Miami-Dade Legislative Item
File Number: 112012
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File Number: 112012 File Type: Resolution Status: Adopted
Version: 0 Reference: R-876-11 Control: County Commission
File Name: CHANGE ORDER NO. 8 TO 1ST AMENDED & RESTATED CONTRACT W/POJV Introduced: 9/26/2011
Requester: Aviation Department Cost: Final Action: 10/4/2011
Agenda Date: 10/4/2011 Agenda Item Number: 11A7
Notes: Title: RESOLUTION APPROVING CHANGE ORDER NO. 8 TO THE FIRST AMENDED AND RESTATED CONTRACT BETWEEN POJV AND MIAMI-DADE COUNTY AND PARSONS- ODEBRECHT JOINT VENTURE (POJV); INCREASING THE CONTRACT AMOUNT BY $23,000,000 (SEE ORIGINAL ITEM UNDER FILE NO. 111784)
Indexes: NORTH TERMINAL
Sponsors: Sally A. Heyman, Prime Sponsor
Sunset Provision: No Effective Date: Expiration Date:
Registered Lobbyist: None Listed


Legislative History

Acting Body Date Agenda Item Action Sent To Due Date Returned Pass/Fail

Board of County Commissioners 10/4/2011 11A7 Adopted P
REPORT: Commissioner Jordan said she wanted to ensure that when the County eventually turned the system over to American Airlines, the County would not be exposed to any additional costs, in the event there was unanticipated growth or technical changes to be made. Mr. Jose Abreu, Director, Miami-Dade Aviation Department, noted currently the County had no unexpected liability because the funds had already been approved and allocated; however, he said that he shared Commissioner Jordan’s concern. He explained that at this point, American Airlines had not made the decision to upgrade the system, and if it opted for this option, there would be no unexpected expenses for the County. He indicated that if American Airlines chose to upgrade the system, the question would be how this decision would affect the 3-4 percent remaining in the project. Commissioner Jordan noted she was fully in favor of any extensions that were necessary in order to upgrade the system. However, whenever the system was turned over to American Airlines, more upgrades may be necessary, and Commissioner Jordan said she was trying to prevent the County receiving an unexpected bill at that point. Mr. Abreu reiterated that American Airlines had not yet opted to upgrade the system; one more test needed to be carried out on October 19, 2011, before it made that decision. He noted he agreed with Commissioner Jordan that this was a possibility, and should American Airlines decide to upgrade the system, it was likely that there would be associated costs. However, at this point it was difficult to determine what the costs would be, and this would require restaging the 3-4 percent remaining in the project. Pursuant to Commissioner Jordan’s question as to whether the decision would be made after the test was carried out on October 19, Mr. Abreu indicated that the results would be available approximately one week later; therefore, the decision would likely be made in the first week of November. Commissioner Jordan noted the Commission members were being asked to approve this item today (10/04), when the decision that would likely be made in November could have a financial impact on the County. Mr. Abreu stated that what the Commission was approving today was related to the delays associated with the baggage handling system dating back to 2009 when the Commission members approved the changes. He said the change order would be required irrespective of American Airlines’ decision to upgrade the system. Commissioner Bovo said that he would not support this item. He noted he had received reports that America Airlines was encountering financial difficulties, and asked Mr. Abreu what would be the long term implications for the County should the airline file for bankruptcy. Mr. Abreu said he had not received any confirmation that the airline was going to file for bankruptcy. He pointed out that American Airlines had resisted restructuring, whereas all the other legacy airlines had done so. He noted that if one considered the example of Delta Airlines, the Atlanta airport did not suffer as a result of that airline’s restructuring. Mr. Abreu said that in his opinion the Miami International Airport’s hub was profitable enough to survive a Chapter 11 restructuring of American Airlines. Commissioner Bovo asked what safeguards would be in place in the event that American Airlines filed for bankruptcy; would there be a possibility of the airline defaulting on its financial commitments. Mr. Abreu pointed out that American Airlines was up to date in all of its payments. He said that the only payment due was a balance of $25 million on an amount of $105 million that was paid in installments through the years. He indicated that when Miami International Airport assumed the construction for the north terminal, it was agreed in Amendment 4 that American Airlines would make these payments in such a manner. Commissioner Bovo expressed concern with regard to the amount of the Change Order, and requested that his vote be recorded as “No” on this item. In response to Commissioner Souto’s question as to whether the system could be used by any other airline in case American Airlines filed for bankruptcy, Mr. Abreu clarified that the system was part of the airport and was designed for hub carriers; therefore, it would be valid for any hub carrier that would occupy the north terminal. Commissioner Diaz noted he recalled when the Commission members started to work to turn Miami International Airport into a world-class airport; and he pointed out that the airport had just received an award last week from the Construction Owners’ Association for the north terminal. Commissioner Diaz pointed out that American Airlines was one of the only legacy carriers to avoid filing for bankruptcy when all the other airlines were doing so. He noted it was important to protect the airport, but it was important to complete what was begun in order for the airport to work properly. Mr. Abreu said he completely agreed with Commissioner Diaz, noting the County borrowed funds in 2010 for this purpose. Commissioner Diaz pointed out that the County entered into contracts with companies and could not renege on those contracts. He said that he would support the foregoing proposed resolution for those reasons. Hearing no further comments or questions, the Board members proceeded to vote on the foregoing proposed resolution, as presented.

