R-02-03-14-13D4 - 3/14/2002RESOLUTION NO. R- 02- 03- 14 -13D4
WHEREAS, the City of Round Rock has previously entered into an
Agreement for Architectural Services, together with Supplemental
Agreement No. 1 and Supplemental Agreement No. 2 (collectively referred
to as "Agreement "), with Austin Architecture Plus, Inc. for design
services relating to the Municipal Office Complex ( "MOC ") site, and
WHEREAS, Austin Architecture Plus, Inc. has submitted an
additional services proposal as set forth in Supplemental Agreement No.
3 to the Agreement to include additional geo- technical investigative
work related to feasibility of underground parking structures at the
MOC site, and
WHEREAS, the City Council desires to approve said Supplemental
Agreement No. 3 with Austin Architecture Plus, Inc., Now Therefore
BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK, TEXAS,
That the Mayor is hereby authorized and directed to execute on
behalf of the City Supplemental Agreement No. 3 to the Agreement with
Austin Architecture Plus, Inc. to include said additional geo - technical
investigation, a copy of same being attached hereto as Exhibit "A" and
incorporated herein for all purposes.
The City Council hereby finds and declares that written notice of
the date, hour, place and subject of the meeting at which this
Resolution was adopted was posted and that such meeting was open to the
public as required by law at all times during which this Resolution and
::OMM \WORL00 % \0: \WOOX \AESOLVPS\R2031404
2u/jkg
the subject matter hereof were discussed, considered and formally acted
upon, all as required by the Open Meetings Act, Chapter 551, Texas
Government Code, as amended.
RESOLVED this 14th day of March, 2002.
AT
CHRISTINE R. MARTINEZ, City Secretary
2
City of Round Rock, Texas
THE STATE OF TEXAS
CITY OF ROUND ROCK
COUNTY OF WILLIAMSON
This document is entitled Supplemental Agreement No. 3, and it supplements Standard Form
of Agreement Between Owner and Architect with Standard Form of Architect's Services, AIA
Document B141-1997, Supplementary Agreement No. 1, and Supplementary Agreement No. 2 for
the following Project:
Complete professional planning, architectural, design, landscaping and
civil/structural/mechanical/electrical engineering services related to the following:
I. Masterplan City Campus and District;
II. Parks and Recreation/Municipal Courts Building and Site, including
administration of the construction contract;
III. Infrastructure Improvements; and
IV. Parking Garage Project,
all as are more specifically identified and described in the accompanying AIA
Document B141 -1997, Supplementary Agreement No. 1, and Supplementary
Agreement No. 2.
This Supplemental Agreement No. 3 is made and entered into as of the day of March,
2002, and is by and between the same parties, those being the CITY OF ROUND ROCK, a home
rule municipal corporation of Williamson County, Texas (hereinafter referred to as "City" and/or
"Owner") and ARCHITECTURE + PLUS, with offices located at 1907 North Lamar, Suite 260,
Austin, Travis County, Texas, 78705 (hereinafter referred to as "Architect ").
WHEREAS, City intends to construct the parking garage described on the attached Exhibit
"A" (hereinafter called the "Parking Garage Project") at a total budgeted construction cost as recited
in the Agreement and in previous supplemental agreements. Architect's services are desired under
this Supplemental Agreement No. 3 for purposes including but not limited to perfonning or causing
to be performed additional geo- technical investigative work related to determining and making
recommendations regarding the feasibility of underground parking structures at the site. Total
compensation for Architect's services under this Supplemental Agreement No. 3 shall not exceed the
following:
SUPPLEMENTAL AGREEMENT NO. 3
WITNESSETH:
§ KNOW ALL BY THESE PRESENTS:
EXHIBIT
1 "A"
IV. Parking Garage Project - total architect's services for additional geo- technical
exploration for possible underground parking sites not to exceed $14,820.30, which
includes all allowances for Reimbursable Expenses.
WHEREAS, City desires to contract with Architect for provision of the above - described
additional services in connection with design and construction of the Parking Garage Project, all as
previously and hereinafter stipulated and within the limits the City has budgeted or will budget
therefor; and
WHEREAS, Architect has agreed to provide such professional services for the compensation
delineated herein;
NOW, THEREFORE, City and Architect, in consideration of the terms covenants and
conditions contained in the Agreement this document supplements and herein, do hereby contract
as follows:
ARTICLE I
SCOPE OF SERVICES AND COMPENSATION
1.01 Scope. Architect, as an independent contractor and professional consultant in its relationship
with the City, shall perform all professional services for the Parking Garage Project as set forth in
this Contract.
1.02 Compensation. City shall compensate Architect in accordance with the terms and conditions
of this Contract as follows:
(1) IV. PARKING GARAGE PROJECT
Geo- technical investigation, included but not limited to making additional borings,
and recommendations regarding feasibility ofundergroundparking structures located
under various buildings at the site
TOTAL SERVICES FOR IV. ABOVE $14,820.30
(2) Unless subsequently changed by additional Supplemental Agreement to this Contract,
duly authorized by City Council Resolution, Architect's total compensation under this
Contract for Basic Services shall not exceed $14,820.30 including any Reimbursable
Expenses. These amounts, totaling $14,820.30, represent the absolute limit of City's
liability to Architect under this Contract, unless same shall be changed by additional
Supplemental Agreement hereto.
(3) The times and further conditions of payment shall be as described in Article IV
hereof.
2
ARTICLE II
ARCHITECT'S SERVICES
2.01 Basic Services. The Architect's Basic Services consist generally of the services described
below, and include such other services as may be necessary to assist the City in the design and
construction of the Parking Garage Project, within the limits the City has budgeted or will budget
therefor, and in compliance with the Project Facility Program, which is hereby made a part of this
Contract for all purposes. Architect agrees that upon execution of this Contract, it will submit to City
within ten (10) days a list of all additional consultants it intends to utilize, not previously identified,
delineating their respective tasks. All of Architect's consultants shall be subject to the approval of
the City through its Director of Public Works, and City reserves the right to reject any consultant.
Architect shall perform all work hereunder in a manner satisfactory and acceptable to the City,
represented by its Director of Public Works or his designee, hereinafter referred to as "Director."
