R-2022-023 - 2/24/2022 RESOLUTION NO. R-2022-023
WHEREAS, the City of Round Rock desires to retain professional CO11SUlting services related
to the preparation of an Arts and Culture Masterplan; and
WHEREAS, ALCOM Technical Services, Inc. has submitted an Agreement for Prot'essional
Consulting Services to provide said services; and
WHEREAS, the City Council desires to enter into said agreement with AECOM Technical
Services, Inc., Now Therefore
BE IT RESOLVED BYTIff', COUNCIL OF ]'HE (Try OF ROUND ROCK, TEXAS,
That the Mayor is hereby authorized and directed 'to execute on behalf of the City an
Agreement for Professional Consulting Services for an Arts and Culture Masterplan with Al"VOM
Technical Services, Inc., a copy of same being attached hereto as Exhibit "A" and incorporated ficrein
for all purposes.
The City Council hereby finds and declares that written notice of' the date, hour, place and
subject of the meeting at which this, Resolution was adopted was posted and that Such meeting was
open to the public as required by law at all times during which this Resolution and the subject matter
hereof were discussed, considered and formally acted upon, all as required by the Open Meetings Act,
Chapter 551, Texas Government Code, as amended.
RESOLVED this 24th day of February, 2022,
CRXI( OR(�N, Mayor
City Of Round rack, Texas
ATTEST:
"/1"I d PI)U, I
PAGAN S'�' KS, (Ity C;lea
2112 20282, IS00-300-2N)2
EXHIBIT
CITY OF ROUND ROCK AGREEMENT FOR
PROFESSIONAL CONSULTING SERVICES FOR AN
ARTS AND CULTURE MASTERPLAN
WITH
AECOM TECHNICAL SERVICES,INC.
THE STATE OF TEXAS §
THE CITY OF ROUND ROCK § KNOW ALL BY THESE PRESENTS
COUNTY OF WILLIAMSON §
COUNTY OF TRAVIS §
THIS AGREEMENT for professional consulting services related to the preparation of an
Arts and Culture Masterplan(the"Agreement'),is made by and between the CITY OF ROUND
ROCK, a Texas home-rule municipal corporation with offices located at 221 East Main Street,
Round Rock, Texas 78664-5299 (the "City"), and AECOM TECHNICAL SERVICES, INC.,
located at 13355 Noel Road,Suite 400,Dallas,Texas 75240(the"Consultant"),(collectively,the
"parties").
RECITALS:
WHEREAS, professional consulting services related to the preparation of an Arts and
Culture Masterplan(the"Project")are desired by the City;and
WHEREAS,City desires to contract with Consultant for these services;and
WHEREAS, the parties desire to enter into this Agreement to set forth in writing their
respective rights,duties and obligations hereunder.
NOW,THEREFORE,WITNESSETH:
That for and in consideration of the mutual promises contained herein and other good and
valuable consideration, the sufficiency and receipt of which are hereby acknowledged, it is
mutually agreed between the parties as follows:
1.0 EFFECTIVE DATE,DURATION AND TERM
A. This Agreement shall be effective on the date this Agreement has been signed by
each party hereto,and shall remain in full force and effect unless and until it expires by operation
of the term indicated herein,or is terminated as provided herein.
B. The term of this Agreement shall commence upon execution and terminate upon
successful completion of the services. The services are estimated to be completed no later than
nine(9)months from the execution of this Agreement.
4878-8"1-3000/ss7
C. City and the Consultant reserve the right to review the Agreement at any time,
and may elect to terminate the Agreement with or without cause or may elect to continue.
2.0 SCOPE OF SERVICES
Consultant has issued its proposal for services, such proposal for services being attached
to this Agre meet as Exhibit "A" titled "Scope of Services," which shall be referred to as the
Scope of Se vices of this Agreement and incorporated herein by reference for all purposes.
Con ultant shall satisfactorily provide all services described herein and as set forth in
Section 3 o Exhibit"A"pursuant to the schedule set forth in Exhibit"A"and as agreed upon by
the parties. Consultant shall perform services in accordance with this Agreement, in
accordance with the appended Scope of Services and in accordance with due care and prevailing
consulting industry standards for comparable services.
3.0 LIMITATION TO SCOPE OF SERVICES
Consultant's undertaking shall be limited to performing services for City and/or advising
City concerning those matters on which Consultant has been specifically engaged. Consultant
and City a x that the Scope of Services to be performed is enumerated in Exhibit"A,"and may
only be modified by a written Supplemental Agreement executed by both parties as described in
Section 9.0.
4.0 CO TRACT AMOUNT
In cc nsideration for the professional consulting services to be performed by Consultant,
City agrees to pay Consultant an amount not-to-exceed Eighty-Three Thousand and No/100
Dollars( ,000.00)as set forth in Exhibit"A."
5.0 INV XCE REQUIREMENTS;TERMS OF PAYMENT
Invoices: To receive payment, Consultant shall prepare and submit detailed invoices to
the City, in accordance with the delineation contained herein, for services rendered. Such
invoices for rofessional services shall track the referenced Scope of Work, and shall detail the
services pe ormed, along with documentation for each service performed. Payment to
Consultants iall be made on the basis of the invoices submitted by Consultant and approved by
the City. St ch invoices shall conform to the schedule of services and costs in connection
therewith.
Shou d additional backup material be requested by the City relative to service
deliverables, Consultant shall comply promptly. In this regard, should the City determine it
necessary, Consultant shall make all records and books relating to this Agreement available to
the City for i rispection and auditing purposes.
Payment of Invoices: The City reserves the right to correct any error that may be
discovered in any invoice that may have been paid to Consultant and to adjust same to meet the
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requirements of this Agreement. Following approval of an invoice,the City shall endeavor to pay
Consultant promptly,but no later than the time period required under the Texas Prompt Payment
Act described in Section 8.01 herein. Under no circumstances shall Consultant be entitled to
receive interest on payments which are late because of a good faith dispute between Consultant
and the City or because of amounts which the City has a right to withhold under this Agreement
or state law. The City shall be responsible for any sales, gross receipts or similar taxes
applicable to the services,but not for taxes based upon Consultant's net income.
6.0 INSURANCE
Consultant shall meet all City of Round Rock Insurance Requirements set forth at:
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7.0 PROMPT PAYMENT POLICY
In accordance with Chapter 2251, V.T.C.A.,Texas Government Code,any payment to be
made by the City to Consultant will be made within thirty (30)days of the date the performance
of the services under this Agreement are completed, or the date the City receives a correct
invoice for the services, whichever is later. Consultant may charge interest on an overdue
payment at the "rate in effect"on September 1 of the fiscal year in which the payment becomes
overdue, in accordance with V.T.C.A., Texas Government Code, Section 2251.025(b). This
Prompt Payment Policy does not apply to payments made by the City in the event:
(a) There is a bona fide dispute between the City and Consultant, a contractor,
subcontractor, or supplier about the service performed that cause the payment
to be late;or
(b) There is a bona fide dispute between Consultant and a subcontractor or
between a subcontractor and its supplier about the service performed that
causes the payment to be late;or
(c) The terms of a federal contract, grant, regulation, or statute prevent the City
from making a timely payment with federal funds;or
(d) The invoice is not mailed to the City in strict accordance with any instruction
on the purchase order relating to the payment.
8.0 NON-APPROPRIATION AND FISCAL FUNDING
This Agreement is a commitment of the City's current revenues only. It is understood and
agreed that the City shall have the right to terminate this Agreement at the end of any City fiscal
year if the governing body of the City does not appropriate funds sufficient to purchase the
services as determined by the City's budget for the fiscal year in question. The City may affect
such termination by giving Consultant a written notice of termination at the end of its then-
current fiscal year.
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9.0 SU PLEMENTAL AGREEMENT
The terms of this Agreement may be modified by written Supplemental Agreement
hereto,duly authorized by City Council or by the City Manager,if the City determines that there
has been a significant change in (1) the scope, complexity, or character of the services to be
performed; or (2) the duration of the work. Any such Supplemental Agreement must be
executed by both parties within the period specified as the term of this Agreement. Consultant
shall not pe orm any work or incur any additional costs prior to the execution,by both parties,
of such Su plemental Agreement. Consultant shall make no claim for extra work done or
materials fu ished unless and until there is full execution of any Supplemental Agreement,and
the City s 11 not be responsible for actions by Consultant nor for any costs incurred by
Consultant lacing to additional work not directly authorized by Supplemental Agreement.
