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HomeMy WebLinkAboutVI (C1) Approval and Authorization to Excute Agreement for Architectural Services with C. T. Hsu and Associates for $112,00.00 AGENDA 7-07-92 "CENTER OF GOOD LIVING-PRIDE OF WEST ORANGE" Item VI C 1 Ocoee L1S1EK DABBS,JR. - w ° CITY OF OCOEE COMMISSIONERS '" • a 150 N.LAKESHORE DRIVE RUSTY J W. FO S STEERR ,` D OCOEE FLORIDA 34761 PAUL W.FO (407)656-2322 VERN COMBS r� SAM WOODSON \\_ : �'�* Of GOOD �� CITY MANAGER ELLIS SHAI'IRO MEMORANDUM DATE: June 19, 1992 TO: THE HONORABLE MAYOR AND BOARD OF CITY COMMISSIONERS FROM: MONTYE BEAMER, DIRECTOR OF ADMINISTRATIVE SERVICES e SUBJECT: AGREEMENT FOR ARCHITECTURAL SERVICES - CITY HALL AND POLICE DEPARTMENT Following the various architects' presentations on June 16, 1992, Staff was directed to negotiate with the top-ranked firm, C. T. Hsu & Associates. During these negotiations, master site planning for the entire municipal complex was discussed along with the specific projects - City Hall and Police Department. The cost for architectural services is $112 , 000. 00. The phases and percentage of payment for specific work products are as follows: PHASE PERCENTAGE Plan Finalization/Master Site Plan Development 5% Schematic Design 15% Design/Development 15% Construction Documents 40% Bid/Negotiation 5% Construction Administration 20% 100% Authorization for performance of each of these phases will be in the form of work orders. All fees including architectural, engineering, legal and survey now account for 7 . 9% of the total $2, 278, 748. 00. Staff recommends that the Honorable Mayor and Board of City Commissioners (1) approve the Agreement for Architectural- Services with C. T. Hsu & Associates, and (2) authorize the Honorable Mayor and City Clerk to sign the Agreement. MB/j bw 061792 AGREEMENT THIS AGREEMENT is made and entered this day of , 1992, by and between the City of Ocoee, a political subdivision of the State of Florida, whose address is City of Ocoee, 150 N. Lakeshore Drive, Ocoee, FL 34761, hereinafter called the "CITY" , and C. T. Hsu & Associates, duly authorized to conduct business in the State of Florida, whose address is 820 Irma Avenue, Orlando, FL 32803 , hereinafter called the "ARCHITECT" . W I T N E S S E T H: In consideration of the mutual terms and conditions, promises, covenants and payments hereinafter set forth, CITY and ARCHITECT agree as follows: SECTION 1. SERVICES. The CITY does hereby retain the ARCHITECT to furnish professional services and perform those tasks outlined in "Scope of Work" , attached hereto as Exhibit "A" and made a part hereof, as specifically set out in Work Orders to be issued under this Agreement. This Agreement standing alone does not authorize the performance of any Work or require the CITY to place any orders for Work. The CITY reserves the right to contract with other parties for professional services within the scope of this Agreement when it is determined to be in the best interests of the CITY to do so. SECTION 2 . TIME FOR COMPLETION. (a) The services to be rendered by ARCHITECT shall be _ commenced, upon receipt of Work Orders to be issued hereunder, and shall be completed within the time specified therein. In the event ARCHITECT is unable to complete services because of delays resulting from untimely review and approval by CITY and other governmental authorities having jurisdiction over the Project and such delays are not the fault of ARCHITECT, CITY shall grant a reasonable extension of time for completion of Work upon timely written request for same which shall be given by ARCHITECT to the CITY not later than 48 hours after such occurrence. (b) Should the CITY determine that significant benefits would accrue from expediting an otherwise established time schedule for completion of services under a given Work Order, that Work Order may include a negotiated payment incentive or schedule of incentives, based on time savings. SECTION 3 . AUTHORIZATION FOR SERVICES. (a) Authorization for performance of professional services by the ARCHITECT shall be in the form of Work Orders issued by the CITY. The Work Order shall describe the Project, the services required, and shall establish the method of payment. All Work Orders for Projects will be issued under and shall incorporate the terms of this Agreement. Negotiations pertaining to the services to be performed by the ARCHITECT for each Work Order will be undertaken between ARCHITECT and a committee selected by the Board of City Commissioners. (b) ARCHITECT will provide, during negotiation of each Work Order, the estimated phased-time/payout schedule for services to be rendered. SECTION 4 . COMPENSATION AND METHOD OF PAYMENT. (a) The CITY will pay the ARCHITECT, for services performed under each Work Order, a total fixed-fee sum reflecting indicates otherwise, the percentage of the TOTAL FEE for