R-03-06-12-10D1 - 6/12/2003RESOLUTION NO. R- 03- 06- 12 -10D1
WHEREAS, the City of Round Rock has previously entered into a
Standard Form of Agreement Between Owner and Architect with Standard
Form of Architect's Services ( "Agreement "), and Supplemental Agreement
No. 1 with Moman Architects for the renovation of a building at 212
Commerce Cove to house the Transportation and Utility division of
Public Works, and
WHEREAS, Moman Architects has submitted Supplemental Agreement
No. 2 to the Agreement for a change in the scope of services, and
WHEREAS, the City Council desires to enter into said Supplemental
Agreement No. 2 with Moman Architects, 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. 2 with Moman Architects,
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
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 12th day of June, 2003.
NYL
City
CHRISTINE R. MARTINEZ, City Secrettir
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AP
4. LL �'a or
Round Rock, Texas
THE STATE OF TEXAS
CITY OF ROUND ROCK
COUNTY OF WILLIAMSON
SUPPLEMENTAL AGREEMENT NO. 2
KNOW ALL BY THESE PRESENTS:
This document is entitled Supplemental Agreement No. 2, and it supplements Standard Form
of Agreement Between Owner and Architect with Standard Form of Architect's Services /AIA
Document B141-1997, and Supplemental Agreement No. 1, both referenced in R-03-2-27-9D1, for
the following Project:
Complete professional design services (including architectural and
mechanicaUelectricaUplumbing services, as necessary) related to the following:
renovation of approximately 5,000 square feet in the MHMR Building for the
Transportation and Utility Divisions of the Public Works Department, and
modifications to the accessible parking space to provide a TAS- compliant entrance
to the building,
all as are more specifically identified and described in the accompanying documents referenced
above.
This Supplemental Agreement No. 2 is made and entered into as of the day of
, 2003, 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 MOMAN ARCHITECTS, with offices located at309 West Main Street,
Suite 120, Round Rock, Texas, 78664 (hereinafter referred to as "Architect ").
WITNESSETH:
WHEREAS, City intends to design and construct the Project described in the accompanying
AIA Document B141-1997 and Supplemental Agreement No. 1. Architect's expanded services are
desired under this Supplemental Agreement No. 2 for purposes as recited herein. Total revised
compensation for Architect's expanded services under this Supplemental Agreement No. 2 are as
recited herein.
WHEREAS, City desires to amend the contract with Architect to reflect provision of
expanded services in connection with the 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 expanded professional services for the
compensation delineated therein;
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EXHIBIT
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NOW, THEREFORE, City and Architect, in consideration of the terms, covenants and
conditions contained in the accompanying AIA Document B141-1997 and Supplemental Agreement
No. 1 that this document supplements, and the terms, covenants, and conditions contained 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 Project as set forth in the referenced
documents.
1.02 Compensation. City shall compensate Architect for the following Scope of Work services:
Complete professional design services (including architectural, and
mechanical/electrical/plumbing services, as necessary) related to the following: renovation
of approximately 5,000 square feet in the MHMR Building for the Transportation and Utility
Divisions of the Public Works Department, and modifications to the accessible parking space
to provide a TAS- compliant entrance to the building.
Schematic Design
Design Development $2,400.00
Construction Documents $4,800.00
Bidding/Negotiation $ 600.00
Construction Administration $2,400.00 Complete in maximum of three (3) months thereafter
MEP Consultant
Reimbursable Maximum $1,000.00 Customary reimbursable expenses, including printing
TOTAL $18,000.00
ARTICLE I
SCOPE OF SERVICES AND COMPENSATION
$1,800.00 Complete in one (1) week following execution of
contract
Complete in one (1) week thereafter
Complete in two (2) weeks thereafter
$5,000.00 Consulting work complete by end of Construction
Administration
Unless subsequently changed by additional Supplemental Agreement to this Agreement, duly
authorized by City Council Resolution, Architect's total compensation for services hereunder shall
not exceed $17,000.00, plus Reimbursable Expenses up to a limit of $1,000.00. These amounts
represent the absolute limit of City's liability to Architect hereunder unless same shall be changed
by additional Supplemental Agreement hereto.
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Complete in maximum of two (2) months thereafter,
dependent upon delivery method utilized
ARTICLE II
ARCHITECT'S SERVICES
2.01 Basic Services. Architect's Basic Services consist generally of the services described below,
and include complete architectural services and complete structural, mechanical, and electrical
services, and such other services as may be necessary to assist City in the design of the Project,
within the limits City has budgeted or will budget therefor, and in compliance with the Project
Facility Program, which is hereby made a part of this Agreement for all purposes. Architect agrees
that upon execution of this Agreement, it will submit to City within ten (10) days a list of all
additional consultants it intends to utilize, not previously identified, delineating their respective
tasks. All of Architect's consultants shall be subject to the approval of 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 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 best professional efforts to complete
all services hereunder in accordance with such Performance Schedule.