10.0 TERMINATION;DEFAULT
Teri ination: It is agreed and understood by Consultant that the City or Consultant may
terminate th Is Agreement for the convenience of the City or Consultant, upon thirty (30) days'
written notice to Consultant or City, with the understanding that immediately upon receipt of
said notice 11 work being performed under this Agreement shall cease. Consultant shall invoice
the City for vork satisfactorily completed and shall be compensated in accordance with the terms
hereof for ork accomplished prior to the receipt of said notice of termination. Consultant shall
not be enti ed to any lost or anticipated profits for work terminated under this Agreement.
Unless othe-wise specified in this Agreement, all data, information, and work product related to
this Project shall become the property of the City upon termination of this Agreement,and shall
be promptl3 delivered to the City in a reasonably organized form without restriction on future
use. Should the City subsequently contract with a new consultant for continuation of service on
the Project,Consultant shall cooperate in providing information.
Termination of this Agreement shall extinguish all rights, duties, and obligations of the
terminating arty and the terminated party to fulfill contractual obligations. Termination under
this section i hall not relieve the terminated party of any obligations or liabilities which occurred
prior to term ination.
Noth'ng contained in this section shalt require the City to pay for any work which.it
deems unsat sfactory or which is not performed in compliance with the terms of this Agreement.
Defa It; Either party may terminate this Agreement, in whole or in part, for default if
the Party p vides the other Party with written notice of such default and the other fails to
satisfactorily cure such default within ten (10) business days of receipt of such notice (or a
greater time if agreed upon between the Parties).
If de ault results in termination of this Agreement, then the City shall give consideration
to the actual costs incurred by Consultant in performing the work to the date of default. The cost
of the work I hat is useable to the City,the cost to the City of employing another firm to complete
the useable work,and other factors will affect the value to the City of the work performed at the
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time of default. Neither party shall be entitled to any lost or anticipated profits for work
terminated for default hereunder.
The termination of this Agreement for default shall extinguish all rights, duties, and
obligations of the terminating Party and the terminated Party to fulfill contractual obligations.
Termination under this section shall not relieve the terminated party of any obligations or
liabilities which occurred prior to termination.
Nothing contained in this section shall require the City to pay for any work which it
deems unsatisfactory,or which is not performed in compliance with the terms of this Agreement.
11.0 NONSOLICITATION
Except as may be otherwise agreed in writing,during the term of this Agreement and for
twelve (12)months thereafter,neither the City nor Consultant shall offer employment to or shall
employ any person employed then or within the preceding twelve (12) months by the other or
any affiliate of the other if such person was involved,directly or indirectly, in the performance of
this Agreement. This provision shall not prohibit the hiring of any person who was solicited
solely through a newspaper advertisement or other general solicitation.
12.0 INDEPENDENT CONTRACTOR STATUS
Consultant is an independent contractor, and is not the City's employee. Consultant's
employees or subcontractors are not the City's employees. This Agreement does not create a
partnership, employer-employee, or joint venture relationship. No party has authority to enter
into contracts as agent for the other party. Consultant and the City agree to the following rights
consistent with an independent contractor relationship:
(1) Consultant has the right to perform services for others during the term hereof.
(2) Consultant has the sole right to control and direct the means,manner and method
by which it performs its services required by this Agreement.
(3) Consultant has the right to hire assistants as subcontractors, or to use employees
to provide the services required by this Agreement.
(4) Consultant or its employees or subcontractors shall perforin services required
hereunder, and the City shall not hire, supervise, or pay assistants to help
Consultant.
(5) Neither Consultant nor its employees or subcontractors shall receive training from
the City in skills necessary to perform services required by this Agreement.
(6) City shall not require Consultant or its employees or subcontractors to devote full
time to performing the services required by this Agreement.
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(7) Neither Consultant nor its employees or subcontractors are eligible to participate
in any employee pension, health, vacation pay, sick pay, or other fringe benefit
plan of the City.
13.0 CONFIDENTIALITY; MATERIALS OWNERSHIP
Any and all programs,data,or other materials furnished by the City for use by Consultant
in connection with services to be performed under this Agreement, and any and all data and
information gathered by Consultant, shall be held in confidence by Consultant as set forth
hereunder. Each party agrees to take reasonable measures to preserve the confidentiality of any
proprietary r confidential information relative to this Agreement, and to not make any use
thereof othe than for the performance of this Agreement, provided that no claim may be made
for any failure to protect information that occurs more than three (3) years after the end of this
Agreement.
The parties recognize and understand that the City is subject to the Texas Public
Informatio k Act and its duties run in accordance therewith.
All data relating specifically to the City's business and any other information which
reasonably should be understood to be confidential to City is confidential information of City.
Consultant's proprietary software, tools, methodologies, techniques, ideas, discoveries,
inventions, now-how,and any other information which reasonably should be understood to be
confidential to Consultant is confidential information of Consultant. The City's confidential
information and Consultant's confidential information is collectively referred to as "Confidential
Information.' Each party shall use Confidential Information of the other party only in
furtherance of the purposes of this Agreement and shall not disclose such Confidential
Information to any third party without the other party's prior written consent, which consent
shall not be unreasonably withheld. Each party agrees to take reasonable measures to protect the
confidentiality of the other party's Confidential Information and to advise their employees of the
confidential nature of the Confidential Information and of the prohibitions herein.
Notwithstanding anything to the contrary contained herein, neither party shall be
obligated to treat as confidential any information disclosed by the other party (the "Disclosing
Party") which: (1) is rightfully known to the recipient prior to its disclosure by the Disclosing
Party; (2) is released by the Disclosing Party to any other person or entity (including
governmental agencies) without restriction; (3) is independently developed by the recipient
without any liance on Confidential Information; or(4) is or later becomes publicly available
without viol tion of this Agreement or may be lawfully obtained by a party from any non-party.
Notwithstanding the foregoing, either party will be entitled to disclose Confidential Information
of the other to a third party as may be required by law, statute, rule or regulation, including
subpoena or other similar form of process, provided that (without breaching any legal or
regulatoryrequirement) the party to whom the request is made provides the other with prompt
written notice and allows the other party to seek a restraining order or other appropriate relief..
Subject toConsultant's confidentiality obligations under this Agreement, nothing herein shall
preclude or 1 imit Consultant from providing similar services for other clients.
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Notwithstanding the foregoing, either party will be entitled to disclose Confidential
Information of the other to a third party as may be required by law, statute, rule or regulation,
including subpoena or other similar form of process, provided that(without breaching any legal
or regulatory requirement)the party to whom the request is made provides the other with prompt
written notice and allows the other party to seek a restraining order or other appropriate relief.
Subject to Consultant's confidentiality obligations under this Agreement, nothing herein shall
preclude or limit Consultant from providing similar services for other clients.
Neither the City nor Consultant will be liable to the other for inadvertent or accidental
disclosure of Confidential Information if the disclosure occurs notwithstanding the party's
exercise of the same level of protection and care that such party customarily uses in safeguarding
its own proprietary and confidential information.
Notwithstanding anything to the contrary in this Agreement, the City will own as its sole
property all written materials created, developed, gathered, or originally prepared expressly for
the City and delivered to the City under the terms of this Agreement (the "Deliverables"); and
Consultant shall own any general skills, know-how, expertise, ideas, concepts, methods,
techniques, processes, software, or other similar information which may have been discovered,
created, developed or derived by Consultant either prior to or as a result of its provision of
services under this Agreement(other than Deliverables). Consultant shall have the right to retain
copies of the Deliverables and other items for its archives. Consultant's working papers and
Consultant's Confidential Information (as described herein) shall belong exclusively to the
Consultant. "Working papers" shall mean those documents prepared by Consultant during the
course of performing the Project including, without limitation, schedules, analyses,
transcriptions, memos, designed and developed data visualization dashboards and working notes
that serve as the basis for or to substantiate the Project. In addition, Consultant shall retain sole
and exclusive ownership of its know-how,concepts,techniques,methodologies, ideas,templates,
dashboards, code and tools discovered, created or developed by Consultant during the
performance of the Project that are of general application and that are not based on City's
Confidential Information hereunder (collectively, "Consultant's Building Blocks"). To the
extent any Deliverables incorporate Consultant's Building Blocks, Consultant gives City a non-
exclusive, non-transferable, royalty-free right to use such Building Blocks solely in connection
with the deliverables. Subject to the confidentiality restrictions mentioned above, Consultant
may use the deliverables and the Building Blocks for any purpose. Except to the extent required
by law or court order, City will not otherwise use, or sublicense or grant any other party any
rights to use, copy or otherwise exploit or create derivative works from Consultant's Building
Blocks.
