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HomeMy WebLinkAboutLuke Transportation Engineering Consultants 2004T H E A M E R I C A N I N S T I T U T E O F A R C H I T E C T S AIA Document A111 Standard Form of Agreement Between Owner and Contractor where the basis of payment is the COST OF THE WORK PLUS A FEE with or without a Guaranteed Maximum Price 1987 EDITION THIS DOCUMENT HAS IMPORTANT LEGAL CONSEQUENCES; CONSULTATION WITH AN ATTORNEY IS ENCOURAGED WITH RESPECT TO ITS COMPLETION OR MODIFICATION. The 1987 Edition of AIA Document A201, General Conditions of the Contract for Construction, is adopted in this document by reference. Do not use with other general conditions unless this document is modified. This document has been approved and endorsed by The Associated General Contractors of America. AGREEMENT made as of the 23 day of August 2004. BETWEEN the Owner: City of Cape Canaveral (Name and address) 105 Polk Avenue Cape Canaveral, FL 32920 and the Contractor: Luke Transportation Engineering Consultants (Name and address) PO BOX 941556 Maitland, FL 32794 the Project is: Traffic Engineering Consulting Services (Name and address) the Architect is: N/A (Name and address) The Owner and Contractor agree as set forth below. in the year of Copyright 1920, 1925, 1951, 1958, 1961, 1963, 1967, 1974, 1978, ©1987 by The American Institute of Architects, 1735 New York Avenue, N.W., Washington, D.C. 20006. Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will be subject to legal prosecution. AIA DOCUMENT A111 - OWNER -CONTRACTOR AGREEMENT - TENTH EDITION - AIA° - ©1987 - THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W., WASHINGTON, D.C. 20006 A111-1987 1 ARTICLE 1 THE CONTRACT DOCUMENTS 1.1 The Contract Documents consist of this Agreement, Conditions of the Contract(General, Supplementary and other Condi- tions),Drawings,Specifications,Addenda issued prior to execution of this Agreement,other documents listed in this Agreement and Modifications issued after execution of this Agreement;these form the Contract,and are as fully a part of the Contract as if attached to this Agreement or repeated herein. The Contract represents the entire and integrated agreement between the parties hereto and supersedes prior negotiations, representations or agreements, either written or oral. An enumeration of the Contract Documents, other than Modifications,appears in Article 16.If anything in the other Contract Documents is inconsistent with this Agreement,this Agreement shall govern. ARTICLE 2 THE WORK OF THIS CONTRACT 2.1 The Contractor shall execute the entire Work described in the Contract Documents, except to the extent specifically indi- cated in the Contract Documents to be the responsibility of others,or as follows: Traffic Engineering Consulting per RFP 04-03. A Purchase Order will be issued for each Traffic Study Review. Do not exceed the purchase order amount without written authorization from the City of Cape Canaveral. ARTICLE 3 RELATIONSHIP OF THE PARTIES 3.1 The Contractor accepts the relationship of trust and confidence established by this Agreement and covenants with the Owner to cooperate with the Architect and utilize the Contractor's best skill,efforts and judgment in furthering the interests of the Owner;to furnish efficient business administration and supervision; to make best efforts to furnish at all times an adequate supply of workers and materials;and to perform the Work in the best way and most expeditious and economical manner consistent with the interests of the Owner.The Owner agrees to exercise best efforts to enable the Contractor to perform the Work in the best way and most expedi- tious manner by furnishing and approving in a timely way information required by the Contractor and making payments to the Con- tractor in accordance with requirements of the Contract Documents. ARTICLE 4 DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION 4.1 The date of commencement is the date from which the Contract Time of Subparagraph 4.2 is measured;it shall be the date of this Agreement,as first written above,unless a different date is stated below or provision is made for the date to be fixed in a notice to proceed issued by the Owner. (insert the date of commencement, if it differs from the date of ibis Agreement or, if applicable,state that the date will be fixed in a notice to proceed.) Unless the date of commencement is established by a notice to proceed issued by the Owner,the Contractor shall notify the Owner in writing not less than five days before commencing the Work to permit the timely filing of mortgages,mechanic's liens and other security interests. AIA DOCUMENT Al I I -OWNER-CONTRACTOR AGREEMENT-TENTH EDITION-AIA° -`J 1987-THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W.,WASHINGTON, D.C. 20006 A111-1987 2 4.2 The Contractor shall achieve Substantial Completion of the entire Work not later than (Insert the calendar date or number of calendar days after the date of commencement.Also insert any requirements for earlier Substantial Completion of certain por- tions of the Work,if not stated elsewbere in the Contract Documents.) subject to adjustments of this Contract Time as provided in the Contract Documents. (Insert provisions,if any,for liquidated damages relating to failure to complete on time.) ARTICLE 5 CONTRACT SUM'. 5.1 The Owner shall pay the Contractor in current funds for the Contractor's performance of the Contract the Contract Sum con- sisting of the Cost of the Work as defined in Article 7 and the Contractor's Fee determined as follows: (State a lump sum,percentage of Cost of the Work or otber provision for determining the Contractor's Fee,and explain bow the Contractor's Fee is to be adjusted for changes in the Work.) See attached Fee Schedule (Attachment 1 & 2) A Purchase Order will be issued on an as needed basis and the amount will not exceed the Purchase Order without written authorization. 