HomeMy WebLinkAbout2022-016AGREEMENT FOR PROFESSIONAL SERVICES for
Phase II Sandridge Clubhouse Architectural Design Services — RFQ 2021020
THIS AGREEMENT for PROFESSIONAL SERVICES ("Agreement"), entered into as of this
18' day of January, 2022 by and between INDIAN RIVER COUNTY, a political subdivision
of the State of Florida, whose address is 1801 27"' Street, Vero Beach FL 32960 (`COUNTY"),
and SUN PATRICK ARCHITECTURE, INC, DBA sparcdesign ("Consultant") -
BACKGROUND RECITALS:
A. In accordance with the Consultants' Competitive Negotiations Act, Section
287.055, Florida Statutes; the COUNTY solicited, evaluated and developed ranking of firms
to provide Sandridge Clubhouse Architectural Design Services ("Project"), based on
statement of qualifications received in response to Request for Qualifications 20121020.
B. As a result of its response, the County has selected Consultant to provide certain
professional services relating to Phase II Sandridge Clubhouse Architectural Design Services
("Services") as more fully set forth in the Proposal for Phase II Services; attached as "Exhibit
A' to this Agreement and made a part hereof by reference.
C. The Consultant is willing and able to perform the Services for the COUNTY on
the terms and conditions set forth below; and
D. The COUNTY and the Consultant wish to enter into this Agreement for the
Consultant's Services for the Project.
NOW THEREFORE, in recognition and consideration of the above Recitals, which are
not merely prefatory, but are incorporated by reference as though fully set forth herein and form
part of the consideration, terms and conditions of this Agreement, and in accordance
with the mutual covenants herein contained and other good and valuable consideration, the
receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:
1.1 The Background Recitals are true and correct and form a material part of this
Agreement.
1.2 All professional services provided by the Consultant for the COUNTY shall be
as identified in Exhibit A. The parties agree that the not to exceed services rates in Section III.
Payment and Compensation of Exhibit A are the basis to be used for billing purposes and that
Consultant's compensation is the total lump sum as set forth in paragraph 5.1. Consultant's
services will be performed in a timely, efficient, cost effective manner. In the performance of
professional services, the Consultant will use that degree of care and skill ordinarily exercised
by other similar professionals in the field under similar conditions in similar localities. The
Consultant will use due care in performing its services and will have due regard for acceptable
architectural design standards and principles. Consultant's standard of care shall not be
altered by the application, interpretation, or construction of any other provision of this
Agreement.
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1.3 Additional services which would increase, decrease or which are otherwise
outside the scope of Services or level of effort contemplated by the Exhibits shall be
Services for which the Consultant must obtain the prior written approval of the COUNTY as
provided by this Agreement. All terms for the performance of such Services must be agreed
upon in a written document prior to any deviation from the terms of the Agreement, and when
properly authorized and executed by both the Consultant and the COUNTY shall become
an amendment to the Agreement.
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2.1 The COUNTY will provide the Consultant with a copy of any preliminary data
or reports available as required in connection with the work to be performed under this
Agreement, together with all available drawings, surveys, right-of-way maps, and other
documents in the possession of the COUNTY pertinent to the Project and as otherwise
provided in Exhibit A. The Consultant is responsible for bringing to the COUNTY's
attention, for the COUNTY's resolution, material inconsistencies or errors in such data that
are made known to the Consultant, but Consultant is not responsible for discovering errors,
omissions, or inconsistencies in the drawings or data provided.
2.2 The COUNTY shall arrange for access to, and make provisions for the
Consultant to enter upon, public and private property (where required) as necessary for the
Consultant to perform its Services, upon the timely written request of Consultant to COUNTY.
2.3 The COUNTY shall promptly execute all permit applications necessary to the
Project.
2.4 The COUNTY shall examine any and all reports, sketches, proposals and other
documents presented by the Consultant, and render, in writing, decisions pertaining thereto
within a reasonable time.
2.5 Approval by the COUNTY of any of the Consultant's work, including but not
limited to written reports, or any work products of any nature whatsoever furnished
hereunder, shall not in any way relieve the Consultant of responsibility for the technical
accuracy and adequacy of the work. Neither the COUNTY's review, approval or acceptance
of, or payment for, any of the Services furnished under this Agreement shall be construed to
operate as a waiver of any rights under this Agreement or of any cause of action arising out
of the performance of this Agreement. The Consultant shall be and remain liable in
accordance with all applicable laws for all damages to the COUNTY caused by the negligent
performance by the Consultant of any of the Services furnished under this Agreement.
2.6 The COUNTY reserves the right to appoint one or more County Project
Managers for the specific Services in connection with this Agreement. The Project
Manager shall: (a) act as the COUNTY's agent with respect to the Services rendered
hereunder; (b) transmit instructions to and receive information from the Consultant; (c)
communicate the COUNTY's policies and decisions to the Consultant regarding the
Services; and (d) determine, initially, whether the Consultant is fulfilling its duties,
responsibilities, and obligations hereunder.
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2.7 The COUNTY shall give prompt written notice to the Consultant whenever the
COUNTY observes or otherwise becomes aware of any development that affects the timing or
delivery of the Consultant's Services. If the Consultant has been delayed in completing its
Services through no fault or negligence of either the Consultant or any sub- consultant, and, as
a result, will be unable to perform fully and satisfactorily under the provisions of this
Agreement, then the Consultant shall promptly notify the Project Manager. In the
COUNTY's sole discretion, and upon the submission to the COUNTY of evidence of the causes
of the delay, this Agreement shall be modified in writing, subject to the COUNTY'S rights to
change, terminate, or stop any or all of the Services at any time in accordance with this
Agreement.
