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R00-137 RESOLUTION NO. R00-/,~ A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF BOYNTON BEACH, FLORIDA, AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE FOUR (4) SEPARATE AGREEMENTS BETWEEN THE CITY OF BOYNTON BEACH AND CAMP DRESSER & McKEE, INC.; CH2M HILL; HARTMAN & ASSOCIATES, INC.; AND METCALF & EDDY, INC. FOR GENERAL CONSULTING ENGINEERING SERVICES; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, per Commission authorization (Resolution No. R00-120), September 5, 2000, the Utilities Department has negotiated agreements Camp Dresser & McKee, Inc., CH2M Hill, Inc., Hartman & Associates, nc., and Metcalf & Eddy, Inc.; and WHEREAS, the City Commission of the City of Boynton Beach, upon 'ecommendation of staff, hereby deems it to be in the best interests of the and residents of the City of Boynton Beach, to enter into an agreement the four (4) above stated engineering firms to provide consulting ineering work for the City's Utility Department, and to authorize the Mayor City Clerk to execute said consulting engineering Agreements; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF CITY OF BOYNTON BEACH, FLORIDA, THAT: Section 1. The City Commission of the City of Boynton Beach, Florida hereby authorize and direct the Mayor and City Clerk to enter into reements with the following four engineering firms to provide consulting lineering work for the City's Utility Department: Camp Dresser & McKee, Inc,. of West Palm Beach, Florida; CH2M Hill of Deerfield Beach, Florida; Hartman & Associates, Inc,. of Orlando, Florida; and Metcalf & Eddy, Inc., of Miramar, Florida Section 2. This Resolution shall become effective immediately upon passage. PASSED AND ADOPTED this day of October, 2000. Vice Mayor Mayor Pro Tern C~"missioner ~rk Services092600 APPENDIX B AGREEMENT for GENERAL ENGINEERING CONSULTING SERVICES THIS AGREEMENT is entered into between the City of Boynton Beach, hereinafter referred to as "City", and Metcalf & Eddy_, hereinafter referred to as "Consultant'', in consideration of the mutual benefits, terms, and conditions hereinafter specified. WHEREAS, the City issued a Request for Qualifications invitation for general engineering services for the City of Boynton Beach, Utility Department, RFQ No. 064-2821- 00/KR; and WHEREAS, RFQ No. 064-2821-00/KR defined a scope of services for design services, permitting, bidding services, construction administration, and all miscellaneous services for the areas of storm water, public drinking water, and waste water collection and transmission; and WHEREAS, RFQ No. 064-2821-00/KR further defined the scope of services to include rate analysis, revenue bond, NPDES permitting, Clean Air Act compliance, risk management, hazard assessment, Consumer Confidence compliance, organizational development and training, design-build construction especially of water main replacements and other assignments logically tied to the development, operation and maintenance of the Utility; and WHEREAS, Consultant timely submitted its qualifications in accordance with the Request for Qualifications invitation, the City's procurement Code, and Florida Statute 286.055, the Competitive Consultants Negotiations Act; and WHEREAS, the City Administrative review team determined that Consultant was qualified for appointment to perform the scope of services set forth in the Request for Qualifications invitation; and WHEREAS, the City Commission on September 6, 2000, accepted the City Administration's recommendation and designated Consultant as one of four (4) qualified consulting firms to provide general engineering services to the City; and WHEREAS, the City Manager, through his administrative staff, has successfully negotiated an agreement with Consultant defining terms and conditions for the performance of engineering services within the scope of the Request for Qualifications invitation. NOW, THEREFORE, in consideration of the mutual covenants expressed herein, the parties agree as follows: 1. REPRESENTATIONS: The representations set forth in foregoing whereas clauses are true and correct. 2. PROJECT DESIGNATION. The Consultant is retained by the City to perform general engineering consulting services under a continuing contract with the CitY whereby the Metcalf & Eddy CA-1 APPENDIX B Consultant, on a non-exclusive basis. Under the terms of this agreement, Consultant, on written request by the City, will provide profeSsional engineering services to the City for: B. C. D. individual projects in which construction costs do not exceed $500,000.00, or individual study activity when the fee for such professional service does not exceed $25,000, or for engineering work of a specified nature as hereinafter identified in the scope of services and as requested by the City with no time limitation, or design build projects SCOPE OF SERVICES. Consultant agrees to perform engineering services on specified projects at the request of the City during the term of this agreement, including the provision of all labor, materials, equipment and supplies. The specified projects which may be assigned to Consultant are set forth on Exhibit "A". Consultant acknowledges that it is one of four (4) consulting firms which will be assigned projects listed on Exhibit "A" and that the City has made no representation or promise regarding which projects or the number of projects that will be assigned to Consultant. TERM. This Agreement has no fiXed tenn. TIME FOR PERFORMANCE. Work under this contract shail commence upon the giving of written notice by the City to the Consultant to proceed. Consultant shall perform all services and provide all work product required pursuant to this agreement from the date written notice is given to proceed, unless an extension of such time is granted in writing by the City. 6. PAYMENT. The Consultant shall be paid by the City for completed work and for services rendered under this agreement as follows: Payment for the work provided by Consultant shall be made based on the hourly rates as provided on Exhibit "B" attached hereto. The hourly rates shall be reviewed and may be adjusted annually at the request of the Consultant and following approval by the City. Approval of rate changes shall be by resolution of the City Commission. The Consultant may submit vouchers to the City once per .month during the progress of the work for partial payment for project completed to date. Such vouchers will be checked by the City, and upon approval thereof, payment will be made to the Consultant in the mount approved. Final payment of any balance due the Consultant will be made promptly upon its ascertainment and verification by the City after the completion of the work under this agreement and its acceptance by the City. Payment as provided in this section shall be full compensation for work performed, services rendered and for all materials, supplies, equipment and incidentals necessary to complete the work. The Consultant's records and accounts pertaining to this agreement are to be kept available for