each phase of the projects identified in Exhibit "A" of this Agreement shall be the percentage indicated in subparagraph (1) immediately below. (1) Unless otherwise indicated in the applicable Work Order, a separate Work Order shall be issued for each of the following phases of the two projects identified in Exhibit "A" to this Agreement. The percentage of the TOTAL FEE listed above for each phase of the two projects is as follows: Phase Percentage Program Finalization/Master Site Plan Development 5% Schematic Design 15% Design/Development 15% Construction Documents 40% Bid/Negotiation 5% Construction Administration 20% 100% (d) Reimbursable Expenses. The City shall reimburse the Architect for the actual cost of Document printing as identified in each separate Work Order. There are no other reimbursable expenses under this Agreement. (e) Additional Services. Services which are referred to as "Additional Services" and outside the Scope of Work, as described in Exhibit "A" of this Agreement, must be approved in writing by the CITY. CITY shall compensate ARCHITECT for such services on an hourly rate basis as follows: PRINCIPAL $90. 00/Hour CADD DIRECTOR $75. 00/Hour PROJECT MANAGER $70 . 00/Hour PROJECT ENGINEER $70. 00/Hour CONSTRUCTION ADMINISTRATOR $50 . 00/Hour ARCHITECT $55. 00/Hour DESIGNER $40. 00/Hour the appropriate percentage as indicated in subparagraph (c) (1) of this Section 4 of the TOTAL FEE for each of the two projects referenced in Exhibit "A" to this agreement. In the case of Additional Services, payment will be limited by the "not-to-exceed" amount indicated on the Work Order. No payments will be made to ARCHITECT in excess of the not-to-exceed amount regardless of actual hours worked towards completion of the authorized services. Payments shall be made to the ARCHITECT when requested as Work progresses, but not more than once monthly for services furnished. (b) Upon approval of such payment requested by the ARCHITECT, CITY agrees that it will make its best efforts to pay ARCHITECT within thirty (30) calendar days of receipt of ARCHITECT's invoice for ninety percent (90%) of the total shown to be due on the invoice unless CITY determines the Work is substantially complete and the amount retained is considered to be in excess, in which case, the CITY may, at its discretion, release the retainage. Each Work Order shall be treated separately for retainage purposes and retainage shall be released at the completion of each separate Work Order. (c) Basic Services. The TOTAL FEE for the City Hall Project, as indentified in Exhibit "A" to this Agreement shall be SIXTY-SEVEN THOUSAND TWO HUNDRED AND NO/100 DOLLARS ($67 , 200. 00) . The TOTAL FEE for the Police Station Project, as identified in Exhibit "A" to this Agreement shall be FORTY-FOUR THOUSAND EIGHT HUNDRED AND NO/100 DOLLARS ($44 , 800 . 00) . ARCHITECT may invoice amount due based on percentage of total Work Order services actually performed and completed. Unless a Work Order specifically SENIOR DRAFTER $40 . 00/Hour DRAFTER $35 . 00/Hour CLERICAL/WORD PROCESSOR $25. 00/Hour CADD COMPUTER $50. 00/Hour or such additional services may be negotiated at a fixed price. The hourly rates set forth above may be renegotiated annually at the request of either party. Where the services of subconsultants are required to complete such Additional Services, the actual cost of such subconsultant service, without mark-up of invoices, shall be compensated to ARCHITECT by CITY. The cost to ARCHITECT of coordinating such subconsultant efforts shall be included in the authorization for ARCHITECT's hourly services. SECTION 5 . GENERAL TERMS OF PAYMENT. (a) Upon satisfactory completion of Work required under Work Orders issued hereunder or any supplements thereto, and, upon acceptance of the Work by the CITY, the ARCHITECT may invoice the full final amount of compensation provided for under the terms of this Agreement less amount already paid by the CITY. The CITY shall make its best efforts to pay the ARCHITECT within thirty (30) days of receipt of such invoice. If construction is involved, final payment to the ARCHITECT shall be made by the CITY within sixty (60) calendar days of CITY's acceptance of the fully executed Certificate of Contract Completion for the Construction Contract. (b) The CITY may perform, or cause to have performed, an audit of the records of the ARCHITECT after final payment to support final payment under any Work Order issued hereunder. This audit shall be performed at a time mutually agreeable to the ARCHITECT and the CITY subsequent to the close of the final fiscal period in which the last Work is performed. Total compensation to the ARCHITECT may be determined subsequent to an audit as provided for in this Section, and the total compensation so determined shall be used to calculate final payment to the ARCHITECT. Conduct of this audit shall