R-2022-169 - 5/12/2022 Rf'SOLUTION NO. 11-20,22-169
WIJEREAS, the City Of ROUnd Rock desires to retain prol'e,"ional architectural services and
design services related to the Cit)' Of ROUnd Rock Fire Station No. I Pro.ject, and
WI-IIAZEAS, McKinney York Architects has submitted an Agreement for ArchiteCtUral
Services ("Agreement") and SUPPlernental Agreement No. I to provide said services, and
W1[1E,REAS, the ("it), Council desires to enter into said Agreement and SUpplemental
Agreement No. I with McKinney York Architects,Now Therefore
13L 11' RESOLVE'' i3y'rtm, COUNCIL OF °I CITY OF 11OUND 1ZO(.,K, TEXAS,
'I'liat the Mayor is hereby authorized and directed to execute on behalf of' the City an
Agreement for ArchiteCtUral �ervices Im- City of ROUnd Rock Fire Station No. I and Su plerriental
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Agreement No, I with McKinney York Architects, a copy Of same being attached hereto as Exhibit
"A" and incorporated herein for all purposes.
'I"'he City Council hereby finds and declares that written notice of the date, hour, place and
subject of the meeting at which this RCSO]Ution was adopted was posted and that SUCh aiecting was
open to the public ZIS reqUired by law at all times dUring which this Resolution and the SLlbj
ject matter
hereol'were discussed, considered and formally acted Lij)on, all as required by the Open Meetings Act,
Chapter 551, 1'exas Government Code, as amended.
RESOLVED this 12th day of May, 2022.
CRAIGOIRGAJ. Mayor
City Of'Found R 6�, "Texas
Arl"ES'l"':
G4jlWi 19"
6A N SPI S, City
Cty :lea l
0 1 B 2 26122 .1,y'12,9 12,16
1
EXHIBIT
"A"
City of Round Rock Agreentent
for Architectural Services for
City of Round Rock
Fire Station No. I
With
Mc,Kinnel York Architects
AGREEMENT made as of the day of tire rnonth of in the year Two
Thousand Twenty-two(2022).
BETWEEN the Architect's client identified as the City or the Ownct
Cily of Round Rock
221 East Main Street
Round Rock,Williamson and Travis Counties,Texas 78664
and the Architect:
a frntnc Architects [n dba McKinney York Architects
1301 East 71"attee
AlistinJ'X 78746
For the following Project:
Professional architectural services and design services related to the City of Round Rock Fire Station No. I
Professional services for this Project shall include but not be finiked to, Design Phase Services, Construction
Docurnents Phase Services,,Procurement Phase Services,and Construction Phase Services.
The Owner and the Architect agree as follows:
ARTICLE 1.1 INITIAL INFORMATION
LIA This Agreement is based on the following information and assumptions,
The Architect shall furnish the delineated services, including but not limited to meeting with the Owner's
representatives and others designated by the Owner to determine needs and requirements; rendering professional
consultation and advice; furnishing all necessary design and contract a(hninistration, services for the reference(]
Project; and providing ether specialized services,
Architectural services shall include the submittal of plans for Texas Accessibility Standards(TAS)review,which is a
requirement of federal law to comply with the ADA if the construction budget exceeds$50,000, Owner shall pay the
fees related to the submittal of plans for TAS review.
1,11.2 PROJECT PARAMETERS
1,11.1 The objective or use is: A Fire Station.
'ire referenced Project consists of professional planning,design,and construction services,related to the following:
4856-7187.2285%ss2
Fire Station No. I to be located at 1730 E.Old.Settlers Boulevard,Round Rock,'iexas,
1.1.2.2 The physical parameters arc:
'rhe project location is addressed 1730 E. Old Settlers Boulevard, Round.Rock,'Texas. It is approximately 2 acres at
the southwest corner of the property with the following legal descriplion:
THE SEI-I'LEMEI*1'r SEC 3,BLOCK E,l.02(PAIt.1C.&DE)ACRES 30.907.,
1.1.2.3 The Owner's program is.
The Program of development shall include but not be limited to the following ela.rraent .The prograrn shall be identical
to that for hire Station Number 3,drawings of which McKinney York Architects(MYA)has in possession,with the
following program amendments.
I. The project will have a fotnih vehicle bay.
2. The 14VAC system will be redesigned to reflect the institutional nature and special conditions presented
by the fire station program and will include humidity control capability for sleeping areas.
3. The building will have a sloped roof"system rather than the low-slope roof system that is part of the
prototype that formed the basis for Fire Station No.3.
4. Revise the exterior envelope system to irnprove heat and moisture transport performance after using
W LJFI analysis to calculate the transient coupled heat and moisture transport an exterior walls, sharing
the results with the City for alternative exterior envelope systems.
5. The project will have a full building water softener system.
Ca. The Project will include as Washer-Extractor (e.g. 40LB Commercial Speed Queen) and a Solo
Deco nt.nut ination Washing Machine.
1.1.2:.4 The financial parameters areas follows:
The Total Project Cost (TPC) is estimated by the Owner to be $10,000,000. The TFC is the Cost of the Fork as
defined by the Agreement plus the cost for construction of work designed by the Owner*s other project design
consultants,plus the following costs.
I. Fees of the Architect and the Architect's consultant's,those of the other design professionals like Civ l
Engineer that the Owner is contracting separately, and all of the design professional's qualified
rcimbursrable expenses.
2, Furniture„Furnishings,acid Equipment(FFE)design procurcrncnt and installation.
3, Surveying,Geological and Environmental services.
4. Geotechnical investigations and recommendations..
5. Material Testing and Inspection services.
Ci., Internal costs of the Owner charged against the project.
7, Outside consultants that may include accounting or legal consultants.
8. Other direct project costs.
"rhe TFC excludes the cost to procure the land,
The Cost of the Work plus the cost for construction of work designed by the Owner's other project design consultants
collectively represents the Construction Cost. Based on the reported costs for Fire Station 03 construction, arid
accounting for the extraordinary escalation in constrraction costs since that time as well as the increase in size,duality
and volume represented by the program amendments, it is anticipated that the Cost of the Work(Constnaction Cost)
may be between $83000,0100 and $9,000,000. Of that, the building portion could be between $6,500,000 and
57,5001,0001 The Site Work,landscaping,and Utilities cost making up the remaining portion of the.Construction Cost
could be between 51,,000,000 and$1,500,000. The Owner is budgeting$8,000,000 for the Construction Bost and is
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carrying,an additional contingency of'$800,0001 for the Project.
1,The Fee Schedule relative to this Agreement is set forth in Exhibit"A,"incorporated herein for all purposes,
and is as follows:
A. Professional Services
In consideration for the professional services to be performed by the Architect,the Owner agrees to
pay the Architect a total arnount not to exceed Four Hundred Fourlee it Thousand Five Hundred and
No/100 Dollars($414,500.00)as detailed in the Architect's proposal letter of 12/21/2021 which is
attached hereto as Exhibit"A,"and incorporated herein by reference for all purposes.
B, RcimbuLsablc Expenses Allowance
Payment for reimbursable expenses, including administrative charges arid out-of-pocket expenses,
she][not exceed the maxiinum sum of Six thousand and no/100 Dollars($§,LOOJ,and sucharriount
is included in the not-to-exceed total fee of$414,500.00.
Travel reimbursements inay be made for meals,travel,lodging as follows:
(1) all travel shall be tin coach and,riot in business class;
(2) toll road charges if provided with documentation of the date and time the tell charges were
incurred;
(3) lodging shall be in a standard roorn in a hotel located within Round Rock's City lit-nits-,and
(4) meals shall be reimbursed at an amount not-to-exceed$50.00 per day, This amount includes
tips.
Travel reiniburseinents shall Only apply 14) travel in excess of forty (40) miles. Architect is
responsible for providing all receipts to Owner for the reimbursement of items set forth above,
Receipts shall Lie provided to the Owner within thirty (30) days of the expenditure to qualify for
reimbursement and shall provide enough detail for the Owner to determine the requested
reimbursements meet the criteria set forth herein. It shall be in the sole discretion of the Owner to
determine ifexpenses submitted by Architect are reasonable and qualify for reimbursement pursuant
to the terms of the Agreement.
Cost of personal entertainment, amusements, alcoholic beverages, traffic citations, personal items
or illegal activities will not be reimbursed.Expenses due to vacations or personal trips in conjunction
with travel are riot reirnbursable. Adequate travel time is allowed,but travel expenses are not paid
for absences riot required by Owner business,
C, Additional.-Seryiecs
Additional services are defined as any services riot included as part of the scope of work of the
project including revisions to previously-approved plans that necessitate additional work for the
Architect, substantive changes in Project scope, or additional work necessitated by unknown or
reasonably unforeseen circumstances. Any additional services shall be performed under a
supplemental agreement negotiated at a tine subsequent to thisAgicernent.
1.11.5 The firne parameters are;
Services hereunder shall commence within ter)(10) upon receipt by tire Architect of a Notice to Proceed frorn the
Owner, Completion date shall be agreed upon by Owner and Architect. Other time parameters or adjustments to firne
parameters may be determined at as later date by mutual agreenient of the parties,
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The Owner desires that construction be completed during 2023-2024„ however, neither the Owner nor the Architect
can control;the availability of materials and labor that can,affect the time,required for construction,
1"he Architect and the Owner agree to the Following Milestone Schedule for the design and development of the Projcct.
Provided there arc no substantive changes to the Initial Information and the Owner provides prompt and
comprehensive cormmrnent responses to the Architect's milestone submittals, the project, will proceed in accordance
with the following milestone schedule, however, the architect and the Owner agree that the scheduled dates for
Procurement Phase completion and Construction Phase completion are dependent on the Owner's selected Contractor
ammcl out of the control of the Architect,
I. Start Design Phase Services:Immediately upon receipt orthe Notice to proceed,provided Owner notifies
Architect upon Approval by Council and that approval is at least 10 days prior to(lie elate of the Notice;
to Proceed(NTP).
2. Complete Design Phase Services:NTP+21 workdays.
3. Owner provides all cornments on the Design and authorization to proceed into Construction Documents
Phase.One workday following completion of Design Phase Services.
4, Construction Documents 'Start: first workday following receipt of time last of the Owner comments on
[design Phase work product.
5. Owner provides Final Site flan to the Architect including detailed grading,drainage.,utilities;and other
pertinent site design information reasonably required by the Architect to complete Construction
Documents:20 workdays following Construction Documents Start.