inspection by representatives of the City and State for a period of three (3) years after final payments. Copies shall be made available upon request. CA-2 Metcalf & Eddy APPENDIX B o OWNERSH~ AND USE OF DOCUMENTS. All documents, drawings, specifications and other materials produced by the Consultant in connection with the services rendered under this agreement shall be the property of the City whether the project for which they are made is executed or not. The Consultant shall be permitted to retain copies, including reproducible copies, of drawings and specifications for information, reference and use in connection with Consultant's endeavors. Any use of the documents for purposes other than as originally intended by this Agreement, with out the written consent of the Consultant, shall be at the City's sole risk. WARRANTIES AND REPRESENTATIONS. Consultant represents and warrants to the City that it is competent to engage in the scope of services contemplated under this agreement and that it will retain and assign qualified professionals to all assigned projects during the term of this Agreement. Consultant's services shall meet a standard of care for professional engineering and related services equal to or exceeding the standard of care for engineering professional practicing under similar conditions. COMPLIANCE WITH LAWS. Consultant shall, in performing the services contemplated by this service agreement, faithfully observe and comply with all federal, state and local laws, ordinances and regulations that are applicable to the services to be rendered under this agreement. 10. INDEMNIFICATION. Consultant shall indemnify, defend and hold harmless the City, its officers, agents and employees, from and against any and all claims, losses or liability, or any portion thereof, including attorneys fees and costs, arising from injury or death to persons, including injuries, sickness, disease or death to Consultant's own employees, or damage to property occasioned by a negligent act, omission or failure of the Consultant. Neither party to this Agreement shall be liable to any third party claiming directly or through the other respective party, for any special, incidental, indirect or consequential damages of any kind, including but not limited to lost profits or use, that may result from this Agreement or out of the services or goods furnished hereunder. 11. INSURANCE. The Consultant shall secure and maintain in force throughout the duration of this contract comprehensive general liability insurance with a minimum coverage of $1,000,000 per occurrence and $1,000,000 aggregate for personal injury; and $1,000,000 per occurrence/aggregate for property damage, and professional liability insurance in the amount of $1,000,000. The general liability policy shall include the City as an additional insured and shall include a provision prohibiting cancellation of the policy except upon thirty (30) days prior written notice to the City. Said general liability policy shall name the City of Boynton Beach as an additional named insured and shall include a provision prohibiting cancellation of said policy except upon thirty (30) days prior written notice to the City. Certificates of coverage as required by this section shall be delivered to the City within fitteen (15) days of execution of this agreement. 12. INDEPENDENT CONTRACTOR. The Consultant and the City agree that the Consultant is 'an independent contractor with respect to the services provided pursuant to this agreement. Nothing in this agreement shall be considered to create the relationship of employer and employee between the parties hereto. Neither Consultant nor any employee of Consultant CA-3 Metcalf & Eddy APPENDIX B shall be entitled to any benefits accorded City employees by virtue of the services provided under this agreement. The City shall not be responsible for withholding or otherwise deducting federal income tax or social security or for contributing to the state industrial insurance program, otherwise assuming the duties of an employer with respect to Consultant, or any employee of Consultant. 13. COVENANT AGAINST CONTINGENT FEES. The Consultant warrants that he has not employed or retained any company or person, other than a bonafide employee working solely for the Consultant, to solicit or secure this contract, and that he has not paid or agreed to pay any company or person, other than a bonafide employee Working solely for the Consultant, any fee, commission, percentage, brokerage fee, gifts, or any other consideration contingent upon or resulting from the award or making of this contract. For breach or violation of this warranty, the City shall have the right to annul this contract without liability or, in its discretion to deduct from the contract price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fe~, gift, or contingent fee. " 14. DISCRIMINATION PROHIBITED. The Consultant, with regard to the work performed by it under this agreement, will not discriminate on the grounds of race, color, national origin, religion, creed, age, sex or the presence of any physical or sensory handicap in the selection. and retention of employees or procurement of materials or supplies. 15. ASSIGNMENT. The Consultant shall not sublet or assign any of the services covered by this agreement without the express written consent of the City. 16. NON-WAIVER. Waiver by the City of any provision of this agreement or any time limitation provided for in this agreement shall not constitute a waiver of any other provision. 17. TERMINATION. a. The City reserves the right to terminate this agreement at any time by giving ten (10) days written notice to the Consultant. bo In the event of the death of a member, partner or officer of the Consultant, or any of its supervisory personnel assigned to the project, the surviving members of the Consultant hereby agree to complete the work under the terms of this agreement, if requested to do so by the City. This section shall not be a bar to renegotiations of this agreement between surviving members of the Consultant and the City, if the City so chooses. c. The Consultant reserves the right to terminate this Agreement by giving thirty (30) days written notice to the City. 18. DISPUTES, Any dispute arising out of the terms or conditions of this agreement shall be ' adjudicated within the courts of Florida. Further, this agreement shall be construed under Florida Law. Metcalf & Eddy CA-4 " APPENDIX B 19. NOTICES. Notices to the City of Boynton Beach shall be sent to the following address: City of Boynton Beach P.O. Box 310 Boynton Beach, FL 33425-0310 Attn: Kurt Bressner, City Manager Notices to Consultant shall be sent to the following address: Metcalf & Eddy, Inc. 3760 Executive Way l~ra~ar, Florida 33025 Attention: Roberto S. Ortiz, Vice President 20. INTEGRATED AGREEMENT. This agreement, together with attachments or addenda, represents the entire and integrated agreement between the City and the Consultant and supersedes all prior negotiations, representations, or agreements written or of'al. This agreement may be mended only by written immanent signed by both City and Consultant. 