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R2017-110 Contract for Preparation of Land Development CodeRESOLUTION 2017-110 A RESOLUTION OF THE VILLAGE COUNCIL OF THE VILLAGE OF NORTH PALM BEACH, FLORIDA ACCEPTING THE PROPOSAL SUBMITTED BY THE IMAGE NETWORK, INC. D/B/A DOVER, KOHL AND PARTNERS TO PREPARE A FORM -BASED LAND DEVELOPMENT CODE TO IMPLEMENT THE VILLAGE MASTER PLAN AND AUTHORIZING THE MAYOR AND VILLAGE CLERK TO EXECUTE A CONTRACT FOR SUCH SERVICES; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the Village issued a Request for Qualifications for Consulting Services to Prepare a Form -Based Land Development Code to Implement the Village Master Plan; and WHEREAS, Village Administration established an Evaluation Committee to consider the qualification statements; and WHEREAS, the Committee ranked the submittals and after the top three firms made presentations to the Village Council, the Village Council ranked the firms in order of preference and directed Village Administration to commence negotiations with The Image Network, Inc. d/b/a Dover, Kohl and Partners ("Dover Kohl"), the top ranked firm; and WHEREAS, the Village Council wishes to approve a Contract with Dover Kohl and determines that the adoption of this Resolution is in the best interests of the residents and citizens of the Village. 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 accepts the proposal submitted by The Image Network, Inc. d/b/a Dover, Kohl and Partners to prepare a form-based/hybrid Land Development Code to implement the Village Master Plan and authorizes and directs the Mayor and Village Cleric to execute a Contract with Dover Kohl to perform such services, a copy of which is attached hereto and incorporated herein. The total cost for such services shall not exceed $150,000.00, with funds expended from Account No. A5206-33190 (Community Development/Community Planning — Professional Services). Section 3. This Resolution shall take effect immediately upon its adoption. PASSED AND ADOPTED THIS 14TH DAY OF DECEMBER, 2017. (Village Seal) MAYOR ATTEST: VILLAGE CLERK CONTRACT This Contract is made as of the A1141 day of ,�E �E� , 2017, by and between the VILLAGE OF NORTH PALM BEACH, a municipal corporation organized and existing under the laws of the State of Florida, hereinafter referred to as the VILLAGE, and THE IMAGE NETWORK, INC. D/B/A DOVER KOHL & PARTNERS, a corporation authorized to do business in the State of Florida, hereinafter referred to as the CONSULTANT, whose Federal I.D. is 56-1577628. In consideration of the promises and mutual covenants herein contained, it is hereby agreed that the CONSULTANT shall provide to the VILLAGE all goods and services necessary for Preparation of a Unified Land Development Code pursuant to the terms and conditions of this Contract. SECTION l: SCOPE OF SERVICES OF THE CONSULTANT. A. The Scope of Work for CONSULTANT shall be as specified in RFQ and CONSULTANT's Proposal, which are incorporated herein by reference, and as further defined in the Proposed Scope of Services attached hereto as Exhibit "A," which is also incorporated herein by reference. All Work shall be performed to that degree of care and skill ordinarily exercised, under similar circumstances, by reputable members of its profession practicing in the same or similar locality at the time the services are provided. B. All data and other documentation collected, utilized or prepared by CONSULTANT pursuant to this Contract, including but not limited to graphics, presentations, maps, GIS -based layers and other documents, shall be the property of the VILLAGE and shall be furnished to the VILLAGE upon request in both hard copy and digital formats. SECTION 2: TERM OF CONTRACT. A. CONSULTANT shall complete all services within fourteen (14) months from the Effective Date. Notwithstanding the foregoing, the VILLAGE may, without the need to amend this Contract, extend the term of the Contract for up to an additional five (5) months. B. CONSULTANT shall not be entitled to an increase in the agreed to compensation for any project work resulting from this Contract or payment or compensation of any kind from the VILLAGE for direct, indirect, consequential, impact or other costs, expenses or damages. SECTION 3: VILLAGE'S REPRESENTATIVE. Unless otherwise specified by the VILLAGE, the VILLAGE's representative shall be the Community Development Director. The Village Manager or Village Representative shall have the right at all reasonable times during the term of this Contract to inspect or otherwise evaluate the work being performed thereunder and the premises in which it is being performed. Page 1 SECTION 4: COMPENSATION AND METHOD OF PAYMENT. A. The total amount of compensation paid to CONSULTANT by the VILLAGE for services performed pursuant to this Contract shall not exceed One Hundred and Fifty Thousand Dollars and No Cents ($150,000.00). B. The VILLAGE agrees to compensate CONSULTANT for the Work performed as set forth in Exhibit "A." C. In order for both parties herein to close their books and records, CONSULTANT will clearly state "final invoice" on CONSULTANT's final/last billing to the VILLAGE. This certifies that all goods and services have been properly