Okaloosa County BOCC — June 17, 2014 — Agreement For Consulting Services — reading text

records are relevant. 11.13. No Third Party Beneficiary Rights. Nothing in this AGREEMENT shall be interpreted or construed to give any rights or benefits to anyone other than the CONSULTANT, and CLIENT. Therefore, there are no third party beneficiaries of this AGREEMENT. 11.14. Order of Precedence. In the event of conflict between provisions of this AGREEMENT, the conflict or ambiguities shall be resolved by giving precedence as follows: (a) Scope of Services- Exhibit A work task subject to the conflict, (b) this AGREEMENT, and (c) the Contract's terms and provisions. 11.15. Publicity. CONSULTANT shall not disclose the CLIENT's name or the nature of its services being provided or engage in any other publicity or public media disclosures with respect to its services to be performed under this AGREEMENT without the prior written consent of CLIENT. 11.16. Public Records. The CONSULTANT shall comply with all of the provisions of section 119.0701, Florida Statues relating to public records which requires, among other things, that the CONSULTANT: (1) Keep and maintain public records; (2) Provide the public with access to public records on the same terms and conditions that the public agency would provide the records; (3) Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law; and (4) Meet all requirements for retaining public records and 7-10 AGREEMENT FOR OWNER’S REPRESENTATIVE AND DESIGN CRITERIA PROFESSIONAL SERVICES ARBENNIE PRITCHETT WRF 5 MGD EXPANSION DESIGN BUILD PROJECT transfer, at no cost, to the public agency all public records in possession of the contractor upon termination of the contract. 11.17. Representatives. 11.17.1. The authorized representatives of the CLIENT shall be: Name: Jeff Littrell Title: Director Company: Okaloosa County Water and Sewer Department Address: 1804 Lewis Turner Boulevard Fort Walton Beach, FL 32547 Telephone: 850.651.7172 Facsimile: 850.651.7193 E-Mail: jlittrell@co.okaloosa.fl.us 11.17.2. The authorized representative for CONSULTANT shall be: Name: James P. Kizer, Jr., PE Title: President Company: Constantine Engineering, Inc. Address: 1988 Lewis Turner Blvd., Unit 3 Fort Walton Beach, FL 32547 Telephone: 850.244.5800 Facsimile: 850.862.5808 E-Mail: jkizer@tcgeng.com 11.18. CONSULTANT’s Personnel at Construction Site. 11.18.1. he presence or duties of CONSULTANT's personnel at a construction site, whether as onsite representatives or otherwise, does not make CONSULTANT or CONSULTANT's personnel in any way responsible for those duties that belong to CLIENT and/or the construction contractors or other entities, and do not relieve the construction contractors or any other entity of their obligations, duties, and responsibilities, including, but not limited to, all construction methods, means, techniques, sequences, and procedures necessary for coordinating and completing all portions of the construction work in accordance with the construction contract documents and any health or safety precautions required by such construction work. 11.18.2. CONSULTANT and CONSULTANT's personnel have no authority to exercise any control over any construction contractor or other entity or their employees in connection with their work or any health or safety precautions and have no duty for inspecting, noting, observing, correcting, or reporting on health or safety deficiencies of the construction contractor(s) or other entity or any other persons at the site except CONSULTANT's own personnel. 11.18.3. The presence of CONSULTANT's personnel at a construction site is for the purpose of providing to CLIENT a greater degree of confidence that the completed construction work will conform generally to the construction documents and that the integrity of the design concept as reflected in the construction documents has been implemented and preserved by the construction contractor(s). CONSULTANT neither guarantees the performance of the construction contractor(s) nor assumes responsibility for construction contractor's failure to perform work in accordance with the construction documents. 8-10 AGREEMENT FOR OWNER’S REPRESENTATIVE AND DESIGN CRITERIA PROFESSIONAL SERVICES ARBENNIE PRITCHETT WRF 5 MGD EXPANSION DESIGN BUILD PROJECT SECTION 12. SPECIAL PROVISIONS, EXHIBITS AND SCHEDULE 12.1. This AGREEMENT is subject to the following special provisions: 12.1.1. Opinions of Cost, Financial Considerations, and Schedules. In providing opinions of cost, financial analyses, economic feasibility projections, and schedules, CONSULTANT has no control over cost or price of labor and materials; unknown or latent conditions of existing equipment or structures that may affect operation or maintenance costs; competitive bidding procedures and market conditions; time or quality of performance by operating personnel or third parties; and other economic and operational factors that may materially affect the ultimate cost or schedule. Therefore, CONSULTANT makes no warranty that actual costs, financial aspects, economic feasibility, or schedules will not vary from CONSULTANT's opinions, analyses, projections, or estimates. CLIENT will employ an independent cost estimator, contractor, or other appropriate advisor if CLIENT requires greater assurance as to any element of cost, feasibility, or schedule. 12.1.2. Advertisements, Permits, and Access. Unless otherwise agreed to in Exhibit A-Scope of Services , CLIENT will obtain, arrange, and pay for all advertisements for bids; permits and licenses required by local, state, or federal authorities; and land, easements, rights-of-way, and access necessary for CONSULTANT's services or Project construction. 