County Attorney 9/26/2011 Assigned David M. Murray

Regional Transportation Committee 9/12/2011 3C AMENDED Forwarded to BCC with a favorable recommendation with committee amendment(s)

Legislative Text


TITLE
RESOLUTION APPROVING CHANGE ORDER NO. 8 TO THE FIRST AMENDED AND RESTATED CONTRACT BETWEEN POJV AND MIAMI-DADE COUNTY AND PARSONS- ODEBRECHT JOINT VENTURE (POJV); INCREASING THE CONTRACT AMOUNT BY $23,000,000

BODY
WHEREAS, this Board desires to accomplish the purposes outlined in the accompanying memorandum, a copy of which is incorporated herein by reference,
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF MIAMI-DADE COUNTY, FLORIDA, that This Board hereby approves Change Order No. 8  to the First Amended and Restated Contract between Parsons-Odebrecht Joint Venture (POJV), which increases the contract amount by $23,000,000; and authorizes the Mayor or Mayor’s designee to execute Change Order No. 8, in substantially the form attached hereto and made a part hereof, and to exercise the cancellation, renewal and termination provisions set forth therein.

HEADER
Date:

To: Honorable Chairman Joe A. Martinez
and Members, Board of County Commissioners

From: Jack Osterholt
Deputy Mayor

Subject: Change Order No. 8 for the North Terminal Development Project B780B, Contract No. B780B, increasing the Contract Amount by $23,000,000

STAFF RECOMMENDATION
RECOMMENDATION
It is recommended that the Board approve the attached Change Order No. 8 between Parsons/Odebrecht Joint Venture (POJV) and Miami-Dade County, increasing the Contract amount by $23,000,000 for the purposes described in this memorandum.

MANAGER'S BACKGROUND
SCOPE
PROJECT NAME: North Terminal Development (NTD)
PROJECT NO.: B780B
CONTRACT NO.: B780B
PROJECT DESCRIPTION: Construction of North Terminal Development (NTD) Consolidation Program, project design packages 737E, 737F, 737G, 739A, 739C, 739H, 739I, 740A, 745A/B, 746A, 747B, 747G, 756E, 775C, 776O, 776P and 779A
PROJECT LOCATION: Miami International Airport (MIA)
PRIMARY COMMISSION DISTRICT: This project is located within Commissioner Rebeca Sosa’s District 6. However, the impact of this item is countywide in nature as Miami International Airport is a regional asset.
APPROVAL PATH: Board of County Commissioners
USING DEPARTMENT: Miami-Dade Aviation Department
MANAGING DEPARTMENT: Miami-Dade Aviation Department
FISCAL IMPACT/FUNDING SOURCE
The source of the $23 million funding this Change Order No. 8 is the overall NTD Program Contingency Account that was funded in the last $503 million bond sale. The Change Order does not increase the dollar amount of the approved NTD Budget and therefore no additional bond sale is required.
MODIFICATION FUNDING SOURCE: CIP Construction Funds
PTP/GOB FUNDING: No
CHANGE ORDER DESCRIPTION: Increase the Owner’s Allowance Account by $23,000,000.

BACKGROUND AND JUSTIFICATION
As was reported to the Board in a June 7, 2011, memorandum, while the North Terminal Development is 94 percent complete and open to the public, Phases 1 & 2 of the Baggage Handling System (BHS), which are critical for the completion of the remaining NTD Program, are behind schedule. The delay is due to the complexity of this automated ticket-counter-to-gate delivery system and the performance measures necessary for an efficient airline hub operation.

In April 2011, the NTD Program Management and American Airlines (AA) attempted to transition to the new in-line system. Regrettably, during implementation of the live operations, issues were observed that would impact AA’s anticipated operational levels. A contributing factor was that the volume of bags anticipated when the project was designed more than 10 years ago was significantly less than what AA now handles at Miami International Airport. In the past two years, AA has grown its MIA hub operations from about 200 outbound flights a day to more than 300 daily flights.