2.02 Construction Documents Phase. Architect shall provide the following construction
documents phase services:
(1) Architect shall prepare from the approved Design Development Documents, for
consideration of and approval by the Director, Construction Documents, which documents
shall set forth in detail the requirements of the Project, including the necessary bidding
information. Architect shall assist City in preparation of the Bidding Forms, shall utilize
without modification City's standard General and Supplementary General Conditions, and
shall draft all Special Conditions of the Contract: City's standard form of Contract between
City and the Contractor shall also be utilized without modification, along with City's form
of Bid Bond, Performance Bond and Payment Bond.
(2) Architect shall fumish City in writing a revised Statement of Probable Construction Cost,
indicating cost changes resulting from changes in Project requirements or general market
conditions, in a form acceptable to the Director.
(3) Architect shall file five (5) complete sets of proposed Construction Documents with the
Director for review and official approval prior to the advertisement of bids for the
construction of the Project, and within the agreed Performance Schedule following approval
of the Design Development Documents. Following approval, Architect shall prepare and
have on hand additional sets as needed for bidding purposes. Architect shall also file with
the Director at said time, the following items:
(a) Tracing of the Project Title Sheet, signed by Architect, with seal affixed. (This
tracing shall be returned to Architect to print contract documents when the signatures
of City officials have been properly affixed).
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(b) Two (2) copies of Statement of Probable Construction Cost in a form acceptable to
City.
(c) Four (4) unbound copies of the approved Project Construction Manual for subsequent
binding with signed construction contracts. The Project Construction Manual shall
include General and Supplementary General Conditions; Specifications and Special
Provisions; Advertisement, Instructions to Bidders and Bid Proposal Form; City's Bid
Bond, Contract, Performance and Payment Bond Forms; approved Wage Rates;
Federal regulations if applicable to the Project; and other required documents for
construction of the Project.
2.03 Bidding Phase. Architect shall provide the following bidding phase services:
(1) Following City's approval of the Construction Documents and of the latest Statement of
Probable Construction Cost, Architect shall assist City in awarding a construction contract
following legal public bid requirements. During the bid process, Architect shall assist City
as follows:
(a) Issue and control of documents for bidding.
(b) Jointly conducting pre -bid conferences, including on -site visits as required, to
endeavor to assure that bidders understand the Construction Documents, the various
on -site conditions, and the coordination and scheduling requirements.
(c) Preparation of required addenda to Contract Documents.
(d) Tabulation and evaluation of bids received.
(e) Jointly conducting pre -award conferences where necessary.
(2) Architect's assistance to City shall include submitting written reviews and recommendations
for awards based upon the acceptability of bids; and, if required by City, more detailed
analyses of specific bids. Reviews shall also consider the responsiveness of bids and their
conformity with Bid Documents.
2.04 Construction Phase - Administration of the Construction Contract(s). Architect shall
provide the following construction phase - administration of the construction contract(s) services:
(1) The Construction Phase will commence with the award of the Construction Contract and will
terminate following the final one -year warranty inspection of the completed Project,
correction of all defects in Project materials and workmanship, and resolution of all Project -
related claims and disputes. During the Construction Phase, Architect shall provide the
following services:
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(2) Architect shall provide administration of the Construction Contract as set forth in the
Construction Documents, specifically the General and Supplementary General Conditions.
Architect's assigned authority thereunder will not be substantially modified without
Architect's written consent.
(3) Architect, as a representative of City, shall advise and consult with the 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, all of City's instructions to its Contractors will be issued
through Architect. Architect will have authority to act on behalf of Owner only to the extent
provided in this Agreement unless otherwise properly modified by written amendment.
(4) Architect shall provide, during construction, adequate and competent on -site construction
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 maybe conducted
with Owner's designated representative to check conformance of the work with
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
Contractor. Architect shall not be responsible for construction means, methods, techniques,
sequences of procedures, nor for 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 Contractor which are not in the best interests of City and the Project.
(5) Based on such observations at the site and on the Contractor's Application and Certificate for
Payment, Architect shall determine, monthly, the amount owing to the Contractor and shall
certify and forward the Contractor's Application and Certificate for Payment to 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.
(6) 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
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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 employofArchitect
for expert testimony.
(7) Architect shall use his best efforts to promptly review and approve or reject shop drawings,
product data and samples and other submissions of the Contractor for conformance only with
the design concept of the Project and with the information given in the Contract Documents.