.2.8 The Consultant shall not be considered in default for a failure to perform if such
failure arises out of causes reasonably beyond the Consultant's control and through no fault or
negligence of the Consultant. The parties acknowledge that adverse weather conditions, acts
of God, or other unforeseen circumstances of a similar nature, may necessitate
modifications to this Agreement. If such conditions and circumstances do in fact occur, then
the COUNTY and Consultant shall mutually agree, in writing, to the modifications to be
made to this Agreement.
3.1 The Consultant agrees to perform all necessary Services as outlined in Exhibit
A, in connection with the assigned Project(s) as set forth in this Agreement.
3.2 The Consultant agrees to complete the Project in a timely manner and within a
mutually agreed upon schedule, as may be modified from time to time.
3.3 The Consultant will maintain an adequate staff of qualified personnel and
assign them to work on the project as necessary to complete the agreed upon scope of
services.
3.4 The Consultant will comply with all present and future federal, state, and local
laws, rules, regulations, policies, codes, and guidelines applicable to the Services performed
under this Agreement.
3.5 The Consultant, as a part of the consideration hereof, does hereby covenant and
agree that: (1) in connection with the furnishing of Services to the COUNTY hereunder, no
person shall be excluded from participation in, denied the benefits of, or otherwise subjected
to discrimination in regard to the services to be performed by Consultant under this
Agreement on the grounds of such person's race, color, creed, national origin, religion,
physical disability, age or sex; and (2) the Consultant shall comply with all existing requirements
concerning discrimination imposed by any and all applicable local, state, and federal rules,
regulations, or guidelines, as such rules, regulations, or guidelines may be from time to time
amended.
3.6 The Consultant shall, during the entire term of this Agreement, procure and keep
in full force, effect, and good standing any and all necessary licenses, registrations, certificates,
permits, and any and all other authorizations as are required by local, state, or federal law,
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in order for the Consultant to render its Services as described in this Agreement. The
Consultant shall also require all sub -consultants to comply by contract with the provisions of
this section.
3.7 The Consultant will cooperate fully with the COUNTY in order that all
phases of the work may be properly scheduled and coordinated.
3.8 The Consultant will cooperate and coordinate with other COUNTY
consultants, as directed by the COUNTY.
3.9 The Consultant shall report the status of the Services under this Agreement to
the County Project Manager upon request and hold all related work open to the review
of the County Project Manager or his authorized agent at any time, upon reasonable
request.
3.10 All documents, reports, field books, survey notes and information, and other data
developed by the Consultant for the purpose of this Agreement, are and shall remain the
property of the COUNTY. The foregoing items will be created, maintained, updated, and
provided in the fcrmat specified by the County. When all work contemplated under this
Agreement is complete, all of the above data shall be delivered to the County Project Manager.
3.11 The Consultant will confer with the COUNTY during the project(s) for which the
Consultant has provided Services, and the Consultant will make corrections to the
Consultant's Work Product, based on the Scope of Services Defined in Exhibit A; at no
additional cost to the COUNTY, within thirty (30) calendar days of notice by the COUNTY,
or upon a determination of the Consultant that corrections are needed, whichever event shall
first occur.
3.12 The Consultant agrees to maintain complete and accurate books and
records ("Books"), in accordance with sound accounting principles and standards for all
Services, costs, and expenditures under this Agreement. The Books shall identify the
Services rendered during each month of the Agreement and the date and type of each
Project -related expense. The COUNTY shall have the right, at any reasonable time and
through any of its designated agents or representatives, to inspect and audit the Books for
the purpose of verifying the accuracy of any invoice. The CONSULTANT shall retain the
Books, and make them available to the COUNTY as specified above, until the later of three (3)
years after the date of termination of this Agreement, or such longer time if required by
any federal, state, or other governmental law, regulation, or grant requirement.
3.13 The Consultant shall not assign or transfer any work under this Agreement
without the prior written consent of the COUNTY. However, the Consultant is permitted to
retain sub -consultants to perform work under this Agreement. When applicable and upon
receipt of such consent from the COUNTY, the Consultant shall cause the names of the
professional subconsultant firms responsible for the major portions of each separate specialty of
the work to be inserted on the reports or other data.
3.14 All documents, prepared by the Consultant pursuant to this Agreement are
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related exclusively to the Services described herein and are not intended or represented to be
suitable for reuse by the COUNTY or others on any other project. Reuse of any documents
prepared by the Consultant is prohibited and shall be at the COUNTY's own risk. The
Consultant shall not be held liable for any modifications made to the documents by others.
3.15 Consultant is registered with and will use the Department of Homeland
Security's E -Verify system (www.e-verify.gov) to confirm the employment eligibility of all
newly hired employees for the duration of this agreement, as required by Section 448.095,
F.S. Consultant is also responsible for obtaining proof of E -Verify registration and utilization
for all subconsultants.