21. TERM: This Agreement for continuing services shall have an open term, subject only to the termination provisions set forth in Paragraph 17 above. DATEDthis /,,~ dayof /l~t/~',~a~'~' 20,~ M~o~'-'~/ / '~' ~" -"-'- ~ Consultant Robeto S. .,,,- ' Attest/Authenticated: ~. v ..., .... :,. Vice President ~ 0 .,_b~ 'x'~,2*. 6" ~ --- i~ ~-~, ._. Title Rev. 8/22/00 9 / 16/00 9/21/00 s:ca~gr\General Eng092100 Metcalf & Eddy CA-5 SSP 15'00 14:5~ ~ METOoi_~ ~DDY 9=~4 450 ~1~ TO 4~1~1742629~ EXHIBIT B P, 03 TA~L~ I z OT//~ DIRECT CO~ ~ w ~3E S 029 PHOT~ S 0.11 S/COPY ~ta~/ATJTOCADD ~ $ $,$0 $/H~ RTESHTI.xb APPENDIX B AGREEMENT for GENERAL ENGINEERING CONSULTING SERVICES THIS AGREEMENT' is entered into between the City of Boynton Beach, hereinafter referred to as "City", and Haman & Associates, Inc., hereinafter referred to as "Consultant", in consideration of the mutual benefits, terms, and conditions hereinafter specified. WHEREAS, the City issued a Request for Qualifications invitation for general engineering services for the City of Boynton Beach, Utility Department, RFQ No. 064-2821- 00/KR; and WHEREAS, RFQ No. 064-2821-00/KR defined a scope of services for design services, permitting, bidding services, construction administration, and all miscellaneous services for the areas of storm water, public drinking water, and waste water collection and transmission; and WHEREAS, RFQ No. 064-2821-00/KR further defined the scope of services to include rate analysis, revenue bond, NPDES permitting, Clean Air Act compliance, risk management, hazard assessment, Consumer Confidence compliance, organizational development and training, design-build construction especially of water main replacements and other assignments logically tied to the development, operation and maintenance of the Utility; and WHEREAS, Consultant timely submitted its qualifications in accordance with the Request for Qualifications invitation, the City's procurement Code, and Florida Statute 286.055, the Competitive Consultants Negotiations Act; and WHEREAS, the City Administrative review team determined that Consultant was qualified for appointment to perform the scope of services set forth in the Request for Qualifications invitation; and WHEREAS, the City Commission on September 6, 2000, accepted the City Administration's recommendation and designated Consultant as one of four (4) qualified consulting firms to provide general engineering services to the City; and WHEREAS, the City Manager, through his administrative staff, has successfully negotiated an agreement with Consultant defining terms and conditions for the performance of engineering services within the scope of the Request for Qualifications invitation. NOW, THEREFORE, in consideration of the mutual covenants expressed herein, the parties agree as follows: 1. REPRESENTATIONS: The representations set forth in foregoing whereas clauses are true and correct. 2. PROJECT DESIGNATION. The Consultant is retained by the City to perform general engineering consulting services under a continuing contract with the City whereby the Hartman & Associates, Inc, CA-1 APPENDIX B Consultant, on a non-exclusive basis. Under the terms of this agreement, Consultant, on written request by the City, will provide professional engineering services to the City for: B. C. D. individual projects in which construction costs do not exceed $500,000.00, or individual study activity when the fee for such professional service does-not exceed $25,000, or for engineering work of a specified nature as hereinafter identified in the scope of services and as requested by the City with no time limitation, or design build projects SCOPE OF SERVICES. Consultant agrees to perform engineering services on specified projects at the request of the City during the term of this agreement, including the provision of all labor, materials, equipment and supplies. The specified projects which may be assigned to Consultant are set forth on Exhibit "A". Consultant acknowledges that it is one of four (4) consulting firms which will be assigned projects listed on Exhibit "A" and that the City has made no representation or promise regarding which projects or the number of projects that - will be assigned to Consultant. 4. TERM. This Agreement has no fixed term. TIME FOR PERFORMANCE. Work under this contract shall commence upon the giving of written notice by the City to the Consultant to proceed. Consultant shall perform all services and provide all work product required pursuant to this agreement from the date written notice is given to proceed, unless an extension of such time is granted in writing by the City. 6. PAYMENT. The Consultant shall be paid by the City for completed work and for services rendered under this agreement as follows: ao Payment for the work provided by Consultant shall be made based on the hourly rates as provided on Exhibit "B" attached hereto. The hourly rates shall be reviewed and may be adjusted annually at the request of the Consultant and following approval by the City. Approval of rate changes shall be by resolution of the City Commission. The Consultant may submit vouchers to the City once per month during the progress of the work for partial payment for project completed to date. Such vouchers will be checked by the City, and upon approval thereof, payment will be made to the Consultant in the mount approved. Co Final payment of anY balance due the Consultant will be made promptly upon its ascertainment and verification by the City after the completion of the work under this agreement and its acceptance by the City. Payment as provided in this section shall be full compensation for work performed, services rendered and for all materials, supplies, equipment and incidentals necessary to complete the work. The Consultant's records and accounts pertaining to this agreement are to be kept available for inspection by representatives of the City and State for a period of three (3) years after final payments. Copies shall be made available upon request. CA-2 Hartman & Associates, Inc. APPENDIX B o OWNERSHIP AND USE OF DOCUMENTS. All documents, drawings, specifications and other materials produced by the Consultant in connection with the services rendered under this agreement shall be the property of the City whether the project for which they are made is executed or not. The Consultant shall be permitted to retain copies, including reproducible copies, of drawings and specifications for information, reference and use in connection with Consultant's endeavors. Any use of the documents for purposes other than as originally intended by this Agreement, with out the written consent of the Consultant, shall be at the City's sole risk. o WARRANTIES AND REPRESENTATIONS. Consultant represents and wan'ants to the City that it is competent to engage in the scope of services contemplated under this agreement and that it will retain and assign qualified professionals to all assigned projects during the term of this Agreement. Consultant's services shall meet a standard of care for professional engineering and related services equal to or'exceeding the standard of iare for engineering professional practicing under similar conditions. o COMPLIANCE WITH LAWS. Consultant shall, in performing the services contemplated by this service agreement, faithfully observe and comply with all federal, state and local laws, ordinances and regulations that are applicable to the services to be rendered under this agreement. 