performed and all charges have been invoiced to the VILLAGE. Since this account will thereupon be closed, any and other further charges if not properly included in this final invoice are waived by CONSULTANT. The VILLAGE will not be liable for any invoice from CONSULTANT submitted thirty (30) days after the provision of all goods and services. SECTION 5: INDEMNIFICATION. A. CONSULTANT shall indemnify and save harmless and defend the VILLAGE, its agents, servants, and employees from and against any and all claims, liability, losses, and/or cause of action which may arise from any negligent act or omission of CONSULTANT, its agents, servants, or employees in the performance of services under this Contract. B. CONSULTANT further agrees to indemnify, save harmless and defend the VILLAGE, its agents, servants and employees from and against any claim, demand or cause of action of whatsoever kind or nature arising out of any conduct or misconduct of the CONSULTANT its agents, servants, or employees not included in the paragraph above and for which the VILLAGE, its agents, servants or employees are alleged to be liable. C. Nothing contained in this Contract shall create a contractual relationship with or a cause of action in favor of a third party against either the VILLAGE or CONSULTANT, nor shall this Contract be construed a waiver of sovereign immunity beyond the waiver provided in § 768.28, Florida Statutes. SECTION 6: PERSONNEL. A. CONSULTANT represents that it has, or will secure at its own expense, all necessary personnel, which may include the hiring of Village employees, required to perform the services under this Contract. B. All of the services required hereunder shall be performed by CONSULTANT or under its supervision, and all personnel engaged in performing the services shall be fully qualified and, if required, authorized or permitted under state and local law to perform such services. Page 2 C. All of CONSULTANT's personnel (and all sub -contractors OR sub -consultants) while on the VILLAGE's premises, will comply with all VILLAGE requirements governing conduct, safety, and security. SECTION 7: TERMINATION. This Contract may be cancelled by CONSULTANT upon thirty (30) days' prior written notice to the VILLAGE's representative in the event of substantial failure by the VILLAGE to perform in accordance with the terms of this Contract through no fault of CONSULTANT. It may also be terminated, in whole or in part, by the VILLAGE without cause upon thirty (30) days written notice to CONSULTANT. The VILLAGE may also terminate this Contract with written notice of cause to CONSULTANT, who fails to cure such cause within ten (10) days of the receipt of the VILLAGE's notice. Unless CONSULTANT is in breach of this Contract, CONSULTANT shall be paid for services rendered to the VILLAGE's satisfaction through the date of termination. After receipt of a Termination Notice and except as otherwise directed by the VILLAGE, the CONSULTANT shall: A. Stop work on the date and to the extent specified; B. Terminate and settle all orders and subcontracts relating to the performance of the terminated work; C. Transfer all work in progress, completed work, and other materials related to the terminated work to the VILLAGE; and D. Continue and complete all parts of the work that have not been terminated. SECTION 8: FEDERAL AND STATE TAX. The VILLAGE is exempt from payment of Florida State Sales and Use Tax. Unless purchased directly by the VILLAGE, the CONSULTANT shall not be exempted from paying sales tax to its suppliers for materials used to fill contractual obligations with the VILLAGE, nor is the CONSULTANT authorized to use the VILLAGE's Tax Exemption Number in securing such materials. SECTION 9: INSURANCE. A. Prior to commencing any work, CONSULTANT shall provide certificates evidencing insurance coverage as required hereunder. All insurance policies shall be issued by companies authorized to do business under the laws of the State of Florida. The Certificates shall clearly indicate that CONSULTANT has obtained insurance of the type, amount, and classification as required for strict compliance with this Section and that no material change or cancellation of the insurance shall be effective without thirty (30) days' prior written notice to the VILLAGE's representative. Failure to comply with the foregoing requirements shall not relieve CONSULTANT of its liability and obligations under this Contract. B. The CONSULTANT shall maintain, during the life of this Contract, commercial general liability, including contractual liability insurance in the amount of $500,000 per Page 3 occurrence or $1,000,000 in aggregate to protect CONSULTANT from claims for damages for bodily and personal injury, including wrongful death, as well as from claims of property damages which may arise from any operations under this Contract, whether such operations be by CONSULTANT or by anyone directly employed by or contracting with CONSULTANT. C. CONSULTANT shall maintain, during the life of this Contract, comprehensive automobile liability insurance in the minimum amount of $500,000 combined single limit for bodily injury and property damages liability to protect CONSULTANT from claims