Contract - McKinney York Architects - 5/12/2022 City of Round Rock Agreement
for Architectural Services for
City of Round Rock
Fire Station No. I
With
McKinney York Architects
AGRLENIENT made as of flic .. day of the month of in the year Two
Thousand Twenty-two(2022).
BETWEEN the Architect's client identified as the City or the Owner:
City of Found Rock
221 hast Main Street
Itound Rock, Williamson and Travis Counties,Texas 78664
arid the Architect:
McKinney Architectshic,.dba McKinncy York Architects
1301 East 7111 Street
Austin,TX 78740
For the following Project:
Professional architectural services arid design services related to the City ofRound Rock Fire Station No. I
Prol'essional services for this Project shall include but not, be limited to, Design Phase Services, C.,onstruction
DOCUrflentS Phase Services, Proc tire ment Phase Services,and Construction Phase Services.
The Owner and the Architect agree as follows:
ARTICLE 1.1 INITIAL INFORMATION
1.1.1 This Agreement is based on the following information and aSSUITIptiOnS.
The Architect shall furnish the delineated services, including but not limited to meeting with the Owner's
representatives arid others designated by the Owner to detennine needs and requirements; rendering proressional
consultation and advice, fturnishing all necessary design and contract administration services Im tile referenced
Project; and providing other specialized services.
Architectural services shall include the submittal of plans for Texas Accessibility Standards(TAS) review,which is a
requirement of federal la",to comply Nvith the ADA if the construction budget exceeds$50,000. Owner shall pay the
fees related to,the submittal of plans for TAS review.
1.1.2 PROJECTPARAMETERS
1.1.2.1 'rhe objective or arse is: A Fire Station.
The referenced Project consists ol'prollessional planning,design,and construction services related tea the following:
4856-7187-2285/ss2
Fire Station No. I to lie located at 1730 L Old Settlers Boulevard, Round Rock,Texas.
1.1.2.2 The physical parameters are:
'File project location is addressed 1730 F. Old Settlers Boulevard, Round Rock, Texas. It is approximately 2 acres at
the southwest corner of the property with the 1`6][owing legal description:
THE SETTLEMI."NT SEC 3, BLOCK E', 1,02 (PARK &DE)ACRI.�"S 30.902.
1.1.2.3 The Owner's Program is:
The prograni ot'development shall incl Ade but riot be limited to the l'ollowing clernents:The prog rani shall be identical
to that for Fire Station Number 3, drawings ofwhich McKinney York Architects (MYA) has in possession, with the
following prograrn amendments.
I. The project will have a fourth vehicle bay.
2. The I IVAC system will be redesigned to reflect the institutional mature and special conditions presented
by the fire station prograrn and will include humidity control capability for sleeping areas.
3. The building will have a sloped roof'systern rather than the low-slope roof system that is part of the
prototype that fortned the basis for I"ire Station No, 3,
4, Revise the exterior envelope system to improve heat and moisture transport performance after using
WUFI analysis to calculate the transient coupled heat,and moisture transport in exterior-walls, sharing
the results with the City for alternative exterior-envelope systems.
5. The Project will have as full building water softener systeill.
6. The Project will include a Washer-Extractor (c.g, 401,13 Commercial Speed Queen) and a Solo
Decontamination Washing Machine,
1.1.2.4 The firiaricial parameters are as follows:
The Total Project Cost (TPC) is estimated by the Owner to be 510,000,000. The TPC is the Cost of the Work 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 prol'essionals like Civil
Frig
. ineer that the Owner is contracting separately, and all of the design professional's qualified
reimbursable expenses.
1 Furniture, Furnishings, and Equipment(FEE) design procurement and installation.
3,. Surveying, Geological and Environinental services,
4. Geotechnical itivestigations and recommendations,
5. Material Testing and Inspection services.
6. Internal costs of the Owner charged against the project.
7. Outside consultants that May include accounting or legal consultants.
8. Other direct project costs.
The TPC excludes the cost to procure the land,
'ryhe Cost of the Work plus the cost Cor construction ol'work designed by the Owner's other project design consultants
collectively represents the COnStrUCtioll (r I oSt. Based on the reported costs for Fire Station #3 construction, and
accounting for the extraordinary escalation iii construction costs since that time as well as the increase in size,quality
and volturre represented by the prograrn amendirients, it is anticipated that the Cost of the Work (Construction
may be between 58,000,000 and S9,000.000. Of that, the building portion Could be between $6,500,()00
and
57,500,000.,rhe Site Work, Landscaping,and Utilities cost making Lip the remaining portion of the Construction Cost
could be between S1,000,000 and 51,500,000. The Owner is budgeting 58,000,000 for the Construction Cost and is
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carrying an additional contingency ot'$800,000 foi-the Project.
L The Fee Schedule relative to this Agreenicin is set forth in Exhibit"A,"incorporated herein for all purposes,
and is as follows:
A. Professional Services
In consideration for the professiomal services to be performed by the Architect,the Owner agrees to
pay the Architect a total amount not to exceed Four Hundred Fourteen 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. Reimbursable Expenses Allowance
Payment for reimbursable expenses, including administrative charges and out-of-pocket expenses,
shall not exceed the maximuni suin of Six thousand and no/100 Dollars($6,,000),and SUCharnOL1111
is included in (lie not-to-exceed total fee of$414,500.00,
Travel reirribursenients may be made for meals, travel, lodging as follows:
(1) all travel shall be in coach and not in business class;
(2) toll road charges if provided with documentation of the date and time the toll charges were
incurred;
(3) lodging shall be in a standard room in a hotel located within Round Rock's City limits; and
(4) meals shall be reimbursed at an amount not-to-exceed $50.00 per day, This amount includes
tips.
Travel reirubursenients shall only apply to 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 be provided to the Owner within thirty (30) days of the expenditure to qLailify for
reimbursement and shall provide e11OUgh 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 ifCXpCuSeS Submitted by Architect are reasonable and qualify for reimbursement PUBLIant
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 not reimbursable, AdC(Ikllue travel time is allowed, but travel expenses are not paid
for absences not required by Owner business,
C, Additional Services
Additional services are defined as any services not 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 unfiorescen circumstances. Any additional services shall be performed under a
supplemental agreement negotiated at as time subsequent to this Agreement.
1.1.2.5 The time parameters are:
Services hereunder shall commence within ten (10) upon receipt by the Architect of Notice to Proceed from the
Owner. Cotiipletioii(hate stiallbeagreed upon byOwjiet'aiidAr-ciiitect. Otheri,l'iliel)araiiietersoar ad,ittsttnelitst�otill'ic
parameters may be determined at a later date by mutual agreement 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 COuStI'LICtion.
The Architect and the Owner agree to the following Milestone Schedule for the design ind(level oprn ent of the Project.
Provided there are no substantive changes to the Initial Inforniation and the Owner provides prompt and
comprehensive coninient responses to (lie Architect's milestone submittals, the project will proceed in accordance
with the following itiflestone schedule, however, the Architect and the ONNiner agree that the scheduled dates for
Procurement Phase completion and Construction Phase completion are dependent on the Owner's s0ected Contractor
and out of tine control of the Architect,
1. Start Design Phase Services: 11111TIC(liately upon receipt of(lie Notice to proceed,provided Owner notifies
Architect upon Approval by Council and that Approval is nit least 10 days prior to the date of the Notice
to Proceed (NIT).
2. (,'ornplete Design Phase Services" N'rp � 21 workdays,
3. Owner provides all comments 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 the last of the Owner comments on
Design Phase work product.
5. Owner provides Final Site Plan to the Architect inchiding detailed grading, drainage, utilities and other
pertinent site design information reasonably required by tile Architect to complete Construction
Documents: 20 workdays hallowing Construction Documents Start.
6. 95'>,I� Construction Documents: 50 workdays, following Construction Documents Start or 30 workdays
following receipt by the Architect of the Final Site Plan, whichever is later.
