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DP&O Contract & TO**,*0hWW( r 64K V() 10050 N.E. SECOND AVENUE MIAMI SHORES, FLORIDA 33138 -2382 TELEPHONE: [3051 795 -2207 FAX: (305) 756 -8972 November 23, 2017 Ms. Gabrielle Benign, President Disaster Program & Operations, Inc. 10033 Sawgrass Dr. Suite 121 Ponte Vedra Beach, Fl. 32082 MacAdam Glinn MAYOR Sean Brady VICE MAYOR Jonathan Meltz COUNCILMAN Alice Burch COUNCILWOMAN Steven ZE dPowitz COUNCILMAN Tom Benton VILLAGE MANAGER Richard Sarafan VILLAGE ATTORNEY SUBJECT: TASK ORDER NO. 1— Hurricane Irma DR 4337 -- "Disaster Debris Monitoring, Disaster Management, and Recovery Services, including FEMA Public Assistance Administrative Services as required by Miami Shore Village, Florida". Dear Ms. Benign, SCOPE OF WORK: This Task Order No. 1 provides a Notice to Proceed with the following Scope of Work per Disaster Program & Operations, Inc. (DP &O) proposed Scope of Services and Rates per proposal reply to "The Miami Shores Village RFP solicitation # 2018 -10-01 "Disaster Recovery Management, Disaster Debris Monitoring and Disaster Recovery Services" per proposal. submitted November 13, 2017. Task Order No. 1 authorizes Disaster Program & Operations, Inc (DP&&O) to continue to support monitoring of emergency debris removal and monitoring of hazard trees and limbs removal. DP &O will perform Hurricane Irma disaster costs records reconciliation, document review and management, and FEMA Public Assistance program management including all disaster reimbursement project submittals per FEMA requirements. PAYMENT TERMS: Task Order #1 is to continue Debris Monitoring support and records review reconciliation. DP &O is to submit weekly invoices to Miami Shores Village with appropriate supporting information per invoice. SCHEDULE: Time is of the Essence and DP &O will initiate work immediately under this Task Order. Disaster Program & O as, Inc. Representative Signature Printed Name Miami Shores Village, F on a Representative / y Signature 1 I Printed Name — DISASTER RECOVERY MANAGEMENT, DISASTER DEBRIS MONITORING AND DISASTER RECOVERY SERVICES Contract 4 2018 -10 -01 OWNER: Miami Shores Village, Florida CONTRACTOR: Disaster Program & Operations, Inc. PROJECT NO: FEMA DR -4337 Hurricane Irma PROFESSIONAL SERVICES AGREEMENT FOR DISASTER RECOVERY MANAGEMENT, DISASTER DEBRIS MONITORING AND DISASTER RECOVERY SERVICESBETWEEN MIAMI SHORES VILLAGE AND DISASTER PROGRAM AND OPERATIONS, INC. This AGREEMENT is made and entered into on this the 22nd day of November 2017, by and between the Miami Shores Village, Florida, a governmental subdivision of the State of Florida, (hereinafter referred to as "the Village ") and Disaster Program & Operations, Inc. a Florida corporation (hereinafter referred to as "DP &O "): WHEREAS, the Village requires such professional services as may be required for disaster response and recovery, Debris Monitoring, FEMA Program management and disaster data and costs records reconciliation, and document management; WHEREAS, the Village issued, on October 27, 2017 Project RFP Number Village 2018- 10 -01, a solicitation for proposals for Disaster Recovery Management, Debris Monitoring and Disaster Recovery Services ( "Solicitation "), in order to assist Miami Shores Village to maintain FEMA compliance for disaster costs recovery and tasks documentation, debris removal monitoring and costs reconciliation, and FEMA claims for disaster costs reimbursement submittals due to Hurricane Irma which occurred in, Florida on September 5, 2017; WHEREAS, DP &O submitted the successful and best proposal offered pursuant to the Solicitation; .Til WHEREAS, DP &O represents it is capable and prepared to provide the services as outlined in the Solicitation: NOW, THEREFORE, it is agreed by and between the parties hereto, that in consideration of the covenants contained herein, and as set forth in the Solicitation, the parties hereto agree as follows, to wit: 0 ARTICLE I - EFFECTIVE DATE/TERM The effective date of this AGREEMENT shall be November 22, 2017. The term of the AGREEMENT shall be for five -year period, unless otherwise terminated as provided herein. The AGREEMENT may be extended under the same terms and conditions for two additional two -year periods, or upon such terms and conditions as may be mutually agreed upon by a written agreement between the parties. ARTICLE 2 - SERVICES TO BE PERFORMED BY DP &O Attached hereto as Exhibit "A" and made a part hereof, the same as if copied in full herein, is a copy of the DP &O proposal Miami Shores Village RFP 2018 -10 -01 and "Cost Proposal Form" as Attachment 1 to this contract which is incorporated by reference in this contract as fully and effectually as in full