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HomeMy WebLinkAboutCity of Tamarac Resolution R-2006-105Temp. Reso. # 10978 June 14, 2006 Page 1 CITY OF TAMARAC, FLORIDA RESOLUTION NO. R-2006- Q� A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA, AUTHORIZING THE APPROPRIATE CITY OFFICIALS TO EXECUTE AN AGREEMENT BETWEEN THE CITY OF TAMARAC AND BECK DISASTER RECOVERY, INC. FOR DISASTER DEBRIS MONITORING SERVICES UTILIZING ORANGE COUNTY CONTRACT NUMBER Y5-100013; PROVIDING FOR CONFLICTS; PROVIDING FOR SEVERABILITY; PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the City of Tamarac is vulnerable to variety of natural disasters including hurricanes and tornadoes; and WHEREAS, the impact of a major disaster would exceed the ability of City emergency response resources; and WHEREAS, in the event of a major disaster supplemental resources would be required in order to rapidly restore the City to pre -disaster conditions; and WHEREAS, disaster debris monitoring following a debris generating event, such as a hurricane, is necessary to assure Federal Emergency Management Agency (FEMA) emergency plan and debris removal contract requirements are met; and WHEREAS, independent disaster debris monitoring is a critical component in successful debris removal operations; and WHEREAS, disaster debris monitoring is essential to the justification and documentation of any application for FEMA Public Assistance or Reimbursement funding; and Temp. Reso. # 10978 June 14, 2006 Page 2 WHEREAS, a disaster debris monitoring services agreement with a private sector service provider places a vast array of specialized equipment, personnel and material at the City's disposal in the event of a disaster; and WHEREAS, City of Tamarac Code §6-155 allows the Purchasing/Contracts Manager the authority to waive purchasing procedures to procure supplies, materials, equipment, and services which are subject to contracts with other governmental agencies when the best interest of the City would be served; and WHEREAS, Orange County Contract Y5-1000B, between Orange County, Florida and RW Beck, Inc. hereto attached as Exhibit 1, was found to be an advantageous route to pursue in this case; and WHEREAS, on May 9, 2006, RW Beck, Inc. and Orange County agreed to consent to the assignment of Contract Y5-100013 to Beck Disaster Recovery Inc. hereto attached as Exhibit 2; and WHEREAS, Beck Disaster Recovery, Inc. has agreed to honorthe prices, terms and conditions of Orange County Contract no. Y5-100013, as evidenced in Exhibit 3; and WHEREAS, Orange County, Florida has given permission for the City of Tamarac to utilize Orange County Contract Y5-100013 as evidenced in Exhibit 4; and WHEREAS, the Director of Public Works, and Purchasing/Contracts Manager recommend that the City execute a one (1) year agreement with Beck Disaster Recovery, Inc. utilizing Orange County Contract Y5-1000B for disaster recovery services; and u 1 L Temp. Reso. # 10978 June 14, 2006 Page 3 WHEREAS, the City Commission of the City of Tamarac, Florida deems it to be in the best interest of the citizens and residents of the City of Tamarac to execute a one (1) year agreement with Beck Disaster Recovery, Inc. utilizing Orange County Contract No. Y5-1000B for disaster debris monitoring services. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA, THAT: SECTION 1: The foregoing "WHEREAS' clauses are hereby ratified and confirmed as being true and correct and are hereby made a specific part of this Resolution upon adoption hereof. SECTION 2: The appropriate City Officials are hereby authorized to execute a one (1) year Agreement between the City of Tamarac and Beck Disaster Recovery, Inc. hereto attached as Exhibit 5; and SECTION 3: All Resolutions or parts of Resolutions in conflict herewith are hereby repealed to the extent of such conflict. SECTION 4: If any provision of this Resolution or the application thereof to any person or circumstance is held invalid, such invalidity shall not affect other provisions or applications of this Resolution that can be given effect without the invalid provision or application, and to this end the provisions of this Resolution are declared to be severable. Temp. Reso. # 10978 June 14, 2006 Page 4 SECTION 5: This Resolution shall become effective immediately upon its passage and adoption. PASSED, ADOPTED AND APPROVED this th day of j U�x- , 2006. IVA iov ,. �: V F.M61 ATTEST: RECORD OF COMMISSION VOTE: MARION SWENSON, CMC MAYOR FLANSBAUM-TALASISCO CITY CLERK DIST 1: V/M PORTNER DIST 2: COMM. ATKINS-GRAD _ DIST 3: COMM. SULTANOF DIST 4: COMM. DRESSLER I HEREBY CERTIFY that I have approved this RESOLUTION as to form. 0 � • N♦ J✓ PAMUELs./q6R N CITY AT RNEY I L' [:JIII�I�Jr".Ir7►ll.'i� \ME[tt�IUi�� CONTRACT Y5-1000B This Contract is made as of the llLh day of JULY 2005 by and between Orange County, a Political Subdivision of the State of Florida, by and through its f oard of County Commissioners, hereinafter referred to as the COUNTY, and R.W. BECK, INC., an corporation authorized to do business in the State of Florida, hereinafter referred to as the CONSULTANT, whose Federal I.D. #91-0883905. h► consideration of the mutual promises contained herein, the COUNTY and the CONSULTANT agree as follows: ARTICLE 1 -SERVICES ., The CONSULTANT'S responsibility under this Contract is to provide profes,ionaUconsultation "services in the area of Disaster Debris Monitoring Services, as more specifcc,illy set forth in the Scope of Services detailed in Exhibit "A". The COUNfY'S representative/liaison during the performance of this Contract shall be Mark Massaro telephone no. 407 836-7973. ARTICLE 2 - SCHEDULE Contract initial performance period shall be three (3) years form date of award. This contract may be renewed, by mutual written agreement, for two (2) additional one (I ) yi.ar periods up to a cumulative total of five (5) years at the same prices, terms and conditions. Any change in price, terns or conditions shall be accomplished by written amendment to this contract. Reports and other items shall be delivered or completed in accordance with the detailed schedule set forth in Exhibit "A". Any order issued during the effective date of this contract, but not completed within that period, shall be completed by the CONSULTANT within the time specified in the o- der. An order is considered a Notice to Proceed or other. The contract shall govern the CONSULTANT and the COUNTY'S rights and obligations with respect to the extent as if the order were completed during the contract's performance period. ARTICLE 3 - PAYMENTS TO CONSULTANT A. The Consultant shall be paid for services rendered and accepted in accordance with the hourly rates specified in Exhibit "B". The CONSULTANT will notify the COUNTY, in writing, when 90% of the estimated amount for any order issued has been reached. The CONSULTANT will bill the COUNTY on a monthly basis, or as otherwise provided, at the amounts set forth in Exhibit "B" for services rendered toward the completion of the Scope of Work. Where incremental billings for partially completed items are permitted, the total incremental billings shall not exceed the percentage of estimated completion as of the billing date. so---­Nu-.,1 0978..— Exhibit--- B. Invoices received from the CONSULTANT pursuant to this Contract will be reviewed and approved by the COUNTY, indicating that services have been rendered in conformity with the Contract, before submission to the Finance Department for paymert. Invoices must reference this contract number. Invoices will be paid in accordance with t ie State of Florida Prompt Payment Act. C. All requests for payment under this contract shall identify the positions, hourly rate, and the specific individual(s) for which the billing applies. The hourly rate shall include all costs, including overhead, and profit. No costs for travel and associated expense.; shall be incurred without the express written approval of the County. Costs for approved t -avel, per diem or mileage expenses shall be in strict accordance with Section 112.061, Florida :Statute and Exhibit "C". No travel expenses, mileage, per diem, meals, rental car allowances and/or lodging shall be applicable to local residents. Local residents are those domiciled in Orange, Seminole, Lake or Osceola Counties. D. Final Invoice: In order for both parties herein to close their book:; and records, the CONSULTANT will clearly state "final invoice' on the CONSULTANT'S = nal/last billing to the COUNTY. This certifies that all services have been properly performed and all charges and costs have been invoiced to Orange County. Since this account will be thereupon closed, any and other further charges if not properly included on this final invoice are waived by the CONSULTANT. ARTICLE 4 - TRUTH IN NEGOTIATION CERTIFICATE Signature of this Contract by the CONSULTANT shall act as the executicn of the truth -in - negotiation certificate certifying that the wage rates and costs used l o determine the compensation provided for in this Contract are accurate, complete and curren. as of the date of the Contract and no higher than those charged the CONSULTANT'S most favored customer for the same or substantially similar service. The said rates and costs shall be adjusted to exclude any significant sums sho ild the COUNTY determine that the rates and costs were increased due to inaccurate, incomph-te or non -current wage rates or due to inaccurate representations of fees paid to outside consultants. The COUNTY shall exercise its right under this "Certificate" within one (1) year following final payment. ARTICLE S — TERMINATION A. Termination for Default: The COUNTY may, by written notice to the CONSULTANT, tertninato this contract for default in whole or in part (release orders, if applicable) if the CONSULTANT ilails to: 1. Provide products or services that comply with the specifications herein or fails to meet the COUNTY'S performance standards _ • ` _ 10978— Exhibit 2. Deliver the supplies or to perform the services within the time specifieJ in this contract or any extension. 