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HomeMy WebLinkAboutAgreement_General_12/12/2013 (2) IRR Public Resources Management Group, Inc. Utility, Rate, Financial and Management Consultants December 12, 2013 Mr. Michael R. Couzzo, Jr. Village Manager Village of Tequesta 345 Tequesta Drive Tequesta, FL 33469 -3062 Subject: Agreement to Provide Utility Consulting Services Dear Mr. Couzzo: As requested based on our conversations with the Village of Tequesta (the "Village "), we have prepared the agreement to provide utility financial consulting services (the "Agreement ") on behalf of the Village's water utility enterprise fund (the "Water System"). The services to be provided by Public Resources Management Group, Inc. (PRMG) include assisting the Village staff and its legal counsel in the review of the current utility ordinances, resolutions, water service policy, and back flow prevention policy (collectively, the "Utility Code ") and to update the Utility Code to provide consistency and an improved understanding of the rules and procedures as adopted by the Village Council (the "Project "). Based on our discussions with the Village, the Project would primarily consist of reviewing the existing Utility Code, attend meetings with staff to identify critical issues, and provide assistance in the drafting of any revisions or clarifications to the Utility Code for presentation to and adoption by the Village Council (the "Project "). Based on our understanding of the Project and the requirements delineated by the Village, PRMG proposes the following: PROJECT TEAM AND BILLING RATES With respect to the performance of the Project, Mr. Robert J. Ori will be the principal -in- charge for the Project and will serve as primary contact between the Village, and PRMG. PRMG may utilize other employees or associates during the course of the Project as needed The services covered by this Agreement shall be provided based on the direct labor rates set out in Attachment A, which is made a part of this Agreement. SCOPE OF SERVICES The scope of services to be performed by PRMG is srmnarized on Attachment B, which is made a part of this Agreement. K'WQ104"n=T8spU tft Cab gay Agog (12-12-2013) ' 341 NORTH MAITLAND AVENUE — SUITE 300 — MAITLAND, FL 32751 Tel: 407 - 628 -2600 • Fax: 407- 628 -2610 • Email: PRMG @PRMGinc.com • Website: www.PRMGinc.com Mr. Michael R Couzzo, Jr. Village of Tequesta December 12, 2013 Page 2 COMPENSATION AND BILLING Based on the scope of services as summarized in Attachment B and recognizing that it is difficult to estimate a price for the services since the magnitude of the possible revisions to the Utility Code cannot be quantified at this time, we propose to establish an initial contract budget to perform the Project on behalf of the Village in the amount of $6,500.00. This contract budget amount includes the direct cost of personnel anticipated to be assigned to conduct the various tasks of the Project by PRMG as well as an allowance for other direct costs such as travel, telephone, delivery charges, and subconsulting expenses, if any. The costs incurred by PRMG for such other direct costs, if any, will be billed based on the actual cost. It is proposed that the contract budget be considered on a maximum - not -to- exceed basis and that PRMG would bill monthly for services relative to this Project based on the actual hours worked on the Project by PRMG Project Team members. PRMG will bill the Village for the utility consulting services rendered on a monthly basis predicated on the sum of. i) the hourly amount of time spent by the Project team members; ii) the other direct costs incurred to provide the Utility Code review services; and iii) the subconsulting expenses required to assist in Project completion. It is not anticipated that any subconsultants would be required to assist PRMG in the completion of the Project To the extent that PRMG determines that a portion of the Project would need to be performed by a subconsultant, PRMG would notify the Village in writing for approval prior to the assignment of any Project responsibilities to such subconsultant by PRMG. The services provided by PRMG will be billed on an hourly basis predicated on the actual work effort performed by PRMG and not on a lump -sum basis. To the extent that the Project is completed at a cost less than the proposed contract budget as identified in this Agreement, PRMG will not invoice the Village for any amounts remaining (unbilled) on such contract except for the provision of any additional services which the Village may request from PRMG, as mutually agreed between the parties. PROPOSED TERM OF AGREEMENT The term of this Agreement and the associated billing rates for the PRMG shall be in effect and continue through the completion of the Project as identified in the scope