1222-SMW GeoSciences Inc
CITY OF SANFORD AGREEMENT FOR
PROFESSIONAL SERVICES SUBJECT TO
CONSULTANTS COMPETITIVE NEGOTIATION ACT (CCNA), (RFQ 06/07-15)
THIS AGREEMENT made and entered into thelO'tlJ day of ~.A,av{,/~f
by and between the City of Sanford, Florida, whose address is 300 North Park Avenue;
Sanford, Florida 32771, a municipal corporation of the State of Florida, holding tax
exempt status, hereinafter referred to as the "CITY" and SMW GeoSciences. Inc.. a
Florida Corporation, whose principal and local address is 1411 Edaewater Drive. Suite
103, Orlando, FL 32804, hereinafter referred to as the "CONSULTANT". The CITY and
the CONSULTANT are collectively referred to herein as the Parties.
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WITNESSETH:
WHEREAS, the CITY desires to retain the CONSULTANT for the work identified
in the Solicitation Number RFQ 06/07-15 which establishes a qualified consultant "pool,"
to provide continuing Professional Water Supply and other related consulting Services
as prescribed by the CCNA requirements for consultant selection; and
WHEREAS, the CITY desires to retain the CONSULTANT to provide consulting
services, as subsequently specifically set out in Work Orders to be issued under this
Agreement; and
WHEREAS, the CITY desires to employ the CONSULTANT for the performance
necessary to support the activities, programs and projects of the CITY upon the terms
and conditions hereinafter set forth, and the CONSULTANT is desirous of performing
and providing such services upon said terms and conditions; and
WHEREAS, the CONSULTANT hereby warrants and represents to the CITY that
it is competent and otherwise able to provide professional and high quality services to
the CITY; and
WHEREAS, all CITY promulgated solicitation documents pertaining to RFQ
05/06-15 and all submissions submitted by the CONSULTANT in response to the
solicitation submitted to the CITY are hereby incorporated herein to the extent not
inconsistent with the terms and conditions as set forth herein.
WHEREAS, the CITY desires to retain the CONSULTANT to provide all labor
and services in accordance with, but not limited to, the guidelines in the Scope of Work;
and
WHEREAS, this Agreement is subject to the provisions of the Consultants
Competitive Negotiation Act; and
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WHEREAS, the CITY desires to use the expertise and knowledge of the
CONSULTANT; and
NOW, THEREFORE, in consideration of the mutual covenants and agreements
hereinafter contained and other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, it is agreed by and between the parties
hereto as follows:
SECTION 1: GENERAL PROVISIONS.
(a) The term "CONSULTANT" as used in this Agreement is hereby defined
herein as that person or entity, including employees, servants, partners, principals,
agents and assignees providing services under this Agreement.
(b) The CONSULTANT acknowledges that the CITY may retain other service
providers to provide the same services for CITY projects. The CONSULTANT
acknowledges that the CITY, at the CITY's option, may request proposals from the
CONSULTANT and the other service providers for CITY projects. The CITY reserves
the right to select which services provider shall provide services for the CITY's projects.
(c) The CONSULTANT agrees to provide and ensure coordination between
services providers.
(d) The recitals herein are true and correct and form and constitute a material
part of this Agreement upon which the parties have relied.
(e) Each party hereto represents to the other that it has undertaken all
necessary actions to execute this Agreement, and that it has the legal authority to enter
into this Agreement and to undertake all obligations imposed on it. The person(s)
executing this Agreement for the CONSULTANT certify that he/she/they is/are
authorized to bind the CONSULTANT fully to the terms of this Agreement.
(f) Time is of the essence of the lawful performance of the duties and
obligations contained in this Agreement to include, but not be limited to, each Work
Order. The parties covenant and agree that they shall diligently and expeditiously
pursue their respective obligations set forth in this Agreement and each Work Order.
(g) When the term "law" is used herein, said phrase shall include statutes,
codes, rule and regulations of whatsoever type or nature enacted or adopted by a
governmental entity of competent jurisdiction.
(h) It is agreed that nothing herein contained is intended or should be
construed as in any manner creating or establishing a relationship of co-partners
between the parties, or as constituting the CONSULTANT (including, but not limited to,
its officers, employees, and agents) the agent, representative, or employee of the CITY
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for any purpose, or in any manner, whatsoever. The CONSULTANT is to be and shall
remain forever an independent Consultant with respect to all services performed under
this Agreement.
(i) Persons employed by the CONSULTANT in the provIsion and
performance of the services and functions pursuant to this Agreement shall have no
claim to pension, workers' compensation, unemployment compensation, civil service or
other employee rights or privileges granted to the CITY's officers and employees either
by operation of law or by the CITY.
m No claim for services furnished by the CONSULTANT not specifically
provided for herein or in a Work Order shall be honored by the CITY.
SECTION 2: SCOPE OF SERVICES.
(a) The CONSULTANT shall safely, diligently and in a professional and timely
manner perform, with its own equipment and assets, and provide services included in
each subsequently entered Work Order. Unless modified in writing by the parties
hereto, the duties of the CONSULTANT shall not be construed to exceed the provision
of the services pertaining to this Agreement.
(b) The CONSULTANT shall provide the services as generally set forth and
described in Exhibit "A" to this Agreement and specifically detailed in various Work
Orders as may be issued from time-to-time by the CITY.
SECTION 3: WORK ORDERS.
(a) The provision of services to be performed under the provisions of this
Agreement shall be commenced as set forth in the CITY's bid/procurement documents
upon the execution of this Agreement and a Work Order issued on a form provided by
the CITY hereunder commencing the provision of services. Additional services to be
performed by the CONSULTANT to the CITY, shall be authorized in written Work
Orders issued by the CITY on a form provided by the CITY. Work Orders executed by
the CITY shall include a detailed description of services and a completion schedule.
The CONSULTANT shall review Work Orders and notify the CITY in writing of asserted
inadequacies for the City's correction, if warranted.
(b) If the services required to be performed are clearly defined, the Work
Order shall be issued on a "Fixed Fee" basis. The CONSULTANT shall perform all
services required by the Work Order but, in no event, shall the CONSULTANT be paid
more than the negotiated Fixed Fee amount stated therein. For Work Orders issued on
a "Fixed Fee Basis", the CONSULTANT may invoice the amount due based on the
percentage of total Work Order services actually performed and completed; but, in no
event, shall the invoice amount exceed a percentage of the Fixed Fee amount equal to
a percentage of the total services actually completed.
