Dania_Beach_Community_Room_Acoustic_Study_Proposal_ED+Av3.pdf

E D W A R D D U G G E R + A S S O C I A T E S , P . A .

C o n s u l t a n t s i n A r c h i t e c t u r a l A c o u s t i c s

1239 SE Indian Street, Suite 103, Stuart, Florida 34997

772-286-8351 www.edplusa.com

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T R A N S M I T T A L

Date: 5 September 2025

To: Franky Lazo Deputy Director of Parks and Recreation

Dania Beach 100 W Dania Beach Blvd.

Dania Beach, FL 33004

From: Edward Dugger, FAIA ASA NCAC INCE

Re: Architectural Acoustic Consulting Services

Dania Beach Community Room I.T. Parker Community Center 901 NE 3rd Street Dania Beach, FL 33004

ED+A BD # 25-2204

Franky, Thank you for your recent request for information about our providing acoustics consulting services for the Dania Beach Community Room Acoustic Study.

We look forward to collaborating with you on this interesting project. Please contact us if you have any questions regarding the extent of our services or our compensation methods.

http://www.edplusa.com/

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CONTRACT FOR ACOUSTICS CONSULTING SERVICES

Edward Dugger + Associates, P.A. is pleased to submit this letter which shall serve as our Proposal and, when signed by you on the Agreement Acceptance line below and returned to our office, shall also represent the Agreement between the parties. The parties to this Agreement are:

Dania Beach 100 W Dania Beach Blvd.

hereinafter called the “CLIENT”, and Edward Dugger + Associates, P.A., hereinafter called the “CONSULTANT” for the consulting services stipulated below.

The CLIENT shall provide the CONSULTANT full information regarding the project scope and program which will set forth the CLIENT’S design objectives, constraints, criteria and budget.

It is the intent of this document to describe the professional services to be rendered by our firm and the corresponding remuneration.

Scope of Basic Services

The CONSULTANT shall provide the Basic Services described below for the following project:

Architectural Acoustic Consulting Services Dania Beach Community Room I.T. Parker Community Center 901 NE 3rd Street

ED+A BD # 25-2204

The CONSULTANT’S work scope has been determined from the following information and/or documents provided by the CLIENT:

1. Site visit on 2/20/2025

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Professional Fees and Schedule

Our work for the Scope of Services listed below shall be provided for a phased fixed fee as follows:

Discipline Fee

Architectural Acoustics Site Visit and Measurement $ 6,900.00 Report $ 1,500.00

Total $ 8,400.00

A mobilization fee of $4,200.00 shall be required before beginning any work.

Reports will not be issued until final payment is received.

Any hourly services including additional services that may be authorized outside the Scope of Basic Services may be provided as on an hourly basis at the following rates:

Principal Consultants $300 / hour Consultants $200 / hour Technical Support $100 / hour

If delays occur in the design process, which are not the fault of the CONSULTANT and/or if the construction schedule extends completion beyond the original date for completion, the CONSULTANT’S fees may be renegotiated to account for the additional effort and economic escalation.

Architectural Acoustics

1. Meet with the design team members to confirm elements of the Architectural Program which are important to the acoustic success of the Dania Beach Community Room Acoustic Study.

2. Review architectural plans, space descriptions, functional specifications, and other documentation to assess acoustical aspects of the design. We will need the Permit Drawings for our review in PDF format.

3. Develop design approaches for the acoustic environment. This shall include room configurations; area, volume and proportions; wall and ceiling shaping; and reverberation and sound reflection criteria.

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4. Prepare a report with our recommendations on how to improve the acoustic build up of sound with several approaches to improve the situation

5. Answer questions concerning our study.

CONTRACT PROVISIONS

PURSUANT TO SECTION 558.0035 FLORIDA STATUTES, THE

CONSULTANT’S CORPORATION IS THE RESPONSIBLE PARTY FOR

THE PROFESSIONAL SERVICES IT AGREES TO PROVIDE UNDER

THIS AGREEMENT. NO INDIVIDUAL PROFESSIONAL EMPLOYEE,

AGENT, DIRECTOR, OFFICER, OR PRINCIPAL MAY BE INDIVIDUALLY

LIABLE FOR NEGLIGENCE ARISING OUT OF THIS CONTRACT.

SPECIFIC EXCLUSIONS: The CONSULTANT does not offer professional architectural or engineering services.

PAYMENT: Payment on account of services rendered, including direct project expenses incurred, shall be made within thirty (30) days of the invoice’s date as submitted to the CLIENT. Reports will not be issued until final payment is received. Should any portion of the invoice be in dispute, all other portions shall be paid per the terms of this Agreement. Any billing concerns shall be submitted, in writing by the CLIENT to the CONSULTANT describing the disputed portion of the invoice in detail, for discussion and resolution. If the CLIENT fails to provide written objections to the invoice within fifteen (15) days of invoice’s date, it will be deemed that there are no objections, or objections are waived. The CONSULTANT reserves the right to stop work if invoices are not paid within thirty (30) working days of the CLIENT’S receipt of the invoices. If conditions exist which may preclude prompt payment of invoices, those conditions must be discussed and agreed to by the CONSULTANT, prior to commencing work on the project.