of services which is made a part of this Agreement or through September 30, 2014, whichever occurs first. It is anticipated that the review of the Utility Code shall be completed within forty-five (45) days after being given authorization to proceed by the Village. The completion of the Utility Code review as contemplated in this Agreement will be subject to the availability of information provided to PRMG by the Village and the availability of Village staff to discuss the content and issues within the Utility Code that require revision or update. (Remainder of page intentionally left blank) [CWLU0S&M AmgAUtftCodeRevAgent(12 -12 -2013) W. Michael R Couzzo, Jr. Village of Tequesta December 12, 2013 Page 3 STANDARD TERMS AND CONDITIONS Included on Attachment C are PRMG's standard terms and conditions as it relates to providing services to the Village which are made a part of this Agreement. We have enclosed two copies of this Agreement to provide utility consulting services to the Village for consideration and authorization. If this Agreement is acceptable to the Village, please execute both copies of the Agreement and return one copy to our office; the other copy is for the Village's files and reference. We appreciate the opportunity to assist the Village in providing utility consulting services on behalf of the review of the Utility Code and look forward to working with the Village staff and you on this Project in the near future. Very truly yours, ACCEPTED BY: Public Resources Management Group, Inc. Village of Tequesta, Florida Z �� x 0' Q • Robert J. Ori Name President Title � Eli y�C Date RJO /dlc Attachments X ttev ngmt (I2- 12.2017) ATTACHMENT A PUBLIC RESOURCES MANAGEMENT GROUP, INC. SCHEDULE OF DIRECT LABOR HOURLY RATES AND STANDARD COST RATES DIRECT LABOR HOURLY RATES Direct Labor Project Team Title Hourly Rates [ *] Project Manager $180.00 Supervising Consultant $110.00 Senior Consultant $105.00 Rate Consultant $ 65.00 Rate Analyst $ 65.00 Analyst $ 55.00 Clerical and Administrative $ 50.00 1 *1 Direct labor hey rates effective twelve months after the date of execution of the Agreement; rates will be adjusted by not more than the net perceatagc chatige (but not leas than 0%) in the Consumer Price Index — Urban Consumers per onvnun (rotmded to the nearan dollar) or as mutually agreed between parties fi)r invoices rendered after each anniversary date of each year thereafter until project completion or termination of the Agreement between the parties. STANDARD COST RATES Expense Description Standard Rates [ *] Mileage Allowance — Personal Car Use Only $0.485 per mile Reproduction (black and white) (in house) $0.05 per page Reproduction (color) (in house) $0.25 per page Reproduction (contracted) Actual Cost Computer Time $0.00 per hour Telephone Charges Actual Cost Delivery Charges Actual Cost Lodging/Other Travel Costs Actual Cost Meals Not to exceed per PRMG Employee: $8.00 — Breakfast $12.00 —Lunch $25.00 — Dinner Subconsultant Services Actual Cost plus 5.0`/0 Other Costs for Services Rendered Actual Cost [ *] Standard cost Was effective twelve months after the data of execution of the Agreement; where applicable, rates will be adjusted by not more than the net percentage change (but not less than Oak) in the Consumer Price Index — Urban Consumers per amihml (hounded to the neatest dollar) or as mutually agreed between parties for invoices rendered after each anniversary data of each year thereafter until project completion or termination of the Agreement between the parties. Any Standard Rate adopted by policy by Client will supersede rates shown above. K--W01 56470 ra*Wtldy Lade Rev Agin (12-12 -2013) A -1 ATTACHMENT B PUBLIC RESOURCES MANAGEMENT GROUP, INC. SCOPE OF SERVICES — UTELITY CODE REVIEW The scope of services to be performed by PRMG on behalf of the Village Water System will include the following tasks: Task 1 — Data Acquisition and Revieg PRMG will request specific documents and policies to be compiled and provided by the Village associated with the review of the Utility Code. Information to be requested from the Village will include, but not be limited to: i. Utility Code of Ordinances; ii. Utility resolutions that may not be codified in the ordinance (e.g., a rate or fee resolution); iii. Water service policy and back blow prevention policy; iv. Utility, customer service, and financial policies that were formally adopted by the Village Council or are informally used by the Village staff for guidance in operations and management of the Water System; V. Development regulations that may codify water capacities allocations to properties and other development requirements; vi. Impact or capacity fee and water meter installation / connection work papers or schedules; and vii. Other relevant information as deemed necessary by PRMG or the