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(c) If the services are not clearly defined, the Work Order may be issued on a
"Time Basis Method" and may contain a Not-to-Exceed amount. If a Not-to-Exceed
amount is provided, the CONSULTANT shall perform all work required by the Work
Order; but in no event, shall the CONSULTANT be paid more than the Not-to-Exceed
amount specified in the applicable Work Order. The CONSULTANT shall advise the
CITY whenever the CONSULTANT has incurred expenses on any Work Order that
equals or exceeds eighty percent (80%) of the Not-to-Exceed amount. For Work Orders
issued on a "Time Basis Method" with a Not-to-Exceed amount, the CONSULTANT may
invoice the amount due for actual work hours performed but, in no event, shall the
invoice amount exceed a percentage of the Not-to-Exceed amount equal to a
percentage of the total services actually completed.
(d) Each Work Order issued on a "Fixed Fee Basis" or "Time Basis Method"
with a Not-to-Exceed amount shall be treated separately for retainage purposes which
shall be prescribed on the face of the Work Order, but, if not prescribed, shall be ten
percent (10%). If the CITY determines that work is substantially complete and the
amount retained is considered to be in excess, the CITY may, at its sole and absolute
discretion, release the retainage or any portion thereof.
(e) Payments shall be made by the CITY to the CONSULTANT when
requested as work progresses for services furnished, but not more than once monthly.
Each Work Order shall be invoiced separately. The CONSULTANT shall render to the
CITY, at the close of each calendar month, an itemized invoice properly dated,
describing any services rendered, the cost of the services, the name and address of the
CONSULTANT, Work Order Number, Contract Number and all other information
required by this Agreement.
SECTION 4: CONSULTANT UNDERSTANDING OF SERVICES REQUIRED.
Execution of this Agreement by the CONSULTANT is a representation that the
CONSULTANT is familiar with the services to be provided and/or performed and with
local conditions. The CONSULTANT shall make no claim for additional time or money
based upon its failure to comply with this Agreement. The CONSULTANT has informed
the CITY, and hereby represents to the CITY, that it has extensive experience in
performing and providing the services described in this Agreement and to be identified
Work Orders and that it is well acquainted with the work conditions and the components
that are properly and customarily included within such projects and the requirements of
laws, ordinance, rules, regulations or orders of any public authority or licensing entity
having jurisdiction over the CITY's Projects. Execution of a Work Order shall be an
affirmative and irrefutable representation by the CONSULTANT to the CITY that the
CONSULTANT is fully familiar with any and all requisite work conditions of the
provisions of the services.
SECTION 5: CHANGE ORDERS.
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(a) The CITY may revise the scope of services set forth in any particular Work
Order.
(b) Revisions to any Work Order shall be authorized in writing by the CITY as
a Change Order. Each Change Order shall include a schedule of completion for the
services authorized. Change Orders shall identify this Agreement and the appropriate
Work Order number. Change Orders may contain additional instructions or provisions
specific upon certain aspects of this Agreement pertinent to the services to be provided.
Such supplemental instructions or provisions shall not be construed as a modification of
this Agreement. An Agreement between the parties on and execution of any Change
Order shall constitute a final settlement and a full accord and satisfaction of all matters
relating to the change and to the impact of the change on unchanged work, including all
direct and indirect costs of whatever nature, and all adjustments to the CONSULTANT'S
schedule.
SECTION 6: CONSULTANT RESPONSIBILITIES.
(a) The CONSULTANT shall be responsible for the professional
quality, accepted standards, technical accuracy, neatness of appearance of employees,
employee conduct, safety, and the coordination of all services furnished by the
CONSULTANT under this Agreement as well as the conduct of its staff, personnel,
employees and agents. All CONSULTANT employees shall at all times when
performing work wear identification badges which, at a minimum, provides the name of
the employee and the CONSULTANT.
(b) The CONSULTANT shall provide to the CITY a list of employees working
on the project. The CONSULTANT shall provide to the CITY a list of employee working
days, times and assignments within forty-eight (48) hours of the CITY's written request
for such information. This information, when requested by the CITY, shall be provided
to the CITY prior to the employees of the CONSULTANT entering the CITY's premises.
(c) The CONSULTANT shall comply with Section 2-67 of the Sanford City
Code as it relates to security screenings of private contractors and employees of private
contractors. The CONSULTANT shall cause each person found by the City
Commission to be functioning in a position critical to the security and/or public safety of
the CITY by reason of access to any publicly owned or operated facility to undergo the
following inquiries and procedures conducted by the City of Sanford:
i.) Fingerprinting in accordance with the CITY's pre-employment procedures,
ii.) Submission of the fingerprints to the Florida Department of Law
Enforcement for state criminal history evaluation, and
iii.) Submission of the fingerprints to the Federal Bureau of Investigation for a
national criminal history evaluation.
Such confidential information shall be used by the CITY to determine a person's
eligibility to function in such critical employment position(s) as described. Additionally,
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the CITY may request and the CONSULTANT shall provide the name, address and
social security number and licenses (driver's, commercial drivers license or CDL, or
other operator's license) for employees of the CONSULTANT that may work on the
CITY's premises in positions found by the City Commission to be critical to the security
and/or public safety of the CITY by reason of access to any publicly owned or operated
facility. The CONSULTANT shall release such information upon approval of the
employees. If an employee refuses to authorize the release of their address, social
security number and/or licenses they shall not be allowed to work or continue to work in
such critical positions.
(d) The CONSULTANT shall work closely with the CITY on all aspects of the
provision of the services. The CONSULTANT shall be responsible for the professional
quality, technical accuracy, competence, methodology, accuracy and the coordination of
all of the following which are listed for illustration purposes only and not as a limitation:
documents, analysis, reports, data, plans, plats, maps, surveys, specifications, and any
and all other services of whatever type or nature furnished by the CONSULTANT under
this Agreement. The CONSULTANT shall, without additional compensation, correct or
revise any errors or deficiencies in his/her/its plans, analysis, data, reports, designs,
drawings, specifications, and any and all other services of whatever type or nature. The
CONSULTANT's submissions in response to the subject bid or procurement processes
are incorporated herein by this reference thereto.
(e) 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 CONSULTANT shall be and remain liable to the CITY in accordance
with applicable law for all damages to the CITY caused by the CONSULTANT's
negligent or improper performance or failure to perform any of the services furnished
under this Agreement.
(f) The rights and remedies of the CITY, provided for under this Agreement,
are in addition to any other rights and remedies provided by law.
(g) Time is of the essence in the performance of all services provided by the
CONSULTANT under the terms of this Agreement and each and every Work Order.
(h) The CONSULTANT shall cooperate with the CITY in the implementation of
the CITY's tax recovery program and, to that end, the CITY may make purchases
directly under its purchase order processes relative to various materials, supplies and
equipment that may be part of the services provided under this Agreement. The
CONSULTANT hereby recognizes the right of the CITY to engage in tax
recovery/savings through direct purchases.
SECTION 7: CITY RIGHTS AND RESPONSIBILITIES.