REIMBURSABLES: Direct expenses such as travel and subsistence during travel periods are NOT included in our base fee. These expenses as well as communication expenses, postage and handling of documents including expedited delivery, any additional insurance required by the CLIENT, photo documentation, personal background check/fingerprinting, expense for computer generated drawings and plotting when used in conjunction with the project, and charges for use of specialized test equipment (if required) are billed at cost plus a 10% handling fee.

INSURANCE COVERAGE: The CONSULTANT carries the following insurance:

• General Liability (each occurrence) $1,000,000

• Hired and Non-Owned Automobile Liability (combined single limit) $1,000,000

• Workers Compensation and Employers’ Liability (each accident) $1,000,000

• Professional Liability (errors and omissions policy written on a claims-made basis) $2,000,000 per claim, $2,000,000 annual aggregate

• Cyber Liability Insurance $250,000

If the CLIENT wishes the CONSULTANT to purchase additional insurance coverage, the CLIENT agrees to pay all the costs incurred by the CONSULTANT to obtain such insurance coverage.

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INDEMNIFICATION: The CONSULTANT agrees, to the fullest extent permitted by law, to indemnify and hold harmless the CLIENT, its officers, directors, and employees (collectively, CLIENT) against all damages, liabilities or costs, including reasonable attorneys' fees and defense costs, to the extent caused by the CONSULTANT'S negligent performance of professional services under this Agreement and that of its subconsultants or anyone for whom the CONSULTANT is legally liable.

The CLIENT agrees, to the fullest extent permitted by law, to indemnify and hold harmless the CONSULTANT, its officers, directors, employees and consultants (collectively, the CONSULTANT) against all damages, liabilities or costs, including reasonable attorneys' fees and defense costs, to the extent caused by the CLIENT’S negligent acts, errors or omissions, in connection with the Project as well as the acts, errors or omissions of its contractors, subcontractors or the CONSULTANTs or anyone for whom the CLIENT is legally liable.

Neither the CLIENT nor the CONSULTANT shall be obligated to indemnify the other party in any manner whatsoever for the other party's own negligence or for the negligence of others.

MEDIATION: The CLIENT and the CONSULTANT endeavor to resolve claims, disputes, and other matters in question, relating to this agreement, between them. Should these discussions not yield a resolution, nonbinding mediation shall be implemented.

The CLIENT and the CONSULTANT further agree to include a similar mediation provision in all agreements with independent contractors and the consultants retained for the Project and to require all independent contractors and consultants also to include a similar mediation provision in all agreements with their subcontractors, consultants, suppliers and fabricators, thereby providing for mediation as the primary method for dispute resolution among the parties to all those agreements.

CONSEQUENTIAL DAMAGES: Notwithstanding any other provision of this Agreement, and to the fullest extent permitted by law, neither the CLIENT nor the CONSULTANT, their respective officers, directors, partners, employees, contractors or subconsultants shall be liable to the other or shall make any claim for any incidental, indirect or consequential damages arising out of or connected in any way to the Project or to this Agreement.

This mutual waiver of consequential damages shall include, but is not limited to, loss of use, loss of profit, loss of business, loss of income, loss of reputation and any other consequential damages that either party may have incurred from any cause of action including negligence, strict liability, breach of contract and breach of strict or implied warranty. Both the CLIENT and the CONSULTANT shall require similar waivers of consequential damages protecting all the entities or persons named herein in all contracts and subcontracts with others involved in this project.

ATTORNEY’S FEES: The CLIENT agrees to pay all the CONSULTANT’S expenses incurred in collecting any amount owed under this Contract, including all attorney’s fees and expenses.

STANDARD OF CARE: In providing services under this Agreement, the CONSULTANT shall perform in a manner consistent with that degree of care and skill ordinarily exercised by members of the same profession currently practicing under similar circumstances at the same time and in the same or similar locality. The CONSULTANT makes no warranty, express or implied, as to its professional services rendered under this agreement.

AMENDMENT OF AGREEMENT: This Agreement may be amended or modified at any time with respect to any provision by written instrument executed by both the CONSULTANT and the CLIENT.

ASSIGNMENT: Neither party to this Agreement shall transfer, sublet or assign any rights or duties under or interest in this Agreement, including but not limited to monies that are due or monies that may be due, without the prior written consent of the other party. Subcontracting to subconsultants, normally contemplated by the CONSULTANT as a generally accepted business practice, shall not be considered an assignment for purposes of this Agreement.

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NO AGENCY OR PARTNERSHIP: Nothing in this Agreement shall be construed to constitute the creation of a partnership or joint venture between the parties hereto. Neither party is an agent or representative of the other.

ENTIRE AGREEMENT: This Agreement represents the entire agreement between the parties with respect to the subject matter contained herein. It supersedes all prior communications, understandings, and agreements, whether oral or written. No alteration, modification or interpretation of this Agreement shall be binding unless in writing and signed by both parties.

