R15-162 1 RESOLUTION NO. R15 -162
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4 A RESOLUTION OF THE CITY OF BOYNTON BEACH, FLORIDA,
5 AWARDING THE RFP FOR "CONSULTANTS FOR ECONOMIC
6 DEVELOPMENT COMMUNITY ANALYSIS" AND AUTHORIZE THE
7 CITY MANAGER TO SIGN A PROFESSIONAL AGREEMENT WITH
8 STRATEGIC PLANNING GROUP, INC., OF PONTE VEDRA, FL; AND
9 PROVIDING AN EFFECTIVE DATE.
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12 WHEREAS, on August 5, 2015 Procurement Services opened six proposals in response
13 to the solicitation for RFP for "Consultants for Economic Development Community Analysis ";
14 i and
15 WHEREAS, the City is seeking a consultant to provide a strategy for addressing the
16 economic development needs of the entire City to assure continued and enhanced economic
17 health, tax base expansion, quality job creation and support for municipal services; and
18 WHEREAS, the Evaluation Committee consisting of the City Manager, Finance
19 Director and former Development Director reviewed and scored the six proposals ranking
20 Strategic Planning Group, Inc., number one; and
21 WHEREAS, the City Commission of the City of Boynton Beach, Florida deems it to be
22 in the best interests of the citizens and residents of the City of Boynton to enter into a
23 Professional Agreement with Strategic Planning Group, Inc., to provide a strategy for
24 addressing the economic development needs of the entire City to assure continued and
25 enhanced economic health, tax base expansion, quality job creation and support for municipal
26 services.
27 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF
28 THE CITY OF BOYNTON BEACH, FLORIDA, THAT:
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29 Section 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as
30 being true and correct and are hereby made a specific part of this Resolution upon adoption
31 hereof
32 Section 2. The City Commission hereby approves a Professional Agreement with
33 Strategic Planning Group, Inc., to provide a strategy for addressing the economic development
34 needs of the entire City to assure continued and enhanced economic health, tax base expansion,
35 quality job creation and support for municipal services and authorizes the City Manager to sign
36 the Professional Agreement, a copy of which is attached hereto as Exhibit "A.
37 { Section 3. This Resolution shall become effective immediately upon passage.
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39 PASSED AND ADOPTED this 15 day of December, 2015.
40 CITY OF BOYNTON BEACH, FLORIDA
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42 YES NO
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44 Mayor — Jerry Taylor
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46 Vice Mayor — Joe Casello ✓
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48 ; Commissioner — David T. Merker
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50 ' Commissioner — Mack McCray ✓
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52 Commissioner — Michael M. Fitzpatrick
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55 VOTE - D
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57 ATTEST:
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60 -01111. GL vr�
61 J. , et M. Prainito, MMC
62 city Clerk
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64 (Corporate Seal)
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PROFESSIONAL AGREEMENT FOR
ECONOMIC DEVELOPMENT COMMUNITY ANALYSIS
THIS AGREEMENT is entered into between the City of Boynton Beach, hereinafter referred to
as "CITY ", and , hereinafter referred to as "CONSULTANT ", in
consideration of the mutual benefits, terms, and conditions hereinafter specified.
WHEREAS, THE CITY issued a Request for Proposal "from Consultants for
Economic Development Community Analysis ",
WHEREAS, RFP No. defined Scope of Services as the need for a qualified economic
development consultant firm to prepare a city -wide "Economic Development Strategic Plan" for
a period of year one to year five, and addressing community growth and development to provide
for a transformation toward a lasting change for the better;
WHEREAS, the CITY determined that CONSULTANT was qualified for to perform the
scope of services set forth in the Request for Qualifications; and
WHEREAS, at its meeting of , 2015 by Resolution No.
, the CITY Commission authorized the City Manager to execute this Contract,
hereinafter referred to as "Contract No. 060 - 2410- 15/TWH "; and
NOW, THEREFORE, in consideration of the mutual covenants expressed herein, the
parties agree as follows:
ARTICLE 1 - SERVICES
CONSULTANT agrees to perform Consultant Services for conducting an in- depth,
economic development community assessment of the City of Boynton Beach and providing
deliverables as outlined in the Request for Proposal during the term of this Agreement, including
the provision of all labor, materials, equipment and supplies.