5.2 GUARANTEED MAXIMUM PRICE(IF APPLICABLE) 5.2.1 The sum of the Cost of the Work and the Contractor's Fee is guaranteed by the Contractor not to exceed Dollars(S ), subject to additions and deductions by Change Order as provided in the Contract Documents.Such maximum sum is referred to in the Contract Documents as the Guaranteed Maximum Price. Costs which would cause the Guaranteed Maximum Price to be exceeded shall be paid by the Contractor without reimbursement by the Owner. (insert specific provisions if the Contractor is to participate in any savings.) AIA DOCUMENT Al I I•OWNER-CONTRACTOR AGREEMENT•TENTH EDITION•AIA® •©1987•THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W.,WASHINGTON, D.C. 20006 Al l 1-1987 3 5.2.2 The Guaranteed Maximum Price is based upon the following alternates, if any, which are described in the Contract Docu- ments and are hereby accepted by the Owner: (State the numbers or otber identification of accepted alternates,but only if a Guaranteed Maximum Price is inserted in Subparagraph 5.2.1.If decisions on other alternates are to be made by the Owner subsequent to the execution of this Agreement,attach a scbedule of such otber alternates sbowing the amount for each and the date until whicb that amount is valid.) See Fee Schedule. Attachment 1 & 2. 5.2.3 The amounts agreed to for unit prices, if any, are as follows: (State unit prices only if a Guaranteed Maximum Price is inserted in Subparagrapb 5.2.l.) ARTICLE 6 CHANGES IN THE WORK 6.1 CONTRACTS WITH A GUARANTEED MAXIMUM PRICE 6.1.1 Adjustments to the Guaranteed Maximum Price on account of changes in the Work may be determined by any of the methods listed in Subparagraph 7.3.3 of the General Conditions. 6.1.2 In calculating adjustments to subcontracts(except those awarded with the Owner's prior consent on the basis of cost plus a fee), the terms "cost" and "fee" as used in Clause 7.3.3.3 of the General Conditions and the terms "costs" and "a reasonable allowance for overhead and profit"as used in Subparagraph 7.3.6 of the General Conditions shall have the meanings assigned to them in the General Conditions and shall not be modified by Articles 5,7 and 8 of this Agreement. Adjustments to subcontracts awarded with the Owner's prior consent on the basis of cost plus a fee shall be calculated in accordance with the terms of those subcontracts. 6.1.3 In calculating adjustments to this Contract, the terms "cost"and"costs"as used in the above-referenced provisions of the General Conditions shall mean the Cost of the Work as defined in Article 7 of this Agreement and the terms"fee"and"a reasonable allowance for overhead and profit" shall mean the Contractor's Fee as defined in Paragraph 5.1 of this Agreement. AIA DOCUMENT Al I I-OWNER-CONTRACTOR AGREEMENT-TENTH EDITIGN-AIA® -©1987-THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE,N.W.,WASHINGTON,D.C. 20006 A111-1987 4 6.2 CONTRACTS WITHOUT A GUARANTEED MAXIMUM PRICE 6.2.1 Increased costs for the items set forth in Article 7 which result from changes in the Work shall become part of the Cost of the Work, and the Contractor's Fee shall be adjusted as provided in Paragraph 5.1. 6.3 ALL CONTRACTS 6.3.1 If no specific provision is made in Paragraph 5.1 for adjustment of the Contractor's Fee in the case of changes in the Work, or if the extent of such changes is such, in the aggregate, that application of the adjustment provisions of Paragraph 5.1 will cause substantial inequity to the Owner or Contractor,the Contractor's Fee shall be equitably adjusted on the basis of the Fee established for the original Work. ARTICLE 7 COSTS TO BE REIMBURSED 7.1 The term Cost of the Work shall mean costs necessarily incurred by the Contractor in the proper performance of the Work. Such costs shall be at rates not higher than the standard paid at the place of the Project except with prior consent of the Owner.The Cost of the Work shall include only the items set forth in this Article 7. 7.1.1 LABOR COSTS 7.1.1.1 Wages of construction workers directly employed by the Contractor to perform the construction of the Work at the site or, with the Owner's agreement, at off-site workshops. 7.1.1.2 Wages or salaries of the Contractor's supervisory and administrative personnel when stationed at the site with the Owner's agreement. (if it is intended ibat the wages or salaries of certain personnel stationed at the Contractor's principal or other offices shall be included in the Cost of the Work,iden- tify in Article 14 the personnel to be included and wbetber for all or onlypart of their time.) 7.1.1.3 Wages and salaries of the Contractor's supervisory or administrative personnel engaged, at factories, workshops or on the road, in expediting the production or transportation of materials or equipment required for the Work, but only for that portion of their time required for the Work. 7.1.1.4 Costs paid or incurred by the Contractor for taxes, insurance, contributions, assessments and benefits required by law or collective bargaining agreements and, for personnel not covered by such agreements,customary benefits such as sick leave,medical and health benefits,holidays,vacations and pensions,provided such costs are based on wages and salaries included in the Cost of the Work under Clauses 7.1.1.1 through 7.1.1.3. 7.1.2 SUBCONTRACT COSTS Payments made by the Contractor to Subcontractors in accordance with the requirements of the subcontracts. 7.1.3 COSTS OF MATERIALS AND EQUIPMENT INCORPORATED IN THE COMPLETED CONSTRUCTION 7.1.3.1 Costs, including transportation,of materials and equipment incorporated or to be incorporated in the completed construction. 7.1.3.2 Costs of materials described in the preceding Clause 7.1.3.1 in excess of those actually installed but required to provide rea- sonable allowance for waste and for spoilage.Unused excess materials,if any,shall be handed over to the Owner at the completion of the Work or,at the Owner's option,shall be sold by the Contractor;amounts realized,if any,from such sales shall be credited to the Owner as a deduction from the Cost of the Work. 7.1.4 COSTS OF OTHER MATERIALS,AND EQUIPMENT, TEMPORARY FACILITIES AND RELATED ITEMS 7.1.4.1 Costs,including transportation,installation,maintenance,dismantling and removal of materials,supplies,temporary facilities, machinery,equipment,and hand tools not customarily owned by the construction workers,which are provided by the Contractor at the site and fully consumed in the performance of the Work;and cost less salvage value on such items if not fully consumed,whether sold to others or retained by the Contractor. Cost for items previously used by the Contractor shall mean fair market value. 7.1.4.2 Rental charges for temporary facilities, machinery, equipment, and hand tools not customarily owned by the construction workers,which are provided by the Contractor at the site,whether rented from the Contractor or others,and costs of transportation, installation,minor repairs and replacements,dismantling and removal thereof.Rates and quantities of equipment rented shall be sub- ject to the Owner's prior approval. 