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HomeMy WebLinkAboutR-2019-022 City Authorizing to Enter Into a Master Sponsored Research Agreement Between City and Florida Atlantic University; Approving the Mobility Study Scope of Services Not to Exceed $116,800.00 RESOLUTION NO.R-2019-022 A RESOLUTION OF THE CITY COMMISSION OF T H E C I T Y O F DANIA BEACH, FLORIDA, AUTHORIZING THE PROPER CITY OFFICIALS TO ENTER INTO A MASTER SPONSORED RESEARCH AGREEMENT BETWEEN THE CITY OF DANIA BEACH AND FLORIDA ATLANTIC UNIVERSITY; APPROVING THE MOBILITY STUDY SCOPE OF SERVICES IN AN AMOUNT NOT TO EXCEED ONE HUNDRED SIXTEEN THOUSAND EIGHT HUNDRED DOLLARS ($116,800.00); PROVIDING FOR CONFLICTS; FURTHER, PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the City of Dania Beach and Florida Atlantic University desire to collaborate on research projects that will provide useful knowledge to the University students and direct benefits to the City of Dania Beach;and WHEREAS,the City of Dania Beach and Florida Atlantic University wish to enter into a Master Sponsored Research Agreement to outline the terms of the collaboration, attached as Exhibit "A", a copy of which is made a part of and incorporated into this Resolution by this reference;and WHEREAS, the first scope of work under the Master Sponsored Research Agreement will be a Mobility Study conducted with Florida Atlantic University's United States Department of Transportation Mobility Center, a copy of which scope is attached as Exhibit `B", and is made a part of and incorporated into this Resolution by this reference;and WHEREAS,the Mobility Study will result in a plan for the City of Dania Beach that will define future improvements to transportation facilities,programs and services; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF DANIA BEACH,FLORIDA. Section 1. That the above "Whereas" clauses are ratified and confirmed as being true and correct, and they are made a part of and incorporated into this Resolution by this reference. Section 2. That the proper City officials are authorized to execute an agreement with Florida Atlantic University and the City Manager and the City Attorney are authorized to make minor revisions to the Agreement as are deemed necessary and in the best interest of the City. Section 3. That the City Commission of the City of Dania Beach approves the scope of services in a not to exceed amount of One Hundred Sixteen Thousand Eight Hundred Dollars ($116,800.00) for the completion of the Mobility Study as set forth in Exhibit`B. Section 4. That funding for this mobility study in the amount of One Hundred Sixteen Thousand Eight Hundred Dollars ($116,800.00) will be made available and appropriated from the General Fund Unrestricted Reserve Account 001-271-00-00. Section 5. That all resolutions or parts of resolutions in conflict with this Resolution are repealed to the extent of such conflict._ Section 6. That this resolution shall take effect immediately upon its passage and adoption. PASSED AND ADOPTED on March 12, 2019. ATTEST: � y THOMAS SCHNEIDER, CMC eis LORI L WELLEN CITY CLERK MAYOR 8�/SHED'y APPROVED AS FORM AND CORRECTNESS: t THOMAS J. BRO CITY ATT Y 2 RESOLUTION#2019-022 EXHIBIT A FLORIDA ATLANTIC UNIVERSITY MASTER SPONSORED RESEARCH AGREEMENT This Agreement is made by and between FLORIDA ATLANTIC UNIVERSITY Board of Trustees, having its business address at 777 Glades Road, P.O. Box 3091, Boca Raton, Florida 33431-0991 ("UNIVERSITY") and the City of Dania Beach, a municipal corporation of the State of Florida, having its business address at 100 W Dania Beach Blvd. Dania Beach, Florida 33004 ("SPONSOR"). SUBJECT WHEREAS, one purpose of this Agreement is to promote the increase of useful knowledge of students and help develop student skills for the workplace through research relating to the operations of municipal entities, including but not limited to storm water, hydraulic systems, climate, planning, and management; and WHEREAS, the Parties anticipate that there will be continuing work that will entail a series of work task orders for specific projects; and WHEREAS, the Parties agree that each project under this Master Agreement will be reduced to writing, will reference this Master Agreement, will include a Statement of Work ("SOW"), budget and termination date for that project and will be signed by both Parties. NOW THEREFORE, the Parties agree as follows: Article 1.0 RESEARCH PROJECT 1.1 UNIVERSITY agrees to undertake certain research specifically described in a Statement of Work (SOW), budget and termination date ("Individual Projects"), which by reference will be incorporated into this Agreement, and as may be mutually agreed upon in writing. 