Witt O' Brien ContractDisaster Recovery Management and Monitoring Services Contract
This Disaster Recovery Management and Monitoring Services Contract ( "Agreement ")
effective May 5, 2017 is entered into by and between Miami Shores Village, FL ( "Client "), with and
Witt O'Brien's, LLC ( "Consultant "), located at 120115th Street NW, Suite 600, Washington, DC 20005
WHEREAS, Consultant is in the business of providing certain consulting services, and is willing to
provide such services to Client;
WHEREAS, in response to an RFP from the Village, Consultant submitted a proposal to Client dated
August 9, 2016 to provide services ( "Consultant Proposal "), copies of both of which are attached and
incorporated herein as composite Exhibit A;
WHEREAS, Client desires to utilize Consultant's services as provided for herein; and,
NOW THEREFORE, in consideration of the mutual covenants and promises contained herein, the
parties hereto agree as follows:
1. Recitals
The above- referenced recitals are true and correct, and are incorporated herein.
2. General Terms and Conditions
The general terms and conditions of this Agreement are set forth in Appendix A, attached hereto
and incorporated herein.
3. Scope of Work
Consultant shall provide the services set forth in Appendix B attached hereto and incorporated
herein ( "Services "). Consultant shall furnish all reports and deliverables as set forth in ,Anendix B in
accordance with the terms set forth therein (hereafter "Deliverables ").
4. Period of Performance
The period of this Agreement shall be for five (5) years from the signing of this Agreement and may
be renewed at Client's option for successive one (1) year periods subject to adjustments of costs and
fees to be agreed upon in writing.
S. Fees and Payment
In consideration of Services performed hereunder, Client shall pay Consultant in accordance with
Appendix .
6. Notice
Any notice given by either party shall be in writing and shall be given by registered or certified mail,
return receipt requested, postage prepaid, or Federal Express or DHL courier, shipped prepaid,
addressed to the parties at the addresses herein designated for each party or at such other addresses
as they may hereafter designate in writing.
Tom Benton Contracts Department
Village Manager Witt O'Brien's LLC
Miami Shores Village 120115th Street NW, Suite 600
10050 NE Second Ave Washington, DC 20005
Miami Shores, FL 33138 Phone: +1(202) 585 -0780
Page 1 of 12
795.2207
Email: bentont @msvfl.gov
For legal notices, a copy small be provided to;,
Legal Counsel
Witt O'Brien's
2200 Eller Drive
Fort Lauderdale, Florida 33136
Phone: (954) 627 -5298
7.. Entire Agreement
Both parties acknowledge that they have read this Agreement, understand it and agree to be bound
by Its terms and further agree that it is the entire agreement between. the parties hereto which
supersedes all prior agreements, written or oral, relating to the subject matter hereof. No
modification or waiver of anyprovision shailbe binding unless in writing signed by the party against
whom such modification or waiver is sought to be enforced
IN WITNEM WHEREOF, the Parties hereto, by their duly authorized representatives, execute this
Agreement to be effective as of the date set forth above.
Miami Shores Village
Witt O'Brien's LLC
�/144 01
I---
&&- R f 0&
Tom. Benton, Village Manager
Name, Title Kf, Z7 by R. f Wftffl- C,419
Miami Shores Village
J
120115th Street NW, Suite 600
10050 NE Second Ave
Washington, lC 20005
Ntianii Shore. FL 33138
Phone: +1 (202) 585 -0780
Email: bentont @msvfl.gov
Phone: (305)_795-2207
Page 2 of 12
APPENDIX A
GENERAL TERMS & CONDITIONS
1. CONSULTANT'S RESPONSIBILITIES.
Consultant ( "Consultant ") shall perform
the Services utilizing the standard of care
normally exercised by professional
consulting firms in performing
comparable services under similar
conditions. CONSULTANT MAKES NO
OTHER WARRANTIES, EXPRESS OR
IMPLIED, EXCEPT AS SPECIFICALLY SET
FORTH IN THIS AGREEMENT.