7.1.4.3 Costs of removal of debris from the site. 7.1.4.4 Costs of telegrams and long-distance telephone calls,postage and parcel delivery charges,telephone service at the site and rea- sonable petty cash expenses of the site office. 7.1.4.5 That portion of the reasonable travel and subsistence expenses of the Contractor's personnel incurred while traveling in dis- charge of duties connected with the Work. AIA DOCUMENT All 1•OWNER-CONTRACTOR AGREEMENT•TENTH EDITION•ALA' •©1987•THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE,N.W.,WASHINGTON,D.C. 20006 A111-1987 5 7.1.5 MISCELLANEOUS COSTS 7,1.5.1 That portion directly attributable to this Contract of premiums for insurance and bonds. 7.1.5.2 Sales,use or similar taxes imposed by a governmental authority which are related to the Work and for which the Contractor is liable. 7.1.5.3 Fees and assessments for the building permit and for other permits, licenses and inspections for which the Contractor is required by the Contract Documents to pay. 7.1.5.4 Fees of testing laboratories for tests required by the Contract Documents,except those related to defective or nonconforming Work for which reimbursement is excluded by Subparagraph 13.5.3 of the General Conditions or other provisions of the Contract Documents and which do not fall within the scope of Subparagraphs 7.2.2 through 7.2.4 below. 7.1.5.5 Royalties and license fees paid for the use of a particular design,process or product required by the Contract Documents;the cost of defending suits or claims for infringement of patent rights arising from such requirement by the Contract Documents; payments made in accordance with legal judgments against the Contractor resulting from such suits or claims and payments of set- tlements made with the Owner's consent;provided,however,that such costs of legal defenses,judgment and settlements shall not be included in the calculation of the Contractor's Fee or of a Guaranteed Maximum Price,if any,and provided that such royalties, fees and costs are not excluded by the last sentence of Subparagraph 3.17.1 of the General Conditions or other provisions of the Contract Documents. 7.1.5.6 Deposits lost for causes other than the Contractor's fault or negligence. 7.1.6 OTHER COSTS 7.1.6.1 Other costs incurred in the performance of the Work if and to the extent approved in advance in writing by the Owner. 7.2 EMERGENCIES: REPAIRS TO DAMAGED, DEFECTIVE OR NONCONFORMING WORK The Cost of the Work shall also include costs described in Paragraph 7.1 which are incurred by the Contractor: 7.2.1 In taking action to prevent threatened damage,injury or loss in case of an emergency affecting the safety of persons and prop- erty, as provided in Paragraph 10.3 of the General Conditions. 7.2.2 In repairing or correcting Work damaged or improperly executed by construction workers in the employ of the Contractor, provided such damage or improper execution did not result from the fault or negligence of the Contractor or the Contractor's foremen,engineers or superintendents, or other supervisory,administrative or managerial personnel of the Contractor. 7.2.3 In repairing damaged Work other than that described in Subparagraph 7.2.2,provided such damage did not result from the fault or negligence of the Contractor or the Contractor's personnel, and only to the extent that the cost of such repairs is not recoverable by the Contractor from others and the Contractor is not compensated therefor by insurance or otherwise. 7.2.4 In correcting defective or nonconforming Work performed or supplied by a Subcontractor or material supplier and not cor- rected by them, provided such defective or nonconforming Work did not result from the fault or neglect of the Contractor or the Contractor's personnel adequately to supervise and direct the Work of the Subcontractor or material supplier,and only to the extent that the cost of correcting the defective or nonconforming Work is not recoverable by the Contractor from the Subcontractor or material supplier. ARTICLE 8 COSTS NOT TO BE REIMBURSED 8.1 The Cost of the Work shall not include: 8.1.1 Salaries and other compensation of the Contractor's personnel stationed at the Contractor's principal office or offices other than the site office, except as specifically provided in Clauses 7.1.1.2 and 7.1.1.3 or as may be provided in Article 14. 8.1.2 Expenses of the Contractor's principal office and offices other than the site office. 8.1.3 Overhead and general expenses, except as may be expressly included in Article 7. 8.1.4 The Contractor's capital expenses, including interest on the Contractor's capital employed for the Work. 8.1.5 Rental costs of machinery and equipment, except as specifically provided in Clause 7.1.4.2. 8.1.6 Except as provided in Subparagraphs 7.2.2 through 7.2.4 and Paragraph 13.5 of this Agreement,costs due to the fault or negli- gence of the Contractor,Subcontractors,anyone directly or indirectly employed by any of them,or for whose acts any of them may be liable,including but not limited to costs for the correction of damaged,defective or nonconforming Work, disposal and replace- ment of materials and equipment incorrectly ordered or supplied, and making good damage to property not forming part of the Work. 8.1.7 Any roost not specifically and expressly described in Article 7. 8.1.8 Costs which would cause the Guaranteed Maximum Price, if any,to be exceeded. AIA DOCUMENT Al 11-OWNER-CONTRACTOR AGREEMENT-TENTH EDITION-AIA® -©1987-THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W.,WASHINGTON,D.C.20006 A111-1987 6 ARTICLE 9 DISCOUNTS, REBATES AND REFUNDS 9.1 Cash discounts obtained on payments made by the Contractor shall accrue to the Owner if(1)before making the payment, the Contractor included them in an Application for Payment and received payment therefor from the Owner,or(2)the Owner has deposited funds with the Contractor with which to make payments;otherwise,cash discounts shall accrue to the Contractor.Trade discounts, rebates, refunds and amounts received from sales of surplus materials and equipment shall accrue to the Owner,and the Contractor shall make provisions so that they can be secured. 