City shall have a non-exclusive, non-transferable license to use Consultant's Confidential
Information for City's own internal use and only for the purposes for which they are delivered to
the extent that they form part of the Deliverables.
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14.0 WARRANTIES
Consultant represents that all services performed hereunder shall be performed consistent
with genera ly prevailing professional or industrial standards, and shall be performed in a
professional and workmanlike manner. Consultant shall re-perform any work not in compliance
with this rep sentation.
15.0 LIM TATION OF LIABILITY
Should any of Consultant's services not conform to the requirements of the City or of this
Agreement, then and in that event the City shall give written notification to Consultant;
thereafter,( )Consultant shall either promptly re-perform such services to the City's satisfaction
at no additional charge, or(b) if such deficient services cannot be cured within the cure period
set forth her in,then this Agreement may be terminated for default.
In n event will Consultant be liable for any loss,damage, cost or expense attributable to
negligence, willful misconduct or misrepresentations by the City, its directors, employees or
agents.
Neitt er party's liability, in contract, tort (including negligence) or any other legal or
equitable the ry, (a)shall exceed the professional fees paid or due to Consultant pursuant to this
Agreement 4 ir (b) include any indirect, incidental, special, punitive or consequential damages,
even if such party has been advised of the possibility of such damages. Such excluded damages
include,without limitation,loss of data, loss of profits and loss of savings of revenue.
16.0 INDEMNIFICATION
Cons iltant shall save and hold harmless City and its officers and employees from all
claims and liabilities due to activities of his/her/itself and his/her/its agents or employees,
performed u der this Agreement, which are caused by or which result from the negligent error,
omission, or negligent act of Consultant or of any person employed by Consultant or under
Consultant's direction or control.
Cons ltant shall also save and hold City harmless from any and all expenses, including
but not limi ed to reasonable attorneys' fees which may be incurred by City in litigation or
otherwise defending claims or liabilities which may be imposed on City as a result of such
negligent activities by Consultant,its agents,or employees.
17.0 ASSIGNMENT AND DELEGATION
The parties each hereby bind themselves, their successors, assigns and legal
representatives; to each other with respect to the terms of this Agreement. Neither party may
assign any rights or delegate any duties under this Agreement without the other party's prior
written approval,which approval shall not be unreasonably withheld.
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18.0 LOCAL,STATE AND FEDERAL TAXES
Consultant shall pay all income taxes, and FICA (Social Security and Medicare taxes)
incurred while performing services under this Agreement. The City will not do the following:
(1) Withhold FICA from Consultant's payments or make FICA payments on its
behalf;
(2) Make state and/or federal unemployment compensation contributions on
Consultant's behalf;or
(3) Withhold state or federal income tax from any of Consultant's payments.
If requested, the City shall provide Consultant with a certificate from the Texas State
Comptroller indicating that the City is a non-profit corporation and not subject to State of Texas
Sales and Use Tax.
19.0 COMPLIANCE WITH LAWS,CHARTER AND ORDINANCES
A. Consultant, its consultants, agents, employees and subcontractors shall use best
efforts to comply with applicable federal and state laws, the Charter and Ordinances of the City
of Round Rock, as amended,and with all applicable rules and regulations promulgated by local,
state and national boards, bureaus and agencies. Consultant shall further obtain all permits,
licenses, trademarks, or copyrights required in the performance of the services contracted for
herein,and same shall belong solely to the City at the expiration of the term of this Agreement.
B. In accordance with Chapter 2271,Texas Government Code,a governmental entity
may not enter into a contract with a company for goods and services unless the contract contains
written verification from the company that it: (1)does not boycott Israel;and(2)will not boycott
Israel during the term of a contract. The signatory executing this Agreement on behalf of
Consultant verifies Consultant does not boycott Israel and will not boycott Israel during the term
of this Agreement.
20.0 FINANCIAL INTEREST PROHIBITED
Consultant covenants and represents that Consultant, its officers, employees, agents,
consultants and subcontractors will have no financial interest, direct or indirect, in the purchase
or sale of any product,materials or equipment that will be recommended or required hereunder.
21.0 DESIGNATION OF REPRESENTATIVES
The City hereby designates the following representative authorized to act on its behalf
with regard to this Agreement:
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Scot Wilkinson
Arts Z Culture Director
221 ]Fast Main Street
Rout d Rock,Texas 78664
(512)671-2705
swill onsonc.roundrocktexas. ov
The Consultant hereby designates the following representative authorized to act on its
behalf with regard to this Agreement:
Lind i Cheu
1335 5 Noel Road
Suite 400
Dallis,Texas 75240
(415)378-8858
Lind .chcu ajaccom.com
22.0 NOTICES
All notices and other communications in connection with this Agreement shall be in
writing and hall be considered given as follows:
(1) When delivered personally to recipient's address as stated herein;or
(2) Three (3) days after being deposited in the United States mail, with postage
prepaid to the recipient's address as stated in this Agreement.
Notice to Consultant:
AECOM Technical Services, Inc.
13355 Noel Road
Suite 400
Dallas,Texas 75240
Notice to City:
City Manager,City of Round Rock
221 East Main Street
Round Rock,TX 78664
AND TO:
Stephan L. Sheets,City Attorney
309 East Main Street
Round Rock,TX 78664
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Nothing contained in this section shall be construed to restrict the transmission of routine
communications between representatives of the City and Consultant.
23.0 APPLICABLE LAW; ENFORCEMENT AND VENUE
This Agreement shall be enforceable in Round Rock, Texas, and if legal action is
necessary by either party with respect to the enforcement of any or all of the terms or conditions
herein, exclusive venue for same shall lie in Williamson County, Texas. This Agreement shall
be governed by and construed in accordance with the laws and court decisions of Texas.
24.0 EXCLUSIVE AGREEMENT
The terms and conditions of this Agreement, including exhibits, constitute the entire
agreement between the parties and supersede all previous communications, representations, and
agreements, either written or oral, with respect to the subject matter hereof. The parties
expressly agree that, in the event of any conflict between the terms of this Agreement and any
other writing, this Agreement shall prevail. No modifications of this Agreement will be binding
on any of the parties unless acknowledged in writing by the duty authorized governing body or
representative for each party.
25.0 DISPUTE RESOLUTION
The City and Consultant hereby expressly agree that no claims or disputes between the
parties arising out of or relating to this Agreement or a breach thereof shall be decided by any
arbitration proceeding, including without limitation, any proceeding under the Federal
Arbitration Act(9 USC Section 1-14)or any applicable state arbitration statute.
26.0 SEVERABILITY
The invalidity, illegality,or unenforceability of any provision of this Agreement or the
occurrence of any event rendering any portion of provision of this Agreement void shall in no
way affect the validity or enforceability of any other portion or provision of this Agreement.Any
void provision shall be deemed severed from this Agreement,and the balance of this Agreement
shall be construed and enforced as if this Agreement did not contain the particular portion of
provision held to be void. The parties further agree to amend this Agreement to replace any
stricken provision with a valid provision that comes as close as possible to the intent of the
stricken provision.The provisions of this Article shall not prevent this entire Agreement from
being void should a provision which is of the essence of this Agreement be determined void.
27.0 STANDARD OF CARE
Consultant represents that it is experienced and competent to perform all of the services,
responsibilities and duties specified herein and that such services, responsibilities and duties
shall be performed, whether by Consultant or designated subconsultants, in a manner acceptable
to the City and according to generally accepted industry practices for comparable services.
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28.0 GIL LTUITIES AND BRIBES
City, may by written notice to Consultant, cancel this Agreement without incurring any
liability to Consultant if it is determined by City that gratuities or bribes in the form of
entertainme t, gifts, or otherwise were offered or given by Consultant or its agents or
representatives to any City Officer, employee or elected representative with respect to the
performance of this Agreement. In addition, Consultant may be subject to penalties stated in
Title 8 of th Texas Penal Code.
29.0 RIC HT TO ASSURANCE
Whc never either party to this Agreement, in good faith, has reason to question the other
party's irate it to perform hereunder, then demand may be made to the other party for written
assurance o the intent to perform. In the event that no written assurance is given within the
reasonable t'me specified when demand is made,then and in that event the demanding party may
treat such failure an anticipatory repudiation of this Agreement.
30.0 MISCELLANEOUS PROVISIONS
Time is of the Essence. Consultant agrees that time is of the essence and that any failure
of Consultant to complete the services for each Phase of this Agreement within the agreed
Project sch ule may constitute a material breach of the Agreement.