A Performance Schedule shall be agreed to by Architect and Director, and Architect agrees to use
its best efforts to complete all services hereunder in accordance with such Performance Schedule.
All services shall be performed to the highest professional standard.
Architect shall provide, during performance of geo- technical services, adequate and
competent on -site observation, periodically visiting the site to the extent necessary to personally
familiarize himself with the progress and quality of the work, and to determine if the work is
proceeding in accordance with the Contract Documents. Architect's site observations may be
conducted with Owner's designated representative to check conformance of the work with the
requirements of the Contract Documents and to verify the accuracy and completeness of the list
submitted by the Contractor of work to be completed or corrected. Field Reports of each visit shall
be prepared by Architect and submitted to City. Architect shall employ all reasonable measures to
safeguard City against defects and deficiencies in the work of the Contractor. Architect shall not be
responsible for the construction means, methods, techniques, sequences of procedures, nor for the
safety precautions and programs employed in connection with the work. However, Architect will
immediately inform the Director whenever defects and deficiencies in the work are observed, or
when any observed actions or omissions are undertaken by the Contractor which are not in the best
interests of City and the Project.
Based on such observations at the site and on the Contractor's Application and Certificate for
Payment, Architect shall determine the amount owing to the Contractor and shall certify and forward
the Contractor's Application and Certificate for Payment to the Director for 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 the results of any subsequent tests required by the
Contract Documents, to minor deviations from the Contract Documents correctable prior to Project
completion, and to any specific qualifications stated in the Certificate); and that the Contractor is
entitled to payment in the amount certified.
3
Architect shall recommend to City rejection ofworkwhich does not conform to the Contract
Documents. Architect shall make recommendations on all claims and disputes of City or the
Contractor relating to execution and progress of the work or interpretation of the Contract
Documents, based upon such review and analysis by Architect as is reasonably required. In the event
of litigation, where Architect is named as an additional party with City, such assistance will include
the availability of knowledgeable witnesses in the employ of Architect for expert testimony.
Architect shall conduct a professional observation to determine the dates of substantial
completion and final completion, shall receive written guarantees and related documents assembled
by the Contractor for submittal with the final Certificate of Payment, and shall prepare and present
a final Certificate for Payment to Director for City's approval and payment.
Architect shall have authority to order minor changes in the work, consistent with the
Contract Documents, and not involving an adjustment in the Contractor's price or an extension of
the Project Schedule. Such changes shall be accomplished byField Order. In addition, Architect may
issue written Field Orders which interpret the Plans and Specifications, with copies submitted to
City's Director.
2.02 Additional Services. Architect shall perform Additional Services, as requested by City, after
a not -to- exceed amount has been mutually agreed upon in writing by the Director and Architect.
Where City Council authorization is required, Architect shall not proceed until the appropriate
Resolution for such Additional Services has been adopted. The following services are not covered
under Article II, which defines and outlines Architect's Basic Services. If any of these Additional
Services are authorized in writing by the Director in advance of their performance, they shall be paid
for in the manner agreed to at the time of authorization.
(1) Preparing Change Orders and supporting data and/or revising previously approved
plans when the changes in approved Plans and Specifications are required by the
City, unforeseen circumstances due to hidden or unknown conditions, or
codes/ordinances or other legal requirements which may come into effect during the
course ofthe Project. If changes are required to be made because of error, oversight,
clarification, discrepancy, or budget overruns in the work of Architect, City shall not
be Liable to compensate Architect for Additional Services or expenses in such
connection.
(2) 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" theProject.
ARTICLE III
CITY'S RESPONSIBILITIES
3.01 Rill information. City shall provide full information regarding requirements for the Project.
4
3.02 Designate representatives. City shall designate, when necessary, representatives authorized
to act in its behalf. 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 Survey. City shall furnish, or direct Architect to obtain at City's expense, a certified survey
of the site, giving, as required, grades and lines of streets, alleys, pavements and adjoining property;
rights -of -way, restrictions, easements, encroachments, zoning, deed restrictions, boundaries, contours
and other data pertaining to existing buildings or adjacent to the site, other improvements and trees;
and full information as to available service and utility lines, both public and private, and test borings,
pits, reports and soil bearing values and other necessary operations for determining subsoil
conditions.
3.04 Tests and inspections. City shall furnish, or pay for structural, mechanical, chemical, soil
mechanics, and other laboratory tests, reports and inspections as required by law or the Contract
Documents.
ARTICLE IV
PAYMENTS TO 1 ARCHITECT
4.01 Basic Services. Payments hereunder shall not to exceed the following:
Basic Services $14,820.30
4.02 Deductions. No deductions shall be made from Architect's compensation on account of
penalty, liquidated damages or other sums withheld from payments to Contractors.
4.03 Additions. No additions shall be made to Architect's compensation based upon Project
construction claims, whether paid by City or denied.
4.04 Abandonment. If any work designed or specified by Architect during any phase or
subphase is abandoned or suspended, in whole or in part, Architect is to be paid for the services
performed on account of it prior to receipt of written notice from City through its Director of such
abandonment or suspension.
4.05 Invoices. Architect's invoices to City shall provide complete information and documentation
to substantiate Architect's charges, and shall be in a form to be specified by Director. All payments
to Architect shall be made on the basis of the invoices submitted by Architect and approved by the
Director. Such invoices shall conform to the schedule of services and costs in connection therewith.
All Reimbursable Expenses shall be clearly shown. Should additional backup material be requested
by the Director, Architect shall comply promptly with such request. In this regard, should the
Director determine it necessary, Architect shall make all records and books relating to this Contract
available to City for inspection and auditing purposes.
5
4.06 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 Contract. Following approval of invoices, City will endeavor to pay Architect promptly, but
not later than the time period required under the Texas Prompt Payment Act; however, under no
circumstances shall Architect be entitled to receive interest on payments which are late because of
a good faith dispute between Architect and City or because of amounts which City has a right to
withhold under this Contract or state law.
4.07 Offsets. City may, at its option, offset any amounts due and payable under this Contract
against any debt (including taxes) lawfully due to City from Architect, regardless of whether the
amount due arises pursuant to the teens of this Contract or otherwise and regardless of whether or
not the debt due to City has been reduced to judgment by a court.
ARTICLE V
ARCHITECT'S ACCOUNTING RECORDS
5.01 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
at mutually convenient times.