The delay in implementation of the North Terminal BHS has had a detrimental effect on multiple NTD projects and contractors. The North Terminal Federal Inspection Services (FIS) Facility project, which is under this contract with POJV, is the most impacted by the BHS delays, as a portion of the work cannot be completed until the old legacy baggage system is demolished upon full acceptance and functional operation of Phases 1 & 2 of the BHS

Subsequent to these additional delays in successful completion and transition to the new in-line BHS, the NTD program, which was anticipated for completion in November 2011, is now forecast for completion in November 2012. This one-year delay has a significant contractual liquidated indirect cost exposure to the Miami-Dade Aviation Department (MDAD) of about $1.1 million per month. However, MDAD has historically been successful in negotiating a considerably smaller sum and expects to do the same in this case.

While the actual Baggage Handling System installation is performed under a separate contract between the County and Siemens Industries, Inc., the purpose of this change order is to mitigate and re-phase portions of work to minimize the impact of the delays and to replenish the contract’s allowance account to perform additional work. Some of the additional scope includes but is not limited to the following:

• Additional Lighting at Ramp Level: The scope includes providing additional light fixtures at the ramp level as the lighting levels over the baggage conveyors were determined to be inadequate. This is necessary to ensure proper functioning, airline operation and safety for the baggage handling crew;
• Switchgear Upgrade and new Feeder Cables: The scope involves decommissioning and removal of existing generator and FPL 4900 vault and the transfer of the electrical power service to one of the new NTD vaults through new feeder cables;
• Closed Circuit Television (CCTV) Head-end Equipment for MDAD Security Room (MSR) #5: The scope involves providing and installing head-end equipment for CCTV, which was supposed to be provided by another CIP project, including all necessary connections, commissioning, and tagging;
• Fire Suppression System for Automated People Mover (APM) Equipment Rooms: The scope consists of providing an alternate clean-agent fire suppression system at each of the four APM Electrical Equipment Rooms (located at the fourth

level just below the APM Station Platforms) and APM Maintenance & Storage Facility (MSF) Electrical Room;
• Additional Fire Suppression System for Eight MDAD Security Rooms (MSR): The scope consists of providing an alternate clean-agent fire suppression system at each of the eight MSR rooms. This was part of the CIP project that was never executed; however, the work is needed for compliance;
• Additional Elevator at D and Extension of Contract: The scope involves completing elevator work in existing D left incomplete by previously terminated contractor, and extending the vendor (Kone) contract to complete the remaining work;
• Additional Site Security Expenses: Additional site security expenses include securing the construction workers’ parking lot due to the extension in contract time;
• Other Unforeseen/Design Changes in FIS: As the demolition of existing areas in the older part of the terminal is progressing to make way for the new FIS, a significant number of utilities and unforeseen conditions are being encountered. The extent of field conditions related to relocation and rerouting of utilities, and to address code issues for non-compliance has been greater than typical for such kind of work.

ORIGINAL AGREEMENT AMOUNT: $542,041,500
PREVIOUS COUNTY MODIFICATIONS:
In June 2005, the Board approved Change Order No. 1 (R-738-05 ) allowing the Aviation Director to authorize POJV to negotiate contracts with six key contractors that had been terminated by American Airline’s original contractor Turner Austin Aviation Team (TAAT), and providing for an Owner’s Allowance Account of $38.9 million. Under this arrangement, MDAD bid the needed contracts out and POJV managed them.

In May 2007, Change Order 2 (R-624-07) implemented the First Amended and Restated Contract (FARC) which increased the contract amount by $503,459,716 for an adjusted contract amount of $1,045,501,216; increased contract time by 393 calendar days through June 2011; and gave POJV the authority to competitively bid projects. The County benefited from the FARC in that it settled all previous claims, added scope, and gave POJV fixed dollar amounts for core work and general conditions, as well as general, administrative and profit. In other words, Change Order 2 consolidated into the POJV contract the funding that the County would have had to directly and separately disburse to the trade contractors. These trade contractors actually construct the different projects as under the original agreement POJV could not self perform and was limited to the role of managing contractor.

Of the increased contract amount, the FARC allocated an additional $125,562,667 to the Owner’s Allowance Account to pay for known potential issues for which costs could be determined only after construction had started. These issues included commissioning, repairs of deficient work of previous contractors under TAAT, and soil and water treatment. An important feature/benefit of the Owner’s Allowance Account established under the FARC was that it provided MDAD with the flexibility to apportion funds to potential projects not allocated in the contract for fear those expenditures would become a self-fulfilling prophecy and be taken for granted. Instead, MDAD funds these projects as they become necessary. It is from this account that the $23 million is being drawn.


On July 1, 2008, the Mayor, or if authorized by the County Mayor the Airport Director, was given the authority to act on NTD Projects without prior Board approval (Ord.08-87) for projects totaling no more than $542 million as funded in the Capital Improvement Program (CIP). Those actions included: advertise, determine selection committee members, accept or reject bids, negotiate professional services contracts, award, and amend any contract for services to be performed, facilities to be constructed, or goods to be incorporated in connection with the NTD.