Con ultant shall b responsible for its delays or for failures to use reasonable efforts in
accordance with the terms of this Agreement. Where damage is caused to City due to
Consultant' failure to perform in these circumstances, City may withhold,to the extent of such
damage, Cc nsultant's payments hereunder without a waiver of any of City's additional legal
rights or iedies. City shall render decisions pertaining to Consultant's work promptly to avoid
unreasonabl D delays in the orderly progress of Consultant's work.
Fore Majeure. Notwithstanding any other provisions hereof to the contrary, no failure,
delay or de ult in performance of any obligation hereunder shall constitute an event of default
or breach o this Agreement, only to the extent that such failure to perform, delay or default
arises out o 7 causes beyond control and without the fault or negligence of the party otherwise
chargeable i vith failure, delay or default; including but not limited to acts of God,acts of public
enemy, civi war, insurrection, riots, fires, floods, explosion, theft, earthquakes, natural disasters
or other ca alties, strikes or other labor troubles, which in any way restrict the performance
under this Agreement by the parties.
Sect on Numbers. The section numbers and headings contained herein are provided for
convenienc only and shall have no substantive effect on construction of this Agreement.
Wa' er. No delay or omission by either party in exercising any right or power shall
impair such right or power or be construed to be a waiver. A waiver by either party of any of the
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covenants to be performed by the other or any breach thereol' shall not be construed to be as
waiver ol'any succeeding, breach or ol'any other covenant. No waiver of(fischarge shall be valid
Unless in writing and signed by an authorized representative of* the party, against whom siwh
waiver or discharge is Sought to be enforced.
Multiple Counterparts. This Agreement may be executedexecutedin multiplc counterparts,
which taken together shall be considered one original. The City agrees to provide Consultant
with one fully executed original.
IN WITNESS, WHEREOF, the parties have executed this Agreement on the dates
licreafter indicated.
City of Round Rock,Texas AECOM T —1 Ica qrvicq„� nc.
By: By: .......
Printed Nmne: Printed Narne:
Title: Title:
Date Signed: late Sigm:(I
F'or City, Attest:
By: ........_......
Meagan Spinks, City Clerk
For City, Approved as to Form:
By:
Stephan L Sheets, City Attorney
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Exhibit"A"
mcoM
M COM A3GOM
�� 13355 NSI Road,Suite 400
Dallas,TX 75240
aecom.com
December 10,2021
Scot S.Wilkinson
City of Round Rock
Director for Arts and Culture
221 E.Main Street
Round Rock,Texas 78664
Re:Proposal for Arts and Culture Masterplan
Dear Scot:
It has been a pleasure speaking with you about the City of Round Rock's successes and milestones with respect
to arts and culture.It is our understanding that the City has a current Arts Master Plan that was completed in
2011 that now requires an update and refresh.As part of this master plan,you would also like to address site
and development issues related to a new arts facility.
The Round Rock arts and cultural community has expanded over the years,with approximately 100 arts groups,
400 amateur arts groups.75 professional artists,and over 300 plus art events.At the same time,Round Rock
and the region around are rapidly growing,with Round Rock identified as one of the fastest growing cities in the
United States.As the population and economic base grows,market demand for arts and cultural programming
and facilities will increase.
As part of this study,you would like to address community interests and needs and market and audience shifts
that affect demand for cultural facilities and programing and also understand how other similar sized cities are
supporting culture and arts. In addition,you would like the study to address key feasibility issues related to a
new facility with respect to one or more sites that may be available.
In order to address these two questions,we are proposing a team comprised of=.=. :u,!,al and
. - ;•,,,,t ,r >•_.; and the�:•r',;. 't '... ...•. i_ ` ,,. The two firms have successfully worked together
for multiple public agencies involving arts and culture,including an ongoing Arts and Culture Needs Assessment
for the County of Los Angeles.Both firms have also been active on projects throughout Texas,including recent
cultural,tourism,and attractions work in Round Rock,Dallas,Houston,San Antonio,Flower Mound,and Waco.
• i-;PL has decades of experience preparing arts and cultural masterplans and strategic plans for local
government agencies,including recent projects in Texas. The firm's partners are well-versed in arts and
cultural planning,public art master planning and ordinance development,strategic planning,organizational
assessments and development,community and stakeholder engagement,and arts market demand
research.
• AECOM brings over 65 years of advising public agencies,cultural institutions,developers.and designers on
market,audience,business planning,and economic feasibility issues related to the development and
operation of cultural facilities,cultural districts,and cultural attractions of all types. As you know,AECOM
has recently made a major commitment to Texas through the relocation of its corporate headquarters to
Dallas.We have planning and strategy staff based in Texas who have worked throughout Texas and will be
available to support our team for this effort.
City of Round Rock Arts and Culture Masterplan 2
Exhibit "A"
AECdM
Together,the NECOM/CPG team bring a wide range of expertise with planning,policy,and market and
economics ol the arts that can address the wide range of complex issues currently facing the arts,including:
• Increasec demand for increased arts programming,funding,and facilities in gnawing suburban areas
(particulai ly in areas like Round Rock with rapid growth)that formerly relied on larger cities for arts and
culture;
• Integratio ri of themed entertainment and commercial attraction theatrical and exhibit design techniques
into tradit oral cultural facilities and attractions to appeal to new audiences,and in some cases the
development of new cultural attraction types that are a hybrid(e.g.Meow Wolf).
• Expansioi i of programming,particularly with music,food and beverage to attract younger audiences;
• Use of cu tura)facilities as unique venues for non-cultural programming as a way of attracting new
audience (e.g.yoga):
• Continue I challenges to arts funding and support,with an ongoing need to address economic
sustainat ility of arts and cultural facilities and organizations:
• Emerges a of different types of public private partnerships;
• Impact of the COVID-19 pandemic on arts organizations and facility design and space needs:
• Diversity, aquity,and access to the arts.
This proposal further introduces our firm and practice,highlights select relevant expertise,reviews key staff
biographies,proposed scope of work,associated schedule,and budget.The proposed scope is similar to the
approach we I iave successfully used previously on similar assignments,but we would be pleased to revise it as
appropriate to fit your particular requirements.
Thank you for the opportunity to submit this proposal,and we look forward to working with you on this very
exciting proje(t.
Sincerely,
-""Ai 11. C4,
John Roblne tt Linda Cheu
Senior Vice Resident Vice President
310.254.767 415.378.8858
ohn.r bin tt aecorn.com Iinda.chewa)gmad.com
Gty or Round Rock M9 and Culture Masterpian 3
Exhibit "A"
AECOM
SECTION 01
firms,financial institutions,investors,corporations,
Firm background
educational institutions,and public entities all rely on
our advice.
A=COM AECOM is the world's trusted
infrastructure consulting firm, Culture and Entertainment Economics
delivering professional services throughout the project AECOM Economics is a global leader in business
lifecycle—from planning,design and engineering to planning for cultural facilities,programming,and
program and construction management On projects attractions of all types.This niche practice was started
spanning buildings,water,new energy and the over 65 years ago working for Walt Disney,evaluating
environment.our public-and private-sector clients trust attendance and market potential and advising on
us to solve their most complex challenges.Our teams market-driven physical planning decisions for
are driven by a common purpose to deliver a better Disneyland. Our practice is a key part of many high-
world through our unrivaled technical expertise and profile concept and expansion projects throughout the
innovation,a culture of equity,diversity and inclusion, world.We have extensive experience advising cities and
and a commitment to environmental,social and other public agencies on cultural facilities.cultural
governance priorities.AECOM is a Fortune 500 firm. districts,and attractions of all types,including:
Economics+Advisory museums,science centers,traveling exhibits,festivals
The AECOM Economics+Advisory team helps clients and fairs,family entertainment center concepts,indoor
evaluate and make decisions around projects and entertainment centers,brand and corporate visitor
policies:we analyze feasibility,developer partnerships, experiences,specialty attractions,theme parks,water
financial requirements,social impact,resilience,risk, parks,concerts and other relevant entertainment
and prospects for success to generate optimal destinations and experiences.We provide advice and
outcomes for our clients.Our experience shows that guidance to more cultural and commercial attractions
successful projects and policies share common traits: than any other firm.
informed decision-making early in the process,and Our consulting services for cultural and commercial
clear,consistent communication. attractions include,
We work to take preliminary planstconcepts for real . Demand analysis:objective and responsible
estate,regional and place-based economic analysis of estimated attendance,utilization,
development,urban revitalization,higher education and market segmentation,and types and sizing of
public facilities,and visitor destinations and help special attractions.
