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R04-182 I ¡I I! 1 I! 2 I RESOLUTION NO. R04- (S 2- 3 I 4 A RESOLUTION OF THE CITY COMMISSION OF THE 5 CITY OF BOYNTON BEACH, FLORIDA, AUTHORIZING 6 THE CITY MANAGER TO EXECUTE AN AGREEMENT 7 FOR PROFESSIONAL SERVICES BETWEEN CITY OF 8 BOYNTON BEACH AND COREY W. O'GORMAN AND 9 ANGELA F. BUDANO, PROVIDING PROFESSIONAL 10 CONSULTING SERVICES FOR THE CITY'S TOWN 11 SQUARE PROJECT; AND PROVIDING AN EFFECTIVE 12 DATE. 13 14 15 WHEREAS, the City Commission of the City of Boynton Beach, upon 16 recommendation of staff, deems it to be in the best interests of the citizens and residents of 17 the City of Boynton Beach, to enter into an agreement with Corey W. O'Gorman and Angela 18 F. Budano to provide professional consulting services for the City's Town Square Project, 19 and to authorize the City Manager to execute said Agreement; 20 I NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF 21 THE CITY OF BOYNTON BEACH, FLORIDA, THAT: 22 23 Section 1. The foregoing "WHEREAS" clauses are true and correct and hereby 24 ratified and confirmed by the City Commission. 25 26 Section 2. The City Commission of the City of Boynton Beach, Florida does 27 ereby authorizes the City Manager to execute an agreement between the City of Boynton 28 each and Corey W. O'Gorman and Angela F. Budano, to provide professional consulting 29 services for the City's Town Square Project in an amount not to exceed $20,250.00. 30 I 31 Section 3. The form of the Agreement shall be approved by the City Attorney. 32 33 Section 4. This Resolution shall become effective immediately upon passage. 34 I 35 :ICAIRESOlAgreementslO'Gorman and Budano Agreement.doc I I 1 I I 2 PASSED AND ADOPTED this ~ day of October, 2004. 3 4 CITY OF BOYNTON BEACH, FLORIDA 5 J ~' 6 7 I 8 9 10 I 11 12 13 14 /-- 15 16 I - -V ~/ ..,.. -'~-"~_:_<:_.__n__ . 17 / . 18 ~ 19 (I .. 20 ATTEST: - /., .... ----- 21 22 P~.~j¡, 23 24 25 26 .--'" S:ICAIRESOlAgreemenlslO'Gorman and Sudano Agreement.doc I I Roy -, 82.. -"'f;V ('r :~r;";'~Trq prÞCH PROFESSIONAL SERVICES AGREEMENT "I C'! T '/' (' :--:.~ !". :~~; --: ;-T:~ ~ ~:'~- ~:~ov --2 ,...._~ n. " , ¡~.' ',. ( i I .' v THIS AGREEMENT is entered into the iL day of ~, 2004, by and between the City of Boynton Beach, Florida (City), and Corey W, 0' Gorman and Angela F. Budano (Consultant) for the provision of consulting services to the City's Town Square Civic Center Project (Project). The City hereby engages Consultant to conduct an analysis comparing two alternative site and building design scenarios possibly to include 1) construction of a new large civic center facility combining a mix of several existing Town Square uses with 2) adaptive reuse of the existing Old High School, modification to other existing buildings, and construction of a new smaller civic center facility. This analysis is intended to provide the City with adequate information to decide which alternative to select. These services, more particularly described in the Scope of Services attached hereto as Exhibit "A", shall be considered an interim step toward formulation of the schematic master development plan for the Project as discussed in recommendation #2 of the Implementation Plan prepared by Consultant dated August 2004. The parties agree to perform as follows: General Conditions 1. Cooperation by City. City agrees that Consultant shall have ready access to City's staff and resources as necessary to perform the Services. All reports, studies and evaluates of the Old High School building and any related City-owned materials necessary for the completion of this scope of services shall be provided by the City at no cost to the Consultant. It is important to secure any certified or approved engineering reports of the Old High School such as structural or MEP [Mechanical Electrical and Plumbing] in order to make safe assumptions and accurate cost calculations. 2. Rate of Payment for Services. City agrees to pay Consultant for the Services in accordance with the schedule set forth in Exhibit "B". 3. Billing. City shall pay the amounts agreed to herein upon receipt of invoices, which shall be sent by Consultant monthly or upon such other basis as City and Consultant agree. City shall pay Consultant a late payment fee of one and one-half percent (1 Yz %) per month on any invoice balance that remains outstanding for fifteen (15) days or more from the date of the invoice. Payment to Consultant is not dependent upon payment to City by any other person or party. City shall be responsible for all out of pocket costs associated with the Services provided by Consultant, i.e. travel, long-distance calls, postage, reproduction costs. Consultant shall not be obligated to incur any expenses on behalf of City without a cost deposit. The amount due to Consultant shall be deemed earned upon completion of the Services, regardless of whether City uses Consultant's work product. 