10. INDEMNIFICATION. Consultant shall indemnify, defend and hold harmless the City, its officers, agents and employees, from and against any and all claims, losses or liability, or any portion thereof, including attomeys fees and costs, arising from injury or death to persons, including injuries, sickness, disease or death to Consultant's own employees, or damage to property occasioned by a negligent act, omission or failure of the Consultant. Neither party to this Agreement shall be liable to any third party claiming directly or through the other respective party, for any special, incidental, indirect or consequential damages of any kind, including but not limited to lost profits or use, that may result from this Agreement or out of the services or goods furnished hereunder. 11. INSURANCE. The Consultant shall secure and maintain in force throughout the duration of this contract comprehensive general liability insurance with a minimum coverage of $1,000,000 per occurrence and $1,000,000 aggregate for personal injury; and $1,000,000 per occurrence/aggregate for property damage, and professional liability insurance in the amount of $1,000,000. The general liability policy shall include the City as an additional insured and shall include a provision prohibiting cancellation of the policy except upon thirty (30) days prior written notice to the City. Said general liability policy shall name the City of Boynton Beach as an additional named insured and shall include a provision prohibiting cancellation of said policy except upon thirty (30) days prior written .notice to the City. Certificates of coverage as required by this section shall be delivered to the City within fifteen (15) days of execution of this agreement. 12. INDEPENDENT CONTRACTOR. The Consultant and the City agree that the Consultant is an independent contractor with respect to the services provided pursuant to this agreement. Nothing in this agreement shall be considered to create the relationship of employer and employee between the parties hereto. Neither Consultant nor any employee of Consultant 'CA-3 Hartman & Associates, Inc. APPENDIX B shall be entitled to any benefits accorded City employees by virtue of the services provided under this agreement. The City shall not be responsible for withholding or otherwise deducting federal income tax or social security or for contributing to the state industrial insurance program, otherwise assuming the duties of an employer with respect to Consultant, or any employee of Consultant. 13. COVENANT AGAINST CONTINGENT FEES. The Consultant warrants that he has not employed or retained any company or person, other than a bonafide employee working solely for the Consultant, to solicit or secure this contract, and that he has not paid or agreed to pay any company or person, other than a bonafide employee working solely for the Consultant, any fee, commission, percentage, brokerage fee, gifts, or any other consideration contingent upon or resulting from the award or making of this contract. For breach or violation of this warranty, the City shall have the fight to annul this contract without liability or, in its discretion to deduct from the contract price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift, or contingent fee. 14. DISCRIMINATION PROHIBITED. The Consultant, with regard to the work performed by it under this agreement, will not discriminate on the grounds of race, color, national origin, religion, creed, age, sex or the presence of any physical or sensory handicap in the selection and retention of employees or procurement of materials or supplies. 15. ASSIGNMENT. The Consultant shall not sublet or assign any of the services covered by this agreement without the express written consent of the City. 16. NON-WAIVER. Waiver by the City of any provision of this agreement or any time limitation provided for in this agreement shall not constitute a waiver of any other provision. 17. TERMINATION. a. The City reserves the right to terminate this agreement at any time by giving ten (10) days written notice to the Consultant. In the event of the death of a member, partner or officer of the Consultant, or any of its supervisory personnel assigned to the project, the surviving members of the Consultant hereby agree to complete the work under the terms of this agreement, if requested to do so by the City. This section shall not be a bar to renegotiations of this agreement between surviving members of the Consultant and the City, if the City so chooses. c. The Consultant reserves the right to terminate this Agreement by giving thirty (30) days written notice to the City. 18. DISPUTES. Any dispute arising out of the terms or conditions of this agreement shall be adjudicated within the courts of Florida. Further, this agreement shall be construed under Florida Law. Hartman & Associates, Inc. CA-4 APPENDIX B 19. NOTICES. Notices to the City of Boynton Beach shall be sent to the following address: City of Boynton Beach P.O. Box 310 Boynton Beach, FL 33425-0310 Attn: Kurt Bressner, City Manager Notices to Consultant shall be sent to the following address: Mr. Gerald C. Bartman, P.E. Hartman & Associates. 201 East Pine Street. Suite 1000 Florida 32801 20. INTEGRATED AGREEMENT. This agreement, together with attachments or addenda, represents the entire and integrated agreement between the City and the Consultant and supersedes all prior negotiations, representations, or agreements written or oral. This agreement may be amended only by written instrument signed by both City and Consultant. 21. TERM: This Agreement for continuing services shall have an open term, subject only to the termination provisions set forth in Paragraph 17 above. DATED this /~ day of /1/~t/,a",,;;~,,~ 20,~a .,~.