MIXICOBEACH  City Council Agenda Abstract Form Meeting Date: Department: Date of Public Hearing:  For Clerk's Use Only AGENDAI ITEM#  09-24-24 Admin  Public Hearing: D Yes R - No  Agenda Consent Agenda Regular Closed Session  PRESENTERINFORMATON CONTACT: Mell Smigielski  ITEM TO BE CONSIDERED Subject: Attachment(s): BDI Contract Change Order #6  BDI Change Order #6 Basker/lle-Donovan, Inc)  Background Information in support of Change Order #6 (supplied by BDI) Mexico Beach Pier Contract and Change Orders (supplied by BDI)  Brief Summary: supplemental year to date. Action Requested:  CO #6 adds 2 years tot the original contract, adds 7% to work donei in 1sts supplemental year and 14% in the 2nd  -Extend the BDI contract for the requested 2 years.  -Consider the requested additional payments, though iti is doubtful FEMA would reimburse the City.  ISSUE OVERVIEW  Background Information & Issue Summary:  1. Section 21 oft thel Mexico Beach Procurement Policy allows for a maximum contract extension of 3 years before requiring bidding. It is imperative to extend the contract to allow BDI to proceed with bidding services. 2. Work of $76,829 was performed and reimbursed (or in the process of) in the 1st year past the contract. 3. Work of $82,406 was performed and reimbursed (or in the process of) in the 2nd year past the contract.  Otherwise, the momentum ofr replacing the pier gets lost.  Requesting 7% premium. Requesting 14% premium.    Financial Impacts:  $16,915.001 is requested over and above the amounts already billed and paid. Itis doubtful FEMA would reimburse  the City for an amount not in the contract. Staff eommendationsCommens  Approve the contract extension by 2 years to allow BDI to proceed with pier bidding services.    CHANGE ORDER  CHANGE ORDER NO.: TO: CityofM Mexico Beach 201 Paradise Street Mexico Beach. FL 32410 May 10,2024  06  CONTRACT: NO. 90622.01  DATE:  PROJECT NAME: Pier Design. Bidding Services and Construction Inspection  PROJECT NO.:  90622.01  Under our. AGREEMENT dated) November 10.2 2020  You hereby are authorized and directed to make the following change(s) in accordance  with terms and conditions oft the Agreement:  1. Contract Adjustment due to work extending beyond the November 2022  contractual limit. 7% of $76,829 = 14% of$82,406=  2. 7% of work performed from Nov 2022 to Oct 2023 3. 14% of work performed between Nov 2023 and June 2024  $5,378.00 $11,537.00 $16,915.00  Total  Original Agreement Amount Sum of Previous Changes This Change Order- Add Present Agreement Amount  $380,000.00 $113,678.98 $16.915.00 $510.593.98  The Terms of Agreement stated in Article 2 of the executed agreement shall remain a maximum period of two years until FEMA funding time is determined and until work is authorized to proceed by the City of Mexico Beach. Your acceptance of this Change Order shall constitute a modification to our Agreement and will be performed subject to all the same terms and conditions in our Agreement indicated above, as fully as if the  same were repeated in this acceptance.    The adjustment, if any, to this Agreement shall constitute a full and final settlement of any and all claims arising out of or related to the change set forth herein, including claims  fori impact and delay costs.  FOR BASKERVILLE-DONOVAN,INC: Accepted: JWE 17,  2024  "Aamdlh-ar  Name and Title  Mziht  Signaturé'  FOR THE CITY OF MEXICO BEACH  Approved: By:  2024 By:  Name and Title  Signature    5      Background Information in support of Change Order No. 6  Inl November of 2020, the City of Mexico Beach and Baskervlle-Donovan, Inc. entered a contract for the design and CEI of a Gulf Pier to replace the wood pier that was  destroyed in Hurricane Michael. The term of the contract was 24 months.  Many delays and changes have occurred since the contract was signed - nearly all of This change order requests an increase in the fees remaining in the contract for the third and fourth year. This request assumes the work, including bidding, will be complete prior to November 2024. For reference, the COLA for 2023 was 8.7%, and The cost of the change order was developed simply by placing a 7% increase in the amount of work performed in 2023, and a 14% increase for the remaining work to be These rates are meant to include both cost of living and merit increases observed in Note this Change Order 6 also extends the contract term to November, 2027. This is to allow the project to be built and to complete our CEI task. That task is included in our  them because of FEMA rules, guidance and decision making.  3.2% for 2024.  performed in 2024. that 24-month period.  contract, but a feei for that work has not been negotiated.    BASKERVILLE-DONOVAN, INC. Innovative Infrastructure Solutions  4491 West Main St. Pensacola, Florida 32502 Phone: 850.438.9661 Fax: 850.433.6761  November 5, 2020 Mr. Mario Gisbert City Administrator City of Mexico Beach 201 Paradise Street Mexico Beach, FL: 32410 RE: City of Mexico Beach Dear Mr. Gisbert:  Professional Engineering Services: Pier Design, Bidding Services, and Construction Inspection  On behalf of Baskerville- Donovan, Inc., thank youi for the selection of our firm to perform professional engineering services for the City of Mexico Beach's pier design. Please find attached an executed copy of the Agreement) for Professional. Services. In accordance with the City'sadvertised Request For Qualifications (RFQ), we have prepared the following task order-based scope of services, schedule, and fee for review and approval.  SECTION: 1-SCOPE OF SERVICES  The scope of services for this project includes the following generaltasks:  Task1. Task2. Task3. Task4. Task5.  Design Services including a 30% Submittal 60% Design Final (100%) Construction Documents Bidding Services Construction Phase Services  The design willi include all elements of engineering and architectural design required by the project, including all  appropriate state and federal permitting requirements as listed in Exhibit "A" of the RFQ.  