2. CLIENT'S RESPONSIBILITIES. Client
shall provide site access to the site or
facility at which the Services are to be
performed at such times as may
reasonably be required by Consultant, and
shall make timely payments in accordance
with the terms and conditions of this
Agreement. To the extent Client has access
to information relating to the Services to
be performed, Client shall provide such
information as is reasonably available and
appropriate for the efficient performance
of the Services ( "Information "). Such
Information includes, but is not limited to,
available site history and the
identification, location, quantity,
concentration and character of known or
suspected hazardous conditions, wastes,
substances or materials that are likely to
pose a significant risk to human life,
health, safety or to the environment.
Consultant shall be entitled to rely upon
the Information provided by the Client or
the Client's agents without independent
verification except to the extent set forth
herein and shall bear no liability arising
from such reasonable reliance.
3. COMMENCEMENT AND COMPLETION
OF THE SERVICES. The Services shall
commence upon written request from the
client, and shall be completed on the
respective dates specified in this
Agreement or, in the absence of such
specification, as soon as good practice and
due diligence reasonably permit.
4. Retention of Records and Right to
Access
Consultant shall maintain during the term
of the contract all books of account, receipt
invoices, reports and records in
accordance with generally accepted
accounting practices and standards. The
form of all records and reports shall be
subject to the approval of the Village's
Finance Director. Recommendation for
changes, additions, or deletions by the
Village's Finance Director must be
complied with by the selected firm. The
Village's Finance Director must be
permitted during normal business hours
to audit and examine the books of account,
reports, and records relating to this
contract. The selected firm shall maintain
and make available such records and files
for the duration of the contract and retain
them until the expiration of five years after
final payment under the contract.
S. Communications
No negotiations, decisions, or actions shall
be initiated or executed by the Consultant
as a result of any discussions with any
Village employee. Only those
communications, which are in writing
from the Village Manager, may be
considered as a duly authorized
expression on behalf of the Village. In
addition, only communications from
Consultant that are signed and in writing
will be recognized by the Village as duly
authorized expressions on behalf of the
Consultant.
6. No Discrimination
Page 3 of 12
There shall be no discrimination as to race,
sex, color, age, religion, or national origin
in the operations conducted under any
contract with the Village.
7. Independent Contractor
The Consultant will conduct business as an
independent contractor under the terms
of this contract. Personnel services
provided by the Consultant shall be by
employees of the Consultant and subject to
supervision by the Consultant, and not as
officers, employees, or agents of the
Village. Personnel policies, tax
responsibilities, social security and health
insurance, employee benefits, purchasing
policies and other similar administrative
procedures applicable to services
rendered under this agreement shall be
those of the Consultant.
8. Staff Assignment
The Miami Shores Village reserves the
right to approve or reject, for any reasons,
Consultant's staff assigned to this project
at any time. Background checks may be
required.
9. Indemnity
Consultant agrees to indemnify the Village
against any claim, demand, cause of action,
or lawsuit arising out of any act, action,
negligent acts or misconduct of the
Consultant, its employees, agents or
servants, whether directly or indirectly,
Consultant agrees to reimburse Miami
Shores Village for expenses, attorney's
fees, and court costs incurred in defending
such claim, cause of action or lawsuit.
10. Waiver
It is agreed that no waiver or modification
of the contract, or of any covenant,
condition or limitation contained herein
shall be valid unless it is in writing and
duly executed by the party to be charged
with it, and that no evidence of any waiver
or modification shall be offered or
received in evidence in any proceeding,
arbitration, or litigation between the
parties arising out of or affecting this
contract, or the right or obligations of any
party under it, unless such waiver or
modification is in writing, duly executed as
required. The parties agree that the
provisions of this paragraph may not be
waived except by a duly executed writing.
11. Survivorship Rights
This contract shall be binding on and inure
to the benefit of the respective parties and
their executors, administrators, heirs,
personal representative, successors and
assigns.
12. Termination
The contract resulting from this RFP may
be terminated by Miami Shores Village
without cause upon providing contractor
with at least sixty (60) days prior written
notice.