3. Make progress so as to endanger performance of this contract 4. Perform any of the other provisions of this contract. Prior to termination for default, the COUNTY will provide adequate written notice to the CONSULTANT through the Manager, Purchasing and Contracts, affording him/lter the opportunity to cure the deficiencies or to submit a specific plan to resolve the leficiencies within ten (10) days (or the period specified in the notice) after receipt of the notice. Failure to adequately cure the deficiency shall result in termination action. Such tenmination may also result in suspension or debarment of the CONSULTANT in accordance with the County's Procurement Ordinance, The CONSULTANT and its sureties (if any) shal be liable for any damage to the COUNTY resulting from the Consultant's default of the coma act. This liability includes any increased costs incurred by the COUNTY in completing contract )erformance. In the event of termination by the COUNTY for any cause, the CC NSULTANT will have, in no event, any claim against the COUNTY for lost profits or compensation for lost opportunities. After a receipt of a Termination Notice and except as otherwise directed by the COUNTY the CONSULTANT shall: Stop work on the date and to the extent specified. A. Terminate and settle all orders and subcontracts relating to the performance of the terminated work. B. Transfer all work in process, completed work, and other materials related to the terminated work as directed by the COUNTY. C. Continue and complete all parts of that work that have not been terminal ed. Neither CONSULTANT nor COUNTY shall be liable, nor may cane! this contract for default, when delays arise out of causes beyond the control of CONSULTANT or COUNTY. Such causes may include but are not restricted to acts of God, acts of COUNTY in sovereign capacity, fires, floods, lightning strikes, epidemics, quarantine restrictions, strikes, freight embargoes, wars, civil disturbances, work stoppage, power failures, h ws, regulations, ordinances, acts or orders of any governmental agency or official thereof, and unusually severe weather. In every case, the delay must be beyond the control of the claiming party. If CONSULTANT is delayed in its performance as a result of the above causes, COUNTY, shall upon written request of CONSULTANT, agree to equitably adjust the provisions of this contract, including price and delivery, as may be affected by such delay. B. Termination Lor Cgnvenlence The COUNTY, by written notice, may terminate this contract, in whole or it part, when it is in the COUNTY'S interest. If this contract is terminated, the County shall be liable only for goods or services delivered and accepted. The County Notice of Termination may provide the CONSULTANT thirty (30) days prior notice before it becomes effective. However, at the COUNTY'S sole option, a termination for convenience may be effective imnediately and may apply to release orders (if applicable) or to the contract in whole. ARTICLE 6 - PERSONNEL The CONSULTANT represents that it has, or will secure at its own expt nse, all necessary personnel required to perform the services under this Contract. Such personnel shall not be employees of or have any contractual relationship with the COUNTY. All of the services required herein under shall be performed by the CONSULTANT or under its supervision, and all personnel engaged in performing the services shall be ful y qualified and, if required. authorized or permitted under state and local law to perform such ser ices. Any changes or substitutions in the CONSULTANT'S key personnel, as may lie listed in Exhibit "A", must be made known to the COUNTY'S representative and written approval must be granted by the COUNTY before said change or substitution can become effective. The CONSULTANT warrants that all services shall be performed by skillod and competent personnel to the highest professional standards in the field. The Consultant -hall remove from the contract any person the County deems. incompetent, careless or otherwise cbjectionable. ARTICLE 7 - SUBCONTRACTING The COUNTY reserves the right to accept the use of a subcontractor or to reje.t the selection of a particular subcontractor and to inspect all facilities of any subcontractors itt order to make a determination as to the capability of the subcontractor to perform properly under this Contract. The CONSULTANT is encouraged to seek minority and women business enterprises for participation in subcontracting opportunities. If a subcontractor fails to perform or make progress, as required by this Contract, and it is necessary to replace the subcontractor to complete the work in a timely fashion, the CONSULTANT shall promptly do so, subject to acceptance of the new subcontractor by the COUNTY. ARTICLE 8 - FEDERAL AND STATE TAX The COUNTY is exempt from payment of Florida State Sales and Use Taxes The COUNTY will sign an exemption certificate submitted by the CONSULTANT. The COT SULTANT shall not be exempted from paying sales tax to its suppliers for materials used to iulhll contractual obligations with the COUNTY, nor is the CONSULTANT authorized to use the COUNTY'S Tax Exemption Number in securing such materials. The CONSULTANT shall be responsible for payment of its own and its share of its employee FICA and Social Security benefits with respect to this Contract. ARTICLE 9 - AVAILABILITY OF FUNDS The COUNTY'S performance and obligation to pay under this Contract is contingent upon an annual appropriation for its purpose by the Board of County Commissioners or other specified funding source for this procurement. ARTICLE 10 - INSURANCE A. Before execution of the contract by the COUNTY and commencement of the operations and/or services to be provided, and during the duration of the contract, the CONSULTANT shall file with the COUNTY current certificates of all required insurance on forme acceptable to the COUNTY, with the Certificate Holder listed as Orange County Board of County Commissioners, which shall include the following provisions: All insurance policies shall be issued by companies authorized to do business under the laws of the State of Florida and acceptable to the COUNTY. Z. The Certificates shall clearly indicate that the CONSULTANT has obtained insurance of the type, amount and classification as required for strict compliance with this insurance section. No material change or cancellation of the insurance shall be effective ;nithout thirty (30) days prior written notice to the COUNTY. B. The CONSULTANT shall require and ensure that each of its subcontractors providing services hereunder (if any) procures and maintains, until the completion of the services, insurance of the types and to the limits specified herein. C. Coverage's Required: Workers' Compensation - The CONSULTANT shall provide coverage for its employees with statutory workers' compensation limits, and no less than $100.000.30 for Employers' Liability. Said coverage shall include a waiver of subrogation in favor of the COUNTY and it's agents, employees and officials. Commercial General Liability - The CONSULTANT shall provide coverage for all operations including, but not limited to Contractual, Products and Completed Operations, and Personal Injury. The limits shall be not less than $500,000.00, per occurrence, Combined Single Limits (CSL) or its equivalent. The General Agg-egate limit shall either apply separately to this CONTRACT or shall be at least twice the required occurrence limit. Business Automobile Liability - The CONSULTANT shall provide coverage for all owned, non -owned and hired vehicles with limits of not less than 5500,000.00, per occurrence, Combined Single Limits (CSL) or its equivalent. Professional Liabili Errors & Omissions or Medical Malpractice, as applicable The vendor shall provide coverage for all claims arising out of the services performed with limits not less than $500,000.00, per claim. The aggregate limit shall either apply separately to this contract or shall be at least twice the required per claim limit. The COUNTY shall be specifically included as an additional insured on the general liability policy. D. All such insurance required of the CONSULTANT shall be pri nary to, and not contribute with, any insurance or self-insurance maintained by the COUNTY. E. Any exceptions to the insurance requirements in this section must be approved in writing by the COUNTY. F. Compliance with these insurance requirements shall not relieve or limit the CONSULTANT'S liabilities and obligations under this contract. Failure of the COUNTY to demand