SECTION2- PROJECT SCHEDULE ANDI DELIVERABLES  We understand the schedule is driven by the Federal Emergency Management Agency's(FEMA) delivery  program, which includes several milestone submittals including the following:  TASK# Task1 Task2 2 Task3 Task 4 Task5 5  TASK  SCHEDULE  Develop detailed scope of work, engineer's opinion of December 31, 2020  probable construction cost, detailed summary of applicable Codes & Standards and mitigation measures, Ready-to-advertise (RTA) Final (100%) Construction  and conceptual (30%) plans Submittal of 60% Design plans and specifications Bidding Services Construction Phase Services  March 31, 2021 June 1, 2021 TBD TBD  Pensacola, FLI Panama City Beach, FLI Tallahassee, FL |Mobile, AL  www. baskerwvledonovan.com:    449 West Main St. Pensacola, Florida 32502 Phone: 850.438.9661 Fax: 850.433.6761  BASKERVILLE-DONOVAN, INC. Innovative Infrastructure Solutions  We understand the original pier was 8101 feet long, 14 feet wide, and a deck approximately 161 feet above the standing water level. Based on funding requirements, we understand the intent of the design is to match the original pier length, while including upgrades to current codes and standards. In addition, we will develop initial design concepts to meet the project goals as identified in Exhibit "A" of the RFQ. These concepts may include The project schedule is dependent upon the acceptance of the Agreement, and the timely review by the City and/or any Regulatory Agency review periods. The Engineer will provide the required number of copies signed  project betterment, which would not be eligible for FEMA funding.  and sealed in hard copy or electronic format as necessary for each submittal.  SECTION: 3- COMPENSATION  TASK # Task1 Task2 Task 3 Task 4 Task 5  TASK  FEE  Develop detailed scope of work, engineer's opinion of $78,000 probable construction cost, detailed summary of applicable Codes & Standards and mitigation measures, Ready-to-advertise (RTA) Final (100%) Construction  and conceptual (30%) plans Submittal of 60% Design plans and specifications Bidding Services Construction Phase Services  $183,000 $95,000 $24,000 TBD  The City agrees to payt the Engineer fees as defined in the task order in accordance with the conditions set forth int the Agreement for Professional Services for al Lump Sum amount of] Three Hundred Eighty Thousand Dollars ($380,000), which includes Direct Salary, Overhead Costs, Direct Expenses, Subconsultants, and Profit. The City willl be billed monthly based on a percent complete for each Task. The Lump! Sum Fee is only for those items identified int the Agreement, and does not include any Regulatory Agency permitting fees or unknown special studies or mitigation measures, which may be identified in Task1. If the scope of services is expanded and as agreed to by the City and Engineer, the City shall be billed at the Engineer's! standard hourly rates.  SECTION 4- ACCEPTANCE  Ifthe above scope and fees meet your approval, please indicate by your signature ini the space provided below and return one (1) signed copy which will constitute an' "Agreement and Notice to Proceed" for the  accomplishment of this work. CITY OF MEXICOI BEACH T  BASKERVILEDONOVAN, INC. K4A T.Keith HIPE,EReVP/COO  Nev.5, 20z6  Date:  City Representative  Pensacola, FL I Panama City Beach, FLI - Tallahassee, FL Mobile,AL  www. Daskerylledonovan, .com    AGREEMENT FOR PROFESSIONAL SERVICES FOR ENGINEERING, ARCHITECTURAL, AND RELATED SERVICESTO THE CITYOF  MEXICO BEACH  This Agreement made as of thislol dayo of, Novpemzs 449 4N. Mainst., PngacslFL, 32502  2020, by and between the City of  Mexico Beach, Florida (the' "CITY"), and Parkuvill-Dae v,Ine do business in the State ofFlorida (the * ENGINEER"), and whose address is  authorized to  In consideration of the mutual promises contained herein, the CITY and the ENGINEER agree as follows:  ARTICLEI-SERVICES  The ENGINEER's responsibility under this Agreement will be to provide professional services ofa specified nature and rates, as described in Exhibit "A"- Scope of Services and Rates, attached hereto and incorporated as iffully set forth herein, when and ifthe City of Mexico Beach requests the ENGINEER to provide such services. Services of the ENGINEER shall be under the general direction of the CITY ADMINISTRATOR, who may designate a person to act as the CITY'S representative (hereinafter REPRESENTATIVE during the  performance ofthis Agreement. ABTICLEI-TERMOE AGREEMENT  This agreement shall commence on the date noted above and continue to project completion for a maximum period  oftwo years.  ARTICLE3-P PAYMENTSTO ENGINEER  A. Fees  As consideration for providing the services enumerated in Article I, the City of Mexico Beach shall pay the ENGINEER fees as defined in the purchase or task order. The ENGINEER's fees shall be based on one ofthe following as requested by the City ofMexico Beach and as determined in each purchase or task Lump Sum Method wherein the City of Mexico Beach shall pay the ENGINEER an agreed upon lump sum amount, which includes all of the ENGINEER's Direct Salary, Overhead Costs, Direct 2. Standard Hourly Rate Method Wherein the City of Mexico Beach shall pay the ENGINEER the agreed upon hourly rates for time actually engaged on the work covered by this Agreement. 3. Other methods of payment as agreed to by both parties and as described in the purchase or task order. The ENGINEER's out-of-pocket expenses including, but not limited to, travel and living expenses ofthe ENGINEERSemployes when they are away from their home office in accordance with the ENGINEER's policies when engaged on work under this Agreement, long-distance telephone, and postage charges will be included in the Lump Sum Price or charged at actual cost to the ENGINEER as determined in each  order:  Expenses, Subconsultants, and Profit.  B. Reimbursable Expenses  purchase or task order. Payment shall meet criteria established in Article3-B,as    prescribed in Article 2 for services rendered by the ENGINEER during the previous billing period shall be processed in accordance with the Florida Prompt Payment Act, Section 218.70, Florida Statutes.  H. Payment ofl Expenses  Payments on account of expenses shall be made monthly upon presentation of the statement ofexpenses incurred. Documentation supporting the reimbursable expenses must be attached to the statement. The documentation may include, buti is not limited to, copies ofinvoices and log sheets. The City Administrator or his designee shall make a final determination as to whether documentation is sufficient to process  invoices for payment.  ARIGIE-CIYOFMINICO BEACHSRESPONSIBILITIES  A. Criteria  Provide all criteria and full information concerning the City of Mexico Beach's requirements of the purchase order or task order, including objectives and constraints, performance requirements, and any budgetary limitations; and furnish copies of all design and construction standards which the City of  Mexico Beach will require to be included in the drawings and specifications.  