1.2 The Individual Projects and all work assignments shall be carried out under the direction of Dr. Frederick Bloetscher (hereinafter "PROJECT DIRECTOR")while employed by UNIVERSITY, and by others (e.g. technician, graduate student, postdoctoral fellow, or faculty member, hereinafter collectively referred to as PERSONNEL), as assigned by PROJECT DIRECTOR. 1.3 UNIVERSITY agrees that there shall be no change of PROJECT DIRECTOR without prior written approval of SPONSOR. 3 RESOLUTION#2019-022 Article 2.0 TERM 2.1 The Research covered by this Agreement extends for a period beginning on the date of this agreement and continuing through until terminated by either party. 2.2 It is understood that the Individual Projects may be extended for additional periods of time under terms mutually agreed upon in writing in a duly executed amendment to the Individual Project document. Article 3.0 FACILITIES AND EQUIPMENT 3.1 UNIVERSITY agrees to furnish such available laboratory facilities and equipment as it shall determine necessary for the Individual Projects, other than that specifically provided by SPONSOR under this Agreement. 3.2 Parties agree that all equipment and supplies purchased with funds obtained as a result of this Agreement become the property of the UNIVERSITY. Article 4.0 PAYMENT SPONSOR agrees to pay UNIVERSITY as agreed upon in each Individual Project, payment to be made as agreed upon. Please makes checks payable to: Florida Atlantic University Mail checks to: Florida Atlantic University P.O. Box198660 Atlanta, GA 30384-8660 Article 5.0 REPORTS The PROJECT DIRECTOR shall furnish SPONSOR with written reports on the progress of Individual Projects on such dates as are mutually agreed upon in the Individual Project documents. Article 6.0 PUBLICATION 6.1 SPONSOR recognizes that under University policy, the Individual Project results are non-confidential and agrees that PERSONNEL engaging in the Individual Project shall be permitted to present or publish at their own choosing, methods and results of the Individual Projects, provided, however, that SPONSOR shall have been furnished copies of any proposal presentation or publication thirty (30) days in advance for review for patentable items or items deemed confidential as defined in article 7.0. 6.2 If SPONSOR believes that any planned publication contains a patentable development and wishes UNIVERSITY to file a patent application, upon written notice to UNIVERSITY, submission of such manuscript for publication shall 4 RESOLUTION#2019-022 be delayed for a reasonable time, not to exceed sixty (60) days, to permit the filing of a patent application(s) by UNIVERSITY. 6.3 Nothing in this Agreement shall entitle UNIVERSITY to disclose to others or publish any information disclosed to UNIVERSITY by SPONSOR which is confidential within the meaning of article 7.0 without the prior written approval of SPONSOR. Article 7.0 CONFIDENTIALITY UNIVERSITY acknowledges that SPONSOR may wish to disclose information which SPONSOR considers confidential, in furtherance of an Individual Project. SPONSOR acknowledges that UNIVERSITY has no mechanism to maintain or guarantee the confidentiality of information and cannot sustain liability for inadvertent or other disclosure of confidential information. These considerations notwithstanding, if any such information is disclosed by SPONSOR it shall be clearly marked "confidential information" and furnished in writing only to the PROJECT DIRECTOR or orally disclosed to the PROJECT DIRECTOR and reduced to writing by the SPONSOR within thirty (30) days of disclosure. Confidential information shall remain the property of the SPONSOR and for a period of three(3)years from the end of the Agreement shall not be used or disclosed to others except in furtherance of this Agreement. The foregoing obligation of non-use and non- disclosure shall not apply to: a. information which is at the time of disclosure in the public domain; b. information which after disclosure is published or otherwise becomes part of the public domain through the PROJECT DIRECTOR; C. information which was in the possession of the PROJECT DIRECTOR at the time of disclosure and was not acquired from SPONSOR under an obligation of confidentiality; or d. information which SPONSOR provides written permission to disclose. Article 8.0 PATENT AND OTHER RIGHTS AND LICENSE OPTIONS 8.1 UNIVERSITY agrees to notify SPONSOR of any invention made by UNIVERSITY hereunder within thirty (30) days after receipt of an invention disclosure from the inventor. 