Village in support of the Utility Code review. PRMG will prepare a date request for response by the Village to initiate the data compilation efforts as well as review the compiled data necessary for Project completion. Task 2 — Utiliky Code Review Meeting After the receipt and review of the documents as provided in Task 1, PRMG will attend an onsite (at Village offices) working group meeting with Village staff and its consultants and legal advisors (the "working group ") to discuss the Utility Code, identify issues and inconsistencies, and to determine the process to modify the Utility Code. It is assumed that each participant in the Village's Utility Code review will document issues and concerns prior to the onsite working group review session. Task 3 — Provide Assistance in Utility Code Modifications PRMG will i) draft certain revisions to the Utility Code based on the findings of the Utility Code review meeting for consideration by the working group and i�i review draft revisions and suggested Utility Code modifications by K --=UVA TCam*%Utft RevAges(12 -12 -2013) B -1 other members of the working group. It is envisioned in this scope of services that PRMG will not be in charge of modifying and updating the "Master Document" which would include changes proffered by all working group members; PRMG will be considered as a reviewer of the Utility Code and supporting documents. Task 4 — Final Utility a Modifications PRMG will provide review services with respect to the final preparation of the Utility Code as amended by the working group. It is assumed that PRMG will attend a working group meeting to review the final document prior to presentation to the Village Council for adoption. Task 5 — Meetings During the course of this project., it is anticipated that PRMG will attend a total of two (2) on-site meetings with the Village to discuss and review Utility Code changes with the working group. ADDITIONAL SERVICES During the course of this engagement, the Village may request that PRMG perform additional services on behalf of the Water System. Although no additional services are anticipated by PRMG at this time, any additional services as requested by the Village will be performed by PRMG upon written authorization by the Village and as mutually agreed between the three parties. Examples of additional services that could be performed by PRMG may include, but not be limited to, the following activities. 1. Attendance of additional meetings to what is contemplated in the scope of services. 2. Providing a Utility Code review function which will encompass more time than available under this initial scope of services on behalf of the Water System. 3. Performance of substantial changes to the Utility Code due to the receipt of inaccurate documents and information as provided by the Village or due to delays in the Project that were not caused by PRMG. (Remainder of page hAwtionally left blank) rLUX%1V,"7CO=VWUUY Code Bev Agent (12- 12-2013) B-2 PUBLIC RESOURCES MANAGEMENT GROUP, INC. ATTACHMENT C STANDARD TERMS AND CONDITIONS I. SCOPE V. DOEN04IRCATION Public Resources Management Group, Inc. (PRMG) PRMG agrees to indemnify, defend, and hold Client age to perform the professional consulting services harmless from and against any liability arising out of described in the agreement (the "Work") that the negligent errors or negligent omissions of PRMG, incorporates these standard terms and conditions. its agents, employees, or representatives, in the Unless modified in writing by the parties hereto, the performance of duties set forth in Article I. duties of PRMG shall not be construed to exceed Regardless of any other term of this Agreement, in no those services specifically set forth in the agreement event shall PRMG be responsible or liable to Client These terms and conditions and the agreement, when for any incidental, consequential, or other indirect executed by the Client, shall constitute a binding damages, agreement on both parties (hereinafter after the " Agreement "). Client agrees to indemnify, defend, and hold PRMG harmless from and against any liability arising out of the negligent errors or negligent omissions of Client, II. COMPENSATION its agents, employees, or representatives, in the The Client, as defined in the agreemeit, agrees to pay performance of duties set forth in Article I. for the services as billed within thirty (30) days of receiving the invoice. Amounts paid after thirty (30) VL INSURANCE days may be subject to interest charges, not to exceed a monthly compound rate of one percent (1.0 %) PRMG shall maintain during the life of the agreement applied to the delinquent unpaid balance. the following minimum insurance: Time-related charges will be made in accordance with 1. Commercial general liability insurance, including the billing rate referenced