7. Owner I-CtUrns Comprehensive C,ornments on the Construction DOCUrnCotS: Three workdays following
Architects electronic submission of the W,'U Construction Documents to the Owner.
8, Complete Construction Documents: Ten workdays following receipt of the last Owner's comment on
the 95%Construction Documents.
1.1.2.6 The proposed procurement 01'delivery method for the Project is: Coarpetitive Scaled Proposal(CSP)
method.
1.1.3 PROJECTTEAM
1.1.3.1 The Owner's Designated Representatives are:
Laurie Hadley,City Manager
City of Round Rock
221 East Main Street
Round Rock.,Texas 78664
Matthew Smith, Project Manager
City of Round Rock
212 Commerce Blvd,
ROUnd Rock Texas 78664
5 12-218-7016 (Office), 512-639-7433 (Mobile)
msmith(i roundrocktexas.gov
1.1.3.2 The Owner's consultants and contractors are:
Architect of Record/prime Firm:
McKinney York Architects
CO I I Sir I ta I Its:
1. Civil: 2P Consultants
2, Geotechnical and Material Testing: Rock Engineering
3. Geological and Environmental: POWER Engineers
4. Surveying: 2P C011SUltairts
1.1.3.3 The Architect's Designated Representative is;
Patricia I lunt,AIA, RID, LEE D AP, Associate
1301 Last 71" Street
Atistin, TX 78702
512-852-0283
]:)IlLintt'�l ti:ickiniieyyork,cotii
1.1.3.4 Tire consultants retained at the Architect's expense are as 161lows.
1. Structural Engineer: StrUCtUreS
2, NIEP: Aptus
3. Landscape Architect and Irrigation Designer: Studio 16:19
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 arid 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. Ally such
Supplemental Agreernent to this Agreement Must be duly authorized by appropriate City Council or City Manager
action.
ARI I ICLE 1.2 RESPONSIBI LITI ES 0VrFIE 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 dLiring the full term hereof to maintain good
working relationships among all members of the Project tearn.
L2.2 OWNER
1.2.2.1 Unless otherwise provided under this Agreement,the Owner shall provide full information in a timely manner
regarding requirements for and limitations on (tie Project,
1.2.2.2 The Owner shall establish and periodically update the budget for the Project,including that portion allocated
for the Cost of the Work, tile,Owner's other costs,and reasonable contingencies related to all costs.
1.2.2.3 The Owner's Designated Representatives identified in Paragraph 1.1.3.1 shall be authorized to act on the
Owner's behalf with respect to the Prqject.The Owner or Owner's Designated Representatives shall render decisions
in a firricly manner pertaining to documents submitted by the Architect in order to avoid unreasonable delay in the,
orderly and sequential progress of the Architect's services.
1.2.2.4 The Owner may furnish the services of consultants other than those designated in paragraph I,1.3,2 or
authorize the Architect to furnish thern 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 must be approved by the Owner.
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1.2.2.5 Unless otherwise provided in this Agreement, and if requested ill writing, the Owner shall furnish or pay for
tests, inspections and reports required by law or the Contract Documents,such as structural,niecliturical,and chemical
tests,tests for air and water pollution,and tests for hazardous materials.
1.2.2.6 The Owner Shall Furnish all legal, insurance and accounting SCfViCCS, including auditing services,which allay
be reasonably necessary at any time for the Project to meet the Owner's needs and interests.
1.2.2.7 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, ornissions or inconsistencies in the Architect's Instruments of Service.
1.2.2.8 The Owner will Furnish building pCITIlitS Without charge. Flectrical,Plumbing and other trade permits will be
the responsibility of file construction contractor. Any charges which may be assessed for tap fees will be Paid by the
Owner 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.
1.2.2.10 The Owner will provide the Architect with miscellaneous itCIIIS Such ,is the Project Prototype along with
legal permission f*01-use of the prototype design front the prototype design architect,a list of requested changes to the
Project Prototype, one digital copy of the City of"Round hock General and Supplementary Conditions for Building
Construction, Wage Rates, Contract and Bond Forms, and such other information rind materials,as may lie necessary
and practicable for the orderly and expeditious progress of the work and the awzirding of the construction contract. To
the extent practicable, these documents shall be utilized in the preparation of the construction dOCUrnerns.
1.2.2.11 The Owner will provide timely review a.nd response to inquiries in order to maintain an orderly progression.
1.2.2.12 Any information related to design standards and Owner-furnished equipillent 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,
1.2.2.13 The Owner shall fin-nish 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, paverrients and adjoining property and structures: designated wetlands;
adjacent drainage; rights-of-way, restrictions, easernerits, encroachments, zoning, (iced restrictions, boundaries and
contours of the site; locations, dimensions, and other necessary data with respect to existing buildings, other
iniproven-tents and trees;and itil'ormation concerning available utility Services and lines,both public and private,above
and below grade, including inverts and depths. All the information on the survey shall be referenced to a Project
benchmark.
1.2.2.14 The Owner shall furnish services of' geotechnical engineers, which may include test borings, test pits,
determinations of soil bearing values,percolation tests,evaluations of hazardous materials,seismic evahlati011,ground
corrosion tests and resistivity tests, including necessary operations for anticipating subsoil conditions, with written
reports and appropriate recommendations.
1.2.115 The Owner shall furnish tests, inspections and reports required by law or the Contract Documents, such as
structural, mechanical,and chemical tests,tests for air and water Pollution, and tests for hazardous materials.
1.2.2.16 The Owner shall furnish all legal, insurance and accounting services, including auditing services, that may
be reasonably necessary at any time for the Project to meet the Owners 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 PlOJeCt, including errors, omissions or inconsistencies ill 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, The Owner shall promptly notify the Architect of the substance
of any direct communications between the Owner and the Contractor otherwise relating to the Project,
Communications by and with the Architect's consultants shall be through the Architect.
1.2.2.19 Before executing the Contract for Construction, the Owner shall coordinate the Architect's duties and
responsibilities set forth in the Contract for Construction Willi the Architect's services set forth in this Agreement. The
Owner shall provide the Architect a copy of the executed agreement between the Owner and Contractor, including the
General Conditions of the Contract for Construction.
1.2.2.2(1 Owner shall furnish the requested information as necessary and relevant for the Architect to evaluate, give
notice Of,or enforce hen rights,
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1.2.3 ARCHITECT
1.2.3.1 The services performed by the Architect, the Architect's employees and the Architect's consultants shall be
as enumerated in Article 1.4 and as enumerated elsewhere herein, and in any attached exhibits or SUPPICtriental
agreements.
1.2.3.2 The Architect's services shall be performed as expeditiously as is consistent with professional skill and care
and the orderly progress of the Project("Standard of Care"). The Architect shall subritit for the Owner's approval a
detailed schedule in Microsoft Project or art approved alternative format for the performance of the Architect's
scrvices,which may be a(tiusted,if necessary and approved by the 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 the
Architect or the Owner. The Architect's schedule will be provided as a milestone list in the format include(] above in
the Initial Information Schedule. The Architect's schedule for performance of the Architect's services shall initially
be consistent with the time periods established in the Time Parameters section of the Initial Information alcove,
1.2.3.3 The Architect's Designated Representative identified in Paragraph 1.1.3.3 shall be authorized to act on the
Architect's behalf with respect to the project,
1.2.3.4 The Architect shall maintain the confidentiality of information specifically designated as confidential by the
Owner, unless withholding such information would violate the law,create the risk of'significant harni to the public or
prevent the Architect from establishing a claim or defense in an ad'iLidicatory proceeding. The Architect shall require
of the Architect's consultants,similar agreements,to maintain the confidentiality ofinfiorniation specifically designated
as confidential by the Owner.
1.2.3.5 Except with file 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 the performance of the approved schedule for this
Project.