Architect shall establish and implement precise procedures, to be approved by City's
Director, for expediting the processing and approval of these submissions without delay.
Prompt review by Architect of submissions is of prime importance to City and an absolute
necessity under the time constraints of the Project.
(8) Architect shall prepare Change Orders to the construction contract, in six (6) copies, 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
Change Order. Architect's compensation for preparation of Change Orders, if any, shall be
determined by Section 2.06(1) below.
(9) 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. In addition, Architect shall make a professional observation of the Project at least
thirty (30) days before the expiration of the one (1) year warranty contained in the
Contractor's Performance Bond.
(10) Architect shall conduct regularly scheduled progress meetings with City, the Contractor
and major Subcontractors. Minutes of same shall be prepared by Architect with copies
submitted to City's Director.
(11) Architect shall have authority to order minor changes in the construction work, consistent
with the Contract Documents, and not involving an adjustment in the Contractor's bid
price or an extension of the Project Schedule. Such changes shall be accomplished by
Field Order. In addition, Architect may issue written Field Orders which interpret the
Plans and Specifications, with copies submitted to City's Director.
(12) Architect shall assemble and deliver to City a set of reproducible Record Construction
Drawings showing significant changes in the work during the construction process and
final location of mechanical and electrical service lines and outlets, based upon marked -
up prints of drawings and other data famished by the Contractor to Architect. Architect
shall provide Record Construction Specifications which will identify the changes in the
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specifications on a sheet, which sheet will be inserted at the beginning of each section to
which they pertain.
2.05 Project Representation Beyond Basic Services. In the event that circumstances should
develop whereby continuous, full -time 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 governed by an additional written Supplemental Agreement between
City and Architect.
2.06 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 consultation concerning replacement of any Project work damaged by fire or other
cause during construction, and fumishing professional services as required in connection
with the replacement of such work, unless damage 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 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.
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;
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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.
3.05 Permits. City will fumish 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 for tap fees will be paid by City and are not to be included by Architect in the Specifications
for the Project.
3.06 Miscellaneous items. City will also provide Architect with such items as the Project Facility
Program; two (2) copies of the City of Round Rock General and Supplementary General Conditions
for Building Construction, Instructions to Bidders, Proposal Forms, Wage Rates, Contract and Bond
Forms, Bid Advertisement Form, and such other information and materials as maybe necessary and
practicable for the orderly and expeditious process of the work and the awarding of the Construction
Contract. To the extent practicable, these documents shall be utilized in the preparation of the
Construction Documents.
ARTICLE IV
PAYMENTS TO THE ARCHITECT
4.01 Basic Services. Payments hereunder shall not to exceed the following:
Basic Services $ 17,000.00
Reimbursables (not to exceed) $ 1.000.00
Total $ 18,000.00
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 services performed 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 the Director. All
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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 Agreement available to City for inspection and auditing purposes.
4.06 Payment of Invoices. City reserves the right to correct any error that maybe 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 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 Agreement or state law.
4.07 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 reduced to judgment by a court.
4.08 Reimbursable Expenses. Reimbursable Expenses are in addition to the fees for Basic and
Additional Services and include actual expenditures made by Architects, their employees, or their
consultants in the interest of the Project for the incidental expenses set forth below. Such expenses
must be authorized by the Director in advance. An allowance for Reimbursable Expenses not to
exceed $1,000.00 is established as acondition of this Contract. When authorized in advance by City,
the following shall be reimbursable: reasonable transportation and living expenses of principals and
employees when traveling in connection with the Project outside of Williamson County, Texas,
essential long distance calls and telegrams, fees paid for the securing of approval of authorities
having jurisdiction over the Project, postage, and reproduction of Drawings and Specifications,
excluding copies for Architect's office use and the required number of sets at each phase of the work
for City's review.
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 Agreement, it is agreed and fully
understood by Architect that the Director may cancel or indefinitely suspend further work hereunder
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or terminate this Agreement either for cause or for the convenience of City, upon fifteen (15) days'
written notice to Architect, with the understanding that immediately upon receipt of said notice all
work and labor being performed under this Agreement shall cease. Architect shall invoice City for
all work satisfactorily 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.
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 Agreement. City shall not be required to make any payments to Architect when
Architect is in default under this Agreement, nor shall this Article constitute a waiver of any right,
at law and at equity, which City may have if Architect is in default, including the right to bring legal
action for damages or to force specific performance of this Agreement.
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 Agreement 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 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, its employees, subcontractors, agents and consultants.
