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10-01-1987 - Special .'.\ (.J (J CITY COUNCIL OF, EDGEWATER SPECIAL MEETING OCTOBER 1, 1987 MINUTES Mayor Baugh called the meeting to order at 7:00 P.M. in the Community Center. He stated the items on the agenda: 1) To discuss and negotiate with Dyer, Riddle, Mills & Precourt, Inc., the Council's first choice as consulting engineers (Rescheduled from July 30, 1987), and 2) Update of Capital Improve- ment Program. ROLL CALL Mayor Earl Baugh Councilman Louis Rotundo Councilman Russell Prater Councilman Neil Asting Present Present Present Present Councilman David Mitchum City Attorney Jose'Alvarez City Clerk Connie Martinez Chief Lawrence Schumaker Present Present Present Present Mr" Gerard Ferrara, City Engineer, and Mr. Terry A. Wadsworth, Utilities Superin- tendent, were present. Arriving at this time, 7:02 P.M., were Mr. Gerald Hartman and Mr. Ron Ferland of the firm of Dyer, Riddle, Mills & Precourt, Inc. Mr. Gerald Hartman, Vice President and Partner of Dyer, Riddle, Mills & Precourt, spoke for the firm. Councilman Asting asked City Attorney Alvarez if he'd reviewed the agreement and City Attorney Alvarez replied yes, and it's essentially the same agreement they had before. City Attorney Alvarez noted that it's the contract from the meeting of July 30th and the last page has been signed by Mr. Hartman and it now needs the City signatures. He reviewed the advertising requirements for consulting engineers per State Statutes 287.055. He noted this agreement is like an umbrella that avoids the necessity of advertising every time there's a project. He clarified that this doesn't mean Council does not have the prerogative to obtain other quotes if they wish to do so. He read an excerpt of the minutes of July 27th regarding the consultants and the statement that they are ongoing consultants. He noted that the contract isn't for any specific project but a contract that sets forth the legal relationship for the two parties for any specific project the Council wishes the firm to handle. Mayor Baugh asked if they can get quotes on other projects from another engineering firm and City Attorney Alvarez replied yes, and it's standard procedure. He noted that the County has six firms that are listed under contracts and they can call upon those firms. A review of the contract was then begun. City Attorney Alvarez stated that page 1 is the same as before. Councilman Mitchum stated that he'd like to see the word "City" changed to "City Council". City Attorney Alvarez pointed out that changes on the agreement will require a motion and then the change will have to be acceptable to the engineers, and after the motion, unless there's an objection on the record from Mr. Hartman, he'll assume he's agreeing to it. Mr. Hartman agreed it could be handled that way. Councilman Mitchum again stated that he'd like it to read "City Council". City Attorney Alvarez clarified that anywhere in the agreement that the word "City" is used, it will now be "City Council". Councilman Mitchum made that in the form of a motion. Councilman Prater seconded the motion. Motion CARRIED 5-0. City Attorney Alvarez said he can add this as a definition in the "whereas" section for City Council. Consulting Services: No comments were made. Study and Report Services: No comments were made. Project Design Services: City Attorney Alvarez stated that's the scope of the project. General Services During Construction: No comments were made. Resident Engineer or Inspector Services: No comments were made. . . .' o (.) Review of Agreement with Dyer, Riddle, Mills & Precourt, Inc. (Continued) - Supplementary and Special Services: Councilman Rotundo suggested that Mr. Ferrara can take care of some of these. Mr. Ferrara and Mr. Hartman agreed. City Attorney Alvarez pointed out it will be up to the City Council for each project. Covenants by the City: Councilman Mitchum stated that he'd like to change item 7.(c) from "City Administrator" to "Mayor" since he's the elected mayor and he made that in the form of a motion. Councilman Rotundo seconded the motion. Motion CARRIED 5-0. City Attorney Alvarez clarified that on the top of page 7 it will read "Said representative shall have the authority, subject to approval by City Council,...". Mayor Baugh and Councilman Mitchum agreed that's correct. Authorization of Work: City Attorney Alvarez explained that this contract does not cover any specific work, but section 8. will be the one that comes into play when a specific project is assigned to the engineers, and that's how they'll receive their instructions. Mayor Baugh asked if this meets his approval and City Attorney Alvarez said he'd like to insert new language, either as a new letter A or at the end, "Each project must be approved by the City Council as an addendum to this contract." Mr. Hartman agreed to this addition. Councilman Rotundo asked if these different phases under consulting have the same scale or a different one on a sliding scale for every project. Mr. Hartman