B. Available information  Assist the ENGINEER by placing at their disposal all pertinent available information including previous Furnish to the ENGINEER, as required for performance of the ENGINEER's services, those services identified as City responsibilities in the Scope of Services. The ENGINEER shall be responsible for performing all other services, either in-house or through SUBCONSULTANTANTS/contractors. including but not limited to borings, probing, and subsurface explorations, hydrographic surveys, laboratory tests, and inspections of samples, materials, and equipment; appropriate professional interpretations of all of the foregoing; property, boundary, easement, right-of-way, topographic, and utility surveys; property  reports and data relevant to the ENGINEER's: services.  . Service of Others  descriptions; zoning, deed, and other land use restrictions.  D. Examine Work of the ENGINEER  Examine all studies, reports, sketches, drawings, specifications, proposais, and other documents presented by the ENGINEER, obtain advice of an attomey, insurance counselor, and other ENGINEERS as City of Mexico Beach deems appropriate for such examination, and render, in writing, decisions pertaining  thereto within a reasonable time so as not to delay the services of the ENGINEER.  E. Approvals and Permits  Unless otherwise provided in a purchase or task order, furnish approvals and permits from all govemmental authorities having jurisdiction over the project(s) and such approvals and consents from  others as may be necessary for completion oft the project(s).    determined reasonable in accordance with the scope of the project by the City Administrator, or his  designee.  Direct Project Expenses  Charges for printing, reproduction, use of computer-aided design equipment, field equipment, and any laboratory analysis performed by the ENGINEER, and the use of the ENGINEER's and employee's automobiles will be included in the Lump Sum Price or charged in accordance with the ENGINEER's  standard rates as determined in each purchase or task order.  D. Additional Costs  The parties agree that any additional costs for work or services to be provided under a purchase or task order issued pursuant to this Agreement, or pursuant to any other method or manner utilized by the parties ford determining the cost of services or work to be provided by the ENGINEER, must be approved in writing by the City of Mexico Beach. Ifsuch additional costs are not authorized by the City of Mexico Beach in writing, no payment for such additional costs shall be made. Sub engineers charges for the services of outside ENGINEERS and specialists (hereinafter called SUBCONSULTANTS) are as follows: Labor Services The labor services of approved SUBCONSULTANTS. whose expertise is required within the scope of the ENGINEER's work, will be invoiced in accordance with the executed task or 2. Out of Scope Expertise The services ofa approved SUBCONSULTANTS, whose expertise is outside the scope ofthe ENGINEER's work and/or who are retained by the ENGINEER as a convenience to the City of Mexico Beach, will be charged at the cost of such services lo the ENGINEER plus an administrative handling fee, as negotiated with, and agreed to, by the City of Mexico Beach, 3. - Approval -The use ofany SUBCONSULTANTS or specialist referenced in Paragraphs 1 and 2 above must be listed/identified in Part B: Organization Profile and Qualifications in the Response to The ENGINEER shall complete and submit a technical summary and budgetary status report with each invoice (format to be provided by City). In no case shall the ENGINEER bill the City of Mexico Beach for more than one hundred (100) percent of the previously agreed upon purchase order or task order fee, unless  purchase order.  Qualifications.  E. Status Report  authorized by the City of Mexico Beach in writing.  F. Standard Hourly-Rate-Detinition  The ENGINEER's standard hourly and overtime rates shall be provided to the City of Mexico Beach if required for future purchase or task orders. The ENGINEER's hourly rates will be negotiated for each individual task order, and will be applicable through the duration of the task or purchase order.  Monthly Invoices  The ENGINEER shall submit invoices once each month to the City of Mexico Beach for the services performed and the expenses and other charges accounted for under this Agreement during the preceding month. Separate invoices shall be submitted for each task order or purchase order. Payment as    this paragraph, the ENGINEER shall obtain the prior written consent ofthe City before entering into any settlement of such claim. Notwithstanding anything to the contrary in this Section, the ENGINEER shall not assume or maintain control of the defense of any third party claim, but shall pay the fees of counsel retained by the City and all expenses, including experts' fees, if( (i) an adverse determination withrespect to the third party claim would, in the good faith judgment of the City, be detrimental in any material respect Lo the City's reputation; (ii) the third party claim seeks an injunction or equitable reliefagainst the City; or (iii) the ENGINEER has failed or is failing to prosecute or defend vigorously the third party claim. Each party shall cooperate, and cause its agents to cooperate, in the defense or prosecution ofany third- party claim and shall furnish or cause to be furnished such records and information, and attend such conferences, discovery proceedings, hearings, trials, or appeals, as may be reasonably requested in Itis the specific intent of the parties hereto that the foregoing indemnification complies with Section 725.08, Florida Statutes, as amended. ENGINEER expressly agrees that it will not claim, and waives any claim, that thisi indemnification violates Section 725.08, Florida Statutes, as amended. Nothing contained in the foregoing indemnification shall be construed as a waiver ofa any immunity or limitation of liability the City may have under the doctrine of sovereign immunity or Section 768.28, Florida Statutes.  connection therewith.  B. ENGINEER's Status as an Independent Contractor  That status of the ENGINEER under this Agreement is that of an independent contractor. Nothing in this Agreement shall create or be construed as creating aj partnership between the City of Mexico Beach and the ENGINEER, nor shall the ENGINEER be an agent of the City of Mexico Beach.  : Waiver of Subrogation  The City of Mexico Beach and the ENGINEER waive all rights against each other for damages caused by perils covered by insurance provided under this Agreement to the extent covered by such insurance, except such rights as they may have to the proceeds of such insurance held by the City of Mexico Beach and the ENGINEER as trustees. The ENGINEER shall require similar waivers from all SUB ENGINEERSS and their subcontractors and suppliers. The City of Mexico Beach and the ENGINEER waive all rights against each other for loss or damage to any equipment used in connection with performance under this Agreement and covered by any property insurance. The ENGINEER shall require similar waivers from all SUB ENGINEERSs and their subcontractors and suppliers. If the insurance policies referred to in this article require an endorsement to provide for continued coverage where there is a waiver of subrogation, the owner of such policies will cause them to be sO endorsed; failure to obtain endorsement nullifies the waiver of The ENGINEER shall not commence any work in connection with this Agreement until he has obtained allofthe following types ofinsurance and such insurance has been approved by the City ofl Mexico Beach, and has named the City of Mexico Beach as an additional insured, except for Worker's Compensation Coverage, nor shall the ENGINEER allow any SUB ENGINEERS to commence work under this Agreement until all similar insurance required of the SUB ENGINEERS has been SO obtained. Such insurer shall have a currently valid Certificate of Authority issued by the State of Florida, Department of Insurance authorizing it to write insurance policies in the State of Florida and be doing business in the State of Florida. Insurers shall have at least a Policy Holders Rating of A-, and Financial Rating of Class  subrogation. D. ENGINEER's Insurance    F. Costs  Bear all costs incidental to compliance with the requirements of this Article.  ARTICLES-TERMINATION  The City of Mexico Beach or the ENGINEER may terminate, suspend, or delay this Agreement for any reason or no reason at all by giving at least thirty (30) days written notice to the other party oftheir intent tot terminate, suspend, or delay. Int the event the Agreement ist terminated, suspended or delayed by the City of Mexico Beach for reasons unrelated to the quality of work provided by the ENGINEER, the City of Mexico Beach shall forthwith pay the ENGINEER in full for all work previously authorized and actually performed prior to the Notice of" Termination, Suspension or Delay. This payment shall be the sole financial obligation or responsibility of the City of Mexico Beach for compensation hereunder in the event of This Agreement shall continue in effect until al Notice of Termination, Suspension or Delay is given by either party as set forth above. Upon termination, suspension or delay, at the City of Mexico Beach's request, the ENGINEER shall tum over to the City of Mexico Beach all work products and deliverables completed or partially completed up to the date of termination, suspension or delay, including but not limited to, subcontractor work products, surveys, drawings, model results, and specifications. The Cityof Mexico Beach shall have full rights to use all such work products and deliverables for any project, and in any manner, in the sole discretion of the City. The City of Mexico Beach accepts sole responsibility for the use of the above-referenced work products and deliverables unless prior written approval is obtained  termination, suspension or delay in accordance with the provisions ofthis paragraph.  from the ENGINEER. AKICIEG-FENONNEL relationship with the CITY.  The ENGINEER represents that it has or will secure at its own expense all necessary personnel required to perform the services under this Agreement. Such personnel shall not be employees of or have any contractual All of the: services required herein under shall be performed by the ENGINEER or under its supervision, and all personnel engaged in performing the services shall be fully qualified and, if required, authorized or permitted The ENGINEER warrants that all services shall be performed by skilled and competent personnel to the highest  under State and local law to perform such services. professional standards in the field. ARTICLE7-TERMS OF PEREORMANCE A. Cost Estimating  The estimates of project or construction cost for any task(s) provided for herein are to be prepared by the ENGINEER through exercise of their experience and judgment in applying presently available cost data, but it is recognized that the ENGINEER has no control over the cost of labor and materials or over competitive bidding procedures and market conditions, so that the ENGINEER cannot warrant that the    project or construction costs will not vary from the ENGINEER'S cost estimates.  B. Suspension of Work  Ifany services covered by this Agreement tol be carried out by the ENGINEER shall be suspended, abated, or abandoned at the direction of the City of Mexico Beach for reasons unrelated to the quality of work provided by the ENGINEER, the City of Mexico Beach shall pay the ENGINEER for services actually rendered fors such suspended, abated, or abandoned work, and any reasonable additional documented costs incurred in an orderly closing ofi its activities, with the payment to be based on the fees as established in  this Agreement.  Adjustment for Extended Services  Unless otherwise provided in a task order or purchase order issued under this Agreement, if the services covered under this Agreement have not been completed upon the expiration ofa twenty-four (24) month period from the date ofexecution ofany purchase order or task order, the ENGINEER may, upon, written notice, request a renegotiation for the fee compensation for services rendered to allow for changes in the The scope and extent of services to be provided under a purchase order or task order does not include personnel time of the ENGINEER or time of personnel working under sub agreements and related expenses required or requested to support, document, bring, defend, or assist in litigation, claims, and/or arbitration undertaken by or defended by the City of Mexico Beach. All such services required or requested of the ENGINEER shall be considered additional services entitling the ENGINEER to additional compensation under this Agreement. The amount ofsuch additional compensation shall be set forth in a separate task order as reviewed and approved by the City. The ENGINEER shall be entitled to such additional compensation until and unless there is a finding by a court ofc competent jurisdiction that the ENGINEER is liable for damages to the City ofMexico Beach for the acts giving rise to and requiring  cost ofservice.  