1 0 4. Confidential Information. Consultant hereby acknowledges that during the performance of this Agreement, the Consultant may learn or receive confidential City information and therefore Consultant hereby confirms that all such information relating to the City's business will be kept confidential by the Consultant, except to the extent that such information is required to be divulged to the Consultant's clerical or support staff or associates in order to enable Consultant to perform Consultant's contract obligation. Notwithstanding the foregoing, Consultant in coordination with the City shall maintain its records as public records and shall respond to all public records requests in a timely fashion. 5. Independent Contractor. Consultant is an independent contractor and neither Consultant nor Consultant's staff is or shall be deemed to be employed by City. City is hereby contracting with Consultant for the performance of the Services and Consultant reserves the right to determine the method, manner and means by which the Services will be performed. Consultant is not required to perform the Services during a fixed hourly or daily time and if the services are performed at the City's premises, then Consultants time spent at the premises is to be at the discretion of the Consultant; subject to the City's normal business hours and security requirements. Consultant hereby confirms to City that City will not be required to furnish or provide any training to Consultant to enable Consultant to perform the Services. The Services shall be performed by Consultant or Consultant's staff, and City shall not be required to hire, supervise or pay any assistants to help Consultant who performs the Services under this agreement. Consultant shall not be required to devote Consultant's full time nor the full time of Consultant's staff to the performance of the Services, and it is acknowledged that Consultant has other clients and Consultant offers services to the general public. The order or sequence in which the work is to be performed shall be under the control of Consultant. Except to the extent that the Consultant's work must be performed on or with City's computers or City's existing software, all materials used in providing the Services shall be provided by Consultant. 6. Term and Termination. The term of this Agreement shall continue until terminated by either party upon thirty (30) days written notice to the other party. Upon termination by either party, City agrees to pay Consultant for work completed to date pursuant to the Rate of Payment Schedule provided herein. 7. Insurance. Consultant shall provide insurance as outlined in the Insurance Advisory Form provided by the City's Risk Management Department, a copy of which is attached hereto as Exhibit "C" . 8. Use of Work Product. All work product prepared by the Consultant shall become the property of the City. Consultant may use the work product for other projects with written disclosure to the City. 9. City Representative. Kurt Bressner, City Manager, shall represent the City during the performance of this contract with respect to the Services and each has authority to execute written modifications or additions to this Agreement. 2 10. Disputes. Any disputes that arise between the parties with respect to the performance of this contract which cannot be resolved through negotiation shall be submitted to a court of competent jurisdiction in Palm Beach County, Florida. Each party shall bear its own costs and attorney fees. 11. Limited Warranty. Consultant warrants to City that the material, analysis, data, programs and Services to be delivered or rendered hereunder, will be of the kind and quality designated in the Agreement and will be performed by qualified personnel. Special requirements for format or standards to be followed shall be attached as an additional Exhibit and executed by both City and Consultant. CONSULTANT MAKES NO OTHER WARRANTIES, WHETHER WRITTEN, ORAL OR IMPLIED, INCLUDING WITHOUT LIMIT A TION, WARRANTY OF FITNESS FOR PURPOSE OR MERCHANT ABILITY. IN NO EVENT SHALL CONSULTANT BE LIABLE FOR SPECIAL OR CONSEQUENTIAL DAMAGES, EITHER IN CONTRACT OR TORT, WHETHER OR NOT THE POSSIBILITY OF SUCH DAMAGES HAS BEEN DISCLOSED TO CONSUL T ANT IN ADVANCE OR COULD HAVE BEEN REASONABLY FORESEEN BY CONSULTANT. 12. Complete Agreement. This Agreement contains the entire understanding between the parties hereto with respect to the matters covered herein. No other agreements, representations, warranties or other matters, oral or written, purportedly agreed to or represented by or on behalf of Consultant by any of its employees or agents, or contained in any sales materials or brochures, shall be deemed to bind the parties hereto with respect to the subject matter hereof. In the event of a conflict in the 0 provisions of any attachments hereto and the provisions set forth in this Agreement, the provisions of this Agreement shall govern. City acknowledges that it is entering into this Agreement solely on the basis of the representations contained herein. 