not delay final payment as required by Paragraph (a) of this Section. (c) In addition to the above, if federal, state, or county funds are used for any Work under the Agreement, the Comptroller General of the United States or of the State of Florida or of the County of Orange, or any representatives, shall have access to any books, documents, papers, and records of the ARCHITECT which are directly pertinent to Work performed under this Agreement for purposes of making audit, examination, excerpts, and transcriptions. The stipulations contained in any federal, state, or county grant pertaining to ARCHITECT will be adhered to by the ARCHITECT. Copy of such grants shall be furnished to ARCHITECT. (d) The ARCHITECT agrees to maintain all books, documents, papers, accounting records and other evidences pertaining to Work performed under this Agreement in such a manner as will readily conform to the terms of this Agreement and to make such materials available at all reasonable times during the Agreement period and for three (3) years from the date of final payment under the contract for audit or inspection as previously provided. Separate accounting books or records must be maintained for each Work Order. Incomplete or incorrect entries in such books and records may be grounds for disallowance by CITY of amounts due based upon such entries. (e) In the event any audit or inspection conducted reveals any overpayment by the CITY under the terms of the Agreement, ARCHITECT shall refund such overpayment to the CITY within thirty (30) days of notice by the CITY. (f) Payment will be mailed to ARCHITECT at: C. T. Hsu & Associates 820 Irma Avenue Orlando, FL 32803 SECTION 6. CHANGES IN SCOPE OF WORK. CITY or ARCHITECT may request changes that would increase, decrease, or otherwise modify the scope of work to be provided under this Agreement. Such changes and method of compensation must be agreed upon in writing by written Change Order to this Agreement prior to any deviation from the terms of this Agreement, including the initiation of any extra Work. Such changes, when properly executed, shall become an Amendment to this Agreement. Written Change Orders shall be in form and content acceptable to the CITY. SECTION 7 . RESPONSIBILITY OF THE ARCHITECT. (a) The ARCHITECT shall be responsible for the professional quality, technical accuracy and the coordination of all designs, drawings, specifications, and other services furnished by the ARCHITECT under this Agreement. The ARCHITECT shall, without additional compensation, correct or revise any errors or deficiencies in his designs, drawings, specifications, and other services. (b) Neither the CITY's review, approval or acceptance of, nor payment for, any of the services required shall be construed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement and the ARCHITECT shall be and remain liable to the CITY in accordance with applicable law for all damages to the CITY caused by the ARCHITECT's negligent performance of any of the services furnished under this Agreement. (c) In the event that arbitration or litigation becomes necessary for any reason with regard to the terms of this Agreement, the prevailing party shall be due the cost and expense of this action including, but not limited to, court or abitration cost, interest and reasonable attorneys' fees. (d) The rights and remedies of the CITY, provided for under this Agreement, are in addition to any other rights and remedies provided by law. SECTION 8 . OWNERSHIP OF DOCUMENTS. All plans, drawings, reports and specifications that result from the ARCHITECT's services under this Agreement shall become the property of the CITY. The ARCHITECT shall retain possession of the originals of all documents. ARCHITECT shall provide reproducible sepias of all documents to the CITY. SECTION 9 . REUSE OF DOCUMENTS. (a) Wherever and whenever applicable, all documents including drawings and specifications furnished by ARCHITECT pursuant to Work Orders issued under this Agreement, may be reused for future projects to provide capability of prototype design. (b) Should the CITY determine that significant benefits would accrue from such reuse, Work Order (s) will be negotiated on that basis. (c) CITY shall have the right to reuse the documents, drawings and specifications and contract with other parties, not the ARCHITECT. Such reuse will be without need of written approval of the ARCHITECT, however, the City shall, to the extent permitted by law, indemnify the Architect who shall not be held professionally responsible for any such reuse. (d) If the CITY elects to reuse the documents and engage the professional services of ARCHITECT for construction of future buildings, ARCHITECT agrees to perform said services for a mutually agreed upon fixed fee to be negotiated under each Work Order which shall not exceed three percent (3%) of the Estimated