ARTICLE VI
TERMINATION AND DEFAULT
6.01 Termination. In connection with the work outlined in this Contract, it is agreed and fully
understood by Architect that the Director may cancel or indefinitely suspend further work hereunder
or terminate this Contract either for cause or for the convenience of City, upon fifteen (15) days
written notice to Architect, with the understanding that immediately upon receipt of said notice all
work and labor being performed under this Contract shall cease. Architect shall invoice City for all
work satisfactorily completed and shall be compensated in accordance with the terms of this Contract
for all work accomplished prior to the receipt of said notice. No amount shall be due for lost or
anticipated profits. All plans, field surveys, maps, cross sections and other data, designs and work
related to the Project shall become the property of City upon t.ennination of this Contract, and shall
be promptly delivered to City in a reasonably organised form without restriction on future use.
Should City subsequently contract with a new architect for continuation of services on the Project,
Architect shall cooperate in providing information.
6.02 Default. Nothing contained in Section 6.01 above shall require City to pay for any work
which is unsatisfactory as determined by the Director or which is not submitted in compliance with
the terms of this Contract. City shall not be required to make any payments to Architect when
Architect is in default under this Contract, nor shall this Article constitute a waiver of any right, at
law and at equity, which City may have if Architect is in default, including the right to bring legal
action for damages or to force specific performance of this Contract.
6
ARTICLE VII
GENERAL, SUPPLEMENTARY AND SPECIAL CONDITIONS;
CONTRACT ADMINISTRATION
7.01 General, Supplementary and Special Conditions. City of Round Rock - Supplementary
General Conditions to AIA Document A201, "General Conditions of the Contract for Construction ",
are to be used by Architect without modification; however, City may, upon prior consultation,
approve of any changes that may be necessary for specific cases or instances. Any special conditions
pertaining to the Project that are approved by City will be included under the Special Conditions
portion of the Construction Documents.
7.02 Contract Administration. This Contract shall be administered on behalf of City by its
Director of Public Works, and Architect shall fully comply with any and all instructions from the
Director. Any dispute arising hereunder shall be submitted to the Director, whose decision in the
matter shall be final and binding.
ARTICLE VIII
RESPONSIBILITY FOR WORK, INDEMNIFICATION AND INSURANCE
8.01 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 omission in the Designs, Working Drawings, and
Specifications or other documents prepared by Architect, his employees, subcontractors, agents and
consultants.
8.02 Indemnification (Damage Claims). Architect agrees to defend, 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 harm for which
recovery of damages is sought, suffered by any person or persons, that may arise out of or be
occasioned by Architect's breach of any of the terms or provisions of this Contract, or by any
negligent act or omission of Architect, his officers, agents, associates, employees or subconsultants,
in the performance of this Contract; except that the indemnity provided for in this paragraph shall
not apply to any liability resulting from the sole 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, if any, 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 under Texas law. The provisions
of this paragraph are solely for the benefit of the parties hereto and not intended to create or grant
any rights, contractual or otherwise, to any other person or entity.
7
8.03 Indemnification (Patent and Copyright Claims). Architect agrees to completely defend
and indemnify City, its officers, agents and employees, against a claim that any of the Designs, Plans
or Specifications prepared by Architect, its employees, associates or subconsultants, pursuant to this
Contract infringe a U.S. patent or copyright directly, indirectly or contributorily. Architect will pay
any and all resulting costs, damages and attomey's fees finally awarded, provided that:
(1) City promptly notifies Architect in writing of the claim; and
(2) Architect has sole control of the defense and all related settlement negotiations.
(a) If Architect defends City against such claims, the City Attorney of City shall
be kept informed of settlement negotiations, and shall execute any settlement
agreement reached by Architect on City's behalf.
(3)
(b) Architect's defense and indemnification under this section is conditioned on
City's agreement that if any of the designs, plans or specifications, become,
or in Architect's opinion are likely to become, the subject of such a claim,
City will pemnitArchitect, at Architect's option and expense, either to procure
the right for City to continue using the designs, plans or specifications or to
replace or modify the same so that they become non - infringing; and ifneither
of the foregoing altematives is available on terms which are reasonable in
Architect's judgment, City, to the extent City is legally able to do so, will
cease using the designs, plans or specifications on written request of
Architect, in which instance City has the sole option to either require
Architect to perform new design work at Architect's sole expense, or to
terminate this Contract.
(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 Contract subsequent to the Project by City,
or by any engineering consultant subsequently employed by City.
(d) The foregoing states the entire obligation of Architect with respect to
infringement of patents and copyrights.
The indemnification and defense provisions as set forth in this Section 8.03 shall not
apply to products or materials which City has required that Architect include in any
of the Designs, Plans and Specifications, or which are substituted by Contractor or
any of his subcontractors during the Construction Phase of the Contract.
8.04 Insurance. Architect, at Architect's sole cost, shall purchase and maintain during the term
of this Contract the minimum insurance coverage in the amount of One Million Dollars from a
company authorized to do insurance business in Texas and otherwise acceptable to City.
8
8.05 Subconsultant Insurance. Without limiting any of the other obligations or liabilities of
Architect, Architect shall require each subconsultant performing work under this Contract to
maintain during the term of the Contract, at the subconsultant's own expense, the same stipulated
minimum insurance required in Section 8.04 above, including the required provisions and additional
policy conditions as shown below in Section 8.06. As an alternative, Architect may include its
subconsultants as additional insureds on its own coverages as prescribed under these requirements.
Architect's certificate of insurance shall note in such event that the subconsultants are included as
additional insureds and that the Architect agrees to provide Workers' Compensation coverage for the
subconsultants and their employees.
Architect shall obtain and monitor the certificates of insurance from each subconsultant in
order to assure compliance with the insurance requirements. Architect must retain the certificates
of insurance for the duration of this Contract, and shall have the responsibility of enforcing these
insurance requirements among its subconsultants. City shall be entitled, upon request and without
expense, to receive copies of these certificates of insurance.
