R2017-112 Planning and Zoning Services AgreementRESOLUTION 2017-112
A RESOLUTION OF THE VILLAGE COUNCIL OF THE VILLAGE OF
NORTH PALM BEACH, FLORIDA APPROVING AN AGREEMENT WITH
NZ CONSULTANTS, INC. FOR CURRENT AND LONG-RANGE PLANNING
SERVICES PURSUANT TO PRICING ESTABLISHED IN AN EXISTING
CONTRACT FOR SERVICES BETWEEN NZ CONSULTANTS AND THE
CITY OF LAKE WORTH AND AUTHORIZING THE MAYOR AND
VILLAGE CLERK TO EXECUTE THE AGREEMENT ON BEHALF OF THE
VILLAGE; PROVIDING FOR CONFLICTS; AND PROVIDING FOR AN
EFFECTIVE DATE.
WHEREAS, Village Administration recommended entering into an Agreement for Current and
Long -Range Planning Services with NZ Consultants, Inc. on an interim basis in accordance with
(or by "piggybacking") the terms, conditions and pricing established in an existing competitively bid
contract between NZ Consultants and the City of Lake Worth, last amended on September 22, 2017; and
WHEREAS, the Agreement will be retroactive to October 1, 2017 and the maximum amount of
compensation paid pursuant to the Agreement is $25,000.00; and
WHEREAS, in accordance with the Village's Purchasing Policies and Procedures, all agreements
in excess of $10,000 require Village Council approval; and
WHEREAS, the Village Council determines that the approval of the Agreement is in the best
interests of the residents and citizens of the Village of North Palm Beach.
NOW, THEREFORE, BE IT RESOLVED BY THE VILLAGE COUNCIL OF THE VILLAGE
OF NORTH PALM BEACH, FLORIDA as follows:
Section 1. The foregoing recitals are ratified as true and incorporated herein.
Section 2. The Village Council hereby approves an Agreement for Current and Long -Range
Planning Services with NZ Consultants, Inc., a copy of which is attached hereto and incorporated
herein, and authorizes the Mayor and Village Cleric to execute the Agreement on behalf of the
Village. The total compensation paid pursuant to the Amendment shall not exceed $25,000, with
funds expended from Account No. A5206-33190 (Planning — Professional Services).
Section 3. All resolutions in conflict with this Resolution are hereby repealed to the extent of
such conflict.
Section 4. This Resolution shall be effective immediately upon adoption.
PASSED AND ADOPTED THIS 14TH DAY OF DECEMBER, 2017.
(Viliage Seal)
MAYOR
ATTEST:
VILLAGE CLERK
AGREEMENT FOR SERVICES
This Agreement is made as of the4Wday of % 1454 , 2017, by and between the
VILLAGE OF NORTH PALM BEACH, 501 U.S. Highway One, North Palm Beach, Florida,
33408, a Florida municipal corporation ("VILLAGE"), and NZ CONSULTANTS, INC., 1851 W.
Indiantown Road, Suite 100, Jupiter, FL 33458, a Florida corporation ("CONTRACTOR"), whose
Federal I.D. No. is 27-0681325.
RECITALS
WHEREAS, the VILLAGE is in need of Current and Long -Range Planning and Zoning Services
on an interim basis; and
WHEREAS, the VILLAGE and CONTRACTOR wish to enter into an Agreement whereby
CONTRACTOR will perform such services in accordance with (or by "piggy backing") the terms,
conditions and pricing established in an existing, competitively bid Professional Services
Agreement (Current and Long -Range Planning, Zoning and Historic Preservation Services)
between CONTRACTOR and the City of Lake Worth. dated August 19, 2014, as last amended on
September 22, 2017.
NOW THEREFORE, in consideration of the mutual promises set forth herein, the receipt and
sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
1. The parties agree that the recitals set forth above are true and correct and are fully
incorporated herein by reference.
2. To the extent not expressly modified herein, this Agreement incorporates all of the terms,
conditions and obligations set forth in the Professional Services Agreement (Current and Long -
Range Planning, Zoning and Historic Preservation Services) between CONTRACTOR and the
City of Lake Worth, a copy of which is attached hereto and incorporated herein ("Lake Worth
Contract").
3. On an as needed basis at the request of the VILLAGE's Community Development Director,
CONTRACTOR shall perform current and long-range planning and zoning services in accordance
with all Florida and federal requirements. All Planners shall be properly licensed, certified and
trained to perform such services.
4. The VILLAGE shall compensate CONTRACTOR for services performed pursuant to this
Agreement in accordance with the rate schedule incorporated by reference into the Lake Worth
Contract. The rates shall be the sole compensation paid to CONTRACTOR and CONTRACTOR
acknowledges that there is no minimum amount of work or compensation guaranteed pursuant to
this Agreement.
5. The VILLAGE shall pay CONTRACTOR for services rendered in accordance with the
provisions of the Local Government Prompt Payment Act, Section 218.70, Florida Statutes, et seq.
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The total compensation paid by VILLAGE to CONTRACTOR pursuant to this Agreement shall
not exceed $25,000.
6. During the term of this Agreement, CONTRACTOR shall maintain insurance coverage in
the amounts and of the types specified in the Lake Worth Contract, with the VILLAGE named as
an additional insured.