provide analysis and actionable steps to turn those . Business planning and financial feasibility:experts
plans into reality,and a strong track record of in projections of revenues,operating expenses,
successful plans that have produced measurable capital costs,and financing plans.
outcomes. 0 Revenue strategies:creative approaches to the
AECOM Economics has a unique,nuanced revenue generation,pricing and upcharge
understanding of real estate,urban growth,and
strategies,eta
development economics,and we work to leverage this 0Program development:conceptual design,visitor
understanding to support economic and policy experience evaluations,interpretive planning,
frameworks for plans and redevelopment projects,real facility sizing,and visitor services plans.
estate development initiatives,and sustainable,resilient • Economic and fiscal impact analysis:assessments
economic development and economic recovery of jobs created,taxes,income generated for
strategies.In our work,we endeavor to balance private communities,and indirect,direct,and induced
sector investment requirements with public sector benefits.
policy objectives.We enable our clients to invest in, • Operational plans:management structures,
develop,and manage profitable real estate ventures staffing requirements,marketing plans,and
through public-private partnerships and other expense analysis.
mechanisms by helping them navigate the complexities
and challenges inherent in the process.Development
City of Round RoCk Alts and cowre Masteq*n 4
Exhibit r,Ar,
AFea;OM
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Exhibit"A
AECOM
City ofRound Roc.kArtsandCuiture a.sterplan B
Exhibit "A"
AECTA
SECDON 02
Proyiect tearn
Tim core qqew Iwo nembus an wirMnatca,of W CTG maNmM^.o.rcatji,r;of ex,aen�,,nce Togetiw", lh,[,
Wwn manibos N-hg oxpann V WW and au s pWvng eas omd mMwN kciky mwks wiaNsa;and WaViAny,and
Te dembpnm
Key Staff
f)""o,I.,
Senim Vire PmAdmt Vice Pmddwit
AECOM AECOM
PrAcul Inpoisn'
John I,otwi,-Itt e,f-4asecl in AE COM's L os Angeles officc,
and over sees I 1e Culture at d Entertainment
Econokcs pacnee.at A[,G0M &le hos had a 35 yew exp&,iance acivising p&k aglar.ev mxp= clents,
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asure mMra e;AUWKnVML W emat,and spm is and Qmd use phnnbg issues nal atod to CLAune and wts.
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Md WnuN 1 WaLIMM US and biagn gave;nmm& ecmiomca waluding ecexroc develqxnenl fAans for
and privau,=sectof devebpers and(�)po ators, h lis WwM distrims ethnw and cdaud hentage disurls,
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twondNanayss,shan,and opembonal yon riull,ong,
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C,()Syl-tj �I C Y
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a BA m Nwinwo Wn Loyola tAaryr nount University, Ai-t"ae�fica She has aBso ved an Wie San Froncims
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A
ni--�Lxfing recent a�,trac,,bon��otk,in Rourid MGowy Conahtme on f)t-,v,,n)prnent She
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,and near Baa:JnJor in Arts Nam Sta!,mforrd Unr ve,'�rsity
Exhibit "A"
ARAMf
41 "'n
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y
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Exhibit "A"
AECOM
• What are key development and feasibility issues
SECTION 03 related to development of a new facility at the
Scope of work preferred site?
• How can issues of diversity,access,and equity be
The City of Round Rock has a growing and active arts addressed within the cultural arts master plan?
community that hc is been grounded by the City Arts Of course,the community now faces threats from the
and Culture Mesta plan.The plan was developed in current public health and economic circumstances.
2011 and requires updating to build on the many Many consider the arts to be"second responders,"
successes and mi estones in arts and culture in Round contributing to community resilience and recovery.
Rock,current nee s of the arts community,changing Round Rock clearly has an expansive view of the role
demographics a population growth.and emerging arts,culture and creativity in the community.The new
trends in arts and ulture. Arts and Culture Masterplan will better empower the
Key issues to be a dressed as part of this assignment arts to sere the community and provide a framework
for the next decade of evolution.
include:
• What is the ci irrent state of arts,culture and Cultural plans can be viewed as a type of political
creative ecor omy in Round Rock? What are the campaign.We use the planning process to"make the
strengths?W iat is lacking? case"for the many roles and value of the arts in the city
and for the community's vision.We engender
• How do mark at factors,such as population growth community and political support for the plan and create
and demogra hic changes,affect demand and the conditions for successful implementation.
needs for cul ural and arts programming and Based on our understanding of your needs and our
facilities? experience on similar projects,we would recommend
• What is the ci irrent environment for arts,culture the scope of services that follows,but we would be
and the creat ve economy in Round Rock?What pleased to work with you should it require modification.
are the com unity factors—resources, Through the community engagement,research and
leadership,pr i,orities,community challenges,
Planning process we have outlined below,we will
economic delopment goals,etc.,—that affect
address the preceding Issues.
their support,growth,and sustainability?What do
those factors mean for strategies for their
development
I. Project Initiation and Planning
• In what ways Round Rock competitive in
attracting cre 3five individuals and creative
��`,4. i l'r•:,It�c.;IruUCdiOr.
industries?W iat strategies will be most effective
The
in building on our greatest assets and strengths? first task w![I be initiation of the assignment,
including a call or calls with key Client team members
How do we'sl ack up'to other cities with similar and key AECOM personnel.The following topics will be
characteristi ?Who do we want to compare discussed during these calls,as appropriate:
ourselves to i nd why,and what can we learn from • Team members and stakeholder introductions,
the efforts of thers?What differentiates us from roles,lines of communication,and future meetings.
these other p aces and what are the implications • Assignment priorities,schedule,tasks,and
of that differs tiation in developing strategies? g
deliverables.
• Who are key p rivate sector partners to the City in . Key client goals,issues,and assumptions.
implementing arts and cultural goals and
• Research protocol.
priorities?
• What addition I cultural facilities are needed,and We will also review all relevant studies,plans,and
what are the strengths and challenges of sites
policies,including all studies related to arts and cultural
including the Old Library site? planning or facilities and other City economic
development plans or other planning documents.
City of Round RoCk Arts a id Couture Masterplan 9
Exhibit "A"
AECCM
Task-') C:•'?all_err of Community Task Force or A.rlvr;,.)ry • Data may include facility use,activity and patron
.voup and Enu:sc�empn!Planninc; information;longitudinal data on grants in the arts:
In our experience a carefully formulated task force or program and service materials and information as
advisory group can provide invaluable perspectives on avaHable.Based on our review of this information,
the community,promote participation in the plan,and we will identify and recommend key issues and
be important advocates upon completion for opportunities to focus the ensuing research and
implementation.The consultants would provide draft strategy development.Data and materials review is
materials—such as a job description'—as requested also the opportunity to identify what gaps may exist
and work with project staff in forming a work plan for the in data and consider options to fill those gaps.
Task Force.We will present findings and • We will also examine the creative economy in
recommendations to this group throughout the study Round Rock,using tools such as CV Suite.We can
process,soliciting their feedback.Note that this also use custom scripts to analyze geospatial data
assignment can be completed without the creation of efficiently and effectively using a variety of
this group. programs.
We will identify and document national and regional
Er, r,yerr:=nt?lann:r.c; trends in culture,arts,and entertainment to help
Stakeholder and community engagement will be inform the plan. These will be defined and
strategically targeted and designed to suit the specific described,with examples provided.
needs of the study process.As described above,during
the project initiation period,we will work with the project
team to establish the specific approach for community We will tour Round Rock focusing on key cultural and
engagement in Round Rock. arts facilities as well as areas or nodes of concentrated
Our approach includes multiple entry points for all development or focuses of City economic
sectors of the community,from the grassroots to the development efforts.
leadership level.Potential community engagement We will also tour key sites that are being considered as
possibilities are many:traditional face-to-face opportunities for an additional arts facility.We will
interviews and personal meetings;discussion groups. analyze the strengths,weaknesses,opportunities,and
online participatory tools;interactive workshops;pop- challenges for priority sites.
ups;peer-led discussion;surveys;community forums;
town halls;co-hosted community sessions;and other ;.,•,. , ,...:, ;..=; ,,,,�..„ ... ,, ,,• .. .;:,
methods deemed appropriate.We will make
accommodations as needed based on current situation We will work with the Client to identify key cultural
with Covid-19 at the time of engagement. assets and collect data related to performance,
utilization,physical characteristics,typical user groups,
Il. Research and Data Analysis and financial performance.Wewill also identify future
proposed facilities that may have relevance to arts and
>.r. f.l .�; a'.:;Er. :�•��:: .'=a;:, -. culture.This review will include a broad range of arts and
• We will conduct a thorough market and economic cultural assets,including facilities,programs,festivals,
analysis,evaluating population size,historic and organizations,public art,and others.