The CITY's Project Manager during the performance of this Contract shall
be telephone (561) 742 -
ARTICLE 2 - TERM
The CONSULTANT shall be available to commence services on until project
completion issued by the CITY. This Contract may be renewed for two additional one year
terms, subject to Consultant acceptance, satisfactory performance and determination that
renewal will be in the best interests of the City.
11DRAFT
ARTICLE 3 - TIME OF PERFORMANCE
Work under this Contract shall commence upon the giving of written notice by the CITY
to the CONSULTANT by way of an executed purchase order. CONSULTANT shall perform all
services and provide all work product required pursuant to this Agreement and the specific task
order, unless an extension of time is granted in writing by the CITY.
ARTICLE 4 - PAYMENT
The CONSULTANT shall be paid by the CITY for completed work and for services
rendered under this agreement as follows:
a. 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.
b. Final payment of any balance due the CONSULTANT of the total contract price
earned 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.
c. 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.
ARTICLE 5 - 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.
ARTICLE 6 - FUNDING
This Agreement shall remain in full force and effect only as long as the expenditures
provided in the Agreement have been appropriated by the CITY in the annual budget for each
fiscal year of this Agreement, and is subject to termination based on lack of funding.
ARTICLE 7 - 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. In submitting
its response to the RFP, CONSULTANT has represented to CITY that certain individuals
employed by CONSULTANT shall provide services to CITY pursuant to this Agreement. CITY
has relied upon such representations. Therefore, CONSULTANT shall not change the
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designated Project Manager for any project without the advance written approval of the CITY,
which consent may be withheld in the sole and absolute discretion of the CITY.
ARTICLE 8 - 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.
ARTICLE 9 - INDEMNIFICATION
CONSULTANT 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 attorney 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 my result from this Agreement or out of the services or
goods furnished hereunder.
ARTICLE 10 - INSURANCE
10.1 During the performance of the services under this Contract, CONSULTANT shall
maintain the following insurance policies, and provide originals or certified copies
of all policies, and shall be written by an insurance company authorized to do
business in Florida.
10.1.1 Worker's Compensation Insurance: The CONSULTANT shall procure
and maintain for the life of this Contract, Worker's Compensation
Insurance covering all employees with limits meeting all applicable state
and federal laws. This coverage shall include Employer's Liability with
limits meeting all applicable state and federal laws. This coverage must
extend to any sub - Consultant that does not have their own Worker's
Compensation and Employer's Liability Insurance. The policy must
contain a waiver of subrogation in favor of the CITY of Boynton Beach,
executed by the insurance company.
10.1.2 Comprehensive General Liability: The CONSULTANT shall procure and
maintain for the life of this Contract, Comprehensive General Liability
Insurance. This coverage shall be on an "Occurrence" basis. Coverage
shall include Premises and Operations; Independent Contractors,
Products Completed Operations and Contractual Liability with specific
reference of Article 7, "Indemnification" of this Agreement. This policy
shall provide coverage for death, personal injury or property damage that
could arise directly or indirectly from the performance of this Agreement.
CONSULTANT shall maintain 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. The general liability
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insurance shall include the CITY as an additional insured and shall
include a provision prohibiting cancellation of the policy upon thirty (30)
days prior written notice to the CITY.
10.1.3 Business Automobile Liability: The CONSULTANT shall procure and
maintain, for the life of this Contract, Business Automobile Liability
Insurance. The CONSULTANT shall maintain a minimum amount of
$300,000 combined single limit for bodily injury and property damage
liability to protect the CONSULTANT from claims for damage for bodily
and personal injury, including death, as well as from claims for property
damage, which may arise from the ownership, use of maintenance of
owned and non -owned automobile, included rented automobiles, whether
such operations be by the CONSULTANT or by anyone directly or
indirectly employed by the CONSULTANT.
10.1.4 Professional Liability (Errors and Omissions) Insurance: The
CONSULTANT shall procure and maintain for the life of this Contract in
the minimum amount of $1,000,000 per occurrence.
10.2 It shall be the responsibility of the CONSULTANT to ensure that all sub-
contractors comply with the same insurance requirements referenced above.