8.02 Indemnification (Damage Claims). Architect agrees, to the fullest extent permitted by law,
to indemnify and hold City, its officers, agents and employees, harmless from any damage, liability
or cost (including reasonable attorney's fees) to the extent caused by Architect's negligent acts,
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errors or omissions in the perfomiance of professional services under this Agreement and those of
his or her subconsultants or anyone for whom Architect is legally liable.
Owner agrees, to the fullest extent permitted by law, to indemnify and hold Architect, its
officers, agents and employees, harmless from any damage, liability or cost (including reasonable
attomey's fees) to the extent caused by Owner's negligent acts, errors or omissions in the
performance of professional services under this Agreement and those of its contractors,
subcontractors or consultants or anyone for whom Owner is legally liable, and arising from the
Project the subject of this Agreement.
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
Agreement infringe a U.S. patent or copyright directly, indirectly or contributorily. Architect shall
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 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 alternatives is available on terms which are
reasonable in Architect's judgment, City, to the extent City is legally able to do so, will cease
using the designs, plans or specifications on written request of Architect, in which instance
City has the sole option to either require Architect to perform new design work at Architect's
sole expense, or to terminate this Agreement.
(c) Architect has no liability under this section for any claim of infringement based upon
the modification or alteration of the designs, plans or specifications prepared under this
Agreement subsequent to the Project by City, or by any engineering consultant subsequently
employed by City.
(d) The foregoing states the entire obligation of Architect with respect to infringement of
patents and copyrights.
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(3) The indemnification and defense provisions as set forth in this Section 8.03 shall not apply
to products or materials which Cityhas 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 Agreement professional liability insurance coverage in the minimum amount of Five Hundred
Thousand Dollars ($500,000.00) from a company authorized to do insurance business in Texas and
otherwise acceptable to City.
8.05 Subconsultant Insurance. Without limiting any of the other obligations or liabilities of
Architect, Architect shall require each subconsultant performing work under this Agreement to
maintain during the term of the Agreement, 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.
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 Agreement, 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:
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.
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(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.
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. Such Certificates of Insurance are evidenced as Exhibit
"A" herein entitled "Certificates of Insurance."
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.
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 Agreement shall be from
the date of execution hereof until six (6) consecutive months thereafter.
10.02 Project Performance Schedule.
(1) Time of completion of the services referenced herein shall be as follows:
Completion of services not later than six (6) consecutive months from date of execution hereof.
Nothing recited herein shall be construed to prevent the negotiated renewal and/or extension of
this Agreement by express written agreement of the parties.
(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 services required under this Agreement in a professional manner.
13
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 Agreement within the agreed
Project Performance Schedule may constitute a material breach of this Agreement. Architect shall
be responsible for its delays or for failures to use professional efforts in accordance with the terms
of this Agreement. 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 Agreement
if it is prevented from performing any of its obligations hereunder by reasons for which it is not
responsible or circumstances beyond its control. However, notice of such impediment or delay in
performance must be timely given, and all reasonable efforts undertaken to mitigate its effects.
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 Agreement. Architect shall not assign,
sublet or transfer any interest herein without City's prior written authorization
12.04 Amendments. This Agreement, 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 Agreement shall be enforceable in Round Rock, Williamson
County, Texas, and i f legal action is necessary by either party with respect to the enforcement of any
or all of the terms or conditions herein, exclusive venue for same shall lie in Williamson County,
Texas. This Agreement shall be govemed by and construed in accordance with the laws and court
decisions of the State of Texas.
12.06 Notices. All notices and correspondence to City by Architect shall be mailed or delivered as
follows:
14
All notices and correspondence from City to Architect shall be mailed or delivered to Architect as
follows:
IN WITNESS WHEREOF, the City of Round Rock has caused this Agreement 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 Moman Architects, 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 Agreement.
CITY OF ROUND ROCK
By:
Nyle Maxwell, Mayor
MOMAN ARCHITECTS
By:
City Manager, City of Round Rock
221 East Main Street
Round Rock, Texas 78664
John S. Moman, AIA
Moman Architects
309 West Main Street, Suite 120
Round Rock, Texas 78664
John S. Moman, A , Principal
15
ATTEST:
Christine R. Martinez, City Secretary
EXHIBIT "A"
CERTIFICATES OF INSURANCE
16
Ny _ o man
rcrt itects
May I9, 2003
Mr. Larry Madsen
City of Round Rock
2008 Enterprise
Round Rock, Texas 78664
Re: Public Works Renovation of the MI Building
Dear Mr. Madsen:
We are pleased to submit the following proposal for the above - mentioned project. Our proposal is based on
the understanding that our Architectural design services are for renovation of approximately 5,000 SF in
MHMR Building for the Transportation 4 Utility Divisions of the Public Works Department. Our services will
also include modifications to the accessible parking space providing a TAS compliant entrance to the budding.