such certificate or other evidence of full compliance with these insurance requirements or failure of the COUNTY to identify a deficiency from evidence provided wi 1 not be construed as a waiver of the CONSULTANT'S obligation to maintain such insurance. ARTICLE 11 -INDEMNIFICATION If there are any claims for damages attributable to the negligence, errors or omissions of the CONSULTANT, their agents or employees while providing the services called for herein, it is understood and agreed the CONSULTANT shall indemnify and hold harmless the COUNTY from any and all losses, costs, liability, damages and expenses arising out )f such claims or litigation asserted as a result hereof. However, the CONSULTANT shall not Se responsible for acts or omissions of the COUNTY, its agents or employees, or of third partic s, which result in bodily injury to persons or property. Provided, however, if the contract between the County and the Contractor is c eemed by a court of competent jurisdiction to be a construction contract for purposes of Section 725.06, Florida Statutes, any obligation of the Contractor to defend, indemnify or hold harrless the County, shall be limited to an obligation to indemnify or hold harmless the County, its officers and employees from liability damages, losses, and costs, including but not limited to reasonable attorneys fees, to the extent caused by the negligence, recklessness or intensionally wrongful conduct of the contractor and persons employed or utilized by the Contractor iii the performance of the contract. ARTICLE 12 - SUCCESSORS AND ASSIGNS The COUNTY and the CONSULTANT each binds itself and its partners, successors, executors, administrators and assigns to the other party of this Contract and to the par ners, successors, executors, administrators and assigns of such other party, in respect to all covenants of this Contract. Except as above, neither the COUNTY nor the CONSULTANT shall assign, sublet, convey or transfer its interest in this Contract without the written consent of th -, other. Nothing herein shall be construed as creating any personal liability on the part of any officer or agent of the COUNTY, which may be a party hereto, nor shall it be construed as giv ng any rights or benefits hereunder to anyone other than the COUNTY and the CONSULTANT. 6 ARTICLE 13 - REMEDIES This Contract shall be governed by the laws of the State of Florida. Venue for any litigation involving this contract shall be the Circuit Court in and for Orange County, Florida. No remedy herein conferred upon any party is intended to be exclusive of any other remedy, and each and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or at equity or by statute or otherwise. No single or partial exercise by any party of any right, power, or remedy hereunder shall prnx;lude any other or further exercise thereof. ARTICLE 14 - UNIFORM CO RCIAL CODE The Uniform Commercial Code (Florida Statutes, Chapter 672) shall prevail as the basis for contractual obligations between the CONSULTANT and the COUNTY fir any terms and conditions not specifically stated in this Contract. ARTICLE 15 - CONFLICT OF INTEREST The CONSULTANT represents that it presently has no interest and shall &:quire no interest, either direct or indirect, which would conflict in any manner with the performance or services required hereunder, as provided for in Florida Statutes 112.311. The CONSULTANT further represents that no person having any interest shall be employed for said perforr lance. The CONSULTANT shall promptly notify the COUNTY in writing by ce tified mail of all potential conflicts of interest for any prospective business association, interest or other circumstance, which may influence or appear to influence the CONSULTANT'S judgment or quality of services being provided hereunder. Such written notification ;hall identify the prospective business association, interest or circumstance, the nature of work that the CONSULTANT may undertake and request an opinion of the COUNTY 'S to whether the association, interest or circumstance would, in the opinion of the COUNTY, constitute a conflict of interest if entered into by the CONSULTANT. The COUNTY agr(es to notify the CONSULTANT of its opinion by certified mail within thirty (30) days )f receipt of the notification by the CONSULTANT. If, in the opinion of the COUNTY, the prospective business association, interest or circumstance would not constitute a conflict of interest by the CONSULTANT, the COUNTY shall so state in the notification and the CONSULTANT shall. at its option, enter into said association, interest or circumstance and it shall te deemed not in conflict of interest with respect to services provided to the COUNTY by the CONSULTANT under the terms of this Contract. ARTICLE 16 - EXCUSABLE DELAYS The CONSULTANT shall not be considered in default by reason of any failure in performance if such failure arises out of causes reasonably beyond the control of the CONSULTANT or its subcontractors and without their fault or negligence. Such causes include, but z re not limited to: acts of God; natural or public health emergencies; labor disputes; freight embargoes; and abnormally severe and unusual weather conditions. 7 _.._._.._T empofary,-R-eso-.-N�o.-"1-097-8-�,-E-xhibit--i-, Upon the CONSULTANT'S request, the COUNTY shall consider the factE and extent of any failure to perform the work and, if the CONSULTANT'S failure to perform was without it or its subcontractor's fault or negligence, the Contract Schedule and/or any other affected provision of this Contract shall be revised accordingly; subject to the COUNTY'S right to change, terminate, or stop any or all work at any time. ARTICLE 17 - ARREARS The CONSULTANT shall not pledge the COUNTY'S credit or make it a guarantor of payment or surety for any contract, debt, obligation, judgment, lien, or any form of ,ndebtedness. The CONSULTANT further warrants and represents that it has no obligation of indebtedness that would impair its ability to fulfill the terms of this Contract. ARTICLE 18 - DISCLOSURE AND OWNERSHIP OF DOCUMENTS The CONSULTANT shall deliver to the COUNTY for approval and acceptance, and before being eligible for final payment or any amounts due, all documents and materials prepared by and for the COUNTY under this Contract. All oral and written information not in the public domain or not previous y known, and all information and data obtained, developed or supplied by the COUNTY, or at i -.s expense, will be kept confidential by the CONSULTANT and will not be disclosed to any other party, directly or indirectly, without the COUNTY'S prior written consent unless required by a lawful order. All drawings, maps, sketches, programs, data base, reports and other data developed, or purchased, under this Contract for or at the COUNTY'S expense shall be and remair the COUNTY'S property and may be reproduced at the discretion of the COUNTY. The COUNTY and the CONSULTANT shall comply with the provisions of Chapter 119, Florida Statutes (Public Records Law). All covenants, agreements, representations and warranties made herein, or otherwise made in writing by any party pursuant hereto, including but not limited to any representations made herein relating to disclosure or ownership of documents, shall survive the execution and delivery of this Contract and the consummation of the transactions contemplated hereby. ARTICLE 19 - INDEPENDENT CONTRACTOR RELATIONSHIP The CONSULTANT is, and shall be, in the performance of all work services ar d activities under this Contract, an Independent Contractor, and not an employee, agent or servant of the COUNTY. All persons engaged in any of the work or services performed pursuant to this Contract shall at all times, and in all places, be subject to the CONSULTANT'S sole direction, supervision, and control. The CONSULTANT shall exercise control over the nceans and manner in which it and its employees perform the work, and in all respects the CONSULTANT'S relationship and the relationship of its employees to the COUNTY shall be that of an Independent Contractor and not as employees or agents of the COUNTY. The CONSULTANT does not have the power or authority to bind the COUN .' in any promise, agreement or representation other than as specifically provided for in this Agree rent. as . • 21 ARTICLE 20 - CONTINGENT FEES The CONSULTANT warrants that it has not employed or retrained any company or person, other than a bona fide employee working solely for the CONSULTANT to solicit or secure this Contract and that it has not paid or agreed to pay any person, company, corp'7ration, individual, or firm, other than a bona fide employee working solely for the CONSL LTANT, any fee, commission, percentage, gift, or any other consideration contingent upon or resulting from the award or making of this Contract_ ARTICLE 21 - ACCESS AND AUDITS The CONSULTANT shall maintain adequate records to justify all charges, expenses, and costs incurred in estimating and performing the work for at least three (3) years after completion of the contract. The COUNTY shall have access to all records, documents and information collected and/or maintained by others in the course of the administration of the contract This information shall be made accessible at the CONSULTANT'S local place of busine: s to the County, including