1.2.3.6 The Architect shall review laws, codes, and regulations applicable to the Architect's services. The Architect
shall respond in the design of the Project to requirements imposed by governmental authorities having jurisdiction
over the Project.
1.2.3.7 The Architect shall be entitled to reasonably rely on the accuracy and completeness of set-vices and
information Furnished by the Owncr. Each party shall provide prompt written notice to the other if either becomes
aware of any errors,OnIiSSi0TIS or inconsistencies in such services or information.
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ARTICLEI.3 TERNIS AND CON DiTiONS,
1.3.1 COST OFTHE WORK
1.3.1.1 The Cost offlic Work shall be the total cost or,to tile extent the Project is not completed, tile estimated cost
to the Owncr of all elements of the project designed by the Architect.
1.3.1.2 The Cost of the Work shall include the cost tat reasonable current market rates of labor and materials furnished
by the Owner and equipment designed, specified, selected or specially provided for by the Architect, including the
costs of management or Supervision of construction or installation provided by a separate construction manager or
contractor, for the Contractor's overhead arid profit.
1.3.1.3 The Cost of tile Work does not include the compensation oftlic Architect and the Architect's consultants,the
costs of the land, rights-of-way and financing or other costs that are the responsibility ofthe Owner.
1.3.2 INSTRUMENTS OF SERVICE
1.3.2.1 Drawings, specifications and other documents, including those in electronic furl),prepared by the Architect
and the Architect's COrISUltants are Instruments of Service for use Solely by the Owner. All oftlicArchitect's clesigns
and work product under this Agreement, including but not limited to "tracings, Drawings, Estimates, Specifications,
Investigations,Studios and other documents,shall be the property of the Owner,to be Used as tile Owner desires;upon
completion of the services provided by the Architect under this Agreernerti,and in confirmation of the fee for set-vices
to be paid under this Agreement,the Architect hereby conveys,transi'ers and assigns to the Owner all rights under the
Federal Copyright Act of 1976 (or any successor copyright statute), as amended, all common 1,11A, copyrights and all
Other intellectual property rights acknowledged by law in the Pro cet 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 tuay 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 ofor while being worked'Upon by tile 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.
1.3.2.2 Upon execution of this Agreement,the Architect grants to the.Owner permission to reproduce the Architect's
Instruments of Service for purposes of constructing,using and maintaining the Project,provided that tile Owner shall
colliply with all obligations, including prompt payment of all stuns when due, under this Agreertictit. 'I'lie Architect
shall obtain sitnilar permission from the Architect's consultants consistent with this Agreement. Upon termination of
the Agreement,the Owner is permitted to authorize other similarly credentialed design prolessionals to reproduce and,
where permitted by law, to make changes, corrections or additions to the Instruments of Service for the purposes of
completing, using and maintaining the Project or additional projects. IN THE EVENT OWNER USES THE
ARCHITECT'S INSTRUMENTS OF SERVICE WITHOUT RETAINING THE AR(AHTECT ON THE
PROJECT Oil ANY OTHER PROJECT, THE OWNER RELEASES THE ARCHITECT AND ITS
CONSULTANT(S) FROM ALL CLAUNIS AND CAUSES OF ACTION ARISING FROM SUCH USES.
ADDITIONALLY, IN THE. EVENT THAT THE OWNER rERN/HNATES THE ARCHITECT FOR
CONVENIENCE OR WIT11OUT CAUSE AFTER THE ARCHITECT SEALS TIDE CONSTRUCTION
DOCUMENT'S BUT BEFORE COMPLETION OF THE CONSTRUCI I ION PHASE,OWNER AGREES To
HIRE A COMPETENT PROFESSIONAL TO PERFORM CONSTRUCTION PHASE SERVICES IN
ACCORDANCE WITIITBAE RULE SECTION 1.217.OWNER ACKNOWLEDGES TIIATTHE FAILURE
TO ENGAGE ARCHITECT TO PERFORM FULL CONSTRUCTION PHASE SERVICES CARRIES WITH
IT ASSOCIATED RISKS BOTH TO THE OWNER AND ARCHITECT. SUCII RISKS INCIAIDE,
WITHOUT L,imtTATION, THE INABILITY OF THE ARCHITECT TO BECOME GENERALLY
FAMILIAR WITH THE PROGRESS AND QUALITY OF THF WORK PERFORMED BY CONTRACTOR,
TO REJECTWORK NOT IN ACCORDANCE WITH THE:CONTRACT DOCUMENTS,TO CLARIFY OR
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RESPOND TC
O ONTRACTOR'S QUESTIONS CONCERNING INTERPRETATION OF THE
INSTRUMENTS OF SERVICE, OR 'TO MAKE APPROPRIATE REVISIONS OR MODIFICATIONS TO
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THE ARCHITECT'S INSTRUMENTS OF SERVICE.
1.3.2.3 The Owner shall not assign,delegate,sublicense,pledge or otherwise transfer any permission granted heroin
to another party Without the prior written agreement of the Architect, however, the Owner and Architect shall be
permitted to authorize the ontractor, Subcontractors, Sub-subcontractors and material or equipment suppliers to
reproduce applicable portions of the Instruments of Service appropriate to and for t.tse in their execution of`lire Work.
Submission or distribution ofInstrUrnelltS of Service to meet official regulatory reqoiretrients or for similar pnrposes
in connection with the Project is permitted. Any unauthorized tise of the Instruments of Service shall be at the
()kvner*s sole risk and without liability to the Architect and (lie,Architect's Consultants.
1.3.2.4 Prior to the Architect providing to the Owner any instruments of'Service in electronic form or the Owner
providing to the Architect any electronic data for incorporation into the histrUrnents of'Service, the Owner and the
Architect shall by separate written agreement set forth file specific conditions governing the format of such Instruments
of Service or electronic data, including any special limitations not otherwise provided in this Agreement.
1.3.2.5 All plans and drawings will be prepared and submitted digitally by the Architect to the Owner to]-approval
on as minimum 24-inch by, 36-inch format,with all lettering processed in ink or pencil and clearly legible when the
sheets are reprodliced and reditced to half size.
1.3.2.6 Upon completion of the construction of the PrOjcCt, the Contractor shall deliver final-as-built documents to
the Owner. The Architect shall have no responsibility with regard to As-BUilts, Record Drawings, or Record
Spec it Ications,
1.3.2.7 The Architect shall have no liability for changes made to the drawings. Any such change shall be sealed by
the architect making that change and shall be appropriately marked to reflect what was changed or modified. To the
extent permitted by law, the Owner agrees to indemnify, defend and hold harmless the Architect for any chlims,
damages,suits and loss ofevery kind and nature for the unauthorized re-trise of the Architect's Instruments of'Service.
1.3.3 CHANGE IN SERVICES
1.3.3.1 Change in Services of the Architect, including services required of the Architect's consultants, may be
accomplished after execution of this Agreement, Without invalidating the Agreement, if mutually agreed in writing.
It is expressly understood andagrced by and between the parties hereto that any alteration in schedule,COITIPCIISati011
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.
1.3.4 MEDIATION
1.3.4.1 Any claim, dispute or other matter in question arising out of or related to this Agreement shall be subject it)
mediation, If Such matter relates to Or is the SUbjQd of a lien arising out ofthe Architect's set-vices,the Architect may
proceed in accordance with applicable law to comply with lien notice or Filing deadlines prior to reSOILiti011 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
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mediation shall proceed in advance of legal or equitable proceedings, which shall be stayed pending mediation lbr a
period of 60 days from the date of filing, unless stayed for a longer period by agreement ofthe parties or court order.
1.3.4.3 The parties shall share the mediator's fee and any filing fees equally.The mediation shall be held in the place
Where the PI-QjCCt 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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1.3.5 ARBITRATION
1.3.5.1 The Owner and the Architect hereby expressly agree that no claims or disputes between the Owner and the
Architect arising out of or relating to the contract documents or a breach tlici-cof'sliall be decided by any arbitration
proceeding, including, without limitation, any proceeding under the Federal Arbitration Act(9 U,S,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 the arbitration proceeding if the Architect's presence is
required or requested by the Owner for complete relief to be accorded in the arbitration proceeding.