future projected growth,demographic factors,and This information will be used to compare existing supply
others.We will develop"heat maps'showing the to demand as part of the underlying framework for the
demographic factors of interest in geospatial masterplan.
format. We can also add key assets and facilities
(see Task 5)as a layer on these maps to show any
gaps in key demographic groups or population In consultation with the project team,we will identify a
centers.While we will focus on Round Rock,the cohort of relevant cities and/or programs for a
'market"for cultural facilities does typically not comparison study.The study can take the form of
respond to city boundaries,so we will also evaluate trends,benchmarking or best practices/model
population within a 30-and 60-minute drive time. programs from the nation and the region.It can focus
City of Round Rock Arts and Culture Masterplan 10
Exhibit "A"
AECOM
on issues of spec al relevance Round Rock,such as arts identifying electronic lists and partners to help
funding,arts prog amming,public art,audience with distribution of the survey to the community
development,aproaches to cultural equity, Site Visit#2
neighborhood arts,arts education,creative economy,
and other topics. • Community Town Hall/Workshop:We will conduct
a Community Town Hall/Workshop in tandem with
Tas,�.� P.-a uam 1�-;-.--,m,--,an:� a community survey to identify the community's
Anahysls vision and values for arts and culture.
We will review all tl ie market analysis and data collected 0 Additional stakeholder meetings:We will conduct
in the previous to identify and recommend key additional interviews and/or small group interviews
issues and opporl inities to focus the ensuing research with arts and cultural organizations,developers,
and strategy deve opment.Data and materials review is artists,and creatives,media representatives,
also the opportu to identify what gaps may exist in community and business leaders,potential
data and consider options to fill those gaps. funding partners,civic and neighborhood
associations,and any other leadership valuable to
111. Commu ity Engagement and the planning process.
• Task Force Meeting#2:We will share findings from
Planning P ocess the survey and topline findings from research to
date and our first site visit. This is also an
opportunity to test initial thoughts on strategies or
We propose three site visits,supplemented with emerging ideas.
additional virtual rr eetings. Site Visit#3
Site Visit#1 Final presentation:We will present at a City Council
The first site visit v'll include the following: • or other public meeting where the plan may be
• Task Force M eting:First meeting with the Task adopted or discussed.
Force,which 1 Nould include SWOT analysis, • Implementation workshop:We will conduct an
visioning,key issues discussion,assistance with implementation workshop with the task force.
engagement,strategic pian review,and other steering committee,or other designated
functions, stakeholders to serve as stewards of the plan in
• Stakeholder I Aeetings.Meetings with key City the community.
officials and i tall and other major stakeholders, Additional stakeholder meetings and/or small focused
including ecc nomic development organizations, group interviews
citywide arts bdustry organizations,Go Round
Rock,and the like. City staff interviews typically IV. Facility and Site Assessment
Include Economic Development,Parks and . We will assess facility needs and program based
Recreation.City Finance,and other relevant upon previous reports,interviews with City staff
departments
• and key stakeholders, and findings from the
Focused Group Interviews:Small focused group
demand i supply gap analysis.
interviews wit arts and culture organizations and
arts leaders. • We will develop a list of evaluation criteria to be
• Round Rock I our and Site Visits:The site visit and used in evaluating sites that will Incorporate Client
tour describe J in Task 5 will also take place during goals and priorities,community priorities,and
this visit. other measures related to economic sustainability,
• Community S irvey Launch:We will conduct an market and audience potential,and economic
online cornmi pity survey for residents intended to development or land use planning.
identify vision,values,aspirations and opinions of . Based upon these criteria,we will evaluate
the general pi iblic.The survey will be open to all possible sites and assign scores to reflect relative
residents;citN staff will be responsible for strength.
Cky of Round Rock Arts a rW Culture Masterplan 11
Exhibit "A"
AECOM
V. Plan Development
At the end of the community engagement,we will
prepare a preliminary outline of the plan that includes a
topline summary of findings and Initial
recommendations.We review and vet the preliminary
outline with the Client and the Task Force for feedback
and desired changes.This step allows for idea
development and helps build consensus on key plan
issues.The plan will include all of the topics prioritized in
your email,including funding,operational budget,
diversity and equity,support for growing the arts,
community priorities,and others.
Based on the preliminary outline,we will prepare a
complete draft Cultural Arts Vision plan.The draft will
contain a consolidated research summary of findings
and other issues.The recommendations will be
organized according to vision,goals,strategies and
actions to provide sufficient specificity.
We ask key City leadership to review and vet the draft
strategic plan before it is distributed to the Task Force,
Commission for the Arts,stakeholders and general
public.
Following internal vetting,we ask the City to distribute
the revised draft plan to the Task Force,other
stakeholders and general public for input.
We will develop a revised final draft plan that reflects the
desired changes and edits,with final graphic design,for
review and adoption by the City Council.The plan will
include a detailed matrix for funding and
implementation,including specific starting points,
assignments of responsibility,approximate costs.
funding sources,and priorities/phasing of the
recommended actions.
As described under Site Visits,we will hold an
implementation workshop with the Task Force or
relevant stakeholder group.
City of Round Rock Arts and Ctduae Masterplan 12
Exhibit "A"
AMOM
SECTION 04
Fee and Schedule
Proposed Fee
AECOM proposes to complete the services in the RFP
on a lump sum/fie t fee basis. The fee for the preceding
scope of work,which is based on our understanding of
the project,is$83, 00.
We understand thi t the initial budget allocated for this
assignment is$70 000.Should this be a fixed amount
we can certainly rk with you to adjust the scope to
meet the budget li nit.
Project Sc edule
This process typic 311y takes between 7 and 9 months,
depending on how quickly a task force or advisory
group can be selec ted or identified,timing of meetings,
and review time for deliverables.We can work with you
to accommodate e ny schedule requirements or internal
deadlines.
City of Round Rock Arts ai d Culture Masterptan 13
Exhibit "A"
MCOM
�[� ,'f I")N 05
S qualifications
�Wuw d/fd i� i
Flower Mound Cultural Plan Houston Art's and Cul ttaral Plan( � D
FlcwUr fwtti Unr..d.Ts e its Honustr,urae'I 6;"xaas
Cultural rvdaaaster Pan tiv,Cearnmuraity City-'d^rurwde a> as and Cultu.r,:all Master f lI m
PG City and Public Agency
Cultural Planning Client
• w P3reravraard County,Floridada (.,ity of Pleasaanton,Caf ornrn 0 DC dCorntno sa ican m the Artsand
• California Arts Council City of Reno,Nevada II�Mao�raar�aitit�a>
C iiy of Boston City
of I'oc�Ptar 1e,Yv iryland 0 V��arlkv)Art u
&Culture,Filttart(.cru
, rrty,
• CCity of• C;'o BoRiverside,California GA
C::Clty of Boulder,Colorado 1 cr,Alaarnr)s County,Newh�lr,„,;ico
• City ofRoseville, �rraiaa
ty and County of t�urivaaCalif . Loaa A,r'raC�dr;da.;;County Arts
CCuty of Sacramento,(;akfor�nra
• CCuty of Chandler,,Ai izrarna C ea�aarnl r�°slon f^+lrarini CC.aunty,
� dv:wtyr ua4.���<'�s¢o Araf.w')rarra &w::;�:a�b5
CCIt�r Of Dallas Lauderdale,Florida � Crty of sa n Diegira,CCa�alifaarnla 0 ttkatolon ala
C;uty of Greensboro, �� Brr7�irad.M-✓rrar,e�t Yuar tdvs,F"C�t.�!,
City of San Jos. .'a,C Hfuarnda °y�ocalanaf�torur DCC
�ka h�dtartta C,�±rarlao'tat �?