replied this is just an umbrella agreement and each time they want a project done, they first decide who they want to do it, and if Council' wants their firm to do the project, each time they will set forth terms and will review it and approve it at a City Council meeting. Councilman Rotundo said any time they change the dollar figure they should notify the City. Mr. Hartman stated that the multiplier is the same as when they were hired in 1985 and it's the same as they use for the Utilities Commission of New Smyrna Beach, and it's a 1983 multipler with no inflation in four years. City Attorney Alvarez said farther on the contract is a provision for those figures and authorization of work is the steps to be followed in assigning work to the engineers. He noted that paragraph 8.(a) the word "City" will be "City Council" and they'll approve the budget. Councilman Mitchum questioned if they should put in the agreement that the City reserves the right to accept bids on each project. Mayor Baugh replied that they have the right to go out for bid anyway and Mr. Hartman agreed. City Attorney Alvarez asked if they can add the language: "The City reserves the right to seek other bids on each project". Mr. Hartman agreed. Councilman Mitchum asked if they'll give the prices before a project and Mr. Hartman replied yes. Councilman Mitchum said he'd like 8.(c) changed from "$5,000.00" to "$2,000.00". Mr. Hartman said he had no objection. Councilman Mitchum made that in the form of a motion. City Attorney Alvarez asked if the amount is agreeable with Mr. Wadsworth and Mr. Wadsworth replied yes, and it's consistent with the City's purchasing procedure. Councilman Asting seconded the motion. Motion CARRIED 5-0. Councilman Asting stated that paragraph 8.(d) should also be changed to $2,000.00 from $5,000.00. City Attorney Alvarez replied that the motion takes care of both of those. Payment for Services: Mayor Baugh noted that's the same as in the last contract and Mr. Hartman agreed. Councilman Mitchum requested an explanation of the multiplier. Mr. Hartman reviewed the process, including the fringe benefits, overhead, and profit. Mayor Baugh asked if most engineering firms use this and Mr. Hartman replied yes, and they are very competitive in the State of Florida. Councilman Mitchum asked if it's a set standard and Mr. Hartman replied no, it's audited figures and they don't change higher and are using the 1983 figures now. Mr. Hartman noted that the profit is the negotiable item for most firms and they're asking 12%. Councilman Mitchum asked if this is true labor and Mr. Hartman reviewed the costs for an employee with a $10.00 hourly wage. City Attorney Alvarez asked if Dyer, Riddle was the lowest multiplier and profit margin of the three firms that submitted responses to the ads. Mr. Wadsworth replied they're not allowed to talk terms at the time they take proposals and they have to find the prevailing rates. City Attorney Alvarez asked if this will be the lowest multiplier and Mr. Wadsworth replied yes, of the larger consulting firms in the area. Councilman Asting asked about the costs for secretarial or copier's time and Mr. Hartman replied that's in the overhead, and only professionals are in the other rate. Mr. Hartman added that if it's a very large job, such as 50 copies of 1,000 pages, then they'd charge, but normally it's a part of overhead. -2- Council Special Meeting Minutes October 1, 1987 f . . . o o Review of Agreement with Dyer, Riddle, Mills & Precourt, Inc. (Continued) - Payment for Services (Continued): Councilman Mitchum asked if payment of bills to the consulting engineers can be approved by Council prior to payment. City Clerk Martinez replied that's how it's being handled currently. Mr. Hartman agreed that's fine with them. Councilman Rotundo asked if the firm is insured in case they have a dry well. Mr. Hartman replied that in their contract with the well drillers, if the contruction practices were not good, they insure they'll go out and redo the well, but our two wells had a cavern in the aquifer with sand and shell and their is no recourse for something that's a natural situation. He added that they have design specifications that will make the contractor do it again and they're covered 100% if the construction practices are not appropriate. He stated that they carry $1,000,000. errors and omission insurance and they haven't had a claim against it in 18 years. He added that they carry $5,000,000. rider for such things as Disney and other large projects. He noted that they can be sued if they make an error, but they have yet to be sued, and they correct any errors to avoid it. Prohibition Against Contingent Fees: City Attorney Alvarez stated that this is standard language. Life and Limitations of Agreement: City Attorney Alvarez stated this is the same language as before and if they terminate while a project is ongoing, the agreement shall remain in full force and effect until terminated except for work authorized under this agreement prior to termination and that is until satisfactorily completed and/or termination payments are made to the consulting engineers. He asked the time limit on the work or if it's open ended. Mr. Hartman replied that with notice given as shown, it supersedes everything and they can be terminated with 30 day written notice. City Attorney Alvarez asked if paragraph 12 supersedes 11. (a) and Mr. Hartman replied yes, and if Council wants complete termination of the firm, they give them 30 days notice and they'll be off the job. Mr. Hartman added that's why they have the other language is to keep the construction projects that might be in process. City Attorney Alvarez stated that ll.