1.3.6 CLAINIS FOR CONSEQUENTIAL DAMAGES
1.3.6.1 The Architect and the Owner waive consequential damages Im claims,disputes or other matters in question
arising out of oi relating to this Agreement. This Mutual waiver is applicable,without limitation,to all consequential
damages due to either party's termination in accordance with Section 1..3,1f.
1.3.7 (MISCELLANEOUS PROVISIONS
1.3.7.1 This Agreement shall be governed by the laws of the state of"I'cxas, and MILIC Shall lie in Williamson
County, Texas,
1.3.7.2 Causes of action between the parties to this Agreement pertaining to acts or failures to act shall be deemed to
have accrued and the applicable statutes of limitations shall coninience to run not later than either the date of
Substantial Completion for acts or failures to let occurring prior to Substantial Completion or the (late 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 run ally later than the date when the Architect's services are substantially
completed,
1.3.7.3 To the 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 them similar waivers in favor of the other parties enumerated herein.
1.3.7.4 Nothing contained in this Agreement shall create a contractual relationship with ora cause of action in favor
of a third party 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 ror 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
Projcct among the Architect's prornotional and professional materials. ']"lie 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,confidential or proprietary information.
1.3.7.7 If 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 required to execute certificates that would require knowledge,services or responsibilities beyond the scope
of this Agreement.
1.3.7.8 The Owner and the Architect, respectively, bind themselves, their partners, successors, assigns and legal
representatives to the other party to this Agreement and to the partners, successors,assigns and legal representatives
of such other party with respect to all covenants of this Agreement, Neither the Owner nor the Architect shall assign
this Agreernent without the written consent of the other,
10
1.3.7.9 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(I) through thirteen (13)of
the Contract.
1.3.7.10 BIM and Document Transfer: The Architect will develop project drawings utilizing Revit. 'file level of
model developinent will be determine(] by the Architect lbr file Purpose Of generating printed construction drawings.
Model development for other purposes will require additional fees. Electronic document transfers will be made in
accordance with Architect's standard protocols for the development, use, transmission, and exchange of digital data.
1.3.8 7'ERN11NATION OR SUSPENSION
1.3.8.1 If the Owner fails to make payments to the Architect in substantial compliance with this Agreement, such
failure may be considered substantial nonperformance and cause for suspension of performance of services under this
Agreement. If the Architect elects to suspend services,prior to suspension of'services, the Architect shall give fifteen
(15)days' written notice to the Owner. In the event of a SLISpellSi011 of services, the krchitect shall have no liability
to the Owner for delay or damage caused the Owner because OfSUCII 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 titne schedules shall be equitably adjusted.
1.3.8.2 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 (15) clays' 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 compensate(] in accordance with the terms
of this Agreement Im all work accomplished prior to the receipt of said notice. No aniount shall be due for lost or
anticipated profits. Upon payment in full for all services performed by the Architect, at] plans, field Surveys, maps,
cross sections and other data, designs and work related to the Project shall become the property of the Owner upon
tcrinination Of this Agreement and shall be promptly delivered to the Owner in a reasonably organized form, subject
to any record-keeping requirements imposed oil the Architect by the TBAE or other similar regulatory authority.
Should the Owner subsequently contract with a new architect for continuation of services oil the Project,the Architect
shall cooperate in providing information.
1.3.8.3 Nothing contained in Section 1.3.8.2 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 submitted in compliance with (lie terms
of this Agreement. The Owner shall not be required to make any payments to the Architect when the Architect is in
default nuclei-this contract,not,shall (.his section constitute a waiver of any right,at law or at equity,which the Owner
may have if'the Architcct is in default, including the right to bring legal action for damages or to force specific
performance of this Agreement.
1.3.9 PAYiVIENTS TO ARCHITECT
1.3.9.1 Payments oil account of services tendered shall be nuicle monthly upon presentation of the Architect's
statement of services.
1.3.9.2 Reunbursable Expenses, in an amount not to exceed $6,000, are inclutted in the not-to—exceed surn for
compensation for the Architect's services and include expenses incurred by the Architect and the Architect's
employees and Consultants directly related to the Project,as described in 1.1.14.13.
1.3.9.3 Records of Reimbursable Ex pe uses,of expenses pertaining to a Change in Services„and of services performed
on the basis ofhourly rates or a multiple ol'Direct Personnel Expense shall be promptly provided to the Owner or the
Owner's authorized representatives.
1.3.9.4 Direct Personnel Expense is defined as the direct salaries of the Architect's personnel engaged oil the Project
and the portion of the cost of then- mandatory and customary contributions and benefits related thereto, such as
employment taxes and other statutory employee benefits, insurance, sick leave, holidays, vacations, employee
retirement plans and similar contributions.
ARTICLEIA SCOPE OFSERVICES AND OTH ER SPECIALTER NIS AND CONDITIONS
1.4.1 Enumeration of Parts of' the Agreement. 'rhis Agreement represents the entire and integrated agreement
between the Owner and tile Architect and supersedes all prior negotiations, representations or agreements, either
written or oral, ']'his Agreement may be arriencled only by written instrument signed by both the Owner and (lie
Architect. This Agreement comprises the documents listed below.
1.4.1.1 Architectural Services Agreement between Owner and Architect.
1.4.1.2 Cather documents as1'6llow&:
Exhibit"A"
"Supplemental Agreement No. I" supplementing Architectural Services Agreement between Owner and Architect,
1.4.2 Special Terns and Conditions. Special terms and conditions that modify this Agreement are as follows:
Americans with Disabilities Act (ADA) and Texas Accessibility Standards ('"FAS) provide that it is a violation of
ADA/TAS to design and construct a facility for first occupancy later than January 26, 1993 that (toes not meet the
accessibility an(]usability requirenients of the ADA/'FAS except where an entity can demonstrate that it is structurally
impractical to meet such requirements. The: Architect will use its best professional effi)rts in accordance with the
Standard ol"Care to interpret and meet applicable ADA/TAS requirements and other federal, state and local laws,
rules,codes, ordinances and regulations as they apply to (lie Project.
ARTICLE 1.5 COMPENSATION
1.5.1 Paayraaetmts torr services slmaall be made monthly,and wlmcrc applicaalmle,shaali be in pa-oportion to services perfornme(l
on the basis set forth in this Agreement and in format requested by the Owner,
1.5.2 Payments are due and payable thirty (30) clays from the date of the Architect's invoice, or not later than the
time period required under the "J"exas Prompt Payment Act, whichever is later, Non-disputed arnOUTItS Unpaid sixty
(60) days after the invoice date shall bear interest at the rate entered below,or in the absence thereof at the legal rate
prevailing frorn time to time at the principal place of business of time Architect.
Payments hereunder shall be made in accordance with the Prompt Payment Act.
1.5.3 The Architect shall be compensated as follows,
Design Phase Services: Stipulated SUIll of$60,000
Construction Document Phase Services: Stipulated sura of$225,000
Procurement Phase Services: 1-lourly plus amounts invoiced Architect for Consultant
Services,not to exceed an amount of S2 1,000.
Construction Phase Services: Stipulated sum of I S108,500.
1.5.4 Compensation for Architect's Additional Services: as negotiated and memorialized in Supplemental
agree tile nt(s).
12
1.5.5 Standard I lourly Rates: As indicated in Architect's 2022 Fee Schedule. Rates will remain in effect until
December 31stofthe Schedule year and any increases wi I I be I irnited to 5%per atillUrn in that and subscquci it calendar
years.