It is our assumption that the exterior facade, windows and/or roof are not in need of repair or replacement.
Our proposal does not include any structural design services, but we have included an allowance of
$5,000.00 for mechanical, electrical 4 plumbing (MEP) design services. We are proposing the local firm of
Hendnx Consulting Engineers to perform these services. The following is a breakdown of our services that we
will provide:
Schematic Design $ 1 ,800.00
Design Development $2,400.00
Construction Documents $4,800.00
Bidding/Negotiation $600.00 Allow 1 to 2 months, depending on delivery method
Construction Admin. $2,400.00 Allow 3 months
MEP Consultant $5,000.00
Reimbursable Allowance $1,000.00 Printing Included
TOTAL $18,000.00 Represents approx. 10% of $ 1 70,000.00
The scope of this project has changed since its inception. We are basically removing all existing partitions,
millwork, electrical, lighting and plumbing and starting from scratch with a new space plan. The new space plan
will include new partitions, new ceiling grid, new lighting, new plumbing, new millwork and new finishes for the
space. We believe that we can provide all of these services and still maintain your budget of $ 1 70,000.00.
This is based on the preliminary construction budget that was created for you back in March.
If you have any questions, please do not hesitate to call.
Sincerely,
MAN ARCHITECTS, INC.
Daniel M. Bassanc8. IIDA
Phone 512.733.1150
309 W. Main Street, Suite 120 • Round Rock, Texas 78664 Fax 512.733.8411
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DATE: June 6, 2003
SUBJECT: City Council Meeting — June 12, 2003
ITEM: *10.D.1. Consider a resolution authorizing the Mayor to execute
Supplemental Agreement No. 2 to the Agreement with Moman
Architects, Inc. for the renovation of a building at 212 Commerce
Cove to house the Transportation and Utility Divisions of Public
Works.
Resource: Tom Word, Chief of Public Works Operations
Larry Madsen, P. W. Construction Manager
History: The supplement agreement increases Moman Architect's agreement in the amount
of $8,500.00 for a total of $18,000.00. The scope of work was increased after
purchase of the building. Complete interior tear out and renovation is necessary
after review of the building and the needs of Public Works. This added amount
includes an engineer for the AC mechanical, plumbing, and electrical work. The
estimated construction cost is $172,000 for the work that is to be done.
Funding:
Cost: $18,000.00
Source of funds: Capital Project Funds (General Self- Financed)
Outside Resources: Moman Architects, Inc.
Impact/Benefit: The relocation of the Transportation and Utility Departments will enable them
to have the necessary space for new personnel. This will allow more office
space at Public Works to house current and future employees.
Public Comment: N/A
Sponsor: N/A
THE STATE OF TEXAS
CITY OF ROUND ROCK
COUNTY OF WILLIAMSON
SUPPLEMENTAL AGREEMENT NO. 2
KNOW ALL BY THESE PRESENTS:
This document is entitled Supplemental Agreement No. 2, and it supplements Standard Form
of Agreement Between Owner and Architect with Standard Form of Architect's Services/AIA
Document B141-1997, and Supplemental Agreement No. 1, both referenced in R-03-2-27-9D1, for
the following Project:
Complete professional design services (including architectural and
mechanical /electrical /plumbing services, as necessary) related to the following:
renovation of approximately 5,000 square feet in the MHMR Building for the
Transportation and Utility Divisions of the Public Works Department, and
modifications to the accessible parking space to provide a TAS- compliant entrance
to the building,
all as are more specifically identified and described in the accompanying documents referenced
above.
This Supplemental Agreement No. 2 is made and entered into as of the l X day of
JO ,4J ( , 2003, 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 MOMAN ARCHITECTS, with offices located at309 West Main Street,
Suite 120, Round Rock, Texas, 78664 (hereinafter referred to as "Architect ").
WHEREAS, City intends to design and construct the Project described in the accompanying
AIA Document B141-1997 and Supplemental Agreement No. 1. Architect's expanded services are
desired under this Supplemental Agreement No. 2 for purposes as recited herein. Total revised
compensation for Architect's expanded services under this Supplemental Agreement No. 2 are as
recited herein.
WHEREAS, City desires to amend the contract with Architect to reflect provision of
expanded services in connection with the 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 expanded professional services for the
compensation delineated therein;
5PFD ( OOMAM1YORLDOX/an L X /CORwcNUPWRrNOVuaosaen.wrw
WITNESSETH:
NOW, THEREFORE, City and Architect, in consideration of the terms, covenants and
conditions contained in the accompanying AIA Document B141-1997 and Supplemental Agreement
No. 1 that this document supplements, and the terms, covenants, and conditions contained 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 Project as set forth in the referenced
documents.