the Comptroller's Office and/or its designees, for purposes of inspection, reproduction and audit without restriction. If records are unavailable locally, it shall be the CONSULTANT'S responsibility to insure that all required records are provided to thu County at the CONSULTANT'S expense. TMpoLM Storage of Documents — Provide storage of daily or disaster -related documents and Reports,- for protection during the disaster event. ARTICLE 22 - NONDISCRIMINATION The CONSULTANT warrants and represents that all of its employees are trea ed equally during employment without regard to race, color, religion, physical handicap, sex, age or national origin. ARTICLE 23 - ENTIRETY OF CONTRACTUAL AGREEMENT The COUNTY and the CONSULTANT agree that this Contract sets forth the entire agreement between the parties, and that there are no promises or understandings other than those stated herein. None of the provisions, terms and conditions contained in this Contract may be added to, deleted, modified, superseded or otherwise altered, except by written instrument executed by the parties hereto. ARTICLE 24 - ENFORCEMENT COSTS If any legal action or other proceeding is brought for the enforcement of this Contract, or because of an alleged dispute, breach., default or misrepresentation in connection with -my provisions of this Contract, the successful or prevailing party or parties shall be entitled to recover reasonable attorney's fees, court costs and all expenses (including taxes) even if not taxa)le as court costs (including, without limitation, all such fees, costs and expenses incident to apl eals), incurred in that action or proceeding, in addition to any other relief to which such party or parties may be entitled. Temporary Reso. No. 109 7 8 W Exhibit ARTICLE 25 - AUTHORITY TO PRACTICE The CONSULTANT 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 in a reputable manner. Proof of such licenses and approvals shall be submitted to the COUNTY upon request. ARTICLE 26 - SEVERABILITY If any term or provision of this Contract, or the application thereof :o any person or circumstances shall, to any extent, be held invalid or unenforceable, the remainder of this Contract, or the application of such terms or provision, to persons or circurr stances other than those as to which it is held invalid or unenforceable, shall not be affected, ani every other term and provision of this Contract shall be deemed valid and enforceable to the extent permitted by law. ARTICLE 27 - MODIFICATIONS OF WORK The COUNTY reserves the right to make changes in the work, including alte-ations, reductions therein or additions thereto. Upon receipt by the CONSULTANT of the COUNTY'S notification of a contemplated change, the CONSULTANT shall (1) if requested by COUNTY, provide an estimate for the increase or decrease in cost due to the contemplated change, (2) notify the COUNTY of any estimated change in the completion date, and (3) advise the COUNTY in writing if the contemplated change shall affect the CONSULTANT'S ability to meet the completion dates or schedules of this Contract. If the COUNTY so instructs in writing, the CONSULTANT shall suspend wcrk on that portion of the work affected by a contemplated change, pending the COUNTY'S decision to proceed with the change. If the COUNTY elects to make the change, the COUNTY shall issue a Conti ct Amendment or Change Order and the CONSULTANT shall not commence work on any such change until such written amendment or change order has been issued and signed by each of the x arties. ARTICLE 28 — NON-EXCLUSIVE CONTRACT PROVISION The Contract resulting from this solicitation shall be non-exclusive and the County may procure the goods or services covered by the Contract from other sources at its discretion. ARTICLE 29 — AWARD RESTRICTLON The consultant awarded this contract is ineligible to compete for award of th.- debris recovery contract(s ). ARTICLE 30 — LAWS AND REGULATIONS All applicable federal and state laws, municipal and County ordinances, avid the rules and regulations of all authorize entities having jurisdiction over any part of this project shall apply to the contract throughout, and they will be deemed to have been included in the contract as though herein written. 10 lure• . �r-�c��►+�:uaui� ARTICLE 31 - NOTICE All notices required in this Contract shall be sent by certified mail, return receipt requested, and if sent to the COUNTY shall be mailed to: Johnny M. Richardson Mana er CAM CPP Orange County Purchasing and Contracts Division 400 E. South treet 2"d Floor Orlando, Florida 328U2-1393_ Phone #: 407 836-5635 Fax #: 407 836-5899 and if sent to the CONSULTANT shah be mailed to: Mr. Jonathan J. Burgiel,_National Director R. W. Becklnc.� _ 800 North Magnolia Avenue, Suite 300 Orlando Fl. 32803 Phone #: (407) 422-4911 Fax #: 14071648-8382 II i 'IM MIRMIMMEMM, IN WITNESS WHEREOF, the Board of County Commissioners of Orange County, Florida has made and executed this Contract on behalf of the COUNTY and CONSULTANT has hereunto set its hand the day and year above written. Date ), CACM Contracts Division CONSULTANT: By: R.W. Beck Inc. Corn an/y Name Signature AL MALMSJO Typed Name i crt -ti4"j Title Date 12 -- .Exhibits Ys-1 000B DISASTER DEBRIS MONITORING SERVI4 Consultant R.W. BECK, INC. EXHIBIT "A" SCOPE OF SERVICES • • IFi �f[f SCOPE OF SERVICES EXHIBIT "A' DISASTER DEBRIS MONITORING CONTRACT 1. BACKGROUND Orange County is located in Central Florida, USA and has a population of 1,013,937 citizens based upon current (January 2005) County records. The County encompasses 988.82 square miles or 639,863.67 acres of which 505,289.95 acres are unincorporated acid 133,928.19 are incorporated (municipalities). The County has 5,113 miles of improved and maintained roadway, which includes all County, State, Expressway and Municipality road,vays. The County requires the services of a debris -monitoring consultant to support the oversight and management of debris recovery contractors. Also, the Consultant will provide a range of related services including, damage assessment, training, emergency planning and other services as needed and ordered by the County. Other services may include facilitating communication with FEMA, FHWA, the State of Florida and other federal agencies, and coordination with state insurance representatives. lI. SCOPE A. DEBRIS MONITORING SERVICES 1. Disaster Res once Administrations and Documentation Upon notification by the County, the Consultant will provide the follow ng services: A Project Manager who shall be responsible for the overall monitoring of debris contractors and the management of the consultant's monitoring team shall be the County's point -of -contact. At the availability of the County the Projec Manager will be physically located in the Emergency Operations Center (EOC) or other location specified by the County. The Project Manager shall assign an operations manager to oversee each debris recovery contractor. The Project Manager will be supported b) the full array of resources to enhance efficiency and expedite deliverables. The Project Manager's responsibilities include: a. Coordinating daily briefings, work progress, staffing, and other key items with the County. b. Scheduling work for all team members and contractors on a daily basis. C. Scheduling and managing field staff. d. Monitoring recovery contractors progress and making/implement .ng recommendations to improve efficiency and speed up recovery w )rk. 13 Temporary Rego: NU — Exhibit i C. Assisting the County with responding to public concerns and comments. f. Conducting safety inspections. g. Ensuring compliance with contracts by all subcontractors. h. Scheduling and running periodic meetings with field staff and contractors. A project management team consisting of the following members at a minimum shall be established: i. Project Manager ii. Operations Managers iii. FEMA Coordinator iv. Scheduler/Expediters v. G1S Analyst vi. Field Supervisors vii. Debris Site/Tower Monitors viii. Environmental Specialist ix. Project Inspectors (Citizen Site Monitors) x. Project Inspectors (Load Ticket Data Entry Clerks/QA/Q u) xi. Billing and Invoice Analysts xii. Administrative Assistants xiii_ Field Coordinators (Crew Monitors) The Consultant may use other required positions as necessary with the written approval of the County's Project Manager. All such positions and applicable hourly rates shall be listed in the cost proposal form. B. Services_ Provided by Consultant Include: 1. Operational Reports and Record Documentation The Consultant will prepare and submit operational reports throughout tl• a duration of the recovery operations. Daily reports shall document the debris contracto -s' activities and progress from the previous day and shall be submitted by 10:30 a.m. to a distribution list established by the County Project Manager. Each daily report submitted will contain the following minimum information: 14 -T-emxpordry-R-eso-.N'o'.