9.2 Amounts which accrue to the Owner in accordance with the provisions of Paragraph 9.1 shall be credited to the Owner as a deduction from the Cost of the Work. ARTICLE 10 SUBCONTRACTS AND OTHER AGREEMENTS 10.1 Those portions of the Work that the Contractor does not customarily perform with the Contractor's own personnel shall be performed under subcontracts or by other appropriate agreements with the Contractor.The Contractor shall obtain bids from Sub- contractors and from suppliers of materials or equipment fabricated especially for the Work and shall deliver such bids to the Archi- tect. The Owner will then determine, with the advice of the Contractor and subject to the reasonable objection of the Architect, which bids will be accepted. The Owner may designate specific persons or entities from whom the Contractor shall obtain bids; however,if a Guaranteed Maximum Price has been established,the Owner may not prohibit the Contractor from obtaining bids from others. The Contractor shall not be required to contract with anyone to whom the Contractor has reasonable objection. 10.2 If a Guaranteed Maximum Price has been established and a specific bidder among those whose bids are delivered by the Con- tractor to the Architect(1)is recommended to the Owner by the Contractor;(2)is qualified to perform that portion of the Work;and (3)has submitted a bid which conforms to the requirements of the Contract Documents without reservations or exceptions,but the Owner requires that another bid be accepted; then the Contractor may require that a Change Order be issued to adjust the Guaranteed Maximum Price by the difference between the bid of the person or entity recommended to the Owner by the Contractor and the amount of the subcontract or other agreement actually signed with the person or entity designated by the Owner. 10.3 Subcontracts or other agreements shall conform to the payment provisions of Paragraphs 12.7 and 12.8, and shall not be awarded on the basis of cost plus a fee without the prior consent of the Owner. ARTICLE 11 ACCOUNTING RECORDS 11.1 The Contractor shall keep full and detailed accounts and exercise such controls as may be necessary for proper financial management under this Contract;the accounting and control systems shall be satisfactory to the Owner.The Owner and the Owner's accountants shall be afforded access to the Contractor's records, books, correspondence, instructions, drawings, receipts,subcon- tracts, purchase orders, vouchers, memoranda and other data relating to this Contract,and the Contractor shall preserve these for a period of three years after final payment, or for such longer period as may be required by law. ARTICLE 12 PROGRESS PAYMENTS 12.1 Based upon Applications for Payment submitted to the Architect by the Contractor and Certificates for Payment issued by the Architect, the Owner shall make progress payments on account of the Contract Sum to the Contractor as provided below and elsewhere in the Contract Documents. . 12.2 The period covered by each Application for Payment shall be one calendar month ending on the last day of the month,or as follows: 12.3 Provided an Application for Payment is received by the Architect not later than the day of a month,the Owner shall make payment to the Contractor not later than the day of the month.If an Application for Payment is received by the Architect after the application date fixed above,pay- ment shall be made by the Owner not later than days after the Architect receives the Application for Payment. 12.4 With each Application for Payment the Contractor shall submit payrolls,petty cash accounts, receipted invoices or invoices with check vouchers attached, and any other evidence required by the Owner or Architect to demonstrate that cash disbursements already made by the Contractor on account of the Cost of the Work equal or exceed(1)progress payments already received by the Contractor;less(2)that portion of those payments attributable to the Contractor's Fee;plus(3)payrolls for the period covered by the present Application for Payment; plus(4)retainage provided in Subparagraph 12.5.4,if any,applicable to prior progress payments. AIA DOCUMENT A111 •OWNER-CONTRACTOR AGREEMENT•TENTH EDITION•AIA® •©1987•THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W., WASHINGTON,D.C.20006 A111-1957 7 12.5 CONTRACTS WITH A GUARANTEED MAXIMUM PRICE 12.5.1 Each Application for Payment shall be based upon the most recent schedule of values submitted by the Contractor in accor- dance with the Contract Documents.The schedule of values shall allocate the entire Guaranteed Maximum Price among the various portions of the Work, except that the Contractor's Fee shall be shown as a single separate item. The schedule of values shall be prepared in such form and supported by such data to substantiate its accuracy as the Architect may require. This schedule, unless objected to by the Architect, shall be used as a basis for reviewing the Contractor's Applications for Payment. 12.5.2 Applications for Payment shall show the percentage completion of each portion of the Work as of the end of the period covered by the Application for Payment. The percentage completion shall be the lesser of(1)the percentage of that portion of the Work which has actually been completed or(2)the percentage obtained by dividing(a)the expense which has actually been incurred by the Contractor on account of that portion of the Work for which the Contractor has made or intends to make actual payment prior to the next Application for Payment by(b)the share of the Guaranteed Maximum Price allocated to that portion of the Work in the schedule of values. 12.5.3 Subject to other provisions of the Contract Documents,the amount of each progress payment shall be computed as follows: 12.5.3.1 Take that portion of the Guaranteed Maximum Price properly allocable to completed Work as determined by multiplying the percentage completion of each portion of the Work by the share of the Guaranteed Maximum Price allocated to that portion of the Work in the schedule of values.Pending final determination of cost to the Owner of changes in the Work,amounts not in dispute may be included as provided in Subparagraph 7.3.7 of the General Conditions,even though the Guaranteed Maximum Price has not yet been adjusted by Change Order. 12.5.3.2 Add that portion of the Guaranteed Maximum Price properly allocable to materials and equipment delivered and suitably stored at the site for subsequent incorporation in the Work or,if approved in advance by the Owner,suitably stored off the site at a location agreed upon in writing. 