1.02 Compensation. City shall compensate Architect for the following Scope of Work services:
Complete professional design services (including architectural, and
mechanical /electrical/plumbing services, as necessary) related to the following: renovation
of approximately 5,000 square feet in the MHMR Building for the Transportation and Utility
Divisions of the Public Works Department, and modifications to the accessible parking space
to provide a TAS- compliant entrance to the building.
Schematic Design $1,800.00 Complete in one (1) week following execution of
contract
Design Development $2,400.00 Complete in one (1) week thereafter
Construction Documents $4,800.00 Complete in two (2) weeks thereafter
Bidding/Negotiation $ 600.00 Complete in maximum of two (2) months thereafter,
dependent upon delivery method utilized
Construction Administration $2,400.00 Complete in maximum of three (3) months thereafter
MEP Consultant $5,000.00 Consulting work complete by end of Construction
Administration
Reimbursable Maximum $1,000.00 Customary reimbursable expenses, including printing
TOTAL $18,000.00
Unless subsequently changed by additional Supplemental Agreement to this Agreement, duly
authorized by City Council Resolution, Architect's total compensation for services hereunder shall
not exceed $17,000.00, plus Reimbursable Expenses up to a limit of $1,000.00. These amounts
represent the absolute limit of City's liability to Architect hereunder unless same shall be changed
by additional Supplemental Agreement hereto.
2
ARTICLE II
ARCHITECT'S SERVICES
2.01 Basic Services. Architect's Basic Services consist generally of the services described below,
and include complete architectural services and complete structural, mechanical, and electrical
services, and such other services as may be necessary to assist City in the design of the Project,
within the limits City has budgeted or will budget therefor, and in compliance with the Project
Facility Program, which is hereby made a part of this Agreement for all purposes. Architect agrees
that upon execution of this Agreement, it will submit to City within ten (10) days a list of all
additional consultants it intends to utilize, not previously identified, delineating their respective
tasks. All of Architect's consultants shall be subject to the approval of 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 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 best professional efforts to complete
all services hereunder in accordance with such Performance Schedule.
2.02 Construction Documents Phase. Architect shall provide the following construction
documents phase services:
(1) Architect shall prepare from the approved Design Development Documents, for
consideration of and approval by the Director, Construction Documents, which documents
shall set forth in detail the requirements of the Project, including the necessary bidding
information. Architect shall assist City in preparation of the Bidding Forms, shall utilize
without modification City's standard General and Supplementary General Conditions, and
shall draft all Special Conditions of the Contract. City's standard form of Contract between
City and the Contractor shall also be utilized without modification, along with City's form
of Bid Bond, Performance Bond and Payment Bond.
(2) Architect shall furnish City in writing a revised Statement of Probable Construction Cost,
indicating cost changes resulting from changes in Project requirements or general market
conditions, in a form acceptable to the Director.
(3) Architect shall file five (5) complete sets of proposed Construction Documents with the
Director for review and official approval prior to the advertisement of bids for the
construction of the Project, and within the agreed Performance Schedule following approval
of the Design Development Documents. Following approval, Architect shall prepare and
have on hand additional sets as needed for bidding purposes. Architect shall also file with
the Director at said time, the following items:
(a) Tracing of the Project Title Sheet, signed by Architect, with seal affixed. (This
tracing shall be returned to Architect to print contract documents when the signatures
of City officials have been properly affixed).
3
(b)
Two (2) copies of Statement of Probable Construction Cost in a form acceptable to
City.
(c) Four (4) unbound copies of the approved Project Construction Manual for subsequent
binding with signed construction contracts. The Project Construction Manual shall
include General and Supplementary General Conditions; Specifications and Special
Provisions; Advertisement, Instructions to Bidders and Bid Proposal Form; City's Bid
Bond, Contract, Performance and Payment Bond Forms; approved Wage Rates;
Federal regulations if applicable to the Project; and other required documents for
construction of the Project.
2.03 Bidding Phase. Architect shall provide the following bidding phase services:
(1) Following City's approval of the Construction Documents and of the latest Statement of
Probable Construction Cost, Architect shall assist City in awarding a construction contract
following legal public bid requirements. During the bid process, Architect shall assist City
as follows:
(a) Issue and control of documents for bidding.
(b) Jointly conducting pre -bid conferences, including on -site visits as required, to
endeavor to assure that bidders understand the Construction Documents, the various
on -site conditions, and the coordination and scheduling requirements.
(c) Preparation of required addenda to Contract Documents.
(d) Tabulation and evaluation of bids received.
(e) Jointly conducting pre -award conferences where necessary.