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10.3 In the judgment of the CITY, prevailing conditions warrant the provision by the
CONSULTANT of additional liability insurance coverage or coverage which is
different in kind, the CITY reserves the right to require the provision by
CONSULTANT of an amount of coverage different from the amounts or kind
previously required and shall afford written notice of such change in requirements
thirty (30) days prior to the date on which the requirements shall take effect.
Should the CONSULTANT fail or refuse to satisfy the requirement of changed
coverage within the thirty (30) days following the CITY's written notice, the CITY,
at its sole option, may terminate the Contract upon written notice to the
CONSULTANT, said termination taking effect on the date that the required
change in policy coverage would otherwise take effect.
10.4 CONSULTANT shall, for a period of two (2) years following the termination of the
Agreement, maintain "tail coverage" in an amount equal to that described above
for Comprehensive Liability Insurance on a claims -made policy only
ARTICLE 11 - INDEPENDENT CONTRACTOR
11.1 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 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
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industrial insurance program, otherwise assuming the duties of an employer with
respect to CONSULTANT, or any employee of CONSULTANT.
11.2 CONSULTANT acknowledges and understands that, as an independent
contractor pursuant to this Agreement, CONSULTANT shall comply with Chapter
119, Florida Statutes, as amended (Public Records). CONSULTANT's obligation
includes, but is not limited to CONSULTANT's obligation to preserve public
records and make public records available to third parties in addition to the CITY.
ARTICLE 12 - COVENANT AGAINST CONTINGENT FEES
The CONSULTANT warrants that he has not employed or retained any company or
person, other than a bona fide employee working solely for the CONSULTANT, to solicit or
secure this Agreement, and that he has not paid or agreed to pay any company or person, other
than a bona fide 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 Agreement. For breach or violation of this warranty, the CITY shall
have the right to annul this Agreement 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.
ARTICLE 13 — TRUTH -IN- NEGOTIATION CERTIFICATE
13.1 Execution of this Agreement by the CONSULTANT shall act as the execution of
a truth -in- negotiation certificate certifying that the wage rates and costs used to
determine the compensation provided for in this Agreement is accurate,
complete, and current as of the date of the Agreement and no higher than those
charged the CONSULTANT's most favored customer for the same or
substantially similar service.
13.2 The said rates and cost shall be adjusted to exclude any significant sums should
the CITY determine that the rates and costs were increased due to inaccurate,
incomplete, or non - current wage rates or due to inaccurate representations of
fees paid to outside consultants. The CITY shall exercise its rights under this
"Certificate" within one (1) year following payment.
ARTICLE 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.
ARTICLE 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.
ARTICLE 16 - NON - WAIVER
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A waiver by either CITY or CONSULTANT of any breach of this Agreement shall not be
binding upon the waiving party unless such waiver is in writing. In the event of a written waiver,
such a waiver shall not affect the waiving party's rights with respect to any other or further
breach. The making or acceptance of a payment by either party with knowledge of the
existence of a default or breach shall not operate or be construed to operate as a waiver of any
subsequent default or breach.
ARTICLE 17 — TERMINATION
17.1 Termination for Convenience: This Agreement may be terminated by either party
for convenience, upon ten (10) days of written notice by the terminating party to
the other party for such termination in which event the CONSULTANT shall be
paid its compensation for services performed to termination date, including
services reasonably related to termination. In the event that the CONSULTANT
abandons the Agreement or causes it to be terminated, CONSULTANT shall
indemnify the CITY against loss pertaining to this termination.
17.2 Termination for Default: In addition to all other remedies available to the CITY,
this Agreement shall be subject to cancellation by the CITY for cause, should the
CONSULTANT neglect or fail to perform or observe any of the terms, provisions,
conditions, or requirements herein contained, if such neglect or failure continue
for a period of thirty (30) days after receipt by CONSULTANT of written notice of
such neglect or failure.
ARTICLE 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.
ARTICLE 19 — UNCONTROLLABLE FORCES
19.1 Neither the CITY nor CONSULTANT shall be considered to be in default of this
Agreement if delays in or failure of performance shall be due to Uncontrollable
Forces, the effect of which, by the exercise of reasonable diligence, the non-
performing party could not avoid. The term "Uncontrollable Forces" shall mean
any event which results in the prevention or delay of performance by a party of its
obligations under this Agreement and which is beyond the reasonable control of
the non - performing party. It includes, but is not limited to fire, flood, earthquakes,
storms, lightning, epidemic, war, riot, civil disturbance, sabotage, and
governmental actions.