12.5.3.3 Add the Contractor's Fee,less retainage of percent( The Contractor's Fee shall be computed upon the Cost of the Work described in the two preceding Clauses at the rate stated in Paragraph 5.1 or,if the Contractor's Fee is stated as a fixed sum in that Paragraph,shall be an amount which bears the same ratio to that fixed-sum Fee as the Cost of the Work in the two preceding Clauses bears to a reasonable estimate of the probable Cost of the Work upon its completion. 12.5.3.4 Subtract the aggregate of previous payments made by the Owner. 12.5.3.5 Subtract the shortfall,if any,indicated by the Contractor in the documentation required by Paragraph 12.4 to substantiate prior Applications for Payment, or resulting from errors subsequently discovered by the Owner's accountants in such documentation. 12.5.3.6 Subtract amounts, if any, for which the Architect has withheld or nullified a Certificate for Payment as provided in Paragraph 9.5 of the General Conditions. 12.5.4 Additional retainage, if any, shall be as follows: (If it is intended to retain additional amounts from progress payments to the Contractor beyond(1)the retainage from the Contractor's Fee provided in Clause 12.5.3.3,(2)the retainage from Subcontractors provided in Paragraph 12.7 below,and(3)the retainage,if any,provided by other provisions of the Contract,insert provision for such additional retainage here.Such provision,if made,should also describe any arrangement for limiting or reducing the amount retained after the Work reaches a certain state of completion.) 12.6 CONTRACTS WITHOUT A GUARANTEED MAXIMUM PRICE 12.6.1 Applications for Payment shall show the Cost of the Work actually incurred by the Contractor through the end of the period covered by the Application for Payment and for which the Contractor has made or intends to make actual payment prior to the next Application for Payment. 12.6.2 Subject to other provisions of the Contract Documents,the amount of each progress payment shall be computed as follows: 12.6.2.1 Take the Cost of the Work as described in Subparagraph 12.6.1. 12.6.2.2 Add the Contractor's Fee,less retainage of percent( %).The Contractor's Fee shall be computed upon the Cost of the Work described in the preceding Clause 12.6.2.1 at the rate stated in Paragraph 5.1 or,if the Contractor's Fee is stated as a fixed sum in that Paragraph,an amount which bears the same ratio to that fixed-sum Fee as the Cost of the Work in the preceding Clause bears to a reasonable estimate of the probable Cost of the Work upon its completion. 12.6.2.3 Subtract the aggregate of previous payments made by the Owner. 12.6.2.4 Subtract the shortfall,if any,indicated by the Contractor in the documentation required by Paragraph 12.4 or to substanti- ate prior Applications for Payment or resulting from errors subsequently discovered by the Owner's accountants in such documentation. A1A A. ..... IT•..1--11r 1!_D CCI.ACAIT•TPkm I td©as .(cl IQR7•THF 12.6.2.5 Subtract amounts,if any, for which the Architect has withheld or withdrawn a Certificate for Payment as provided in the Contract Documents. 12.6.3 Additional retainage, if any, shall be as follows: 12.7 Except with the Owner's prior approval,payments to Subcontractors included in the Contractor's Applications for Payment shall not exceed an amount for each Subcontractor calculated as follows: 12.7.1 Take that portion of the Subcontract Sum properly allocable to completed Work as determined by multiplying the percentage completion of each portion of the Subcontractor's Work by the share of the total Subcontract Sum allocated to that portion in the Subcontractor's schedule of values,less retainage of percent( %). Pending final determination of amounts to be paid to the Subcontractor for changes in the Work, amounts not in dispute may be included as provided in Subparagraph 7.3.7 of the General Conditions even though the Subcontract Sum has not yet been adjusted by Change Order. 12.7.2 Add that portion of the Subcontract Sum properly allocable to materials and equipment delivered and suitably stored at the site for subsequent incorporation in the Work or,if approved in advance by the Owner,suitably stored off the site at a location agreed upon in writing, less retainage of percent( %). 12.7.3 Subtract the aggregate of previous payments made by the Contractor to the Subcontractor. 12.7.4 Subtract amounts,if any,for which the Architect has withheld or nullified a Certificate for Payment by the Owner to the Con- tractor for reasons which are the fault of the Subcontractor. 12.7.5 Add,upon Substantial Completion of the entire Work of the Contractor,a sum sufficient to increase the total payments to the Subcontractor to percent( %)of the Subcontract Sum,less amounts,if any,for incomplete Work and unsettled claims;and,if final completion of the entire Work is thereafter materially delayed through no fault of the Subcon- tractor,add any additional amounts payable on account of Work of the Subcontractor in accordance with Subparagraph 9.10.3 of the General Conditions. (/fit is intended,prior to Substantial Completion of the entire Work of the Contractor,to reduce or limit the retainage from Subcontractors resulting from the percent- ages inserted in Subparagraphs 12.7.land 12.7-2 above,and this is not explained elsewhere in the Contract Documents,insert here provisions for sucb reduction or limitation.) The Subcontract Sum is the total amount stipulated in the subcontract to be paid by the Contractor to the Subcontractor for the Sub- contractor's performance of the subcontract. 