-10978 - Exhibit a. Contractor name b. Contract number a. Reports and graphs to delineate production rates o:' crews and their equipment, progress by area and estimations of total quantities remaining, time to completion, and daily cumulative cubic yards (of debris removed, processed and hauled. b. GIS mapping data updates and digitized reports. c. All GIS layers required will be provided to the Con ractor by Orange County Public Works Department, prior to an event or - s soon as possible to ensure up to date files and consistency in field structure. All GIS data must be in an ESRI format 8.3 or higher version. Personnel geodatabase is acceptable based on size restraints. d. Data exports on a monthly basis should be at a minimum SQL server version 200 or Oracle version 8i. e. Scanned documents should be at a minimum 300 dpi an(. in jpg, tiff or pdf file format. The Consultant will review and validate debris removal contractor(s) invoices prior to submission to the County for processing. 2. Technical Expertise and Guidance -- As directed by the County, the Consultant shall provide: a. A comprehensive emergency management plans to include plan development; plan review, and plan revision:,. b. Damage assessment to include plan development, procedure development, staff training, and staff augmentatio 't. c. Damage assessments of facilities. d. A comprehensive mitigation program to include development of a mitigation plan, staff training, cost benefit analysis, project management, environmental review and staff augr aentation. C. Development of debris plan to include staff trainir. g. f. Project management to include the brmulation and management of permanent work projects, task fcrce management and management services for Commissions, Hoare s and Panels. g. Technical support and assistance in developing public information. 15 "bit i TempormYR. h. Other reports and data as required by the County. Aerial photographs per Orange County Public Works specifications will be flown monthly (of the debris sites or other areas as designated or requested by the County). C. Other Services -- As directed b the County, the Consultant may provide the following_ 1. Training and Assistance: Sessions for all key County pt rsonnel and assistance in all Disaster debris recovery -planning efforts as requested. 2. Prelimin ry Damage „Assessment: Determine the impac and magnitude of the disaster event before federal assistance is regt ested, identifying damaged locations and facilities, pre and post disaster estimates of debris quantities, documenting eligible costs and describing the physical and financial impact of the disaster. Debris Planriin�i marts: Assist in all disaster debris recovery planning efforts as requested by the County. These planning efforts shall include but are not limited to development of a debris management plan, assistance in the identification of adequate temporary debris storage and reduction sites, estimation of debris quantities, and :mergency action plans for debris clearance following a disaster event. 4. Digitization of all source documentation (such as load tickets and supplies to the County with each invoice). D. Final ReRort A final report will be prepared by the Consultant and will be submitted to a distribution list as established by the County Project Manager within 30 days of completion of the recovery operations. Recovery Operations includes remediation of sites, closure of sites and conclusions of all related operations. At a minimum, the following information will bc included in this report: 1. Discussion of disaster response requirements and results. 2. Recommendations for future disaster response strategies. 16 -- _ i 60 . • 3. Copies of manifests, certificates, and related documents. 4. Log books and all other data taken during the implementati,)n of the Disaster Response Plan. E. Meetines_and Communications Open, timely conversations and written documentation are significant a:tions to provide successful completion of the Disaster Response Plan. Throughout the execution of the plan, Consultant will meet with County representatives as directed by and coordinated with the County. Consultant will attend a pre -proposal conference for the debris recol, ery contractors, if so directed by the County, and will convene and attend regular progress and coordination meetings, as appropriate. The consultant must provide minutes of all meetings Minutes shall be provided within three (3 ) business days after the meeting occurs. G. Field Monitoring Consultant will provide a quality control team consisting at a minimum of two monitors per site and one monitor per recovery crew. This team will monitor the recovery contractors for contract compliance, efficiency and regulatory compliance. They will provide feedback to the County through their management team. They shall be equipped with state—of=the art I echnology, which include digital cameras, computers and other communication devices and C PS units with an accuracy of 3 meters. 1. Res onse Time/Mobilization The consultant shall comply with the following requirements: a. Reporting to EOC — The project manager and at his discretion other key personnel shall report to the EOC at a minimum of 24 hours prior to a hunicane event. For other natural or manmade disasters the consultant shall report within six (b) hours after notification. b. Debris Sites — The Consultant shall ensure that site monitors as spycified below are deployed and operational commensurate with the beginning of debris collection and the establishment of debris sites. At a minimum monitoring shall consist of the following personnel: 1. Two staff per debris site 2. One staff per debris recovery crew 2. Responsibilities of the Quality Control Team: The responsibilities of the quality control team include: a. Documenting daily and weekly recovery work, ensuring that prol per records are maintained for trip tickets and recovery costs. b. Inspecting means and methods to measure and record work and recommending changes that may be needed. 17 __."...Temporary Reso. No. 1 9-7g._, hibit i C. Stopping work in progress that is not being performed or docurxented in the appropriate manner. d. Inspecting work in progress to ensure that removal efforts include debris of the proper type in the proper areas. e. Checking work in process to mare sure that the proper work au horizations, pernvts, and other prerequisites has becn received. Reporting on any improvements in work assignments and/or efficiency/productivity that may be appropriate. g. Maintaining digital photo documentation of recovery work on a weekly basis. h. Aerial Photography on a monthly basis. H. REVIEW PERMITS LICENSES AND CERTIFICATES A wide variety of permits, licenses, and certificates may be required to perform debris management work, depending on the assignment. The Consultant will wort: closely with the County and local agencies and regulators to clarify and resolve any compliance, issues, as well as to determine requirements for and to obtain necessary permits, licenses, � nd certificates, if requested. In these cases, The Consultant will identify the requirements and demonstrate compliance, even though permits are not required. Some of the permits that A e anticipate being required for this type of work include, but may not be limited to the following: 1. Environmental Permits — asbestos/lead paint abatement, co istruction permit, demolition permits 2 Clean Air Act (Emissions) Permits — burn permit (air curtain incinerators), stack -monitoring permit, fugitive emissions (dust) control permit. 1. ASSESSMENT OF DEBRIS ACCUMULATION IN DRAINAGE CANALS Consultant will assist the County in assessing and documenting the debris accumulation and damage in Orange County Drainage canals and provide the County with a CIS map depicting canals requiring focused maintenance, with GIS files and maps. J. EVENT CLOSURE Consultant will assist the County in preparing final reports necessary for rwimbursement by FEMA, FHWA and any other applicable agency for disaster recovery efforts by County staff and designated debris removal contractors. The Consultant will assist in reviewir g and processing requests for payment by the disaster debris removal contractors. 18 Tem ._10978 - x --. _ COST PROPOSAL FORM RFP # Y5-1000-DB The hourly rates shall include all costs, all applicable overhead and profit (excluding lodging, meals, and transportation). I. POSITIONS HOURLY RATES HDURS* TOTAL (Key Positions - Provide resumes for the project manager anal operations manager. Provide job descriptions for other key positions listed, per l-orm E) Project Manager $ 160 220 $ 35,200 Operations Managers $ 135 260 $ 35,100 FEMA Coordinator $ 125 40 $ 500 Scheduler/Expeditors $ 89 260 $-23,140 GIS Analyst $ 90..