19.2 Neither party shall, however, be excused from performance if non - performance is
due to forces which are preventable, removable, or remediable, and which the
non - performing party could have, with the exercise of reasonable diligence,
prevented, removed, or remedied with reasonable dispatch. The non - performing
party shall, within a reasonable time of being prevented or delayed from
performance by an uncontrollable force, give written notice to the other party
6 1 D R A F T
describing the circumstances and uncontrollable forces preventing continued
performance of the obligations of this Agreement.
ARTICLE 20 - NOTICES
Notices to the CITY of Boynton Beach shall be sent to the following address:
City of Boynton Beach
Attn: Lori LaVerriere, City Mgr.
100 E. Boynton Beach Blvd
Boynton Beach, FL 33425
Notices to CONSULTANT shall be sent to the following address:
ARTICLE 21 - INTEGRATED AGREEMENT
This Agreement, together with the RFP and any addenda and /or attachments,
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.
ARTICLE 22 - SOVEREIGN IMMUNITY
22.1 CITY is a political subdivision of the State of Florida and enjoys sovereign
immunity. Nothing in the Agreement is intended, nor shall be construed or
interpreted, to waive or modify the immunities
p y and limitations on liability provided
for in Section 768.28, Florida Statute, as may be emended from time to time, or
any successor statute thereof. To the contrary, all terms and provisions
contained in the Agreement, or any disagreement or dispute concerning it, shall
be construed or resolved so as to insure CITY of the limitation from liability
provided to any successor statute thereof. To the contrary, all terms and
provision contained in the Agreement, or any disagreement or dispute
concerning it, shall be construed or resolved so as to insure CITY of the limitation
from liability provided to the State's subdivisions by state law.
22.2 In connection with any litigation or other proceeding arising out of the Agreement,
the prevailing party shall be entitled to recover its own costs and attorney fees
through and including any appeals and any post - judgment proceedings. CITY's
liability for costs and attorney's fees, however, shall not alter or waive CITY's
entitlement to sovereign immunity, or extend CITY's liability beyond the limits
established in Section 768.28, Florida Statutes, as amended.
7IDRAFT
1. Claims, disputes or other matters in question between the parties to this
Agreement arising out of or relating to this Agreement shall be in a court of
law. The CITY does not consent to mediation or arbitration for any matter
connected to this Agreement.
2. The parties agree that any action arising out of this Agreement shall take
place in Palm Beach County, Y, Florida.
ARTICLE 23 - PUBLIC RECORDS
The City of Boynton Beach is a public agency subject to Chapter 119, Florida Statutes. The
contractor shall comply with Florida's Public Records Law. Effective July 1, 2013, Section
119.071, Fla. Stat., the contractor shall:
1. Keep and maintain public records that ordinarily and necessarily would be required by
the City in order to perform the service;
2. Provide the public with access to such public records on the same terms and conditions
that the City would provide the records and at a cost that does not exceed that provided in
chapter 119, Fla. Stat., or as otherwise provided by law;
3. Ensure that public records that are exempt or that are confidential and exempt from
public record requirements are not disclosed except as authorized by law; and
4. Meet all requirements for retaining public records and transfer to the City, no cost, all
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public records in possession of the contractor upon termination of the contract and destroy any
duplicate public records that are exempt or confidential and exempt. All records stored
electronically must be provided to the City in a format that is compatible with the information
technology of the agency.
Failure of the contractor to comply with the provisions set forth in this General Condition shall
constitute a Default and Breach of the Agreement with the City.
IN WITNESS WHEREOF, the parties hereto have executed this Contract in multiple copies,
each of which shall be considered an original on the following dates:
DATED this day of , 2015.
CITY OF BOYNTON BEACH
Lori, LaVerriere, City Manager Consultant
8 1CDRAFT
Attest /Authenticated:
Title
(Corporate Seal)
City Clerk
Approved as to Form: Attest /Authenticated:
Office of the City Attorney Secretary
9 I D R A F T