for damages for bodily and personal injury, including death, as well as from claims for property damage, which may arise from the ownership, use, or maintenance of owned and non -owned automobiles, including rented automobiles whether such operations be by CONSULTANT or by anyone directly or indirectly employed by CONSULTANT. D. The parties to this Contract shall carry Workers' Compensation Insurance and Employer's Liability Insurance for all employees as required by Florida Statutes. In the event that a party does not carry Workers' Compensation Insurance and chooses not to obtain same, then such party shall in accordance with Section 440.05, Florida Statutes, apply for and obtain an exemption authorized by the Department of Insurance and shall provide a copy of such exemption to the VILLAGE. E. All insurance, other than Worker's Compensation, to be maintained by CONSULTANT shall specifically include the VILLAGE as an Additional Insured. SECTION 10: SUCCESSORS AND ASSIGNS. The VILLAGE and CONSULTANT each binds itself and its partners, successors, executors, administrators, and assigns to the other party of this Contract and to the partners, successors, executors, administrators and assigns of such other party, in respect to all covenants of this Contract. Except as above, neither the VILLAGE nor CONSULTANT shall assign, sublet, convey or transfer its interest in this Contract without the written consent of the other. Nothing herein shall be construed as creating any personal liability on the part of any officer or agent of the VILLAGE which may be a party hereto, nor shall it be construed as giving any rights or benefits hereunder to anyone other than the VILLAGE and CONSULTANT. SECTION 11: DISPUTE RESOLUTION, LAW, VENUE AND REMEDIES. This Contract shall be governed by the laws of the State of Florida. Any and all legal action necessary to enforce the Contract will be held in Palm Beach County. No remedy herein conferred upon any party is intended to be exclusive of any other remedy, and each and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise. No single or partial exercise by any party of any right, power, or remedy hereunder shall preclude any other or further exercise thereof. SECTION 12: INDEPENDENT CONTRACTOR RELATIONSHIP. Page 4 CONSULTANT is, and shall be, in the performance of all Services under this Contract, 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 Contract shall at all times, and in all places, be subject to CONSULTANT'S sole direction, supervision, and control. CONSULTANT shall exercise control over the means and manner in which it and its employees perform the Services. SECTION 13: ACCESS AND AUDITS. CONSULTANT shall maintain adequate records to justify all charges, expenses, and costs incurred in estimating and performing the Services for at least three (3) years after completion of this Contract. The VILLAGE shall have access to such books, records, and documents as required in this section for the purpose of inspection or audit during normal business hours, at CONSULTANT's place of business. In no circumstances will CONSULTANT be required to disclose any confidential or proprietary information regarding its products and service costs. SECTION 14: NONDISCRIMINATION. CONSULTANT warrants and represents that all of its employees are treated equally during employment without regard to race, color, religion, disability, sex, age, national origin, ancestry, marital status, or sexual orientation. SECTION 15: ENFORCEMENT COSTS. If any legal action or other proceeding is brought for the enforcement of this Contract, or because of an alleged dispute, breach, default or misrepresentation in connection with any provisions of this Contract, 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. SECTION 16: SEVERABILITY. If any term or provision of this Contract, or the application thereof to any person or circumstances shall, to any extent, be held invalid or unenforceable, to remainder of this Contract, or the application of such terms 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 Contract shall be deemed valid and enforceable to the extent permitted by law. SECTION 17: MODIFICATIONS OF WORK. A. The VILLAGE reserves the right to make changes in the work, including alterations, reductions therein or additions thereto. Upon receipt by the CONSULTANT of the VILLAGE's notification of a contemplated change, the CONSULTANT shall, in writing: Page 5 I . Provide a detailed estimate for the increase or decrease in cost due to the contemplated change, 2. Notify the VILLAGE of any estimated change in the completion date; and 3. Advise the VILLAGE if the contemplated change shall affect the CONSULTANT's ability to meet the completion dates or schedules of this Contract. B. If the VILLAGE so instructs in writing, the CONSULTANT shall suspend work on that portion of the work affected by the contemplated change, pending the VILLAGE's decision to proceed with the change. C. If the VILLAGE elects to make the change, the VILLAGE shall initiate a Change to the Purchase Order and the CONSULTANT shall not commence work on any such change until such revised Purchase Order is received. SECTION 18: PUBLIC ENTITY CRIMES. CONSULTANT acknowledges