Should either party fail to perform any of
its obligations under the contract resulting
from this RFP for a period of thirty (30)
days after receipt of written notice of such
failure, the non - defaulting party will have
the right to terminate the contract
immediately upon delivery of written
notice to the defaulting part of its election
to do so. The foregoing rights of
termination are in addition to any other
rights and remedies that such party may
have.
13. Manner of Performance
Consultant agrees to perform its duties
and obligations in a professional manner
and in accordance with all applicable local,
federal and state laws, rules and
regulations.
Page 4 of 12
Consultant agrees that the services
provided shall be provided by employees
that are educated, trained and
experienced, certified and licensed in all
areas encompassed within their
designated duties. Consultant agrees to
furnish Miami Shores Village with all
documentation, certification,
authorization, license, permit, or
registration currently required by
applicable laws or rules and regulations.
Consultant further certifies that it and its
employees are now in and will maintain in
good standing with such governmental
agencies and that it and its employees will
keep all license, permits, registration,
authorization or certification required by
applicable laws or regulations in full force
and effect during the term of this contract.
Failure of Consultant to comply with this
paragraph shall constitute a material
breach of this contract.
Consultant shall comply with all of the
conditions, requirements and instructions
of the RFP attached to this contract.
14. Standard Provisions
a. Governing Law
This Agreement shall be governed by the
laws of the State of Florida, and the
exclusive venue for any legal action
relating to such agreement will be in
Miami- Dade County, Florida.
b. Intentionally Omitted
C. Drug Free Workplace
Consultant shall operate a "Drug Free
Workplace" as set forth in Florida Statute,
287.087.
d. Intentionally Omitted
e. Patent Fees, Royalties, And Licenses
If the Consultant requires or desires to
use any design, trademark, device,
material or process covered by letters of
patent, trademark or copyright,
Consultant shall indemnify and hold
harmless the Village from any and all
claims for infringement by reason of the
use of any such patented design, device,
trademark, copyright, material or process
in connection with the work agreed to be
performed and shall indemnify the Village
from any cost, expense, royalty or damage
which the Village may be obligated to pay
by reason of any infringement at any time
during or after completion of the work.
f. Permits
Consultant shall be responsible for
obtaining all permits, licenses,
certifications, etc., required by federal,
state, county, and municipal laws,
regulations, codes, and ordinances for the
performance of the work required.
g. Familiarity with Laws
Consultant shall be deemed familiar with
all federal, state and local laws,
ordinances, rules and regulations that may
affect its services pursuantto this contract.
Ignorance on the part of the Consultant
will in no way relieve the firm from
responsibility.
h. Composition of Project Team
Consultant's principals and personnel
named in the proposal will perform the
services throughout the contractual term
unless otherwise provided by written
amendment to this contract, executed by
both parties. No diversion or substitution
of principals or personnel will be allowed
unless a written request that sets forth
the qualifications and experience of the
proposed replacement(s) is submitted to
and approved by the Village in writing.
Page 5 of 12
Invoicing /Payment
All invoices should be sent to Miami
Shores Village, Accounts Payable, 10050
NE 2nd Avenue, Miami Shores, Florida
33138. In accordance with Florida
Statutes, Chapter 218, payment will be
made within 45 days after receipt of a
proper invoice.
1. Public Records
1. Miami Shores Village is a public agency
subject to Chapter 119, Florida Statutes.
The Consultant shall comply with Florida's
Public Records Law. Specifically, the
Consultant shall:
a. Keep and maintain public records that
ordinarily and necessarily would be
required by the Village in order to perform
the service;
b. Provide the public with access to such
public records on the same terms and
conditions that the Village would provide
the records and at a cost that does not
exceed that provided in chapter 119, Fla.
Stat., or as otherwise provided by law;
c. Ensure that public records that are
exempt or that are confidential and
exempt from public record requirements
are not disclosed except as authorized by
law; and
d. Meet all requirements for retaining
public records and transfer to the Village,
at no cost, all public records in possession
of the contractor upon termination of the
contract and destroy any duplicate public
records that are exempt or confidential
and exempt. All records stored
electronically must be provided to the
Village in a format that is compatible with
the information technology systems of the
agency.