herein. DP &O specifically acknowledges that it is fully aware and shall comply with all obligations, responsibilities, and liabilities imposed upon it as the successful proposer. In the event any statement set forth in this Agreement shall conflict with Exhibit "A ", then, in that event, Exhibit "A" shall be recognized by the parties as the controlling document. Attachment 1 of Exhibit "A" is the Cost Proposal Schedule, which is incorporated herein and made a part of this Agreement. DP &O shall receive for its services as may be specifically authorized by the Village the fees set forth on Attachment 1. Services authorized by the Village shall be referred to as "Task Orders." The performance requirements set forth in the Solicitation shall apply to the work ordered by the Village. ARTICLE 3 - COMPENSATION The Village shall remit payment unto DP &O in accordance with the Fee Schedule (Attachment 1 to Exhibit "A ") set forth in DP &O "s Proposal. DP &O may submit weekly or bi- weekly invoices for services rendered hereunder. Invoices may reference the Task Order Number or Hurricane/DisasterNumber. Invoices shall include staff hours details and appropriate audit quality detail in order to fully comply with requirements of any Federal or State agency in order to ensure reimbursement to the Village of the cost associated with this Agreement by Federal and State agencies. Federal and State agencies referred to herein include the Federal Emergency Management Agency (FEMA) and the Florida Division of Emergency Management (FDEM). DP &O shall be paid weekly or bi- weekly after invoice is approved. Payment of DP &O by the Village is not contingent upon the Village being reimbursed by the Federal or State agency. Payment to DP &O will be made for any work directed by the Village, even that which may be determined by Federal and State agencies to be ineligible for reimbursement. All invoices shall be delivered to: Holly Hugdahl, CPA, CGMA Finance Director Miami Shores Village 10050 NE Second Avenue Miami Shores, Fl 33138 305 - 762 -4855 (Office) 2 0 305 - 756 -8972 (Fax) In order for both parties herein to close their books and records, DP &O will clearly state "Final Invoice " on DP &O' final/last billing to the Village. This certifies that all services have been properly performed by DP &O and all charges and costs have been invoiced to the Village. ARTICLE 4 - THE VILLAGE'S RESPONSIBILITIES The Village shall be responsible for providing access to all project sites, and providing information required by DP &O that is readily available to the Village. ARTICLE 5 - TERMINATION OF AGREEMENT Either party, upon forty-eight (48) hours' written notice with or without due cause to the other party, may terminate this Agreement. Any termination for cause must be preceded by a written notice detailing the basis for default and provide the defaulting party ten (10) days in which to cure the default. ARTICLE 6 - UNCONTROLLABLE FORCES (FORCE MAJURE) DP &O shall not be considered to be in default of this Agreement if delays in or failure of performance shall be due to uncontrollable forces, the effect of which, by the exercise of reasonable diligence, the non - performing party could not avoid. The term "uncontrollable forces" shall mean any event which results in the prevention or delay of performance by a party of its obligations under this Agreement and which is beyond the reasonable control of the non - performing party. It includes, but is not limited to: fire, flood, earthquakes, storms, lightning, epidemic, war, riot, civil disturbance, sabotage, governmental actions, and acts of God. Neither party shall, however, be excused from performance if non - performance is due to forces which are preventable, removable, or remediable and which the non - performing party could have, with the exercise of reasonable diligence, prevented, removed or remedied with reasonable dispatch. The non- performing party shall, within a reasonable time of being prevented or delayed from performance by an uncontrollable force, give written notice to the other party describing the circumstances and uncontrollable forces preventing continued performance of the obligations of this Agreement. ARTICLE 7 - GOVERNING LAW AND VENUE The laws of the State of Florida shall govern this AGREEMENT. The exclusive venue for any and all legal action necessary to enforce the AGREEMENT will be held in Miami -Dade County, Florida and the AGREEMENT will be interpreted according to the laws of the State of Florida. ARTICLE 8 — INDEMNIFICATION The Contractor shall save and hold the Village harmless from and against all liability, claims and demands on account of personal injuries (including without limitation workmen's compensation