8.06 Insurance Policy Endorsements. Each insurance policy under paragraph 8.04 shall include
the following conditions by endorsement to the policy:
(1) Each policy shall require that thirty (30) days prior to the expiration, cancellation,
non - renewal or any material change in coverage, a notice thereof shall be given to
City by certified mail to: Robert L. Bennett, Jr., AICP
City Manager, City of Round Rock
221 East Main Street
Round Rock, Texas 78664
Architect shall also notify City, within 24 hours of receipt, of any notices of
expiration, cancellation, non - renewal, or material change in coverage it receives from
its insurer.
(2) Companies issuing the insurance policies shall have no recourse against City for
payment of any premiums or assessments for any deductibles which all are at the sole
responsibility and risk of Architect.
(3)
The Term "City" or "City of Round Rock" shall include all authorities, Boards,
Commissions, Departments, and officers of City and the individual members,
employees and agents thereof in their official capacities, and/or while acting on
behalf of the City of Round Rock.
(4) The policy clause "Other Insurance" shall not apply to any insurance coverage
currently held by City, to any such future coverage, or to City's Self - Insured
Retentions of whatever nature.
9
(5) Architect and City mutually waive subrogation rights each may have against the other
for loss or damage, to the extent same is covered by the proceeds of insurance.
8.07 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 filed with the City.
ARTICLE IX
COMPLIANCE WITH LAWS, CHARTER AND ORDINANCES, ETC.
9.01 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. Architect shall further obtain all permits and
licenses required in the performance of the professional services contracted for herein.
9.02 Taxes. Architect will pay all taxes, if any, required by law arising by virtue of the services
performed hereunder. City is qualified for exemption pursuant to the provisions of Section 151.309
of the Texas Limited Sales, Excise, and Use Tax Act.
10.02 Project Performance Schedule.
ARTICLE X
TERM
10.01 Term. Unless sooner terminated in accordance with the applicable provisions hereof, or
extended by mutual agreement approved by City's Director, the term of this Contract shall be from
the date hereofuntil final completion of the Project and all architectural/engineering and construction
administration services in connection therewith, including the final one (1) year warranty inspection,
and resolution of any outstanding Project - related claims or disputes.
(1) Time of completion of the services referenced herein shall be ninety (90) calendar
days following notice to proceed.
(2) Architect understands that the Project Performance Schedule is of critical
importance, and agrees to undertake all necessary efforts to expedite the performance
of services required herein, so that construction of the Project will be commenced as
scheduled. In this regard, Architect shall proceed with sufficient qualified personnel
and consultants necessary to fully and timely accomplish all services required under
this Contract in the highest professional manner.
10
ARTICLE XI
FINANCIAL INTEREST PROHIBITED. CONFIDENTIALITY
11.01 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.
11.02 Confidentiality. 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.
ARTICLE XII
GENERAL PROVISIONS
12.01 Time is of the Essence. Architect understands and agrees that time is of the essence and that
any failure of Architect to complete the services for each phase of this Contract within the agreed
Project Performance Schedule will constitute a material breach of this Contract. Architect shall be
fully responsible for its delays or for failures to use his best efforts in accordance with the terms of
this Contract. Where damage is caused to City due to Architect's failure to perfonn in these
circumstances, City may withhold, to the extent of such damage, Architect's payments hereunder
without waiver of any of City's additional legal rights or remedies.
12.02 Force Majeure. Neither City nor Architect shall be deemed in violation of this Contract if
it is prevented from performing any of its obligations hereunder by reasons for which it is not
responsible or circumstances beyond its control. However, notice of such impediment or delay in
performance must be timely given, and all reasonable efforts undertaken to mitigate its effects.
12.03 Assignment. The parties each hereby bind themselves, their successors, assigns and legal
representatives to each other with respect to the terms of this Contract. Architect shall not assign,
sublet or transfer any interest in this Contract without prior written authorization of City's Director.
12.04 Amendments. This Contract, representing the entire agreement between the parties, may
only be amended or supplemented by mutual agreement of the parties hereto in writing.
12.05 Enforcement and Venue. This Contract shall be enforceable in Round Rock, Williamson
County, Texas, and if legal action is necessary by either party with respect to the enforcement of any "
or all of the terms or conditions herein, exclusive venue for same shall lie in Williamson County,
Texas. This Contract shall be governed by and construed in accordance with the laws and court
decisions of the State of Texas.
1 1
12.06 Notices. All notices and correspondence to City by Architect shall be mailed or delivered as
follows:
Robert L. Bennett, Jr., AICP
City Manager, City of Round Rock
221 East Main Street
Round Rock, Texas 78664
All notices and correspondence from City to Architect shall be mailed or delivered to the Architect
as follows:
Mac Ragsdale, AIA
Project Principal
Architecture + Phis
1907 North Lamar, Suite 260
Austin, Texas 78705
IN WITNESS WHEREOF, the City of Round Rock has caused this Contract to be signed
in its corporate name by its Mayor, duly authorized to execute the same in its behalf by Resolution
No. approved by the City Council on ,
and Architecture +Plus, signing by and through its duly authorizedrepresentative(s), thereby binding
the parties hereto, their successors, assigns and representatives for the faithful and full performance
of the terms and provisions of this Contract.
ATTEST: CITY OF ROUND ROCK, TEXAS
By:
Christine R. Martinez, City Secretary Robert A. Stluka, Jr., Mayor
AUSTIN ARCHITECTURE PLUS, INC.
By:
Mac Ragsdale, AIA, Principal
THE TEXAS BOARD OF ARCHITECTURAL EXAMINERS, P.O. BOX 12337, AUSTIN, TEXAS
78711 -2337 OR 333 GUADALUPE, SUITE 2 -350, AUSTIN, TEXAS 78701 -3942, TELEPHONE
(512) 305 -9000, HAS JURISDICTION OVER INDIVIDUALS LICENSED UNDER THE
ARCHITECTS' REGISTRATION LAW, TEXAS CIVIL STATUTES, ARTICLE 249a.
12
Senior Center &
Parking Structure
Relocation of McConico Building
A
Municipal Office Campus
S- GRAPHICS\COUNCIL AGENDA 1TE5AS\ENGINEERWGWICCONICO BUILDING \MCCONICO BUB.DINGAPR RLR 5 -24-01
DATE: March 8, 2002
SUBJECT: City Council Meeting — March 14, 2002
ITEM: 13.D.4. Consider a resolution authorizing the Mayor to execute
Supplemental Agreement No. 3 to the architectural services
agreement with Austin Architecture Plus, Inc. for additional geo-
technical services related to the feasibility of underground parking
structures for the Municipal Office Complex.