13. Applicable Law. This Agreement shall be construed in accordance with the laws of the State of Florida. 14. Scope of Agreement. If any provision ofthis Agreement should be determined by a court of competent jurisdiction to be in conflict with any existing or subsequently enacted legislative or judicial decision, all other provisions of this Agreement shall remain in full force and effect with it being presumed to be he intent of the parties that the invalid language is stricken. 15. Additional Work. After receipt of a written order that adds to the Services, Consultant may, at its discretion, take reasonable action and expend reasonable amounts of time and money based on such order. City agrees to pay Consultant for such action and expenditure as set forth in this Agreement for payments related to Services. 16. Notices. Notices to City should be sent to: Kurt Bressner, City Manager, 100 East Boynton Beach Boulevard, Boynton Beach, Florida 33425-0310. Notices to Consultant should be sent to: Corey W. O'Gorman, 409 Gulf Road, North Palm Beach, Florida 33408. 3 17. Assignment. This Agreement may not be assigned by either party without the prior written consent of the other party. Except for the prohibition on assignment contained in the preceding sentence, this Agreement shall be binding upon and inure to the benefits of the heirs, successors and assigns of the parties hereto. 18. Notice to Proceed. Notice to Proceed shall be considered issued when Consultant receives this Agreement signed by the City along with receipt of a retainer in the amount of $1,500. This retainer amount shall be attributed to the final payment of Task 5. 19. Terms and Conditions. Ü'Gorman. Budano as a Consultant, shall perform such services as outlined above for the City according to the terms and conditions set forth herein. IN WITNESS WHEREOF, the parties hereto have executed or caused the execution of this Agreement. Ù~ As to City: I DI ~,,' C't As to Consultant: Kurt~S~øaL Date /D·~Q+ Corey W~'Gorman - Date An~ut~cto 2ß ó'v-T A- Date ro3~ CITY AlTORNEY 4 Exhibit" A" SCOPE OF SERVICES Task 1 Data Collection and Discovery The City shall provide pertinent data to the Consultant in preparation for formulating and comparing two alternative site and building design scenarios. Consultant shall collect and review pertinent data. That data shall include, but not necessarily be limited to the following: 1.1 Reports, studies and evaluations of the Old High School building. This may include, but not limited to architectural analyses, engineering reports on the building systems, structural engineering reports, environmental reports (e.g., asbestos, lead based paint, mold, etc.), evaluations of costs to renovate and programming analyses. 1.2 Consultant shall meet with the Town Square Council to identify up to three site design scenarios for the Project. - 1.3 Consultant shall formulate a use program evaluation sheet and distribute copies of that sheet to Town Square Council members for their reply in an effort to identify specific use areas for the Project and corresponding space neeqs. Task 2 tl.ìrmulation of Design Scenarios 2.1 Utilizing the information collected in Task 1, Consultant shall prepare up to three alternative site design scenarios. These scenarios shall be conceptual in nature and shall depict generalized building locations, general alternatives for the provision of parkjJ1J~, vehicular use areas, pedestrian connections and open space areas. Consultant shall also provide a generalized site summary including estimates of total parking pro"\'jded and acreages of open space. 2.2 Consultant shall review the alternative site design scenarios in a meeting with the Town Square Counci[ or other group as determined by the City. The purpose of this review is for the ConsuÜ..:mt to obtain input so that two more refined alternative site design scenarios can be fornmlated along with accompanying conceptual program building drawings. Task 3 Design Scenario Refinement 3.1 Utilizing the input obtained during Task 2, Consultant shall prëpare two refined alternative site design scenario.,>. These scenarios shall be conceptual in nature and shall depict generalized buildip,g locations, general alternatives for the provision of parking, vehicular use areas, pedestrian connections and open space areas. Consultant shall also provide a generalized sitt; sllmmary incl.uding estimates of total parking provided and acreage'5 of open space. S 3.2 Consultant shall prepare program drawings of existing and proposed buildings that are subject to this analysis. These program drawings shall be conceptual in nature and shall depict generalized use areas and spaces corresponding to the information obtained from the City on the use program evaluation sheets. These drawings will for use programming only and not of a schematic architectural nature. 