Construction Cost of the project. If issuance of any Work Order shall require that a Clerk-of-the-Works be employed pursuant to the Scope of Work, compensation for his/her services shall be negotiated as part of that Work Order. If any modifications are required to site adapt the documents, compensation for such work shall be negotiated and be additional to the fee limitation set forth above. SECTION 10 . TERMINATION. (a) The CITY may, by written notice to the ARCHITECT, terminate this Agreement or any Work Order issued hereunder, in whole or in part, at any time, either for the CITY's convenience or because of the failure of the ARCHITECT to fulfill his Agreement obligations. Upon receipt of such notice, the ARCHITECT shall: (1) immediately discontinue all services affected (unless the notice directs otherwise) ; and (2) deliver to the CITY all data, drawings, specifications, reports, estimates, summaries, and such other information and materials as may have been accumulated by the ARCHITECT in performing this Agreement, whether completed or in process. (b) If the termination is for the convenience of the CITY, the ARCHITECT shall be paid its compensation for services performed to the date of termination. (c) If the termination is due to the failure of the ARCHITECT to fulfill his Agreement obligations, the CITY may take over the work and prosecute the same to completion by Agreement or otherwise. In such case, the ARCHITECT shall be liable to the CITY for reasonable additional costs occasioned to the CITY thereby including, but not limited to, all consequential damages arising from ARCHITECT's breach and all Attorneys' fees. and expenses incurred as a result of any action or proceeding, litigation or arbitration, if applicable, arising therefrom. (d) If, after notice of termination for failure to fulfill Agreement obligations, it is determined that the ARCHITECT had not so failed, the termination shall be deemed to have been effected for the convenience of the CITY. In such event, adjustment in the Agreement price shall be made as provided in Paragraph (b) of this Section and such adjustment in Agreement price shall be deemed to be the sole remedy of the ARCHITECT. (e) The rights and remedies of the CITY provided in this clause are in addition to any other rights and remedies provided by law or under this Agreement. (f) The ARCHITECT shall have the right to terminate for failure of the CITY to fulfill its Agreement obligations and all other rights and remedies otherwise available to ARCHITECT under law. SECTION 11. EQUAL OPPORTUNITY EMPLOYMENT. ARCHITECT agrees that it will not discriminate against any employee or applicant for employment for Work under this Agreement because of race, color, religion, sex, age or national origin and will take affirmative steps •to insure that applicants are employed and employees are treated during employment without regard to race, color, religion, sex, age or national origin. This provision shall include, but not be limited to, the following: employment, upgrading, demotion or transfer; recruitment advertising; layoff or termination; rates of pay or their forms of compensation; and selection for training, including apprenticeship. SECTION 12 . NO CONTINGENT FEES. ARCHITECT warrants that it has not employed or retained any company or persons, other than a bona fide employee working solely for the ARCHITECT to solicit or secure this Agreement and that it has not paid or agreed to pay any person, company, corporation, individual or firm, other than a bona fide employee working solely for ARCHITECT, any fee, commission, percentage, gift, or other consideration contingent upon or resulting from the award or making of this Agreement. For the breach or violation of this provision, CITY shall have the right to terminate the Agreement without liability, and, at its discretion, to deduct from the contract price, or otherwise recover, the full amount for such fee, commission, percentage, gift or consideration. SECTION 13 . CONFLICT OF INTEREST. ARCHITECT agrees that it will not contract for or accept employment for the performace of any work or services with any individual, business, corporation or government unit that would create a conflict of interest in the performance of its obligations pursuant to this Agreement with CITY. SECTION 14 . ASSIGNMENT. This Agreement, or any interest herein, shall not be assigned, transferred, or otherwise encumbered, under any circumstances, by the parties hereto without prior written consent of the opposite party and only by a document of equal dignity herewith. However, this Agreement shall run to the Ocoee City Government and its successors. SECTION 15 . SUBCONSULTANTS/SEPARATE CONSULTANTS If the ARCHITECT desires to employ Subconsultants in connection with the performance of its Services hereunder: (a) Any proposed Subconsultants shall be