and agrees that a person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid, proposal, or reply on a contract to provide any goods or services to a public entity; may not submit a bid, proposal, or reply on a contract with a public entity for the construction or repair of a public building or public work; may not submit bids, proposals, or replies on leases of real property to a public entity; may not be awarded or perform work as a contractor, supplier, sub- contractor, or CONSULTANT under a contract with any public entity; and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017, Florida Statues, for CATEGORY TWO for a period of 36 months following the date of being placed on the convicted vendor list. The CONSULTANT will advise the VILLAGE immediately if it becomes aware of any violation of this statute. SECTION 19: COMPLIANCE WITH LAWS. CONSULTANT shall, in performing the services contemplated by this Contract, faithfully observe and comply with all federal, state and local laws, ordinances and regulations that are applicable to the services to be rendered under this Contract. SECTION 20: NOTICE. All notices required in this Contract shall be sent by certified mail, return receipt requested, and if sent to the VILLAGE shall be mailed to: Village of North Palm Beach Andrew Lukasik, Village Manager 501 U.S. Highway One North Palm Beach, FL 33408 Page 6 and if sent to the CONSULTANT shall be mailed to: Dover, Kohl & Partners Jason King, Principal/Project Manager 1571 Sunset Drive Coral Gables, FL 33143 SECTION 21: ENTIRETY OF CONTRACTUAL AGREEMENT. The VILLAGE and the CONSULTANT agree that this Contract 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 Contract may be added to, modified, superseded or otherwise altered, except by written instrument executed by the parties hereto. In the event of a conflict between this Contract and the VILLAGE's Request for Qualifications and the CONSULTANT's proposal, this Contract shall take precedence with the VILLAGE's Request for Proposal taking precedence over the CONSULTANT's proposal. All such documents shall be read in a manner so as to avoid a conflict. SECTION 22: WAIVER. Failure of a party to enforce or exercise any of its right(s) under this Contract shall not be deemed a waiver of that parties' right to enforce or exercise said right(s) at any time thereafter. SECTION 23: PREPARATION. This Contract shall not be construed more strongly against either party regardless of who was more responsible for its preparation. SECTION 24: SURVIVABILITY. Any provision of this Contract which is of a continuing nature or imposes an obligation which extends beyond the term of this Contract shall survive its expiration or earlier termination. SECTION 25: WAIVER OF SUBROGATION. CONSULTANT hereby waives any and all rights to Subrogation against the VILLAGE, its officers, employees and agents for each required policy. When required by the insurer, or should a policy condition not permit an insured to enter into a pre -loss agreement to waive subrogation without an endorsement, then CONSULTANT shall agree to notify the insurer and request the policy be endorsed with a Waiver of Transfer of Rights of Recovery Against Others, or its equivalent. This Waiver of Subrogation requirement shall not apply to any policy, which a condition to the policy specifically prohibits such an endorsement, or voids coverage should CONSULTANT enter into such an agreement on a pre -loss basis. Page 7 SECTION 26: INSPECTOR GENERAL. CONSULTANT 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 Contract, and in furtherance thereof, may demand and obtain records and testimony from CONSULTANT. CONSULTANT understands and agrees that in addition to all other remedies and consequences provided by law, the failure of CONSULTANT to fully cooperate with the Inspector General when requested may be deemed by the VILLAGE to be a material breach of this Contract justifying its termination. SECTION 27: PUBLIC RECORDS. 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: (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, CONSULTANT shall comply with all relevant provisions of Chapter 119, Florida Statutes. As required by Section 119.0701, Florida Statutes, CONSULTANT shall: A. Keep and maintain public records 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 CONSULTANT 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 CONSULTANT or keep and maintain public records required by the VILLAGE to perform the services. If CONSULTANT transfers all public records to the VILLAGE upon completion of the Contract, CONSULTANT shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If CONSULTANT keeps and maintains public records upon completion of the Contract, CONSULTANT 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. Page 8 SECTION 28. PROHIBITION AGAINST CONTINGENT FEES. CONSULTANT warrants that it has not employed or retained any company or person, other than a bona fide employee working solely for CONSULTANT, to solicit or secure this Contract and that CONSULTANT has not paid, or agreed to pay, any person, company, corporation, individual or firm, other than a bona fide employee working solely for CONSULTANT, any fee, commission, percentage, gift, or