� 43 $ 3,600 Field Supervisors $` 88 58) $ 51,040 Debris Site/Tower Monitors $ 75 4,1:00 $360,000 Environmental Specialist $ 85 60 $ 5,100 Project Inspectors (Citizen Site Monitors) $, 42 10,800 $4S3,600 Load Ticket Data Entry Clerks (QA/QC) $ 50 6,00 $300'000 Billing4rivoice Analysts $ 42 150 $ 6,300 Administrative Assistants $ 44 390 $ 17,160 Field Coordinators (Crew Monitors) $ 42 21,500 $907,200 TOTAL $ 2,002,440 II. OTHER REQUIRED POSITIONS (Proposer may include other positions, with hourly rates and attach job description for each position, per Form E). POSITION HOURLY RATES TOTAL Data Manager $110/hr 50 Hours $ 5,500 *These hours are not intended to represent the actual contract amount, but are in estimated representation of a typical work month. The actual contract value will be negc tiated with the successful proposer prior to issuance of the notice to proceed for each event. FORM A-1 IH. SCHEDULE Consultant will provide continuous services for a not -to -exceed fee (to be negotiated) and for the period specified in the notice to proceed. A mutual not -to -exceed unount will be negotiated for each operation based on the hourly rates proposed on Foim A-1 herein. Should these services be required for a longer period, Consultant will prepare and submit a proposal for additional costs, consistent with the rates in the Cost Proposal Forms. A revised cost will be negotiated. Consultant will mobilize a staff of sufficient size to adequately monitor debris operations. During this period, the Project Manager will provide daily updates on debris removed and estimate the time remaining for job completion. END OF SCOPE 19 YS-1 000B DISASTER DEBRIS MONITORING SERV14 Consultant R.W. BECK, INC. EXHIBIT "B" PRIME CONSULTANT'S COST PROPOSAL COST PROPOSAL FORM RFP # Y5-1000•DB OTHER REQUMED POSITIONS Job Descriptions Data Manager: oversees the entering, tabulating, and organization of collection and disposal data into FEMA-required formats. The Data Manager provides the County, debris contractors and FEMA with regular updates on the quantities and types of debris collected. The Data Manager also designs and implements quality assurance and control processes for the review and verification of field and debris contractor-pmvi, led data in support of invoices. The Data Manager serves as the County's representativi,. in meetings with the County, FEMA, State representatives, the Contractors and their staf'speaking to data -related issues. FORM A-1 Attachment Ys-1 OQOB DISASTER DEBRIS MONITORING SERVI( Consultant R.W. BECK, INC. EXHIBIT "C ORANGE COUNTY TRAVEL AND SUBSISrCENCE POLICY AND ALLOWANCES i EXHIBIT "C" ORANGE COUNTY TRAVEL and SUBSISTENCE POLICY, And ALLOWANCES l . Reimbursement for airfare shall be based on coach rates. First class rags will only be approved if the County required an expeditious action and coach rates were unavailable. All airfare requires prior approval from Orange County. 2. Maximum mileage allowance will be paid at .32 cents per mile. Lo.al mileage is not allowed. All mileage requires prior approval from Orange County. I Car rental reimbursement shall be for compact cars, up to two occupants, and intermediate cars for over two occupants. The Consultant shall atte npt to obtain the lowest rates available. All car rentals require prior approval from Or,uage County. No reimbursement for rental cars shall be granted to local residents. 4. Reimbursement for lodging shall be $50.00 per diem or the actual expenses for lodging at a single room rate at a "non -resort" type hotel located in the vicinity of the County's administrative offices. All lodging requires prior approval from Orange County. 5. Meals shall be reimbursed at follows. Reimbursement for meals shall iot apply to local employees of the Consultant. Breakfast $ 6.00 a day Lunch $ 9.00 a day Dinner $12.00 a day 6. Other necessary identifiable travel expenses such as tolls, parking, taxis, etc., shall also be reimbursed. 7. All of the above expenses shall be supported by a source document, such as receipts or invoices), with the employee's name, project name, and brief explanation. These should be reconciled to the monthly invoice. NOTE: No cost for travel and associated expenses shall be incurred without the express written approval of the County. Costs for approved travel per diem or mileage expenses shall be in strict accordance with this Exhibit "C" and Section 112.061, Florida Statute. REV 2105 Temporary Reso. No. 10978 — Exhibit 2 R. W. BECK, INC. and ORANGE COUNTY, FLORIDA AGREEMENT related to CHANGE OF NAME This agreement is made and entered into this qA day of May, 2006 by and between R. W. Beck, Inc. ("Contractor"), a corporation duly organized and existing under the laws of the State of Washington, and Orange County, a charter county and political subdivision of the State of Florida ("County"). (Insert date when change of name became effective under applicable State law). NOT APPLICABLE. WICTNESSETH: WHEREAS, the County has entered into Contract Y5 1000B dated July 11, 2005 (the "Contract) incorporated into this agreement by reference; and WHEREAS, the term "Contracts," as used in this agreement, means the above referenced contracts and purchase orders and all other contracts and purchase orders, including all modifications, made by the County and the Contractor before the effective date of this agreement (whether or not performance and payment have been completed and releases executed if the County or the contractor has any remaining rights, duties, or obligations under these contracts and purchase orders); and WHEREAS Contractor and Beck Disaster Recove Inc. "BDR" a Washington co oration are affiliated co orations each whollyowned b R. W. Beck Grou Inc. As art of internal organizational planning, Contractor and BDR entered into an Assignment and Assumption Agreement effective January 1 2006 whereby Contractor assigned its right, title and interest in and to certain contracts to BDR; and WHEREAS, through this Agreement, R, W. Beck Group, Inc. desires to change the name of the company which will be performing disaster recovery planning and monitoring services and other services contemplated under the Contract by an assignment of this Contract from R. W. Beck, Inc. to another affiliated company, Beck Disaster Recovery, Inc.; Temporary Reso. No. 10978 — Exhibit 2 WHEREAS; this assignment accomplishes an assignment of the Contract from R. W. Beck, Inc. to Beck Disaster Recovery, Inc. and all rights and obligations of the County and the Contractor under the Contract are unaffected by this change; and WHEREAS, the documentary evidence of this change of corporate entity has been filed with the County and is attached hereto as Exhibit A. NOT APPLICABLE WHEREAS Article 12 of Contract Y5 100013 dated July 11 2005 says: "...neither COUNTY nor the CONSULTANT shall assign, sublet convey or transfer its interest in this Contract without the written consent of the other. ° By execution of this Agreement, County consents to the assi nment of Contract Y5 I000B to Beck Disaster Recovery, Inc. NOW, THEREFORE, in consideration of the promises contained herein and for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the County and Authority agree as follows: 1. The Contracts are hereby amended by substituting the name "Beck Disaster Recovery, Inc." for the name "R. W. Beck, Inc." wherever it appears in the Contract; and 2. Except as herein modified or amended, the provision, conditions and terms of the Contracts shall remain unchanged and in full force and effect. 3. In the case of any inconsistency between a provision of the Contracts and this agreement, the provision of this agreement shall govern, and control. IN WITNESS WHEREOF, the duly authorized officers of the parties hereto have executed this agreement, effective on the date first above written. R. W. BJT NC. B y. ' 4,.. Title: Vice President Date: May 8, 2006 U-110-j- Title Mchardsoli, CAUM, CPPO Purchasing and Contracts Division J Date: BECK D SAExecutive E ,INC. By Title: ofr Date: May 8, 2006 2 Temporary Reso. No. 10978 — Exhibit 2 CERTIFICATE I, Albert Malmsjo, certify that I am the Chairman of the Board of R. W. Beck, Inc.; that Patrick Lien, who signed this agreement for the corporation, was then Vice President of this corporation: and that this agreement was duly signed for and on behalf of this corporation by authority of its governing body and within the scope of its corporate powers. Witness my hand and the seal of this corporation this 8th day of May, 2006. R. W. BECK, INC. y6%L ]A Albert B. Malmsjo, Chairman of the Board 1, Jonathan Schaefer, certify that I am the Secretary of Beck Disaster Recovery, Inc.; that Jonathan Burgiel, who signed this agreement for the corporation, was then Chief Executive Officer of this corporation: and that this agreement was duly signed for and on behalf of this corporation by authority of its governing body and within the scope of its corporate powers. Witness my hand and the seal of this corporation this 8th day of May, 2006_ BECK DISASTER RECOVERY, INC. S 3 Temporary Reso. No. 10978 — Exhibit 3 Mutual Agreement to Accept Contract Terms and Conditions Regarding Disaster Debris Monitoring Services The City of Tamarac (the "City") hereby agrees to retain Beck Disaster Recovery, lnc. ("BDR") to perform disaster debris monitoring services on behalf of the City based on the same contractual arrangements, terms, and conditions that exist between Beck Disaster Recovery, Inc. and Orange County, Florida for disaster debris monitoring services executed by Orange County on July 11, 2005 (the "Orange County Agreement" attached hereto). Please acknowledge the City's acceptance of Orange County contract terms and conditions by having an authorized representative of the City sign below. APPROVED BY THE CITY OF TAMARAC: Signature: Title: Date: APPROVED BY BECK DISASTER RECOVERY, I r" Signature: Title: President/COO Datc: June 1, 2006 Temporary Reso. No. 10978 — Exhibit 4 Troy Gies From: Deloris.Batson@ocfl.net Sent: Friday, June 02, 2006 10:55 AM To: Troy Gies Subject: RE: RW Beck - Contract Y5-1000 B The City of Tamarac has our approval to piggyback off contract Y5-1000B, with Beck Disaster Recovery, for Disaster Debris Monitoring Services