6 95%Construction Documents: 50 workdays following Construction Documents'Start or 30 workdays
following receipt by the architect of the spinal site Plan,whichever is later.
7. , Owner returns Comprehensive Comments:on the Construction Docunmerim "Three workdays following
Architects electronic submission of the 95%Construction Documents to the Owner.
S. Complete Construction Docurnents: Tien workdays following receipt of the last Owner's comment on
the 95%Construction Documents.
1.1.2.6 The proposed procurement or delivery method for the Project is: Competitive Scaled Proposal (CSP)
method.
1.1,3 PP..C1JEC:T°1'EAM
1.1.3.1 The Owner's Designated Representatives are:
Laurie Hadley,City Manager
City of Round Rock
221 East Main Street
Pound Rock,Texas 78664
Manlmew Smith,Project Manager
City of Round Rock
2.12 Commerce Blvd,
Found Rock Texas 75664
512-218-7016(Office),512-639-7433(Mobile)
rnsmith@roundrocktexaas,gov
1,1.3.2 The Owner's consuhants and contractors are:
Architect of Record Prime Firm:
McKinney York Architects
^f-
Consultants:
I. Civik 2P Consultants
2, Geotechnical and Material'rest i rig:Rock Engineering
3, Geological and Environmental: POWER Engineers
4. Surveying:2P Consultants
I A.3.3 The Architect's Designated Representative is:
Patricia Hunt,AIA, RID,LEEK All,Associate
1301 East 71"Street
Austin,TX 78702
512-852-0283
phunt@mckirincyyork.corn
11.1.3.4 The consultants retained at the Architect's expense are as follows.
I. Structural Engineer: Structures
2, MEP: Aptus
3. Landscape Architect and Irrigation Designer:Studio 16: 9
4. Registered Accessibility Specialist,Development Associates
1.1.4 Duties,responsibilities and limitations of authority of the Architect shall not be restricted,modified or extended
without written agreement of the Owner and the Architect.
1.1.5 It is expressly understood and agreed by and between the parties hereto that any alteration in schedule,
compensation and Change in Services shall be effected oniy by Supplemental Agreement hereto. Any such
Supplemental Agreement to this Agreement must be duty authorized by appropriate City Council or City Manager
action.
A1'11CLE 1,2 RESPONSIBILITIES OF THE PARTIES
1.2.1 The Owner and the Architect shall reasonably cooperate with one another to fulfill all of their respective
obligations required under this Agreement. Both parties shall endeavor during the full ter-in hereof to maintain good
working relationships among all members of the Project team.
1.2.2 OWNER
1.2.2.1 Unless othenvisc provided under this Agreement,the Owner shall provide hall information in a timely manner
regarding requirements for and limitations on the Project,
1.2.2.2 'rhe Owner shall establish and periodically update the budget for the Project,including that portion allocated
for the Cost of the Work,the Owner's other costs,and reasonable contingencies related to all costs.
1.2.23 The Owners: Designated Representatives identified to Paragraph 1.1.:1.1 shall be authorized to act on the
Owner's behalf with respect to the Project.The Owner or Owner's Designated Representatives shall render decisions
in a firriely rnanner pertaining to documents submitted by the Architect in order to avoid unreasonable delay in the
orderly and sequential progress or the Architect's services.
1.2,2.4 'rhe Owner may furnish the services of consultants other than those designated in Paragraph 1.1.3.2 or
authorize the Architect to furnish them as a Change in Services when such services are requested by the Architect and
are reasonably required by the scope of the Project or a change in the scope of the Project, Any service furnished by
the Architect at the Owner's request most be approved by the Owner.
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1.2.2.5 Unless otherwise provided in this Agreement,mid if requested in writing,the Owner sliall furnish or pay for
tests,inspections and reports required by law or the Contract Documents,such as structural,rnecharucal,and chernical
tests,tests for air and water pollution,arid tests for hazardous materials.
1.2.2.6 The Owner shall furnish all legal,insurance and UCOUTIfing services,including auditing services,which may
be reasonably necessary at any time for the Project to meet the Owner's needs slid interests,
1.21.7 Each party shall provide prompt written notice to the other if either becomes aware of any fault or defect in
the Project,;including any errors,emissions or inconsistencies in the Architect's Instruments of Service.
1.2.2.8 The Owner will furnish building permits without charge. Electrical,plumbing and other trade permits will be
the responsibility of the construction contractor. Any charges which may be agscsscd for tap fees will be paid by the
Owncr and are not to be included by the Architect in the specifications for the Project,
1.2.2.9 Owner agrees to pay the actual costs of review fees associated with Texas Building Accessibility reviews,
reviews by other authorities having jurisdiction,and any other required filing fees.
1.2.2.111 Ther Owner will provide the Architect with miscellaneous items such as the Project Prototype along with
legal permission for use of the prototype design from the prototype design architect,a list of requested changes to(lie
ProJect Prototype,one digital copy of the City of Round Rock General and Supplementary Conditions for Building
ConstrucLion,Wage Rates,Contract and Bond Forms,and such other information and materials as may be necessary
and practicable for the orderly and expeditious progress of the work and the awarding of the construction contract. To
tire extent practicable,these documents shall be utilized in the preparation of the construction documents,
11.2.11 The Owner will provide timely review and response to inquiries in order to maintain an orderly progression.
Any inforrnation related to design standards and Owner-furnished equipment specifications not provided
pursuant to Section 1.2.2.10 above and desired by the Architect from the Owner must be:requested by the Architect
in writing during the initial Phase of the Project.
1.21.13 The Owner shall furnish surveys to describe physical characteristics,legal limitations and utility locations for
the site of the Project,and a written legal description of the site.The surveys and legal information shall include,as
applicable,grades and lines of streets,alleys,pavements and adjoining property and structures; designated wetlands;
,adjacent acent drainage; rights-of-way, restrictions, casements, encroachments, zoning, deed restrictions, boundaries and
contours of the site; locations, dimensions, and other necessary data with respect to existing buildings, other
improvements and trees;and information concerning available utility services and lines,both public and private,above
and below rade, including inverts and depths. All the information on the survey shall be referenced to a Project
benchmark.
1.2.2.14 The Owner ,,hall furnish services of geotechnical engineers, which may include test borings, test pits,
determinations of's,oil bearing values,percolation tests,evaluations of hazardous materials,seismic evaluation,ground
corrosion tests and resistivity tests, including necessary operations for anticipating subsoil conditions, with written
reports andappropriate recommendations,
1.2.2.15 The Owner shall furnish tes
IS, inspections and reports required by law or the Contract Documents, such as
structural,mechanical,and chemical tests,tests for air arid water pollution,and tests for hazardous materials.
1.2.2.16 The Owner shall famish all legal, insurance;in(] accounting services, including auditing services, that may
be reasonably necessary at any time for the Project to incet the Owner"s needs and interests.
1.2.2.17 The Owner shall provide prompt written notice to the Architect if the Owner becomes aware of any fault or
defect in the Project,including errors,omissions or inconsistencies in the Architect's Instruments of Service.
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1.2.2.18 The Owner shall include the Architect in all communications with the Contractor that relate to or affect the
Architect's services or professional responsibilities, Tire Owner shall promptly initify the Architect of the substance
of any direct communications between the Owner and the Contractor otherwise relating to the Project.
Communications by and with tile Architect's:consultants shall be through the Architect,
1.2.2.19 Before executing tile Contract for Construction, the Owner shall coordinate the Architect's duties and
responsibilities set forth in tile Contract for Construction with the Architect's services set forth in this Agreerrient,Tbe
Owner shall provide the Architect a copy ofthe executed agreement between the Owner and Contractor,including the
General Conditions of the Contract for Construction,
1.2.2.20 Owner shall furnish the requested infori-nation as necessary and relevant for the Architect to evaluate, give
notice of,or enforce lien rights,
1.2.3 ARCHITECT
1-23.1 The services performed by the Architect, tile,Architect's employees and the Architect's consultants,shall be
as enumerated in Article IA and as enumerated elsewhere herein, and in any attached exhibits or supplemental
agreements.
1.2.12 The Architect's services shall be performed as expeditiously as is consistent with professional skill and care
and tile orderly progress of tile Project("Standard of Care"). The Architect shatt submit for the Owner's approval a
detailed schedule in Microsoft Project or an approved alternative format for the performance of the Architect's
services,which may be adjusted,ifnecessary and approved by tile Owner,as the Project proceeds.This schedule shall
include allowances for periods of time required for the Owner's review, for the performance of the Owner's
consultants, and for approval of submissions by authorities having jurisdiction over the Project. Time limits
established by this schedule approved by the Owner shall not, except for reasonable cause, be exceeded by tile
Architect or the Owner,The Architect"s schedule will be provided;as a milestone list in the format included above in
the Initial Information Schedule, The Architect's schedule for performance of tile Architect's services shall initially
be consistent with the time periods established in the Time Parameters section of the Initial Information above.
1.2.3.3 The Architect's Designated Representative identified in Paragraph I.1.3.3 shall be authorized to act on the
Architect's behalf with respect to the Project,
1.23.4 The Architect shall maintain tile confidentiality of information specifically designated as confidential by tile
Owner,unicss withholding such information would violate:the law,create the risk of'significant harm to the public or
prevent the Architect from establishing a claim or defense in all adjudicatory proceeding, Tile Architect shall require
of tile Architect's consultants,,similar at regiments to maintain the confidentiality of information specifically designated
as confidential by the Owner.
1.2.3.5 Except with the Owner's knowledge and written consent, the Architect shall not engage in any activity,or
accept any employment, interest or contribution that would reasonably appear to compromise the Architect's
professional judgment with respect to this Project or compromise (tie performance of the approved schedule for this
Project.
1.2.3.6 The Architect shall review taws,codes,and regulations applicable to the Architect's services. Tile Architect
shall respond in the design of the Project to requirements imposed by governmental authorities having jurisdiction
over the Project.
1.23.7 The Architect shall be entitled to reasonably rely on tile accuracy and completeness of services and
information furnished by the Owner. Each party shall provide prompt written notice to the other if either becomes
aware of any errors,emissions or inconsistencies in such services or information,
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ARTICLE LE" I. TERMS AND CONDITIONS
I.T,I COST OF THE WORK
I.T.I.I The Cost of the Work shall be the total cost or,to the extent the Project is not completed, the estimated cast
to the Owner of Gall elements of the Project designed by the Architect,
1.3.1.2 The Cost ofthe Work shall include the cast at reasonable Current market rates oflabor and materials furnished
by the Owner and equipment designed,specified, selected or specially provided for by the Architect, including; the
costs of m4nagement or supervision of constru;tion or installation provided by a separate construclion rnanag er or
contractor,for the Contractor's overhead and profit.