D. Services in Connection with Claims, Arbitration, and Litigation  the requested services and expenses.  E. Approval of Changes  The City of Mexico Beach must approve any changes in the scope, specifications, or other conditions under which the services specified or referred to herein are to be performed which result in additional costs or expenses to the City of Mexico Beach or which would change the underlying purpose of the purchase or task order. Changes include, but are not limited to: issuing additional instructions requesting additional work, direct omission of work previously ordered, or changes in time of performance. The ENGINEER shall be required to submit a written change order, which: shall include a detailed description oft the additional and/or change in the scope of work and the proposed additional fees.  F. Construction Phase Services  Visits to construction sites and observations made by the ENGINEER as part of construction phase services authorized by purchase order or task order, if any, shall not relieve the construction contractor(s) of obligation to conduct comprehensive inspections oft the work suflicient to insure conformance with thei intent of the contract documents, and shall not relieve the construction contractor(s) of full responsibility for all    construction means, methods, techniques, sequences, and procedures necessary for coordinating and completing all portions of the work under the construction contract(s): and fora all safety precaution incidental thereto. Safety precautions administered by the ENGINEER shall meet or exceed those policies enacted by Ifon-site Resident Project Representative (RPR) services are provided by the ENGINEER pursuant toa purchase order or task order issued hereunder, such RPR shall endeavor to make reasonable efforts to guard the City of Mexico Beach against defects and deficiencies in the work of the contractor(s) and to help determine ifthe provisions oft the contract documents prepared by the ENGINEER are being fulfilled. The obligations of the RPR shall be set forth in the purchase order or task order which authorizes RPR services. Construction phase services by the ENGINEER will not, however, cause the ENGINEER to be responsible for those duties and responsibilities which belong to the construction contractor(s) and which include, but are not limited to, the obligations set forth above. This paragraph does not, however, release the ENGINEER from any liability which might be attributable to negligent acts, errors, or omissions, including but not limited to design, construction phase services, or other work efforts as defined in the Scope of Services. The City of Mexico Beach reserves the right to request replacement of any RPR  the City.  personnel furnished by the ENGINEER. ARICLEB-EDERALANDSTATEIAS this Agreement and the personnel it employs. ARICLE9-INSURANCE & BONDS A. Indemnification  The ENGINEER shall be responsible for payment ofit its own FICA and Social Security benefits with respect to  The parties recognize that the ENGINEER is an independent contractor. The ENGINEER agrees to assume liability for and indemnify, hold harmless, and defend the City, its commissioners, mayor, officers. employees, agents, and attomeys of, from, and against all liability and expense, including reasonable attomey's fees, in connection with any and all claims, demands, damages, actions, causes of action, and suits in equity ofwhatever kind or nature, including claims for personal injury, property damage, equitable relief, or loss oft use, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the ENGINEER, its agents, officers, contractors, subcontractors, employees, or anyone else employed or utilized by the ENGINEER in the performance of this Agreement. The ENGINEER's liability hereunder shall include all attorney's fees and costs incurred by the City in the entorcement of this indemnification provision. This includes claims made by the employees of the ENGINEER against the City and the ENGINEER hereby waives its entitlement, ifany, to immunity under Section 440.11, Florida Statutes. The obligations contained in this provision shall survive termination of this Agreement and shall not be limited by the amount of any insurance required to be obtained or maintained under this Agrcement. Subject to the limitations set forth in this Section, the ENGINEER shall assume control of the defense of any claim asserted by a third party against the City and, in connection with such defense, shall appoint lead counsel, in each case at the ENGINEER's expense. The City shall have the right, at its option, to participate in the defense ofany third-party claim, without relieving ENGINEER of any ofi its obligations hereunder. Ifthe ENGINEER assumes control of the defense ofany third-party claim ins accordance with    IV as identified in the latest issue of"Bests Key Rating Guide" unless otherwise accepted by the City of Mexico Beach in writing. The ENGINEER'S insurance, and the insurance of any other party bound to the ENGINEER shall be considered primary. The City of Mexico Beach's insurance, if any, shall be considered excess, as may be applicable to claims which arise out of indemnifications, insurance,  certificates of insurance and any additional insurance provisions ofthis Agreement.  