Contract. Thanks, Deloris Batson -----Original Message ----- From: Troy Gies [mailto:troyg@tamarac.org] Sent: Friday, June 02, 2006 10:28 AM To: Batson, Deloris Subject: RW Beck - Contract Y5-1000 B In following up to a voice mail I left on Thursday, I am requesting that the City of Tamarac be allowed to piggy -back off Contract Y5-1000 B between Orange County and Beck Disaster Recovery (RW Beck). In order to facilitate our own agreement with Beck Disaster Recovery, I would require a letter from Orange County approving the use of this contract. Thank you for your assistance with this matter, and if you have any questions please contact me at 954-597-3718. Sincerely, Troy Gies Troy Gies Budget and Contracts Manager Public Works - City of Tamarac 6011 Nob Hill Road Tamarac, FL 33321-6200 P: 954-597-3718 R 954-597-3720 From: Betty Kamara [mailto:bkamara@BeckDR.com] Sent: Thursday, June 01, 2006 5:00 PM To: Troy Gies Subject: RE: Orange County Consent Letter & Contact Info Deloris Batson Orange County Senior Contract Administrator PO Box 1393 Orlando, FL 32802 (407) 836-5468 Deloris-Batson@ocfl.net «2005 - Tamarac, City of.pdf» From: Betty Kamara Sent: Thursday, June 01, 2006 4:48 PM To: 'troyg@tamarac.org' Subject: Orange County Consent Letter & Contact Info Hello Troy - Per your request, attached is the Consent Letter from Orange County. « File: Orange County Name Change Agreement.pdf» « Message: Deloris Batson » 6/2/2006 TEMPORARY RESO. NO. 10978 FXHIRIT 5 City of Tamarac Purchasing and Contracts Division AGREEMENT BETWEEN THE CITY OF TAMARAC AND BECK DISASTER RECOVERY, INC. THIS AGREEMENT is entered into on JLnc a8 200( between the City of Tamarac , a municipal corporation with principal offices located at 7525 NW 88th Avenue, Tamarac, Florida 33321 (City) and Beck Disaster Recover, Inc. a Washington corporation authorized to do business in the State of Florida with principal offices located at 1000 Legion Place, Suite 1100, Orlando, Florida 32801 (Contractor) for the purpose of providing Disaster Debris Monitoring Services to the City of Tamarac. The parties hereby agree to the following terms and conditions. 1. In return for valuable consideration in an amount consistent with the rates published on the Cost Proposal Form within the Orange County Florida Contract #Y5-1000B attached hereto as Exhibit A. All terms and conditions of the contract documents set forth in Exhibit A are incorporated herein as if set forth in full. 2. Upon execution of this Agreement, all references made to the Orange County Florida Contract #Y5-1000B in Exhibit A shall be interpreted as pertaining to the City of Tamarac, and all terms and conditions of Exhibit A shall be deemed as having been implemented for use within the City of Tamarac. It is understood that wherever the words "agency name" or "agency board name" appear, they shall be read as "City of Tamarac" and "City of Tamarac Commissioners". 3. Term: The term of this Agreement shall be for a one (1) year period effective on the date of approval of this Agreement. 4. This agreement and Exhibit A constitute the entire agreement between the City and the Contractor. 5. Insurance: In addition to the insurance requirements stated in the Orange County Agreement, Contractor shall obtain at Contractor's expense all necessary insurance in such form and amount as specified in the original bid document or as required by the City's Risk and Safety Manager before beginning work under this Agreement including, but not limited to, Workers' Compensation, Commercial General Liability, and all other insurance as required by the City. Contractor shall maintain such insurance in full force and effect during the life of this Agreement. Contractor shall provide to the City's Risk and Safety Manager certificates of all insurances required under this section prior to beginning any work under this Agreement. The Contractor will ensure that all subcontractors comply with the above guidelines and will retain all necessary insurance in force throughout the term of this agreement. The following minimal insurance coverage shall be provided: a. Worker's Compensation Insurance: The Contractor shall procure and maintain for the life of this Agreement, Workers' Compensation. Insurance covering all employees with limits meeting all applicable state and federal laws. This coverage shall include Employer's Liability with limits meeting all applicable state and federal laws. This coverage must extend to any sub -consultant that does not have their own Workers' Compensation and Employer's Liability Insurance. The policy must contain a waiver of subrogation in favor of the City 1 U."AGENDAS7f-"luP f F..SOSi1(000 w edes Peso, lh;rr73,# 1097ti £3obrls Monitoring Sorvirr,S'Agrer=n,rml - D(.-k, r s foor dot ing r;°rvit c; -- F� W, Be ck.doc City of Tamarac Purchasing and Contracts C)iomon of Tamarac, executed by the insurance company. Sixty-(60) days notice of cancellation is required and must be provided to the City of Tamarac via Certified Mail. b. Comprehensive General Liability: The Contractor shall procure and maintain, for the life of this Agreement, Comprehensive General Liability Insurance. This coverage shall be on an "Occurrence" basis. Coverage shall include Premises and Operations; Independent Contractors' Products and Completed Operations and Contractual Liability. This policy shall provide coverage for death, personal injury or property damage that could arise directly or indirectly from the performance of this Agreement. c. Business Automobile Liability: The Contractor shall procure and maintain, for the life of the Agreement, Business Automobile Liability Insurance. d. The Minimum Limits of Coverage shall be $1,000,000 per occurrence, Combined Single Limit for Bodily Injury Liability and Property Damage Liability. e. Professional Liability (Errors and Omissions) Insurance: $1,000,000. f. The City must be named as an additional insured unless Owners and Contractors' Protective Coverage is also provided, or required. Sixty (60) days written notice must be provided to the City via Certified Mail in the event of cancellation. g. The minimum limits of coverage shall be $1,000,000 per Occurrence, Combined Single Limit for Bodily Injury Liability and Property Damage Liability. This coverage shall be an "Any Auto" type policy. The City must be listed as an Additional Insured under the Policy. Sixty (60) days written notice must be provided to the City via Certified Mail in the event of cancellation. h. In the event that sub -contractors used by the Contractor do not have insurance, or do not meet the insurance limits, Contractor shall indemnify and hold harmless the City for any claim in excess of the sub -consultants' insurance coverage, arising out of negligent acts, errors or omissions of the sub -contractors. i. Contractor shall not commence work under this Agreement until all insurance required as stated herein has been obtained and such insurance has been approved by the City. Contractor shall indemnify and hold the City harmless for any damages resulting from failure of the Contractor to take out and maintain such insurance. Contractor's Liability Insurance policies shall be endorsed to add the City as an additional insured. Contractor shall be responsible for payment of all deductibles and self-insurance retentions on Contractor's Liability Insurance policies. 6. Indemnification: 2 UTAGt=NDAStTFMP RFSC7S111(000 Series Reso /tem,t k#10978 Dobiis Mnnifonrrg Sorvici;s'Agrc[rrr ont - Debris Monitoring Servos -- R.W. Bwk.doc of Tamarac (0 ........ . ...... ........ .......... .... .. ......... . . .. . . .. ....................... . . . .... . ................................................... ... . ... . ........... .. ........ .. Purchasing and Contracts Divisiwi a. Contractor shall, in addition to any other obligation to indemnify the City and to the fullest extent permitted by law, protect, defend, indemnify and hold harmless the City, its agents, elected officials and employees from and against all claims, actions, liabilities, losses (including economic losses), costs arising out of any actual or alleged: a). Bodily injury, sickness, disease or death, or injury to or destruction of tangible property including the loss of use resulting therefrom, or any other damage or loss arising out of or resulting, or claimed to have resulted in whole or in part from any actual or alleged act or omission of the Contractors, any sub -contractor, anyone directly or indirectly employed by any of them, or anyone for whose acts any of them may be liable in the performance of the Work; or b). violation of law, statute, ordinance, governmental administration order, rule, regulation, or infringement of patent rights by Consultant in the performance of the Work; or c). liens, claims or actions made by the Consultant or any sub -consultant under workers compensation acts; disability benefit acts, other employee benefit acts or any statutory bar. Any cost of expenses, including attorney's fees, incurred by the City to enforce this agreement shall be borne by the Consultant. b. Upon completion of all services, obligations and duties provided for in this Agreement, or in the event of termination of this Agreement for any reason, the terms and conditions of this Article shall survive indefinitely. c. The Consultant shall