(2) Architect's assistance to City shall include submitting written reviews and recommendations
for awards based upon the acceptability of bids; and, if required by City, more detailed
analyses of specific bids. Reviews shall also consider the responsiveness of bids and their
conformity with Bid Documents.
2.04 Construction Phase - Administration of the Construction Contract(s). Architect shall
provide the following construction phase - administration of the construction contract(s) services:
(1) The Construction Phase will commence with the award of the Construction Contract and will
terminate following the final one -year warranty inspection of the completed Project,
correction of all defects in Project materials and workmanship, and resolution of all Project -
related claims and disputes. During the Construction Phase, Architect shall provide the
following services:
4
(2) Architect shall provide administration of the Construction Contract as set forth in the
Construction Documents, specifically the General and Supplementary General Conditions.
Architect's assigned authority thereunder will not be substantially modified without
Architect's written consent.
(3) Architect, as a representative of City, shall advise and consult with the 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, all of City's instructions to its Contractors will be issued
through Architect. Architect will have authority to act on behalf of Owner only to the extent
provided in this Agreement unless otherwise properly modified by written amendment.
(4) Architect shall provide, during construction, adequate and competent on -site construction
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 maybe conducted
with Owner's designated representative to check conformance of the work with
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
Contractor. Architect shall not be responsible for construction means, methods, techniques,
sequences of procedures, nor for 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 Contractor which are not in the best interests of City and the Project.
(5) Based on such observations at the site and on the Contractor's Application and Certificate for
Payment, Architect shall determine, monthly, the amount owing to the Contractor and shall
certify and forward the Contractor's Application and Certificate for Payment to 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.
(6) 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
5
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.
(7) Architect shall use his best efforts to promptly review and approve or reject shop drawings,
product data and samples and other submissions of the Contractor for conformance only with
the design concept of the Project and with the information given in the Contract Documents.
Architect shall establish and implement precise procedures, to be approved by City's
Director, for expediting the processing and approval of these submissions without delay.
Prompt review by Architect of submissions is of prime importance to City and an absolute
necessity under the time constraints of the Project.
(8) Architect shall prepare Change Orders to the construction contract, in six (6) copies, 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
Change Order. Architect's compensation for preparation of Change Orders, if any, shall be
determined by Section 2.06(1) below.
(9) 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. In addition, Architect shall make a professional observation of the Project at least
thirty (30) days before the expiration of the one (1) year warranty contained in the
Contractor's Performance Bond.
(10) Architect shall conduct regularly scheduled progress meetings with City, the Contractor
and major Subcontractors. Minutes of same shall be prepared by Architect with copies
submitted to City's Director.
(11) Architect shall have authority to order minor changes in the construction work, consistent
with the Contract Documents, and not involving an adjustment in the Contractor's bid
price or an extension of the Project Schedule. Such changes shall be accomplished by
Field Order. In addition, Architect may issue written Field Orders which interpret the
Plans and Specifications, with copies submitted to City's Director.
(12) Architect shall assemble and deliver to City a set of reproducible Record Construction
Drawings showing significant changes in the work during the construction process and
final location of mechanical and electrical service lines and outlets, based upon marked -
up prints of drawings and other data fumished by the Contractor to Architect. Architect
shall provide Record Construction Specifications which will identify the changes in the
6
specifications on a sheet, which sheet will be inserted at the beginning of each section to
which they pertain.
2.05 Project Representation Beyond Basic Services. In the event that circumstances should
develop whereby continuous, full -time 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 governed by an additional written Supplemental Agreement between
City and Architect.
2.06 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 consultation concerning replacement of any Project work damaged by fire or other
cause during construction, and furnishing professional services as required in connection
with the replacement of such work, unless damage 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 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.
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;
7
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.
3.05 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 for tap fees will be paid by City and are not to be included by Architect in the Specifications
for the Project.
3.06 Miscellaneous items. City will also provide Architect with such items as the Project Facility
Program; two (2) copies of the City of Round Rock General and Supplementary General Conditions
for Building Construction, Instructions to Bidders, Proposal Forms, Wage Rates, Contract and Bond
Forms, Bid Advertisement Fonn, and such other information and materials as may be necessary and
practicable for the orderly and expeditious process of the work and the awarding of the Construction
Contract. To the extent practicable, these documents shall be utilized in the preparation of the
Construction Documents.
ARTICLE IV
PAYMENTS TO THE ARCHITECT
4.01 Basic Services. Payments hereunder shall not to exceed the following:
Basic Services $ 17,000.00
Reimbursables (not to exceed) $ 1,000.00
Total $ 18,000.00
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 services performed 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 the Director. All
8
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 Agreement available to City for inspection and auditing purposes.