other consideration contingent upon, or resulting from, aware or making of the Contract. For the breach or violation of this provision, the VILLAGE shall have the right to terminate this Contract and its sole discretion, without liability, and to deduct from the Contract price, or otherwise recover, the full amount of such fee, commission, percentage, fit or consideration. IN WITNESS WHEREOF, the VILLAGE and CONSULTANT hereto have made and executed this Contract as of the day and year first above written. CONSULTANT THE IMAGE N TWORK INC. D/B/A DOVER, KOHL & PARTNERS By: Print Narle: 72-0 SEP 14 kLORL, Position: VICE j?atfc,1D- % VILLAGE OF NORTH PALM BEACH BY: DARRY C. AUBREY, MAYOR ATTEST: BY: MffLISSA TEAL, VILLAGE CLERK APPROVED AS TO FORM AND LEGAL SUFFICIENCY:: BY: VILLAGE ATTORNEY Page 9 DOVER, KOHL & PARTNERS t o w n p l a n n i n g EXHIBIT A PROPOSED SCOPE OF SERVICES PHASE 1: BASE INFORMATION, MONTHS 1 TO 3 1.1 Internal Project Kick-off Call At the start of the project, the DKP Team will schedule a phone call with the Village of North Palm Beach to review base information needs, identify key stakeholders, strategize on the two public design workshops, and develop a detailed schedule for the creation of the Land Development Code. 1.2 Review of Previous Plans and Studies The DKP Team will review existing local planning efforts, including The Village of North Palm Beach Citizens Master Plan Report, and use it as a guide and inform the code update process. The DKP Team will review other pertinent regulations and studies, as well as federal, state, and local requirements. 1.3 Urban Analysis and Creation of Base Maps The DKP Team will become familiar with the physical details of the Village and the historic patterns or urbanism and architecture of the surrounding region. The Team will collect and analyze data from multiples resources in order to take an in-depth look at the Village, particularly the five geographic areas identified in the master plan using Geographic Information Systems (GIS) to perform much of the analysis. DKP will create key analysis maps during the code update process related to land use, zoning, and environmental conditions. DKP will create a base map/series of base maps to be used for planning discussions for each geographic area throughout the workshops. The five areas are along US 1: north of Parker Bridge (Crystal Tree Plaza area); south of Parker Bridge (marina and Camelot Inn area); Country Club to Lighthouse Dr.; Lighthouse Dr. to Anchorage Dr. South; the southwest quadrant of US 1 and Northlake Boulevard and also Northlake Boulevard and selected locations on Alternate A1A and Prosperity Farms Road. 1.4 Village of North Palm Beach Communications The DKP Team will create a project website and provide photographs, maps, renderings, and other project updates, as well as content for the creation of flyers, mailers and press releases. The distribution of materials (mailings, emails, social media) shall be the responsibility of the Village. The Village shall market the effort through the residential and business community to ensure appropriate input and participation in the project. Given the complexity of the project, the Client may contact any member of the DKP Team at any time to discuss the project as needed. Regular conference calls and virtual meetings are expected. PHASE 2: CODE WORKSHOP ONE: INPUT GATHERING, MONTHS 3 TO 4 Village of North Palm Beach, FL Land Development Code Agreement Page 2 of 8 The Code Workshop phases are centered around two, two-day Code Workshops held on-site in North Palm Beach: Code Workshop One: Input Gathering (Task 2.1) and Code Workshop Two: Pin -Up of Draft Code (Task 4.1). This intense, comprehensive method of public involvement will allow stakeholders to come together and seek consensus over the form and extent of redevelopment in North Palm Beach. The Code Workshops offer the opportunity to interact with differing perspectives and allow issues to be quickly identified and resolved. 2.1 Code Workshop One: Input Gathering On a mutually agreeable date, the team will travel to North Palm Beach to conduct a two-day work session on-site with the community. The workshop will likely include the following components: 2.1.1 Site Tour In the morning of day one of Public Workshop One, the DKP Team will tour the designated areas with Village Staff or with community representatives acting informally as tour guides to the geographic areas they are most concerned with. Issues and opportunities will be discussed during the tour which is expected to last up to three hours. Citizen participants become "ambassadors" to the Code Update, they help get the word out about the project, they will gain the knowledge to participate intelligently in an informal citizen "Think Tank," and they can help insure inclusive and meaningful participation from people who are new to local governance or typically underrepresented in the public process. 