~o~,~% ~ // ~ . ~t~ · . ~' X ...... ~, '~ //.' ' (Corporate Sea!) Rev. 8/22/00 9/16/00 9/21/00 s:ca~agr\General Eng092100 Hartman & Associates, Inc. CA-5 EXHIBIT B HARTMAN & ASSOCIATES, INC. HOURLY RATE SCHEDULE CITY OF BOYNTON BEACH G.C. Hartman Principals Senior Manager Senior Engineer/Hydrogeologist Division Manager Engineer/Hydrogeologist VIII Engineer/Hydrogeologist VII/Senior Project Manager Engineer/Hydrogeologist VI Engineer/Hydrogeologist V Engineer/Hydrogeologist IV Engineer/Hydrogeologist III Engineer/Hydrogeologist I/II Senior Scientist Scientist Science Technician Senior Management Consultant Management Consultant Senior Rate Analyst Rate Analyst Research Analyst Senior Inspector Inspector Senior GIS Analyst GIS Anal,,st Engineering Designer IV Engineering Designer III Engineering Designer II Engineering/Hydrogeologist Technician IV Engineenng/Hydrogeologist Technician III Engineering/Hydrogeologist Technician II Engineenng/Hydrogeologist Technician I Graphics Manager Graphics Technician Professional Land Surveyor/Mapper Surveying Technician IV Surveying Technician III Surveying Technician II Surveying Technician I Administrative Assistant/Senior Word Processor Word Processor/Secretarial Support Reproduction/Courier Support $235.00 $185.00 $175.00 $160.00 $145.00 $130.00 $120.00 $110.00 $95.00 $90.00 $80.00 $70.00 $120.00 $85.00 $65.O0 $130.00 $105.00 $95.0O $90.00 $65.00 $90.00 $70.00 $80.00 $60.00 $90.00 $85.00 $75.00 $80.00 $65.00 $60.00 $55.00 $70.00 $60.00 $90.00 $80.00 $70.00 $60.00 $50.00 $60.00 $50.00 $40.00 Effective Date: July 6, 2000 (These hourly rates will be in effect for three years and thereafter may be adjusted to reflect changes in the various elements that comprise them). Payment is due upon receipt of invoice. Past due invoices (31 days or more from invoice date) will be increased by 1.5% per month, or the maximum allowed by law. IAVordproc/2000/00-197.mk/hourly-rates/3 hrlyrte-2.doc APPENDIX B AGREEMENT for· GENERAL ENGINEERING CONSULTING SERVICES THIS AGREEMENT is entered into between the City of Boynton Beach, hereinafter referred to as "City", and CH2M Hill, Inc., hereinafter referred to as "Consultant", in consideration of the mutual benefits, terms, and conditions hereinafter specified. WHEREAS, the City issued a Request for Qualifications invitation for general engineering services for the City of Boynton Beach, Utility Department, RFQ No. 064-2821- 00/KR; and WHEREAS, RFQ No. 064-2821-00/KR defined a scope of services for design services, permitting, bidding services, construction administration, and all miscellaneous services for the areas of storm water, public drinking water, and waste water collection and transmission; and WHEREAS, RFQ No. 064-2821-00/KR further defined the scope of services to include rate analysis, revenue bond, NPDES permitting, Clean Air Act compliance, risk management, hazard assessment, Consumer Confidence compliance, organizational development and training, design-build construction especially of water main replacements and other assignments logically tied to the development, operation and maintenance of the Utility; and WHEREAS, Consultant timely submitted its qualifications in accordance with the Request for Qualifications invitation, the City's procurement Code, and Florida Statute 286.055, the Competitive Consultants Negotiations Act; and WHEREAS, the City Administrative review team determined that Consultant was qualified for appointment to perform the scope of services set forth in the Request for Qualifications invitation; and WHEREAS, the City Commission on September 6, 2000, accepted the City Administration's recommendation and designated Consultant as one of four (4) qualified consulting finns to provide general engineering services to the City; and WHEREAS, the City Manager, through his administrative staff, has successfully negotiated an agreement with Consultant defining terms and conditions for the performance of engineering services within the scope of the Request for Qualifications invitation. NOW, THEREFORE, in consideration of the mutual covenants expressed herein, the parties agree as follows: 1. REPRESENTATIONS: The representations set forth in foregoing whereas clauses are true and correct. 2. PROJECT DESIGNATION. The Consultant is retained by the City to perform general engineering consulting services under a continuing contract with the City whereby the CA-1 CH2M Hill APPENDIX B Consultant, on a non-exclusive basis. Under the terms of this agreement, Consultant, on written request by the City, will provide professional engineering services to the City for: B. C. D. individual projects in which construction costs do not exceed $500,000.00, or individual study activity when the fee for such professional service does not exceed $25,000, or for engineering work of a specified nature as hereinafter identified in the scope of services and as requested by the City with no time limitation, or design build projects SCOPE OF SERVICES. Consultant agrees to perform engineering services on specified projects at the request of the City during the term of this agreement, including the provision of all labor, materials, equipment and supplies. The specified projects which may be assigned to Consultant are set forth on Exhibit "A". Consultant acknowledges that it is one of four (4) consulting firms which will be assigned projects listed on Exhibit "A" and that the City has made no representation or promise regarding which projects or the number of projects that will be assigned to Consultant. 4. TERM. This Agreement has no fixed term. TIME FOR PERFORMANCE. Work under this contract shall commence upon the'giving of written notice by the City to the Consultant to proceed. Consultant shall perform all services and provide all work product required pursuant to this agreement fi.om the date written notice is given to proceed, unless an extension of such time is granted in writing by the City. 6. PAYMENT. The Consultant shall be paid by the City for completed work and for services rendered under this agreement as follows: Payment for the work provided by Consultant shall be made based on the hourly rates as provided on Exhibit "B" attached hereto. The hourly rates shall be reviewed and may be adjusted annually at the request of the Consultant and following approval by the City. Approval of rate changes shall be by resolution of the City Commission. The Consultant may submit vouchers to the City once per month during the progress of the work for partial payment for project completed to date. Such vouchers will be checked by the City, and upon approval thereof, payment will be made to the Consultant in the amount approved. Final payment of any balance due the Consultant will be made promptly upon its ascertainment and verification by the City after the completion of the work under this agreement and its acceptance by the City. Payment as provided in this section shall be full compensation for work performed, services rendered and for all materials, supplies, equipment and incidentals necessary to complete the work. eo The Consultant's records and accounts pertaining to this agreement are to be kept available for inspection by representatives of the City and State for a period of three (3) years after final payments. Copies shall be made available upon request. CA-2 CH2M Hill APPENDIX B oWNERsHIP AND USE OF DOCUMENTS. All documents, drawings, specifications and other materials produced by the Consultant in connection with the services rendered under this agreement shall be the property of the City whether the project for which they are made is executed or not. The Consultant shall be permitted to retain copies, including reproducible copies, of drawings and specifications for information, reference and use in connection with Consultant's endeavors. Any use of the documents for purposes other than as originally intended by this Agreement, with out the written consent of the Consultant, shall be at the City's sole risk. WARRANTIES AND REPRESENTATIONS. Consultant represents and warrants to the City that it is competent to engage in the scope of services contemplated under this agreement and that it will retain and assign qualified professionals to all assigned projects during the term of this Agreement. Consultant's services shall meet a standard of care for professional engineering and related services equal to or exceeding the standard of care for engineering professional practicing under similar conditions. COMPLIANCE WITH LAWS. Consultant shall, in performing the services contemplated by this service agreement, faithfully observe and comply with all federal, state and local laws, ordinances and regulations that are applicable to the services to be rendered under this agreement. 