submitted to CITY for written approval prior to ARCHITECT entering into a Subconsultant Agreement. (b) ARCHITECT shall coordinate the services and work product of any Subconsultants, and remain fully responsible under the terms of this Agreement. ARCHITECT shall be and remain responsible for the professional quality, technical accuracy and the coordination of all designs, drawings, specifications and other services furnished by ARCHITECT or its Subconsultants. ARCHITECT shall, without additional compensation, correct or revise any errors or deficiencies in the designs, drawings, specifications or other services produced pursuant to this Agreement. (c) Any Subconsultant Agreement shall be in writing and shall reflect the terms of this Agreement and require the Subconsultant to assume performance of ARCHITECT'S duties commensurately with ARCHITECT's duties to CITY under this Agreement, it being understood that nothing herein shall in any way relieve ARCHITECT from any of its duties under this Agreement. ARCHITECT shall provide the CITY with copies of all Subconsultant Agreements upon request of the CITY. (d) ARCHITECT shall cooperate at all times with CITY and its other consulting engineers or design professionals, and cooperate and coordinate with, and incorporate the Work product of, any Separate ARCHITECT, consulting engineer or design professional retained by the CITY, in any fashion appropriate or necessary to facilitate the design and construction of the Project within the Project Construction Budget and Schedule. SECTION 16 . INDEMNIFICATION OF CITY. (a) To the fullest extent permitted by law, the ARCHITECT shall indemnify, hold harmless and defend the CITY, its agents, servants, and employees, or any of them, from and against all claims, damages, losses, and expenses, including but not limited to attorneys' fees and other legal costs such as those for paralegal, investigative, and legal support services, and the actual costs incurred for expert witness testimony, arising out of or resulting from the performance of services required under this Agreement, provided that same is caused in whole or in part by the error, omission, negligent act, conduct, or misconduct of ARCHITECT, its agents, servants, employees, or Subconsultants. In accordance with Florida Statutes, Section 725. 06, adequate consideration has been provided to the ARCHITECT for this obligation, the receipt and sufficiency of which is hereby specificlly acknowledged. Nothing herein shall be deemed to affect the rights, privileges, and immunities of the CITY as set forth in Section 768 . 28, Fl. Statutes. In claims against any person or entity indemnified under this section by an employee of the ARCHITECT or its agents or Subconsultants, anyone directly or indirectly employed by them or anyone for whose acts they may be liable, the indemnification obligation under this section shall not be limited by a limitation on amount or type of damages, compensation or benefits payable by or for the ARCHITECT or its agents or Subconsultants, under Workers' Compensation acts, disability benefits acts, or other employee benefit acts. (b) The execution of this Agreement by ARCHITECT shall obligate ARCHITECT to comply with the foregoing indemnification provision; however, the collateral obligation of insuring this indemnity must be complied with as set forth below. (c) The CITY will require that any contractor, performing work in connection with drawings and specifications produced under this Agreement, agree to hold harmless, indemnify and defend CITY and ARCHITECT, their consultants and each of their officers, agents, and employees from any and all liability claims, losses, or damages arising out of the contractor's (or subcontractor's) negligence in the performance of the work described in construction contract documents, but not including liability that may be due to the sole negligence of the CITY, the ARCHITECT, their consultants, or their officers, agents, and employees. SECTION 17 . INSURANCE. ARCHITECT shall provide, pay for, and maintain in force at all times during the services to be performed, such insurance, including Workers' Compensation insurance, Employer's Liability insurance, Comprehensive General Liability insurance, and Professional Liability insurance as will assure to CITY the protection contained in the foregoing Indemnification undertaken by ARCHITECT. The Comprehensive General Liability policy shall clearly identify the foregoing indemnification as insured under this Section. Such policy or policies shall be issued by United States Treasury or approved companies authorized to do business in the State of Florida, and having agents upon whom service of process may be made in Orange County, Florida. ARCHITECT shall specifically protect CITY by naming CITY as a named insured under the Comprehensive General Liability Insurance policy hereinafter described and shall clearly reference the foregoing indemnification provision. (a) Professional Liability Insurance. The limits of liability provided by such policy shall be no less than ONE MILLION AND NO/100 DOLLARS ($1, 000, 000. 