E. Loss Deductible  The City of Mexico Beach shall be exempt from, and in no way liable for, any sums ofmoney which may represent a deductible in: any insurance policy. The payment of deductibles shall be the sole responsibility  of the ENGINEER. F. SUB ENGINEERS's Insurance  The ENGINEER shall require each of his sub-engineers to procure and maintain, during the life of the subcontract, insurance of the types specified in this Article or insure the activities of his sub-engineers in  his policy as required in this Article. G. Certificate ofl Insurance  The City of Mexico Beach shall be furnished proof of insurance coverage as follows:  The name of thei insured, the name of the insurer, the number oft the policy, its effective date, and Statement that the insurer will mail notice to the City of Mexico Beach and a copy to the ENGINEER at least thirty (30) days prior LO any material changes in provisions, cancellation, Certificate of Insurance shall be in the form as approved by the City of Mexico Beach and such Ifr requested by the City of Mexico Beach, the ENGINEER and all subcontractors'SUB ENGINEERSS shall furnish complete copies of all insurance policies, forms and endorsements; Receipt of certificates or other documentation of insurance or policies or copies of policies by the City of Mexico Beach or by any ofi its representatives which indicate less coverage than required by this Agreement does not constitute a waiver of the ENGINEER's obligations to fulfill the  itst termination date;  renewal, or non-renewal oft the policy;  Certificate shall clearly state all the coverage required in this Article;  and  requirements ofthis Article.  H. Workers' Compensation Insurance  The ENGINEER shall have in full force, during the life of this Agreement, Workers' Compensation and Employer's Liability Insurance for all his employees connected with work under this Agreement, and in the event any work is subcontracted, the ENGINEER shall require the SUB ENGINEERS similarly 10 provide Workers' Compensation Insurance for all oft thc latter's employees, unless such employees are covered by the protection afforded by the ENGINEER. The ENGINEER may provide a workers' compensation waiver in lieu of workers' compensation insurance where such waiver is properly approved by the Florida    Department ofLabor and Employment Security and accepted by the City of Mexico Beach in writing. Such insurance or waiver shall comply with the Florida Workers' Compensation Law. In case any class of work conducted under this Agreement is not protected under the Workers' Compensation statute, the ENGINEER shall provide adequate insurance, satisfactory to the City ofMexico Beach, for the protection  ofemployees not otherwise protected.  I. Liability Insurance  The ENGINEER shall have in full force, during the life oft this Agreement, Commercial General Liability and Commercial Automobile Liability Insurance that shall protect the City of Mexico Beach from claims for damage for bodily injury and personal injury, including accidental death, as well as claims for property damages which may arise from tasks associated with or carried out under this Agreement, whether such operations are by itself or by anyone directly or indirectly employed by them, and the amount of such  insurance shall be minimum limits as follows: Commercial General Liability:  Minimum Coverage is $1,000,000 per occurrence  Coverage shall include premises, operations, products, completed operations, independent contractors, contractual liability covering this Agreement, contracts and leases, broad form IfUmbrella or Excess liability coverage is used to satisfy the requirements ofthis Article, it shall  property damage coverage, personal injury and bodily injury. not be more restrictive than the underiying insurance policy coverage.  Commercial Automobile Liability: Minimum Coverage is $1,000,000 per occurrence  Coverage shall include bodily injury and property damage arising out of ownership, maintenance or use of any auto, including owned, non-owned and hired automobiles and  employee non-ownership use.  J.  Professional Liability Insurance  During the term of this Agreement, the ENGINEER will carry Errors and Omission insurance which will cover liability for any damage or non-performance on account ofa any error, omission, or other provable negligence caused by the ENGINEER. The amount ofi insurance shall not be less than $1,000,000 per occurrence and aggregate. The City of Mexico Beach may require higher limits mutually  agreed with the ENGINEER for specific task orders.  K. Bonds  In the event that a performance or payment bond is required due to use of grant funds for the project, by City Council or as otherwise required, the ENGINEER shall not commence work under this Agreement  until it has obtained the required bonds and provided such bonds to the CITY.  ARTICLE10- EXCUSABLE DELAYS  The ENGINEER shall not be considered in default by reason ofa any failure in performance ifs such failure arises out ofcauses reasonably beyond the ENGINEER'S control and without its fault or negligence. Such causes may    include but are not limited to: acts of God; the City's omissive and commissive failures; natural or public health emergencies; labor disputes; freight embargoes; and severe weather conditions. Ift failure to perform is caused by the failure of the ENGINEER'S ENGINEER(S) and is without the fault or negligence of them, the ENGINEER Upon the ENGINEER'S request, the CITY shall consider the facts and extent of any failure to perform the work and, if the ENGINEER'S failure to perform was without its fault or negligence as determined by the CITY, any affected provision of this Agreement shall be revised accordingly; subject to the CITY's rights to change,  shall not be deemed to be in default.  terminate, or stop any or all oft the work at anytime. ARTICIEIL-LIOUDATID DAMAGES  Liquidated damages shall be paid to the CITY at the rate of $200 per day for all work awarded under the contract until the work has been satisfactorily completed as provided by the Contract Documents. Sundays and Legal Itis agreed that the amount is the per-diem rate for damage incurred by reason of failure to complete the work. The said amount is hereby agreed upon as the reasonable costs which may be accrued by the CITY after the expiration ofthe time of completion. Iti is expressly understood and agreed that this amount is not to be considered in the nature ofa penalty, but as liquidated damages which have accrued against the ENGINEER. The CITY shall have the right to deduct such damages from any amount due, or that may become due the ENGINEER, or the amount of such damages shall be due and collectable from the ENGINEER or Surety.  Holidays shall be excluded in determining days in default.  ARTICLE12- REMEDIES  A. Claims, Counter-Claims, Disputes, Etc.  All claims, counter-claims, disputes, and other matters in questions between the ENGINEER and the City of Mexico Beach will be first reviewed by authorized representatives of both parties for a recommended solution. Ifno solution or resolution is forthcoming. such disputes will be decided by a court ofcompetent  jurisdiction convened in the State of Florida.  