(a) is "at the City's discretion"and Mr. Hartman agreed. Councilman Prater so moved. Councilman Mitchum seconded the motion. Motion CARRIED 5-0. City Attorney Alvarez noted that ll.(b),(c),(d),and (e) are standard language. Termination: There were no specific comments made. Miscellaneous Provisions: City Attorney Alvarez stated that language was added at his request and Mr. Hartman agreed. Mr. Hartman said it gives the City a lot of authority and commits him as being the officer in charge and the City Council. Councilman Mitchum said it doesn't lock them into Dyer, Riddle, Mills and Precourt on the upcoming C.I.P. program. Mr. Hartman stated the City has a right to do as they please and they serve at Council's pleasure and the City has to right to competitively bid and price, or replace them. Mayor Baugh requested a motion to accept or reject, subject to amendments and retyping all of it for signatures. Councilman Asting so moved to accept. Councilman Rotundo seconded the motion. Motion CARRIED 5-0. Update of Capital Improvement Program Councilman Asting asked Mr. Hartman for a brief report of the C.I.P. and how far along they are. Mr. Hartman replied when Council went for advertising for other engineers, they had two work orders for preliminary engineering for the water treatment plant and hydrological surveys for wellfields and the one is almost completed and the other aspect was to proceed to secure grant funding and that's going along and proceeding. He pointed out they were limited by City Council as to what they want them to do. Councilman Asting asked about financial support and Mr. Hartman replied they went for grants from Tallahassee. Councilman Asting asked what should be done first. Mr. Hartman noted that they should direct someone. Councilman Asting noted that there was a committee formed. Mr. Hartman explained that there was a committee of C.I.P. and the contract was cancelled several months ago and they didn't feel it was appropriate to secure costs for the City if they weren't authorized. Mayor Baugh called a short recess at 7:47 P.M. He called the meeting back to order at 7:53 P.M. -3- Council Special Meeting Minutes October 1, 1987 ~ ~ <.) o Review of Agreement with Dyer, Riddle, Mills & Precourt, Inc. Mayor Baugh stated they need to draw up a resolution accepting them and authorizing signatures after the City Attorney reviews it, and he requested a motion for the City Attorney to draw up the necessary papers. Councilman Asting so moved. Councilman Mitchum seconded the motion. Motion CARRIED 5-0. Update of Capital Improvement Program Councilman Asting suggested the committee for C.I.P. be reinstated. Councilman Mitchum said he'd like to know from the City Attorney where they stand and they've heard from Mr. Hartman about where he stands with the approved projects. City Attorney Alvarez replied they had a change in engineering firms that required them to advertise, and the last time they met there was a Finance Committee and Technical Review Committee, and they're now waiting for direction from Council of methodology of the formula. He added that Council directed Mr. Hartman to come back with other options in terms of percentage distribution, and Council recently authorized to go out for proposals on the newsletter which will be very informative to understand the project and the concept. Councilman Mitchum agreed with Councilman Asting that they need to re-up a committee and he moved they would eliminate all the committees to date, or do away with them, and then appoint the Mayor and City Attorney to head up a new committee and have them, subject to City Council approval, pick the people who will be on that committee. He challenged the Mayor as elected head of the City to take this and run with it, call meetings, and take it to the voters to see if they want to spend that amount of money. He said they've talked about it long enough and he moved that they appoint the Mayor head of the C.I.P. program with the assistance of the City Attorney and they pick a team, subject to approval of the City Council, and it will put the program on the road if they take it and run with it. Councilman Prater seconded the motion, and asked if the Mayor will be the Chairman. Mayor Baugh replied yes. Councilman Mitchum agreed that was his intent that the Mayor would be the Chairman. Motion