00) to insure and hold harmless the CITY under the indemnification specified in Section 16. All policies shall name the City as additional insured. (b) Comprehensive General Liability Insurance. The limits of liability provided by such policy shall be no less than FIVE HUNDRED THOUSAND AND NO/100 DOLLARS ($500, 000. 00) to insure and hold harmless the CITY pursuant to the indemnification specified in Section 16, for which ARCHITECT is not insured under the terms of its Professional Liability Insurance above specified in Section 17 (a) . Such insurance coverage shall include, but not be limited to, the following: (1) Public Liability Insurance shall protect ARCHITECT, its agents and employees from claims for damages for personal injury including accidental or wrongful death, as well as property damage, which may arise from performance or services under this Agreement. The limits of liability provided by such policy or policies ' shall be no less than ONE HUNDRED THOUSAND AND NO/100 DOLLARS ($100, 000. 00) for injuries, including accidental or wrongful death, to any one person, and subject to the same limit for each person an amount not less than TWO HUNDRED THOUSAND AND NO/100 DOLLARS ($200, 000. 00) for any one occurrence. (2) Property Damage Insurance. ARCHITECT shall carry liability limits of at least ONE HUNDRED THOUSAND AND NO/100 DOLLARS ($100, 000 . 00) for damages for any one claim and TWO HUNDRED THOUSAND AND NO/100 DOLLARS ($200, 000. 00) for damages for any one occurrence. (c) ARCHITECT shall provide to CITY a copy of all insurance policies required by this Section showing that CITY has been named as additional insured under such policies, or, in the alternative, a certificate evidencing that the required additional endorsement has been obtained under such policies. Such policies shall be provided by an insurer acceptable to the CITY and the deductible amounts of such policies shall also be subject to acceptance by the CITY. SECTION 18 . REPRESENTATIVE OF CITY AND ARCHITECT. (a) It is recognized that questions in the day-to-day conduct of performance pursuant to this Agreement will arise. The CITY hereby designates the representative identified under "NOTICES" as the employee to whom all communications pertaining to the day-to-day performance of the Agreement shall be addressed. The designated representative shall have the authority, as CITY's coordinator for this Agreement, to transmit instructions, receive information, and interpret and define the CITY's policy and decisions pertinent to the work covered by this Agreement. Individual coordinators for specific Projects shall be named in each Work Order issued. (b) ARCHITECT shall, at all times during the normal work week, designate or appoint one or more representatives of ARCHITECT who are authorized to act in behalf of ARCHITECT regarding all matters involving the conduct of the performance pursuant to this Agreement and shall keep CITY continually advised of such designation in writing. (c) For purposes of this Agreement only, designated ARCHITECT representative is: C. T. Hsu, President. SECTION 19 . ALL PRIOR AGREEMENTS SUPERSEDED. (a) This document incorporates and includes all prior negotiations, correspondence, conversations, agreements, or understandings applicable to the matters contained herein and the parties agree that there are no commitments, agreements, or understandings concerning the subject matter of this Agreement that are not contained in this document. Accordingly, it is agreed that no deviation from the terms hereof shall be predicated upon any prior representations or agreements whether oral or written. (b) It is further agreed that no modifications, amendment or alteration in the terms or conditions contained herein shall be effective unless contained in a written document executed with the same formality and of equal dignity herewith. SECTION 20. NOTICES. Whenever either party desires to give notice unto the other, it must be given by written notice, sent by registered United States mail, with return receipt requested, addressed to the party for whom it is intended, at the place last specified, and the place for giving of notice shall remain such until it shall have been changed by written notice in compliance with the provisions of this paragraph. For the present, the parties designate the following as the respective places for giving of notice, to-wit: FOR CITY OF OCOEE Montye E. Beamer Director of Administrative Services City of Ocoee 150 N. Lakeshore Drive Ocoee, FL 34761 FOR ARCHITECT C. T. Hsu, President C. T. Hsu & Associates 820 Irma Avenue Orlando, FL 32803 IN WITNESS