2. The failure of Consultant to comply with
the provisions set forth in this Article shall
constitute a Default and Breach of this
Agreement and the Village may enforce
the Default in accordance with the
provisions set forth herein.
15. LIABILITY AND INDEMNIFICATION
15.1 Hold Harmless and Indemnification
Consultant covenants and agrees that it
will indemnify and hold harmless the
Village and all of its officers, agents, and
employees from any claim, loss, damage,
cost, charge or expense arising out of any
act, action, neglect or omission by the
Proposer, whether direct or indirect, or
whether to any person or property to
which the Village or said parties may be
subject, except that neither the Proposer
nor any of its subcontractors will be liable
under this section for damages arising out
of injury or damage to persons or property
directly caused by or resulting from the
sole negligence of the Village or any of its
officers, agents or employees.
15.2 LIMITA,r[ON OF LIABILITY. IN NO
EVENT SHALL EITHER PARTY BE LIABLE
FOR ANY EXEMPLARY OR PUNITIVE,
INCIDENTAL, SPECIAL, OR
CONSEQUENTIAL DAMAGES OF ANY
KIND.
16. FORCE MAJEURE. Neither party shall
be responsible for any delay or failure in
performance, other than the obligation to
make payments for work previously
performed, to the extent that such delay or
failure was caused by a force majeure
event including Act of God, war, civil
disturbance, governmental action, labor
dispute unrelated to and without fault or
negligence of the party claiming the force
majeure event, computer virus, or denial
of access to the site or any other event
beyond the reasonable control of the
claiming party. Performance under this
Agreement shall resume promptly once
the cause of delay or failure ceases and an
equitable adjustment shall be made to the
price and /or schedule of the Services
Page 6 of 12
including any mobilization or
demobilization costs of Consultant.
17, CHANGED CONDITIONS. The discovery
of any hazardous waste, substance or
material; underground obstruction;
underground utilities; or other latent
obstruction to the performance of the
Services to the extent that such conditions
are not the subject of the Services, and to
the extent that such conditions were not
brought to the attention of the Consultant
prior to execution of this Agreement, or
any change in law that materially affects
the obligations or rights of either party
under this Agreement, shall constitute a
materially different site condition entitling
the Consultant to an equitable adjustment
in the contract price, time of performance,
or both, as appropriate. If the change
materially changes the nature of the
Services, the Consultant may terminate
this Agreement as a result of such changed
conditions.
Page 7 of 12
APPENDIX B
SCOPE OF WORK
Consultant shall provide the following services:
Consultant shall provide the services as set out in Consultant Proposal dated August 9, 2016, which is
attached hereto as i it and is incorporated into and forms part of this Agreement.
1. Scone Of Services
A. Disaster Debris Monitoring Services - The selected firm will be expected to provide
disaster debris monitoring services to include debris generated from the public
rights -of -way, private property, drainage areas /canals, waterways, and other public,
eligible, or designated areas. Specific services may include:
i. Coordinating daily briefings, work progress, staffing, and other key items with
the Village.
ii. Selection and permitting of TDSRS locations and any other
permitting /regulatory issues as necessary.
iii. Scheduling work for all team members and contractors on a daily basis. iv.
Hiring, scheduling, and managing field staff.
v. Monitoring recovery contractor's operations and making /implementing
recommendations to improve efficiency and speed up recovery work.
vi. Assisting the Village with responding to public concerns and comments. vii.
Certifying contractor vehicles for debris removal using methodology and
documentation practices appropriate for contract monitoring.
viii. Entering load tickets into a database application.
ix. Digitization of source documentation (such as load tickets).
X Developing daily operational reports to keep the Village informed of work
progress.
xi. Development of maps, GIS applications, etc. as necessary.
B. Emergency Management Planning and Training - As directed by the Village, the
Consultant shall provide:
i. Comprehensive emergency management plans (e.g. COOP, EOP) to include
plan development; review, and revisions.
ii. Comprehensive mitigation programs to include development of
mitigation plan(s), staff training, cost benefit analysis, project
management, environmental review and staff augmentation.
iii. Development of a debris management plan - including identification of an
adequate number of TDSRS locations. Staff training as necessary.
iv. Procurement assistance for debris removal contractors and other services as
requested.