in the agreement. Other hired and non -owned automobiles, with the indirect expenses and subcontractor services, if any, following limits: will be billed in accordance with the standard unit cost rates as referenced in the agreement or if no reference Each Occurrence $1,000,000 is provided, at the actual cost as incurred by PRMG. Damage to Rented Premises (Each Occurrence) $300,000 Medical Expense (Any one person) $5,000 M. RESPONSIBILITY Personal and Advertising Injury $1,000,000 PRMG is employed to render a professional service General Aggregate $2,000,000 only, and any payments made by Client are Products — Completed/Operation compensation solely for such services rendered and General Aggregate $2,000,000 recommendations made in carrying out the Work. 2. Statutory worker's compensation and employees' PRMG shall perform analyses, provide opinions, make factual presentations, and provide professional liability insurance as wired by state law. advice and recommendations. PRMG does not 3. Professional liability insurance at a limit of expressly warrant or guarantee its services. liability of not less than $2,000,000 aggregate. IV. RELIANCE UPON INFORMATION VII SUBCONTRACTS PROVIDED BY OTHERS. If PRMG's performance of services hereunder requires Unless specifically specified in the Agreement, PRMG to rely on information provided by other PRMG shall be entitled, to the extent determined to be parties (excepting PRMG's subcontractors), PRMG appropriate by PRMG, to subcontract any portion of shall not independently verify the validity, the Work to be performed under this Agreemem completeness or accuracy of such information unless otherwise ec nssly engaged to do so in writing by Client Luxl1VA4nc Te * kU0 a g code Pv n m (12- 12-2013) C-1 PUBLIC RESOURCES MANAGEMENT GROUP, INC. ATTACHMENT C STANDARD TERMS AND CONDITIONS VIII. ASSIGM4ENT XIv. WORK PRODUCT These terms and conditions and the agreement to PRMG and Client recognize that PRMG 's Work which they are attached are binding on the heirs, product submitted in performance of this Agreement successors, and assigns of the parties hereto. This is intended only for the Client's benefit and use. agreement may not be assigned by Client or PRMG Change, alteration, or reuse on another project by without prior, written consent of the other. Client shall be at Clienes sole risk, and Client shall hold harmless and indemnify PRMG against all losses, damages, costs, and expenses, including attorneys' IX. INTEGRATION fees, arising out of or related to any such unauthorized These terms and conditions and the agreement to mange, alteration, or reuse. which they are attached represent the entire understanding of Client and PRMG as to those matters XV. SUSPENSION OF WORK contained herein. No prior oral or written understanding shall be of any force or effect with Client may suspend, in writing, all or a portion of the respect to those matters covered herein. The Work under the agreement in the event unforeseen agreement may not be modified or altered except in circumstances beyond Clients control make normal writing signed by both parties. progress of the Work impossible. PRMG may request that the Work be suspended by notifying Client, in writing, of circumstances that are interfering with the X. JURISDICTION normal progress of Work. PRMG may suspend Work This agreement shall be administered and interpreted on the project in the event Client does not pay under the laws of the State of Florida. Jurisdiction of invoices when due. PRMG shall be compensated for litigation arising from the agreement shall be in that s u reasonable expenses resulting from such staff suspension including mobilization and de- mobilization. The time for completion of the Work shall be extended by the number of days Work is XI SEVERABRX17Y suspended. In the event that the period of suspension exceeds 90 days, the terms of the agree , ' are If any part of the Agreement is found unenforceable subject to renegotiation and both parties are granted under applicable laws, such part shall be inoperative, the option to terminate Work on the suspended portion null and voice insofar as it is in conflict with said of the project. laws, but the remainder of the Agreement shall be in full force and effect XVL TERMINATION OF WORK XII. FORCE MAJEURE Client may terminate all or a portion of the Work covered by the agreement for its convenience. Either PRMG shall not be responsible for delays in party may terminate Work if the other party fails to perforating the scope of services that may result from perform in accordance with the provisions of the causes beyond the reasonable control or contemplation agreemea Termination of the agreement is of PRMG. PRMG will take reasonable steps to accomplished by 15 days prior written notice fiom the mitigate the impact of any force