WHEREOF, the parties hereto have made and executed this Agreement on the respective dates under each signature: CITY OF OCOEE through its BOARD OF CITY COMMISSIONERS, signing by and through its Mayor, authorized to execute same by Board action of the day of , 1992, and signing by and through its President, duly authorized to execute same. ATTEST: • By: Date: ATTEST: BOARD OF CITY COMMISSIONERS CITY OF OCOEE, FLORIDA By: Lester Dabbs, Jr. , Mayor Date: For the use and reliance of City of Ocoee only. Approved as to form and legal sufficiency. City Attorney EXHIBIT "A" SCOPE OF WORK SECTION 1. GENERAL. ARCHITECT shall perform professional services, upon authorization and as hereinafter stated, for the following proposed projects: (a) Expansion and Redevelopment of Municipal Complex (b) Police Department SECTION 2 . BASIC SERVICES. The ARCHITECT's Basic Service for each project shall consist of any or all of the five (5) phases described below, as determined by the CITY, and shall include all required structural, mechanical, and electrical engineering services necessary to achieve a complete project, along with landscape architectural services when specifically authorized. 2 . 1 Phases. (a) Program Finalization/Master Site Plan Development Phase (b) Schematic Design/Design Development. (c) Construction Documents Phase. (d) Bid/Negotiation Phase. (e) Construction Administration. The Program Finalization/Site Plan Development Phase, if needed, will be addressed as a specific Work Order. 2 . 2 Schematic and Design/Development Phase. (a) Based on the mutually agreed upon Program, the ARCHITECT shall prepare Schematic Design Studies consisting of drawings and other documents illustrating the scale and relationship or Project components for approval by the CITY. (b) Any renovation work shall include: (1) Survey of salvageable items to be either reused in the renovation work or reused by the CITY for replacement where required as the CITY determines. (2) As negotiated for each Project, identify limits of demolition of all items affecting the Work. (3) Renovation design work shall be aesthetically compatible with existing structure. (c) The ARCHITECT shall submit to CITY a Statement of Probable Contruction Cost based on area, volume or other unit costs. (d) The ARCHITECT shall prepare from the approved Schematic Design Studies, for approval by the CITY, the Design Development Documents consisting of drawings and other documents to fix and describe the size and character of the entire Project as to structural, mechanical, and electrical systems, materials, and such other essentials as may be appropriate. (e) The ARCHITECT shall submit to CITY a further Statement of Probable Completion Cost, including estimated payout schedule. (f) The ARCHITECT shall prepare from the approved Design Development Documents, for approval by the CITY, Construction Documents setting forth in detail the requirements for the construction/completion of the Project, including the necessary bidding information, and shall assist in the preparation of bidding documents using CITY's standard General Conditions which include form of Agreement. The ARCHITECT shall provide to CITY one (1) reproducible plus five (5) copies of drawings and specifications. (g) The ARCHITECT shall advise the CITY of any adjustments to previous Statements of Probable Completion Cost indicated by changes in requirements or general market conditions. (h) The ARCHITECT shall assist the CITY or its designee in filing the required documents for the approval of governmental authorities having jurisdiction over the Project. (i) The ARCHITECT shall plan the expansion and redevelopment of the Municipal Complex as not to interfere with the normal working functions of the Ocoee City Hall and Police Station. 2 . 3 Bidding Negotiation Phase. The ARCHITECT, following the CITY's approval of the Contruction Documents and of the latest Statement of Probable Cost, shall assist the CITY in obtaining bids or negotiated proposals, and in awarding and preparing contracts. 2 .4 Construction/Administration Phase. (a) The Construction Phase will commence with the award of the Construction Contract and will terminate when the Certificate of Occupancy of the completed structure is issued or when final acceptance of all materials or services has been made by the CITY, whichever occurs last. (b) The ARCHITECT, as the representative of the CITY, during construction, shall advise and consult with the CITY and all of the CITY's instructions to the Contractor shall be issued through the ARCHITECT. (c) The ARCHITECT shall, at all times, have access to the Work wherever it is in preparation or progress. (d) The ARCHITECT and/or professional subcontractors, shall make periodic visits on the average of one (1) day per week (each Work Order to identify the number of hours per week) to the site to familiarize himself generally with the progress and quality of the Work, and to determine in general if the Work is proceeding in accordance with the Contract Documents. On the basis of his/her on-site observations as an architect, he/she shall endeavor to guard the CITY against defects and deficiencies in the work of the Contractor. Subject to the conditions set forth in clause 2 . 