and death claims) or property loss or damages of any kind whatsoever, which arise out of or be in any manner connected with, or are claimed to arise out of or be in any manner connected with, the performance of this contract, regardless of whether such injury, loss or damage shall be caused by, or be claimed to be caused by, the negligence of the 3 1 Contractor, any subcontractor, agent or employee. ARTICLE 9 - NOTICE Any Notice, demand, communication, or request required or permitted hereunder shalt be in writing and delivered in person or sent by certified mail, postage prepaid as follows: As To the Village: Tom Benton Village Manager Miami Shores Village 10050 NE Second Avenue Miami Shores, F133138 305 -762 -4851 (Office) ;305 - 756 -$972 (Fax) As To DP &O: Gabrielle Benigni, President 830 AlA North Suite 13 Ponte Vedra Beach, F132082 Notices shall be effective when received at the addresses as specified above. Changes in the respective addresses to which such notice is to be directed may be made from time to time by either party by written notice to the other party. Facsimile transmission is acceptable notice effective when received; however, facsimile transmissions received (i.e.; printed) after 5:00 p.m. or on weekends or holidays, will be deemed received on the next business day. The original of the notice must additionally be mailed as required herein. Nothing contained in this Article shall be construed to restrict the transmission of routine communications between representatives of DP &O and the Village. ARTICLE 10 - AGREEMENT ADMINISTRATION The Village's representative during the term of the Agreement shall be Tom Benton, or any other person or agency designated by the Village Council to act as his/her agent or on his/her behalf. IN WITNESS WHEREOF, Miami Shores Village and DP&O have executed this AGREEMENT as of the day and year first above written. VILLAGE: Miami Shores By: ,* Tom Bento, Miami Shores Village ATTEST: By: Ysabely Rgdijuez, Villhe Clerk Disaster ProgY4(m perations, Inca By: abrielle Benigni, Pr dent Section 4. COST PROPOSAL COST PROPOSAL FORIWFEE, SCHEDULE Positions Estimated Montbly Hours (l) Hourly Rate Project Manager 80 $ 80.00 Operations Managers PEMA Project Assistance Manager 150 160 $ 64.00 $ 75.00 GIS Analyst 15 $ 611.00 Field Supervisors 670 $ 55.00 Damage Assessment Technician Debris Site/Tower Monitors 80 390 S65.00 $ 40.00 :Environmental Specialist 16 $ 95.00 Project Inspectors (Citizen Drop-Off Site Monitors) 870 $ 40.00 Field Coordinators (Crew Monitors) 1,740 $ 45.00 Load Ticket Data Entry Clerics (QAJQC) 750 S30-00 Billing /Invoice Analysts 40 S40.00 Data Manager 16 $ 55.00 Public Assistance Coordinator 80 $ 120.00 FENLkIFHWA Specialist 40 S110.00 Other Suggested Positions: Position Title Ratdhour: ADMS Specialist 550.00 IT Supervisor $60.00 Grants Project Manager $150.00 Hazard Mitigation Specialist $150.00 Subject Matter Expert 5200.04 Snr. FEMA Policy Advisor 5175.00 QAQC Data Manager $80.00 CPA $175.00 ALL NON- LABOR PROJECTED COSTS WILL BE BILLED TO THE VILLAGE AT COST WITH OUT MARKUP. November 23, 2017 Ms. Gabrielle Benign, President Disaster Program & Operations, Inc. 10033 Sawgrass Dr. Suite 121 Ponte Vedra Beath, Fl. 32082 SUBJECT: TASK ORDER NO. 1-- Hurricane Irma DR 4337 — "Disaster Debris Monitoring, Disaster Management, and Recovery Services, including FEMA Public Assistance Administrative Services as required by Miami Shore Village, Florida". Dear Ms. Benigni, SCOPE OF WORK: This Task Order No. 1 provides a Notice to Proceed with the following Scope of Work per Disaster Program & Operations, Inc.(DP &O) proposed Scope of Services and Rates per proposal reply to "The Miami Shores Village RFP solicitation # 2018 -10-01 "Disaster Recovery Management, Disaster Debris Monitoring and Disaster Recovery Services" per proposal submitted November 13, 2017. Task Order No. 1 authorizes Disaster Program & Operations, Inc (DP &O) to continue to support monitoring of emergency debris removal and monitoring of hazard trees and limbs removal. DP &O will perform Hurricane Irma disaster costs records reconciliation, document review and management, and FEMA Public Assistance program management including all disaster reimbursement project submittals per FEMA requirements. PAYMENT TERMS: Task Order #1 is to continue Debris Monitoring support and records review reconciliation. DP &O is to submit weekly invoices to Miami Shores Village with appropriate supporting information per invoice. SCHEDULE: Time is of the Essence and DP &O will initiate work immediately under this Task Order. Disaster Pt Representati, Signature Printed Name Miami Shores Village, F on a Representative / ty Signature Printed. a [ w AW-1 �' Name f