4. TERM; TIME FOR COMPLETION.
4.1 The time for completion of the Project shall be defined in Exhibit A.
5. COMPENSATION.
5.1 The COUNTY shall pay to the Consultant a mutually agreed upon maximum
amount not -to -exceed professional fee for each phase, to be paid in monthly installments or
on a deliverable basis, all as set forth in Exhibit A. Invoices shall be submitted to the
County Project Manager, in detail sufficient for proper prepayment and post payment audit.
Upon submittal of a proper invoice the County Project Manager will determine if the tasks or
portions thereof have been satisfactorily completed. Upon a determination of satisfactory
completion. the County Project Manager will authorize payment to be made. All payments
for services shall be made to the CONSULTANT by the COUNTY in accordance with the
Florida Prompt Payment Act, as may be amended from time to time (Section 218.70, Florida
Statutes, et seq.).
5.1.1 The Consultant acknowledges and agrees that it will not be reimbursed for travel
within the State of Florida, except for standard government mileage rates for the Architect's
employees and consultants, associated with its Services on this Project.
5.1.2 The COUNTY shall make direct payment of all permit fees paid to regulatory
agencies for approvals directly attributable to the Services under the Project. These permit
fees do not include those permits required for any construction contractor.
5.2 The COUNTY may at any time notify the Consultant of requested changes to
the Services, and thereupon the COUNTY and the Consultant shall execute a mutually
agreeable amendment to this Agreement.
5.3 The COUNTY shall have the sole right to reduce or eliminate, in whole or in part,
any portion of the Services under Exhibit A at any time and for any reason, upon written notice
to the Consultant specifying the nature and extent of the reduction. In such event, the
Consultant shall be paid for the Services already performed and also for the Services
remaining to be done and not reduced or eliminated, upon submission of invoices as set
forth in this Agreement.
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5.4 The COUNTY may, at any time and for any reason, direct the Consultant to
suspend Services, in whole or in part under this Agreement. Such direction shall be in writing,
and shall specify the period during which Services shall be stopped. The Consultant
shall resume its Services upon the date specified, or upon such other date as the COUNTY
may thereafter specify in writing. Where the COUNTY has suspended the services under this
Agreement for a period in excess of six (6) months, the compensation of Consultant for such
suspended Services may be subject to modification. The period during which the Services
are stopped by the COUNTY shall be added to the time of performance of this Agreement.
6.1 If services in addition to the Services provided hereunder are required or
desired by the County in connection with the Project, the COUNTY may, at the sole option of
the COUNTY: separately obtain same outside of this Agreement; or request the Consultant
to provide, either directly by the Consultant or by a sub -consultant, such additional services
by a written amendment to this Agreement.
7. INSURANCE AND INDEMNIFICATION.
7.1 The Consultant shall not commence work on this Agreement until it has
obtained all insurance required under this Agreement and such insurance has been
approved by the County's Risk Manager.
7.2 Consultant's insurance coverage shall be primary.
7.3 All required insurance policies shall be placed with insurers licensed to do
business in Florida and with a Best's rating of A VII or better.
7.4 The insurance policies procured shall be occurrence forms, not claims made
policies with the exception of professional liability.
7.5 A certificate of insurance shall be provided to the County's Risk Manager for
review and approval, ten (10) days prior to commencement of any work under this
Agreement. The COUNTY shall be named as an additional insured on commercial general
liability policy.
7.6 The insurance companies selected shall send written verification to the
County Risk Manager that they will provide 30 days prior written notice to the County Risk
Manager of its intent to cancel or modify any required policies of insurance.
7.7 Consultant shall include all sub -consultants as insured under its policies or shall
furnish separate certificates and endorsements for each sub -consultant. All coverages for
sub -consultants shall be subject to all of the requirements stated herein.
7.8 Consultant agrees that it now carries and will continue to carry during the
performance of this Agreement, at its own expense, the applicable insurance policies
indicated below, with limits not less than those specified. Any insurance on a "claims made"
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basis shall be maintained for at least 3 years after completion of the Services.
A. Worker's Compensation — Statutory
B. Employer's Liability - S1,000,000 per occurrence
C. Commercial General and Contractual Liability — $1,000,000 per occurrence
D. Automobile Liability - $1,000,000 per occurrence
E. Umbrella Liability - $2,000,000 aggregate (in excess of B., C. and D. above)
F. Professional Liability - $1.000,000 per claim/aggregate.
7.9 The Consultant shall indemnify and hold harmless the COUNTY, and its
officers and employees, from liabilities, damages, losses, and costs, including, but not limited
to, reasonable attorneys' fees, to the extent caused by the negligence, recklessness, or
intentionally wrongful conduct of the Consultant and other persons employed or utilized
by the Consultant in the performance of this Agreement.
8. TERMINATION.
8.1 This Agreement may be terminated: (a) by the COUNTY, for any reason, upon
thirty (30) days' pricr written notice to the Consultant; or (b) by the Consultant, for any reason,
upon thirty (30) days' prior written notice to the COUNTY; or (c) by the mutual Agreement of the
parties; or (d) as may otherwise be provided below. In the event of the termination of this
Agreement, any liability of one party to the other arising out of any Services rendered, or
for any act or event occurring prior to the termination, shall not be terminated or released.
8.2 In the event of termination by the COUNTY, the COUNTY shall be obligated to
pay the Consultant for those portions of completed work previously authorized under this
Agreement. Such payment shall be determined on the basis of the percentage of work
performed by the Consultant, up to the time of termination. In the event of such termination,
the COUNTY may, without penalty or other obligation to the Consultant, elect to employ other
persons to perform the same or similar services.