8.2 UNIVERSITY shall retain all rights to inventions or discoveries, patentable or not, conceived solely by UNIVERSITY and shall prepare and prosecute all related patent applications. SPONSOR shall retain all rights to inventions or discoveries, patentable or not, conceived solely by SPONSOR. Inventions or discoveries, patentable or not, made jointly by SPONSOR and UNIVERSITY shall be jointly owned by SPONSOR and UNIVERSITY, and UNIVERSITY shall prepare and prosecute all related patent applications and SPONSOR shall reimburse UNIVERSITY for one-half of the expense of all filing, prosecution and maintenance costs for all such patent applications and all issued 5 RESOLUTION#2019-022 patents. UNIVERSITY grants SPONSOR an option to secure an exclusive license to UNIVERSITY'S rights to said jointly-owned inventions and discoveries. The provisions of Article 8.3, 8.4, 8.5,8.6 and 8.7 shall apply to such an option. 8.3 SPONSOR shall indicate to UNIVERSITY in writing, within thirty (30) days of receipt of invention disclosure, whether it wishes UNIVERSITY to file a patent application on the invention, if applicable, or whether it wishes UNIVERSITY to register a copyrightable material. 8.4 UNIVERSITY agrees to grant and hereby grants SPONSOR an option to secure a royalty-bearing license under reasonable terms, with the right to make, use and sell, have made and have used, the claimed invention of any patent which is based on any invention conceived and reduced to practice during the term of this Agreement. Such option shall be in effect and exercisable for n i n e t y (90) days from the date of filing of a U.S. patent application under this Agreement or for ninety(90) days from the date of receipt of notice of such a filing by SPONSOR whichever date is earlier. 8.5 The license, which will be exclusive, will include a royalty rate in an amount to be negotiated in good faith by both UNIVERSITY and SPONSOR at the time SPONSOR decides to exercise its option. SPONSOR shall have the rights under the license to sublicense and shall have the sole right to designate the terms of any sublicense, provided that UNIVERSITY shall receive, at a minimum, the royalty rate expressed in the license between UNIVERSITY and SPONSOR, and fifty percent (50%) of any other remuneration received by SPONSOR from sub-licensees. 8.6 At the time of exercise of the option, SPONSOR shall indicate in which foreign countries it wants a patent application filed. Rights to such foreign countries shall be included in the patent rights under any license between UNIVERSITY and SPONSOR. 8.7 SPONSOR shall reimburse UNIVERSITY for all filing, prosecution and maintenance costs for all patent applications and all issued patents filed at the request of SPONSOR. Any such patent applications shall become part of the patent rights in any license between UNIVERSITY and SPONSOR. SPONSOR shall also reimburse UNIVERSITY for all filing, prosecution and maintenance costs for all other patent applications and issued patents which become p a r t of the patent rights in any license Agreement between UNIVERSITY and SPONSOR. Article 9.0 TERMINATION 9.1 Either party may terminate this Agreement by giving sixty (60) days written notice to the other party. 9.2 Upon early termination of this Agreement, SPONSOR shall pay all costs accrued by UNIVERSITY as of the date of termination including non-cancelable obligations for the term of the Individual Project, which shall include all appointments of research staff incurred prior to the effective date of the termination. 6 RESOLUTION#2019-022 Article 10.0 INDEMNIFICATION AND NEGATION OF WARRANTY 10.1 SPONSOR agrees to indemnify, hold harmless and defend UNIVERSITY its officers, employees, and agents against any and all claims, suits, losses, damages, costs, fees, and expenses resulting from or arising out of the SPONSOR's use of the research data developed during the term of this Agreement. 