ARTICLE 1.6 MISCELLANEOUS
1.6.1 Statement of Jurisdiction: The Texas Board ol'ArchitCOUral Examiners, 333 Guadalupe, Suite 2-350,Austin,
Texas 78701„ telephone (5 12) 305-9000, has jurisdiction over complaints regarding the professional practice of
persons registered as architects in Texas,
1.6.2 In accordance with Chapter 2271jexas Government Code,a governmental entity may not enter into contract
with a company lbr goods and services unless the contract contains written verification tion the company that it: (1)
does not boycott Israel; and (2) and will not boycott Israel (11.11-ing the term of the contract. The signatory executing
this Agreement on behalf of Architect verifies Architect does not boycott Israel and will not boycott Israel during the
term of this,Agreement.
1.6.3 In accordance with Chapter 2274, Texas Government Code, a governmental 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)does not have a
practice,policy, guidance or directive that discriminates against a firearm entity or firearm trade association; and(2)
will not discriminate during the term ofthe contract against fircarin entity or firearm trade association. The signatory
exccutinLg, the Agreernent on behalf of Architect verifies Architect does not have a practice, policy, guidance, or
directive that discriminates against as firearin entity or firearm association.
1.6.4 In accordance with Chapter 2274, Texas Government Code, a governmental entity may not enter into a
contract with a company with at least tcn (10)full-time employees For a value ofat least One hundred Thousand and
No/I 00 Dollars($100,000.00)unless the Contract has a provision in the contract veri Tying;that it: (1)(foes not boycott
ener rhe gnauly�
gy companies; and (2) will not boycott energy companies during the term of"this Agreement. ' i , )
executing the Agreement oil behalf ofArchitect verifies Architect does not boycott energy companies,and it will not
boycott energy companies during the term of this Agreement.
This Agreement entered into as of the day and year first written above.
ISignatures on the following page.]
13
OWNER ARCHITIECT
CITY OF ROUND ROCK,TEXAS MCKINNEY YORK ARCHITEC T
Bv:—�n m L—— By- 46740ma
r✓l.ayor,Craig;Al org;aal
Date: Date;. 49 6
ATTEST:
Meagan Spinks, I Cleric
FOR CITY,APPROVED AS TO FORM:
Bv: Le-- td,
Step-laan L..shee ',City Attorney
14
Exhibit "A"
,0
NICKIVNEA
vq rr".Yvito-+v-,t''a
April 12, 2C22
Matthew Srnith
h r ent Manager
General Services Division
12 Commerce Blvd
Pound Rock,Texas 78664
Office-, 512-215-70116
Cell: 512-639-7433
Transmitted via email to: msmith o,rouncdrocktexas. ov
Re: City of Round Rork, Fire;Station No. 'I
[dear Matthew,
Thank you for the opportunity to provide you with this proposal for design services for City
of Round Rock, Fire Station Number 1 In response to the request frorin your legal team, we
are updating this proposal to remove descriptions of edits to the Agreement and
Supplemental Agreement No. 1 and retain only a brief description of the Scope of Services
and the fee schedule (including the hourly rate schedule).
Initial Information
The assumptions, terms, and conditions underlying this proposal are mernorialized the
edited versions of the Agreement and Supplemental Agreement No. 1 transmitted with this
proposal.
Scope of Services and Other Special Terms and Conditions
As described in Article 1.4 of the attached ecdited Agreen°lent with reference to appropriate,
mutually agreed to Exxhibits consistent, with this proposal. A copy of "Supplemental
Agreement No. "I" edited to reflect the Scope of Servicers included in this proposal is also
attached.
Compensation
As described in Article: 1.5 of the Agreement edited to reflect the following.
Design Phase Services: Stipulated Burn of$60,000
Construction Docurnerrt Phase Services: Stipulated surra of$225,000
Procurement Phase Services: Hourly plus amounts inv6cyed Architect for Consultant
Services, riot to exceed an amor.int of$21,000.
Construction Phase S'ervice,s�: Stipulated suirn of$1108,500
Compensation for Architect's Additional Services: As negotiated and memorialized in
supplemental agreerrient(s)•
Exhibit "A"
Standard Hourly Rates, As indicated in Architect's 2022 Fee Schedule. Rates will remain in
effect until December 31"1 of the Schedule year and any increases will be, limited to 5% per
annum in that and subsequent calendar years.
Reimbursable Expenses,, in an arTIOUnt not to exceed $6,000, are included in the not-to-
exceed sum for 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 "I."1,2.4.13.
Conclusion
We are looking forward to working with you on this project, if this proposal is acceptable to
you, please return a signed copy of the Contract and Supl.fler-nent to Lis for Our signature. We
are looking forward to working With You on this project.
Feel free to call if you have any questions.
Very truly YOUrS,
Al York, FAIR, cur'r ey k Architects
Attach:
Template Architectural Services Agreement CORP FSI 22 0321doc
Suppi 1 to Architectural Services Agreement 220321,doc
MYA 2022 hourly rate schedule
MYA 2022 reirnbursable rate schedule
Structures Proposal Letter dated 12/15/2021
Excerpt from Structures ernaill dated 03/09/2022 confirming continued validity of the
engineers proposal.
Aptus Prol.)osal Letter dated 03/11/2022
Studio 16,19 Proposal letter dated 03/10/2022
Development Associates Proposal dated 12/17/202 1
List of Possible expanded Services that are NOT included
cc: file
��� ~^^�.�� ^ ^"�"
^—'~^
�
Clerical | $100/hour
Clerical 11 $l30/hVLr
Clerical 111 $150/hour
|ote/o $lOU/hour
Designer | $llO/hour
Designer O S120/hovr
Architect III/ Designer U[ $150/hour
Architect |VyDesigner |V O140Vhuur,
Architect $150/hour
Architect V| $170yhUur
Architect VI $l90/hour
Architect VIII $218/hour
Architect |X $230/hour
Partner $240/hour
Founding Principal $240/hour
Principal $260/hour
Note: This fen schedule iSeffective through December 31. 2022. Rates will be adjusted each January to
reflect changes in employee costa.
Exhibit "A"
r
rail
%r
In addition to the fee,the following will be invoiced as reimbursable expenses with applicable multiplier.
In-house printing and plats
Black and White Copies $0.10 each
Calor Copies $0.20 each
Transbond PlotsfCopies $x.00 each
Outsourced printing and plats
Mileage-ccrrrent IRS Standard Mileage fetes for travel outside of Travis and Williamson County
Postage, handling,and delivery charges
Furniture and fixture purchases
Attorney's fees &Architect's time for review and negotiation of agreements with third parties or lenders
Other direct project expenses
Note: This rate schedule is effective through December 31, 2022. Rates will be adjusted each January to
reflect changes in casts.
SUPPLT
EMENAL AGREEMENTNO. I
C[TY O1,' ROLJND ROCK §
STATE OF TEXAS § KNOW ALL BY THESE PRESENTS:
COUNTY OF WILLIAMSON §
COUNTY OF T1 §
This doCLIMC11t,is entitled S Lipp lerrienta I Agreement No. 1,and it Supplements"City of"ROUnd Rock
Agreement for Architectural Set-vices for the City of Round R.ocIK lire Station No. I with McKinney York
Architects" for the foal lowing Project:
Professional architectural set-vices 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
Construction 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 Owners 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 performance of their services with the Architects
performance schedule to allow the Architect to efficiently provide their services fior this
Project.