mgjeure. party initiating termination to the other. Notice of termination shall be delivered by certified mail with receipt for delivery returned to the sender. X11. NO BENEFIT FOR THIRD PARTIES The services to be performed by PRMG hereunder are This agreement may be terminated by PRMG: a) for intended solely for the benefit of Client, and neither cause, if Client breaches this Agreement through no right nor benefit is conferred on, nor any contractual fault of PRMG and Client neither cures such material relationship intended or established with any person or breach nor makes reasonable progress toward cure cam+ not a party to this Agreement. No such person within ll days after PRMG has given written notice or entity shall be entitled to rely on PRMG's of the alleged breach to Client; or b) upon five days performance of its services hereunder. suspended if Work under this Agreement has been suspended by either Client or PRMG in the aggregate for more than ninety (90) days. H:U)CU0%.07Cwmp1Utgity Code Rev Agent (12 -12 -2013) C-2 PUBLIC RESOURCES MANAGEMENT GROUP, INC. ATTACHMENT C STANDARD TERMS AND CONDITIONS In the event of termination, PRMG shall perform such X1X. PUBLIC RECORDS additional Work as is necessary for the orderly filing Pursuant to applicable Florida law, PRMG's records of documents and closing of the project. The time associated with this Agreement may be subject to spent on such additional Work shall not exceed five percent (5 0 16) of the time expended on the terminated Florida's public records laws, Florida Statutes 119.01, portion of the project prior to the effective date of at seqry as amended from time to time. PRMG shall termination. PRMG shall be compensated by the comply with all public records obligations set for in client for Work actually performed prior to the such laws, including those obligations to keep, effective date of termination plus the Work required mmntain, provide access to, and maintain any for filing and closing as described in this Article. applicable exemptions to public records, and transfer all such public records to the Client at the conclusion of this Agreement, as provided for in Florida Statutes XVII. ARBITRATION 119.0701(2013 All claims, disputes and other matters in question between the partite to this agreement arising out of or relating to this agreement or the breach thereof which are not disposed by mutual agreement of the parties, shall be decided by arbitration in accordance with the Florida Arbitration Code. No arbitration arising out of or relating to this agreement shall include ate+ person not a party to this agreement except by written consent containing a specific reference to this agreement and signed by the parties hereto and persons to be joined This agreement to arbitrate shall be specifically enforceable under prevailing arbitration law. Notice of demand for arbitration shall be filed in writing with the other parties to this agreement. The demand shall be made within a reasonable time after the claim, dispute, or other matter in question has arisen, but in no event after the date when the institution of legal or equitable proceedings would be barred by the applicable statute of limitations. The award rendered by the arbitrators shall be final and judgment may be entered in accordance with applicable law in any court having jurisdiction. XVIII. NOTICES All notices required under this Agreement shall be by personal delivery, facsimile or mail to the PRMG Project Manager and to the person signing the Agreement on behalf of the Client, and shall be effective upon delivery to the address stated in the Agreement. xi1XUo%47 *a=pW u,, co& at,Apec►a- M2013r C -3 ADDENDUM Public Records: In accorda.nce with Sec. 119.0701, Florida Statutes, the Contractor must keep and maintain this Agreement and any other records associated therewith and that are associated with the performa.nce of the work described in the Scope of Services. Upon request, the Contractor must provide the public with access to such records in accordance with access and cost requirements of Chapter 119, Florida Statutes. Further, the Contractor shall ensure that any exempt or confidential records associated with this Agreement or associated with the performance of the work described in the Scope of Services are not disclosed except as authorized by law. Finally, the Contractor shall retain the records described in this paragraph throughout the performance of the work described in the Scope of Services, and at the conclusion of said work, transfer to the Village, at no cost to the Village, all such records in the possession of the Contractor a.nd destroy any duplicates thereof. Records that are stored electronically must be transferred to the Village in a format that is compatible with the Village's information technology systems.