8.3 In addition to the termination rights set forth in 8.1, the obligation to provide
services under this Agreement may be terminated by either party upon seven (7) days prior
written notice in the event of substantial failure by the other party to perform in accordance
with the terms of this Agreement through no fault of the terminating party.
8.4 In the event that the Consultant merges with another company, becomes a
subsidiary of, or makes any other substantial change in structure, the COUNTY reserves the
right to terminate this Agreement in accordance with its terms.
8.5 In the event of termination of this Agreement, the Consultant agrees to
surrender any and all documents prepared by the Consultant for the COUNTY in connection
with this Agreement.
8.6 The COUNTY may terminate this Agreement for refusal by the Consultant to
allow public access to all documents, papers, letters, or other material subject to the
provisions of Chapter 119 Florida Statutes and made or received by the Consultant in
conjunction with this Agreement.
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8.7 The COUNTY may terminate this Agreement in whole or in part if the
Consultant submits an intended false invoice to the COUNTY.
8.8 TERMINATION IN REGARDS TO F.S. 287.135: Consultant certifies that it and
those related entities of Consultant as defined by Florida law are not on the Scrutinized
Companies that Boycott Israel List, created pursuant to s. 215.4725 of the Florida Statutes,
and are not engaged in a boycott of Israel. In addition, if this agreement is for goods or services
of one million dollars or more, Consultant certifies that it and those related entities of
Consultant as defined by Florida law are not on the Scrutinized Companies with Activities
in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector
List, created pursuant to Section 215.473 of the Florida Statutes and are not engaged in
business operations in Cuba or Syria.
8.8.1 COUNTY may terminate this Contract if Consultant is found to have submitted
a false certification as provided under section 287.135(5), Florida Statutes, been placed on
the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with
Activities in the Iran Petroleum Energy Sector List, or been engaged in business operations
in Cuba or Syria, as defined by section 287.135, Florida Statutes.
8.8.2 COUNTY may terminate this Contract if Consultant, including all wholly owned
subsidiaries, majority-owned subsidiaries, and parent companies that exist for the purpose of
making profit, is found to have been placed on the Scrutinized Companies that Boycott Israel
List or is engaged in a boycott of Israel as set forth in section 215.4725, Florida Statutes.
9.1 Execution of this Agreement by the Consultant shall act as the execution of a
truth -in -negotiation certificate certifying that the wage rates and costs used to determine the
compensation provided for in this Agreement are accurate, complete and current as of the
date of the Agreement. The original contract price and any additions thereto will be adjusted
to exclude any significant sums by which the COUNTY determines the contract price was
increased due to inaccurate, incomplete, or noncurrentwage rates and other factual unit costs.
All such contract adjustments must be made within 1 year following the end of the
contract. COUNTY has the authority and right to audit Consultant's records under this
provision. The COUNTY does not hereby waive any other right it may have pursuant to Section
287.055, Florida Statutes, as it may be from time- to -time amended.
9.2 Pursuant to the Consultants' Competitive Negotiations Act, F. S. section
287.055, the Consultant warrants that it has not employed or retained any company or person
other than a bona fide employee working solely for the Consultant to solicit or secure this
Agreement and that it has not paid or agreed to pay any company or person other than a
bona fide employee working solely for the Consultant any fee, commission, percentage fee,
gifts or any other considerations, contingent upon or resulting from the award or making of
this contract. For breach of violation of this provision, the COUNTY shall have the right to
terminate this Agreement without liability and, at its discretion, to deduct from the contract
price, or otherwise recover, the full amount of such fee, commission, percentage, gift, or
consideration.
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10.1 Independent Contractor. It is specifically understood and acknowledged by the
parties hereto that the Consultant or employees or subconsultants of the Consultant are in
no way to be considered employees of the COUNTY, but are independent contractors
performing solely under the terms of the Agreement and not otherwise.
10.2 Mercier: Modification. This Agreement incorporates and includes all prior and
contemporaneous negotiations, correspondence, conversations, agreements or
understandings applicable to the matters contained herein and the parties agree that there
are no commitments, agreements, or understandings of any nature whatsoever concerning
the subject matter of the Agreement that are not contained in this document. Accordingly, it is
agreed that no deviation from the terms hereof shall be predicated upon any prior or
contemporaneous representations or agreements, whether oral or written. No alteration,
change, or modification of the terms of this Agreement shall be valid unless made in writing and
signed by the Consultant and the COUNTY.
10.3 Governing Law: Venue. This Agreement, including all attachments hereto,, shall
be construed according to the laws of the State of Florida. Venue for any lawsuit brought by
either party against the other party or otherwise arising out of this Agreement shall be in Indian
River County, Florida, or, in the event of federal jurisdiction, in the United States District Court
for the Southern District of Florida. The prevailing party in any lawsuit arising out of or related
to this Agreement shall be entitled to recover its reasonable attorney's fees and costs,
including fees and costs through appeal. The parties expressly and voluntarily waive any
and all rights to trial by jury in connection with any litigation arising out of or related to
this Agreement.