CARRIED 5-0. City Attorney Alvarez said the motion is to abolish the other committees and he requested that Bill Sundstrom be named to work with them as part of the team. Councilman Mitchum asked Mr. Hartman if he's worked with Mr. Sundstrom on various projects and Mr. Hartman replied yes. Councilman Mitchum asked if he has a recommendation concerning Mr. Sundstrom and Mr. Hartman replied he's an excellent attorney and an expert in utility financing and legal aspects. Mr. Hartman added that he recently closed a bond issue with an interest rate of 5% in September which was well below market and it was largely due to the fine legal advice and legal team which Bill Sundstrom was a part of. He noted that he'd participated in other situations with another attorney for about the same amount of money and it closed at about 7.9%. Mayor Baugh stated that's why they need an expert. Councilman Mitchum made a motion to grant the request. Councilman Rotundo seconded the motion. Motion CARRIED 5-0. Councilman Rotundo asked if money for this project will come from attorney fees instead of the general fund. City Attorney Alvarez replied that standard pro- cedure is that all expenses attributable to the project will come out of the bond issue. Councilman Rotundo asked about legal fees and work now. Mayor Baugh asked if Bill Sundstrom will work with them on a project with no fee unless the project is approved. City Attorney Alvarez replied that's the standard way until they've successfully placed the bonds. Mayor Baugh said no fees will come from the City and City Attorney Alvarez agreed, and added there's no cash flow at this point of time. City Attorney Alvarez said if Dyer, Riddle is selected, it will be on a continuing basis. Mr. Hartman replied that it's too big a project for them to do that as they have a cash flow situation, but this is too large. City Attorney Alvarez said their fees would come out of the bond issue. Mr. Hartman said the fees associated with closing of the bonds and certi- fication coverage and other financial information they provide will come from the bond issue, but design fees to design the facility are paid in contract just like other design fees. He added that engineering fees associated with financing come from the bond issue and those associated with deisgn are contracted. -4- Council Special Meeting Minutes October 1, 1987 "'''', . ~ t'. o o . Update of Capital Improvement Program (Continued) - Councilman Mitchum stated that when they enter into a project this size, they're figuring all aspects of the costs of the project and there may be some money up front, and if they settle on a 10 million or 20 million dollar project, those costs are factors into that amount. Mr. Hartman agreed and said all design projects are worked on a term of time and the fees are put into the total cost of the project as engineering fees and the fees can be taken out with bridge financing. Councilman Asting stated they're in line for a 1.8 million dollar grant and asked how that will be absorbed into the funds for the sewer system. Mr. Hartman replied they pay in arrears and you can figure an overall finance or grant anticipation note. He added that Federal gives it to State and State gives it to them and they send in a payment request form and it's paid 180-210 days after the cost is incurred. City Attorney Alvarez explained that step 1 will be a request to send out letters to different financial advisors and banking institutions, a minimum of 5, and a maximum of 10, and they'll receive something back in the next couple of weeks and set up a meeting for interviews that will be under the Sunshine, and bring the recommendation of the top three firms to Council for approval. City Attorney Alvarez stated that step 2 is to inform the public of what they're going to do and timing will be excellent for the newsletter to inform the people of what they're doing. City Attorney Alvarez stated that design-wise, they need to have Mr. Hartman prepare some kind of proposal to Council to proceed with the C.I.P. under the Agreement, as an amendment to this Agreement. Mr. Hartman agreed he'd do that under their direction. Mayor Baugh requested a motion to direct them to do this work and Councilman Asting so moved. Councilman Prater seconded the motion, City Attorney Alvarez explained this isn't on the agenda and he's just discussing it. Mayor Baugh pointed out out it's under update of capital improvements on the agenda. Councilman Asting withdrew his motion and Councilman Prater withdrew his second. Mayor Baugh told Mr. Hartman the direction they're going and that he and the City Attorney will meet with him. (Councilman Prater so moved. Mayor Baugh requested a motion to adjourn. (Councilman ~t~T seconded the motion. Rotundo Meeting was adjourned at 8:15 P.M. Corrected 10/19/87 mtg. Minutes submitted by: Lura Sue Koser J;;~P+- MA OR ATTEST: f':.> ~ 'I -a~ Z~~ff - ~ ZONE FOUR ~ COUNCILMAN - Approved this 19th October 198 7 MA~~ f:+-- -5- Council Special Meeting Minutes October 1, 1987