The Airport Director could also issue notices to proceed, extend the contract time, waive liquidated damages for failure to comply with contract terms, modify those terms, increase or reduce in any amount the scope and compensation payable under any contract, and grant compensable and non-compensable time extensions.

Under that authority, which expired on January 1, 2011, the Aviation Director, via five Change Orders ratified by the Board, increased by $45 million the POJV Owner’s Allowance Account by reallocating unused funds from other completed NTD projects. Those Change Orders provided for: completion of C-D shell work left incomplete from the termination of the previous contractors; work related to the baggage handling mitigation plan, including a 153-calendar-day extension of the NTD Consolidated Project contract completion; work required to reopen Concourse A to the traveling public; global settlement for all time impacts to date, disputes and scope gap items for the A-B Infill project; and scope changes relating to security enhancements required by Customs & Border Protection (CBP) and the Transportation Security Administration (TSA).

AMOUNT OF RECOMMENDED
MODIFICATION: $23,000,000
ADJUSTED AGREEMENT
AMOUNT: $1,113,501,216

PERCENT CHANGE THIS
MODIFICATION: 1.47%

TOTAL PERCENT INCREASE SINCE
THE RESTRUCTURE/CONSOLIDATION
OF THE CONTRACT MAY 2007 (FARC) 6.5%

TOTAL PERCENT INCREASE ALL
MODIFICATIONS: 105.43%
Original Previous
Contract Adjustments This Change Total Paid (as Balance After
Values to Values Order Values Current Totals of ¬¬7/31/11) Change Order
BASE: $433,300,000 $435,037,861 $0 $868,337,861 $828,937,654 $39,400,207
CONTINGENCY: $38,900,000 $131,662,667 $23,000,000 $186,562,667 $141,903,033 $44,659,634
DEDICATED: $69,841,500 ($18,240,812) $0 $51,600,688 $48,986,935 $2,613,753
TOTALS $542,041,500 $548,459,716 $23,000,000 $1,113,501,216 $1,019,827,622 $93,673,594

Previous
Adjustments This Change
Original to Duration Order
Contract (including Duration Current
Duration Work Orders) Totals
BASE DURATION: 1596 649 0 2245
CONTINGENCY: 0 0 0 0
TOTAL DURATION: 1596 649 0 2245


INITIATING FACTOR(S) FOR CHANGE ORDER

Reason Cost Duration
Regulatory Change $0.00 0
Other Agency Requested Change $0.00 0
Design Errors Change $0.00 0
Design Omissions Change $0.00 0
County Requested Change $0.00 0
Unforeseen/Unforeseeable Change $23,000,000.00 0
Other $0.00 0
Total $23,000,000.00 0

TRACK RECORD/MONITOR
FIRM: Parsons/Odebrecht Joint Venture
COMPANY PRINCIPAL(S): General Partners: Parsons Transportation Group Inc. and Odebrecht Construction, Inc. The names of the partners in the partnership registration statement filed with the State of Florida are Loren Smith and Luis Augusto Rocha.
COMPANY QUALIFIER(S): James E Storey Jr. (State General Contractor License CGC 1504869)
COMPANY EMAIL ADDRESS: dave.brown@pojv-ntd.com

COMPANY ADDRESS: NW 22nd Street and Perimeter Road, Bldg 3025, Miami, Florida 33159
YEARS IN BUSINESS IN FLORIDA: 9 years (filed with the State of Florida on 6/24/02)

PREVIOUS EXPERIENCE WITH
COUNTY (PAST FIVE YEARS): See attached report from SBD
SUBCONTRACTORS AND SUPPLIERS
(SECTION 10-34 MIAMI-DADE CODE): See attached


CONTRACTOR PERFORMANCE: Performance on this existing contract is satisfactory. The Office of Capital Improvements CIIS database contains one satisfactory evaluation for POJV work on MDAD’s South Terminal Project No. H010A.

CONTRACT MEASURES: DBE measures 17.3%. DBE contractors have been paid $174,537,061.25 (17.74% of $983,734,053 paid to POJV as of 4/30/2011).

COMPLIANCE DATA: There have been no violations listed against this firm on this project or any other County projects.

DELEGATIONS OF AUTHORITY: The Aviation Director has the authority to expend the Allowance accounts, extend the contract time to complete any unfinished work, terminate or cancel the contract, or delete project work.

CONTRACT/PROJECT MANAGER: Juan Carlos Arteaga

NAME/PHONE/EMAIL: (305) 869-5694 JCArteaga@miami-airport.com

SBD REVIEW: Yes
LEGAL SUFFICENCY: Yes







_______________________
Deputy Mayor



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