12.8 Except with the Owner's prior approval,the Contractor shall not make advance payments to suppliers for materials or equip- ment which have not been delivered and stored at the site. - 12.9 In taking action on the Contractor's Applications for Payment,the Architect shall be entitled to rely on the accuracy and com- pleteness of the information furnished by the Contractor and shall not be deemed to represent that the Architect has made a detailed examination,audit or arithmetic verification of the documentation submitted in accordance with Paragraph 12.4 or other supporting data; that the Architect has made exhaustive or continuous on-site inspections or that the Architect has made examinations to ascer- tain how or for what purposes the Contractor has used amounts previously paid on account of the Contract. Such examinations, audits and verifications, if required by the Owner, will be performed by the Owner's accountants acting in the sole interest of the Owner. ARTICLE 13 FINAL PAYMENT 13.1 Final payment shall be made by the Owner to the Contractor when(1)the Contract has been fully performed by the Contrac- tor except for the Contractor's responsibility to correct defective or nonconforming Work,as provided in Subparagraph 12.2.2 of the General Conditions,and to satisfy other requirements,if any,which necessarily survive final payment;(2)a final Application for Pay- AIA DOCUMENT All 1 •OWNER-CONTRACTOR AGREEMENT•TENTH EDITION•AIA° •©1987•THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W.,WASHINGTON,D.C. 20006 A111-1987 9 ment and a final accounting for the Cost of the Work have been submitted by the Contractor and reviewed by the Owner's accoun- tants;and(3)a Final Certificate for Payment has then been issued by the Architect;such final payment shall be made by the Owner not more than 30 days after the issuance of the Architect's final Certificate for Payment,or as follows: 13.2 The amount of the final payment shall be calculated as follows: 13.2.1 Take the sum of the Cost of the Work substantiated by the Contractor's final accounting and the Contractor's Fee; but not more than the Guaranteed Maximum Price, if any. 13.2.2 Subtract amounts,if any, for which the Architect withholds,in whole or in part,a final Certificate for Payment as provided in Subparagraph 9.5.1 of the General Conditions or other provisions of the Contract Documents. 13.2.3 Subtract the aggregate of previous payments made by the Owner. If the aggregate of previous payments made by the Owner exceeds the amount due the Contractor,the Contractor shall reimburse the difference to the Owner. 13.3 The Owner's accountants will review and report in writing on the Contractor's final accounting within 30 flays after delivery of the final accounting to the Architect by the Contractor.Based upon such Cost of the Work as the Owner's accountants report to be substantiated by the Contractor's final accounting,and provided the other conditions of Paragraph 13.1 have been met,the Architect will,within seven days after receipt of the written report of the Owner's accountants,either issue to the Owner a final Certificate for Payment with a copy to the Contractor,or notify the Contractor and Owner in writing of the Architect's reasons for withholding a certificate as provided in Subparagraph 9.5.1 of the General Conditions. The time periods stated in this Paragraph 13.3 supersede those stated in Subparagraph 9.4.1 of the General Conditions. 13.4 If the Owner's accountants report the Cost of the Work as substantiated by the Contractor's final accounting to be less than claimed by the Contractor,the Contractor shall be entitled to demand arbitration of the disputed amount without a further decision of the Architect. Such demand for arbitration shall be made by the Contractor within 30 days after the Contractor's receipt of a copy of the Architect's final Certificate for Payment; failure to demand arbitration within this 30-day period shall result in the substantiated amount reported by the Owner's accountants becoming binding on the Contractor. Pending a final resolution by arbitration, the Owner shall pay the Contractor the amount certified in the Architect's final Certificate for Payment. 13.5 If, subsequent to final payment and at the Owner's request, the Contractor incurs costs described in Article 7 and not excluded by Article 8 to correct defective or nonconforming Work, the Owner shall reimburse the Contractor such costs and the Contractor's Fee applicable thereto on the same basis as if such costs had been incurred prior to final payment, but not in excess of the Guaranteed Maximum Price,if any.If the Contractor has participated in savings as provided in Paragraph 5.2,the amount of such savings shall be recalculated and appropriate credit given to the Owner in determining the net amount to be paid by the Owner to the Contractor. ARTICLE 14 MISCELLANEOUS PROVISIONS 14.1 Where reference is made in this Agreement to a provision of the General Conditions or another Contract Document,the ref- erence refers to that provision as amended or supplemented by other provisions of the Contract Documents. 14.2 Payments due and unpaid under the Contract shall bear interest from the date payment is due at the rate stated below,or in the absence thereof, at the legal rate prevailing from time to time at the place where the Project is located. (Insert rate of interest agreed upon, if any.) (Usury laws and requirements under the Federal Truth in Lending Act,similar state and local consumer credit laws and other regulations at the Owner's and Con- tractor's principal places of business,the location of the Project and elsewhere may affect the validity of tbis provision.Legal advice should be obtained with respect to deletions or modifications, and also regarding requirements such as written disclosures or waivers.) AIA DOCUMENT Al 11 •OWNER-CONTRACTOR AGREEMENT•TENTH EDITION•AIA° •©1987•THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W., WASHINGTON,D.C.20006 A111-1987 10 14.3 Other provisions: ARTICLE 15 TERMINATION OR SUSPENSION 15.1 The Contract may be terminated by the Contractor as provided in Article 14 of the General Conditions; however, the amount to be paid to the Contractor under Subparagraph 14.1.2 of the General Conditions shall not exceed the amount the Contrac- tor would be entitled to receive under Paragraph 15.3 below,except that the Contractor's Fee shall be calculated as if the Work had been fully completed by the Contractor, including a reasonable estimate of the Cost of the Work for Work not actually completed. 15.2 If a Guaranteed Maximum Price is established in Article 5,the Contract may be terminated by the Owner for cause as provided in Article 14 of the General Conditions;however, the amount,if any,to be paid to the Contractor under Subparagraph 14.2.4 of the General Conditions shall not cause the Guaranteed Maximum Price to be exceeded, nor shall it exceed the amount the Contractor would be entitled to receive under Paragraph 15.3 below. 15.3 If no Guaranteed Maximum Price is established in Article 5,the Contract may be terminated by the Owner for cause as pro- vided in Article 14 of the General Conditions; however, the Owner shall then pay the Contractor an amount calculated as follows: 15.3.1 Take the Cost of the Work incurred by the Contractor to the date of termination. 15.3.2 Add the Contractor's Fee computed upon the Cost of the Work to the date of termination at the rate stated in Paragraph 5.1 or,if the Contractor's Fee is stated as a fixed sum in that Paragraph,an amount which bears the same ratio to that fixed-sum Fee as the Cost of the Work at the time of termination bears to a reasonable estimate of the probable Cost of the Work upon its completion. 15.3.3 Subtract the aggregate of previous payments made by the Owner. The Owner shall also pay the Contractor fair compensation,either by purchase or rental at the election of the Owner,for any equip- ment owned by the Contractor which the Owner elects to retain and which is not otherwise included in the Cost of the Work under Subparagraph 15.3.1.To the extent that the Owner elects to take legal assignment of subcontracts and purchase orders(including ren- tal agreements), the Contractor shall, as a condition of receiving the payments referred to in this Article 15, execute and deliver all such papers and take all such steps,including the legal assignment of such subcontracts and other contractual rights of the Contractor, as the Owner may require for the purpose of fully vesting in the Owner the rights and benefits of the Contractor under such subcon- tracts or purchase orders. 15.4 The Work may be suspended by the Owner as provided in Article 14 of the General Conditions;in such case,the Guaranteed Maximum Price,if any,shall be increased as provided in Subparagraph 14.3.2 of the General Conditions except that the term"cost of performance of the Contract"in that Subparagraph shall be understood to mean the Cost of the Work and the term"profit"shall be understood to mean the Contractor's Fee as described in Paragraphs 5.1 and 6.3 of this Agreement. ARTICLE 16 ENUMERATION OF CONTRACT DOCUMENTS 16.1 The Contract Documents, except for Modifications issued after execution of this Agreement, are enumerated as follows: 16.1.1 The Agreement is this executed Standard Form of Agreement Between Owner and Contractor, AIA Document Al 11, 1987 Edition. 16.1.2 The General Conditions are the General Conditions of the Contract for Construction, AIA Document A201, 1987 Edition. AIA DOCUMENT Al 11 •OWNER-CONTRACTOR AGREEMENT•TENTH EDITION•AIAa •©1987•THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W.,WASHINGTON, D.C. 20006 A111-1987 11 16.1.3 The Supplementary and other Conditions of the Contract are those contained in the Project Manual dated and are as follows: Document Title Pages 16.1.4 The Specifications are those contained in the Project Manual dated as in Paragraph 16.1.3, and are as follows: (Eitber list the Specifications bene or refer to an exbibit attached to this Agreement.) Section Tide Pages AIA DOCUMENT A111•OWNER-CONTRACTOR AGREEMENT•TENTH EDITION•AIA® •©1987•THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE,N.W.,WASHINGTON,D.C.20006 A111-1987 12 16.1.5 The Drawings are as follows, and are dated unless a different date is shown below: (Eitber list the Drawings bene or refer to an exhibit attacbea to this Agreement.) Number Title Date 16.1.6 The Addenda, if any, are as follows: Number Date Pages Portions of Addenda relating to bidding requirements are not part of the Contract Documents unless the bidding requirements are also enumerated in this Article 16. AIA DOCUMENT Al 11•OWNER-CONTRACTOR AGREEMENT•TENTH EDITION•AIA® •©1987•THE AMERICAN INSTITIITF OF ARCHITFCTS 171,5 NFW YORK AVF.Ni IF.. N.W.. WASHINGTON D 2nln(, A111-1987 13 16.1.7 Other Documents, if any, forming part of the Contract Documents are as follows: (List bere any additional documents wblcb are intended to form part of the Contract Documents. The General Conditions provide that bidding requirements such as advertisement or invitation to bid,Instructions to Bidders,sample forms and the Contractor's bid are not part of the Contract Documents unless enumerated in this Agreement. 7bey sbould be listed bene only if intended to be part of the Contract Documents.) a This Agreement is entered into as of the day and year first written above and is executed in at least three original copies of which one is to be delivered to the Contractor, one to the Architect for use in the administration of the Contract, and the remainder to the Owner. OWNE �/ C RA R (S: tore) r (Printed name and title) (Printed name and title) AIA DOCUMENT Al I I•OWNER-CONTRACTOR AGREEMENT•TENTH EDITION•AIA" •©1987•THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE,N.W.,WASHINGTON,D.C.20006 Al l 1-1987 14 ATTACHMENT 1 U1Ce ransportation ngineering onsultants HOURLY RATE SCHEDULE _ Hourly Rate Principal $ 125.00 Senior Planner/Engincer $ 104.00 PlarmerXmginc= $ 84.00 Senior Technician $ 52.00 Secretary $ 46.00 enumerator/Surveyor $ 28.00 DIRECT COSTS Direct costs are mciudcd in the above rates. C:IL W041,7 CProporcf04 I CapeCamav"al Tran* r=.ium Rmew Fem.wpd a.pa rX 2oas Pale 2 of 2 tllie ATTACHMENT 2 ransportation nginooring onsultants FAX MEMORANDUM •Phone, 407423-8055 •Fax: 407423-8022•Email: jtroviaro crsaol.coni- TO: Edward Crardulald (Fax: 321-868-1233) FROM: Joseph T.Roviaro,AiCP DATE: August 19,2004 RE; Transportation Planning and Engineering Services (LTRC"04-4901) The following memorandum is in response to your request for a transportation sbidy re-6aw fee breakdown by study size. We would catagoriza the transportation studie,; Lito four general transportation study sizes. The review fee breakdown based on study sire is as foo ws., • Small Projects - Any development, located within or to be annexed into the City Limits,that generates a total of 20 or fewe7 P_M.peak hour trips and assigns projec[ traffic to four City traffic count stations. The review fie for this type of tr�ffw impact study urauld he$600.00. • Medium Projects-Any development,located within or to be annexed into the CIV Limits,that generates 21 to 100 total P.M.peak hour trips and assigns project traffic to five:City traffic count stations. The review fee for this type of traffic impact mdy would be$900,00. • Targe .Projects - Any development, located within or to be annexed into the City Limits,that generates more than 100 total P.M.peak hour tips and assigns project traffic to all ten(10)of the City's traffic count stations. The review fee,'ox this ty-pe of traffic impact study would be$ 1,200.00. • Major Area-wide Projects-Any large scale development:,that generate:more than 300 total P.M. peak hour trips, assigns project traflic to all ten(10 ) of the City's traffic count stations and impacts multiple municipalities (i.e., BrevarcLcounty or Cocoa Beach). The minimum review fee for this type of area wide traffic impact study is S 1,800.00. Additional reviewfees,may result,depending on the complexity of the proposed pmjmt. • No meeting attendance is anticipated for the Small, Medium or Large 11r3ject reviews. Any meeting attendance would be chargedhourly based on the attached hourly rate sheet. C ZTEC'W 177 I`7vposall044M Cape Cunuvera!TracAVorfotianRrYkwFaes,wrI A+g—, oda Page 1 of 2 CITY OF CAPE CANAVERAL REQUEST FOR PROPOSAL FOR CONTINUING CONSULTING SERVICES TRAFFIC ENGINEERING REQUEST FOR PROPOSAL 04-03 The City of Cape Canaveral is a political subdivision of the State of Florida with a population of 9,500 with approximately 1.9 square-miles within its City limits. The City will accept written proposals from qualified and properly licensed engineering firms interested in providing professional continuing traffic engineering consulting services. Qualified firms will be knowledgeable, competent and experience in planning, studies, reviewing and other similar services related to Traffic Engineering and Concurrency Management System. Traffic Engineering consultants with demonstrated expertise in this field are invited to submit a technical proposal. Instructions for proposals may be obtained from the City of Cape Canaveral, 105 Polk Avenue, Cape Canaveral, Florida 32920 or by contacting the City Clerks office at(321) 868- 1220. Proposals shall be accepted until 3:00 P.M. Thursday, June 24, 2004 Section I: WORK STATEMENT As part of the City of Cape Canaveral on going Traffic Management System, it is required that an annual traffic study be conducted at ten(10) established traffic count stations located within the City. The result of this study will be incorporated into the City's Concurrency management Program. Pagel of 3 Section Il: SCOPE OF SERVICE 1. Data Collection and Manipulation Collection of traffic counts shall consist of 24-hour, 15-minute,by-directional counts. The traffic count information shall then be manipulated by industry standard methods to determine peak hour (AM and PM), directional traffic counts for the mean of peak season and annual average basis conditions. Copies of all worksheets generated during this process shall be provided to the City. 2. Level of Service Thresholds The most current Florida Department of Transportation Level of Service Thresholds shall be utilized to determine threshold limits for each roadway segment. 3. Data Evaluation Data generated from the traffic study shall be analyzed to determine any existing or potential traffic inadequacies. Recommendations for correcting these inadequacies shall be contained within the study reports. 4. Reports The results of the study shall be incorporated into tables and a narrative, which will be used by the City to update the Concurrency Management Program. 5. Review Traffic Report The firm shall review traffic studies and comment as needed throughout the year. Section III: SPECIFIC CRITERIA • Extensive experience with Highway Capacity Analysis methodologies including the most recent updates by the Federal Highway Administration and the Florida Department of Transportation. • Qualified firms should employ one or more individuals with specialized training at accredited institutions and government agencies in traffic engineering and/or planning practices. • Firms should be accomplished in currently accepted traffic analysis methodologies and traffic data collection. • Membership in the Institute of Transportation by one or more active members of the qualified firm is highly desirable. • Firms should provide contact names, and telephone numbers of a minimum of five public sector references for which they have provided traffic-engineering services. Fage 3 of 3 Section IV: REQUIREMENTS A. Proposal shall be accepted until 3:00 P.M., Thursday, June 24`x'2004. A total of seven(7) copies of the proposal must be submitted and clearly marked with"RFP #04-03 Continuing Traffic Consulting Services" and mailed or hand delivered to the City Clerk of Cape Canaveral located at City Hall, 105 Polk Avenue, Cape Canaveral, Florida. B. Delivery of proposals by the following means: 1. Proposal mailed shall be addressed to: City of Cape Canaveral City Clerk's office P.O. Box 326 Cape Canaveral, FL. 32920-0326 2. Proposal hand delivered shall be addressed to: City of Cape Canaveral City Clerk's office 105 Polk Avenue Cape Canaveral, FL. 32920-0326 C. Proposals shall include the items listed below: 1. Letter of Interest. 2. Details of the firm's qualification 3. Resume of management and technical staff to be committed to project. 4. Copies of SF254 and S17255. 5. Qualifications and history of firm to perform work. 6. A list of at lease(3) three similar projects completed with a brief project summary, company's name, address, and contact person and telephone number. 7. Disclosure of any possible conflicts of interest. D. Reviewing and ranking of the firm's proposals will be by the Public Works Director. There will not be a need for any presentation by firms. The final selection will be based on the recommendation by the Public Works Director and presented to the City Council. The City reserves the right to withdraw this Request for Proposal (RFP)at any time to protect its best interest. Selection will be made in accordance with the Florida Statutes 287.055, Consultants Competitive Negotiations Act. E. Inquiries concerning this proposal should be directed to Ed Gardulski, Public Works Director, (321) 868-1240. J EXHIBIT"A" Traffic Count Stations State Route AIA—(Major Arterial Facility) 1—North City Limits to Central Boulevard 2—Central Boulevard to North Atlantic Avenue 3—North Atlantic Avenue to Center Street 4—Center Street to McKinley Avenue North Atlantic Avenue—(Major Collector Facility) 5—George King Boulevard to Central Boulevard 6—Central Boulevard to State Route AIA Central Boulevard—(Minor Facility) 7—State Route AIA to North Atlantic Avenue 8—North Atlantic Avenue to Ridgewood Avenue Ridgewood Avenue—(Minor Collector) 9—Central Boulevard to Madison Avenue 10—Madison Avenue to Center Street