2.1.2 Evening Community Involvement Session In the evening of day one of Public Workshop One, Dover -Kohl will lead a Community Involvement Session. The event will begin with a "food for thought" presentation to educate participants on best practices in traditional urban design, livable transportation, sustainability, preserving community character, and coding. Following the presentation, the team will work with the community on an interactive exercise to educate the residents and stakeholders, help participants to articulate local goals for the project, and forge a community consensus. 2.1.3 Technical Meetings and Stakeholder Meetings On day two of Public Workshop One, the team will lead meetings with government agencies and local experts in order to gain technical feedback on important issues. Meetings will be also held with key stakeholders such as the "Think Tank," civic leaders, property owners, outside agencies, developers, and neighborhood groups. Up to six, 45 -minute meetings, with at least 15 -minute breaks between the meetings, are possible. PHASE 3: CREATION OF DRAFT CODE, MONTHS 4 TO 7 The Consultant will draft the new code utilizing Master Plan principals, sustainability practices, innovative techniques and design, market directives and emerging trends (i.e., complete streets, road Village of North Palm Beach, FL Land Development Code Agreement Page 3 of 8 diets, autonomous vehicles), energy efficiency provisions, and incentives. The revised and updated Code is intended to promote Smart Growth and New Urbanist concepts for mixed-use, sustainable, and walkable redevelopment. The Code will be written in a form that is comprehensive, straight -forward, easily understood, and illustrated with the extensive use of graphics to make it easy for the public and staff to interpret and use. Inconsistencies with the existing code will be resolved. The Code will be consistent with state statues and the Village's Comprehensive Plan and be responsive to current trends in planning practice and market conditions that will help to further smart growth and desirable redevelopment in the Village of North Palm Beach. 3.1 Preparation of Draft Code The draft code document will be structured in such a manner that it will be easily expanded and amended in the future to respond to changing market and socio-economic conditions. The Code will address each geographic area using techniques appropriate to the area's characteristics (single ownership vs. multiple ownership; suitable lot sizes vs. tracts that should be subdivided into smaller blocks; whether redevelopment needs to be coordinated with public improvements; etc.). Appropriate code components will be selected from the following typical components: a. Overview including definitions, principles, and intent; and explanation of the regulations and process in clear user-friendly language; b. Regulating Plan(s) (a schematic representation derived from the master planning process) typically illustrating the location of street, blocks, public spaces and other special features. The regulating plan typically references aspects of Building Form Standards such as "build -to -lines" or "required building lines" and building types or form designations; c. Building Form or Building Type Standards governing basic building form, placement, height, and other fundamental urban elements to ensure that all buildings complement neighboring structures and the street, be based upon the study of building types appropriate for the area, emphasizing neighborhood vitality and community character; d. Civic/Public Space Standards defining the types of spaces appropriate for their location and promoting high quality civics spaces within walking distances of residences and workplaces. These standards may include design specifications for active open spaces such as plazas, greenspaces (parks or passive spaces), public art, trees, and landscaping standards that define the plantings required to create high-quality environments, provide shade, and help meet stormwater demands; e. Street Standards defining design attributes and geometries that balance the needs of motorists, pedestrians, bicyclists, and transit riders while promoting a vital public realm. These standards Village of North Palm Beach, FL Land Development Code Agreement Page 4 of 8 typically include design specifications for sidewalks, the number and widths of travel lanes, multimodal transportation areas, parking, curb geometry, street furniture, trees and landscaping, and lighting; f. Design Guidelines that capture the Village character and the elements in the Master Plan Report including exterior materials and quality; g. Parking Standards that promote walkability and the use of alternative transportation, while providing the minimum needs for development and commerce in an appropriate context with the surrounding building and streetscape; h. Appropriate land use restrictions/qualifications where warranted to ensure compatibility and public safety/health; and i. Other sections as may be needed to complete the new code in alignment with the Village's Master Plan Report and the additional planning conducted during the coding process. 