I3.I3 The:Cost of(tie Work does not include the compensation of the Architect and the.Architect's consultants,the
costs of the laird,rights-of-way and financing or other costs that are the responsibility of the Owner.
I.12 INSTRUMENTS OF SERVICE
I. .2.I Drawings,specificaatiorms and other documents, including;those in electronic form,prepared by the Architect
and the Architect's consultants are Instruments of Service for use solely by the Owner. All of the Architect's designs
and work product tinder this Agreement, including but not limited to Tracings, Drawings, Estimates,Specifications,
Investigations,Studies and other documents,shall be the property of the.Owner,to be used as the Owner desires;upon
cor'np'letionro'f the services provided by the Architect tinder this Agreement and in confirmation of the fee for services
to be paid tinder this Agreement,the Architect hereby conveys,transfers and assigns to time Owner all rights under the
Federal Copyright Act of 1976 for any successor copyright statute),as amended,all c:ornnaon law copyrights and all
other intellectual property rights acknowledged by law in the Project designs and work product developed under this
Agreement,provided that Owner has made payment to Architect for all sums owed under the Agreement for work
completed by Architect, Copies may be retained by the Architect. The Architect shall be liable to the Owner for any
loss or damage to any such documents while they are in the possession of or while being worked upon by the Architect
or anyone connected with the Architect, including agents,employees,consultants or subcontractors. All documents
so lost or damaged shall be replaced or restored by the Architect without cost to the Owner.
I3„2,2 Upon execution of this Agreement,the Architect grants to the Owner permission to reproduce the Architect's
Instruments of Service for purposes of constntcting,using and maintaining the Project,provided that the Owner shall
comply with all obligations, including prompt payment of all suras when due,, under this Agreement,The A.rchilect
shall obtain sinhmlar permission front the Architect's consultantsconsistent with this Agreement. Upon termination of
the Agreement,the Owner is permitted to authorize other similarly credentialed design professionals to reproduce and,
where permitted by law, to matte changes„corrections or additions to the Instrumerhts Of Service for the purposes of
completing, using and maintaining the Project or additional projects. IN THE EVENT OWNER. USES THE
ARC✓HITE,CT"S INSTRUMENTS ENT"S O SERVICE WITHOUT RETAINING THE ARCHITECT ON THE
PROJECT OR ANY OTHER PROJECT, THE OWNER RELEASES THE ARCHITECT AND ITS
CONSULTANT(S) FROM ALI, CLAIMS AND CAUSES OF ACTION ARISING FROM SUCH USES.
ADDITIONALLY, IN THE EVENT THAT THE OWNER TERMINATES THE ARCHITECT FOR
CONVENIENCE OR WITHOUT CAUSE AFTER THE ARCHITECT SEALS THE CONSTRUCTION
DOCUMENTS BUT BEFORE COMPLETION OF THE CONSTRUCTION PHASE,OWNER AGREES TO
HIRE A COMPETENT PROFESSIONAL TO PERFORM CONSTRUCTION PHASE SERVICES IN
ACCORDANCE WITH'TIIAE RULE SECTION 1.217.OWNER ACKNOWLEDGES THAT THE FAILURE
"TCD ENGAGE ARCH ITEC:T TO PERFORM FULL L C:ONST"RUC;TION PHASE SERVICES CARRIES ES WITH
IT ASSOC"IA1IFID RISKS BOTH TO THE OWNER AND ARCHITECT. SUCH RISKS INCLUDE,
WITHOUT LIMITATION, THE, INABILITY OF THE ARCHITECT TO BECOME GElsIERAI,I.Y
FAMILIAR WITH THE PROGRESS AND QUALITY OF THE WORK PERFORMED BY CONTRACTOR,
TO REJECTWORK NOTICS ACCORDANCE WITH THE CONTRACT DOCUMENTS,TO CLARIFY CRTC
RESPOND TO CONTRACTOR'S QUESTIONS CONCERNING INTERPRETATION OF THE
INSTRVNiENTS OF SERVICE, OR TO MAKE APPROPRIATE REVISIONS OR MODIFICATIONS DIF"ICATIONS T O
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TFIE ARCHITECT'S INN,rRUMENTS OF SERVICE.
13.2.3 The Owner shall not assign,delegate,sublicense,pledge or otherwise transfer any permission granted herein
to another party without the prior written agreenleril of tile Architect- However, the Owner and Architect shall be
permitted to authorize the Contractor, Subcontractors, Sub-subcontractors and material or equipment suppliers to
reproduce applicable portions of the Instruments of Service appropriate to and for use in their execution of the Work.
Submission or distribution of Instruments of Service to meet official regulatory requirements or for similar purposes
in connection with the Project is permitted. Any unauthorized use of the Insunments of Service shall be at tile
Owner's sole risk and without liability to the Architect and the:Architect's consultants,
1.3.2.4 Prior to the Architect providing to the Owner any Instruments of Service in electronic forin or the Owner
providing to the Architect any electronic data for incorporation into the Instruments of Service,the Owner and tile
Architect shall by separate written agreement set forth the specific conditions goveming(he format of such Instruments
of Service or electronic data,including any special limitations not otherwise provide(] in this Agreement.
1.3.15 All plans and drawings will be prepared and submitted digitally by the Architect to the Owner for approval
on a minimum 24-inch by 16-inch fionnat,with all lettering processed in ink or pencil and clearly legible when the
sheets are reproduced and reduced to half size.
1.3.2.6 Upon completion of the construction of the Project,the contractor shall deliver final-as-built documents to
the Owner. 'Tire Architect shall have no responsibility with regard to As-Builrs, Record Drawings, or, Record
Specifications.
13.2.7 The Architect shall have no liability for changes made to tile drawings. Any such change shall be scaled by
the architect making that change and shall be appropriately marked to reflect whatwis changed or modified. To the
extelit permitted by law, the Owner agrees to indemnify, defend and ]told harmless the Architect for any claims,
damages,suits and loss of every kind and nature for the unauthorized re-use of the Architect's Instruments of Service.
1.3.3 CHANCE IN SERVICES
I,3.3.1 Change in Services of the Architect, including services required of tire Architect's consultants, may be
accomplished after execution of this Agreement, wiffiout invalidating the Agreement, if mutually agreed in writing.
It is expressly understood and agreed by and between the parties hereto that any alteration in schedule,compensation
and Change in Services shall be effected only by Supplemental Agreement hereto. Any such Supplemental Agreement
to this contract must be duty authorized by appropriate City Council or City Manager action.
1.14 MEDIATION
1.3,4.1 Airy clairn,dispute or other matter in question arising out of or related to this Agreement shall be subject to
mediation. If such matter relates to or is the subject of a lien arising out of the Architect's services,the Architect may
proceed in accordance with applicable law to comply with lien notice or filing deadlines prior to resolution of the
matter by mediation.
1.3.4.2 The Owner and the Architect shall endeavor to resolve claims,disputes and other matters in question between
them by mediation. Request for mediation shall be filed in writing with, the other party to this Agreement, and
mediation shall proceed in advance of legal or equitable proceedings,which shall be stayed pending mediation for a
period of 60 days from the date of filing,unless stayed for a longer period by agreernent of tile parties or court order,
1.3.4.3 The parties shall share the mediator's fee and any filing fees equal ly.'17he mediation shall be held in the place
where the Project is located,unless another location is mutually agreed upon. Agreements reached in mediation shall
be enforceable as settlement agreements in any court having jurisdiction thereof.
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1.3.6 ARBITRATION
1.3.5.1 Tire Owner and the Architect hereby expressly agree that no claurns or disputes between the Owner and the
Architect arising out of or relating to the contract documents or a breach thereof shall be decided by any arbitration
proceeding,)including,without limitation, any proceeding under the Federal Arbitration Act(9 U&C. Section 1-14),
or any applicable state arbitration statute,except that in the event that the Owner is subject to an arbitration proceeding
related to the Project, the Architect consents to be joined in file arbitration proceeding if file Architect's presence is
required or requested by fire Owner for complete relief to be accorded in the tarbilration proceeding.
1.3.6 CLAIMS FOR CONSEQUENTIAL DAMAGES
1.341 The Architect and the Owner waive consequential damages for claims,disputes or other matters in question
arising out of or relating to this Agreement.This mutual waiver is applicable,without hinitation,to all consequential
damages due to either party's termination in accordance wi�lla Section 1.3.13.
1..3.7 MISCELLANEOUS PROVISIONS
1.3.7.1 This Agreement shall be governed by the lawns of the state of Texas, and venue shall tie in Williamson
C'ounty,"rekW
1.3.7.2 Causes of action'between the parties to this Agreement pertaining to acts or failures to act shall be decreed to
have accrued andthe applicable statutes of limitations shall commence to nut not later than either the date of
Substantial Completion for acts or failures to act occurring prior to Substantial C:ornpletion or the date of issuance of
the final Certificate for payment for acts or failures to act occurring after Substantial Completion, In no event shall
such statutes of limitations commence to naan any later than the date when the Architect's services are substantially
conap leted.
1.3.7.3 To(tic extent damages are covered by property insurance during construction,the Owner and the Architect
waive all rights against each other. The Owner, as appropriate, shall require of the contractors„ consultants, agents
and employees of any of theon similar waivers in favor of the other parties enumerated herein.
1.3.7.4 birthing con rained in this Agreement shall create a contraactuat relations hit)wwith or a cause of action ill favor
ol'a third ptrty+against either the Owner or the Architect,
1.3.7.5 Unless otherwise provided in this Agreement, the Architect and the Architect's consultants shall have no
responsibility= for the discovery, presence„ handling, removal or disposal of or exposure of persons to hazardous
materials or toxic substances in any form at the project site.
1.,3.7.6 The Architect shall have the right to include photographic or artistic representations of the design of the
Project amgng the Architect's promotional and professional materials.The Architect shall be given reasonable access
to the completed project to make such representations. However, the Architect's materials shall riot include the
(„Owner's co¢wfrdential or proprietary information.