This Supplemental Agreement No. I is made and entered into as of the same date of the Agreement
it supplements, that being the clay of M&U . , 2022, and likewise is by and between the
same parties, those being the CITY OF ROUND ROCK, alorne-ruic Municipal corporation of'Williarnson
and Travis Counties, 'Texas (hereinafter referred to as "City" and/or "Owner") McKinney Architects Inc.,
dba McKinney Architects, with offices located at 1301 East 711, Street, Austin, Texas 78702 (hereinafter
referred to as"Architect").
w i ,r N E S S E T H:
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 not limited to being architect of'record; coordinating the Architect's consultants; coordinating
the work of [lie Architect with the work of the Owner's other design consultant, architectural design,
structural engineering, mectianical/electrical/pILli-nbing 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
WI-IEREAS, total compensation for Architect's services under tills Agreement shall be paid
pursuant to Exhibit "A" of the Agreement and shall not exceed: $414,500.00, including reimbursable
expenses in an amount not to exceed $ 6,000.00 1; an(]
WHEREAS, City may, at its sole discretion, request additional services, not included in the scope
of the Agreement, which amount is not inch0ed in the total compensation of$414,500.0 ; and
WHEREAS, as is recited in the Agueerrient this document supplements, City desires to contract
with Architect for the delineated professional services, and for the administration of the Coil struct i oil
Contract during construction of the Project; and
WHEREAS,as is stipulated in the Agreement.this document supplements, Architect has agreed to
provide SLICII professional set-vices for the compensation delineated previously and herein;
NOW,THEREFORE,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 I
SCOPE OFSIS RVICES AND COMPENSATION
LO I 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 the 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 Supplements and herein.
Unless subsequently changed by additional S LIPP lel'Iri enta I Agreement to this Agreement, duty
authorized by City Council Resolution or City Manager action, Architect's total compensation hereunder
shall be paid pursuant to E,"xhibit "A" of the Agreement and shall not exceed Four Hundred Fourteen
notisand Five Hundred and No/100 Dollars ($414, ), including as not-to-exceed amount of six
thousand and no/100 Dollars($6,000)for approved Reimbursable Expenses."These amounts represent the
absoh.ItC limit of City's liability to Architect under this Agreement, unless sarne shall be changed by
additional SLIpplernental Agreement hereto.
The finies and further conditions of payment shall be as described in Article VI hereof.
ARTICLE 11
ARCHITECT'S SERVICES
2.01 Basic Services. Architect's l3asic Services consist generally of the phases described below, and
include architectural services, landscape architecture and irrigation, design services, and strLiCtUral,
mechanical, electrical, and plumbing engineering set-vices. Architect agrees that upon eXeCLItI0JI 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 Architects
consultants 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
2
Manager or his designee, hereinafter refier-red to as"Director."
2.01.1 The Structural Engineering 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
l.Arigineers Proposal for Mechanical, Electrical and Plumbing Engineering Design Services Igor Fire Station
No. I I City of Round Rock to Al York, Par-mer, McKinney York Architects dated 03/11/2022. 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 an(] review services shall be limited solely to those described in the Development Associates
proposal letter to Patricia I lent, McKinney York Architects dated 112/17120)21.
2.02 Design Phase
2.02.1 Based on the Project requirements defined by the description of the Program in the Agreement, tile
Architect shall prepare and present, for the(r)WIICI_,s approval, Design Documents illustrating the scale and
relationship of the Project components LitiliZing the prototype design floor plan modified to accommodate
the programmatic changes.The Design Documents shall consist ol"drawirigs and other documents including
a site plan, if appropriate, and preliminary building plans, sections, and elevations; and may include some
combination of study models, perspective sketches, or digital representations, Preliminary selections of
ma.lor building systems and construction materials shall be noted oil the drawings or described in writing.
Because the Rcvit model that was provided by the Owner as the basis for development oil'Fire Station No.
3 documents contains substantial discrepancies, it is unsuitable as ,in 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 the subse(Incrit 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 Tile Architect shall submit the Design Documents as a single digital copy to the Owner, making as
presentation in person or via ZOOM and request the Owner's comments and approval be given at the
C011CILISiOn of that presentation meeting,
2.04 Construction Documents Phase. Architect shall provide (lie Construction Documents Phase
Services as delineated in the Agreement this document supplements, elsewhere herein, and as follows:
2.04.1 Based on the Owner's approval of the Design Documents, and on the Owner's authorization of any
adjustments in the Project requirements, the Architect shall prepare Construction Documents for the
Owner's approval."rhe 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 the
quality levels anti performance criteria ofmaterials and systerns andother requirements for the construction
of the Work, The Architect will complete the reconstruction of the Revit model provided by the Owner to
(lie Architect for the previous Fire Station 113 project during this phase. The 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 sitilikir SLIbruittalS, Which the Architect shall
review in accordance 2.06 (14,),
3
2.04.2 The Architect shall incorporate tile design requirements of governmental authorities having
,jurisdiction over the Project into the Construction Documents.
2.04.3 During the development of the Construction Documents, the Architect shall assist the Owner in the
in preparation of the Proposal Forms, shall utilize Without modification City's standard General and
Supplementary General Conditions,and shall draft Special Conditions of tile Contract. City's standard form
of Conti-act between City and the Contractor shall also be utilized, along with City's form of Bid Bond,
Perforl-n.ance Bond, and Payment Bond. Architect shall also compile the Project MaIlLial that includes the
Conditions of the Contract for Construction and Specifications and may include Proposal requirements and
sample forms.
2.44.4 The Architect shall have no responsibility for providing cost estimates or opinions of the probable
construction cost.
2.04.5 Prior to finalizing and scaling the Construction.Documents, the Architect shall submit a draft set of
the Construction Documents, to the Owner labeled '95%' and request the Owners 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) ol'a corriptetc set of proposed Constructioll,
Docurnents, for review, official approval, and the Owner's submission for Building and other development
permits prior to the advertisement ot'proposals for the constrUCtiOn Of the Project, and within tile agreed
Performance Schedule.
2.04.5.1 Architect shall be solely responsible for submitting tile Architect's Instruments of Service for
approval of the Texas Department of Licensing and Regulation prior to submittal Of' all Construction
DocLnuents to City for approval. Any fees charged by the Department or the independcilt Registered
Accessibility Specialist performing the review oil behalf of the Department at the rates established by tile
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 tile
Architects total fee.
2.05 Procurement Phase: Architect shall provide the Procurement Services delineated in the
Agreement this document supplements, elsewhere herein, and as follows:
2.05.1 Following City's approval ofthe Consti-tiction Documents,Architect shall assist the City in awarding
a construction contract following legal public competitive scaled proposal requirements, Architect shall
transmit Construction Documents to the Owner in electronic (IIDF) format for reproduction and
distribution. Owner shall be responsible for payment for the costs of reproduction of' such documents.
During the procurement process,. Architect shall assist City as, follows:
(1) Jointly conducting pre-proposal conferences, including on-site visits as required, to assist
the bidders/proposers with an understanding of the Construction Documents, the various on-site
conditions, and the coordination and scheduling requirements.
(2) 11'reparing responses to questions from prospective bidders/proposers, and providing
clari ficit ions and interpretations of the Procurement Documents to all prospective proposers in the
4
required form of addenda to Contract Documents.
(3) Assisting in the opening of proposals, tabulation and evaluation of proposals received, and
advising on award of the contract,
(4) Jointly conducting 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 I'l-OCUrernent Phase shall be
limited to advising and Consulting With tile City, and the City retains all responsibility for the actual
,selection of the Contractor.
2.0�6 Construction Phase. Architect shall provide the following Construction Phase Services as
delineated in the Agreement this document supplements, clscwherc herein, and as follows:
The Construction Phase will commence with the award of the first ConstrLiction Contract and will
terminate t'ollowing the date the Architect issues the final Certificate of Payment:
(1) Architect shall provide administration of tile Construction Contract as set forth in this
AgrccTncnt. Architect's assigned authority (hei-CLITI(Iff Will not be modified without. Architect's
written,consent.
(2) Architect shall review properly prepared, timely requests by the Contractor for additional
information about the:Contract Documents. A properly prepared request for additional information
about the Contract Documents will be in a florrn prepared or approved by Architect and will include
a detailed written statement that indicates the specific Drawings or Specifications in need of
etarification 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 from the Contract Documents and will be in writing or in the foam of drawings.