pay all claims, losses, liens, settlements or judgments of any nature whatsoever in connection with the foregoing indemnifications including, but not limited to, reasonable attorney's fees (including appellate attorney's fees) and costs. d. City reserves the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Consultant under the indemnification agreement. Nothing contained herein is intended nor shall it be construed to waive City's rights and immunities under the common law or Florida Statute 768.28 as amended from time to time. 7. Non -Discrimination & Equal Opportunity Employment: During the performance of the Contract, the Contractor shall not discriminate against any employee or applicant for employment because of race, religion, color, gender, national origin, sex, age, marital status, political affiliation, familial status, sexual orientation, or disability if qualified. The Contractor will take affirmative action to ensure that employees are treated during employment, without regard to their race, religion, color, gender, national origin, sex, age, marital status, political affiliation, familial status, sexual orientation, or disability if qualified. Such actions must include, but not be limited to, the following: employment, promotion; demotion or transfer; recruitment or recruitment advertising, layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Contractor shall agree to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the contracting officer setting forth the provisions of this nondiscrimination clause. The Contractor further agrees that he/she will ensure that Subcontractors, if any, will be made aware of and will comply with this nondiscrimination clause. 8. Independent Contractor: 3 td: AGFNt?ASM..:..MP RESOS' 10000 Sefies Peso itonis�#10978 DoJ)ris Mooiforing S rvico,,, /greclrnont - Debris Monitoring se, vices -- R.W. Beck doc C,r?y of Tamarac Z-1 . . . . ...... .............. ... .. ...................Purchasing and Contracts Division This Agreement does not create an employee/employer relationship between the Parties. It is the intent of the Parties that the Contractor is an independent contractor under this Agreement and not the City's employee for any purposes, including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, the State Worker's Compensation Act, and the State Unemployment Insurance law. The Contractor shall retain sole and absolute discretion in the judgment of the manner and means of carrying out Contractor's activities and responsibilities hereunder provided, further that administrative procedures applicable to services rendered under this Agreement shall be those of Contractor, which policies of Contractor shall not conflict with City, State, or United States policies, rules or regulations relating to the use of Contractor's funds provided for herein. The Contractor agrees that it is a separate and independent enterprise from the City, that it had full opportunity to find other business, that it has made its own investment in its business, and that it will utilize a high level of skill necessary to perform the work. This Agreement shall not be construed as creating any joint employment relationship between the Contractor and the City and the City will not be liable for any obligation incurred by Contractor, including but not limited to unpaid minimum wages and/or overtime premiums. 9. Assignment and Subcontracting: Contractor shall not transfer or assign the performance required by this Agreement without the prior consent of the City. This Agreement, or any portion thereof, shall not be subcontracted without the prior written consent of the city. 10. Termination: a. Termination for Convenience: This Agreement may be terminated by the City for convenience, upon seven (7) days of written notice by the terminating party to the other party for such termination in which event the Contractor shall be paid its compensation for services performed to termination date, including services reasonably related to termination. In the event that the Contractor abandons this Agreement or causes it to be terminated, Contractor shall indemnify the city against loss pertaining to this termination. b. Default by Contractor: In addition to all other remedies available to the City, this Agreement shall be subject to cancellation by the City for cause, should the Contractor neglect or fail to perform or observe any of the terms, provisions, conditions, or requirements herein contained, if such neglect or failure shall continue for a period of thirty (30) days after receipt by Contractor of written notice of such neglect or failure. 11. Agreement Subject to Funding This agreement shall remain in full force and effect only as long as the expenditures provided for in the Agreement have been appropriated by the City Commission of the City of Tamarac in the annual budget for each fiscal year of this Agreement, and is subject to termination based on lack of funding. 12. Venue: 4 t1.J1GENDAS'TFMP Rt-SOS5 10000 Srie's Roso ltamsl#f10978 Debris Momforing Servicr;.s''Acgre*oment - Debris Monitor'i,ag Services -- R,W, &,ck,doc City of rornarar i t'urct ;: Contracts h,,,�sjnq and Contrts Division This Agreement shall be hereafter in force. The Broward County, Florida. 13. Signatory Authority: governed by the laws of the State of Florida as now and venue for actions arising out of this agreement is fixed in The Contractor shall provide the City with copies of requisite documentation evidencing that the signatory for Contractor has the authority to enter into this Agreement. 14. Severability; Waiver of Provisions Any provision in this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof or affecting the validity or enforceability of such provisions in any other jurisdiction. The non- enforcement of any provision by either party shall not constitute a waiver of that provision nor shall it affect the enforceability of that provision or of the remainder of this Agreement. 15. No Construction Against Drafting Party: Each party to this Agreement expressly recognizes that this Agreement results from the negotiation process in which each party was represented by counsel and contributed to the drafting of this Agreement. Given this fact, no legal or other presumptions against the party drafting this Agreement concerning its construction, interpretation or otherwise accrue to the benefit of any party to the Agreement, and each party expressly waives the right to assert such a presumption in any proceedings or disputes connected with, arising out of, or involving this Agreement. 16. Notice: Any notice, demand, communication, or request required or permitted hereunder shall be in writing and delivered in person; sent by U.S. Certified Mail, U.S. Express Mail, air or ground courier services or by messenger service, addressed to the party for whom it is intended at the following addresses. CITY City Manager City of Tamarac 7525 NW 88" Avenue Tamarac, FL 33321 With a copy to City Attorney at the following address: Goren, Cherof, Doody & Ezrol, P.A. 3099 East Commercial Blvd., Suite 200 Fort Lauderdale, FL 33308 CONTRACTOR 5 U:',AGFNDAS> 7EMP RE:::SOS00000 s "ics RPSO itemr "; 410978 M."bris Monitoring ScnrvtGr 5`Agre <;rnerat Debris monitoring 7f'rviceS -- R.W. �i.'t'Y,'{(.doc City of T :rrnar rc ,{ q r1ardmisrt'tg and Contracts Divisioo Beck Disaster Recovery, Inc. 1000 Legion Place Orlando, FL 32801 Attn: Jonathan J. Burgiel REMAINDER OF PAGE INTENTIONALLY BLANK 6 U: iAC EWDAS'tTEMt''RF,.SOS40000 Sones Reso ltr;::rr7.S 1097E9 Debris, rL9oniloting Smices,Agrorament - Debris ivoniteling City of Tamarac Purchasing ar?d Contracts Division IN WITNESS WHEREOF, the parties have made and executed this Agreement on the respective dates under each signature. CITY OF TAMARAC, signing by and through its Mayor and City Manager, and CONTRACTOR, signing by and through its President/COO duly authorized to execute same. ATTEST: Marion Swenson, CIVIC City Clerk ATTEST: ignaiure Jonathan Schaefer Type/Print Name of Corporate Secretary lo Ilia�. .� D�.! a I (Jte Jeffrey`L. Miller, City Manager D to Appro)fqd as to,frgm apdo1egel, sufficiency: Attorn c sty' ,-�t 11 BECK DISASTER RECOVERY, INC. co ny Name Signature of Pr" s'idenYICOO Charles McLendon Type/Print Name of President/COO (D -C Date 2 t City of Tar7rat-ac f�crrdiasiriy and C:cWf,,,'V,,1s Divismri CORPORATE ACKNOWLEDGEMENT STATE OF FLORIDA: SS COUNTY OF� I HEREBY CERTIFY that on this day, before me, an Officer duly authorized in the State aforesaid and in the County aforesaid to take acknowledgments, personally appeared Charles McClendon, President/COO of Beck Disaster_ Recovery, Inc. a Washington Corporation, authorized to do business in the State of Florida, to me known to be the person(s) described in and who executed the foregoing instrument and acknowledged before me that he/she executed the same. ti 1 WITNESS my hand and official seal this day of Jam' , 20C41 Jnrary Public State of Floni Sandra Fajardo Mq Commission DD527184 Fxpi;es 03/09/2010 yx n Notary Public State of Florida Sandra Fajardo My Commission DD527184 Expires 03/09/2010 gt ature of Notary rubric State of Florida at Large PAnt, Type or Stamp Name of Notary Public ® Personally known to me or ❑ Produced Identification Type of I.D. Produced ❑ DID take an oath, or [I DID NOT take an oath. 9