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(a) The CITY shall reasonably cooperate with the CONSULTANT in a timely
fashion at no cost to the CONSULTANT as set forth in this Section.
(b) The CITY shall furnish a CITY representative, as appointed by the
designated representative to administer, review and coordinate the provision of services
under Work Orders.
(c) The CITY shall make CITY personnel available where, in the CITY's
opinion, they are required and necessary to assist the CONSULTANT. The availability
and necessity of said personnel to assist the CONSULTANT shall be determined solely
at the discretion of the CITY.
(d) The CITY shall provide site access and shall be responsible for obtaining
the necessary access authorizations to allow the CONSULTANT, its employees,
subconsultants, agents and representatives to have access to all public and private
property germane to any City project site. Access authorizations to be subject to
determination of individual's eligibility purusant to Section 6 paragraph a and City Code
of the City of Sanford Section 2-67.
(e) The CITY shall examine all of the CONSULTANT's services and indicate
the CITY's approval or disapproval within a reasonable time so as not to materially
delay the provisions of the services of the CONSULTANT.
(f) The CITY shall transmit instructions, relevant information, and provide
interpretation and definition of CITY policies and decisions with respect to any and all
services covered by this Agreement.
(g) The CITY shall give written notice to the CONSULTANT whenever the
CITY's designated representative knows of a development that affects the services
provided and performed under this Agreement, timing of the CONSULTANT's provision
of services, or a defect or change necessary in the services of the CONSULTANT.
(h) The rights and remedies of the CITY provided for under this Agreement
are in addition to any other rights and remedies provided by law. The CITY may assert
its right of recovery by any appropriate means including, but not limited to, set-off, suit,
withholding, recoupment, or counterclaim, either during or after performance of this
Agreement as well as the adjustment of payments made to the CONSULTANT based
upon the quality of work of the CONSULTANT.
(i) The CITY shall be entitled to recover any and all legal costs including, but
not limited to, attorney fees and other legal costs that it may incur in any legal actions it
may pursue in the enforcement of the terms and conditions of this Agreement or the
responsibilities of the CONSULTANT in carrying out the duties and responsibilities
deriving from this Agreement.
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m The failure of the CITY to insist in any instance upon the strict
performance of any provision of this Agreement, or to exercise any right or privilege
granted to the CITY hereunder shall not constitute or be construed as a waiver of any
such provision or right and the same shall continue in force.
(k) 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 nor or any cause of action arising out of the performance of this
Agreement and the CONSULTANT shall be and always remain liable to the CITY in
accordance with applicable law for any and all damages to the CITY or the public
caused by the CONSULTANT's negligent or wrongful provision or performance of any
of the services furnished under this Agreement.
(I) All deliverable analysis, reference data, survey data, plans and reports or
any other form of written instrument or document that may result from the
CONSULTANT's services or have been created during the course of the
CONSULTANT's performance under this Agreement shall become the property of the
CITY after final payment is made to the CONSULTANT. This ownership shall not
include any ownership interest in the CONSULTANT'S prior intellectual property and
preexisting information including, but not limited to, computer programs, software,
models, standard details or specifications or the CONSULTANT'S or licensed
professional's seal, stamp or certification.
(m) If the CONSULTANT provides any documents, reports, or materials
including, without limitation, plans, drawings and specifications on electronic media,
then in all circumstances the hard copy of any such document shall control in the event
of any conflict or discrepancies between the hard copy and the electronic media copy.
SECTION 8: COMPENSATION.
(a) Compensation to the CONSULTANT shall be as set forth in each Work
Order which assigns services to be accomplished by the CONSULTANT.
(b) The CONTRACT shall be paid in accordance with the schedule of
charges as set forth in Exhibit "B" attached hereto..
(c) There are no reimbursable expenses to be paid to the CONSULTANT
except as specifically set forth herein.
SECTION 9: INVOICE PROCESS.
(a) Invoices, which are in an acceptable form to the CITY and without
disputable items, which are received by the CITY, will be processed for payment within
thirty (30) days of receipt by the CITY.
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(b) The CONSULTANT will be notified of any disputable items contained in
invoices submitted by the CONSULTANT within fifteen (15) days of receipt by the CITY
with an explanation of the deficiencies.
(c) The CITY and the CONSULTANT will make every effort to resolve all
disputable items contained in the CONSULTANT's invoices.
(d) Each invoice shall reference this Agreement, the appropriate Work Order
and Change Order if applicable, and billing period.
(e) The Florida Prompt Payment Act shall apply when applicable. A billing
period represents the dates in which the CONSULTANT completed services referenced
in an invoice.
(f) Invoices are to be forwarded directly to:
Finance Department
City Of Sanford
City Hall
300 North Park Avenue
Sanford, Florida 32771
SECTION 10: COMMENCEMENTIIMPLEMENTATION SCHEDULE OF
AGREEMENT.
(a) The CONSULTANT shall commence the provIsion of services as
described in this Agreement upon execution of this Agreement or execution of this
Agreement or execution of a Work Order issued by the CITY. Work Orders shall be
issued in substantially the form set forth in Exhibibit "C" to this Agreement.
(b) The CONSULTANT and the CITY agree to make every effort to adhere to
the schedules required by the CITY or as established for the various Work Orders as
described in each Work Order. However, if the CONSULTANT is delayed at any time in
the provision of services by any act or omission of the CITY, or of any employee,
tumult of the CITY, or by any other Consultant employed by the CITY, or by changes
ordered by the CITY, or by strikes, lock outs, fire, unusual delay in transportation,
terrorism, unavoidable casualties, or any other causes of force majeure not resulting
from the inactions or actions of the CONSULTANT and beyond the CONSULTANT's
control which would not reasonably be expected to occur in connection with or during
performance or provision of the services, or by delay authorized by the CITY pending a
decision, or by any cause which the CITY shall decide to justify the delay, the time of
completion shall be extended for such reasonable time as the CITY may decide. It is
further expressly understood and agreed that the CONSULTANT shall not be entitled to
any damages or compensation, or be reimbursed for any losses on account of any
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delay or delays resulting from any of the aforesaid causes or any other cause
whatsoever.
SECTION 11: TERMILENGTH OF AGREEMENT.
(a) The initial term of this Agreement shall be for a period of one year. It is
noted that as provided by the "CCNA", this agreement will be limited by:
(1) Projects in which construction costs do not exceed $1 million
and/or study activity when the fee for such professional service does not
exceed $50,000
(2) Or for work of a specified nature as outlined in the contract
required by the City, with no time limitation except that the contract will include
a termination clause.
(b) One year from the date of this agreement, an evaluation and review by the
CITY will be conducted which will determine if the CONSULTANT is certified for a new
one year contract.
(c) The contracts may be extended by mutual agreement of the City and the
Consultant. It is noted that extended contracts without the recertification process are
subject to the limitations outlined above.
SECTION 12: DESIGNATED REPRESENTATIVES.
(a) The CITY designates the City Manager or his/her designated
representative, to represent the CITY in all matters pertaining to and arising from the
work and the performance of this Agreement.
(b) The City Manager, or his/her designated representative, shall have the
following responsibilities:
(1) Examination of all work and rendering, in writing, decisions
indicating the CITY's approval or disapproval within a reasonable time so as not to
materially delay the work of the CONSULTANT;
(2) Transmission of instructions, receipt of information, and
interpretation and definition of CITY's policies and decisions with respect to design,
materials, and other matters pertinent to the work covered by this Agreement;
(3) Giving prompt written notice to the CONSULTANT whenever the
CITY official representative knows of a defect or change necessary in the project; and
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(4) Coordinating and managing the CONSULTANT's preparation of
any necessary applications to governmental bodies, to arrange for submission of such
applications.
(c) Until further notice from the City Manager the designated representative
for this Agreement is:
F. William Smith, Purchasing Manager
City Of Sanford, City Hall
300 North Park Avenue
Sanford, Florida 32771
Telephone Number: (407) 330-5613
(d) The CONSULTANT's designated representative is:
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SECTION 13: TERMINATION/SUSPENSION OF AGREEMENT.
(a) The CITY may terminate this Agreement or any Work Order for
convenience at any time or this Agreement or any Work Order for anyone (1) or more
of the reasons as follows:
(1) If, in the CITY's opinion, adequate progress to be provided or under
a Work Order is not being made by the CONSULTANT due to the CONSULTANT's
failure to perform; or
(2) If, in the CITY's opinion, the quality of the services provided by the
CONSULTANT is/are not in conformance with commonly accepted professional
standards, standards of the CITY, and the requirements of Federal and/or State
regulatory agencies, and the CONSULTANT has not corrected such deficiencies in a
timely manner as reasonably determined by the CITY; or
(3) The CONSULTANT or any employee or agent of the
CONSULTANT is indicted or has a direct charge issued against him/her for any crime
arising out of or in conjunction with any work that has been performed by the
CONSULTANT; or
(4) The CONSULTANT becomes involved in either voluntary or
involuntary bankruptcy proceedings, or makes an assignment for the benefit of
creditors; or
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(5) The CONSULTANT violates the Standards of Conduct provisions
herein or any provision of Federal, State or local law or any provision of the CITY's
Code of Conduct.
(b) In the event of any of the causes described in this Section, the CITY's
designated representative may send a certified letter to the CONSULTANT requesting
that the CONSULTANT show cause why the Agreement or any Work Order should not
be terminated. If assurance satisfactory to the CITY of corrective measures to be made
within a reasonable time is not given to the CITY within seven (7) calendar days of the
date of the letter, the CITY may consider the CONSULTANT to be in default, and may
then immediately terminate this Agreement or any Work Order in progress under this
Agreement.
(c) In the event that this Agreement or a Work Order is terminated for cause
and it is later determined that the cause does not exist, then this Agreement or the Work
Order shall be deemed terminated for convenience by the CITY and the CITY shall
have the right to so terminate this Agreement without any recourse by the
CONSULTANT.
SECTION 14: TERMINATION BY CONSULTANT FOR CAUSE.
The CONSULTANT may terminate this Agreement only if the CITY fails to pay the
CONSULTANT in accordance with this Agreement. In the event of such cause, the
CONSULTANT shall send a certified letter requesting that the CITY show cause why
the Agreement should not be terminated. If adequate assurances are not given to the
CONSULTANT within fifteen (15) days of the receipt by the CITY of said show cause
notice, then the CONSULTANT may consider the CITY to be in default, and may
immediately terminate this Agreement.
SECTION 15: TERMINATION BY THE CITY WITHOUT CAUSE.
(a) Notwithstanding any other provision of this Agreement, the CITY shall
have the right at any time to terminate this Agreement in its entirely without cause, or
terminate any specific Work Order without cause, if such termination is deemed by the
CITY to be in the public interest, in writing of deficiencies or default in the performance
of its duties under the Agreement and the CONSULTANT shall have ten (10) days to
correct same or to request, in writing, a hearing.
(b) Failure of the CONSULTANT to remedy said specified items of deficiency
or default in the notice by either the CITY's designated representative within ten (10)
days of receipt of such notice of such decisions, shall result in the termination of the
Agreement, and the CITY shall be relieved of any and all responsibilities and liabilities
under the terms and provisions of the Agreement.
(c) The CITY shall have the right to terminate this Agreement without cause
with a one-hundred twenty (120) day written notice to the CONSULTANT. The CITY
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reserves the right to terminate any Agreement for cause with a five (5) day written
notice to the CONSULTANT. Notice shall be served to the parties as specified in the
Agreement.
(d) In the event that this Agreement is terminated, the CITY shall identify any
specific Work Order(s) being terminated and the specific Work Order(s) to be continued
to completion pursuant to the provisions of this Agreement.
(e) This Agreement will remain in full force and effect as to all authorized
Work Order(s) that is/are to be continued to completion.
(f) In the event that after the CITY's termination for cause for failure of the
CONSULTANT to fulfill its obligations under this Agreement it is found that the
CONSULTANT has not so failed, the termination shall be deemed to have been for
convenience and without cause.
SECTION 16: PAYMENT IN THE EVENT OF TERMINATION.
In the event this Agreement or any Work Order is terminated or canceled prior to final
completion without cause, payment for the unpaid portion of the services provided by
the CONSULTANT to the date of termination and any additional services shall be paid
to the CONSULTANT.
SECTION 17: ACTION FOLLOWING TERMINATION.
Upon receipt of notice of termination given by either party, the terminated party shall
promptly discontinue the provision of all services, unless the notice provides otherwise.
SECTION 18: SUSPENSION.
(a) The performance or provision of the CONSULTANT's services under any
Work Order or under this Agreement may be suspended by the CITY at any time.
(b) In the event the CITY suspends the performance or provision of the
CONSULTANT's services hereunder, the CITY shall so notify the CONSULTANT in
writing, such suspension becoming effective within seven (7) days from the date of
mailing, and the CITY shall pay to the CONSULTANT within thirty (30) days all
compensation which has become due to and payable to the CONSULTANT to the
effective date of such suspension. The CITY shall thereafter have no further obligation
for payment to the CONSULTANT for the suspended provision of services unless and
until the CITY's designated representative notifies the CONSULTANT in writing that the
provision of the services of the CONSULTANT called for hereunder are to be resumed
by the CONSULTANT.
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(c) Upon receipt of written notice from the CITY that the CONSULTANT's
provision of services hereunder are to be resumed, the CONSULTANT shall continue
to provide the services to the CITY.
SECTION 19: EQUAL OPPORTUNITY EMPLOYMENT/NON-
DISCRIMINATION.
The CONSULTANT 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, national origin or disability and will take affirmative steps to ensure
that applicants are employed and employees are treated during employment without
regard to race, color, religion, sex, age, national origin or disability. This provision shall
include, but not be limited to, the following: employment, upgrading, demotion or
transfer; recruitment advertising; layoff or termination; rates of payor their forms or
compensation; and selection for training, including apprenticeship. The CONSULTANT,
moreover, shall comply with all the requirements as imposed by the Americans with
Disability Act, the regulations of the Federal government issued thereunder, and any
and all requirements of Federal or State law related thereto.
SECTION 20: INDEMNITY AND INSURANCE.
(a) To the fullest extent permitted by law, the CONSULTANT shall indemnify,
hold harmless and defend the CITY, its agents, servants, officers, officials and
employees, or any of them, from and against any and 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 or
provision of services required under this Agreement, provided that same is caused in
whole or part by the error, omission, negligent act, failure to act, malfeasance,
misfeasance, or misconduct of the CONSULTANT, its agents, servants, officers,
officials, employees, or subConsultants. Additionally, the CONSULTANT accepts
responsibility for all damages resulting from services contemplated to be performed
hereunder by Consultant. .
(b) In accordance with Section 725.06, Florida Statutes, adequate
consideration has been provided to the CONSULTANT for this obligation, the receipt
and sufficiency of which is hereby specifically acknowledged.
(c) Nothing herein shall be deemed to affect the rights, privileges, and
immunities of the CITY as set forth in Section 768.28, Florida Statutes.
(d) In claims against any person or entity indemnified under this Section by an
employee of the CONSULTANT 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
Page 14 of 32
CONSULTANT or its agents or subConsultants, under Workers Compensation acts,
disability benefits acts, or other employee benefit acts.
(e) The execution of this Agreement by the CONSULTANT shall obligate the
CONSULTANT to comply with the indemnification provision in this Agreement; provided,
however, that the CONSULTANT must also comply with the provisions of this
Agreement relating to insurance coverages.
(f) The CONSULTANT shall submit a report to the CITY within twenty-four
(24) hours of the date of any incident resulting in damage or which is reasonably likely
to result in a claim of damage.
SECTION 21: INSURANCE.
(a) The CONSULTANT shall obtain or possess and continuously maintain the
following insurance coverage, from a company or companies, with a Best Rating of A-
or better, authorized to do business in the State of Florida and in a form acceptable to
the City and with only such terms and conditions as may be acceptable to the CITY:
(1) Workers Compensation/Employer Liability: The CONSULTANT
shall II provide Worker's Compensation for all employees. The limits will be statutory
limits for Worker's Compensation insurance and $1,000,000 for Employer's Liability.
(2) Comprehensive General Liabilitv: The CONSULTANT will provide
coverage for all operations including, but not limited to, contractual, products and
complete operations and personal injury. The limits will not be less than $1,000,000
Combined Single Limit (CDL) or its equivalent.
(3) Comprehensive Automobile Liabilitv: The CONSULTANT shall
provide complete coverage for owned and non-owned vehicles for limits not less than
$1,000,000 CSL or its equivalent.
(4). Professional Liability: The CONTRACTOR shall provide
professional liability insurance as well as errors and omission insurance in a minimum
amount of $1,000,000 CSL or its equivalent. The City agrees to accept insurers from
the London Market for Professional Liability Insurance.
(b) All insurance other than Workers Compensation and Professional Liability
Insurance to be maintained by the CONSULTANT shall specifically include the CITY as
an additional insured.
(c) The CONSULTANT shall provide Certificates of Insurance to the CITY
evidencing that all such insurance is in effect prior to the issuance of the first Work
Order under this Agreement from the CITY. These Certificates of Insurance shall
become part of this Agreement. Neither approval by the CITY nor failure to disapprove
the insurance furnished by a CONSULTANT shall relieve the CONSULTANT of the
Page 15 of 32
CONSULTANT's full responsibility for performance of any obligation including the
CONSULTANT's indemnification of the CITY under this Agreement. If, during the
period which an insurance company is providing the insurance coverage required by
this Agreement, an insurance company shall: (1) lose its Certificate of Authority, (2) no
longer comply with Section 440.57, Florida Statutes, or (3) fail to maintain the requisite
Best's Rating and Financial Size Category, the CONSULTANT shall, as soon as the
CONSULTANT has knowledge of any such circumstance, immediately notify the CITY
and immediately replace the insurance coverage provided by the insurance company
with a different insurance company meeting the requirements of this Agreement. Until
such time as the CONSULTANT has replaced the unacceptable insurer with insurance
acceptable to the CITY, the CONSULTANT shall be deemed to be in default of this
Agreement.
(d) The insurance coverage shall contain a provision that requires that prior to
any changes in the coverage, except increases in aggregate coverage, thirty (30) days
prior notice will be given to the CITY by submission of a new Certificate of Insurance.
(e) The CONSULTANT shall furnish Certificate of Insurance directly to the
CITY's designated representative. The certificates shall clearly indicate that the
CONSULTANT has obtained insurance of the type, amount and classification required
by this Agreement.
(f). Nothing in this Agreement or any action relating to this Agreement shall be
construed as the CITY waiver of sovereign immunity beyond the limits set forth in
Section 768.28, Florida Statutes.
(g) The CITY shall not be obligated or liable under the terms of this
Agreement to any party other than the CONSULTANT. There are no third party
beneficiaries to this Agreement.
(h). The CONTRACTOR is an independent contractor and not an agent,
representative, or employee of the CITY. The CITY shall have no liability except as
specifically provided in this Agreement.
(i) All insurance shall be primary to, and not contribute with, any insurance or
self-insurance maintained by the CITY.
SECTION 22: STANDARDS OF CONDUCT.
(a) The CONSULTANT warrants that it 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 the CONSULTANT has not
paid or agreed to pay any person, company, corporation, individual or firm other than a
bona fide employee working solely for the CONSULTANT, any fee, commission,
percentage, gift, or any other consideration, contingent upon or resulting from the award
of making this Agreement.
Page 16 of 32
(b) The CONSULTANT shall not discriminate on the grounds of race, color,
religion, sex, or national origin in the performance of work under this Agreement or
violate any laws pertaining to civil rights, equal protection or discrimination.
(c) The CONSULTANT hereby certifies that no undisclosed (in writing) conflict
of interest exists with respect to the Agreement, including, but not limited to, any
conflicts that may be due to representation of other clients, customers or vendees, other
contractual relationships of the CONSULTANT, or any interest in property that the
CONSULTANT may have. The CONSULTANT further certifies that any conflict of
interest that arises during the term of this Agreement shall be immediately disclosed in
writing to the CITY. Violation of this Section shall be considered as justification for
immediate termination of this Agreement.
(d) The CONSULTANT shall ensure that all taxes due from the
CONSULTANT are paid in a timely and complete manner including, but not limited to,
occupational license tax.
(e) If the CITY determines that any employee or representative of the
CONSULTANT is not satisfactorily performing his/her assigned duties or is
demonstrating improper conduct pursuant to any assignment or work performed under
this Agreement, the CITY shall so notify the CONSULTANT, in writing. The
CONSULTANT shall immediately remove such employee or representative of the
CONSULTANT from such assignment.
(f) The CONSULTANT shall not publish any documents or release
information regarding this Agreement to the media without prior approval of the CITY.
(g) The CONSULTANT shall certify, upon request by the CITY, that the
CONSULTANT maintains a drug free workplace policy in accordance with Section
287.0878, Florida Statutes. Failure to submit this certification may result in termination
of this Agreement.
(h) If the CONSULTANT or an affiliate is placed on the convicted vendor list
following a conviction for a public entity crime, such action may result in termination of
this Agreement by the CITY. The CONSULTANT shall provide a certification of
compliance regarding the public crime requirements set forth in State law upon request
by the CITY.
(i) The CITY reserves the right to unilaterally terminate this Agreement if the
CONSULTANT refuses to allow public access to all documents, papers, letters, or other
materials subject to provisions of Chapter 119, Florida Statutes, and other applicable
law, and made or received by the CONSULTANT in conjunction, in any way, with this
Agreement.
Page 17 of 32
m The CONSULTANT shall comply with the requirements of the Americans
with Disabilities Act (ADA), and any and all related Federal or State laws which prohibits
discrimination by public and private entities on the basis of disability.
(k) The CITY will not intentionally award publicly-funded contracts to any
Consultant who knowingly employs unauthorized alien workers, constituting a violation
of the employment provisions contained in 8 U.S.C. Section 1324a(e) Section 274A(e)
of the Immigration and Nationally Act (lNA). The CITY shall consider the employment
by the CONSULTANT of unauthorized aliens, a violation of Section 274A(e) of the INA.
Such violation by the CONSULTANT of the employment provisions contained in Section
274A(e) of the INA shall be grounds for immediate termination of this Agreement by the
CITY.
(I) The CONSULTANT agrees to comply with Federal, State, and local
environmental, health, and safety laws and regulations applicable to the services
provided to the CITY. The CONSULTANT agrees that any program or initiative
involving the work that could adversely affect any personnel involved, citizens,
residents, users, neighbors or the surrounding environment will ensure compliance with
any and all employment safety, environmental and health laws.
(m) The CONSULTANT shall ensure that all services are provided to the
CITY after the CONSULTANT has obtained, at its sole and exclusive expense, any and
all permits, licenses, permissions, approvals or similar consents.
(n) If applicable, in accordance with Section 216.347, Florida Statutes, the
CONSULTANT shall not use funds provided by this Agreement for the purpose of
lobbying the Legislature, the judicial branch or State agency.
(0) The CONSULTANT shall advise the CITY in writing of it who has been
placed on a discriminatory vendor list, may not submit a bid on a contract to provide
goods or services to a public entity, or may not transact business with any public entity.
(p) The CONSULTANT shall not engage in any action that would create a
conflict of interest in the performance of that actions of any CITY employee or other
person during the course of performance of, or otherwise related to, this Agreement or
which would violate or cause others to violate the provisions of Part III, Chapter 112,
Florida Statutes, relating to ethics in government.
SECTION 23: ACCESS TO RECORDS/AUDIT/PUBLIC RECORDS.
(a) The CONSULTANT shall maintain books, records, documents, time and
costs accounts and other evidence directly related to its provision or performance of
'"
services under this Agreement. All time records and cost data shall be maintained in
accordance with generally accepted accounting principles.
Page 18 of 32
(b) The CONSULTANT shall maintain and allow access to the records
required under this Section for a minimum period of five (5) years after the completion of
the provision or performance services under this Agreement and date of final payment
for said services, or date of termination of this Agreement.
(c) The CITY may perform, or cause to have performed, an audit of the
records of the CONSULTANT before or 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 CONSULTANT and the CITY subsequent to the close of the
final fiscal period in which services are provided or performed. Total compensation to
the CONSU L T ANT 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 CONSULTANT. Conduct of this audit shall not delay final payment as
required by this Section.
(d) In addition to the above, if Federal, State, County, or other entity funds are
used for any services under this Agreement, the Comptroller General of the United
States or the Chief Financial Officer of the State of Florida, or the County of Flagler, or
any representatives, shall have access to any books, documents, papers, and records
of the CONSU L T ANT which are directly pertinent to services provided or performed
under this Agreement for purposes of making audit, examination, excerpts, and
transcriptions.
(e) In the event of any audit or inspection conducted reveals any overpayment
by the CITY under the terms of the Agreement, the CONSULTANT shall refund such
overpayment to the CITY within thirty (30) days of notice by the CITY of the request for
the refund.
(f) The CONSULTANT agrees to fully comply with all State laws relating to
public records.
(g) The CONSULTANT agrees that if any litigation, claim, or audit is started
before the expiration of the record retention period established above, the records shall
be retained until all litigation, claims or audit findings involving the records have been
resolved and final action taken.
SECTION 24: CODES AND DESIGN STANDARDS.
(a) All services to be provided for performed by the CONSULTANT shall, at
a minimum, be in conformance with commonly accepted industry and professional
codes and standards, standards of the CITY, and the laws of any and all Federal, State
and local regulatory agencies.
(b) The CONSULTANT shall be responsible for keeping apprised of any
changing laws, applicable to the services to be performed under this Agreement.
Page 19 of 32
SECTION 25: ASSIGNABILITY.
(a) The CONSULTANT shall not sublet, assign or transfer any interest in this
Agreement, or claims for the money due or to become due out of this Agreement to a
bank, trust company, or other financial institution without written CITY approval. When
approved by the CITY, written notice of such assignment or transfer shall be furnished
promptly to the CITY.
(b) The CONSULTANT agrees to reasonably participate in the contract
"piggybacking" programs pertinent to local governments.
SECTION 26: SUBCONSUL TANTS.
(a) Any CONSULTANT's proposed subConsultants shall be submitted to the
CITY for written approval prior to the CONSULTANT entering into a subcontract.
SubConsultant information shall include, but not be limited to, State registrations,
business address, occupational license tax proof of payment, and insurance
certifications.
(b) The CONSULTANT shall coordinate the provision of services and work
product of any CITY approved subConsultants, and remain fully responsible for such
services and work under the terms of this Agreement.
(c) Any subcontract shall be in writing and shall incorporate this Agreement
and require the subConsultant to assume performance of the CONSULTANT's duties
commensurately with the CONSULTANT's duties to the CITY under this Agreement, it
being understood that nothing herein shall in any way relieve the CONSULTANT from
any of its duties under this Agreement. The CONSULTANT shall provide the CITY with
executed copies of all subcontracts.
(d) The CONSULTANT shall reasonably cooperate at all times with the CITY
and other CITY Consultants and professionals.
SECTION 27: CONTROLLING LAWSNENUE/INTERPRETATION.
(a) This Agreement is to be governed by the laws of the State of Florida.
(b) Venue for any legal proceeding related to this Agreement shall be in the
Eighteenth Judicial Circuit Court in and for Seminole County, Florida.
(c) This Agreement is the result of bona fide arms length negotiations
between the CITY and the CONSULTANT and all parties have contributed substantially
and materially to the preparation of the Agreement. Accordingly, this Agreement shall
not be construed or interpreted more strictly against anyone party than against any
other party.
Page 20 of 32
SECTION 28: FORCE MAJEURE.
Neither party shall be considered in default in performance of its obligations hereunder
to the extent that performance of such obligations, or any of them, is delayed or
prevented by Force Majeure. Force Majeure shall include, but not be limited to,
hostility, terrorism, revolution, civil commotion, strike, epidemic, fire, flood, wind,
earthquake, explosion, any law, proclamation, regulation, or ordinance or other act of
government, or any act of God or any cause whether of the same or different nature,
existing or future; provided that the cause whether or not enumerated in this Section is
beyond the control and without the fault or negligence of the party seeking relief under
this Section.
SECTION 29: EXTENT OF AGREEMENT/INTERGRA TIONIAMENDMENT.
(a) This Agreement, together with the exhibit(s), if any, constitutes the entire
integrated Agreement between the CITY and the CONSULTANT and supersedes all
prior written or oral understandings in connection therewith. This Agreement, and all
the terms and provisions contained herein, including without limitation the exhibits
hereto, constitute the full and complete agreement between the parties hereto to the
date hereof, and supersedes and controls over any and all prior agreements,
understandings, representations, correspondence and statements whether written or
oral.
(b) This Agreement may only be amended, supplemented or modified by a
formal written amendment.
(c) Any alterations, amendments, deletions, or waivers of the provisions of
this Agreement shall be valid only when expressed in writing and duly signed by the
parties.
SECTION 30: NOTICES.
(a) 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 Section.
(b) For the present, the parties designate the following as the representative
places for giving of notice, to-wit:
For the CITY:
Sherman Yehl,
City Manager
300 North Park Avenue
Page 21 of 32
Sanford, Florida 32771
Telephone Number: 407-330-5602
E-mail address:vehlr@ci.sanford.fl.us
With a copy to:
F. William Smith
Purchasing Manager
300 North Park Avenue
Sanford, Florida 32771
Telephone Number: 407-330-5613
E-mail address:smithb@ci.sanford.fl.us
For the CONSULTANT:
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'W~..tiu\+
~M vJ 6.e.o Sc-\ er"~, 'V\c.. .
\Ltll .~<.w~'bY
~ lO2>
Or-ldNW ~ a )...g'ot_
(c) Written notice requirements of this Agreement shall be strictly construed
and such requirements are a condition precedent to pursuing any rights or remedies
hereunder. The CONSULTANT agrees not to claim any waiver by CITY of such notice
requirements based upon CITY having actual knowledge, implied, verbal or constructive
notice, lack of prejudice or any other grounds as a substitute for the failure of the
CONSULTANT to comply with the express written notice requirements herein.
Computer notification (e-mails and message boards) shall not constitute proper written
notice under the terms of the Agreement.
&+0 1-. L.\-l-leo. 2-fs' ~ Co ~ .
Lfo"l . qC\~. rs:~c;e;.f.
s ~h,'~K.ev e So"""" ~ e.aSc..l c.Y'C~ oS' . c..oVV"
SECTION 31: WAIVER.
The failure of the CITY to insist in any instance upon the strict performance of
any provision of this Agreement, or to exercise any right or privilege granted to the CITY
hereunder shall not constitute or be construed as a waiver of any such provision or right
and the same shall continue in force.
SECTION 32: NO GENERAL CITY OBLIGATION.
(a) In no event shall any obligation of the CITY under this Agreement be or
constitute a general obligation or indebtedness of the CITY, a pledge of the ad valorem
taxing power of the CITY or a general obligation or indebtedness of the CITY within the
meaning of the Constitution of the State of Florida or any other applicable laws, but shall
be payable solely from legally available revenues and funds.
Page 22 of 32
(b) The CONSULTANT shall not have the right to compel the exercise of the
ad valorem taxing power of the CITY.
SECTION 33: EXHIBITS.
Each exhibit referred to and attached to this Agreement is an essential part of
this Agreement. The exhibits and any amendments or revisions thereto, even if not
physically attached hereto, shall be treated as if they are part of this Agreement.
SECTION 34: CAPTIONS.
The Section headings and captions of this Agreement are for convenience and
reference only and in no way define, limit, describe the scope or intent of this
Agreement or any part thereof, or in any way affect this Agreement or construe any
provision of this Agreement.
SECTION 35: SEVERABILlTY/CONSTRUCTION.
(a) If any term, provision or condition contained in this Agreement shall, to
any extent, be held invalid or unenforceable, the remainder of this Agreement, or the
application of such term, provision or condition to persons or circumstances other than
those in respect of which it is invalid or unenforceable, shall not be affected thereby,
and each term, provision and condition of this Agreement shall be valid and enforceable
to the fullest extent permitted by law when consistent with equity and the public interest.
(b) All provisions of this Agreement shall be read and applied in para materia
with all other provisions hereof.
SECTION 36: ALTERNATIVE DISPUTE RESOLUTION (ADR).
(a) In the event of a dispute related to any performance or payment obligation
arising under this Agreement, the parties agree to exhaust any alternative dispute
resolution procedures reasonably imposed by the CITY prior to filing suit or otherwise
pursuing legal remedies.
(b) The CONSULTANT agrees that it will file no suit or otherwise pursue legal
remedies based on facts or evidentiary materials that were not presented for
consideration to the CITY in alternative dispute resolution procedures or which the
CONSULTANT had knowledge and failed to present during the CITY procedures.
(c) In the event that CITY procedures are exhausted and a suit is filed or legal
remedies are otherwise pursued, the parties shall exercise best efforts to resolve
disputes through voluntary mediation. Mediator selection and the procedures to be
employed in voluntary mediation shall be mutually acceptable to the parties. Costs of
Page 23 of 32
voluntary mediation shall be shared equally among the parties participating In the
mediation.
SECTION 37: COUNTERPARTS.
This Agreement may be executed in any number of counterparts, each of which
shall be deemed an original, but all of which, taken together, shall constitute one and
the same document.
SECTION 38: SUBMITTALS.
The following are items the Consultant must submit to the City as stated in this
Agreement: :
a) Description of Services; Section 2.
b) Worker compensation insurance for all employees; Section 21, Paragraph (a) (1)
c) Certificates of insurance; Section 21, Paragraph (c)
d) Conflict of Interest Statement; Section 22, Paragraph (c)
This Agreement describes each item listed above in detail. All provided to the City must
be accurate and updated certifying the Consultant is proceeding correctly.
SECTION 39: EXHIBITS.
Each Exhibit referred to and attached to this Agreement is an essential part of this
Agreement. The Exhibits and any amendments or revisions thereto, even if not
physically attached hereto, shall be treated as if they are part of this Agreement.
IN WITNESS WHEREOF, the parties hereto have made and executed this
Agreement on the respective dates under eaqh. signature: the CITY through its City
Commssion taking action on the (O~ day of tJav'Ch, 2008 , and the CONSULTANT
signing by and through its duly authorized corporate officer having the full and complete
authority to execute same.
Date: M.AA-", 2.00 i
Page 24 of 32
For the use and reliance of the City of
Sanford only. Approved as to form
and legal sufficiency.
~/ William L. Colbert
William L. Colbert, City Attorney
Page 25 of 32
SANFORD
.~~
**No exhibit "A" this contract.
EXHIBIT "A"
Page 26 of 32
CITY OF SANFORD
Exhibit B
Project Status Report
Project Name:
Project Manager:
Status Report Period; From:
To:
Phase:
Planning 0 Design 0 Bidding 0 Construction 0
1. In paragraph form, list the current status of the project and work completed this
Billing Period.
2. In paragraph form, list all milestones reached this Billing Period.
3. In paragraph form, list any pending issues or items of note.
Project Manager Signature:
Date:
Page 27 of 32
EXHIBIT C
SMW GeoSciences, Inc.
2008 FEES FOR SEItVlCES
Professional Servfces
Prlndpal
Senior Professional Engineer
Professional Engineer
Professional Geologist
Senior Hydrogeolosist
Senior Hydrologist
Staff Engineer
Sta~ Geologist
Senior Administrative ASsistant
$17S.ooIhour
$lS0.OM1our
$ t20.OM1our
$120.ooAlour
$110.0Mlour
$100.00Jhour
$90.00Jhour
$90.OOIhour
$60.OOIhour
ClerlcaVAdministrative
TeChnlcal~kes
$SS.OOIhour
Senior Modeler
$22S.00Jhour
$200;OOIhour
S12S.00Jhour
$7S.00Jhour
$7S.OM1our
Modeler
Wetlands Biologist
DraftingfGIS Technician
Field Technldan
Additional
Expenses:
S\.Ibcontractors
Mileage
AII'nvokes wHl ~ due and ~yableWithln 3O-days ()f receipt.
CQst + ~O"
cost + 20\
50.S~ 1m lie
Page 28 of 32
EXHIBIT "0"
WORK ORDER FORM
CITY OF SANFORD
WORK ORDER
FOR
PROFESSIONAL ARCHITECTRUAL ENGINEERING SERVICES
AGREEMENT
lRFQ 05/06-151
WORK ORDER NO.:
PROJECT:
CONSULTANT:
Execution of the Work Order by the CITY shall serve as authorization for the
CONSULTANT to provide for the above project, professional services as set out in the
Scope of Services attached as Exhibit "A," to that certain Agreement of
between the CITY and the CONSULTANT and
further delineated in the specifications, conditions and requirements stated in the
following listed documents which are attached hereto and made a part hereof.
ATTACHMENTS:
[] DRAWINGS/PLANS/SPECIFICATIONS
[] SCOPE OF SERVICES
[] SPECIAL CONDITIONS
[ ]
The CONSULTANT shall provide said services pursuant to this Work Order, its
Page 29 of 32
attachments and the above-referenced Agreement, which is incorporated herein by
reference as if it had been set out in its entirety. Whenever the Work Order conflicts
with said Agreement, the Agreement shall prevail.
TIME FOR COMPLETION: The work authorized by this Work Order shall be
commenced upon issuance of a Notice to Proceed by the CITY and shall be completed
within (_) calendar days.
METHOD OF COMPENSATION:
(a) This Work Order is issued on a:
[] FIXED FEE BASIS
[] TIME BASIS METHOD WITH A NOT-TO- EXCEED AMOUNT
[] TIME BASIS METHOD WITH A LIMITATION OF FUNDS
AMOUNT
(b) If the compensation is based on a "Fixed Fee Basis," then the
CONSULTANT shall perform all work required by this Work Order for the sum of
DOLLARS ($ ). In no event shall the
CONSULTANT be paid more than the Fixed Fee Amount.
(c) If the compensation is based on a "Time Basis Method" with a Not-to-
Exceed Amount, then the CONSULTANT shall perform all work required by this Work
Order for a sum not exceeding DOLLARS
($ ). The CONSULTANT'S compensation shall be based on the actual
work required by this Work Order.
(d) If the compensation is based on a "Time Basis Method" with a Limitation
of Funds Amount, then the CONSULTANT is not authorized to exceed the Limitation of
Funds amount of DOLLARS
($ ) without prior written approval of the CITY. Such approval, if given by
the CITY, shall indicate a new Limitation of Funds amount. The CONSULTANT shall
advise the CITY whenever the CONSULTANT has incurred expenses on this Work
Order that equals or exceeds eighty percent (80%) of the Limitation of Funds amount.
The CITY shall compensate the CONSULTANT for the actual work performed under
this Work Order.
(e) Payment to the CONSULTANT shall be made by the CITY in strict
accordance with the payment terms of the above-referenced Agreement.
(f) It is expressly understood by the CONSULTANT that this Work Order,
until executed by the CITY, does not authorize the performance of any services by the
CONSULTANT and that the CITY, prior to its execution of the Work Order, reserves the
right to authorize a party other than the CONSULTANT to perform the services called
for under this Work Order if it is determined that to do so is in the best interest of the
Page 30 of 32
CITY.
IN WITNESS WHEREOF, the parties hereto have made and executed this Work
Order on the respective dates under each signature: the CITY through its City
Commssion taking action on the _ day of , 200_, and the
CONSULTANT signing by and through its duly authorized corporate officer having the
full and complete authority to execute same.
ATTEST:
CONTRACTOR.
By:
Corporate Secretary or Witness
Corporate President
Date:
ATTEST:
CITY OF SANFORD
Janet Dougherty, City Clerk
Linda Kuhn
Mayor
Date:
For the use and reliance of the City of
Sanford only. Approved as to form
and legal sufficiency.
~/ William L. Colbert
William L. Colbert, City Attorney
Page 31 of 32
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