Resource: Jim Nuse, Director of Public Works
Larry Madsen, Project Manager
History: The City is investigating the possibility of providing parking for the MOC project
to be located under the buildings at this site. The architect is being asked to have
the geo -tech consultant to provide additional borings and to make a
recommendation to the feasibility of parking structures at the site.
Funding:
Cost: $14,820.30
Source of funds: CO
Outside Resources: Architecture Plus
Impact/Benefit: Improvement of Master plan and allowing the consideration of the Senior
Citizen Center to be located at the site. Reconsider the original plan of a five -
story parking garage.
Public Comment: N/A
Sponsor: N/A
This document is entitled Supplemental Agreement No. 3, and it supplements Standard Form
of Agreement Between Owner and Architect with Standard Form of Architect's Services, AIA
Document B 141 -1997, Supplementary Agreement No. 1, and Supplementary Agreement No. 2 for
the following Project:
THE STATE OF TEXAS §
CITY OF ROUND ROCK § KNOW ALL BY THESE PRESENTS:
COUNTY OF WILLIAMSON §
SUPPLEMENTAL AGREEMENT NO. 3
Complete professional planning, architectural, design, landscaping and
civil /structural /mechanical/electrical engineering services related to the following:
I. Masterplan City Campus and District;
II. Parks and Recreation/Municipal Courts Building and Site, including
administration of the construction contract;
III. Infrastructure Improvements; and
IV. Parking Garage Project,
all as are more specifically identified and described in the accompanying AIA
Document B141 -1997, Supplementary Agreement No. 1, and Supplementary
Agreement No. 2.
This Supplemental Agreement No. 3 is made and entered into as of the ) y day of March,
2002, and is by and between the same parties, those being the CITY OF ROUND ROCK, a home
rule municipal corporation of Williamson County, Texas (hereinafter referred to as "City" and/or
"Owner ") and ARCHITECTURE + PLUS, with offices located at 1907 North Lamar, Suite 260,
Austin, Travis County, Texas, 78705 (hereinafter referred to as "Architect ").
0 \w11MCOMpnrnocconsl \00022405 W POIjkg
WITNESSETH:
'ORIGINAL
WHEREAS, City intends to construct the parking garage described on the attached Exhibit
"A" (hereinafter called the "Parking Garage Project ") at a total budgeted construction cost as recited
in the Agreement and in previous supplemental agreements. Architect's services are desired under
this Supplemental Agreement No. 3 for purposes including but not limited to performing or causing
to be performed additional geo- technical investigative work related to determining and making
recommendations regarding the feasibility of underground parking structures at the site. Total
compensation for Architect's services under this Supplemental Agreement No. 3 shall not exceed the
following:
IV. Parking Garage Project - total architect's services for additional geo- technical
exploration for possible underground parking sites not to exceed $14,820.30, which
includes all allowances for Reimbursable Expenses.
WHEREAS, City desires to contract with Architect for provision of the above - described
additional services in connection with design and construction of the Parking Garage Project, all as
previously and hereinafter stipulated and within the limits the City has budgeted or will budget
therefor; and
WHEREAS, Architect has agreed to provide such professional services for the compensation
delineated herein;
NOW, THEREFORE, City and Architect, in consideration of the terms covenants and
conditions contained in the Agreement this document supplements and herein, do hereby contract
as follows:
1.01 Scope. Architect, as an independent contractor and professional consultant in its relationship
with the City, shall perform all professional services for the Parking Garage Project as set forth in
this Contract.
1.02 Compensation. City shall compensate Architect in accordance with the terms and conditions
of this Contract as follows:
(1) IV. PARKING GARAGE PROJECT
(2) Unless subsequently changed by additional Supplemental Agreement to this Contract,
duly authorized by City Council Resolution, Architect's total compensation under this
Contract for Basic Services shall not exceed $14,820.30 including any Reimbursable
Expenses. These amounts, totaling $14,820.30, represent the absolute limit of City's
liability to Architect under this Contract, unless same shall be changed by additional
Supplemental Agreement hereto.
(3)
ARTICLE I
SCOPE OF SERVICES AND COMPENSATION
Geo- technical investigation, included but not limited to making additional borings,
and recommendations regarding feasibilityofunderground parking structures located
under various buildings at the site
TOTAL SERVICES FOR IV. ABOVE $14,820.30
The times and further conditions of payment shall be as described in Article IV
hereof.
2
ARTICLE II
ARCHITECT'S SERVICES
2.01 Basic Services. The Architect's Basic Services consist generally of the services described
below, and include such other services as may be necessary to assist the City in the design and
construction of the Parking Garage Project, within the limits the City has budgeted or will budget
therefor, and in compliance with the Project Facility Program, which is hereby made a part of this
Contract for all purposes. Architect agrees that upon execution of this Contract, it will submit to City
within ten (10) days a list of all additional consultants it intends to utilize, not previously identified,
delineating their respective tasks. All of Architect's consultants shall be subject to the approval of
the City through its Director of Public Works, and City reserves the right to reject any consultant.
Architect shall perform all work hereunder in a manner satisfactory and acceptable to the City,
represented by its Director of Public Works or his designee, hereinafter referred to as "Director."
A Performance Schedule shall be agreed to by Architect and Director, and Architect agrees to use
its best efforts to complete all services hereunder in accordance with such Performance Schedule.
All services shall be performed to the highest professional standard.
Architect shall provide, during performance of geo- technical services, adequate and
competent on -site observation, periodically visiting the site to the extent necessary to personally
familiarize himself with the progress and quality of the work, and to determine if the work is
proceeding in accordance with the Contract Documents. Architect's site observations may be
conducted with Owner's designated representative to check conformance of the work with the
requirements of the Contract Documents and to verify the accuracy and completeness of the list
submitted by the Contractor of work to be completed or corrected. Field Reports of each visit shall
be prepared by Architect and submitted to City. Architect shall employ all reasonable measures to
safeguard City against defects and deficiencies in the work of the Contractor. Architect shall not be
responsible for the construction means, methods, techniques, sequences of procedures, nor for the
safety precautions and programs employed in connection with the work. However, Architect will
immediately inform the Director whenever defects and deficiencies in the work are observed, or
when any observed actions or omissions are undertaken by the Contractor which are not in the best
interests of City and the Project.
