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R97-063RESOLUTION NO. R97-~,.~ A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF BOYNTON BEACH, FLORIDA, AUTHORIZING AND DIRECTING THE MAYOR AND CITY CLERK TO EXECUTE A CONTRACT FOR PROFESSIONAL SERVICES BETWEEN THE CITY OF BOYNTON BEACH AND GUGLIELMO & ASSOCIATES, INC. PROVIDING FOR THE CREATION OF AN EXHIBITION CONCEPT PLAN FOR THE 1913 SCHOOLHOSE MUSEUM; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City of Boynton Beach 1913 Schoolhouse is under restoration, and included in the restoration is the design of museum exhibits and floor plans for the 1913 Schoolhouse Museum; and WHEREAS, the City Commission has determined that it is in the best interests of the residents of the City to execute a contract for professional services, between the City of Boynton Beach and Guglielmo & Associates, Inc., providing for the creation of an Exhibition Concept Plan for the 1913 Schoolhouse Museum; and NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF BOYNTON BEACH, FLORIDA, THAT: Section 1. The City Commission of the City of Boynton Beach, Florida does hereby authorize and direct the Mayor and City Clerk to execute a Contract for Professional Services between the City of Boynton Beach and Guglielmo & Associates, Inc. for the Boynton Beach Schoolhouse Museum Exhibit Concepts, a copy of which is attached hereto as Exhibit "A." Section 2. This Resolution shall become effective immediately upon passage. PASSED AND ADOPTED this ATTEST: Clerk 0~ ~,,~')~','"'!',,~ ~0'~ _~ ro~,' ~ (C~Lo,~- -.~, ~ - 4/23/g7 day of May, 1997. CITY OF BOYNTON BEACH, FLORIDA ,~ Mayor Commissioner Commissioner CONTRACT FOR PROFESSIONAL SERVICES BOYNTON BEACH MUSEUM SCHOOLHOUSE EXHIBIT CONCEPTS THIS AGREEMENT, made and entered into on this 6th day of May, 1997, by and between Guglielmo & Associates, Inc. (hereinafter called "G & A") and the City of Boynton Beach (hereinafter called "City") on behalf of the 1913 Schoolhouse Museum for the services described herein. GENERAL NATURE OF PROJECT. Guglielmo & Associates, Inc. Team, consisting of professional museum planning associates and designers representing the sub-contracted services under G & A, Fair Concepts Exhibitions, Inc., will create an Exhibition Concept Plant for the 1913 Schoolhouse Museum located in Boynton Beach, Palm Beach County, Florida. A. The purpose of the planning will be to bring a visual and script presentation, the creative exhibition concepts shared with G & A by the City and invited residents of City. The exchange and share of exhibition concepts and program interests will be presented to G & A during three (3) scheduled Creative Planning Workshops. G & A will orchestrate each session and the recording of all participation during each of the three sessions. This does not preclude City from video or audio taping the sessions, or from taking notes or minutes at each session. The Museum representatives will determine the dates and times to host the three sessions; will provide an appropriate meeting room (one that will provide room for 35 to 40 persons for each session); will be responsible for all notification and correspondence leading up to the session, including the invitation to all interests to attend the session. The parties to this Agreement may deem it necessary to add a fourth Creative Planning Workshop under the terms and conditions of this paragraph. B. G & A will provide the Museum representatives with a letter to be forwarded to the potential attendees of the sessions. This letter shall re-notify and confirm session times, dates, and locations to all interested persons. The letter shall also create a "focus of discussion" for the participants to anticipate when they come to the session(s). The City shall be responsible for mailing copies of the letter to the projected and invited potential attendees for all sessions. Due to the nature of the Museum, the City shall send letters to a cross-section of the community and public interests as part of the Creative Planning Workshops. G & A is not responsible for any interest or persons overlooked by the City and not able to attend the sessions because of lack of notice or conflicting scheduling. C.' G & A is responsible for the coordination of all