10. INDEMNIFICATION. Consultant shall indemnify, defend and hold harmless the City, its officers, agents and employees, from and against any and all claims, losses or liability, or any portion thereof, including attorneys fees and costs, arising from injury or death to persons, including injuries, sickness, disease or death to Consultant's own employees, or damage to property occasioned by a negligent act, omission or failure of the Consultant. Neither party to this Agreement shall be liable to any third party claiming directly or through the other respective party, for any special, incidental, indirect or consequential damages of any kind, including but not limited to lost profits or use, that may result from this Agreement or out of the services or goods furnished hereunder. 11. INsURANcE. The Consultant shall secure and maintain in force throughout the duration of this contract comprehensive general liability insurance with a minimum coverage of $1,000,000 per occun'ence and $1,000,000 aggregate for personal injury; and $1,000,000 per occurrence/aggregate for property damage, and professional liability insurance in the amount of $1,000,000. The general liability policy shall include the City aS an additional insured and shall include a provision prohibiting cancellation of the policy except upon thirty (30) days prior written notice to the City. Said general liability policy shall name the City of Boynton Beach as an additional named insured and shall include a provision prohibiting cancellation of said policy except upon thirty (30) days prior written notice to the City. Certificates of coverage as required by this section shall be delivered to the City within fifteen (15) days of execution of this agreement. 12. INDEPENDENT CONTRACTOR. The Consultant and the City agree that the Consultant is an independent contractor with respect to the services provided pursuant to this agreement. Nothing in this agreement shall be considered to create the relationship of employer and employee between the parties hereto. Neither Consultant nor any employee of Consultant CA-3 CH2M Hill APPENDIX B shall be entitled to any benefits accorded City employees by virtue of the services provided under this agreement. The City shall not be responsible for withholding or otherwise deducting federal income tax or social security or for contributing to the state industrial insurance program, otherwise assuming the duties of an employer with respect to Consultant, or any employee of Consultant. 13. COVENANT AGAINST CONTINGENT FEES. The Consultant warrants that he has not employed or retained any company or person, other than a bonafide employee working solely for the Consultant, to solicit or secure this contract, and that he has not paid or agreed to pay any company or person, other than a bonafide employee working solely for the Consultant, any fee, commission, percentage, brokerage fee, gifts, or any other consideration contingent upon or resulting from the award or making of this contract. For breach or violation of this warranty, the City shall have the fight to annul this contract without liability or, in its discretion to deduct from the contract price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift, or contingent fee. 14. DISCRIMINATION PROHIBITED. The Consultant, with regard to the work performed by it under this agreement, will not discriminate on the grounds of race, color, national origin, religion, creed, age, sex or the presence of any physical or sensory handicap in the selection and retention of employees or procurement of materials or supplies. 15. ASSIGNMENT. The Consultant shall not sublet or assign any of the services covered by this agreement without the express written consent of the City. 16. NON-WAIVER. Waiver by the City of any provision of this agreement or any time., limitation provided for in this agreement shall not constitute a waiver of any other provision. 17. TERMINATION. a. The City reserves the right to terminate this agreement at any time by giving ten (10) days written notice to the Consultant. bo In the event of the death of a member, partner or officer of the Consultant, or any of its supervisory personnel assigned to the project, the surviving members of the Consultant hereby agree to complete the work under the terms of this agreement, if requested to do so by the City. This section shall not be a bar to renegotiations of this agreement between surviving members of the Consultant and the City, if the City so chooses. c. The Consultant reserves the right to terminate this Agreement by giving thirty (30) days written notice to the City. 18. DISPUTES. Any dispute arising out of the terms or conditions of this agreement shall be adjudicated within the courts of Florida. Further, this agreement shall be construed under Florida Law. CA-4 CH2M Hill APPENDIX B 19. NOTICES. Notices to the City of Boynton Beach shall be sent to the following address: City of Boynton Beach P.O. Box 310 Boynton Beach, FL 33425-0310 Attn: Kurt Bressner, City Manager Notices to Consultant shall be sent to the following address: CH2M HILL 800 Fairway Drive, Suite 350 Deerfield Beach, FL 33441 Attn: Thomas M. McCormick, Vice President 20. INTEGRATED AGREEMENT. This agreement, together with attachments or addenda, represents the entire and integrated agreement between the City and the Consultant and supersedes all prior negotiations, representations, or agreements written or oral. This agreement may be amended only by written instrument signed by both City and Consultant. 21. TERM: This Agreement for continuing services shall have an open term, subject only to the termination provisions set forth in Paragraph 17 above. DATEDthis /.