Based on such observations at the site and on the Contractor's Application and Certificate for
Payment, Architect shall determine the amount owing to the Contractor and shall certify and forward
the Contractor's Application and Certificate for Payment to the Director for 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 the results of any subsequent tests required by the
Contract Documents, to minor deviations from the Contract Documents correctable prior to Project
completion, and to any specific qualifications stated in the Certificate); and that the Contractor is
entitled to payment in the amount certified.
3
Architect shall recommend to City rejection of work which does not conform to the Contract
Documents. Architect shall make recommendations on all claims and disputes of City or the
Contractor relating to execution and progress of the work or interpretation of the Contract
Documents, based upon such review and analysis by Architect as is reasonably required. In the event
of litigation, where Architect is named as an additional party with City, such assistance will include
the availability of knowledgeable witnesses in the employ of Architect for expert testimony.
Architect shall conduct a professional observation to determine the dates of substantial
completion and final completion, shall receive written guarantees and related documents assembled
by the Contractor for submittal with the final Certificate of Payment, and shall prepare and present
a final Certificate for Payment to Director for City's approval and payment.
Architect shall have authority to order minor changes in the work, consistent with the
Contract Documents, and not involving an adjustment in the Contractor's price or an extension of
the Project Schedule. Such changes shall be accomplished by Field Order. In addition, Architect may
issue written Field Orders which interpret the Plans and Specifications, with copies submitted to
City's Director.
2.02 Additional Services. Architect shall perform Additional Services, as requested by City, after
a not -to- exceed amount has been mutually agreed upon in writing by the Director and Architect.
Where City Council authorization is required, Architect shall not proceed until the appropriate
Resolution for such Additional Services has been adopted. The following services are not covered
under Article II, which defines and outlines Architect's Basic Services. If any of these Additional
Services are authorized in writing by the Director in advance of their performance, they shall be paid
for in the manner agreed to at the time of authorization.
(1) Preparing Change Orders and supporting data and/or revising previously approved
plans when the changes in approved Plans and Specifications are required by the
City, unforeseen circumstances due to hidden or unknown conditions, or
codes /ordinances or other legal requirements which may come into effect during the
course of the Project. If changes are required to be made because of error, oversight,
clarification, discrepancy, or budget overruns in the work of Architect, City shall not
be liable to compensate Architect for Additional Services or expenses in such
connection.
(2) Providing other extraordinary professional services over and above the Contract
requirements, where required and requested by City, including extraordinary
professional services which might result if the City decides to "fast- track" the Project.
ARTICLE III
CITY'S RESPONSIBILITIES
3.01 Full information. City shall provide full information regarding requirements for the Project.
4
3.02 Designate representatives. City shall designate, when necessary, representatives authorized
to act in its behalf. 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 Survey. City shall furnish, or direct Architect to obtain at City's expense, a certified survey
of the site, giving, as required, grades and lines of streets, alleys, pavements and adjoining property;
rights -of -way, restrictions, easements, encroachments, zoning, deed restrictions, boundaries, contours
and other data pertaining to existing buildings or adjacent to the site, other improvements and trees;
and full information as to available service and utility lines, both public and private, and test borings,
pits, reports and soil bearing values and other necessary operations for determining subsoil
conditions.
3.04 Tests and inspections. City shall fumish, or pay for structural, mechanical, chemical, soil
mechanics, and other laboratory tests, reports and inspections as required by law or the Contract
Documents.
ARTICLE IV
PAYMENTS TO THE ARCHITECT
4.01 Basic Services. Payments hereunder shall not to exceed the following:
Basic Services $14,820.30
4.02 Deductions. No deductions shall be made from Architect's compensation on account of
penalty, liquidated damages or other sums withheld from payments to Contractors.
4.03 Additions. No additions shall be made to Architect's compensation based upon Project
construction claims, whether paid by City or denied.
4.04 Abandonment. If any work designed or specified by Architect during any phase or
subphase is abandoned or suspended, in whole or in part, Architect is to be paid for the services
performed on account of it prior to receipt of written notice from City through its Director of such
abandonment or suspension.
4.05 Invoices. Architect's invoices to City shall provide complete information and documentation
to substantiate Architect's charges, and shall be in a form to be specified by Director. All payments
to Architect shall be made on the basis of the invoices submitted by Architect and approved by the
Director. Such invoices shall conform to the schedule of services and costs in connection therewith.
All Reimbursable Expenses shall be clearly shown. Should additional backup material be requested
by the Director, Architect shall comply promptly with such request. In this regard, should the
Director determine it necessary, Architect shall make all records and books relating to this Contract
available to City for inspection and auditing purposes.
5
4.06 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 Contract. Following approval of invoices, City will endeavor to pay Architect promptly, but
not later than the time period required under the Texas Prompt Payment Act; however, under no
circumstances shall Architect be entitled to receive interest on payments which are late because of
a good faith dispute between Architect and City or because of amounts which City has a right to
withhold under this Contract or state law.
4.07 Offsets. City may, at its option, offset any amounts due and payable under this Contract
against any debt (including taxes) lawfully due to City from Architect, regardless of whether the
amount due arises pursuant to the terms of this Contract or otherwise and regardless of whether or
not the debt due to City has been reduced to judgment by a court.
ARTICLE V
ARCHITECT'S ACCOUNTING RECORDS
5.01 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
at mutually convenient times.
ARTICLE VI
TERMINATION AND DEFAULT
6.01 Termination. In connection with the work outlined in this Contract, it is agreed and fully
understood by Architect that the Director may cancel or indefinitely suspend further work hereunder
or terminate this Contract either for cause or for the convenience of City, upon fifteen (15) days
written notice to Architect, with the understanding that immediately upon receipt of said notice all
work and labor being performed under this Contract shall cease. Architect shall invoice City for all
work satisfactorily completed and shall be compensated in accordance with the terms of this Contract
for all work accomplished prior to the receipt of said notice. No amount shall be due for lost or
anticipated profits. All plans, field surveys, maps, cross sections and other data, designs and work
related to the Project shall become the property of City upon termination of this Contract, and shall
be promptly delivered to City in a reasonably organized form without restriction on future use.