information and session materials required to. perform and hold the three (3) Creative Planning Workshops. G & A will demonstrate, through the preface-planning discussions with the Museum representatives, G & A's intent to cover all of the primary and secondary exhibition and program interests that have been to date demonstrated as "exhibit potential subject matter." These current subjects and topics shall be presented to G & A by City, and upon receipt, G & A shall utilize this preface planning to enact as the point of "start" for the sessions. The agenda and workshop questions shall be the same for each of the three sessions. Each session will cover all of the same material, even though the participants within one workshop may together host a different community interest than those attending another workshop. G & A shall ensure that all of the same program and exhibition material is covered within each workshop. G & A isnot responsible for the recorded responses within each workshop, as such responses are indeterminable and the results and collected conclusions coming from each workshop is dependent of the attendees of the workshop, and how those attendees, as a group, respond and participate. D. Through refinement of session presentation, G & A and Museum representatives for City shall determine the many levels and topics of discussion that best serve the Project's interest. The interests from these workshops shall present the following objectives, including but not limited to: · Primary and Secondary Exhibition interests, as they correlate to the existing list of thematic exhibit subjects. · Potential program developments that would compliment or stem off from any of the primary or secondary exhibit areas. · Levels of presentation expectation, including focuses within each them area, as well as interactive and experimental modes of exhibition. · Overall and specific interests that participants have as they relate to the Museum project, and any of the related programs and activities that could stem from the Museum's exhibits. · Accept any perceptions or thoughts the session participants may have toward the funding and support and toward the exhibition treatments. E. Upon completion of the three (3) Creative Planning Workshops, G & A will provide the City with results concluded from each workshop, as well as a Combined Assessment Result, along with a Concept Narrative for Thematic Room, and as exhibition concept sketch for these thematic areas. F. Through the approach of "draft, review and refinement," the City, its Museum Committee representatives, and G & A will merge the conclusions of the sessions into a final working document. At this point, G & A shall refine the narratives depicting thematic concepts and refine the Concept Sketches. Upon sign off of the final narrative and visual sketches, G & A shall prepare and present to the City, through the Museum representatives, all results from this exercise of work, and conclude G & A's contract with the City and the 1913 Schoolhouse Museum. Deliverables from G & A to City shall be: · Exhibit Thematic Outline for each room. · Exhibit Concept Narratives. · Exhibit concepts set to floor plan. · Exhibit Concept Rendered Views - a total of five (5) views under this contract; each view shall be presented to the City in the following finished format: -presented in full-color hand rendered views (approx. 24" x 36"); -presented in horizontal and vertical 8.5" x 1 t" formats;, formats will have open/white areas for the Museum to inset copy; Museum will receive two (2) originals of each of the five (5) views; -each view shall be saved in high resolution on a CD ROM in multiple formats for both Macintosh and PC Applications, like TIFF and EPS, as well as RGB colors for slide reproduction and CMYK for color printing. The CD shall be presented to City to reuse as needed for funding, promotions, or any other reason. Exhibit Fabrication in Estimated Cost(s) per Room, per theme exhibition, for use by City for any reason, including but not limited to, in preparing funding, promotional, and grant materials to acquire additional funds for the project. SCOPE OF SERVICES. G & A agrees to perform the services outlined herein, and in Exhibit "A," Scope of Services, which is