~ dayof /I/~e'~',r~,(~t~'~ Attest/Authenticated ~ _:,iIqTO/V ,, ~'/. ///c~' ~'~r_J .... : CitgCler~ / /1 /. . ' % ;,, . Ap~~ t~ llttlIiiiIBIli[XXA~esffAuth~Ucated: .. ~of the Cit~y ~ecret~ Rev. 8/22/00 '9/16/00 9/21/00 s:caXagr\General Eng092100 CA-5 CH2M Hill m EXHIBIT ATTACHMENT C CH2M HILL, INC. Direct Labor Rates Year 2000 Classification ~ 2.9 Senior Consultant II See Note 1 Senior Manager II / Senior Consultant $ 250.00 Senior Manager I / Technical Consultant $ 201.00 Division Manager $169.00 Senior Project Manager / Technical Consultant $150.00 Project Manager/Senior Project Professional $123.00 Senior Project Professional $100.00 Project Professional II $ 87.00 Project Professional I $ 77.00 Lead Technician / Supervisor Senior Technician Certified Technician (Designer) Technician (Drafter) Junior Technician Technical Aide $107.00 $ 89.00 $ 76.00 $ 66.00 $ 57.00 $ 52.00 Office Support $ 62.00 Note 1' Senior Consultant II classification should be priced using employees' actual labor rates COMPANY CONFIDENTIAL AND PROPRIETARY AGREEMENT for GENERAL ENGINEERING CONSULTING SERVICES APPENDIX B THIS AGREEMENT is entered into between the City of Boynton Beach, hereinafter referred to as "City", and Camp Dresser & McKee, Inc., hereinafter referred to as "Consultant", in consideration of the mutual benefits, terms, and conditions hereinafter specified. WHEREAS, the City issued a Request for Qualifications invitation for general engineering services for the City of Boynton Beach, Utility Department, RFQ No. 064-2821- 00/KR; and WHEREAS, RFQ No. 064-2821-00/KR defined a scope of services for design services, permitting, bidding services, construction administration, and all miscellaneous services for the areas of storm water, public drinking water, and waste water collection and transmission; and WHEREAS, RFQ No. 064-2821-00/KR further defined the scope of services to include rate analysis, revenue bond, NPDES permitting, Clean Air Act compliance, risk management, hazard assessment, Consumer Confidence compliance, organizational development and training, design-build construction especially of water main replacements and other assignments logically tied to the development, operation and maintenance of the Utility; and WHEREAS, Consultant timely submitted its qualifications in accordance with the Request for Qualifications invitation, the City's procurement Code, and Florida Statute 286.055, the Competitive Consultants Negotiations Act; and WHEREAS, the City Administrative review team determined that Consultant was qualified for appointment to perform the scope of services set forth in the Request for Qualifications invitation; and WHEREAS, the City Commission on September 6, 2000, accepted the City Administration's recommendation and designated Consultant as one of four (4) qualified consulting firms to provide general engineering services to the City; and WHEREAS, the City Manager, through his administrative staff, has successfully negotiated an agreement with Consultant defining terms and conditions for the performance of engineering services within the scope of the Request for Qualifications invitation. NOW, THEREFORE, in consideration of the mutual covenants expressed herein, the parties agree as follows: 1. REPRESENTATIONS: The representations set forth in foregoing whereas clauses are true and correct. 2. PROJECT DESIGNATION. The Consultant is retained by the City to perform general engineering consulting services under a continuing contract with the City whereby the CDM, Inc CA-1 APPENDIX B Consultant, on a non-exclusive basis. Under the terms of this agreement, Consultant, on written request by the City, will provide professional engineering services to the City for: B. C. D. individual projects in which construction costs do not exceed $500,000.00, or individual study activity when the fee for such professional service does not exceed $25,000, or for engineering work of a specified nature as hereinafter identified in the scope of services and as requested by the City with no time limitation, or design build projects SCOPE OF SERVICES. Consultant agrees to perform engineering services on specified projects at the request of the City during the term of this agreement, including the provision of all labor, materials, equipment and supplies. The specified projects which may be assigned to Consultant are set forth on Exhibit "A". Consultant acknowledges that it is one of four (4) consulting firms which will be assigned projects listed on Exhibit "A" and that the City has made no representation or promise regarding which projects or the number of projects that will be assigned to Consultant. 4. TERM. This Agreement has no fixed term. o TIME FOR PERFORMANCE. Work under this contract shall commence upon the giving of written notice by the City to the Consultant to proceed. Consultant shall perform all services and provide all work product required pursuant to this agreement from the date written notice is given to proceed, unless an extension of such time is granted in writing by the City. 6. PAYMENT. The Consultant shall be paid by the City for completed work and for services rendered under this agreement as follows: ao Payment for the work provided by Consultant shall be made based on the hourly rates as provided on Exhibit "B" attached hereto. The hourly rates shall be reviewed and may be adjusted annually at the request of the Consultant and following approval by the City. Approval of rate changes shall be by resolution of the City Commission. The Consultant may submit vouchers to the City once per month during the progress of the work for partial payment for project completed to date. Such vouchers will be checked by the City, and upon approval thereof, payment will be made to the Consultant in the amount approved. Final payment of any balance due the Consultant will be made promptly upon its ascertainment and verification by the City after the completion of the work under this agreement and its acceptance by the City. do Payment as provided in this section shall be full compensation for work performed, services rendered and for all materials, supplies, equipment and incidentals necessary to complete the work. The Consultant's records and accounts pertaining to this agreement are to be kept available for inspection by representatives of the City and State for a period of three (3) years after final payments. Copies shall be made available upon request. CA-2 CDM, lnc APPENDIX B OWNERSHIP AND USE OF DOCUMENTS. All documents, drawings, specifications and other materials produced by the Consultant in connection with the services rendered under this agreement shall be the property of the City whether the project for which they are made is executed or not. The Consultant shall be permitted to retain copies, including reproducible copies, of drawings and specifications for information, reference and use in connection with Consultant's endeavors. Any use of the documents for purposes other than as originally intended by this Agreement, with out the written consent of the Consultant, shall be at the City's sole risk. o WARRANTIES AND REPRESENTATIONS. Consultant represents and warrants to the City that it is competent to engage in the scope of services contemplated under this agreement and that it will retain and assign qualified professionals to all assigned projects during the term of this Agreement. Consultant's services shall meet a standard of care for professional engineering and related services equal to or exceeding the standard of care for engineering professional practicing under similar conditions. COMPLIANCE WITH LAWS. Consultant shall, in performing the services contemplated by this service agreement, faithfully observe and comply with all federal, state and local laws, ordinances and regulations that are applicable to the services to be rendered under this agreement. 