Should City subsequently contract with a new architect for continuation of services on the Project,
Architect shall cooperate in providing information.
6.02 Default. Nothing contained in Section 6.01 above shall require City to pay for any work
which is unsatisfactory as determined by the Director or which is not submitted in compliance with
the terms of this Contract. City shall not be required to make any payments to Architect when
Architect is in default under this Contract, nor shall this Article constitute a waiver of any right, at
law and at equity, which City may have if Architect is in default, including the right to bring legal
action for damages or to force specific performance of this Contract.
6
ARTICLE VII
GENERAL, SUPPLEMENTARY AND SPECIAL CONDITIONS:
CONTRACT ADMINISTRATION
7.01 General, Supplementary and Special Conditions. City of Round Rock - Supplementary
General Conditions to AIA Document A201, "General Conditions of the Contract for Construction ",
are to be used by Architect without modification; however, City may, upon prior consultation,
approve of any changes that may be necessary for specific cases or instances. Any special conditions
pertaining to the Project that are approved by City will be included under the Special Conditions
portion of the Construction Documents.
7.02 Contract Administration. This Contract shall be administered on behalf of City by its
Director of Public Works, and Architect shall fully comply with any and all instructions from the
Director. Any dispute arising hereunder shall be submitted to the Director, whose decision in the
matter shall be final and binding.
ARTICLE VIII
RESPONSIBILITY FOR WORK, INDEMNIFICATION AND INSURANCE
8.01 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 omission in the Designs, Working Drawings, and
Specifications or other documents prepared by Architect, his employees, subcontractors, agents and
consultants.
8.02 Indemnification (Damage Claims). Architect agrees to defend, 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 harm for which
recovery of damages is sought, suffered by any person or persons, that may arise out of or be
occasioned by Architect's breach of any of the terms or provisions of this Contract, or by any
negligent act or omission of Architect, his officers, agents, associates, employees or subconsultants,
in the performance of this Contract; except that the indemnity provided for in this paragraph shall
not apply to any liability resulting from the sole 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, if any, 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 under Texas law. The provisions
of this paragraph are solely for the benefit of the parties hereto and not intended to create or grant
any rights, contractual or otherwise, to any other person or entity.
7
8.03 Indemnification (Patent and Copyright Claims). Architect agrees to completely defend
and indemnify City, its officers, agents and employees, against a claim that any of the Designs, Plans
or Specifications prepared by Architect, its employees, associates or subconsultants, pursuant to this
Contract infringe a U.S. patent or copyright directly, indirectly or contributorily. 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
(2) Architect has sole control of the defense and all related settlement negotiations.
(3)
(a) If Architect defends City against such claims, the City Attorney of City shall
be kept informed of settlement negotiations, and shall execute any settlement
agreement reached by Architect on City's behalf.
(b) Architect's defense and indemnification under this section is conditioned on
City's agreement that if any of the designs, plans or specifications, become,
or in Architect's opinion are likely to become, the subject of such a claim,
City will permit Architect, at Architect's option and expense, either to procure
the right for City to continue using the designs, plans or specifications or to
replace or modify the same so that they become non - infringing; and if neither
of the foregoing altematives is available on terms which are reasonable in
Architect's judgment, City, to the extent City is legally able to do so, will
cease using the designs, plans or specifications on written request of
Architect, in which instance City has the sole option to either require
Architect to perform new design work at Architect's sole expense, or to
terminate this Contract.
(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 Contract subsequent to the Project by City,
or by any engineering consultant subsequently employed by City.
(d) The foregoing states the entire obligation of Architect with respect to
infringement of patents and copyrights.
The indemnification and defense provisions as set forth in this Section 8.03 shall not
apply to products or materials which City has required that Architect include in any
of the Designs, Plans and Specifications, or which are substituted by Contractor or
any of his subcontractors during the Construction Phase of the Contract.
8.04 Insurance. Architect, at Architect's sole cost, shall purchase and maintain during the term
of this Contract the minimum insurance coverage in the amount of One Million Dollars from a
company authorized to do insurance business in Texas and otherwise acceptable to City.
8
8.05 Subconsultant Insurance. Without limiting any of the other obligations or liabilities of
Architect, Architect shall require each subconsultant performing work under this Contract to
maintain during the term of the Contract, at the subconsultant's own expense, the same stipulated
minimum insurance required in Section 8.04 above, including the required provisions and additional
policy conditions as shown below in Section 8.06. As an alternative, Architect may include its
subconsultants as additional insureds on its own coverages as prescribed under these requirements.
Architect's certificate of insurance shall note in such event that the subconsultants are included as
additional insureds and that the Architect agrees to provide Workers' Compensation coverage for the
subconsultants and their employees.
Architect shall obtain and monitor the certificates of insurance from each subconsultant in
order to assure compliance with the insurance requirements. Architect must retain the certificates
of insurance for the duration of this Contract, and shall have the responsibility of enforcing these
insurance requirements among its subconsultants. City shall be entitled, upon request and without
expense, to receive copies of these certificates of insurance.
8.06 Insurance Policy Endorsements. Each insurance policy under paragraph 8.04 shall include
the following conditions by endorsement to the policy:
(1) Each policy shall require that thirty (30) days prior to the expiration, cancellation,
non - renewal or any material change in coverage, a notice thereof shall be given to
City by certified mail to: Robert L. Bennett, Jr., AICP
City Manager, City of Round Rock
221 East Main Street
Round Rock, Texas 78664
(3)
Architect shall also notify City, within 24 hours of receipt, of any notices of
expiration, cancellation, non - renewal, or material change in coverage it receives from
its insurer.
(2) Companies issuing the insurance policies shall have no recourse against City for
payment of any premiums or assessments for any deductibles which all are at the sole
responsibility and risk of Architect.
The Tenn "City" or "City of Round Rock" shall include all authorities, Boards,
Commissions, Departments, and officers of City and the individual members,
employees and agents thereof in their official capacities, and /or while acting on
behalf of the City of Round Rock.
(4) The policy clause "Other Insurance" shall not apply to any insurance coverage
currently held by City, to any such future coverage, or to City's Self- Insured
Retentions of whatever nature.