1.3.7.7 lf,the Owner requests the Architect to execute certificates,the proposed language of such certificates shall
be submitted to the Architect for review at least seven(7)days prior to the requested dates of execution,The Architect
shall not be Fequired to execute certificates that would require knowledge,services or responsibilities beyond the scope
of this Agreement.
1.3.7,13 The Owner and the Architect, respectively, bund themselves, their partners, successors, assigns and legal
representatives to the other party to this Agreement and to the partners,successors,assigns and legal representatives
ot'such other party with respect to all covenants of this Agreement.Neither flue Owner nor the Architect shall assign
this Agreement without the:written consent of the other.
l i)
1.17.9 All Exhibits to the Contract are incorporated herein as a part of the Contract. Any inconsistencies or
conflicts in Contract and Exhibits shall be resolved by giving preference to pages one(1)through thirteen(13)of
the Contract.
1,3.7.10 BIM and Document Transfer:The Architect will develop project drawings utilizing Revit.The level of
model development will be detennined by the Architect for the purpose of generating printed construction drawings.
Model development for other purposes will require additional fees.Electronic docuinent transfers will be made in
accordance with Architect's standard protocols for the development,use, transmission,arid exchange of digital data,
1.3.8 TERMINATION OR SUSPENSION'
1.18.1 If the Owner fails to make payment,., to the Architect in Substantial compliance with this Agreement,such
failure tuay be considered substantial nonperformance and cause for suspension of perforinance of services under this
Agreemem. If the Architect elects to suspend services„prior to suspension of set-vices,the Architect shall]give fifteen
(15)days' written notice to the Owner. In the event ofa suspension of services,the Architect shall have no liability
to the Owner for delay or damage C aLlSed the Owner because of such suspension of services. Before resuming services,
the Architect shall be paid all non-disputed sums due prior to suspension, The Architect's fees for the remaining
services and the time schedules shall be equitably adjusted.
1.3-81 In connection with the work outlined in this Agreement, it is,agreed and fully understood by the Architect
that the Owner may cancel or indefinitely suspend further work hereunder or terminate this contract either for cause
or for the convenience of the Owner, upon fifteen(1 S)days' written notice to the Architect, with the understanding
that immediately upon receipt of said notice all work and labor being performed under this Agreement shall cease,
The Architect shall invoice the Owner for all work completed and shall be compensated in accordance with the terms
of this Agreement for all work accomplished prior to the receipt of said notice. No amount shall be due for lost or
anticipated profils, Upon payment in fill] for all services performed by the Architect,all plans, field surveys, Maps,
cross sections and other data,designs and work related to the Prqjcct shall become the:property of the Owner upon
termination of this Agreement and shall be promptly delivered to(lie Owner in a reasonably organized form,subject
ject
to any record-keeping requirements unposed on the Architect by the 'T AE or other similar regulatory authority.
Should,(lie Owner subsequently contract with a new architect for continuation of services,on the Project,the Architect
shall cooperate in providing information.
1.3.8.1 Nothing contained in Section f.3.8.2 immediately above shall require the Owner to pay for any work which
is unsatisfactory as determined by the Owner's representative or which is not subinaitted in cornpliance with the terms
of this Agreement. The Owner shall not be required to make any payments to the Architect when the Architect is in
default under this contract,nor shall this section constitute awaiver of any right,at law or at equity,which the Owner
may have if the Architect is in default, including the right to bring legal action for damages or to force specific
perforniance of this Agreement.
1.3.9 PAYMENTS TO ARCHITECT
1.3.9.1 payments on account of services rendered shall be made monthly upon presentation of the Architect's
statement of services.
1.3.9.2 Reimbursable Expenses, in an amount not to exceed $6,000, are included in the not-to-exceed SLIM Cor
compensation for the Architect's services arid include expenses incurred by the Architect and the Architect's
employees and consultants directly related to the Project,as described in 1.1.2A.13.
1.3.9.3 Records ofReirnbursable Expenses,of expenses pertaining to a Change in Services,and of services performed
on the basis of hourly rates or a triultiple of Direct Personnel Expense shall be promptly provided to the Owner or the
OvAier's authorized representatives.
1.3.9.4 Direct Personnel Expense is defined as the direct salaries of the Architect's personnel engaged on the Project
and the portion of the cost of their mandatory and castor lary contributions and benefits related thereto, such as
employment taxes and other statutory employee benefits, insurance, sick leave, holidays, vacations, emptoycc
retirement plans and similar contributions.
AR"1"ICL IA SCOPE OF SERVICES ES AND OTHER SPECIAI,1°ERMS AND CONDITIONS
1.4.1 Enumeration of Parts of the Agreement. This Agreement represents the entire and integrated agreement
between the (`Owner and the Architect and supersedes all prior negotiations, representations or agreements, either
written or oral. This, Agreement may be amended only by written instrument signed by both the Owner and the,
Architect,'1 his Agreement comprises the documents listed below.
1.4.1.1 Architectural Services Agreement between Owner and Architect,
1. .1.2 Cather documents as follows;
Exhibit``A."
"Supplemental.Agreement No. I"supplementing,Architectural Services Agreement between Owner and Architect.
1.4.2 Special Terms andConditions.Special terms and conditions that modify this Agreement are as follows:
Americans .with Disabilities Act (ADA) and Texas Accessibility Standards (TAS) provide that it is a violation of
ADA/TAS to design and construct a facility for first occupancy later than January 26, 1993 that docs not mect the
accessibility and usability requirements of the ADAJTA5 except where all entity can demonstrate that it is structurally
impractical to meet such requirements, The Architect will use its best professional efforts in accordance with tite
Standard of Care; to interpret and meet applicable ADA/TAS requirements and other federal, ;state and local lawns,
rifles„codes,ordinances and regulations as they apply to the Project.
A 'C"1C MI. COMPENSATION
TIO
1.5.1 payments for services s�hal I be made rnon[lily,and where applicable,shall be in proportion to services perfon-ted
on the basis.set forth in this Agreement and in format reeluested by the Owner.
1.5.2 Payments are due and payable thirty(:50) days from the date of the Architect's invoice, or not later than the
time period:required under the Texas Prompt Payment Act, whichever is Eater. Non-disputed amounts unpaid sixty
(60)days atter the invoice date shall bear interest at the rate entered below„or in the absence thereof at the legal rate
prevailing from time to time at the principal place of business of"the Architect.
Payniews hereunder shall be,rude in accordance with the Prompt Payment Act,
1.5.3 The architect shall'be compensated as follows.
Design Phase Services: Stipulated sum of$60,000
Construction Document Phase Services: Stipulated sung of$225,000
Procurement Phase Services: Hourly plus atuounts invoiced. Architect for Consultant
Services,not to exceed an amount of 521,000.
Construction Phase Services: Stipulated sum of$108,500,
1.5.4 Compensation for Architect's Additional Services: is negotiated and memorialized in supplemental
agreement(:).
12
1,5.5 Standard Hourly Rates: As indicated in Architect's 2022 Fee Schedule. Rates will remain in effect until
December 31 st of the Schedule year and any iticreaseswill be limited to5%per innU111 in that and subsequent calendar
years.
ARTICLE 1.6 MISCELLANEOUS
1.6,1 Statement of Jurisdiction.- The Texas Board of Architectural EXaMiners,333 Guadalupe,Suite 2-350,Austin,
Texas 78701, telephone (512) 305-9000, has jurisdiction over complaints regarding the professional practice of
persons registered as architects in Texas,
1.6.2 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)and will not boycott Israel during the terrn of the contract. The signatory executing
this Agreement on behalf of Architect verifies Architect does not boycott Israel and will riot boycott Israel during the
term of this Agreement.
1.6.3 In accordance with Chapter 2274, Texas Government Code, a goveminentall entity may not enter into a
contract with a company with at least ten(10)full-time employees for a value of at least One Hundred Thousand and
No/100 Dollars($100,000,00)unless the contract has a provision,in the contract verifying that it.(1)(Ices riot have a
practice,policy,guidance or directive that discriminates against a firearni entity or firearm trade association;and(2)
will not discriminate during the term of the contract against a firearm entity or fircarrn trade association, The signatory
executing the Agreement on behalf of Architect verifies Architect does not have a practice, policy, guidaticc, or
directive that discriminates against a firearm entity or firearin association.
1,6.4 In accordance with Chapter 227,4, Texas Government Code, a governmental entity may not enter into a
contract with as company with at least ten(10)(wall-time employees for a value of at least One Hundred Thousand and
No/100 Dollars($100,(100.00)unless the contract has a provision in the contract verifying that it:(I)does not boycott
energy companies; and (2) will not boycott criergy companies during the tern of this Agreement. The signatory
executing the Agrecrnerit on behalf of Architect verifies Architect does not boycott energy companies,and it will no
boycott energy cornpanics during the term of this Agreement.
This Agrecirient entered into as of the day and year first written above.
ISignatures on the following page.1
13
OWNER ARCHITECT
CITY OF ROUND ROC:' ,TEXA5 MC ,lNNEY YORK ARCHITECTS
_.m_ _.,._._ . ._._.......... _.. ..._.___...._........_ y
Mayor,Craig Morgan
By.._—,
Meagan Spinks,City Clerk
FOR CITY,APPROVED ASTO FORM,
y.
Stephan L.8heeas,City Attorney
14
Exhibit "A"
HIK
nnr n^:Mro1f�xN.1 q
April '12,2022
Matthew Smith
Project Manager
General Services Divi iron
212 C;omrnerce Blvd
Round Rock,Texas 78664
Office512.218-70116
Cell 512-639-7433
Transmitted via email to. rr,r.i ttifli; s
Re,City of found Rock, Fre Station No i
Deur Matthew,
Thank you for the ofrPOOL,inAty to provide you with this proposal for design servicers for City
of Roman Rock,Fire Station Number'].1. In response Co the request from your legal (earn,we
are updating this proposal to remove descriptions of edits to the Agreement and
Skip pr er"w ental Agreement No. 1 and retain only a brief description of the Scope of Services
and the fee schedule(including the Dourly rate schedule).
Initial Information
The assumptions, terms, Arid conditions underlying this puoposal are merTroriafized the
edited ve°rsions of they Agreement and Supplemental A,greerTrent No. 1 transmitted with this
proposal..