3.2 Integration of Draft Code The DKP Team will draft the code so that it can be easily integrated into the Village's existing regulatory framework in a manner that ensures procedural consistency, meshes with state and local legal requirements, provides clarity as to applicability of existing regulations, and maximizes the effectiveness of the code. The DKP team will coordinate its work with the planning firm creating the ULDC so that the final code will seamlessly integrate all work that is underway. PHASE 4: CODE WORKSHOP TWO: PIN-UP OF DRAFT CODE, MONTHS 7 TO 9 The Consultant will discuss key aspects of the code with the public as part of a two-day workshop. 4.1 Code Workshop Two: Pin -Up of Draft Code On a mutually agreeable date, the team will travel to North Palm Beach to conduct the second two-day work session on-site with the community. The workshop will likely include the following components: 4.1.1 Public Open House The DKP Team will host a two-day public open house to discuss the code. Day One will involve a presentation of the code and display of key elements. The team will also display three plans and illustrations which depict how the code will "grow" various place -types over time compared to the existing regulations. The display materials created for the Open House may be used by the Village to continue to the conversation and continue to receive input. All materials available during the Open House will be posted to the website. Village of North Palm Beach, FL Land Development Code Agreement Page 5 of 8 4.1.2 Technical Meetings and Stakeholder Meetings The team is available to meet, as needed, with key stakeholders such as civic leaders, property owners, outside agencies, developers, and neighborhood groups. Up to three, 45 -minute meetings, with at least 15 -minute breaks between the meetings, are possible. PHASE 5: PREPARATION OF FINAL CODE: MONTHS 9 TO 11 5.1 Revise Final Code The DKP Team will provide one round of revisions to the Draft Code based on one round of feedback from the public and comments consolidated by the Village of North Palm Beach. In this schedule, the Village will have one month to send comments and the Team will have two months to modify the code based on comments. The purpose of the consolidated comments is to ensure consistency and eliminate the possibility of conflicting comments. 5.2 Delivery of the Final Code The DKP Team will submit the Final Code to the Village. Nine hard copies plus a digital copy shall be included in the draft. PHASE 6: ADOPTION MEETINGS: MONTHS 11 TO 14 6.1 Approval of the Code The DKP Team shall attend and make up to seven formal presentations to the Planning Commission and the Village Council as needed to obtain approval of the new code. Typically, these meetings would include: • Informal workshop of the combined Planning Commission & Village Council • Planning Commission public hearings • Village Council public hearings 6.2 Revise Final Code The DKP Team will provide one additional round of revisions to the Draft Code based on feedback from the Planning Commission and Village Council, complied and consolidated by the Village of North Palm Beach. A. Responsibilities of the Village The Consultant's completion of tasks herein within a timely basis is contingent on Village's cooperation in providing available information and its participation with respect to certain project activities. The Village shall be responsible to the Consultant for the timely performance of the following tasks: 1. Provide, on a timely basis, the Base Information requested in "Base Information". Village of North Palm Beach, FL Land Development Code Agreement Page 6 of 8 2. Provide supplementary information that maybe requested from time to time during the course of the Project. 3. Provide, supplies, equipment and facilities necessary to create an effective public workshop as requested below: a. For the public workshops, an appropriately sized room to accommodate the public with the required audio/visual equipment. The auditorium must be a large, high- ceilinged room that will accommodate along the walls horizontal displays of several long maps. The Consultant must have access to lighting controls and be able to darken the room. The room should be equipped with a projection screen no smaller than nine feet by twelve feet (9x12 ft.) and a working public address or sound system with microphone hook-ups. Village shall also provide one (1) wireless "lavaliere" clip -on microphone and one (1) wireless hand-held microphone. The auditorium and equipment should be made available to the Consultant, as needed. b. For Recording of all public meetings and workshops. 4. Provide additional table facilitators as needed for the workshop. the Consultant will provide four (4) facilitators. There should be one (1) facilitator per every ten (10) attendees to the workshop. the Consultant can accommodate forty (40) attendees. S. Provide a reasonable estimate for the attendance of the workshops. Create an RSVP list, if possible. 6. Provide a project coordinator as a single point of contact for the Village. 7. Village Staff will attend and participate in project meetings upon the request of the Consultant. 8. Provide public outreach throughout the project and soliciting the attendance of third parties whose participation the Village considers important. 9. Make every effort to insure the attendance of a majority of elected Village officials, stakeholders, and investors at the presentations. 