attached hereto and incorporated herein. TIME. The services called for in this Agreement shall be completed not later than June 30, 1997, unless an extension of time is grnated in writing by the City, and signed by both parties. COMPENSATION. The compensation to be paid to G & A for providing the services herein shall be: A lump sum charge of $10,248.20, unless a fourth workshop .is held, in which case, the lump-sum charge shall be $10,429.45. Exhibit "B" - Cost of Services sets forth itemized costs of this contract. Exhibit "C" - Payment for Services sets forth the schedule for payment under this Contract RECORDS. G & A's records and accounts pertaining to this Agreement are to be kept available for inspection by representatives of City and State for a period of three (3) years after final payment is made. Copies shall be made available to City upon request. DURATION. This Agreement shall remain in effect until July 10, 1997, unless sooner terminated as provided herein, or extended by mutual agreement of the parties in writing. OWNERSHIP AND USE OF DOCUMENTS. All documents, drawings, specifications, and other materials produced by G & A 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. G & A shall be permitted to retain copies, including reproducible copies, of drawings and specifications for information, reference and use in connection with G & A's endeavor's. City retains all rights to ideas, themes, and any materials generated by G & A or City pursuant to the performance of this Agreement. COMPLIANCE WITH LAWS. G & A shall, in performing the services contemplated by this 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. INDEMNIFICATION. G & A shall indemnify, defend and hold harmless the City, its offices, 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 person, the employees, or damage to property occasioned by a negligent act, omission or failure of the G & A. INSURANCE. The G & A shall secure and maintain in force throughout the duration of this contract comprehensive general liability insurance with a minimum coverage of One Million ($1,000,000) Dollars per occurrence and professional liability insurance in the amount of On Million ($1,000,000) Dollars. 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. 10. INDEPENDENT CONTRACTOR. G & A and the City agree that the G & A 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 11. consultant nor employee of consultant 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 G & A, or any employee of G & A. COVENANT AGAINST CONTINGENT FEES. G & A warrants that it has not emploYed or retained any company or person, other than a bonafide employee working solely for the G & A, 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 G & A, 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 be 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. 12. 13. 14. 15. 16. DISCRIMINATION PROHIBITED. G & A, 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. ASSIGNMENT. G & A shall not sublet or assign any of the services covered by this agreement without the express written consent of the City. 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. TERMINATION. a. The City reserves the right to terminate this agreement at any time by giving ten (10) days written notice to G & A. b. in the event of the death of a member, partner or officer of the G & A, or any of its supervisory personnel assigned to the project, the surviving members of the G & A 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 G & A and the City, if the City so chooses. DISPUTES. Any dispute 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. 17. 