12.1.3. CONSULTANT’s Deliverables. CONSULTANT’s deliverables, including record drawings, are limited to the sealed and signed hard copies. Computer-generated drawing files furnished by CONSULTANT are for CLIENT’s convenience. Any conclusions or information derived or obtained from these files will be at user's sole risk. 12.1.4. Legal Assistance. The Scope of Services in this AGREEMENT does not include costs of CONSULTANT for required or requested assistance to support, prepare, document, bring, defend, or assist in litigation undertaken or defended by CLIENT. All such services required or requested of CONSULTANT by CLIENT, except for suits or claims between the parties to this AGREEMENT, or where both are parties to a suit or claim, will be reimbursed as mutually agreed, and payment for such services will be in accordance with a separate Amendment to this AGREEMENT. That, CLIENT will pay CONSULTANT for labor and expenses incurred in satisfying the requirements and assisting in any audit required by CLIENT, the United States Environmental Protection Agency, and Comptroller General, the United States Department of Labor, the State Regulatory Agency or any of their duly authorized representatives unless the necessity of the audit is caused by CONSULTANT’s negligence. The basis of payment will be defined in an Amendment to this AGREEMENT. SECTION 13. ATTACHMENTS, SCHEDULES, AND SIGNATURES 13.1. This AGREEMENT, including its attachments and schedules, constitutes the entire AGREEMENT, supersedes all prior written or oral understandings, and may only be changed by a written amendment executed by both parties. Attachments included are: 13.1.1. Exhibit A— Scope of Basic Services for Owner’s Representative and Design Criteria Professional Services for the Arbennie Pritchett WRF Expansion Design Build Project 13.1.2. Exhibit B—Compensation and Hourly Per Diem Rate Schedule and Standard Rates for Direct Expenses for Owner’s Representative and Design Criteria Professional Services for the Arbennie Pritchett WRF Expansion Design Build Project to OCWS. 9-10 AGREEMENT FOR OWNER’S REPRESENTATIVE AND DESIGN CRITERIA PROFESSIONAL SERVICES ARBENNIE PRITCHETT WRF 5 MGD EXPANSION DESIGN BUILD PROJECT 13.1.3. Execution Authority. This AGREEMENT is a valid and authorized undertaking of CLIENT and CONSULTANT. The representatives of CLIENT and CONSULTANT who have signed below have been authorized to do so. IN WITNESS WHEREOF, the parties hereto have made and executed this AGREEMENT as of the day and year shown on the cover page. CLIENT CONSULTANT Okaloosa County Water and Sewer Department Constantine Engineering, Inc. | a_i By: Charles K. Windes, Jr. James P. Kizeh, Jr., B Chairman Title: | Board of County Commissioners Title: President Witness: Witness: Yow WA. verre \ \ Address for Giving Notice: 1804 Lewis Turner Boulevard 1988 Lewis Turner Boulevard, Unit 3 Fort Walton Beach, FL 32547 Fort Walton Beach, FL 32547 KK ROKK KKK KKK END oR OK KK OR RK OK KOK 10-10 Exhibit A— Scope of Basic Services for Owner’s Representative and Design Criteria Professional Services for the Arbennie Pritchett WRF 5 MGD Expansion Design Build Project Article A. Purpose: The purpose of this Exhibit is to define the Scope of Basic Services that CONSULTANT (Constantine Engineering, Inc.) shall provide for the Owner's Representative and Design Criteria Professional Services for the Arbennie Pritchett Water Reclamation Facility (WRF) 5 MGD Expansion Project (PROJECT) for the Okaloosa County Water and Sewer Department (CLIENT). The activities that are included are described in “Article B. Scope of Services.” Article B. Scope of Services: The CONSULTANT agrees to furnish general professional engineering and technical services for the Work applicable to serve as the Owner’s Representative and Design Criteria Professional for the Arbennie Pritchett Water Reclamation Facility (WRF) Expansion Design Build Project (PROJECT), as requested by the CLIENT’s representative. The services that the CONSULTANT agrees to furnish as part of this AGREEMENT include, but are not limited to engineering and technical services to perform the following: 1. Develop a request for qualifications (RFQ) for the CLIENT to issue to interested Design/ Build (D/B) Teams to solicit statements of qualification (SOQs); develop a request for proposals (RFP) to issue to the short-listed D/B Teams; solicit D/B Proposals; develop PROJECT cost estimates; negotiate final D/B Team Contract. 2. Serve as the Design Criteria Professional for the development of the Project Design Criteria Package (DCP) for the PROJECT in accordance with Florida State Statutes. Perform engineering design services to develop the DCP, Preliminary Design Report (PDR) and FDEP permit applications. Perform necessary groundwater modeling and mounding analysis and geotechnical services in support of the PROJECT. 3. Perform services during construction (SDC) and resident observation (RO) services. Develop and manage an Owner Purchased Equipment (OPE) program to track and manage equipment and material purchases by the D/B Team to maximize tax savings to the CLIENT. 4, Provide agency coordination and public involvement as authorized by the CLIENT. 5. Oversee complete system startup, DCP compliance and contract closeout requirements and with the selected D/B Team, consultants, equipment suppliers, utilities and regulatory agencies. 6. Oversee and verify the completion of PROJECT equipment and process operation and maintenance (O&M) manuals, final submittals, project photographs, design documentation and other necessary information and data. 7. Perform miscellaneous engineering and technical services in support of the PROJECT as authorized by the CLIENT. 8. Provide electrical engineering and WRF supervisory control and data acquisition (SCADA) design and plant control and monitoring system (PCMS) programming services for PROJECT, including development of primary and secondary (redundant) virtual systems for CLIENT’s wastewater treatment facilities. Specific Work Tasks that may be authorized by the CLIENT’s representative are presented below. EXHIBIT A— OKALOOSA COUNTY WATER AND SEWER SYSTEM