When making such interpretations and initial decisions, Architect will endeavor to secure faithful
perfornlance by both Owner and the Contractor, will not show partiality 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 oil 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 the Conti-act
Documents and most recent construction schedule submitted by the Contractor. however,
owever,
Architect will not be responsible for the Contractor's failure to perform work in accordance with
requirements of the Contract Docutnents, Architect will be responsible for Architect's acts or
omissions, 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 perfori-ning portions of tile work.
(7) Architect wilt at all times have access to the work wherever it is in preparation or in
progress,
(8) Owner will endeavor to communicate with the Contractor through Architect about matters
arising out of or relating to the Contract Documents. Cornintinications by and with Architect's
subconsultants will be through Architect.
(9) Architect, as as representative of City, shall advise and consult 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 provided in this
Agreement unless otherwise property modified by written amendment.
(1 f1) Architect shall provide on-site construction observation,periodically visiting the site to the
extent necessary to generally familiarize itself with the progress and quality of the work, and to
determine, in general, it"the work observed is being performed in a mariner 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 verity the accuracy and
completeness ofthe list submitted by the Contractor of%vork to be completed or corrected. lField
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 informs Director whenever detects and deficiencies
in the work are observed, or when Architect observes actions or omissions by the Contractor which
are not in accordance with the Contract Documents.
(11) Based on stich 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 f,or
approval and payment. These certifications shall constitute a representation by Architect to City,
based on 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 (lie results of any
subsequent tests required by the Contract Documents, to minor deviations from the Contract
DoCUrrients 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 an'101.111t certified.
(12) Architect shall have authority to reject work which does not conform to the Contract
Documents. Whenever Architect considers it necessary or advisable, Architect will have authority
to require inspection or testing of tile work in accordance with the provisions of the Contract
Documents,whether or not such work is fabricated, installed or completed, However, neither this
authority of Architect nor a decision made in good 11lith 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 pertarming
portions of the work.
(13) Architect shall make recornmendations on all claims and disputes ol'City or the Contractor
relating to the execution and progress of the work or the interpretation of the Contract Documents,
based Upon SLIC11 review and analysis by Architect as may reasonably be required. In the event of
litigation, where Architect is named as an additional party with the ("ity, such assistance will
include the availability of knowledgeable witnesses in the employ of Architect 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 conforniance 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
the Standard of Care in the Agreement.
(1 S) Architect shall prepare Change Orders arid/or Construction Change Directives to the
construction 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 C'hange Order. Architect's compensation for preparation of
Change Orders, if any, shall be determined by Section 2,09(l) 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
fbr submittal with the final Certificate of Payment, all(] 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 ofthe one (1) year warranty
contained in the Contractor's Performance Bond.
(17) Architect shall conduct regularly scheduled progress meetings with City, the Contractor
L,
and major Subcontractors. Minutes of same shall be prepared by Architect with copies submitted
to City's Director,
(1 8) Architect shall have authority to order mitior changes in the construction work, consistent
with the Conti-act Documents, and not involving all adjustment in the Contractor's bid price or an
extension of the Project Schedule. Such changes shall be accomplished by F)cld Order. In addition,
Architect may issue written Field Orders which interpret the Plans and 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 prooess.
Architect shall provide As-Designed Record Construction Specifications which will identify the
design changes in the 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 of surety
or sureties, if any, of reduction in or partial release of retainage or the making of final payment;
and (2) affidavits, receipts, releases and waivers of liens or bonds indemnifying Owner against
liens; and (3) as-built record documents.
2.07 Warranty Phase. If requested by the Owner and agreed by the Architect, Architect shall provide
the Warranty Phase Services in this Section 2.07 as Additional Services. Architect shall assist Owner in
scheduling corrections to be made by the Contractorduring the warranty period. During the eleventh month
following completion of the prime general contract, Architect will arrange For a warranty inspection tour
orthe entire Project by authorized representatives of City, the Subconsultants and of each prime contractor-
engaged
ontractorengaged on the ProJect. For any non-warranty involvement of Architect, payments shall be rnade based
upon the Hourly Rate Schedule contained in this Agreement,
2.08 Project Representation Beyond Basic Services. In the event that Cil°Clltustances should develop
whereby continuous,full-tibio representation at the Project site is required, the conditions under which such
representation shall be furnished and the Project Representatives selected, employed and directed shall be
goveriied by an additional written Supplemental Agreement between City and Architect.
2.09 Additional Services.Architect shall perforni 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 froni
the City Council or City Manager. The Following services are not covered under.Article 11, which defines
and outlines Architect's Basic Services. If any of these Additional Services are authorized iii writing by
Director in advance of their performance, they shall be paid for in the manner agreed to at the time of
authorization,
(I) Preparing Change Orders and supporting data and/or revising previously approved plan.-,
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 not be liable to compensate Architect for Additional Services or expenses in
such connection.
(2) Providing Consultation concerning replacement of any ProJect work darnaged by fire or-
other
rother cause during construction, and furnishing professional services as may be required in
connection with (lie replacement of'such work, unless darnage was the result of Architect's error.
(3) Providing other extraordinary professional services over and above the contract
requirements, where required and requested by City,including extraordinary professional services
which might result ifthe City decides to "fast-track" the ProJect,
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(4) Providing construction phase services more than twelve (12) months after the start of
construction or the Contractor's Notice to Proceed, whichever occurs first.
(5) Performing more than two (2) reviews of any shop drawing, product data nem, 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 determine whether
such portion of tile Work is substantially cornplete in accordance with the reClUircinents of the
Contract Documents.
(8) providing more than one (1) Inspection of the Work to determine Final Completion.
ARTICLE III
CITY'S RES PONS I BILITI ES
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 desigiiated 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
DOCIMICInS.
3.04 Permits.City will furnish the building permit without charge. Electrical, plumbing and other trade
permits will be the responsibility of the construction contractor. Any charges which may be assessed Im
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 lies required for Architect's submittal and approval of documents as set
forth in the Agreement this dOCUMClIt supplements.
3.06 Miscellaneous items. City will also provide Architect with City of Round Rock General and
Supplementar-y General Conditions for Building Construction, Instructions to Bidders, Proposal Forms,
Wage Rates,Contract and Bond Dories,Bid Advertisement Iorm,and Such other information and materials
as may be necessary and practicable for the orderly and expeditious PrOCOSS of the work and the awarding
of the Construction Contract. To the extent practicable,these documents shall be utilized in the preparation
of the Construction Documents.
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AR,riCLE IV
FIXED LIMIT OF'TOTAL BUDGETED CONs'niuc-HON COST
4.01 Budgeted Construction Costs. Since Owner has provided Architect with a Prototype setting forth
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 are included in (lie total Fee delineated in the
Agreement this doCUrnent supplements and herein, and include the actual expenditures and actual costs set
forth in (lie Agreement this document supplements.
ARTICLE N11
PAVY(ENTSTO THE ARCHITECT
6.01 Basic Services. Payments on aCCOUTit 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
supplements and herein.
As to tile Construction Observation Phase f(-,,e apportionirient, Architect shall Invoice for equal
I
trionthly 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 $6,000, 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 damages or other sums withheld from payments to Contractors.
6.04 Additions. No additions shall be made to Architect's con-ifiensation 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 sullphase is
abandoned or Suspended, in whole or in part, Architect is to be paid for the services performed oil 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 and documentation to
SUbstailtiatc Architect's charges, and shall be in a forma to be specified by Director. All payments to
Architect shall be made on tile basis of the invoices submitted by Architect and approved by Director. Such
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 rnaterial be reasonably
requested by Director, Architect shall comply promptly with such rcqUCSt. In this regard, in response to a
reasonable request from Director, Architect shall make all records arid 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 in any
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 will endeavor to pay Architect promptly, but not later-
than
aterthan the time period required under the Texas Prompt Payment Act; however, Linder no circumstances shall
Architect be entitled to receive interest on payments which are late because of a good frith dispute between
Architect and City or because of amounts which City has a right to withhold Linder this Agreement or state
law,
6.08 Offsets. City may, at its option, offset 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 reduce(] to judgment by a court,
ARTICLE NIII
ARCI-11TE,C]"S 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.