City r:af K'.I (C:ity, i y.arsuaru � City of Saarri a Ana, California 0 Cla w Je,rsa y State CC«ouicfl arra 1:1ic
C:�Cnty of SantaC,Inarit a California Art N/lora¢r e County Crauricil on the
City of LagunaE�rt�aa-ac It (;aallfr;aorsoaa
C;ply o,”Santa halmtiiu,�a,C.Califou rata Art E k'rrid a 4"�hio Parts'Coune l
City calf LlvCyanrr,ruf,C�asdifeaeo�alaa
m Cul
City of CcLosAnge�ale s-- twora�al
City of°ataranyva°aic,6 kalifCrrnoa 0 P''rart of > n L�o,c�aa C atlotarni a
Affairs Division Crty raf'I"d�acausaand Oaks;,California a S all t asleca Ccrurat.y,t. aratttr for the
CIfy r.,a'f Minna ap oNs,Wrrne',,Luta City caf Iouraltr Atirizoraa9 this Salt Laike County,ZAP(Zoo,
City of Llpl aireCafrrniaAos&Parksp rogam
C;ty of Oceanside, WCpfnrns
. Sonoma County,California
City of Pasadena,C,r,alil'Carrtlaa City or Ventura, Ca�aOofernia�,a
City of Philaade,IfaNaa,Office of Arts, � C:�ealloe,r C;c�aur�'wty,Honda
Culture and the Creative FG.raraomy County of r+aftlatau Office of Ccu Borrie
Dev€,lopment/la o hhe,atre
Restoration Initiatives Tisk Force-r.
Kawai'i
o.� r
Exhibit "A"
AECOM
CPG Arts Orgari Ization Clients
• African American Museum of
Philadelphia • Exploratorium,San Francisco • Painted Bride Arts Center,
• Amador Coun Arts Council, Grand Canyon Music Festival, Philadelphia
California ArizonaHawai'i Arts Ensemble • People's Light$Theatre Company,
• American Revc lution Center, (Halau Hula Kallo'eau),Honolulu and Malvern,Pennsylvania
Philadelphia Waimea • The Philadelphia Singers
• Americans for the Arts,Washington, • Hawai'i Capital Cultural District, . Ralces Culturales Latino
DC Honolulu
Americanas,Philadelphia
• Arts Council ol Greater Lansing, • Historic Hawal'i Foundation, . Scottsdale Public Art,Arizona
Lansing,MI Honolulu
• Humboldt Arts Council,California • Side Street Projects,Pasadena,
• Art Sanctuary,Philadelphia
ZONA California
• Arts and Rusin ss Council of The Smithsonian Institution
Greater Philad Iphia • Contemporary Dance Theatre,
* ArtsWave,Cinc fnnati,OH
Honolulu . SouthwestChamber Music
Pasadena,California
• L.A.Stage Alliance
• Chamber MusicHawaii,Honolulu Taller Puertorriquefio,Philadelphia
Dallas • LEONARDO/The International
Society forthe Arts,Sciences and Wyck Association
Association an Artss Foundation• Arts District nagTechnology . Germantown,Pennsylvania
oun
Dance/USA Ph ladelphla Ennis • Manhattan Arts Center,Manhattan, • Yerba Buena Center for the Arts
House Founda'on(Frank Lloyd KS
• Yuba SutterRegional Arts Council
Wright),Los Ar geles . Mendelssohn Chorus,Philadelphia Marysville,California
• Music Center of Los Angeles,Center
Dance Association
City of Round Rock Arts a td Culture Masterplan 15
E h b i "A"
,nrasOM
r f ff/i A /f a "5 � jir/1�iVuan;.a
Autry Museum of the American West Museum of Pop Cuiture( IoPt P) The Getty Center
Leas Angeles,California Seattle,Washington Los Angeles,California
Market aanr:d Financial An clysis t��i`` Market ',fn F� nanclal Analysis Ath ncfarc�r,iirAu alys'tlsanr:!'*�g��ilr�.
Reinvestment Alternatives
City of Dallas:Asian American American Museum of Natural History Perot Museum
Cultural and Performing Arts Center New Yorkr.City,New Yorir Dallas,Texas
Dallas,Texas NUrnrr rows Assignor ent& Expansion Audience Analysis and Physical
Market and Feasibility Study for Analysis,Buns a s Strategy,Strategic Planning Requirements
Advisory Services
Proposed Asian Arraerican C:7ulturM and California Science Center
Performing Arts Center Academy of Motion Pictures l o,Angela s,( arhfornia
Ar-Ls&Sciences Museum k%Izirketaand Fcrancarnic Ar ralyi°su,:,
Houston First L crs A o a q V t;raIifornua
Houston,"Texas fl,&irka t and FHi and,,JaY Ara aiy^-zit, Texas Ranger Hall of Fame and
Attractions and Tourii,arn Prod u.ucts Gap Museum
Whitney Museum of American Wzd ico aars Tex
Anally;so Art. Market aTan d Financial Feasibility
Pqa?W YrarLk City,New Yryrk Analysis of Expansion
Oakland Symphony Market wy">~Finaarac Taal Analysis; Bua,rnr s°s
Oakland,California Planning I'm Exp ansiofc,Econorfrir, Baytown Economic Development
Relocation and Expan,k)n E::ca:anarnics Social lrnpact Analysis Corporation
Study Baytown,'Texan,
Explor°atorium Market and Financial Analysis of
San Francisco CaliforniaF3aattlt�ashaiga Texars Attraction
City of Honolulu-Neil S.C I,aisdeli Market,Expan ion/Reloc;taboos
Center Concert HaH,Exhibition AnaByss,Business Planning Clearwater Marine Aquarium
Center,and Arena Ciearwrrater,F=oricd'a
Oahu,Hawaii California Academy of Sciences Expansion Market and Finanr;ural
Market Evaluation ofRed Redevelopment S=ara Francisco,California Anaa9ysis
Alternatives,Feasibility,and Business Attendance and Market Analys'ls,f'e'ar
Piannin Expansion Detroit Zoological Society
Detroit,Michigan
Museum of'Science and kndustry Downtown Aq uarkJnl Market and
City of Livermore Chicago,Illinois Fe'aasibiktyr
Livermore,C'.ahforni'a Market and Feasibility of
Evaluation of Performing Arts,"and Expaanskran,Pricing Strategy College Football Hall of Farne
Science Center Downtown"moues Atlanta,Georgia
Aquarium of the Pacific kvtiwket and Finaanc:aq Analysis, Business
San Francisco Symphony t-s-al°al, l ,ar,~taa akdf urni°a Piararasrag
Fcondlni4':lrnp act Analysis
Strategic
California
Strate gic IFvai uation of Bur inc,>ss
Planning and Development Alternatives
Exhibit "A"
AECOM
City and County c f San Francisco: Chattahoochee Nature Center New York Aquarium
Due Diligence Redew of Proposed Roswell,Georgia New York,New York
performing Arts I Ises Market Analysis and Business Planning Expansion and Renovation Economics
San Francisco,Ca fomia The Grammy Museum at LA.Live M+Museum and Exhibition
Market and Econo rnic Analysis of Los Angeles,California Centre
Proposed Perforry ing Arts Uses at Van Market and Attendance Analysis West Kowloon,Hong Kong
Ness and Grove Multiple Studies:Market Analysis,
Los Angeles Zoo Membership Program
Salt(Lake City Rei levelopment Los Angeles,California Assessment
Agency: Expansion Masterplan Economics and
Eccles Theater Bi siness Pian Review Market Analysis Country Music Hail of Fame
Salt Lake City,Uta i Nashville,Tennessee
Philadelphia Zoo Market and Financial Analysis
Due Diligence Rev ew of Business Plan Philadelphia,Pennsylvania
and Economic Imact Analysis Expansion Market Analysis and St.Louis Science Center
Business Planning St.Louis,Missouri
Balboa Theater New Exhibit Investment Business
Newport Beach,C 31ifomia World Trade Center:National Planning
Business Planning for Redevelopment September 11 Museum and Memorial,
of Historic Theatr One World Observatory The Henry Ford Museum
New York,New York Dearborn,Michigan
City of Sacramen o:Downtown NY Market and Business Analysis Market and Economic Analysis
Performing Arts Facilities Analysis
Sacramento,Calif imla Abraham Lincoln Presidential National Center for Civil and
Demand Analysis or Performing Arts Library and Museum Human Rights
Venues In Downto Nn Sacramento Springfield,Massachusetts Atlanta,Georgia
Oakland Sympho iy Market and Financial Analysis Market and Feasibility Analysis
San Francisco,Ca ifomla National Comedy Center The Jewish Museum and
Business Planning and Strategic Jamestown,New York Tolerance Center
Advisory Services for Proposed Market&Financial Analysis, Moscow,Russia
Relocation to the Oakland Civic Concept Evaluation and Physical Market and Economic Analysis
Auditorium Planning Parameters,Economic
Impact Assessment Teals Science Center
Bill Graham Civic kuditorlum Long Island,New York
San Francisco,Ca fomia Historic Fox Theatre Market Analysis and Business
Repositioning Ass ssment Oakland,California Planning
Market Potential for Live Entertainment
City of Olympia- pia Arts Center Reuse of the Historic Fox Theatre National WWII Museum
New Orleans,LA
Olympia,Washin on City of Elgin:Hammens Cultural Market and Financial Analysis
Business Planning and Site Analysis for Center
Proposed Downto Nn Arts Center Elgin.Illinois Abu Dhabi Science Center(with
Economic Analysis of Development Exploratorlum)
Singapore Art Se once Museum Alternatives Abu Dhabi,UAE
Singapore Market and Attendance Analysis,
Business Planning Analysis Pricing Strategy
Saadlyat Island Economic Study
Abu Dhabi,UAE
Tourism Development and
investment Company(TDIC)
Gty of Round Rock Arts a nd Cukwe Masteiplan 17
Exhibit "A"
A COM
Perot Museum Expansion Strategy t7aNla -Foa°t 4+'yorth ftegiona�l Joint ttkdaawazl ANr Station Corpaas Christ%
and TOD Integration Plan Land Use Study Master Plan
Dallas,Texas Claalla;:,4-ort Worth,TX t'a�Wlaau G�'�ho�istn Texas
100 Resilient Cities—Resilient DART Arapahoe Station Innovation Orange Line'Crest View Station area
Dallas,City of Dallas/Rockefeller Quarter District TOO Master Plan and TOD Conceptual Plan
Foundation Richardsoru,Texas Austin Texas
Dallas,TX
East Aviation District Master Plan Pasadena Livable Center Master Plan
Austin Core Transportation Universal City Texas N'as,,'idonaau `oxas
(ACT)Plan
Austin,Texas Economic Resilience Strategy and Piano Silveriine TOIL Economic
Diversification Study,Texas General Development Framework
Capital Metro-Project Connect Land Office(CLOT plarrura" Bexa a
Agustin,Texas
Texe,
River Oaks Boulevard(SH 183)
Cit%bus Transit Center Feasibility and Fallon Grayson Corridor Study, Corridor Master Plan
Design Texornaa Area Paratransit Service Downtown River Oaks 7a,x;a s
LUi:ahrark jhr:�xa'a Sherrnan Texas
Fort Worth to Laredo Nigh Speed Sustainable Ways to Integrate
Comprehensive Environmental Transportation Study Future Transportation(SWIFT)
and Cliaaaaate Action Plan Hol uston Rection,Texas
Fort Worth ar7�f Laredo Region, Texas
Da I lzi s,Tex as,
Gateway to the City Mester Plan Sustainable Development
Cooper Street Corridor Master McKinney Texas Performance Measures,North
Flan Central Texas Council of
Arliraclton,Texas Myperloop Co'verrnonts(NCTCOC')
Te,xa s Arlington,Texas
Dallas Union Station Area TOD Plan,
Dallas Area Lapid Transit(DART), Martin Luther King(MLK)Boulevard Texas State-Wide Hyperloop and
Downtown Dallas,Texas Master Plan High-Speed Transportation
Steady
t)o wrata ern A.a.usi.ura,Texas Study
Texas
Equity Indicator.
Dallas,Texas
Toyota Emerging Mobility Pilot
Gallas Fort-Worth Airport Program for Transit Equity in
Landlside Development Strategy Southern Dallas
DFW Region,Texas Dallas,Texas
Exhibit "A"
AECOM
SECTION 06
Stand rd Proposal Addendum
It is understood by he client that AECOM Technical It is agreed by the client that payment for the services of
Services,Inc.,(AE M)can make no guarantees AECOM is due upon receipt of the invoice;that full
concerning the rec mmendations which will result from payment Is due upon receipt of the completed report;and
the proposed assi nment,since these recommendations that AECOM has the right to withhold delivery of the final
must be based upc n facts discovered by AECOM during report pending receipt of any overdue payments.
the course of the s udy and those conditions existing as of
the date of the repi irt. To protect you and other clients, In the event any invoice is not paid within 30 days after
and to ensure that he research results of AECOM's work rendering of the invoice it shall commence bearing interest
will continue to be i iccepted as objective and impartial by on the date the invoice was rendered at the rate of 18
the business comr unity,it is understood that our fee for percent per annum(or such lesser rate as may be the
the undertaking of his project is in no way dependent maximum interest permissible under applicable law)and
upon the specific c Dnclusions reached or the nature of the the client agrees to pay all accrued interest,together with
advice given by us n our report to you. the charges for services rendered as provided for in this
agreement.In addition,should an unpaid invoice be
It is understood by he client that AECOM Technical referred to our attorneys for collection,the client agrees to
Services,Inc.,(AEC M)can make no guarantees pay their reasonable fee for such work,as well as any costs
concerning the rec 3mmendations which will result from of suit that may be incurred.
the proposed asst nment,since these recommendations
must be based upc n facts discovered by AECOM during This Agreement may be terminated by either Client or
the course of the s udy and those conditions existing as of AECOM by giving written notice at least thirty(30)days
the date of the re rt. To protect you and other clients, prior to the date of termination. In the event of such
and to ensure that he research results of AECOM's work termination.Client shall pay AECOM for services and
will continue to be ccepted as objective and impartial by Reimbursable Expenses performed or incurred prior to the
the business com unity,it is understood that our fee for termination date.
the undertaking of is project is in no way dependent
upon the specific c nclusions reached or the nature of the It is further agreed by the client that the report is not to be
advice given by us i our report to you, relied upon by third parties and that no abstracting of the
report will be made without first obtaining the permission
It is agreed by the c lent that the report is not to be used in of AECOM.
conjunction with ar t public or private offering of debt or
equity securities wi out prior written consent. It is understood by AECOM that the findings of this report
are the proprietary property of the client and they will not
It is further agreed t the client will indemnify AECOM be made available to any other organization or individual
against any losses, ,Iaims,damages and liabilities under without the consent of the client.
federal and state se curities laws which may arise as a
result of statementi I or omissions in public or private This proposal will remain in force for a period of 30 days
offerings of securiti is. from the date shown hereon.
City of Round Rock Arts a rid Culture Masterplan 19
Im
INTEREST BREAKOUT BYFUND
TEXpOOL Interest by
Account#9 Fund GL Balance Y6ofTotal Interest amount Fund Total with Interest
210 34.857.90 0M2% 125.31 1.11 34.859.01
592 713.275.83 18�1G1�� 22.78 713.2QO.59
602 81� 8-
� - �-� --�-�������� �9S]37-
8650(9%
1.06
2 174,661 174.O81,41 4.447% 5.57 174.686.98
3M7,410.33 100.00% 12531 3927,535.64
TEXPDDL Interest by
Acuount#11 GL Balance %ofTotal Interest amount Fund Total with Interest
485 3M79.67 0.895% 1.81 32.081.28
459 000 0.000q6 180.22 ODQ 0.00
460 0.00 0.800% 0,00 0.00
482 3,331,070.87 92.91096 167.44 3,331.23841
863 222.12O78 6.195% 11.17 222.131.95
3,585,271.42 100.00% 1M22 3,585,451.64
Interest by
GL Balance 96ofTotal Interest amount Fund Total with Interest
NEXBANKK4K8
080/ OM081553 13624.92 12.273.54 36.141.288.72
170 1,292,711J4 0M2231613 439.75 1,293,150M
462 0.040175088 547.38 1.011.847.04
- -
465 0.00 Q 0.00 0.00
591 291.58 858.808.13
863 73.27 215.730.50
40,106,951.96 100-00% 13,624.93 40,120,576.8�-
NER|TEXK8K4
000 100% 16'OO 16.08 175.960�95
465 0.00 0 O.00 0.00
175,944.89 100.00% 16.06 175,960.95
Texas Capital Bank 0100 9.978,073:69 49.85% 2550.06 11271.13 9,979.344.82
465 10,039.356:66 50.15% 1.278,93 10,040,635.59
20,0117.430.35 2.556.66 20,019.980.41
Prosperity Bank 000 4,505,078.47 69.24% 995.3 689.18 4,505.767.65
ARPA FUNDS 000 2,001,041.92 30.76% 306.12 2,001,348.04
6,506,120.39 995.30 6.507,115.69
RBANK 000 3,590,361.39 100,00% 411.66 411.06 1500,712.45
3,500,301.39 411.06 3.5001,712.45
Grand Taal 70,306,748.98 17,597,40 70.324.346,38
FUND 000 56,289,405.54 56304.372.63
FUND 1701 1,2'92,711.74 1,293,150.89
FUND 462 1,611,3001.26 1,611.847.64
FUND 465 10.0139,356.66 10.0401,635.59
FUND 591 858,317.55 858,609.10
FUND 863 215,657.23 215,7301.50
701.306.748,98 70,324,346.38