10.4 Remedies: No Waiver. All remedies provided in this Agreement shall be
deemed cumulative and additional, and not in lieu or exclusive of each other or of any other
remedy available to either party, at law or in equity. Each right, power and remedy of the parties
provided for in this Agreement shall be cumulative and concurrent and shall be in addition to
every other right, power or remedy provided for in this Agreement or now or hereafter existing
at law or in equity or by statute or otherwise. The failure of either party to insist upon
compliance by the other party with any obligation, or exercise any remedy, does not waive
the right to so in the event of a continuing or subsequent delinquency or default. A party's
waver of one or more defaults does not constitute a waiver of any other delinquency or
default. If any legal action or other proceeding is brought for the enforcement of this
Agreement or because of an alleged dispute, breach, default or misrepresentation in
connection with any provisions of this Agreement, each party shall bear its own costs.
10.5 Severability. If any term or provision of this Agreement or the application thereof
to any person or circumstance shall, to any extent, be held invalid or unenforceable for the
remainder of this Agreement, then the application of such term or provision to persons or
circumstances other than those as to which it is held invalid or unenforceable shall not be
affected, and every other term and provision of this Agreement shall be deemed valid and
enforceable to the extent permitted by law.
10.6 Availability of Funds. The obligations of the COUNTY under this Agreement are
subject to the availability of funds lawfully appropriated for its purpose by the Board of County
Commissioners of Indian River County.
10.7 No Pledge of Credit. The Consultant shall not pledge the COUNTY's credit or
make it a guarantor of payment or surety for any contract, debt, obligation, judgment, lien or
any form of indebtedness.
10.8 Public Records. COUNTY is a public agency subject to Chapter 119, Florida
Statutes. The Consultant shall comply with Florida's Public Records Law. Specifically, the
Consultant shall:
10.8.1 Keep and maintain public records required by the COUNTY to perform
the service.
10.8.2 Upon request from the COUNTY's Custodian of Public Records,
provide the COUNTY with a copy of the requested records or allow the records to be
inspected or copied within a reasonable time at a cost that does not exceed the cost
provided in Chapter -119 or as otherwise provided by law.
10.8.3 Ensure that public records that are exempt or confidential and exempt
from public records disclosure requirements are not disclosed except as authorized by law
for the duration of the contract term and following completion of the contract if the Consultant
does not transfer the records to the COUNTY.
10.8.4 Upon completion of the contract, transfer, at no cost, to the COUNTY all
public records in possession of the Consultant or keep and maintain public records required
by the COUNTY to perform the service. If the Consultant transfers all public records to the
COUNTY upon completion of the contract, the Consultant shall destroy any duplicate public
records that are exempt or confidential and exempt from public records disclosure
requirements. If the Consultant keeps and maintains public records upon completion of
the contract, the Consultant shall meet all applicable requirements for retaining public
records. All records stored electronically must be provided to the COUNTY, upon request
from the Custodian of Public Records, in a format that is compatible with the information
technology systems of the COUNTY.
IF THE CONSULTANT HAS QUESTIONS REGARDING THE
APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE
CONSULTANT'S DUTY TO PROVIDE PUBLIC RECORDS RELATING
TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC
RECORDS AT:
(772) 226-1424
vublicrecords(dircciov.com
Indian River County Office of the County Attorney 1801
27th Street
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Vero Beach, FL 32960
10.9 Notices: Any notice; request, demand, consent, approval, or other
communication required or permitted by this Agreement shall be given or made in writing and
shall be served; as elected by the party giving such notice, by any of the following methods:
(a) Hand delivery to the other party; (b) Delivery by commercial overnight courier service,
or (c) Mailed by registered or certified mail (postage prepaid), return receipt requested at the
addresses of the parties shown below:
County: Indian River County
Attn: Bela Nagy, Director of Golf
Sandridge Golf Club
5300 73rd Street
Vero Beach, FL 32967
Email: bnagy at )ircpov.com
Consultant: Sun Patrick Architecture, Inc.
DBA, sparcdesign
Attn: Sean Patrick Sukhu
3021 Jupiter Park Circle
Suite 102
Jupiter, FL 33458
Email: sean(a)-sparcdesign.us
10.10 Survival. Except as otherwise expressly provided herein, each obligation
in this Agreement to be performed by Consultant shall survive the termination or expiration
of this Agreement.
Notices shall be effective when received at the address as specified above. Email
transmission is acceptable notice effective when received, provided, however, that email
transmissions received after 5:00 p.m. or on weekends or holidays, will be deemed
received on the next day that is not a weekend day or a holiday. The original of the notice must
additionally be mailed. Either party may change its address, for the purposes of this section,
by written notice to the other party given in accordance with the provisions of this section.
10.11 Construction. The headings of the sections of this Agreement are for the
purpose of convenience only, and shall not be deemed to expand, limit, or modify the
provisions contained in such Sections. All pronouns and any variations thereof shall be
deemed to refer to the masculine, feminine or neuter, singular or plural, as the identity of the
party or parties may require. The parties hereby acknowledge and agree that each was
properly represented by counsel and this Agreement was negotiated and drafted at arm's-
length so that the judicial rule of construction to the effect that a legal document shall be
construed against the draftsperson shall be inapplicable to this Agreement
10.12 Counterparts. This Agreement may be executed in one or more counterparts,
each of which shall be deemed to be an original copy and all of which shall constitute but one
and the same instrument.
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IN WITNESS WHEREOF the parties hereto have executed this Agreement as,o#t;'". first
written above.
INDIAN RIVER COUNTY"_
Sun Patrick Architecture, Inc. BOARD OF COUNTY COMNI; $1
�. y►�t 'BOG/✓�•f10RIDP *.