ARTICLE Vill
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 ol.'City, upon fifteen (15) days' written
notice to Architect, with the understanding that immediately Upon receipt of said notice all work and labor
being performed Under 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 set-vices provided by Architect,till plans,field surveys, maps, cross sections and other data,designs and
work related to the project shall become (lie property of City upon termination of this Agreement,and shall
be promptly delivered to City in a reasonably organized form, subject to any record-keeping requirements
imposed on the Architect by the TBAF or other similar regulatory authority. Should City subsequently
contract with a new architect for continuation of set-vices on the PrQject, 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 any disputed payments to, Architect when Architect is in default under this Agreement, nor shall this
Article constitute 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 damages or to, force specific performance of this Agreement.
II
ARTICLE IX
GENERAL, SUPPLEMENTARY AND SPECIAL CONDIIJONS;
CON'I'RAC'I'ADMINIS'I'IZ.A'I'I.ON
9.01 General, Supplementary and Special Conditions. City of`Round Rock - SUPPICITIentary General
Conditions to AIA Document A201, "General Conditions of the Contract for Construction", are to be used
by Architect without modification; however, City may, LIP011 prior consultation:, approve of any changes,
that inay be necessary for specific cases or instances, Any special conditions pertaining to the Project that
are approved by City will be included under(lie Special Conditions portion of the Construction Documents,
9.02 Contract 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 terms of this Agreement. 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 consultants
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 ornission in the Designs, Working Drawings, and Specifications or other documents
prepared by Architect, his employees, subcontractors,agents and consultants.
10.02 Indemnification (Damage 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 injury (Including death),property damage or other harin Cor which recovery of damages is sought,
suffered by any person or persons,caused by any negligent act or omission of Architect,his officers,agents,
associates,employees or subconSLIltants, in the performance of this Agreement; the indemnity provided for
in this paragraph shall not apply to any liability resulting from the negligence of City, its officers, agents,
employees or separate contractors, and in the event of joint and concurrent negligence of both Architect
and City, responsibility and indemnity, ifany, shall be apportioned comparatively in accordance with the
laws of the State of Texas,without,however, waiving any governmental immunity available to City under
Texas law and without waiving any defenses of the parties Undcr 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 anti Copyright Claims). Architect agrees, to completely indemnify and
hold harmless City, its officers, agents and employees, against a claiin that any of the Designs, Plans or
Specifications prepared by Architect, its employees, associates or SUbconsultants, pursuant to this
Agreement infringe a U.S. patent or copyright directly, indirectly or contributorily, 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 inforined of`settlement negotiations, and
shall execute any settlement agreement reached by Architect oil City's behalf.
(b) Architect's indeninification 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 sub*ject of such a claim, City will permit Architect, at Architect's
option and expense, either to procure the right for City to continue arising the designs,plans
or specifications or to replace or modify the same so that,they become non-infringing; and
if neither of the foregoing alternatives is available on terms which are reasonable UI
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 oTArchitect, in which instance City has
the sole option to either require Architect to perforin 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 (jty, or by any engineering Consultant
Subsequently employed by City.
(d) The foregoing states the entire obligation of Architect with respect to int'ringenlent
of patents and copyrights.
10.04 Insurance. Architect, at Architect's sole cost, shall purchase and maintain during the term of`this
Agreement the Illininulill professional liability insurance coverage in the arnount of One Million Dollars
($1,000,000.00) from a company authorized to(10 insurance business in Texas and otherwise acceptable to
City. Failure to maintain the mininlUrn insurance coverage during the terns of this Agreement shall be
considered a material breach of this Agreement.
10.05 Subconsultant Insurance. Not applicable.
10.06 Insurance Policy Endorsements. Mach insurance policy under paragraph 10,04 shall include the
following conditions by endorsement to the policy:
(1), Each policy shall require that thirty(30) days prior to the expiration, cancetlation, 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, otany notices of cancellation, or non-
renewal it receives from its insurer.
(2) Cornpanics issuing the insurance policies shall have no recourse against City for payment
of any premiums or assessments for any deductibles which all areat the sole responsibility and risk
13
of Architect.
(3) The Terris "City" Or "City 01' Round Rock" shall include all authorities, Boards,
Commissions, Departments,and officers of .1ty and the individl.1,11 niembers,employees and agents
thereof in their official capacities, and/or while acting on behalf of than City of Round Rock.
(4) The policy clause "Other Insurance" shall not apply to any insurance covet-age 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 cost of all insurance required herein to be secured and maintained by
Architect shall be borne solely by Architect, with certificates of insurance evidencing such minimum
coverage in force to be riled with the City.
ARTICLE XI
COMPLIANCE WITH LAWS,, CHARTER AND 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 Round Rock,
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 Taxes. Architect will pay all taxes, if any, required by law arising by virtue of (tic services
performed hereunder. City is qualified for exemption pursuant to the provisions of Section 151.309 of the
Texas Limited Sales, Excise, and Use 'Fax Act.
AR'yj CLE XII
TERM
12.01 Terni. Unless sooner terminated in accordance with the applicable provisions hereof, or extended
by mutual agreement approved by City's Director,the term of this Agreement shall be fi-orn the date hereof
until final completion of the Project and all architectural/engineering and construction administration
services in connection therewith, including the final one (1) year warranty inspection,
12.02 Project Performance Schedule. Architect agrees to endeavor to perform its services in a
reasonably timely manner and in connection with the Project Performance Schedule, However; Architect
shall not be responsible flor delays caused by the City, its Contractor, or any of their separate consultants, ,
ARTICLE X111
FINANCIAL INTERS STPROHIBITED, CONFIDENTIALiTy
13.01 Financial Interest Prohibited. Architect covenants and represents that Architect, its officers,
employees, agents, consultants and Subcontractors will have no financial interest, direct or indirect, in the
purchase or sale of any product, materials or equipment that will be recommended or required for 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'City's Director, except as necessary to perform the services required by the Agreement. '['his
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 domain.
ARTICLE XIV
GENERAL PROVISIONS
14.01 Not used.
14.02 Force Majeure.Neither City not- Architect shall be dectried 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
circurnstances beyond its control, However, notice of such impediment or delay in perform ante 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 in this Agreement without prior written authorization of City's Director.
14.04 Amendments. This Agreement, representing the entire agreement between the parties, may only
be amended or supplemented by mutual agrLenient of the pat-ties 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 cn forcen:icnt of any or a]I
of the terms or conditions licrein., 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
of Texas.
14.06 Notices. All notices and correspondence to City by Architect shall be mailed or delivered as
follows:
City Manager, City of Round Rock Stephan L Sheets, City Attorney
221 East Main Street; and to: 309 East Main Street
Round Rock, Texas 78664 Round Rock, Texas 78664
All notices and correspondence firom City to Architect shall be mailed or delivered to the Architect
as follows:
McKinney York Architects
attn: Charles York., FAIA
1301 East 7"' Street
Austin, TX 78702
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IN WITNESS WtIEREOF, the City of Round Rock has caused this Contract to be signed in its
corporate naine by its Mayor, duly authorized to execute the sante in its behalf by Resolution No.
approved by the City Council on ......................... 2022, and
McKimley Architects Inc, dba McKinney York Architects signing by andmItIllousts duly authorized
representative, thereby binding the parties hereto, their SUCCCSSOI-S, assigns and representatives for the
faithful and full perfiormance of the terms and provisions of this Contract.
CITU OF ROUND ROCK, TEXAS NICKINNEV ARCHITECTS INC., dba
McKinney Vork Architects
By: . . ........ By:
Craig Mo'gars, M, or incipal
an
bate: Date:
ATTEST:
By:
Mcagan Spinks, City Clerk
FOR CITU, APPROVED AS TO FORM:
-'A
By:
e-
Stephaann L Lhects, City Attorney
16