Scope of Services and Other Special Terrns and Conditions
As described in Artk ie 1,4 ofthe attached edited Agreement with reference toappropriate,
mutually agreed to Exhtidits consistent with this proposal. A copy of 'Supplemental
Acjreernent No, 1" edited to reflect the Scope of Servicers included in this proposal is also
attached,
Compensation
As described in Article 1.5 of the Agreo'nent edited to reflect the following
Design Phase Services, Stipulated Burn of$60,000
Construction Ctocun`rent Phase Services: Stipulated Burn of$225,000
Procurement Phase Services: Hourly plus aruourwts invoiced Architect f'or Consultant
Seivic~es, not to exceed ars amount of 821,000
Construction Phase Services: Stipulated sura of$108,500
Compensation for Architect's Additional Services As negotiated and rnerroorialezed in
supplemental agreernent(rt).
Exhibit "A"
Standard Hourly Rates. As indicated in Architect's 2022 Fee Schedule, hates will rernain ui
effect Until Decernbef 31"of the Schedule year and any increases will be lirrmited to 5%per
annurn in that and.subsequent c@1endar years
Reimbursable Expenses, in an amount riot to exceed $6,000, are included in the not-to
excood,sum for corripensation for the Architect's services and include expenses incurred by
thf'.i ArcNtect and the ArcNtect's employees and consultants directly related to the Projecl
as described in 1 124 B
Conclusion
We are looking forward to working with you on tnis project, If this proposal is acceptable to
you,please retU;n a signed copy of[tie Contract and Supplefflent to Us for our signature We
are looking forward to working with you on this project.
Feel free to,call if YOU have any ques0ons
Very truly yours,
7 rohitec
9 ts
Attach:
l"erriplate Architectural Service%Agu ep-ment CORR F 22-032 Ldoc
Suppi I to Architectural Services Agreement 22-0321 doc
MY A 2022 hourly rate schedule
MYA 2022 reimbursable rate schedule
Structures Proposal Letter dated 12/15/20211
Excerpt from Structures email dated 03/09/2022 (,,onfirming conbm)ed validity of the
engineers PFC)[)OSal
Aptus Proposal L,etter dated 03/11/2022
Studic,16:19 Proposal letter dated 03/10/2022
Developrrient Associates Proposal dated 12/17/2021
List of Possible expanded Services that Are N(DT included
CC, file
Exhibit "A"
Uerica� 1 $1 001houl,
ClericaIi 11 $130/hour
Cleric al 111 $1 50/hour
Intern $100/hour
Designer 1 $11 0/hOur
Dosigner 11 $120/hour
Architect III/Designer 1,1 $130/hour
Architect IV/ Designer IV $140/hOUr
Architect V 50/hour
Architect V 70/hOur
Architect VII $1 901hour
Architect VIIII $210/ho ur
Architect IX X230/1`10W'
Partner $240/hour
Founding Pr.ncipal $2401/houir
Pani pal $260/hour
Note This fee schedule is effective through December 31, 2022, Rates Mill be adjusted each .January to
reflect changes in eirnpiloyee c(,,)sts
Exhibit "A"
........... AP
In addition to thefee,the faming wfll be invoiced as reir`nl..Affg)ble expenses with applicable multiplier.
In-house printingi and pots
Black and White Copies 0.10 e,a ch
Color Copies $0,20 each
Transbon(,J PlotslCopies $5,00 each
Outsoorced printing aod plots
Meat e- current IRS Standard Mileage Rites for travel outside of Travis and to IlliaITISOn County
Postage,haridling,and defivery charges
Furnitore anir.1 fixture purchases
Attorney's fees&Architect's time for review and negotiation of agreements with third partiies or lenders
Other 6recl project expenses:
Note: This,rate schedule is effective thrOUgh l'.)ecember 31, 2022 Rates will be adjusted each January to
reflect charnges in costs.
SUPPLEMENTAL AGREEMENT NO. I
CITV OF ROUND ROCK §
STATE CSP""TEXAS § KNOW ALL BV THESE PRESENTS:
COUNTV OFWILLIAMSON
COUNTV CIF TRA,SIS §
This document is entitled Supplemental Agreement No. 1,and it supplements"City of Round Rock
Agreement for Architectural Services for the City of Round Rock Fire Station No, I with McKinney York
Architects" for the following Project:
Professional architectural services and design services related to the following:
City of Round Rock Fire Station Number I
Professional services for this Project shall include, but not be limited to, Design Phase
Services, Construction Documents Phase Services, Procurement Phase Services, and
Constmction Phase Services, Architect shall be the Architect of Record, and shall be in
charge of coordination of"the consultants provided by the Architect. The Architect shall
coordinate the work of the Architect with the work of the Owner"other design consultants.
The Owner shall require the Owner's other Consultants to likewise coordinate their work
with the work of the Architect.The Owner shall also require their other design Consultants
to coordinate the schedule for the perfori-nance of their services with the Architects
performance schedule to allow the Architect to efficiently provide their services for this
project.
This Supplemental Agreement No. I is made and entered into as of the same date of the Agreerrient
it SLIpplernents,that being the__ .day of 2022,and likewise is by and between the
same parties, those being the CITE OF ROUND ROCK,a home-rule municipal corporation of Williamson
and Travis Counties,Texas (hereinafter referred to as"City"anchor"Owner") McKinney Architects Inc.,
dba McKinney Architects, with offices located at 130lEast 701' Street, Austin, Texas 78702 (hereinafter
referred to as"Architect").
WHEREAS, as is recited in the Agreement this document supplements, City intends to provide
services for the design and construction of the Project, Architect's services are desired for purposes
including but But limited to being architect of record;coordinating the Architect's consultants;coordinating
the work of the Architect with the work of the Owner's other design consultant, architectural design,
structural engineering, mechaiiical/electrical�iplunibing engineering services, landscape architect and
irrigation design services,, confirming the Project Program and space requirements in four phases: Design
Phase, Construction Documents Phase. Procurement Phase, and Construction Phase related to the Project;
and
Il
WHEREAS, total compensation for Architect's services under this Agreement shall be paid
pursuant to Exhibit "A" of the Agreentent and :shall not exceed: 1414 500.00, including reimbursable
expenses in an amount not to exceed ,.,6,000.00 ; and
WHEREAS,City may,at its sole discretion, request additional services not included in the scope
of'the Agreement,which amount is not included in the total compensation of4l4 500.00„ and.
WHEREAS, as is recited in the Agreement this document supplements, City desires to contract
with Architect for the delineated professional services, and for the administration of the Construction
Contract during construction of the Project;and
WHEREAS,as is stipulated in the Agreement this document supplements,Architect has agreed to
provide such professional services for the compensation delineated previously and herein,,
NOW,TI ERE FORE,City and Architect,in consideration of the terms,covenants and conditions
contained in the Agreement this document supplements and herein, hereby agree as follows.
ARTICLE L I
SCC)P1'+:.OF SERVICES AND COMPENSATION
1.01 Scope. Architect,as an independent contractor and professional consultant in its relationship with
the City,shall perform all professional services for the project as set forth in lite Agreement this document
Supplements and herein.
1.02 Compensation. City shall compensate Architect in accordance with the terms and conditions as
recited in the Agreement this document supplernents and herein.
Unless subsequently changed by additional Supplemental Agreement to this Agreement, duly
authorized by City Council Resolution or City Manager action, Architect's total a„rttrrpe:nsation hereunder
shall be paid pursuant to Exhibit "A" of the Agreement and shall not: exceed Four Hundrei Fcaurtgen
Thousand, Five Hundred and No/100 Dollars (ij44 00.00), including a not-to-exceed amount of'six
thousand end no/100 Dollars Cx Cr 0100 for approved Reimbursable Expenses.These arnounts represent the
absolute timit of City's liability to Architect under this Agreement, unless saute shall be changed by
atdditional;Suppletcnaal Agreement hereto
The times and further conditions ofpayrnent shall be as described in Article 'VI hereof.
ARTICLE If
ARCHITECT'S EC T'S SE:RVICS
2.01 B sic Services. Architect's Basic Services consist generally of the phases described below, and
include architectural services„ landscape architecture and irrigation design services, and structural,,
mechanical, electrical, and plumbing engineering services. Architect agrees that upon execution of this
Agreement,it will submit to City within ten(10)days a list of all additional consultants it intends to utilize,
not previously identified in Architect's proposal, delineating their respective tasks, All of Architect's
consultant,shall be subject to the approval of the City through its City Manager,and City reserves,the right
to reject any consultant. Architect shall coordinate its services with the City, represented by its City
Manager or his designee, hereinafter referred to as"Director,"
2.013 The Structural EIngineefing services provided by the Architect shall be limited solely to those
described in the STRUCTURESPE, LLP Professional Services Agreement Fee Proposal to Al York,
Principal, McKinney York Architects dated 12/15/2021. The Mechanical, Electrical and Plumbing
Engineering Services provided by the Architect shall be limited solely to those described in the Aptus
Engineers, Proposal for Mechanical, Electrical and Plumbing Engineering Design Services for Fire Station
No, I I City of Round Rock to A] York, Partner, McKinney York Architects dated 03/11/202,2,. The
Landscape Architecture and Irrigation Design services shall be limited solely to 'those described in the
Studio, 16:19 proposal letter to Al York, McKinney York Architects dated, 03/10/2022. The Accessibility
consulting and review services shall be limited solely to those described in the Development Associates
proposal letter to Patricia Flunt,McKinney York Architects dated 12/17/2021.
2.02 Design Phase
2.02.1 Based on the Project requirements defined by the description of the Program in the Agreement, the
Architect shall prepare and presort, for the Owner's approval, Design Documents illustrating the scale and
relationship of the Project components utilizing the prototype design floor plan modified to accommodate
the programmatic changes,The Design Documents shall consist of drawings and other documents including
a site plan, if appropriate, and preliminary building plans,sections, and elevations-, and may include some
corribination of study models, perspective sketches, or digital representations, Preliminary selections of
major building systems and construction materials shall be noted on the drawings or described in writing.
Because the Revit model that was provided by the Owner as the basis for development of Fire Station No.
3 documents contains substantial discrepancies,it is unsuitable as an efficient base drawing for the updated
Fire Station No, 1,As part of this phase,the Architect will begin the construction of a new base Revit model
and complete that process in (lie subsequent Construction Documents Phase.
2.02.2 The Architect shall have no responsibility for providing cost estimates or opinions of the probable
construction cost,
2.02.3 The Architect shall submit tile Design Documents as a single digital copy to tile Owner, making a
presentation in person or via ZOOM and request tile Owner's comments and approval be given at the
conclusion of that presentation meeting,
2.04 Construction Documents Phase. Architect shall provide the Construction Documents Phase
Services as delineated in the Agreement this document supplements, elsewhere herein,and as follows:
2. 4.1 Based on the Owner's approval of the Design Documents, and on tile Owner's authorization of any
adjustments in the Project requirements, the Architect shall prepare Constnxtion Documents for the
Owner's approval.The Construction Documents shall illustrate and describe the further development of the
approved Design Documents and shall consist of Drawings and Specifications setting forth in detail tile:
quality levels and performance criteria of materials and systems and other requirements for the construction
of the Work, The Architect will complete tile reconstruction of the Revit model provided by the Owner to
the Architect for the previous Fire Station #3 project during this phase. Tile Owner and Architect
acknowledge that, in order to Construct the Project, the Contractor will provide additional information,
including Shop Drawings, Product Data, Samples and other similar submittals,which the Architect shall
review in accordance 2.06 (14).
3
2,04.2 The Architect shall incorporate the design requirements of` governmenai authorities having
jurisdiction over the Project into the Construction Documents,
2,04. During the development of the Construction(Documents,the Architect shall assist the Owner in the
in preparation of the Proposal Corms, shall utilize without modification City's standard General and
Supplementary General Conditions,and shall draft Special Conditions of the Contract.City's standard form
of Contract between City and the Contractor shall also be utilized, along with City's fornt of Bid bored„
Performance Bond, and Payment Bond. Architect shall also compile the Project Manual that includes tine
Conditions of the Contract for Construction and Specifications and may include proposal requirements and
sarnple for�raas.
2,04,4 The Architect shall have no responsibility for providing cost estimates, or opinions of the probable
Construction cost,
2.04,5 Prior to finalizing and sealing the Construction Documents,the Architect shall subrrret a draft set of
the Construction Documents to the Owner labeled '95%' and request the Owner's final comments. Upon
receipt of the last of the Owner's review comments the Architect shall finalize the Construction Documents
and request the Owner's approval,
2.04.5.1 Architect shall provide the City a digital copy(PDF)of a complete set of proposed Construction
Documentfor review,official approval,and the Owner's submission for Building and other development
permits prior to the advertisement of proposals for the construction of the Project, and within the agreed
Performance Schedule.
2,04.5.1 Architect shall be solely responsible for submitting the Architect's Instruments of Service for
approval of the Texas Department of Licensing and Regulation prior to submittal of all Construction
fDocunaents to City for approval, Any fees charged by the Department or the independent Registered
Accessibility Specialist performing the review ora behalf of the Department at the rates established by the
Department for this approval shall be initially paid by the Architect who shall be reimbursed by the City.
The anticipated cost of these fees is included in the reimbursable;expense allowance that is included in the
Architcts'total fee,
2.05 Procurement Phase: Architect shall provide the Procurement Services delineated in the
Agreement this document supplements,elsewhere herein„and as fbIlows:
2.05.1 Following City's approval of the Construction Documents,Architect shall assist the City in awarding
a construction contract following legal public competitive sealed proposal requirements. Architect shall
transmit Construction Documents to the Owner in electronic: (PD ) format for reproduction and
distribution. Owner shall be responsible for payment for the costs of'reprodu tion of such documents..
During the procurement process, Architect shall assist City as follows:
(l) Jointly conducting pre-proposal conferences, including onsite visits as rewired,to assist
the bidders/proposers with an understanding of the Construction Documents, the various on-site
conditions,and the coordination and scheduling requirements.
(2) Preparing responses to questions from prospective bidders/proposers, and providing
clarifications and interpretations of the Procurement ' ocurnents to all prospective proposers in the
4
required for-m of addenda to Contract Documents.
(3) Assisting in the opening of proposals,tabulation rand evaluation of proposals received,and
advising on award of the contract.
(4) Jointlyconducting pre-award conferences where necessary.
(5) The Architect shall compile a Conformed Set of Construction Documents at the conclusion
of the Procurement Phase incorporating addenda and selected alternates for use by the Contractor
during construction.
Architect's assistance to City shall include submitting written reviews and recommendations for
awards based upon the acceptability of proposals. Architect's role during the Procurement Phase shall be
limited to advising and consulting with the City, and the City retains all responsibility for the actual
selection of the Contractor,
2.06 Construction Phase. Architect shall provide the following Construction Phase Services as
delineated in the Agreement this docurnent supplements,elsewhere herein,and as Nlows:
The Construction Phase will commence with the award of the first Construction Contract and will
terminate following the date the Architect issues the final Certificate of Payment:
(1) Architect shall provide administration of the Construction Contract as set forth in this
Agreement. Architect's assigned authority thereunder will not be modified without Architect's
written consent,
(2) Architect shall review properly prepared, timely requests by the Contractor for additional
inforrnation about the Contract Documents. A properly prepared request for additional information
about the Contract Documents will be in a form prepared or approved by Architect and will include
a detailed written statement that indicates the specific Drawings or Specifications in need of
clarification and the nature of the clarification requested,
(3) If deemed appropriate by Architect, Architect will on Owner's behalf`prepare, reproduce
and distribute supplemental Drawings and Specifications in response to requests for information
by the Contractor.
(4) Interpretations and decisions of Architect will be consistent with the intent of and
reasonably inferable front the Contract Documents and will be in writing or in the form of drawings,
When making such interpretations and initial decisions, Architect will endeavor to secure faithful
performance by both Owner and the Contractor, will not show pat-fiality to either, and will not be
liable:for the results of interpretations or decisions so rendered, in good faith.
(5) Architect shall render initial decisions on claims, disputes or other matters in question
between Owner and the Contractor as provided in the Contract Documents. However,Architect's
decisions on matters relating to aesthetic effect will be: final only if consistent with the intent
expressed in the Contract Documents.
5
(6) Architect shall report to Owner all known substantial deviations from tile, Contract.
DOcurneruts and most recent construction schedule submitted by the Contractor. However,
Architect will not be responsible for the, Contractor's failure to perform work in accordance with
requirements of the Contract Documents architect will be responsible for Architect's acts or
emissions, but will not have control over or charge of and will not be responsible for acts or
omissions of the Contractor, Subcontractors, or their agents or employees,or any other persons or
entities performing portions of the work.
(7) Architect will at all times have access to the work wherever it is in preparation or in
progress,
(8) Olwner will endeavor to communicate with the Contractor through architect about matters
arising out of or relating to the Contract. Documents, Communications by and with architect's
su consultants will be through Architect.
(q) architect,as a representative of City,shall advise and coms;ult with Director and will keep.
City informed in writing,through him of the progress of the Project, including percent complete on
a monthly basis,during the Construction Phase,and after issuance of the"work order"to proceed
with the work, City will endeavor to issue instructions to its Contractors through Architect.
Architect will have authority to act on behalf of Owner only to the: extent provide(] in this
Agreement unless otherwise properly modified by written amendment.
(10 Architect.shall provide on-site construction observation„periodically visiting the site to the
extent necessary to generally familiarize itself with the progress and quality ofthe work, and to
determine, in general,if the work observed is being performed in a manner indicating that the work„
when fully completed,will be in general accordance with the Contract Documents. Architect's site
observations may be conducted with Owner's designated representative to check conformance of
the work with the requirements of the Contract Documents and to verify the accuracy and
completeness of the list submitted by the Contractor of work to be cornpletcd or corrected, Field
Reports of each visit shall be prepared by architect and submitted to City, Architect shall employ
reasonable measures to safeguard City against defects and deficiencies in the work of the
Contractor. Architect shall not be responsible for the construction means, methods, techniques,
sequences of procedures,nor for the safety precautions and programs employed in connection with
the work. However,Architect will immediately inform Director-whenever defects and deficiencies
in the work are observed,or when Architect observes actions or emissions by the Contractor which
are not in accordance with the Contract Documents.
(1 1) Based on such observations at the site and on the Contractor's Application and Certificate
for Payment, Architect shall determine, monthly, the amount owing to the Contractor and shall
certify and forward the Contractor's Application and Certificate for Payment to Director for
approval and payment. These certifications shall constitute a representation by Architect to City,
based our observations at the site and other data comprising the application for payment, that the
work has progressed to the point indicated that to the best of Architect's knowledge, information
and belief, the quality of the work is in accordance with the Contract Documents (subject to an
evaluation of the work as a functioning whole upon substantial completion„ to the results of any
subsequent tests required by the Contract Documents, to minor deviations fi"om the Contract.
Documents correctable prior to Project completion,and to any specific qualifications stated in the
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Certificate); and that the Contractor is entitled to payment in the amount certified.
(12) Architect shall have authority to reject work which does not conform to tile Contract
Documents, Whenever Architect considers it necessary or advisable,Architect wil I have authority
to require inspection or testing of the work in accordance with tile provisions of the Contract
Docurnents, whether or not such work is fabricated, installed or completed. However,neither this
authority of Architect not- a decision made in good faith either to exercise or not exercise such
authority shall give rise to a duty or responsibility of Architect to the Contractor, Subcontractors,
material and equipment suppliers,their agents or employees or other persons or entities performing
portions of the work,
(13) Architect shall make recommendations on all claims and disputes of City or the Contractor
relating to the execution and progress of the work or the interpretation of the Contract Documents,
based upon such review and analysis by Architect as may reasonably be required. 11) the event of
litigation, where Architect is natned as an additional party with the City, such assistance will
include the availability of know✓ledgeable witnesses in the employ ofArchi(ect for expert testimony.
(14) Architect shall use commercially reasonable efforts to promptly review and. respond to
submittals required by the Contract Documents(including shop drawings,product data and samples
and other submissions of the Contractor), for conf'ormance only with the design concept of the
Project and with the information given in the Contract Documents. Prompt review by Architect of
submissions is of prime importance to City,but Architect shall not be held to a higher standard than
tile Standard of Care in the Agreement.
(15) Architect shall prepare Change Orders and/or Construction Change Directives to the
constniction contract, in electronic(PDF)format, after review and approval by City, Each Change
Order shall be specific and final as to prices and extensions of time, with no reservations or other
provisions allowing for future additional money or time as a result of the particular changes
identified and fully compensated in the ChangeOrder. Architect's compensation for preparation of
Change Orders, if any, shall be determined by Section 2,09(1)below.
(16) Architect shall conduct inspections to determine the dates Of Substantial completion and
final completion, shall receive written guarantees and related documents assembled by Contractor
for submittal with the final Certificate of Payment, and shall prepare and present final Certificate
for Payment to Director for City's approval and payment. In addition, Architect shall !make
inspection of the Project at least thirty(30)days before the expiration of the one(1)year warranty
contained in the Contractor's Performance Bond,
(17) Architect shall conduct regularly scheduled progress meetings with City, the Contractor
and major Subcontractors. Minutes OfSanle shall be prepared by Architect with copies Submitted
to City's Director.
(1 S) Architect shall have authority to order minor changes in the construction work, consistent
with the Contract Documents, and not involving an adjustment in. (lie Contractor's bid price or an
extension of the Project Schedule. Such changes shall be accomplished'by Field Order. In addition,
Architect may issue written Field Orders which interpret the Plans arid Specifications, with copies
submitted to City's Director.
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(19) Architect shall assemble and deliver to City a set of As-Designed Record Construction
Drawings, which include or attach significant design changes during the construction process..
Architect shall provide As-Designed Record. Construction Specifications which will identify the
design changes in tl'ne specifications on a sheet, which sheet will be inserted at the beginning of
each section to which they pertain.
(20) Owner shall require the Contractor to submit to Owner the following:(1)consent oaf"surety
or sureties„ if any, of reduction in or partial release of retainage or the rnaking of final payment;
and (2) affidavits, receipts, releases and waivers of liens or bonds indemnifying Owner against
liens;and:(3)as-built record documents,
2.47 Warranty Phase. If requested by tlae towner and agreed by tine Architect,,Architect shall provide
the Warrarnty Phase Services in this Section 2.07 as Additiorna'l. Services, Architect shall assist Owner in
scheduling corrections to be made by the Contractor during the warranty period, During the eleventh month
following''completion of the prime general contract, Architect will arrange for a warranty inspection tour
of the entire project by authorized representatives of City, the Subconsultants and of each prime contractor
engaged on the Project. For any non-warranty involvement of Architect, payments shall be made based
upon the Hourly Rate Schedule contained in this Agreement.
2.08 Project Representation Beyond Basic Services. In the event that circurnstances should develop
whereby continuous,full-time representation at the Project site is required,tare conditions under which such
representation shall be fi.nruished and.the Project representatives selected, employed and directed shall be
governed by an additional written Supplerrnental Agreement between City and Architect.
2,0Additional.Services.Architect shall perforin Additional Services,as requested by City,after a not-
to-exceed amount has been mutually agreed upon in writing by Director and Architect, Architect shall not
proceed until the appropriate Resolution or directive for such Additional Services has been delivered from
the City Council or City Manager. The following services are not covered Lander Article ll,which defines
and outlines Architect's Basic 'Services, if any of these Additional Services are authorized in writing b
Director in advance of their performance, they shall be paid for in the manner agreed to at the time of
authorization.
(1) Preparing Change Orders and supporting data and/or revising previously approved plans
when the changes in approved Plans and Specifications are required by the City. if changes ,are
required to be made because of error, oversight, clarification, or discrepancy in the Construction
Documents,City shall riot be liable to compensate Architect for Additional Services or expenses in
slich connection.
(2) Providing; consultation concerning replacement of any Project world damaged by fire or
other cause during construction, and furnishing professional services as may be required in
connection with the replacement of'such work, unless damage,was the result ol"Architect's error.
(3) Providing; other extraordinary professional services over and above tine contract
requirements,where required and requested by City, including extraordinary professional services
which might result if the City decides to"fast-track"tine Project.
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(4) Providing construction phase services rnore than twelve (12) months after the start of
construction or the Contractor's Notice to Proceed,whichever occurs first.
(5) PerfoiTning more than two (2) reviews of any shop drawing, product data item,sample or
similar submittal from the Contractor.
(6) Providing more than twenty-four(24)site visits/construction meetings over the duration of
the Project,
(7) Providing more than two(2)inspections for any portion of the:Work to deterrnine whether
such portion of the Work is substantially complete in accordance with the requirements of the
Contract Documents,
(8) Providing more than one(1) inspection of the Work to determine Final Completion,
ARTICLE III
CITY'S RESPONSIBILITIES
3.01 Full information.City shall provide full information regarding requirements for the Project.
3.02 Designate representatives.City shall designate,when necessary,representatives authorized to act
in its behalf, Unless otherwise agreed,the Director shall be the City's designated representative. City shall
examine documents, submitted by Architect and render decisions pertaining thereto promptly to avoid
unreasonable delay in the orderly progress of Architect's work,
3.03 Tests and inspections. City shall furnish, or pay for structural, mechanical, chemical, soil
mechanics, and other laboratory tests, reports and inspections as required by law or the Contract
Documents.
3.04 Permits.City will furnish the building per-mit without charge. E'lectrical,plumbing and other trade
permits will be the responsibility of the construction contractor. Any charges which may be assessed, for
tap fees will be paid by City and are not to be included by Architect in the Specifications for the Project,
3,05 Fees. City shall pay for fees required for Architect's submittal and approval of documents as set
forth in the Agreement this docurnent supplements.
3.06 Miscellaneous items. City wilt also provide Architect with City of Round Rock General and
Supplementary General Conditions for Building Construction, Instructions to Bidders, Proposal Forms,
Wage Rates,Contract and Bond Forms,Bid Advertisement Fonn,and such other information and materials
as may be necessary and practicable for the orderly and expeditious process of the work and the awarding
of the Construction Contract.To the extent practicable,these documents shat I be utilized in the preparation
of the Construction Documents,
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ARTICLE IV
FIXED LIMIT OF TOTAL BUDGETED CONSTRUCTION COST
4,011 Budgeted Construction Costs.Since Owner has provided Architect with a Prototype setting forlh
the established systems and general design elements, Architect has no, responsibility for fixed limit of
Budgeted Construction Cost.
ARTICLE V
REIMBURSABLE EXPENSES
5.01 Reimbursable Expenses. Reimbursable Expenses etre included in (lie total Fee delineated in the
Agreement this document supplements and herein,and include the actual expenditures and actual costs set
forth in the Agreement this document supplements.
ARTICLE VI
PAYMENTS TO THE ARCHITEC'r
6.01 Basic Services. Payments on account of Architect's Basic Services shall be made monthly in
proportion' to the degree of completion of each phase, as delineated in the Agreement this document
supplernerits and herein.
As to the Construction Observation Phase fee apportionment, Architect shall invoice for uqLW
monthly payments based upon the contractually-stipulated Construction Period, to the extent applicable.
6.02 Reimbursable Expenses. Payments for authorized Reimbursable Expenses for Architect, as
hereinbefore referred to and in an amount not to exceed $69,000, shall be made following presentation,
review and approval of Architect's detailed invoice in triplicate.
6.03 Deductions. No deductions shall be made from Architect's compensation on account of penalty,
liquidated d, atnages or other sums withheld from payments,to Contractors,
6,04 Additions. No additions shall be made to Architect's compensation based upon Project
construction claims, whether paid by City or denied,
6.05 Abandonment. If any work designed or specified by Architect during any phase or subphase is
abandoned or suspended, in whole or in part, Architect is to be paid for the services perforined on account
of it prior to receipt of written notice from City through its Director Of Such abandonment or suspension.
6.06 Invoices. Architect's invoices to City shall provide complete information an(] documentation to
substantiate Architect's charges, and shall be in a form to be specified by Director. All payments to
Architect shall be made on the basis of the invoices submitted by Architect and approved by Director. Stich
invoices shall conform to the schedule of services and costs in connection therewith set out hereinabove,
All Reimbursable Expenses shall be clearly shown. Should additional backup material be reasonably
requested by Director, Architect shall comply promptly with such request. In this regard, in response to as
reasonable request from Director, Architect shall make all records and books relating to this Agreement
available to City for inspection and auditing purposes,
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6.07 Payment of Invoices. City reserves the right to correct any error that may be discovered ill arty
invoice that may have been paid to Architect and to adjust the same to meet the requirements of the
Agreement. Following approval of invoices:, City willl cndmivor to pay Architect promptly, but not later
than the time period required under the Texas Prompt Payment Act; however,Linder no circumstances,shall
Architect be entitled to receive interest oil payments which are late because of a good faith dispute between
Architect and City or because ofamounts which City has a right to withhold under this Aj,,,reement or state
law,
6.08 Offsets.City may,at its option,offiset,any amounts due and payable under this Agreement against
any debt(including taxes) lawfully due to City from Architect,regardless of whether the amount due arises
pursuant to the terms of this Agreement or otherwise and regardless of whether or not the debt due to City
has been reduced to judgment by a court.
ARTICLE VII
ARCHrrEcrS ACCOUNTING RECORDS
7.01 Accounting Records.Records of Architect's Consultant and Reimbursable Expenses pertaining to
the Project, and records of accounts between City and Architect shall be kept on a generally recognized
accounting basis and shall be available to City or its authorized representatives upon reasonable request arid
at mutually convenient times.
ARTICI&E YIH
TERMINATION AND DEFAULT'
8.01 Termination. In connection with the work outlined in this Agreement, it is agreed and fully
understood by Architect that Director may cancel or indefinitely suspend further work hereunder or
terminate this Agreement either for cause or for the convenience of City, upon fifteen (15) days' written
notice to Architect,with the understanding that immediately upon receipt of said notice all work and tabor
being performed tinder this Agreement shall cease. Architect shall invoice City for all work completed and
shall be compensated in accordance with, the terms of this Agreement for all work aCCOMplished prior to
the receipt of said notice. No amount shall be due for lost or anticipated profits. Upon payment in full for
all services provided by Architect,all plans, field surveys,maps, cross sections and other data,designs arid
work related to the Project shall become the property of City upon termination of this Agreement,and shall
be promptly delivered to City in a reasonably organized ibi-tri, subject to any record-keeping MqUiTCM011tS
imposed on the Architect by the TBAE or other similar regulatory authority. Should City subseclucritly
contract with a new architect for continuation of set-vices on the Project, Architect shall cooperate in
providing information.
8.02 Default, Nothing contained in Section 8.01 above shall require City to pay for any work which is
unsatisfactory as determined by Director or which is not submitted in compliance with the terms of this
Agreement in the event that the Owner terminates the Agreement for cause. City shall not be required to
make ally disputed payments to Architect when Architect is in default tinder this Agreement,nor shall this
Article constitute a waiver of any right,at law and at equity,which City may have if Architect is in default,
including the right to bring legal action for dan-rages or to force specific performance of this Agreement.
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ARTICLE IX
GENERAL,SUPPLEMENTARY AND SPECIAL CONDITIONS,•
CONTRACT ADMINISTRATION
9.01 General,Supplementary and Special Conditions.City of Round Rock-Supplementary General
Conditions to AIA Document A201,"General Conditions of the Contract for Construction",are to be used
by Architect without modification; however, City may, UpOrl prior consultation, approve of any changes
that may he necessary for specific cases or instances. Any special conditions pertaining to the Project that
are approved by City will be included tinder the Special Conditions portion of thea Construction Docurnents,
9.02 Crintract Administration. This Agreement shall be administered on behalf of City by its City
Manager, and Architect shall fully comply with any and all instructions from Director that are consistent
with the tomis of this Agreernew. Any dispute arising hereunder shall be submitted to Director, whose
decision in the matter shall be final and binding,,
ARTICLE X
RESPONSIBILITY FOR WORK.INDEMNIFICATION AND INSURANCE
10.01 Architect's Responsibility for Work, Approval by City shall not constitute nor be deemed a
release of the responsibility and liability of Architect,its employees,subcontractors,agents and COTISURIMItS
for the accuracy and competency of their Designs, Working Drawings, Specifications or other documents
and work; nor shall such approval be deemed to be an assumption of such responsibility by City for any
defect, error or omission in the Designs, Working Drawings, and Specifications or other docurnents,
prepared by Architect,his employees,subcontra c tots,agents and consultants.
10.02 Indemnification (Daniage Claims). Architect agrees to indemnify and hold City, its officers,
agents and employees, harmless against any and all claims, lawsuits,judgments, costs and expenses for
personal ittJUry(including,death),property damage or other harm for which recovery of damages is sought,
suffered by any pci-swri or persons,caused by any negligent act or omission of Architect,his officers,agents,
associates,,employees or subconsultants, in the performance of this Agreement;the indemnity provided for
in this paragraph shall not apply to any liability resulting frorn the negligence of City, its officers,agents,
employeesor separate contractors, and in the event of joint and concurrent negligence of both Architect
and City, responsibility and indemnity, if any, shall be apportioned comparatively in accordance with the
laws ofthe State of Texas,without,however,waiving any governmental immunity available to City under
Texas law and without waiving any defenses of' the parties under Texas law, The provisions of this
paragraph;are solely for the benefit of the parties hereto and not intended to create or grant any rights,
contractual or otherwise,to any other person or entity.
10.03 Indemnification (Patent and Copyright Claims). Architect agrees to completely indemnify and
hold harmless City, its officers, agents and employees, against a claim that any of the Designs, Plans or
Specifications prepared by Architect, its employees, associates or SlUbconsullants, pursuant to this
Agreement infringe a US. patent or copyright directly, indirectly or contributority, regardless of whether
or not City is proven to have actively induced or contributed to the infringement. Architect will pay any
and all resulting costs,damages and attorney's fees finally awarded,provided that:
(1) City promptly notifies Architect in writing of the claim; and
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(2) Architect has control of settlement negotiations,
(a) The City Attorney of City shall be kept informed of settlement negotiations, and
shall execute any settlement agreement reached by Architect on City's behalf.
(b) Architect's indemnification under this section is conditioned on City's agreement
that if any of the designs, plans or specifications, become, or in Architect's opinion are
likely to become, the subject of such a claim, City will permit Architect, at Architect's
option and expense,either to procure the right for City to continue using the designs,plans
or specifications or to replace or modify the same so that they become noir-infringing;and
if neither of the foregoing alternatives, is available on terms which are reasonable in
Architect's judgment, City,to the extent City is legally able to do so,will cease using the
designs, plans or specifications on written request of Architect, in which instance City has
the sole option to either require Architect to perform new design work at Architect's sole
expense,or to terminate this Agreement.
(c) Architect has no liability under this section for any claim of infringement based
upon the modification or alteration of the designs, plans or specifications prepared under
this Agreement subsequent to the Project by City, or by any engineering consultant
subsequently employed by City.
(d) Tire foregoing states the entire obligation of Architect with respect to infringement
of patents and copyrights.
10.04 Insurance. Architect, at Architect's sole cost,shall purchase and maintain during the term of this
Agreement the minimum professional liability insurance coverage in the amount of One Million Dollars
(S 1,000,OWOO) from a company authorized to do insurance business in,1T`exas and otherwise acceptable to
City. Failure to maintain the minimurn insurance coverage during the tcnii of this Agreement shall be
considered a matetial breach of this Agreement.
10.0ubconsultant Insurance.Not applicable,
10.06 Insurance Policy Endorsements. Each insurance policy under paragraph 10.04 shall include the
following conditions by endorsement to the policy:
(1) Each policy shall require that thirty(3,0) days prior to the expiration,cancellation,or non-
renewal, a notice thereof shall be given to City by certified mail to:
City Manager,City of Round Rock
221 East Main Street
Round Rock,Texas 78664
Architect shall also notify City, within 24 hours of receipt, of any notices of cancellation, or non-
renewal it receives from its insurer.
(2) Companies issuing the insurance policies shall have no recourse against City for payment
of any premiums or assessments for any deductibles which all are at the sole responsibility and risk
13
of Architect.
(3,) The Terre "City" or "City of bound Rock" shall include all authorities„ Boards,
Commissions,Departments,and officers of City and tire individual members,employees arid agents
thereof in their official capacities, and/or while acting on behalf of the City of Round pock.
(4), The policy clause "Other Insurance," shall not apply to any insurance coverage currently
held by City,to any such future coverage,or to City's Self-Insured Retentions of whatever nature,
10.07 Cost of Insurance. The cast of all insurance required herein to be secured and maintained by
Architect shall be borne solely by Architect, with certificates of insurance evidencing such muntnunr
coverage in force to be filed with the City.
ARTICLE XX
COMPLIANCE WITH LAWS.S CHARTER TER Ala D ORDINANCES ETC
11.01 Compliance with Laws. Architect, its consultants, agents, employees and subcontractors shall
comply with all applicable Federal and State Laws, the Charter and Ordinances of the City of bound Ro k,
as amended, and with all applicable rules and regulations promulgated by all local, State and National
boards,bureaus and agencies,all as required by the Standard of Care provided in the Agreement. Architect
shall further obtain all permits and licenses required in the performance of the professional services
contracted,,for herein.
11.02 'faxes. Architect will pray all taxes, if any,, required by law arising by virtue of the services
performed hereunder. City is qualified for exemption pursuant to the provisions of Section 13'1309 of tire
Texas Lint ited Sales„Excise, and Use"fax Act.
ARTICLE X11
"I"E ENI
IMI Term, Unless sooner terminated in accordance with the applicable provisions hereof", or extended
by rrautual aagreenaent approved by City's Director,the term,of this Agreement shall be trorn the date hereof
until final,completion of the Project and all architectural/engineering and construction administration
services in connection therewith, including the lural one(1)year warranty inspection.
12.02 Project Performance Schedule. Architect agrees to endeavor to perforin its services in a
reasonably timely manner and in connection with the Project Performance Schedule. However; Architect
shall not be responsible for delays caused by the City, its Contractor,or any of their separate consultants.
ARTICLE:X911
FINANCIAL INTEREST PROHIBITED, CONFIDENTIALITY
13.01 Financial Interest Prohibited. Architect covenants and represents Haat Architect, itseffacers,
employees; agents, consultants and subcontractors will have no financial interest, direct or indirect, in the
purchase or sale of any product, materials or equipment Haat will be recommended or required fuer the
construction of the project.
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13.02 Confidentiality. Except as otherwise provided in the Agreement, Architect's reports, evaluations,
designs,drawings, data,and all other documentation and work developed by Architect hereunder shall be
kept confidential, and shall not be disclosed to any third parties without the prior written consent and
approval of Citys Director, except as necessary to perform the services required by the Agreement. This
provision shall not apply if the work product is ordered to be disclosed by court or other legal authority,or
is already in the public dornain.
ARTICLE XIV
GENERAL PROVISIONS
14.01 Not used.
14.02 Force Majeure. Neither City nor Architect shall be deemed in violation of this Agreement if it is
prevented from performing any of its obligations hereunder by reasons, for which it is not responsible or
circumstances beyond its control. However, notice of such impediment or delay in performance must be
timely given,and all reasonable efforts undertaken to mitigate its effects,
14.03 Assignment. The parties each hereby bind themselves, their successors, assigns and legal
representatives to each other with respect to the terms of this Agreement. Architect shall not assign, sublet
or transfer any interest it) this Agreement without prior written authorization of City's Director.
14.04 Arnendiments. This Agreement, representing the entire agreement between the parties, may only
be arnended or supplemented by nnutual agreement of the parties hereto in writing.
14.05 Enforcement and Venue. This Agreement shall be enforceable in Round Rock, Williamson
County,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
Contract shall be governed by and construed in accordance with the laws and court decisions of the State
OfTexas,
14.06 Notices. All notices and correspondence to City by Architect shall be mailed or delivered as
follows:
C ity Manager,City of Round Rock Stephan L. Streets, City Attorney
221 East Main Street and to: 309 East Main Street
Round Rock,Texas 78604 Round Rock,Texas 78664
All notices and correspondence frorn City to Architect shall be mailed or delivered to the:Architect
as follows:
McKinney York Architects
attn. Charles York, FAIR
1301 East Th Street
Austin,TX 78702
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E
IN WITNESS WHEREOF, the City of'Round Rock has caused this Contract to be signed in its
corporate panne by its Mayor, duly authorized to execute the same in its behalf by resolution No,
approved by tine City._--- _.
t.nuncH Oil _..._.ww w..._.�. .w_ 20 , and
McKinney Architects Inc„ dbaa McKinney York Architects signing by and through itsduly authorized
representative„ thereby binding the parties hereto, their successors, assigns and representatives for the
faithful and hall perfomiancce of the terms and provisions of this Conti-act.
CITY Off"ROUND ROCK,TEXAS MCKINNEY AR , ]1'f"FCTiii INC., dba
McKinney York Are bitects
By: ---. ...._.._..._..... _. l"3y _
C a°arg PvGrgay t t:.harles A. "Mor , "rancapai
Date: Late:
ATTEST:
By: _ __ .. ......_ .__.. . ._._ ........._.
M,cagan Spinks,City Cterk
FOR CITY,j , A P VED A,S T FORM-
By:
RM—ley: ..... .._._.» ......_.. ......__ ...
+teplaan . '�heets_ , City Attornley.
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