By By 1 l/
'jeAV) S0 k --kJ ' fY'tSiACnf Peter D. O'Bryan, ChairmarV
Date E.1 ' 1422.
Witness:
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Date Approved by BCC: February 1, 2022
Attest: Jeffrey R. Smith, Clerk of Court
and Comptroller �Q
By 0166 _
Deputy Clerk
Appr d:
Jason rown
Count ministrator
Approved as to form and legal
sufficiency
Exhibit A — Proposal for Phase II Services
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January 24, 2022
The Owner:
Bela Nagy, Director of Golf, PGA
c/o Indian River County Purchasing Division
1800 27th Street
Vero Beach, Florida 32960
The Architect:
Sun Patrick Architecture, Inc.
DBA: sparcdesign
3021 Jupiter Park Circle, Suite 102
Jupiter, FL 33458
RE: Sandridge Golf Club New Clubhouse
sparcdesign project 2021.158
Dear Mr. Nagy,
Thank you for the opportunity to submit a proposal to provide Masterplan and Schematic Design
Through Construction Administration Services for the proposed new clubhouse at Sandridge Golf
Club in Vero Beach, FL. We have included an Estimated Master Schedule for the project
design/engineering phases (Exhibit A).
Project Description:
Clubhouse:
The existing clubhouse will be used as a temporary facility while the new clubhouse is under
construction. After completion of the new golf clubhouse the existing clubhouse will be
demolished. The existing clubhouse site will be utilized in the new site plan design. A 1 -story 18,000
sf building is planned. The proposed building will be located adjacent to the existing golf
clubhouse. The view of the golf course will be a consideration in siting the building. The building
will include administration offices, golf pro shop, restaurant w/ a commercial kitchen, locker
rooms, banquet hall and indoor/outdoor event space. Golf operations including the cart barn
and cart staging area will remain in their existing buildings/locations. A small food & beverage
and restroom "Turn" building is planned in-between the 9's for the Lakes and Dunes Courses.
Site:
The existing parking lot will be expanded to accommodate additional paved parking spaces and
identify overflow areas for larger events. A new covered drop off to the events building is planned.
Golf operations, including bag drop and cart staging will be enhanced in their existing locations.
Back of house deliveries and trash pickup will be relocated to a service drive that is isolated from
the "front of house" areas and adjacent to the kitchen.
3021 Jupiter Park Circle Suite 102 Jupiter Florida
561.203.7539 www.sparcdesign.us
For the purposes of this proposal:
Indian River County is the "Client".
sparcdesign is the "Architect".
The basic services scope of work to be performed by sparcdesign and our consultants based on
the above scope of work shall be performed within the terms and conditions as noted in the owner
architect agreement, "Agreement for Professional Services for Phase II Sandridge Clubhouse
Architectural Design Services - RFQ2021020".
The following is proposed as our basic scope of service.
Professional and consulting services to be included under this agreement:
a. Architectural
b. Structural Engineering
c. Heating, Ventilating and Air Conditioning (HVAC) Engineering
d. Plumbing Engineering
e. Electrical Engineering
f. Landscape Architecture/Planning
g. Civil Engineering
h. Interior Design
i. Kitchen Design Consulting
j. Acoustical Design Consulting
Scope of Services: Architectural/Engineering
a. Phase I - Masterplan Services
i. Master planning
1. Work with the clients committee to conceptualize a new clubhouse
design on the existing site, including an updated conceptual site
plan, conceptual floor plans and main elevation. The new
clubhouse planning will be integrated into the existing pre -design
services provide during the RFQ process. The planning includes site
evaluation, analysis and selection, traffic studies, programming,
conceptual blocking, and adjacency diagrams. The character of
the architectural style of the building will be explored during this
phase.
2. At the end of the master planning phase sparcdesign will submit a
masterplan package to the client for review and comment.
b. Phase II Master Plan Implementation - Schematic Design through Construction
Administration
i. Schematic Design/ site plan approval
1. Work with the Landscape Architect/Civil Engineer and the clients
committee to develop a client approved schematic design
package, including preliminary floor plans, roof plan and
3021 Jupiter Park Circle Suite 102 Jupiter Florida
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elevations. Provide 2D rendered elevations in order to assist with the
site plan approval process.
2. Schematic Design Documents shall be prepared starting with the
approved master plan concept. The Schematic Design Documents
include preliminary floor plans, elevations, roof plans and
diagrammatic building sections.
3. At the end of the Schematic Design phase sparcdesign will submit
schematic design drawings to the client for review and comment.
ii. Design Development
1. Design Development Documents shall be prepared starting with the
approved Schematic Design Documents. The Design Development
Documents shall finalize space and function requirements for the
project as well as describe the important aspects of the site/building
infrastructure.
2. At the end of the design development phase sparcdesign will
submit scaled drawings to the client for review and comment.
iii. Construction Documents/Permit Drawings
1. Construction documents shall be prepared starting with the
approved Design Development Documents. The Construction
Documents will graphically show the scope, extent and character
of the work to be performed by the contractor, including
specifications and related structural, mechanical, electrical,
plumbing and engineering plans. The plans will include required
drawings for submittal to the building department for permit.
2. Prepare drawings for Architectural and Engineering for the submittal
to the county for review. Respond to building department
comments, required to obtain building permit. Note: Site plan
approval process needs to be complete in order to obtain building
permit.
c. Bidding and Negotiation
i. sparcdesign will submit plans electronically to the owner for the bidding
phase. Will respond to request for information during the bidding period.
Provide representation at a pre-bid conference.
d. Construction Administration
i. sparcdesign assumes construction duration of (14) months and includes bi-
weekly visits as needed by an architectural representative.
ii. sparcdesign will provide responses to construction request for information.
iii. sparcdesign will provide review of applications for payment and
construction change order requests
iv. sparcdesign will provide review of Shop Drawing Submittals. The Shop
Drawings shall be submitted in one (1) complete submittal package (by
division) utilizing the CSI Specification Divisions.
III. Scope of Services: Landscape Architecture/Planning
a. Land planning/site plan approval
i. Attend site meetings to review and evaluate proposed program improvements
ii. Coordinate with design team and Client's committee during conceptual site
planning process
iii. Prepare conceptual site plan (up to 3 concept plans)
3021 Jupiter Park Circle Suite 102 Jupiter Florida
561.203.7539 www.sparcdesign.us
iv. Attend meeting with county staff to review concept plan
v. Provide one modification to site plan per staff comments received
vi. Prepare rendered site plan for presentation purposes
vii. Preparation of final site plan for Indian River County submittal/review process
viii. Coordination on behalf of professional team during Indian River County site
plan review process
ix. Attendance at Indian River County Staff meetings, committee meetings, one
Planning and Zoning meeting.
b. Landscape Architecture
i. Drawings from the major site plan approval process will be utilized for the final
landscape/hardscape bid documents.
IV. Scope of Services: Civil Engineering
a. Task A - civil engineering design
i. Construction notes, land clearing/utility adjustment plans, soil erosion/sediment
control plan, paving/grading/drainage plans, potable water main
modifications/service plan, wastewater system plans, sewage lift station plan,
construction details, potable water details, wastewater system details.
b. Task B -wastewater system design
c. Task C - Permit application submittals
i. Indian River County Stormwater Permit
ii. St. Johns WMD Environmental Resource Permit Modification
iii. Indian River Farms WCD Drainage Review approval (If required)
iv. Indian River County Utilities Permit
v. Indian River County Utility ROW Permit (77th street)
vi. Florida DEP Potable Water General Permit
vii. Florida DEP Wastewater General Permit
viii. Indian River County Site Plan Release
d. Task D - Permit Acquisition Responses
e. Task E - Meetings
V. Scope of Services: Food Service Design
a. Predesign and Programming
i. Establish project objectives and goals in conjunction with client's operational
staff, client's committee, and design team
ii. Client information review, to be used for design development
iii. Review and become familiar with architectural drawings
iv. Review and become familiar with the available space
v. Provide conceptual drawings outlining the flow and space relationships for the
food service areas
vi. Develop block schematic diagrams based on the approved conceptual
drawings. drawing to be a scale that appropriately depicts critical design
elements.
vii. Indicate anticipated exhaust hood, equipment and counter and walk-in cold
room locations as appropriate.
viii. Site observations and photograph as necessary
ix. Menu Analysis
b. Concept Design
i. Selection of equipment required
ii. floor and space planning
iii. food service floor plan diagrams
iv. preliminary equipment schedules
v. coordinate with design team
c. Food service design development
i. Provide CAD drawings at'/."=V-0" Scale for the food service areas depicting
individual food service scope of work
ii. Refined food service plans
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iii. refined equipment schedules
VI. Scope of Services: Interior Design/Architecture
a. Work with the client to establish scope of the project and establish design direction and
client goals for the Golf Clubhouse.
b. Concept development to include Space Planning, Design Development and color and
material selection. Develop Finish Plans, Elevations with color palettes and digital
material samples.
c. Concept presentation to client, including loose material samples, revised concepts
boards based on client's feedback.
d. Final concept presentation for final approval.
e. upon final approval will work with Architect to produce construction drawings and
specifications as follows.
i. Finish plan/specifications
1. Paint selections
2. Finished flooring specifications
3. Tile selections
4. Countertop selections
5. plumbing fixture selections
ii. Trim profile selections
iii. Interior door profile selections
iv. Millwork sections/details
v. Kitchen Appliance Coordination with millwork design
vi. Restroom millwork design/mirror selection
vii. Decorative lighting coordination/specifications
viii. interior signage specification/design
f. After the construction drawings are complete, sparcdesign will submit plans
electronically to the owner for the bidding phase. Will respond to request for information
during the bidding period.
g. Revisions to the construction document after the bidding period will be as an additional
service as outline in paragraph IX.e.iii
h. During construction, site visits will be billed hourly as requested.
i. Reimbursable costs will be billed as noted in paragraph IX.d
VII. Scope of Services: Furniture Procurement for Art & Accessories.
a. Scope of Services TBD
VIII. Scope of Services: Acoustical Consulting (optional scope of work)
a. Meet with client and design team to confirm which elements of the architectural
program are important to acoustical success.
b. Review architectural plans, space descriptions, functional specifications, and other
documents to assess acoustical aspects of the design.
c. Develop design approaches for the acoustic environment. This shall include room
configurations, area, volume and proportions, wall and ceiling shape, and
reverberation and sound reflection criteria and will take into consideration for various
rooms being studied.
d. Review documents required to advance project documentation during each stage of
design, specifically providing review comments of the design process related to room
acoustics and sound isolation.