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: City Manager Notices to G & A shall be sent to the following address: P.O. Box 274130 Tampa, Florida 33688 ATTN: Deborah B. Guglielmo, President 18. INTEGRATED AGREEMENT. This agreement, together with attachments or addenda, represents the entire and integrated agreement between the City and the G & A and supersedes all prior negotiations, representations, or agreements written or oral. This agreement may be amended only by written instrument signed by both the City and G & A. DATED this ~ day of ~¢ 19,~'. CITY OF BOYNTON BEACH MaY~r ~' Attest/Authenticated: Title Cit~Clerk (Corporate Seal) Approved as to Form: .... Office of the C~ty Attorney wp~gmts\museum Attest/Authenticated: Secretary EXHIBIT 'A" SCOPE OF SERVICES March 1997 page 1 of 3 Guglielmo & Associates, Inc. Contract: Boynton Beach Museum Schoolhouse Exhibit Concepts Exhibit "A" of this Comract presents the detailed description of the work tasics and order of work performance Gugtielmo & Associates' Team undergo to create the Exhibition Concept Plan for the 1913 Scholhou~ MUSeurr~ The final Exhibit Concept Design as presented by G&A to the Museum as a result of the Scope of Senace~ trader Contract, will include within the Document (or deliverables) the following items: Exhibit Concepts set to Floor Plans Exhibit Concept NarratNe Exhibit Concept Rendered ~.~vs (total of 5), presented in three forrnat~ hand-colored original (appro[ 24" x30') two within 11'x8 1/2' (1 horz/1 vert) Guglielmo & Associates' Team yin1 perform the following order of tasks to creatively develop and produce the Exhibition Concept Plan Documer(c Ta~kl To facilitate over a two day period, three Creative Planning Workshop~ Each will review the Museum's projected exhibition plans to select groupings of participants (or key stakeholders in the project), and v~il cover the same matedal with each. G&A proposes that the participants for each Wc~ be grouped by their funding or program interest. This will greatly increase the Museum's input from each, allowing each Workshop to take on breadth of the exhibition's interests. At the comdusi~n of each specific goals and interests fl~e~ feel the Museum's exfu~i~ dx~uid Upon completion of the Werksl'x:q:~s, G&A wil produce and presem generated from each Worl~ * Combined Assessment Results from all three Workshops * Exhibit Concept Narrative for each Thematic Room * Ex~ Concept Sketches for Rendered ~r~vs EXHIBIT "A" SCOPE OF SERVICES March 1997 page Z of 3 Guglielmo & Associates, Inc. Contracl: Boynton Beach Museum Schoolhouse Exhibit Concepts Task 2 Upon review and modification of the Assessment Report by the Museum, G&A will then proceed, into the final document draft of the Exhibit Concept Plan and Rendered Views of the Exhibition Concepl~ The final document, and del'n~erabies to the Museum will include: * Exhibit Thematic Outline for F. ech Room De~ail outline of the thematic material that will be addressed within each' subject area * Exhibit ~s set to Roor Plans Roor plans with exhibit concepts reflected for exhibit component placement with concepts Identified and to reflect traffic flow thru gallede~ also an overlay of the of educational focuses A written description of the exhibit concepts, portr~ the feel,-look, texture and interactive experiences each exhibit gallery will host; including a verbal 'sketch' of the the excitement and learning exchanges that will occur as exhibit presentation * Exhibit Concept Rendered Views (total of 5) A total of five, full color-rendered views wE present the overall excitement within different exhibit areas; each will. host a panoramic view of the gallery, highr~ghfing the multi-~ display techniques and interactive experiences w~l be presented in finished, hand-color and mounted illustrations;, each of the five WE also be presented on 8 1/2" x 11" (2 formats) and on CD. EXHIBIT "A" SCOPE OF SERVICES March 1997 page 3 of 3 Gugllelmo & Associates, In~ Contract: Boynton Beach Museum Schoolhouse Exhibit Concepts T. sk 2 (continued) Exhll~ Concept.Rendered V~lws Each full-color hand-re~lered view will b~ * Digitally scanned onto computer (PhotoShop Program), with a full-color ink-jet print (approx~ 24' high by 36" wide) mounted onto presentation boards and endosed within a pertf~ cas~ * Each view will also be set onto aA 11" high by 8 and 1/2" wide .paper format, and presented to the Museum in two method~ One will have a brief draft of the F. xh~it Concc~ narrative set onto the page area along with the rendered vte~, one will have just the rendered view set onto the pege, with white space around it. EXHIBIT PAYMENT FOR SERVICES March 1997 page Invoice Schedul- GugFmlrno & Associates, Inc. CONTRACT: Boynton Beach Museum Schoolhouse Exhibit Concepts The following schedule reflect the portion of payment requested by G&A on each upcoming invoice to the Oient. The dates