3.3 Consultant shall prepare a written description of two alternative site design scenarios and their accompanying use program drawings to identify general assumptions such as necessary site acquisition, demolition, utility extensions, etc. Task 4 Analysis 4.1 Consultant shall prepare conceptual development budgets for each of the two refined alternative site design scenarios and their accompanying use program drawings that is inclusive of the following: Option A · A preliminary construction budget for refurbishment and renovation of the Old Boynton Beach High School and construction of a new civic building. This estimate of cost will involve field measurements of the High School building and review of record plans in order to arrive at actual quantitative valuation of all significant trades. It will also include researching historical data and applying it to the size and level of complexity prescribed by the refined use program. · Provide a preliminary construction budget for constructing a larger multi-use civic building. The deliverable will be in the form of a trade-by-trade break down from similar facilities in this area while matching size and complexity of the conceptual program. A written narrative outlining assumptions made in developing the aforementioned budget figures will also be provided. This excludes third party budgetary analysis of the operating and maintenance costs. Option B · Provide a preliminary construction budget for Scenario One. Refurbishment and renovation of the Old Boynton Beach High School with a level of detail similar to that which is outlined in the Bender report updated to current dollars. Constructing a conceptualized, auxiliary civic building by researching historical data and other empirical data, applying it to the building size as prescribed. · Provide a preliminary construction budget for Scenario Two. Constructing a larger full service civic building by researching historical data and other empirical data, applying it to the building size you prescribe. Provide a written narrative outlining assumptions made in developing the aforementioned budget figures. 6 4.2 Consultant shall provide the two refined alternative site design scenarios, their accompanying use program drawings and written description to the City facilities management office. The City facility management office shall provide Consultant with estimates of costs associated with annual operation and maintenance of each alternative. 4.3 Consultant shall prepare a report, which will include copies of the two alternative site design scenarios, their accompanying program drawings, written descriptions, conceptual budgets, and estimates of annual operation and maintenance costs. Consultant shall provide City with up to 10 copies of the report. Task 5 Presentation 5.1 The Consultant shall present the two alternative site design scenarios, their accompanying use program drawings, written descriptions, conceptual budgets, and estimates of annual operation and maintenance costs to the City in one meeting, the format of which shall be determined by the City. This scope of services includes only those tasks described herein and specifically does not include any architectural or engineering design, or any architectural, engineering or environmental evaluation of the Old High School or other existing buildings. Consultants will provide 10 hard copies and a digital copy of the report. 7 Exhibit "B" COMPENSATION Option A: The City agrees to compensate the Consultant for the services described herein for a lump sum of $20,250 and agrees to pay consultant the following fees upon completion of each task as follows: Task 1 - $ 3,000 Task 2 - $ 3,500 Task 3 - $ 2,500 Task 4 - $ 9,500 Task 5 - $ 1,750 Option B: The total fees could be reduced to $18,250 if the cost estimating scope is limited to the following: The City agrees to compensate the Consultant for the services described herein for a lump sum of $18,250 and agrees to pay consultant the following fees upon completion of each task as follows: Task 1 - $ 3,000 Task 2 - $ 3,500 Task 3 - $ 2,500 Task 4 - $ 7,500 Task 5 - $ 1,750 Reimbursable Expenses. Reimbursable expenses are in addition to the compensation authorized above, and include actual expenses incurred directly in connection with the Project, including shipping, mailings, overnight delivery, travel out of the area, and reproduction of materials. 8