4 (e) , the ARCHITECT shall not be required to make exhaustive or continuous on-site inspections to check the quality or quantity of the Work. The ARCHITECT shall not be responsible for construction means, methods, techniques, sequences or procedures, or for safety precautions and programs in connection with the Work; nor shall he be responsible for the Contractor's failure to carry out the Work in accordance with the Contract Documents. However, nothing herein contained shall be construed to relieve ARCHITECT of its obligation to ascertain whether all work performed by Contractor is in accordance with the Contract Documents, and to advise Contractor and CITY within a reasonable period of time, when, in its opinion, Work is not being performed in accordance with the Contract Documents. (e) ARCHITECT shall provide a full-time "Clerk-of- the-Works" if requested and authorized by CITY in a separate Work Order. The duties and responsibilities of the ARCHITECT's "Clerk-of-the-Works" (i.e. ARCHITECT'S Project Representative) shall be specifically addressed in each Work Order requiring such services and shall be consistent with AIA Document B352 . Compensation will be as agreed upon in each Work Order requiring such services. (f) Based on such observations at the site and on the Contractor's Applications for Payment, the ARCHITECT shall determine the amount owing to the Contractor and shall issue Certificates for Payment in such amounts. The issuance of a Certificate for payment shall constitute a representation by the ARCHITECT to the CITY, based on the ARCHITECT's observations at the site and the data comprising the Application for payment, that the Work has progressed to the point indicated; that to the best of the ARCHITECT's knowledge, information and belief, the quality of the Work is in accordance with the Contract Documents (subject to an evaluation of the Work for conformance with the Contract Documents upon Substantial Completion, to the results of any subsequent tests required by the Contract Documents, to minor deviations from the Contract Documents correctable prior to completion, and to any specific qualifications stated in the Certificate of Payment) ; and that the Contractor is entitled to payment in the amount certified. (g) The ARCHITECT shall have authority to reject Work which does not conform to the Contract Documents. Whenever, in his/her reasonable opinion, he/she considers it necessary or advisable to insure the proper implementation of the intent of the Contract Documents, he/she will have authority to require special inspection or testing of any Work in accordance with the provisions of the Contract Documents whether or not such Work be then fabricated, installed, or completed. (h) The ARCHITECT shall review and approve shop drawings, samples, and other submissions of the Contractor for conformance with the Design Concept of the Project and for compliance with the information given in the Contract Documents. (i) The ARCHITECT shall prepare Change Orders for CITY approval prior to actual performance of work. ARCHITECT shall have authority to order minor changes in work not involving adjustment to Contract Sum or Time Extension of Contract Documents. (j) The ARCHITECT shall conduct inspections to determine the Dates of Substantial Completion and final completion, shall receive and review written guarantees and related documents assembled by the Contractor, and shall issue a final Certificate for Payment. (k) The ARCHITECT shall not be responsible for the acts or omissions of the Contractor, or any Subcontractors, or any of the Contractor's or Subcontracators' agents or employees, or any other persons performing any of the Work. (1) Nothing contained in this Agreement shall be read or interpreted to give ARCHITECT authority to arbitrate differences between the CITY and the Contractor. No opinions or decisions of the ARCHITECT shall be binding on CITY. Such opinions shall be advisory only and carry no presumption of correctness in any proceedings on any dispute between the CITY and the Contractor. 2 . 5 Services Detail. More detailed identifications of services to be rendered may be specified in each Work Order issued. 2 . 6 Consultation. The ARCHITECT agrees to meet with CITY at reasonable times and with reasonable notice. Times will be defined under specific work orders. SECTION 3 . ADDITIONAL SERVICES. Such Additional Services as may be authorized in any Work Order issued hereunder shall be detailed in such Work Order. 061792 /HSUAGMT