shown for.., invoicing reflect an approximate bil~ng time. Actual invoice for payment may be presented a few days before or after date shown below. The last invoice, reflecting End Of Contract will NOT be submitted until the Client has received all deliverables as/temized within this Contract, The CT~a'R will be held respon~e to notify G&A Immediately upon receipt of deliverables if any are not acceptable, to allow G&A ease in making the adjustment and st~ll receivi~ final payment within a prompt fashion. Should there be any changes (additions or deletions) of se~ices after this Contract is signed, Addendum will be made to Exl~l~c, "C"-Payment for Service~ Invoice Services Amount of 3 Workshops Upon Signatt~e of Contract Travel/per (from for on or about April 1, 1997 Pre-Workshop Planning and for Wod~hom One-Third payment toward Facilitation of 3 Workshops One-Third payment toward Exhibit Concept V~mws Invoice Amount for April 1, 1997: 580.20 1,361.00 3,802.20 4 Workshops $580.20 $1,424.75 $1,861.00 $ 3,865.95 ~ of Contract: onor about June 15, 1997 Balance due toward Facilitation of 3 Workshops Balance due toward Exhibit Concept ~rmws Invoice Amount for June 15, 1997 TOTAL PAID ON THIS CONTRACT $ 2,722.00 $2,849.50 $3,724.00 $6,573.50 $10,439.45 (;i KHHL;ATE OF LIAI::llLITY INSUl;{ANC; = 1 ~. ~ ~ ' 05/22/96 ~, ~ ~?nnelly Insurance Group m~ C~tIHCA~ IS I~UEDAS A MA'I I=N ~ INFO~A~ ONLY AND CONFERS NO ~HTS U~N THE CERTIFICATE ~ ~30 Chestnut Street HOLDE~ ~lS CERTIFICATE DOES NOT AMEND, EXTEND OR ~,.O. Box 2456 AL~R ~E CO~GE ~FORD~ BY THE ~IES BELOW. ~le~ater ~ 34617-2456 COMP~IES AFFO~NG C~E~GE Hoffman 813-461-6044 F~NO. 813--442--7695 Fair Concept Exhibition USA, Raymond Karrenbauer 5033 Rio Vista, BLDG #7 Tampa FL 33634 COMPANY A Aetna Casualty & Surety COMPANY COMPANY COMPANY D THIS IS TO CERTIFY THAT THE POLIC[ES OF iNSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS ShOWN~M~Y HAVE BEEN REDUCED B'Y PAID CLAIMS. TYPE OF INSURANCE GENERAL UABIUTY COMMERCIAL GENERAL LIABILIT~ CLAIMS MADE IXl OCCUR OWNERS & CONTRACTOR'S PROT AUTOMOBILE LrABIU't'Y ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS HIRED AUT~ NON-OWNED AUTOS GARAGE LIABIUTY ANY AUTO EXCESS LIABlUTY UMBRELLA F~M OTHER THAN UMBRELLA FORM WORKERS COMPENSATION AND EMPLOYERS' LIABILITY THE PROPRIETOR/ ~ INCL PARTNER~VE OFFICERS ARE: EXCL POLICY NUMBER 023GL24924069TCI POLICY EFF~::TIVE DATE {MM/OD/YY) 02/28/96 POUCY EXPIRATION DATE (MM/DO/YY} 02/28/97 UMITS GENERAL AGGREGATE $ 2000000 PRODUCTS-COMPfOPAGG $1000000 PER$(:X, La~L & ADV INJURY $; 1000000 EACH OCCURRENCE $1000000 FiRE DAMAGE ('Any ~,e fire) $ 50000 MED EXP (Any one person) $ 5000 COMBINED SINGLE LIMIT $ BODILY iNJURY {Per person) $ BODILY INJURY (Per accident} $ PROPERTY DAMAGE $ AUTO ONLY - EA ACCIDENT $ OTHER THAN AUTO ONLY: EACH ACCIDENT AGGREGATE AGGREGATE WC STAI'U- ! IO~ TORY LIMITS ~ I ER EL EACH ACCIDENT EL DISEASE - POLICY LIMIT EL DISEASE - EA EMPLOYEE $ ~_~.~ _. - _ _ ~ , ,.~.~.; uez~ma.n ~lorl~a ~,~anaqF,,~nc ino; and r · CP.~ m #-ICATE HOU~ER Hei~=q FloridaManagement Inc 2200 East Fowler Avenue T~m~a FL 33612 I~ORD 2s-s (lJgs) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE I~$UING COMPANY W~LL ENDEAVQR TO ~ 30 DAYS WRi,~=H NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT. BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE COMPANY, ITS AGENTS OR REPRESENTATIVES. AUTHOR~ ~:~NTATWE Staige Hoffman © ACORD CORPORATION 1988 17. NOTICES. address: Notices to the City of Boynton Beach shall be sent to the following CITY OF BOYNTON BEACH P.O. BOX 310 BOYNTON BEACH, FL 33425-0310 ATTN: City Manager Notices to G & A shall be sent to the following address: P.O. Box 274130 Tampa, Florida 33688 ATTN: Deborah B. Guglielmo, President 18. INTEGRATED AGREEMENT. This agreement, together with attachments or addenda, represents the entire and integrated agreement between the City and the G & A and supersedes all prior negotiations, representations, or agreements written or oral. This agreement may be amended only by written instrument signed by both the City and G & A. DATED this _ ~ day of ,//~¢, 19,¢'~'. CITY OF BOYNTON BEACH Mayor ,,~'' Attest/Authenticated: Title Cit~Clerk (Corporate Seal) Approvecl as to Form: wp~agrnls~museum AttestJAuthenticated: Secretary