under Section 1, a lump sum fee as stated in Exhibit "A". through 5.1.1.2. Delete these Articles. through 5.1.2.4. Delete these Articles and substitute the following: "Actual payroll costs times a factor of 2.65 for services rendered by principals and employees assigned to the Project plus all reimbursible expenses." ~et~te this Article aIk~stitute the following: 'Rel~abursible E~Dx~he Owner will pay the Engineer the~]~sts of all reimbursible expenses ihq~r~the provision of these ssi- vices when a~rized in writing by the Owner. Delete this Article. Delete this Article and substitute the following: "Progress palrme~ts to the Engineer sh~ll be due and payable mo~th!y in proportion'to the per- centage of engineering work approved an~ accepted by the Owner b~sed on said lump sum fee, 10% of the earned fees shall be retained by the Owner until work is qompteted and accepted by the Owner. Final payment shall be due and payable to the Engineer upon ~atisfactory completion of the services described in this Agreement and approval and acceptance of the Work by the Owner." Delete this Article. Delete this Article and substitute the following: "If this Agreement is terminated ormor to its completion, the Engineer shall be paid for basic serv!ces called for under Section 1 an amount equal to the percentage complete at the time of termination times the lump sum fee stated in ~ Section 5. Fugther, the Engineer shall be paia for authori~edadditional services under Section 2, the total amount due as described in Section 5." Page 23 of 25 Pages Article 5.4.1. Article 5.4.2. Article 6.1. Article 6.2.2. Article 7.2. Delete this Article and substitute the following: "The payroll costs used as a basis for payment shall mean the actual salaries and wages paid to Principals and employees engaged on the Project. Time spent on this project by stenographers, typists and similar skills shall not be charged to the Project nor shall any fringe benefits such as social · p ~_ security,contributions, unem to, ment, excise an,~ payro!l taxes, workman's com- pensation, etc. be included in the payroll costs." Delete this Article and substitute the following: "Reimbursable expenses shall mean the actual expenses of soil surveys, percolation tests, out'of-town transportation and subsistance of principals, employees and consultants authorized by the Owner to travel in connection with the Project; toll t~lephone calls and telegrams; re- production of plane in excess of those required for checking purposes end. similar Project related items."~~ through 6.1.3. D~A~th~se Articles. through 6.~.~/elLte these Articles. Delete this Article and substitute the following: "Ownership of Documents. Upon completion and acceptance of the final'work, the Engineer shall furnish to the Qwner, the original drawings and field notes. The Engineer may keep a reproductible set of the original drawings and shall keep all other data collected during the provision of the services, The Owner may at his ~xpense, obtain copies of any d~ta which the Engineer has acc- umu!ated in the process of providing the services on this Project." Page ~4 of 25 Pages This A.areemens (consisting of pages t tO 25, .inclusive,) together with the Exhibits and schedules identified above constitute the entire agreement between OWNER and ENGTNEER and supersede all prior written or oral under- standings. This Agreement and said Exhibits and Schedules may only .be amendsd, supplemented, modified or oancelled by a duly executed written ins trumenE. IN WITNESS WHEREOF, the parties hereto this Agreement as of the day and year first have made and executed above written: ENGINEER: Metric Enqineerina. Inc. OWNER: CITY OF Boynton Beach BY: Victor Benitez, This day of (SEAL) ATTEST: BY: Luis Tellechea- Vice President BY: President Mayor ATTEST: City Clerk (Date) APPROVED AS T0"FORMAND LEGAL SUFFICIENCY: City Attorney (Da're') Page 25 of 25 Pages