10. Provide appropriate meeting room(s) for the Charrette meetings, workshops, presentations, and studio workspace, including securing the space. 11. Provide necessary refreshments for public involvement events. 12. Promptly tender payment of all valid invoices. B. Base Information In accordance with the Scope of Services, the Consultant requests that the Village provide the following Base Information: 1. SCALE BASE MAP INFORMATION, in digital and hard copy formats, indicating existing conditions of the project area and context, including significant features above and below the ground, environmental constraints, archaeological sites, utility locations, etc. Maps should specifically include an AutoCAD plan of the project area indicating any property lines, easements, and any existing building footprints and heights, roadways, sidewalks, driveways, curbs and curb cuts, Village of North Palm Beach, FL Land Development Code Agreement Page 7 of 8 alleys, and traffic control devices, street signage, and current parking. the Consultant will work with the Village's GIS or engineering personnel or consultants to obtain necessary base map information. 2. AERIAL PHOTOGRAPHS, preferably in color and a digital format, in plan view and at the largest possible scale. 3. RELEVANT EXISTING REGULATIONS, which may constrain zoning, land use, or previous development proposals envisioned or supported by this Project, and relevant published comments of local government officials and administrators regarding such constraints. 4. ANY OTHER RELEVANT DATA, including pertinent portions of previous local zoning approvals, covenants, and previous site studies, traffic studies, infrastructure studies, market feasibility studies, historical background, etc. Upon commencement of the Project, the Village shall provide the Consultant with the above information. The Village represents to the Consultant that it may depend upon the accuracy and completeness of the information so provided. If Village is unable to provide any of the requested information, it shall immediately contact the Consultant to determine whether such information is reasonably necessary and how such information might otherwise be obtained. If the Consultant considers the requested information reasonably necessary for the project and the Village remains unable to provide such information, then the Consultant may prepare or obtain such information as an additional service. COMPENSATION A. Professional Fees. The Client shall compensate DKP for professional services rendered in the performance of this Scope of Services or in the service of the Village. B. Compensation: The compensation due to Sub -Consultant for providing the basic services called for herein shall be paid as professional fees in a fixed amount of One Hundred and Fifty Thousand ($150,000) US Dollars. The DKP Team shall be compensated at the following project milestones: • End of Phase 2, Completion of Initial Community Outreach Process (Workshop One): 20% of Contract Amount ($30,000) • End of Phase 3, Delivery of the First Draft Code: 20% of Contract Amount ($30,000) • End of Phase 4, Completion of Community Outreach Process (Workshop Two): 20% of Contract Amount ($30,000) 0 End of Phase 5, Delivery of the Second Draft Code: 10% of Contract Amount ($15,000) Village of North Palm Beach, FL Land Development Code Agreement Page 8 of 8 • Mid -point of Phase 6, Approval by the Planning Commission: 20% of Contract Amount ($30,000) • End of Phase 6: Adoption by the Village: 10% of Contract Amount ($15,000) C. Changes to the Scope of Work. Any change to the professional services described in this Agreement shall be authorized in writing unless documented by an appropriate Change Order. A Change Order is a written instrument duly signed by Consultant and Client, in which both parties agree to: (1) Change the Scope of Services; (2) Adjust the total fees, if any; and (3) Change the schedule, as appropriate. D. Additional Services. Additional services that Client may authorize, and which Consultant has not expressly agreed to provide, unless subject to a written Change Order, shall be considered outside the scope of this Agreement. Such additional services shall be billed to Client at the hourly rates listed below. Consultant will present Client with a monthly invoice for additional fees in the event that additional services have been authorized. Such services could include additional geographic areas to be studied and coded; additional community workshops; code revisions or public presentations beyond those specified in the scope of services, etc. Dover, Kohl & Partners, town planning Principal $375 Project Director $150 Illustrators $140 Town Planner/Urban Designer $90 Clerical Staff $45 *Travel is billed at 50% hourly rate Spikowski Planning Associates, Principal $200 Planner/designer/engineer $90 E. Contract Expiration: The term of this contract shall be 14 months from the day it is signed by both parties with the option to extend 5 months if requested by the Village or required due to unanticipated delays. F. Late Payments. All invoices are due upon receipt. An additional monthly charge of one and one- half (1.5%) percent will be assessed on invoices remaining unpaid for more than thirty (30) days.