7. CONTRACTOR is, and shall be, in the performance of all services under this Agreement,
an Independent Contractor, and not an employee, agent, or servant of the VILLAGE. All persons
engaged in any of the services performed pursuant to this Agreement shall at all times, and in all
places, be subject to CONTRACTOR's sole direction, supervision, and control. CONTRACTOR
shall exercise control over the means and manner in which it and its. employees perform the
services.
8. To the fullest extent permitted by applicable laws and regulations, CONTRACTOR shall
indemnify and save harmless and defend the VILLAGE, its officials, agents, servants, and
employees from and against any and all claims, liability, losses, and/or causes of action arising out
of or in any way related to the services furnished by CONTRACTOR pursuant to this Agreement,
including, but not limited to, those caused by or arising out of any act, omission, negligence or
default of CONTRACTOR and/or its subcontractors, agents, servants or employees.
CONTRACTOR shall not be required to indemnify the VILLAGE, its officials, agents, servants
and employees when the occurrence results solely from the wrongful acts or omissions of the
VILLAGE, its officials, agents, servants and employees. The terms of this Section shall survive
completion of all services provided for in this Agreement as well as the termination of this
Agreement for any reason. Nothing contained in this Agreement shall create a contractual
relationship with or a cause of action in favor of a third party against either the VILLAGE or
CONTRACTOR, nor shall this Agreement be construed a waiver of sovereign immunity beyond
the limited waiver provided in § 768.28, Florida Statutes.
9. This Agreement shall commence retroactive to October 1, 2017 and shall remain in effect
until September 30, 2018, at which time it shall automatically terminate. In the event the Lake
Worth Contract expires prior to the expiration of this Agreement, CONTRACTOR agrees to
continue to honor the terms and conditions of this Agreement through its expiration.
Notwithstanding the foregoing, the VILLAGE or CONTRACTOR shall have the right to terminate
this Agreement, for any or no reason, by providing written notice to the other party via hand -
delivery or electronic transmission. In the event of termination by either party, the VILLAGE shall
pay CONTRACTOR for services satisfactorily rendered prior to the date of termination.
10. 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, the successful or prevailing party or parties shall be entitled to
recover reasonable attorney's fees, court costs and all expenses (including taxes) even if not taxable
as court awarded costs (including, without limitation, all such fees, costs and expenses incident to
appeals), incurred in that action or proceeding, in addition to any other relief to which such party
or parties may be entitled.
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11. The VILLAGE and CONTRACTOR agree that this Agreement sets forth the entire
Agreement between the parties, and that there are no promises or understandings other than those
stated herein. None of the provisions, terms and conditions contained in this Agreement may be
added to, modified, superseded or otherwise altered, except by written instrument executed by the
parties hereto. Any provision of this Agreement which is of a continuing nature or imposes an
obligation which extends beyond the term of this Agreement shall survive its expiration or earlier
termination.
12. CONTRACTOR is aware that the Inspector General of Palm Beach County has the
authority to investigate and audit matters relating to the negotiation and performance of this
Agreement, and in furtherance thereof, may demand and obtain records and testimony from
CONTRACTOR. CONTRACTOR understands and agrees that in addition to all other remedies
and consequences provided by law, the failure of CONTRACTOR to fully cooperate with the
Inspector General when requested may be deemed by the VILLAGE to be a material breach of
this Agreement justifying its termination.
13. IF THE CONTRACTOR HAS QUESTIONS REGARDING THE
APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE
CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO
THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT:
(561) 841-3355; NPBCLERK@VILLAGE-NPB.ORG; OR 501 U.S. HIGHWAY
ONE, NORTH PALM BEACH, FL 33408.
In performing services pursuant to this Contract, CONTRACTOR shall comply with all relevant
provisions of Chapter 119, Florida Statutes. As required by Section 119.0701, Florida Statutes,
CONTRACTOR shall:
A. Keep and maintain public requires required by the VILLAGE to perform the service.
B. Upon request from the VILLAGE's custodian of public records, provide the VILLAGE
with a copy 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, Florida
Statutes, or as otherwise provided by law.
C. 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 CONTRACTOR does
not transfer the records to the VILLAGE.
D. Upon completion of the Contract, transfer, at no cost, to the VILLAGE all public records
in possession of CONTRACTOR or keep and maintain public records required by the
VILLAGE to perform the services. If CONTRACTOR transfers all public records to the
VILLAGE upon completion of the Contract, CONTRACTOR shall destroy any duplicate
public records that are exempt or confidential and exempt from public records disclosure
requirements. If CONTRACTOR keeps and maintains public records upon completion of
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the Contract, CONTRACTOR shall meet all applicable requirements for retaining public
records. All records stored electronically must be provided to the VILLAGE, upon request
from the VILLAGE's custodian of public records, in a format that is compatible with the
information technology systems of the VILLAGE.
IN WITNESS WHEREOF, the VILLAGE and CONTRACTOR hereto have made and executed
this Agreement as of the day and year first above written.
NZ CONSULTANTS, INC.
BY: N4.4,
Print Name: I '1 l L 5A ZAC./� �t
Position: C, S i d P -c t
VILLAGE OF NORTH PALM BEACH
BY: OLX� 0 e— -
DARRYL C. AUBREY, MAYOR
ATTEST:
BY:
MELISSA TEAL, VILLAGE CLERK
APPROVED AS TO FORM AND
LEGAL SUFFICIENCY:
BY: //�j
VILLAGE ATTORNEY
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