10.2 UNIVERSITY makes no representation other than those specified in this Agreement. UNIVERSITY MAKES NO EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OF DATA OR TECHNICAL INFORMATIONLEARNED FROM ANY RESEARCH PROJECT. Article 11.0 ASSIGNMENT This Agreement may not be assigned by SPONSOR without the prior written Agreement of UNIVERSITY. Article 12.0 PUBLICITY SPONSOR will not use the name of UNIVERSITY, nor of any member of UNIVERSITY'S PERSONNEL, in any publicity, advertising, or news release without the prior written approval of UNIVERSITY. Article 13.0 NOTICES 13.1 Notices, invoices, payments and other communications hereunder shall be deemed to have been made when delivered, sent by telex or telegram, or when mailed first class, postage prepaid, and addressed to the parry at the address given below, or such other address as may hereafter be designated by notice in writing: SPONSOR: City of Dania Beach Attn: Colin Donnelly,Asst. City Manager 100 W. Dania Beach Blvd Dania Beach, Florida 33004 FLORIDA ATLANTIC UNIVERSITY For Administrative matters: Division of Research Florida Atlantic University 777 Glades Road, SU-80, RM 228D Boca Raton, FL. 33431-0991 For Technical matters: Principal Investigator Frederick B loetscher, Ph.D., P.E. Associate Professor Civil, Environmental and Geomatics 777 Glades Road, Building 36, #219 Boca Raton, FL. 33431-0991 7 RESOLUTION#2019-022 Article 14.0 MISCELLANEOUS 14.1 UNIVERSITY and SPONSOR agree that the PROJECT DIRECTOR AND PERSONNEL are acting as employees of UNIVERSITY and not as agents or employees of SPONSOR. 14.2 This Agreement shall be binding upon and inure to the benefit of the respective parties and their successors. 14.3 This Agreement shall be governed by and construed according to the laws of the State of Florida. 14.4 This Agreement embodies the entire understanding of the parties and supersedes all prior agreements, oral or written, and all other communications between the parties relating to the subject matter hereof. 14.5 No amendment or modification of this Agreement shall be valid or binding upon the parties unless made in writing and signed by their duly authorized employees. 14.6 Upon termination of this Agreement, neither party shall have any liability to the other, except for any provisions of this Agreement which by their nature extend beyond the termination or expiration until fulfilled and shall bind the parties and their legal representatives, successors and assigns. IN WITNESS OF THE FOREGOING, the parties have set their hand and seal the day and year first above written. SPONSOR: CITY OF DANIA BEACH, ATTEST: a Florida Municipal Corporation THOMAS SCHNEIDER, CMC LORI LEWELLEN CITY CLERK MAYOR COLIN DONNELLY ASSISTANT CITY MANAGER APPROVED FOR FORM AND CORRECTNESS: THOMAS J. ANSBRO CITY ATTORNEY 8 RESOLUTION#2019-022 WITNESSES: FLORIDA ATLANTIC UNIVERSITY Signature Signature PRINT Name PRINT Name Signature Title PRINT Name STATE OF FLORIDA COUNTY OF The foregoing instrument was acknowledged before me on , 2019, by on behalf of the University. He or she is personally known to me or has produced as identification. NOTARY PUBLIC State of Florida My commission expires: 9 RESOLUTION#2019-022 Exhibit B The City of Dania Beach Mobility Study Scope of Services The City of Dania Beach desires to undertake a Mobility Study to prepare a plan with a capital improvement program for multimodal transportation solutions that will provide residents, businesses, and visitors with a full range of options for safe and improved mobility. The Dania Beach Mobility Study will be undertaken by Florida Atlantic University's Mobility Center and Kimley-Horn and Associates, Inc. The purpose of the Mobility Study is to evaluate transportation conditions and define improvements and programs that will manage traffic congestion, improve safety, encourage alternate modes of transportation, and support the City's related plans, programs and policies. The Study will enable the City to realize a new vision for transportation that aims to create an efficient, usable, multimodal transportation system that supports economic vitality, decreases traffic congestion, and creates vibrant urban and neighborhood environments. In addition, the Study will identify transportation projects for consideration by the Broward Metropolitan Planning Organization (MPO), Broward County and the Florida Department of Transportation (FDOT) transportation plans and programs. Task 1 — Literature Review and Public Engagement Plan Conduct literature, plan and data review of relevant information and define a public engagement plan for the project. Deliverable — Technical Memorandum #1 summarizing existing literature regarding transportation studies in Dania Beach, agency work programs, and common projects identified in previous studies and transportation policies and define the public engagement plan. Appendices will be developed for FDOT and other agency standards and policies. Task 2 — Topographic LIDAR Map Develop a topographic LIDAR map using the Geographic Information Systems (GIS) of the City. Deliverable — GIS model of 10x10 M DEM data created from 3x3 M data, with 6 in vertical accuracy with groundwater model underlay. Task 3 - Existing Conditions Assessments Subtask 3A— Field Reviews Conduct detailed field reviews to document existing conditions related to community/land use issues, traffic flow observations, multimodal transportation concerns, and traffic safety concerns. Photos taken during the field reviews will be utilized in the report to document existing issues and illustrate conditions to be addressed by Study recommendations. Subtask 313 —GIS Asset ID Updates Create a GIS asset ID base map with information for transportation assets including roadways, sidewalks, bicycle lanes, multimodal paths, bus routes, bus stops, railroads, and airports. 10 RESOLUTION#2019-022 Subtask 3C — Environmental Review Conduct a review of online data sources to identify the presence of documented/known hazardous materials on sites within the City. We will inventory environmentally-sensitive lands using available GIS data. We will identify transportation facilities at risk of inundation based on available mapping and vulnerability assessment of areas at risk for sea level rise available from FAU, Southeast Florida Climate Change Compact, and other local government sources. The GIS base map will be updated with the results of the environmental conditions. Deliverable - Technical Memorandum #2 summarizing the field reviews, GIS database, and the transportation system assets in the City of Dania Beach. Task 4— Traffic Simulation Modeling Conduct traffic simulation modeling, capacity and modal analysis, and traffic calming assessment. Deliverable - Technical Memorandum #3 will be provided with details of the simulation modeling results and findings. Task 5 - Multimodal Mobility Assessments Subtask 5A— Capital Improvement Recommendations Working with the City and stakeholders, identify a program of capital improvements to address multimodal transportation issues and concerns identified in Tasks 1-4. The Assessment will focus on creating safe and comfortable pedestrian and bicycle routes based on livable communities principles and transit oriented design. Traffic flow improvements may also be recommended at locations or along corridors that are identified as significant problems for the City. Subtask 5B —Costs Prepare planning level order-of-magnitude cost estimates for up to twenty-five (25) capital improvement projects identified in the Mobility Assessment. The cost analysis may include reviewing prior cost estimates for reasonableness and updating prior cost estimates for known projects based on current conditions. Subtask 5C — Benefits Using the Synchro traffic simulation model provided Task 4, model the expected traffic benefits for up to twenty-five (25) capital improvement projects, as applicable (for example building a new sidewalk may not be applicable to model in the traffic simulation network if it does not result in any changes to roadway laneage or capacity). No new intersection capacity models or collection any additional traffic counts will be performed for this Study. Subtask 5D— Multimodal Quality/Level of Service Based on the principles of multimodal level/quality of service included in the FDOT level of service handbook, calculate the change in multimodal level/quality of service for the improvements recommended in this Mobility Assessment. The multimodal level/quality of service assessment will help the City provide justification for multimodal transportation investments by thinking beyond motor vehicle delay/level of service only. Subtask 5E — Prioritization Prioritize the mobility improvement projects into a phased program for implementation based on project status, costs, benefits, ease of implementation, and other relevant factors. The Study 11 RESOLUTION#2019-022 will categorize capital improvements into immediate needs (within the first three (3) years), near- term investments (four to five (4-5) years), and longer-term considerations (more than five (5) years). Subtask 5F —Conceptual Design Prepare up to five (5) planimetric views conceptual designs of Mobility Study projects at approximately 1 inch equals 50 feet scale. The planimetric view conceptual designs will show a key portion of each of the five concept design recommendations, typically long enough to fit on one (1) 11 inch x 17 inch sheet of paper. Work closely with the City and stakeholders from to select which projects are chosen for planimetric view conceptual designs. Subtask 5G —Typical Sections Prepare up to six (6) typical sections to illustrate priority projects in the Mobility Study. Work closely with the City and stakeholders to select which projects are chosen for typical section preparation. Deliverable - Prepare Technical Memorandum #4 with plans of improvements that will encourage multimodal modes of transportation. Task 6 - Report Produce a draft and final report documenting the tasks and results of the work performed in the Dania Beach Mobility Study. Submit electronic copies of written documentation for Tasks 1, 2, and 4 in Microsoft Word (.docx) format of suitable quality for report production for the purpose of compiling the work of the Dania Beach Mobility Study into one final report documentation. Also provide GIS maps, metadata, graphs, tables spreadsheets, and other data as necessary to compile for the overall report production. Subtask 6A— Draft Report Prepare an electronic (Adobe PDF) draft report of the Dania Beach Mobility Study and submit to City for review. Subtask 6113 —Interim Report After addressing one round of comments, prepare and submit an interim draft report of the Dania Beach Mobility Study to City for final review. The interim draft report will be provided in an electronic (Adobe PDF) format. Subtask 6C — Final Report Update the report with one additional round of comments and submit the final report. Upon approval of the Final Report, provide the City with up to twenty-five (25) hard copies of the final report. Task 7: Public Engagement Collaborate with City staff to conduct public engagement and meetings for the Dania Beach Mobility Study in accordance with the Public Engagement Plan defined in Task 1. Subtask 7A—Staff and Stakeholder Meetings Attend up to three (3) meetings with City staff and stakeholders as identified by the City. Subtask 7113— Public Open House Attend one (1) public open house to display interim work products and provide an opportunity to engage interested members of the public on the activities of the Dania Beach Mobility Study and gather input that can help inform the final recommendations, prioritization analysis, and 12 RESOLUTION#2019-022 documentation. City of Dania Beach staff will be responsible for advertising and organizing the public open houses. Subtask 7C —City Commission Presentations Attend up to two (2) City Commission meetings to provide a presentation on the Dania Beach Mobility Study. It is anticipated that one presentation will be for the draft report as an information item and one presentation will be for final approval of the Dania Beach Mobility Study. Additional Services: Any services not specifically provided for in the above scope, as well as any changes in the scope the Client requests, will be considered additional services and will be negotiated based upon hourly rates at the time of the request. Additional services we can provide include, but are not limited to, the following: Collecting traffic, pedestrian, bicyclist, and parking counts Travel demand analysis Ambient noise level analyses Lane elimination analyses Traffic calming analyses/studies Transit planning Grant applications Design and permitting services Schedule: FAU and Kimley-Horn will begin work upon receipt of an Authorization to Proceed (ATP) and Purchase Order (PO). It is anticipated that the completion of the project and plan will be accomplished in approximately 10 to 12 months. In addition, the plan will be developed sufficiently in June/July 2019 to provide initial recommendations to the City for project submittal to the various transportation agencies as needed. Budget: For the cost for the Mobility Study project is not to exceed One Hundred and Sixteen Thousand and Eight Hundred dollars($116,800.00) Payment Terms: Invoices for services rendered will be submitted to the City for payment on a monthly basis in accordance with the percentage of project completed and corresponding deliverables. 13 RESOLUTION#2019-022