9
(5)
Architect and City mutually waive subrogation rights each may have against the other
for loss or damage, to the extent same is covered by the proceeds of insurance.
8.07 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 filed with the City.
ARTICLE IX
COMPLIANCE WITH LAWS. CHARTER AND ORDINANCES. ETC.
9.01 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. Architect shall further obtain all permits and
licenses required in the performance of the professional services contracted for herein.
9.02 Taxes. Architect will pay all taxes, if any, required by law arising by virtue of the services
performed hereunder. City is qualified for exemption pursuant to the provisions of Section 151.309
of the Texas Limited Sales, Excise, and Use Tax Act.
10.02 Project Performance Schedule.
(1)
ARTICLE X
TERM
10.01 Term. Unless sooner terminated in accordance with the applicable provisions hereof, or
extended by mutual agreement approved by City's Director, the term of this Contract shall be from
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,
and resolution of any outstanding Project - related claims or disputes.
Time of completion of the services referenced herein shall be ninety (90) calendar
days following notice to proceed.
(2) Architect understands that the Project Performance Schedule is of critical
importance, and agrees to undertake all necessary efforts to expedite the performance
of services required herein, so that construction of the Project will be commenced as
scheduled. In this regard, Architect shall proceed with sufficient qualified personnel
and consultants necessary to fully and timely accomplish all services required under
this Contract in the highest professional manner.
10
ARTICLE XI
FINANCIAL INTEREST PROFIIBITED, CONFIDENTIALITY
11.01 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.
11.02 Confidentiality. 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.
ARTICLE XII
GENERAL PROVISIONS
12.01 Time is of the Essence. Architect understands and agrees that time is of the essence and that
any failure of Architect to complete the services for each phase of this Contract within the agreed
Project Performance Schedule will constitute a material breach of this Contract. Architect shall be
fully responsible for its delays or for failures to use his hest efforts in accordance with the terms of
this Contract. Where damage is caused to City due to Architect's failure to perform in these
circumstances, City may withhold, to the extent of such damage, Architect's payments hereunder
without waiver of any of City's additional legal rights or remedies.
12.02 Force Majeure. Neither City nor Architect shall be deemed in violation of this Contract if
it is prevented from performing any of its obligations hereunder by reasons for which it is not
responsible or circumstances beyond its control. However, notice of such impediment or delay in
performance must be timely given, and all reasonable efforts undertaken to mitigate its effects.
12.03 Assignment. The parties each hereby bind themselves, their successors, assigns and legal
representatives to each other with respect to the terms of this Contract. Architect shall not assign,
sublet or transfer any interest in this Contract without prior written authorization of City's Director.
12.04 Amendments. This Contract, representing the entire agreement between the parties, may
only be amended or supplemented by mutual agreement of the parties hereto in writing.
12.05 Enforcement and Venue. This Contract shall be enforceable in Round Rock, Williamson
County, Texas, and if legal action is necessary by either party with respect to the enforcement of any
or all of the terms or conditions herein, exclusive venue for same shall lie in Williamson County,
Texas. This Contract shall be governed by and construed in accordance with the laws and court
decisions of the State of Texas.
11
12.06 Notices. All notices and correspondence to City by Architect shall be mailed or delivered as
follows:
ATTEST:
Christine R. Martinez, City Secretary
Robert L. Bennett, Jr., AICP
City Manager, City of Round Rock
221 East Main Street
Round Rock, Texas 78664
All notices and correspondence from City to Architect shall be mailed or delivered to the Architect
as follows:
Mac Ragsdale, AIA
Project Principal
Architecture + Plus
1907 North Lamar, Suite 260
Austin, Texas 78705
IN WITNESS WHEREOF, the City of Round Rock has caused this Contract to be signed
in its corporate name by its Mayor, duly authorized to execute the same in its behalf by Resolution
No. R- 002- 034 - -/30y approvedbytheCityCouncilon /)7 &//
and Architecture+ Plus, signing by and through its duly authorized representative(s), thereby binding
the parties hereto, their successors, assigns and representatives for the faithful and full performance
of the terms and provisions of this Contract.
L LALIA ei /
•
CITY OF ROUND ROCK, TEXAS
/
oA. Stluka, Jr., Mayor
AUSTIN ARCHITECTURE PLUS, INC.
By:
ac Ragsdale, AI , Pnncipa
THE TEXAS BOARD OF ARCHITECTURAL EXAMINERS, P.O. BOX 12337, AUSTIN, TEXAS
78711 -2337 OR 333 GUADALUPE, SUITE 2 -350, AUSTIN, TEXAS 78701 -3942, TELEPHONE
(512) 305 -9000, HAS JURISDICTION OVER INDIVIDUALS LICENSED UNDER THE
ARCHITECTS' REGISTRATION LAW, TEXAS CIVIL STATUTES, ARTICLE 249a.
12
Mayor
Robert A. Maki?, Jr.
Mayor Pro -tem
Tom Nielson
Council Members
Alan McGraw
Carrie Pitt
Earl Palmer
Isabel Callahan
Gary Coe
City Manager
Robert L Bennett, Jr.
City Attorney
Stephan L Sheets
CITY OF ROUND ROCK
March 19, 2002
Mr. Mac Ragsdale, AIA, ..
Project Principal
Architecture + Plus
1907 North Lamar, Suite 260
Austin, TX 78705
Dear Mr. Ragsdale:
The Round Rock City Council approved Resolution No. R- 02- 03- 14 -13D4 at their
regularly scheduled meeting on March 14,2002. This resolution approves Supplemental
Agreement No 3 for additional geo- technical investigation related to the feasibility of
underground parking structures at the MOC site.
Resolution No.- R- 02- 03- 14 -13D5 was also approved at the March 14, 2002 meeting. This .
resolution approves Supplemental Agreement No. 4 for the possible realignment of the
McConico Building.
Enclosed are copies of the resolutions and original Supplemental Agreements No.'s 3 and
4 for your files. If you have any questions, please do not hesitate to contact Larry Madsen
at 218 -5552.
Christine R. Martinez
City Secretary
Enclosure
• Fax: 512- 218 -7097
1- 800 - 735 -2989 TDD 1 -800- 735 -2988 Voice
www.ci.round- rock.lx.us