3021 Jupiter Park Circle Suite 102 Jupiter Florida
561.203.7539 www.sparcdesign.us
IX. Payment and Compensation
a. The owner shall pay the Architect as outlined in paragraph IX.c
b. Basic Services as outline in paragraph II,III,IV,V,VI and VII above, as authorized in
writing by the client, for the fixed fee listed below, plus reimbursable expenses.
Sandridge Golf Club Fee worksheet
Project Phases
Architectural/Engineering
i.
ii.
hi.
iv.
v.
vi.
vi.
Phase 1
Hourly not to exceed
Fixed Fee
Master Planning
$ 25,000.00
Subtotal
$ 25,000.00
Phase II
Schematic Design
$ 55,000.00
Design Develo meet
$ 73,800.00
Construction Documents
$ 184,500.00
Bidding/Ne otiations
$ 8,200.00
Construction Administration
$ 69,700.00
interior architecture
$ 25,000.00
Subtotal
$ 416,200.00
Landca a Architecture /Plan nin
i.
h.
Site Plan Approval Process
$ 49,500.00
Fixed Fee
Will utilize site plan approval
documents for final
hardscape/Landscape Bid docs
Final hardscape specifications/details
Subtotal
$ 49,500.00
Civil Engineering
i.
ii.
iii.
iv.
v.
Civil Eni neerin Design
62 700.00
Fixed Fee
Fixed Fee
Fixed Fee
Hourly not to exceed
Hourly not to exceed
Wastewater System Design
$ 13,750.00
$ 5,500.00
$ 22,000.00
Permit Application Submitals
Permit Acquisition Resonse
Meetings
$ 8,000.00
Subtotal
$ 111,950.00
Interior Design
i.
ii.
iii.
iii.
Design Services
$ 32,500.00
Fixed Fee
Fixed Fee
Fixed Fee
TBD (Purchasingon behalf of client
shall be provided under a separate
contract with Interior Design
Consultant)
Construction Administration
$ 2,500.00
FF&A Design
$ 27,000.00
FF&A Procurement
$
Subtotal
$ 62,000.00
Kitchen Consultant Design Services
i.
Desi n Services
$21,450.00 Fixed Fee
Subtotal 1 $ 21,450.00
Acoustical Consulting Optional
i.
ii.
Design Services $
Fixed Fee (Optional $8,800)
Construction Administration $
Subtotal $ -
Total $ 686,100.00
3021 Jupiter Park Circle Suite 102 Jupiter Florida
561.203.7539 www.sparcdesign.us
c. Method of Payment
i. Invoicing will be monthly, based upon the percent of service provided
plus reimbursable expenses. Payment is due in accordance with the
Florida Prompt Payment Act, as may be amended from time to time
(Section 2018.70, Florida Statutes, et seq.).
ii. There is no finance charge upon amounts due which are paid within thirty
(30) days after an accurate invoice is provided.
iii. Unpaid invoices shall bear interest from the date payment is due at 1.5%
per month.
i. Additional costs and expenses (i.e., large format drawing copies, color
prints, courier's/delivery, and travel) will be billed at a multiplier of 1.1
times the amounts expended by the Architect, the Architect's employees
and consultants in the interest of the project.
e. Additional Services
i. The following are not part of Basic Services but can be added to the
scope of work for additional services at the client's request.
1. Any services not included in the Scope of Services, Paragraph
II,III,IV,V and VI.
2. Cost estimating
3. Value engineering and implementation into the drawings after
50% construction documents
4. Finish Hardware schedule, sound/AV systems, Telephone,
Communication, and security system
5. 3d renderings (estimated cost $2,500/view)
6. Preparation of Record Drawings
7. Geotechnical Engineering
8. Pile Foundation Design
9. Mapping/Surveying
10. Proshop fixture design
ii. Additional services hourly rates, Principal $225/hour, Project Manager
$185/hour, CAD drafter $90/hour and clerical $65/hour.
iii. For consultant additional services, as authorized by the Client,
compensation shall be computed hourly as a multiple of 1.1 times the
amount billed to the Architect for such services.
3021 Jupiter Park Circle Suite 102 Jupiter Florida
561.203.7539 www.sparcdesign.us
X. Other Provisions
a. PURSUANT TO SECTION 558.0035 FLORIDA STATUES, SUN
PATRICK ARCHITECT, INC. IS THE RESPONSIBLE PARTY
FOR THE PROFESSIONAL SERVICES IT AGREES TO
PROVIDE UNDER THIS AGREEMENT. NO INDIVIDUAL
PROFESSIONAL EMPLOYEE, AGENT, DIRECTOR, OFFICER
OR PRINCIPLE MAY BE INDIVIDUALLY LIABLE FOR
NEGLIGENCE ARISING OUT OF THIS CONTRACT.
The owner acknowledges that design and construction projects are prone to
changes in the scope of work for a variety of reasons and that a contingency will
be budgeted in accordance with the standard of care normally associated with
a project of this compleiaty and location. In order for Owner to obtain a benefit
of a fee which is a lesser allowance for funding risk. The Owner agrees to limit the
Architect liability arising from professional acts errors and omissions such that the
total liability.
Authorization to provide the above services:
Sinc rely,
Sean P Sukhu, Partner
Owner Signature and date
Printed name and title
3021 Jupiter Park Circle Suite 102 Jupiter Florida
561.203.7539 www.sparcdesign.us