V. Project management to include the formulation and management of
permanent work projects, task force management, and Village Councils,
Boards and Panels.
vi. Technical support and assistance in developing public information.
vii. Other training and assistance as requested by the Village.
viii. Other reports and data as required by the Village.
ix. Other emergency management and consulting services identified and
required by the Village.
C. Public Assistance Consulting Services - As directed by the Village, the
consultant shall provide:
RFP Disaster Recovery Page 2 initial
i. Identification of eligible emergency and permanent work (CategoryA -G);
ii. Damage Assessment;
iii. Assistance in attaining Immediate Needs Funding;
iv. Prioritization of recovery workload;
v. Loss measurement and categorization;
vi. Insurance evaluation, documentation adjusting and settlement services;
vii. Project Worksheet generation and review;
viii. FEMA, FHWA and NRCS reimbursement support;
ix. Staff augmentation with experienced Public Assurance Coordinators and
Project
Officers;
X. Interim inspections, final inspections, supplemental Project Worksheet
generation and final review;
xi. Appeal services and negotiations;
xii. Reconstruction and long -term infrastructure planning; and
xiii. Final review of all emergency and permanent work performed.
2. Tasks /Deliverables
Specific tasks and /or deliverables are as outlined in the scope of services above.
Page 3 of 12
APPENDIX C
Compensation
Compensation for services will be based as follows:
4 1 Cost Proposal
The completed Cost Proposal Form /Fee Schedule is contained below and an additional pageof
"Other Suggested Positions" is presented on the following page.
COST PROPOSAL FORMIFEE SCHEDULE
Estimated 'only
Positions Monthly Hours Rate
�Pwied Manaw W $ 7e.00
Operatiorm Managers 160 $ 55.00
GIS Anatyst 16 $56-00
Field Supervism 670 $ 49-00
Debris Site/Tower Monitt" 390 $ 35V
Erwironmental Specialist
16
$ 95.00
Pmpd Inspectors (Citizen Drop -Off Site Monitors)
870
$ 35.00
Field Coordirntors (Crew Monitors)
1,740
$ 3`'-00
Load Ticket Data Entry Clerks (CIAIOC)
750
$ 25,00
Billingfinvoice Analysts
40
$ 35.00
Data Manager
16
$ 55.00
Public Assistance Coorchnator
80
$115 -00
FBWFHWA Specialist
40
$9800
Page 4 of 12
Other Suggested Positions
Notes on Rates
1. The hourly rates include all applicable overhead and profit
2. All non -labor related project costs will be billed to the Village at cost without marls -up. This
includes travel expenses such as airfare, hotel, per diem, rental car and /or mileage, which will
be billed in accordance with the current GSA schedule or the Village's travel policy as required.
3. All expenses shall be submitted with full supporting documentation in compliance with FEMA
guidelines for reimbursement
Page 5 of 12
Hourly
ADMS Specialist
$ 48.00
Grants Project Manager
$150.00
Senior Grant Management Consultant
$130.00
Senior Hazard Mitigation Specialist
$140.00
Hazard Mitigation Specialist
$130.00
Senior Planner
$150.00
Consulting Project Manager
$180.00
Planner
$120.00
Subject Matter Expert
$170.00
Senior Insurance Specialist
$140.00
Insurance Resolution Specialist
$135.00
Insurance Estimator
$130.00
Office /Clerical
$ 25.00
Notes on Rates
1. The hourly rates include all applicable overhead and profit
2. All non -labor related project costs will be billed to the Village at cost without marls -up. This
includes travel expenses such as airfare, hotel, per diem, rental car and /or mileage, which will
be billed in accordance with the current GSA schedule or the Village's travel policy as required.
3. All expenses shall be submitted with full supporting documentation in compliance with FEMA
guidelines for reimbursement
Page 5 of 12
EXHIBIT A
PROPOSAL FOR SPECIFIC WORK QUOTED
[a
Witt OTrien's
Miami Shores Villag,
Page 6 of 12