FURTHER ASSURANCES: Either party, upon request of the other, will execute and deliver all instruments and documents and will perform all acts that may be required to carry out the obligations set out hereunder and to consummate and complete the transaction contemplated by this Agreement.

GOVERNING LAW & JURISDICTION: The CLIENT and the CONSULTANT agree that this Agreement and any legal actions concerning its validity, interpretation and performance shall be governed by the laws of Florida without regard to any conflict of laws provisions, which may apply to the laws of other jurisdictions. It is further agreed that any legal action between the CLIENT and the CONSULTANT arising out of this Agreement or the performance of the services shall be brought solely in a court of competent jurisdiction in Florida.

LEGAL REVIEW: Each party acknowledges and represents that, in executing this Agreement, it has had the opportunity to seek advice as to its legal rights from legal counsel and that the person signing on its behalf has read and understood all of the terms and provisions of this Agreement. No portion(s) and/or section(s) of the document shall be altered without the consent of both parties.

TIME FRAME: Our work scope time frame is limited to 4 months after contract signing.

OWNERSHIP OF INSTRUMENTS OF SERVICE: The CONSULTANT shall retain ownership of all reports, drawings, plans, specifications, electronic files, field data, notes and other documents and instruments prepared by the CONSULTANT as instruments of service. The CONSULTANT shall retain all common law, statutory and other reserved rights, including, without limitation, all copyrights thereto.

The CONSULTANT’S instruments of service prepared for the project are to be used only for the project and are not to be utilized on any other projects unless the CONSULTANT is contacted beforehand and fees for their use are agreed upon. Any such reuse, or any modifications to the documents, without the written permission of the CONSULTANT will be at the CLIENT’S sole risk and without liability or legal exposure to the CONSULTANT.

ADDED SCOPE: If the project scope or system costs vary from the budgets listed in this contract the CONSULTANT reserves the right to adjust its fees accordingly.

LIMITATION OF LIABILITY: In recognition of the relative risks and benefits of the Project to both the CLIENT and the CONSULTANT, the risks have been allocated such that the CLIENT agrees, to the fullest extent permitted by law, to limit the liability of the CONSULTANT and CONSULTANT’S officers, directors, partners, employees, shareholders, owners and subconsultants for any and all claims, (including claims by third parties), losses, costs, damages of any nature whatsoever or claims expenses from any cause or causes, including attorneys’ fees and costs and expert-witness fees and costs, so that the total aggregate liability of the CONSULTANT and CONSULTANT’S officers, directors, partners, employees, shareholders, owners and subconsultants shall not exceed

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$25,000, or the CONSULTANT’S total fee for services rendered on this Project, whichever is greater (the “Limitation Amount”), and further, in no event shall the Limitation Amount exceed the amount of insurance proceeds actually available to the Consultant for the claim at issue at the time of settlement or final judgement net of any and all expenses paid or incurred on the claim at issue, payments made or incurred in connection with other claims made against the CONSULTANT, or any other circumstances which may reduce, impair, or eliminate the overall availability of such insurance to the CONSULTANT. It is intended that this limitation apply to any and all liability or cause of action, including without limitation active and passive negligence, however alleged or arising, unless otherwise prohibited by law. The Client specifically agrees that it has had the opportunity to negotiate this Limitation of Liability clause and to accept or reject its inclusion herein.

_____________________________________ Dated: 5 September 2025 Principal

I hereby authorize Edward Dugger + Associates, P.A. to proceed with consulting services for the Architectural Acoustics aspect of the Dania Beach Community Room Acoustic Study project as outlined above.

Signed

Print – Title – Date

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I N V O I C E 24-2022

Date: 5 September 2025

To: Franky Lazo Deputy Director of Parks and Recreation

Dania Beach 100 W Dania Beach Blvd.

Dania Beach, FL 33004

From: Edward Dugger, FAIA ASA NCAC INCE

Re: Architectural Acoustic Consulting Services

Dania Beach Community Room I.T. Parker Community Center 901 NE 3rd Street

Based on our contract we offer the following summary of services provided with associated costs:

Professional Fees Amount

1. Mobilization Fee – Total Amount Due $4,200.00

Please make checks payable to: Edward Dugger + Associates, P.A.

1239 SE Indian Street, Suite 103 Stuart, Florida 34997 For Wire Transfers:

Edward Dugger + Associates, P.A.

Bank of America, 3270 SW Martin Downs Blvd, Palm City, FL 34990 Account#: 898108479745 Routing#: 026009593 Swift Code#: BOFAUS3N

For ACH or EFT payments:

Account#: 898108479745 Routing#: 063100277

Our Tax ID = 51-0450778

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BILLING INFORMATION REQUEST FORM

Please provide the following information to ensure accurate project invoicing:

Billing Name:

Billing Address:

Client Project # or PO # for Billing:

Billing Contact Person:

Bill to email:

Special Instructions: