Contract - Architexas - 3/24/2022 CITY OF ROUND ROCK AGREEMENT FOR
PROFESSIONAL CONSULTING SERVICES RELATED
TO THE STAGECOACH INN— PHASE 4 PROJECT
WITH
ARCHITEXAS
THE STATE OF TEXAS §
THE CITY OF ROUND ROCK § KNOW ALL BY THESE PRESENTS
COUNTY OF WILLIAMSON §
COUNTY OF TRAVIS §
TFIIS AGREEMENT for professional consulting services related tote Stagecoach Inn
Phase 4 Project (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 ARCHITEXAS, located at 2900 South Congress
Avenue, Suite 200, Texas 78704 (the"Consultant").
RECITALS:
WHEREAS, City has determined that there is a need for consulting services for the
Stagecoach Inn - Phase 4 Project, specifically preparation of construction documents and
construction oversite of interior renovations; and
WHEREAS, City desires to contract for such professional services; and
WHEREAS, the parties desire toenter 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:
® EFFECTIVE DATE, DURATION, AND TERM
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 or extended as provided herein.
The term ofthis Agreement shall be until successful completion of the work specified
herein is achieved, estimated to be August 30, 2023.
City reserves 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.
PI—SOTI—M
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2.0 SCOPE OF SERVICES
Consultant shall perform its services in accordance with the attached document
(hereinafter referred to as "Scope of Work" and attached as Exhibit "A" and incorporated herein
for all purposes). Consultant shall satisfactorily provide all services and deliverables described
under the referenced Scope of Work in the schedule set forth in the Scope of Work. Consultant's
undertakings shall be limited to performing services for City and/or advising City concerning
those matters on which Consultant has been specifically engaged. Consultant shall perform its
services in a professional and workmanlike manner.
Consultant shall not undertake work that is beyond the Scope of Work set forth in Exhibit
"A," however, either party may make written requests for changes to the Scope of Work. To be
effective, a change to the Scope of Work must be negotiated and agreed to in all relevant details
and must be embodied in a valid Supplemental Agreement as described in Section 7.0 hereof.
Any inconsistencies or conflicts in the contract documents shall be resolved by giving
preference to the terms and/or conditions set forth in pages one (l) through thirteen (13) of this
Agreement.
3.0 PAYMENT FOR SERVICES
In consideration for the consulting services to be performed by Consultant, City agrees to
pay Consultant in accordance with the hourly fees set forth in Exhibit "A," in a cumulative
amount not-to-exceed Sixty Thousand and No/100 Dollars ($60,000.00) for services rendered as
described in the attached Exhibit "A." This amount represents the absolute limit of City's
liability to Consultant hereunder unless same shall be changed by Supplemental Agreement, and
City shall pay, strictly within the not-to-exceed sum recited herein.
4.0 INVOICE 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 professional services shall track the referenced Scope of Work, and shall detail the
services performed, along with documentation for each service performed. Payment to
Consultant shall be made on the basis of the invoices submitted by Consultant and approved by
the City. Such invoices shall conform to the schedule of services and costs in connection
therewith.
Should 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 inspection 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 oft is 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 6.0 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 tothe services, but not for taxes based upon Consultant's net income.
5.0 PROMPT PAYMENT POLICY
In accordance with Chapter 2251, V.T.C.A., Texas Government Code, any payment to be
made byte City to Consultant will be made within thirty (30) days of the date the City receives
goods under this Agreement, the date the performance oft e services under this Agreement are
completed, or the date the City receives a correct invoice forte goods or services, whichever is
later. Consultant may charge interest on an overdue payment at the "rate in effect" on September
I 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 inthe event:
(a) There is a bona fide dispute between the City and Consultant, a contractor,
subcontractor, or supplier about the goods delivered or 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 goods delivered orthe
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 tote City in strict accordance with any instruction
on the purchase order relating tothe payment.
6.0 NON-APPROPRIATION AND FISCAL FUNDING
This Agreement is a commitment oft e City's current revenues only. It is understood and
agreed tate 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 forte fiscal year in question. The City may effect
such termination by giving Consultant a written notice of termination at the end of its then-
current Fiscal year.
7.0 SUPPLEMENTAL 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 perform any work or incur any additional costs prior to the execution, by both parties,
of such Supplemental Agreement. Consultant shall make no claim for extra work done or
materials furnished unless and until there is full execution of any Supplemental Agreement, and
the City shall not be responsible for actions by Consultant nor for any costs incurred by
Consultant relating to additional work not directly authorized by Supplemental Agreement.
8.0 TERMINATION; DEFAULT
Termination: It is agreed and understood by Consultant that the City may terminate this
Agreement for the convenience of the City, upon thirty (30) days' written notice to Consultant,
with the understanding that immediately upon receipt of said notice all work being performed
under this Agreement shall cease. Consultant shall invoice the City for work satisfactorily
completed and shall be compensated in accordance with the terms hereof for work accomplished
prior to the receipt of said notice of termination. Consultant shall not be entitled to any lost or
anticipated profits for work terminated under this Agreement. Unless otherwise 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 promptly 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
City 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.
Default: Either party may terminate this Agreement, in whole or in part, for default if
the Party provides 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 default 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 that 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 is occurred for to termination.
Nothing contained in this section shall require the City to pay for any or is it
deems unsatisfactory, or which is not performed in compliance with the terms oft is Agreement.
9.0 NON-SOLICITATION
All parties agree that they shall not directly or indirectly solicit for employment, employ,
or otherwise retain staff of the other during the term oft is Agreement.
10.0 INSURANCE REQUIREMENTS
Consultant shall meet all City of Round Rock insurance requirements as required by the
City as set forth at:
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11.0 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 forte other party. Consultant and the City agree tote following rights
consistent with an independent contractor relationship:
(1) Consultant has the right to perforrn 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 perform 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.
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(6) City shall not require Consultant or its employees or subcontractors to devote full
time to performing the services required by this Agreement.
(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.
12.0 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 or confidential information relative to this Agreement, and to not make any use
thereof other 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
Information 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, know-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 reliance on Confidential Information; or (4) is or later becomes publicly available
without violation 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
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.
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Subject to Consultant's confidentiality obligations under this Agreement, nothing herein
shall preclude or I imit Consultant from providing similar services for other clients,
Neither the City nor Consultant will be liable tate 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 tote contrary inthis Agreement, the City will own as its sole
property all written materials created, developed, gathered, or originally prepared expressly for
the City and delivered tote City under the terms ofthis Agreement; 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,
13.0 WARRANTIES
Consultant represents that all services performed hereunder shall be performed consistent
with generally prevailing professional or industry standards and shall be performed in a
professional and workmanlike manner. Consultant shall re-perform any work no in compliance
with this representation.
14.0 LIMITATION OF LIABILITY
Should any of Consultant's services not conform tote requirements of the City or of this
Agreement, then and in that event the City shall give written notification to Consultant;
thereafter, (a) 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 herein, then this Agreement may be terminated for default.
In no event will Consultant be liable for any loss, damage, cost or expense attributable to
negligence, willful misconduct or misrepresentations byte City, its directors, employees or
agents.
In no event shall Consultant be liable tote City, by reason of any act oromission
relating tote services provided under this Agreement (including the negligence of Consultant),
whether a claim be in tort, contract or otherwise, (a) for any consequential, indirect, lost profit,
punitive, special or similar damages relating to or arising from the services, or (b) in any event,
in the aggregate, for any amount in excess of the total professional fees paid by the City to
Consultant under this Agreement, except to the extent determined to have resulted from
Consultant's gross negligence, willful misconduct or fraudulent acts relating to the service
provided hereunder.
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15.0 INDEMNIFICATION
Consultant and the City, to the extent allowable by law, each agree to indemnify, defend
and hold harmless the other from and against amounts payable under any judgment, verdict,
court order or settlement for death or bodily injury or the damage to or loss or destruction of any
real or tangible property to the extent arising out of the indemnitor's negligence in the
performance of this Agreement.
Consultant agrees to indemnify, defend and hold harmless the City from and against any
and all amounts payable under any judgment, verdict, court order or settlement for Third Party
claims of infringement of any trade secrets, copyrights, trademarks or trade names alleged to
have occurred and arising from the deliverables provided by Consultant to the City in connection
with the performance of this Agreement. Should the City's use of such deliverables be
determined to have infringed, Consultant may, at its option: (i) procure for the City the right to
continue using such deliverables provided or (ii) replace or modify them to make their use non-
infringing while yielding substantially equivalent results. If neither of the above options is or
would be available on a basis that is commercially reasonable, then Consultant may terminate
this Agreement, the City shall return such deliverables provided, and Consultant will refund to
the City the fees paid for the deliverables provided. This infringement indemnity does not cover
claims arising from the combination of such deliverables with products or services not provided
by Consultant; the modification of such deliverables by any person other than Consultant;
deliverables complying with or based upon (l) designs provided by or at the direction of the City
or (2) specifications or other information provided by or at the direction of the City; or use of
systems, materials or work performed in a manner not permitted hereunder or by another
obligation of the City to Consultant.
The indemnities in this section are contingent upon: (1) the indemnified party promptly
notifying the indemnifying party in writing of any claim which gives rise to a claim for
indemnification hereunder; (2) the indemnifying party being allowed to participate in the defense
and settlement of such claim; and (3) the indemnified party cooperating with all reasonable
requests of the indemnifying party (at the indemnifying party's expense) in defending or settling
a claim. The indemnified party shall have the right, at its option and expense, to participate in
the defense of any suit or proceeding through counsel
16.0 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.
17.0 LOCAL, STATE AND FEDERAL TAXES
Consultant shall pay all income taxes, and PICA (Social Security and Medicare taxes)
incurred while performing services under this Agreement. The City will not do the following:
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(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.
18.0 COMPLIANCE WITH LAWS, CHARTER AND ORDINANCES
A. Consultant, its consultants, agents, employees and subcontractors shall use best
efforts to comply with all 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. Consultants all furthero tain all permits,
licenses, trademarks, or copyrights, if required in the performance of the services contracted for
herein, and same shall belong solely tathe City at the expiration oft e 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 or 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 the 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.
19.0 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.
20.0 DESIGNATION OF REPRESENTATIVES
The City hereby designates the following representative authorized to act in its behalf
with regard tothis Agreement:
Katie Baker
Manager Parks Development
301 West Bagdad Avenue, Suite 250
Round Rock, TX 78664
Telephone: (512) 341-3355
E-mail address: kbaker@roundrocktexas.gov
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21.0 NOTICES
All notices and other communications in connection with this Agreement shall be in
writing and shall 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:
Architexas
2900 South Congress Avenue, Suite 200
Austin, TX 78704
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
Nothing contained in this section shall be construed to restrict the transmission of routine
communications between representatives of the City and Consultant.
22.0 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 ail 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.
23.0 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 duly authorized governing body or
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representative for each party.
24.0 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 ora breach thereof shall be decided by any
arbitration proceeding, including without limitation, any proceeding under the Federal
Arbitration Act (9 USC Section 1-1 ) or any applicable state arbitration statute.
25.0 SEVERABILITY
The invalidity, illegality, or unenforceability of any provision ofthis Agreement or the
occurrence of any event rendering any portion of provision oft is Agreement void shall in no
way affect the validity orenforceability of any other portion or provision oft is 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 tote intent of the
stricken provision. The provisions ofthis Article shall not prevent this entire Agreement from
being void should a provision which is oft e essence oft is Agreement be determined void.
26.0 STANDARD OF CARE
Consultant represents that it is specially trained, 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 business
practices.
27.0 GRATUITIES 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 for of
entertainment, gifts, or otherwise were offered or given by Consultant or its agents or
representative to any City Officer, employee, or elected representative with respect tothe
performance of this Agreement.
28.0 RIGHT TO ASSURANCE
Whenever either party to this Agreement, in good faith, has reason to question the other
party's intent to perform hereunder, then demand may be made tote other party for written
assurance of the intent to perform. In the event that no written assurance is given within the
reasonable time specified when demand is made, then and in that event the demanding party may
treat such failure an anticipatory repudiation oft is Agreement.
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29.0 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 schedule may constitute a material breach of this Agreement. Consultant shall be fully
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's failure to perform in these
circumstances, City may withhold, to the extent of such damage, Consultant's payments
hereunder without a waiver of any of City's additional legal rights or remedies. City shall render
decisions pertaining to Consultant's work promptly to avoid unreasonable delays in the orderly
progress of Consultant's work.
Force Majeure. Notwithstanding any other provisions hereof to the contrary, no failure,
delay or default in performance of any obligation hereunder shall constitute an event of default
or breach of this Agreement, only to the extent that such failure to perform, delay or default
arises out of causes beyond control and without the fault or negligence of the party otherwise
chargeable with failure, delay or default; including but not limited to acts of God„ acts of public
enemy, civil war, insurrection, riots, fires, floods, explosion, theft, earthquakes, natural disasters
or other casualties, strikes or other labor troubles, which in any way restrict the performance
under this Agreement by the parties.
Section Numbers. The section numbers and headings contained herein are provided for
convenience only and shall have no substantive effect on construction of this Agreement.
Waiver. 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
covenants to be performed by the other or any breach thereof shall not be construed to be a
waiver of any succeeding breach or of any other covenant. No waiver of discharge shall be valid
unless in writing and signed by an authorized representative of the party against whom such
waiver or discharge is sought to be enforced.
Multiple Counterparts. This Agreement may be executed in multiple counterparts,
which taken together shall be considered one original. The City agrees to provide Consultant
with one fully executed original.
[Signatures are on the following page.]
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IN WITNESS WHEREOF, the parties have executed this Agreement the dates
hereafter indicated.
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EXHIBIT A
CITY OF ROUND ROCK
STAGECOACH INN - PHASE FOUR
The City of R606b Rodk'(CbRR3 commissioned a Round Rock Stagecoach Inn Relocation Feasibility Study
that was completed y ARCHITEXAS in December of 2016. Relocation of the historic portion of the
Stagecoach Inn to the"Park"site was proposed to be accomplished in four phases, The first three phases
of that Feasibility Study have been completed. The final Phase 4 is the basis for this proposal and scope.
The estimated construction cost of Phase 4 for the Stagecoach Inn is$400,;000.
Assumptions:
1. CoRR will make available any relevant reports„ tests, surveys or documents related to the"Park"
site and the Architect will be able to rely upon the accuracy of the material.
2. CoRR will provide any required Environmental Assessment or Cultural Resource Investigation of
the"Park" site. CoRR does not anticipate there will be a required Assessment or Investigation.
3.. Due to the limited time frame and scope of this project: The Architect will submit only 50% and
95% review sets of Construction Documents for CoRR review,
4. All utilities required for the project are available at the"Park'site and no design will be provided for
any and all offsite utility infrastructure, roads, streets, drives„ drainage and amenities, These are
specifically excluded from this proposal.
5. Bidding Phase services will be limited to preparing bid documents, leading a Pre-bid meeting,
responding to RFIs and preparing Addendums as needed.
6. The General Contractor selected to construct the improvements will be responsible for obtaining a
Building Permit.
7. The"Park"site is considered to be the footprint of the relocated historic Stagecoach Inn and 20'-0"
out in all directions.
& No Civil, Landscape or Plumbing services are to be provided, Electrical service from site to building
will be provided by the City,
9. ADA/RAS review to be provided as a reimbursable expense.
SCOPE OF SERVICES
ARCHITEXAS proposes the following Scope of Services:
1. PRE-DESIGN SERVICES—Two(2)weeks
1.1 Kickoff and Orientation Meeting
The Consultant will conduct an orientation/kick-off meeting for all of the key stakeholders
to explain the process and how each entity can participate most effectively. The objects of
this meeting are to:
• Identify Key decision makers and lines of Authority
• Confirm the calendar for the project identifying milestones and key dates.
• Confirm the Project Schedule
• Confirm the Project Budget
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Architexas
T,2 Tour Site and Obtain Reports,Documents and Data Pertaining to Round Rock Stagecoach
Inn (RRSI)
The Consultant will obtain the following Documents, Reports and Data related to the RRSI
project:
• Full Survey of the project site
1,3 Schematic/Design Development Combined (50®6 Submittal) 8 Weeks
A. Schematic Design Drawings
The Consultant will prepare drawings to illustrate the design concepts for the
following scope,.,
• New cedar pole rafters
• Plywood deck(may be laid over lathing)
• Ice and water shield
• Review insulation options
• Cedar breather underlayment
• New eave trim
• Chimney flashing
• Interior repoinfing as required
• New gutters and downspouts
• Existing columns and beam supports encased in wood furring
• Period appropriate windows and doors
• HVAC system
• Electrical and lighting (interior&exterior)
• Period appropriate flooring and framing
• TDLR AS Review as a reimbursable expense
• Exclude Civil, Landscape or Plumbing design
& Estimate of Probable Cost
The Consultant will prepare an estimate of probable cost based on the Schematic/
Design Development drawings. The estimate will be delivered to the Co RR Project
Manager two(2)weeks after the completion of the 50% Schematic/Design
Development submittal.
1.4 Contract Documents (95% Submittal)6 Weeks)
A. as upon approved 50% drawings of Schematic/Design Development and
incorporating any changes from Co RR Project Manager, the Consultant will
prepare complete Contract Documents. The intent of the Contract Documents is
to include necessary items for a Design/Bid/Build project delivery method
B. Estimate of Probable Cost
The Consultant will prepare a cost estimate based on the completed 95®6
Construction Documents. The estimate will be delivered to the Co RR Project
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Architexas C REA�F 8 (; NSA RVE
Manager two(2)weeks after completion of the 95% Construction Document
submittal.
Deliverables:
• 95% Contract Construction Documents
• 95% Technical Specifications
• Division 1 Technical Specifications (prepared by Consultant and CORR Project
Manager)
• Division 2 16 Technical Specifications
• Estimate of Probable Construction Cost
1..5 Invitation for Bid Documents (100% Submittal)2 Weeks
A. Based upon 95% Construction Documents which have been reviewed and
accepted by the CoRR and the incorporation of any changes or adjustments
directed by the CoRR Project Manager, the Consultant will prepare Invitation for
Bid (IFB) Documents in compliance with CoRR standards and subject to CoRR
approval. The intent of the IFB Documents is to include all items and final changes
necessary for the proper execution and completion of the construction work based
on a Design/Bid/Build project delivery method.
1.6 Bid Document Distribution
A. The Consultant will be responsible for publishing the Bid Documents for bidders
and proposers and CoRR designated plan rooms in accordance with instructions
and approval from the CoRR Project Manager. Any cost for printing documents
will be the responsibility of the bidders and proposers.
2. BID AND PROPOSAL EVALUATION—Five (5)Weeks
2.1 Interpretation of Bid Documents
A. During the bid period, bidders may request, in writing, clarification or interpretation
of any apparent inconsistencies between different provisions of the contract
documents or any other point in the bid documents. The Consultant will issue all
interpretations as addenda in a timely manner in consultation with CoRR and will
distribute such addenda to prospective bidders or proposers, plan holders and
code agencies in accordance with instructions and approval from the CoRR Project
Manager.
2.2 Pre-Bid I Proposal Meeting and Site Visits
A. The Consultant will be represented at pre-bid,pre-proposal meetings and site visits
to respond to inquiries and requests for interpretations by prospective bidders and
proposers unless directed otherwise by CoRR. The Consultant will also prepare
written responses to questions and will forward these responses to CoRR for
review and acceptance.Answers to questions that do not change the Contractor's
scope of work will not be issued as addenda.
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1AJCJJJteXaS
2.3 Bid Opening
A. If requested by CoRR, the Consultant will be present at Bid opening, otherwise,
the Co RR will transmit to Consultant one digital copy of each proposal for
Consultant review of Bids and recommendation of the Apparent Low Bidder. The
Consultant will not duplicate in any form the Bid documents, and will return the Bid
documents to Co RR on completion of the Consultant review.
2.4 Bid and Proposal Evaluation
A. The Consultant will assist Co RR in reviewing, checking, and evaluating bids and
proposals, preparing bid tabulations and making written recommendations tothe
Co RR Project Manager for thea ar of contract during the five(5)calendar as
following a bid or proposal opening.
2.5 Conformed Documents (incorporation of Addenda)
A. As directed and approved by the Co RR Project Manager, the Consultant will
incorporate all Addenda in the Contract Documents. Only changes made in
formally issued addenda may be incorporated into the documents,
2,6 Pre-Construction Meeting
A. Consultant will attend a Pre-Construction Meeting before mobilization at the site.
3. CONSTRUCTION SUPPORT SERVICES —Six to Eight (6-8) Months or as neededto corn�lete
tLeProiLectl
The Consultant will provide Construction Support Services in support of Co RR Project Manager.
The Construction Phase begins with the Issue of Notice to Proceed (NTP) to the Contractor. The
Consultant will provide the following services during Construction Administration:
• Attend construction meetings every month or as needed
• Chair the Construction Progress Meetings, prepare and distribute meeting agenda, minutes
and updates to schedule and budget
• Visit project site at appropriate intervals ; complete observation reports
• Review and process submittals; adhere to standard procedures established by the CoRR
Project Manager regarding stamping and filing submittals.
• Interpret contract documents
• Review and evaluate contract documents
• A&E will prepare and submit to GC a calendar, outlining milestone dates for Key Submittals;
GC will comment on schedule and A&E shall revise and A&E, CoRR, and GC shall formally
accept calendar during negotiation with GC
• A&E will receive, review and respond to all GC RFIs and Submittals and will report the status
to CoRR
• A&E will prepare and negotiate Change Requests/Change Orders for authorization by CoRR
Project Manager
• Assist Co RR Project Manager in final acceptance review
3.1 Construction Meetings
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Architexas CFHEM CONSERVE
A. The Consultant will attend and conduct the pre-construction conference for general
review with the Contractor of all the Contract requirements. The meeting Agenda
and Schedule will be set by the A&E with input from the CoRR Project Manager.
3.2 Bi-Weekly Meetings
A The Consultant will attend monthly construction meetings and such other
construction meetings„which the CoRR Project Manager notifies the Consultant is
needed to maintain construction schedules and quality.
3.3 Review of Submittals
A. Based on the list of required submittals and approved submittal schedule as
required by the Contract Documents, the Consultant will review and accept
Contractor submittals for conformance with the design concept of the project and
the Contract Documents. Returned submittals will include the Consultant's
comments and any corrections or revisions, which are required to obtain its
acceptance, Submittals shall be processed within fourteen (14) days or as quickly
as feasible„
3.4 Requests for Information (RFI)
A. The Contractor will submit any Requests for Information (RFI) or clarification of
drawings and specifications to the A&E for review, response and approval. The
Consultant will communicate status to CoRR. RFIs shall be responded to within
three (3)days of receipt or as quickly as feasible.
3.5 Changes in the Work
A, The Consultant, when requested by the CoRR Project Manager, will assist the
CoRR Project Manager in a timely manner to review, evaluate, prepare and
process all Construction contract changes (Change Notices, Change Directives
and Change Orders). When directed by the CoRR Project Manager, the
Consultant will prepare a Change Request including but not limited to the following:
• Evaluation of Schedule impact stated in days of duration and specifying Contractor
activities impacted
• Document Preparation. The Consultant will prepare specifications and
construction drawings to depict the change proposed. Prepare appropriate
revisions to the contract drawings and specifications for the project required by the
change and provide the number of copies of these documents as required in the
Consultant's"Issue for Construction" submittal requirements
3.6 Contractor Substitutions
A. The Consultant will in a timely manner review, evaluate and make
recommendations on all contractor requests for the use of "or equals" and
substitutions. If the Consultant does not recommend acceptance of a substitution
or an"or equal", it will provide specific and detailed reasons for its denial in writing.
3.7 Construction Observation
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Architexm
A, Site Visits
The Consultant will conduct the site visits with the Co RR Project Manager or its
designated representative and, prior to leaving the site, will verbally discuss with
the Co RR Project Manager or his authorized representative any observed defects,
deficiencies and other problems and possible solutions to those problems.
Consultant will not be required to make exhaustive or continuous site visits to
check quality or progress of the work and will follow-up with a written report.
During the visits to the site, the Consultant will review the GC's Field Set
Documents to ensure the GC and subcontractors are providing notations in red ink
or by overlay detail, describing any variation between the 'as drawn" and "as
constructed" conditions, and observe work to monitor compliance with Contract
Documents.
B Observation Reports
If Consultant is called upon to observe the work of the Contractor(s) for the
detection of defects or deficiencies in such work, Consultant will not bear any
responsibility or liability for such defects or deficiencies or for the failure to so
detect. Consultant shall not make inspections or reviews of the safety programs
or procedures of the construction contractor(s), and shall not review their work for
the purpose of ensuring their compliance with safety standards. If Consultant is
called upon to review submittals from construction contractors, Consultant shall
review and approve or take other appropriate action upon construction
contractor(s)' submittals such as shop drawings, product data and samples, but
only for the limited purpose of checking for conformance with information given
and the design concept expressed in the contract documents. The Consultants'
action shall be taken with such reasonable promptness as to cause no delay in the
work while allowing sufficient time in the Consultants' professional judgment to
permit adequate review. Review of such submittals will not be conducted for the
purpose of determining the accuracy and completeness of other details such as
it and quantities, Consultant shall not assume any responsibility or
liability for performance of the construction services or for the safety of persons
and property during construction or for compliance with federal, state and local
statutes, rules, regulations and codes applicable tot e conduct of the construction
services. Consultant shall have no influence over the construction means,
methods,techniques, sequences or procedures. Construction safety shall remain
the sole responsibility of the construction contractor(s).
C. Punch Lists
Upon receipt of Notice of Substantial Completion from the GC, the Consultant will
arrange to visually review the facility for purposes of preparing a Punch List,
outlining items to be corrected,touched up, replaced or finished before the project
is ready for occupancy. The Consultant will lead a final walk-through of the facility
to verify that the contractor has completed the work identified on the punch list in
an acceptable manner and that the facility is ready to be turned over to the CoRR
3,8 Project Close-Out
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! 11chitexas �CI",EA1E + C 0 N SEfR,VE
A. The Consultant will participate with the CoRR Project Manager in the preparation
of any final inspection certificates and documents required to close out affected
contracts and to facilitate final payment by the CoRR Project Manager.
3.9 Warranties
A. Review and determine the acceptability of any written warranties and guaranties
required by the Contract Documents for the project, which the contractor submits
to the CoRR Project Manager prior to the CoRR Project Manager acceptance of
final payment
Construction Phase Services—Clarification. If the Consultant is called upon to
observe the work of construction contractor(s)for the detection of defects or
deficiencies in such work,„the Consultant will not bear any responsibility or liability
for such defects or deficiencies or for the failure to so detect The Consultant shall
not make inspections or reviews of the safety programs or procedures of the
construction contractor(s), and shall not review their work for the purpose of
ensuring their compliance with safety standards. The Consultant shall have no
influence over construction means; methods, techniques, sequences or
procedures, No fault or negligence shall be attributed to the Consultant based
upon the acts or omissions of any construction contractors. Construction safety
shall remain the sole responsibility of the construction contractor(s)..
Construction Support Deliverables:
• Construction Observation Reports
Meeting Minutes
Punch Lists
• Submittal Reviews
RFI Responses
• Final Inspection and Certifications
4. AS-BUILT DOCUMENTS
As part of the Project Close-out and after the Certificate of Occupancy has been issued,
the General Contractor shall compile all superintendent and subcontractor redlines to the
Field Set of Construction Documents and edit the electronic files to reflect the redlines,
and transmit the"As-Built"documents, un-stamped to the A&E for review and comment
as needed. The consultant will meet with representatives of the CoRR to review and
comment on the content and intent of the Contractor's"As-Built Documents". The
consultant will not be responsible for making changes to the IFC drawings. This is a
coordinated effort between GC and A&E with A&E overseeing the process. When
finalized, the documents will be issued to the CoRR in BIM (or CAD is acceptable to the
CoRR Project Manager) and PDF format. The A&E will also ensure the GC completes
the Close-out documentation as required by CoRR.
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)VCfJJteXaS k"1RE,A,1E ,1 (;0"ISEIRVI::
EXHIBIT 8
COMPENSATION and HOURLY RATE SCHEDULE
PROFESSIONAL SERVICES
In consideration for the professionat services to be performed by the Architect, the City of Round Rock
agrees to pay the Architect a total sum of SIXTY THOUSAND DOLLARS ($60,000). The said sum is a
fixed not-to-exceed amount and shall be paid as delineated as follows and includes amounts paid for
Architects, Engineers and Planners.
BASIC SCOPE
Pro-Design/Schematic Design $ 9,000
Design Development $ 12,000
Construction Documents $21,000
Bidding $ 3,000
Construction as Services E 16,000
FEE BASIC A&E SCOPE with Record Drawings $60,000
REIMBURSABLE EXPENSES
Payment for reimbursable expenses, including administrative charges and out-of-pocket expense, and are
estimated to be THREE THOUSAND FIVE HUNDRED DOLLARS($3,500), are not included in the not-to-
exceed total fee recited herein Only reimbursable expenses set forth in the Architectural Services
Agreement shall be permitted.
ADDITIONAL SERVICES
Additional Services are defined as any service not listed as a basic service including revisions to previously
approved plans that necessitate additional or for the Architect, unless those revisions are required to
complete the original scope; substantive changes in the Project Scope; ora ditional work necessitated by
unknown or reasonably unforeseen circumstances The parties expressly agree that such additional
services would be performed under a supplemental agreement negotiated at a time subsequent to this
proposal. Compensation for approved Additional Services shall be computed based on the following
Schedule of Hourly Rates or as negotiated:
Senior Principal $ 300 00/hr
Principal $250.00/ r
Architect/ eigner/Project Manager $ 10.00/ r
Architectural Intern/CAD Technician $ 100,00/hr
Senior Historic Preservation Specialist $ 10.00/ r
Historic Preservation Specialist $ 10 .00/ r
Administrative/Clerical $ 75.00/hr
Daiia S 11 Austin 11 Sain Antonici 1907 WINK&St 2900!5.Conw,em Ave 40.'x"81111 Street
WWW airchitenas COM Second rilimir Sufte 2100 Saii%AintorWRO,Texas 78215
IDallllas,lexas 75201 Austin,TeKas 78704
P 214 748 4,5151 p 512 444 4220 p 2M9982422
Architexas Irl A I C0 S I V
EXHIBIT C
PROJECT SCHEDULE
(Professional A/E services are estimated to begin in May of 2022)
Pre-Design Services 2 Weeks
Schematic/Design Development 8 Weeks
Cost Estimate (SD, DD) 2 Weeks
Contract Documents S Weeks
Cost Estimate(CD) 2 Weeks
Invitation for Bid 2 Weeks
Bid and Proposal Evaluation 5 Weeks
Construction Support 6-8 Months
As-Built Documents 3 Weeks
Note: Schedule is an estimate of time required for the various phases of project delivery. Adequate Owner
supplied documentation and Owner review times may impact the overall schedule.
Dallas I Austin I San Antonio 1907 Marilla St. 2900 S.Congress Ave 417 81 Street
wwwarchitexas.com Second Floor Sults 200 San Antonio,'Fexas 75215
Dallas,Texas 75201 Austin,Texas 75704
p 214 748.4561 g 51E444.4220 1p 210.998.2422