B. Governing Laws C. Venue  This Agreement shall be governed by the laws of the State of Florida.  This Agreement shall be governed by and construed and interpreted in accordance with the laws ofthe State of Florida. Each of the parties hereto (a) irrevocably submits itself to the exclusive jurisdiction of the Fourteenth Judicial Circuit Court, in and for Bay, Calhoun, Gulf, Holmes, Jackson and Washington Counties, Florida, and the jurisdiction of the United States District Court for the Northern District of Florida, Panama City Division, for the purposes of any suit, action or other proceeding arising out of, or relating to, this Agreement; (b) waives and agrees nott to assert against any party hereto, by way ofmotion, as a defense or otherwise in any suit, action or other proceeding, (i) any claim that it is not personally subject to the jurisdiction of the above-named courts for any reason whatsoever, and (ii) to the extent permitted by applicable law, any claim that such suit, action or proceeding by any party hereto is brought    in an inconvenient forum, or that the venue of such suit, action or proceeding is improper or that this  Agreement or the subject matter hereof may not be enforced in or by such courts.  D. Attorney's Fees and Costs  In the event of any action brought by either party against the other t0 enforce any of the obligations hereunder or arising out of any dispute concerning the terms and conditions hereby created, the losing party shall pay the prevailing party such reasonable amounts for fees, costs, and expenses, including  attorney's fees, as may be set by the Court. ARTICLE13-NONONEXCLISIVEAGREEMENT  This Agreement is not intended to be and shall not be construed as an exclusive contract, and the City of Mexico Beach may employ additional or other professional consulting firms to perform work contemplated by this  Agreement without liability to the City ofMexico Beach.  ARTICLE14- ARREARS  The ENGINEER shall not pledge the CITY'S credit or make it a guarantor of payment or surety for any  contract, debt, obligation, judgment, lien, or any form of indebtedness. ARTICLE 15-D DISCLOSUREAND OWNERSHIP OF DOCUMENTS  The ENGINEER shall deliver to the CITY for approval and acceptance, and before being eligible for final payment ofany amount due, all documents and materials prepared by and for the CITY under this Agreement. All written and oral information not in the public domain or not previously known, and all information and data obtained, developed, or supplied by the CITY or at its expense will be kept confidential by the ENGINEER and will not be disclosed to any other party, directly or indirectly, without the CITY'S prior written consent. Such information and data shall be and will remain the CITY'S property and may be reproduced and reused at Allp products generated by the ENGINEER fort the CITY become the property ofthe CITY. The CITY may require submission ofa any electronic file version of reports, data, maps, or other submission of documentation produced The CITY and the ENGINEER shall comply with the provisions ofthe Florida Public Records Law. Ifthe ENGINEER has questions regarding the application of Chapter 119, Florida Statutes, to the ENGINEER'S duty to provide public records relating to this contract, contact the custodian of public records, Lindsay Hovind, City Clerk, at 850-648-5700, by email at hovind@mexicobeachgoy.com or via mail, at P.O. Box 13425, 201 Paradise Path, Mexico PUBLIC RECORDS LAW. ENGINEER acknowledges that it is familiar with the provisions of the Public Records  the discretion of the CITY.  for or as a result ofthis project in addition to paper documents.  Beach, FL: 32410. Law of the State of Florida.    ENGINEER agrees to comply with Chapter 119, Florida Statutes, and specifically per Florida Statute 119.0701, ENGINEER agrees to keep and maintain public records that would be required by the City of Mexico Beach in order to perform the services provided for in this Agreement; ENGINEER agrecs to provide public access to any required public records in the same manner as a public agency; ENGINEER agrees to protect exempt or confidential records from disclosure; ENGINEER agrees to meet public records retention requirement; and ENGINEER agrees that at the end ofterm ofthis Agreement, to transfer all public records to the City of Mexico Allproducts generatedby the! ENGINEER for the CITY become the property oft the CITY. The CITY may require submission of any electronic file version of reports, data, maps or other submission of documentation produced Further, in accordance with the Public Records Laws ofthe State of! Florida, Section 19.0701,ENGINEER must: A. Keep and maintain public records that ordinarily and necessarily would be required by the public agency B. Provide the public with access to public records on the same terms and conditions that the public agency would provide the records and at a cost that does not exceed the cost provided in this chapter or as C. Ensure that public records that are exempt or confidential and exempt from publicr records are not disclosed D. Meet all requirements for retaining public records and transfer, at no cost, to the public agency all public recordsi inj possession oft the ENGINEER upon termination oft the contract and destroy any duplicate public records that are exempl or confidential and exempt from public record disclosure requirements. All records stored electronically must be provided tot the public agency in ai format that is compatible with the E. Ifan ENGINEER does not comply with a public records request, the public agency shall enforce the All covenants, agreements, representations, and warranties made herein, or otherwise made in writing by any party pursuant hereto shall survive the execution and delivery of this Agreement and the consummation of the  Beach and destroy any duplicate exempt or confidential public records.  for or as a result ofthis Statement of Qualifications in addition to paper documents.  in order to perform the service. otherwise provided by law. except as authorized by law.  information technology systems of the publicagency. contract provision in accordance with the contract.  transactions contemplated hereby.  ARTICLE16-1 INDEPENDENT ENGINEER RELATIONSHIE  The ENGINEER is, and shall be, in the performance of all work services and activities under this Agreement, an independent ENGINEER, and not an employee, agent, or servant of the CITY.All persons engaged in any ofthe work or services performed pursuant to this Agreement shall at all times, and in all places, be subject to the ENGINEER'S sole direction, supervision, and control. The ENGINEER shall exercise control over the means and manner in which it and its employees perform the work, and in all respects the ENGINEER'S relationship and the relationship of its employees to the CITY shall be that of an independent ENGINEER and not as The ENGINEER does not have the power or authority 10 bind the CITY in any promise, agreement or  employees or agents oft the CITY.  representation.    The ENGINEER shall hold the CITY, its officers, agents and employees harmless and free from any loss, damage or expense arising out ofa any occurrence relating to this Agreement or its performance and shall indemnify the CITY, its officers, agents and employees, customers, and successors against any damage or claim of any type  arising from the negligent or intentional acts or omission of the ENGINEER.  ARTICLEJ 17- CONTRACT ASSIGNMENT  The ENGINEER shall not sublet, sell, transfer, assign or otherwise dispose of the CONTRACT or any portion thereof, or of his right, title, or interest therein, without written consent of the CITY. The ENGINEER shall complete the work contemplated by the terms and conditions of this Agreement in an amount equivalent to at least 50 percent (50%) oft the dollar value ofwork to be performed under this Contract utilizing its own business or corporate entity, so that no single labor, material man, or ENGINEER shall be permitted to perform more than  50% of the work contemplated by this Contract. ARTICLE 18- AMENDMENT  None ofthe provisions, terms and conditions contained in this Agreement may be added to, modified, superseded  or otherwise altered, except by a written instrument executed by the parties hereto.  ARTICLE19- AUTHORITYTOPRACTICE  The ENGINEER hereby represents and warrants that it has and will continue to maintain all licenses and approvals required to conduct its business, and that it will at all times conduct its business activities ina a reputable  manner.  ARTICLE20-SEVERABILITY  Ifany term or provision on this Agreement, or the application thereof to any person or circumstances shall, to any extent, be held invalid or unenforceable, the remainder of this Agreement, or the application of such terms or provisions to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected, and every other term and provision of this Agreement shall be deemed valid and enforceable to the extent  pennitted by law.  ARTICLE21-CIDs EPRESENTAIVEAND AUTHORITY  The person designated by the CITY ADMINISTRATOR shall serve as the CITY'S REPRESENTATIVE and shall decide questions which may arise as to quality and acceptability ofr materials furished and work performed, The REPRESENTATIVE will not be responsible for the construction means, controls, techniques, scquences, The REPRESENTATIVE may assign Project Inspector(s) who shall serve to assist the REPRESENTATIVE in determining ifthe work performed and the materials used meet the Contract requirements. The Project Inspector shall be authorized to issue Field Orders. The Project Inspector shall be authorized to stop all or any portion of the work ifin his opinion the work is not proceeding according to the requirements oft the plans and specifications.  and shall interpret the intent of the Contract Documents with reasonable promptness.  procedures, or construction safety.    ARICLPI-CONTRACT DOCUMENTS  The other documents which comprise the entire Agreement are attached hereto, made a part hereofand consist of  the following:  Request for Qualifications General Instructions and Conditions Special Instructions and Conditions Exhibit B. Additional Federal and State Mandated Contractual Terms Section 287.133(3)(a) Florida Statutes Public Entity Crimes Statement Drug Free Workplace Certification Lobbying Addendum Acknowledgement Anti-Collusion Clause Conflict of Interest Disclosure Form Voluntary Exclusion  Appendix A, 44 C.F.R. Part 18 - Certification Regarding  Certification Regarding Debarment, Suspension, Ineligibility and  In the event ofa conflict between the terms of the above documents and the terms of this Agreement, the terms There are no contract documents other than those listed above and there are no promises or understandings  ofthis Agreement shall prevail. other than those stated herein. ARTICLE7-NOTICE CITY shall be mailed to: City of Mexico Beach P.O. Box 13425 201 Paradise Path Mexico Beach, Florida32410 Attention: City Administrator Phone: (850)648-5700  All notices required in this Agreement shall be sent by certified mail, return receipt requested, and if sent to the  With a copy to:  Nicholas Beninate, Esq. City Attorey Hand Arendall Harrison Sale P.O. Drawer 1579 Panama City, FL 32402 Phone: (850) 769-3434 Fax:(850)769-6121    and ifsent to the ENGINEER shall be mailed to:  Either party may change its address noted above by giving written notice to the other party in accordance with ARTICLE23- ADDITIONAL FEDERALAND: STATE MANDATED CONTRACTUALTFENS The City will request federal or state reimbursement for certain services under this agreement and, therefore, the additional terms provided by Exhibit "B"- Additional Federal and State Mandated Contractual Terms shall apply to this Agreement. This Agreement is entered into as of the day and year first written above and is executed in at least two original copies of which one is to be delivered to the CITY ADMINISTRATOR, and one to the CITY CLERK for filing  the requirements oft the Section.  int the official records.  CITY OF MEXICO BEACH,FLORIDA  y: - William A. Attesti M ENGINEER    C  (LindsayMevint, City Clerk  By: SIh Exee.vP/çoo  Nameland" Title - KNh Hai    BASKERVILLE-DONOVAN, INC. Innovative Infrastructure Solutions 2020 STANDARD HOURLY BILLING RATES  CATEGORY Intern/Co-Op Office Administrator Systems Administrator Information Technology Director Rodman/Chainman Instrument Man Party Chief Survey Manager Project Representative Drafsman/Technican! Draftsman/Techniclan Il Draftsman/Technician III Engineer Internl Engineer Intern II Engineerl Engineer II Engineer III Engineer III/PM Senior Landscape Architect Senior Engineer /PM VP/Senior Engineer/PM Customer Service/Marketing Manager Senior Executive  RATE. $ 60.00 $ 75.00 $ 70.00 $ 175.00 $ 50.00 $ 55.00 $ 65.00 $ 175.00 $ 100.00 $ 65.00 $ 75.00 $ 85.00 $ 110.00 $ 120.00 $ 130.00 $ 140.00 $ 150.00 $ 160.00 $ 180.00 $ 180.00 $ 210.00 $ 200.00 $ 250.00