10. INDEMNIFICATION. Consultant shall indemnify, defend and hold harmless the City, its officers, agents and employees, from and against any and all claims, losses or liability, or any portion thereof, including attorneys fees and costs, arising from injury or death to persons, including injuries, sickness, disease or death to Consultant's own employees, or damage to property occasioned by a negligent act, omission or failure of the Consultant. Neither party to this Agreement shall be liable to any third party claiming directly or through the other respective party, for any special, incidental, indirect or consequential damages of any kind, including but not limited to lost profits or use, that may result from this Agreement or out of the services or goods furnished hereunder. 11. INSURANCE. The Consultant shall secure and maintain in force throughout the duration of this contract comprehensive general liability insurance with a minimum coverage of $1,000,000 per occurrence and $1,000,000 aggregate for personal injury; and $1,000,000 per occurrence/aggregate for property damage, and professional liability insurance in the amount of $1,000,000. The general liability policy shall include the City as an additional insured and shall include a provision prohibiting cancellation of the policy except upon thirty (30) days prior written notice to the City. Said general liability policy shall name the City of Boynton Beach as an additional named insured and shall include a provision prohibiting cancellation of said policy except upon thirty (30) days prior written notice to the City. Certificates of coverage as required by this section shall be delivered to the City within fifteen (15) days of execution of this agreement. 12. INDEPENDENT CONTRACTOR. The Consultant and the City agree that the Consultant is an independent contractor with respect to the services provided pursuant to this agreement. Nothing in this agreement shall be considered to create the relationship of employer and employee between the parties hereto. Neither Consultant nor any employee of Consultant CA-3 CDM, Inc APPENDIX B shall be entitled to any benefits accorded City employees by virtue of the services provided under this agreement. The City shall not be responsible for withholding or otherwise deducting federal income tax or social security or for contributing to the state industrial insurance program, otherwise assuming the duties of an employer with respect to Consultant, or any employee of Consultant. 13. COVENANT AGAINST CONTINGENT FEES. The Consultant warrants that he has not employed or retained any company or person, other than a bonafide employee working solely for the Consultant, to solicit or secure this contract, and that he has not paid or agreed to pay any company or person, other than a bonafide employee working solely for the Consultant, any fee, commission, percentage, brokerage fee, gifts, or any other consideration contingent upon or resulting from the award or making of this contract. For breach or violation of this warranty, the City shall have the right to annul this contract without liability or, in its discretion to deduct from the contract price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift, or contingent fee. 14. DISCRIMINATION PROHIBITED. The Consultant, with regard to the work performed by it under this agreement, will not discriminate on the grounds of race, color, national origin, religion, creed, age, sex or the presence of any physical or sensory handicap in the selection and retention of employees or procurement of materials or supplies. 15. ASSIGNMENT. The Consultant shall not sublet or assign any of the services covered by this agreement without the express written consent of the City. 16. NON-WAIVER. Waiver by the City of any provision of this agreement or any time limitation provided for in this agreement shall not constitute a waiver of any other provision. 17. TERMINATION. a. The City reserves the right to terminate this agreement at any time by giving ten (10) days written notice to the Consultant. bo In the event of the death of a member, partner or officer of the Consultant, or any of its supervisory personnel assigned to the project, the surviving members of the Consultant hereby agree to complete the work under the terms of this agreement, if requested to do so by the City. This section shall not be a bar to renegotiations of this agreement between surviving members of the Consultant and the City, if the City so chooses. c. The Consultant reserves the right to terminate this Agreement by giving thirty (30) days written notice to the City. 18. DISPUTES. Any dispute arising out of the terms or conditions of this agreement shall be adjudicated within the courts of Florida. Further, this agreement shall be construed under Florida Law. CDM, Inc CA-4 APPENDIX B 19. NOTICES. Notices to the City of Boynton Beach shall be sent to the following address: City of Boynton Beach P.O. Box 310 Boynton Beach, FL 33425-0310 Attn: Kurt Bressner, City Manager Notices to Consultant shall be sent to the following address: Camp Dresser & McKee Inc. 1601 Belvedere Road, Suite 211, S West Palm Beach, Florida 33406 Attention: David Holtz, Principal 20. INTEGRATED AGREEMENT. This agreement, together with attachments or addenda, represents the entire and integrated agreement between the City and the Consultant and supersedes all prior negotiations, representations, or agreements written or oral. This agreement may be amended only by written instrument signed by both City and Consultant. 21. TERM: This Agreement for continuing services shall have an open term, subject only to the termination provisions set forth in Paragraph 17 above. DATED this ,~ day of F__~~,~' 20~. Attest/Authenticated: ~,,\BIIIIIIIIIiiz , · ~\\' .,,' ...~ ~ro,v %. ~r",.--/:' ...- '~ .,,,.,.~..,.. ~ ~ ~: o/~o ~8% o ~ ~ Title Sr. Vice President ~ (Corporate Seal) 0./ C~t~'Clerk ~ - :v -'., ~ '-'~' ...' ~ ,/' /"7 -'.'v. '2-':":''~,~' .~ /1 / / %,. ,'-",_ o~x'~ ,~- · /,I . /.-, / ' ',9,, - '~ ·  "'"~,~t~i~n~x~ At, t~st/Authentic ated: Offiee/°'fthe~~mey ~TetarYJames S. Lackman Rev. 8/22/00 9/16/00 9/21/00 s:ca~agr\General Eng092100 CA-5 CDM, Inc o z EXHIBIT B CAMP DI~SS~R & McKBE INC. SCHMDULE OP BILLING RATI~ FOR CITY OF BOYNTON BE~CH EN~G SERVICES CAT~GOPJES: OFI~CT~ TECHNICAL SPECIALIST PRO)~CT D~OR S~OR ~G~/S~ PROSE~IONAL ~ PRO~SSIONAL I S~OR S~PORT SER~ ST~ ~PORT SER~ S~OR ~LD PRO~SSIONAL ~LD PRO~SIONAL ~E~L HOURLY i~ATE $170 $144 $138 $123 $78 $6? $99 $61 1. Billing ra~es shall be reviewed and may be adjusted annually. 2. For lump sum projects, billing rates shall be used as fl~e basis f~ developing lump sum cord;rac't amotmts. 3. Subconsultant cost~ shall include a lO-percent mark-up, O000-~MS.DFi-I~