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
Agreement. 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 Agreement or state law.
4.07 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 reduced to judgment by a court.
4.08 Reimbursable Expenses. Reimbursable Expenses are in addition to the fees for Basic and
Additional Services and include actual expenditures made by Architects, their employees, or their
consultants in the interest of the Project for the incidental expenses set forth below. Such expenses
must be authorized by the Director in advance. An allowance for Reimbursable Expenses not to
exceed $1, 000.00 is established as a condition of this Contract. When authorized in advance by City,
the following shall be reimbursable: reasonable transportation and living expenses of principals and
employees when traveling in connection with the Project outside of Williamson County, Texas,
essential long distance calls and telegrams, fees paid for the securing of approval of authorities
having jurisdiction over the Project, postage, and reproduction of Drawings and Specifications,
excluding copies for Architect's office use and the required number of sets at each phase of the work
for City's review.
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 Agreement, it is agreed and fully
understood by Architect that the Director may cancel or indefinitely suspend further work hereunder
9
or terminate this Agreement either for cause or for the convenience of City, upon fifteen (15) days'
written notice to Architect, with the understanding that immediately upon receipt of said notice all
work and labor being performed under this Agreement shall cease. Architect shall invoice City for
all work satisfactorily 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.
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 Agreement. City shall not be required to make any payments to Architect when
Architect is in default under this Agreement, nor shall this Article constitute a waiver of any right,
at law and at equity, which City may have if Architect is in default, including the right to bring legal
action for damages or to force specific performance of this Agreement.
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 maybe 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 Agreement 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 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, its employees, subcontractors, agents and consultants.
8.02 Indemnification (Damage Claims). Architect agrees, to the fullest extent permitted by law,
to indemnify and hold City, its officers, agents and employees, harmless from any damage, liability
or cost (including reasonable attorney's fees) to the extent caused by Architect's negligent acts,
10
errors or omissions in the performance of professional services under this Agreement and those of
his or her subconsultants or anyone for whom Architect is legally liable.
Owner agrees, to the fullest extent permitted by law, to indemnify and hold Architect, its
officers, agents and employees, harmless from any damage, liability or cost (including reasonable
attorney's fees) to the extent caused by Owner's negligent acts, errors or omissions in the
performance of professional services under this Agreement and those of its contractors,
subcontractors or consultants or anyone for whom Owner is legally liable, and arising from the
Project the subject of this Agreement.
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
Agreement infringe a U.S. patent or copyright directly, indirectly or contributorily. Architect shall
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.
(a) If Architect defends City against such claims, the City Attomey 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 alternatives is available on terms which are
reasonable in Architect's judgment, City, to the extent City is legally able to do so, will cease
using the designs, plans or specifications on written request of Architect, in which instance
City has the sole option to either require Architect to perform new design work at Architect's
sole expense, or to terminate this Agreement.
(c) Architect has no liability under this section for any claim of infringement based upon
the modification or alteration of the designs, plans or specifications prepared under this
Agreement subsequent to the Project by City, or by any engineering consultant subsequently
employed by City.
(d) The foregoing states the entire obligation of Architect with respect to infringement of
patents and copyrights.
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(3) 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 Agreement professional liability insurance coverage in the minimum amount of Five Hundred
Thousand Dollars ($500,000.00) from a company authorized to do insurance business in Texas and
otherwise acceptable to City.
8.05 Subconsultant Insurance. Without limiting any of the other obligations or liabilities of
Architect, Architect shall require each subconsultant performing work under this Agreement to
maintain during the term of the Agreement, 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.
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 Agreement, 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:
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.
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(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.
8.07 Cost of Insurance. The cost of all insurance required herein to be secured and maintained by
Architect shall bebome solely by Architect, with certificates of insurance evidencing such minimum
coverage in force to be filed with the City. Such Certificates of Insurance are evidenced as Exhibit
"A" herein entitled "Certificates of Insurance."
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.
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 Agreement shall be from
the date of execution hereof until six (6) consecutive months thereafter.
10.02 Project Performance Schedule.
(1) Time of completion of the services referenced herein shall be as follows:
Completion of services not later than six (6) consecutive months from date of execution hereof.
Nothing recited herein shall be construed to prevent the negotiated renewal and/or extension of
this Agreement by express written agreement of the parties.
(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 services required under this Agreement in a professional manner.
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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 Agreement within the agreed
Project Performance Schedule may constitute a material breach of this Agreement. Architect shall
be responsible for its delays or for failures to use professional efforts in accordance with the terms
of this Agreement. 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 Agreement
if it is prevented from performing any of its obligations hereunder by reasons for which it is not
responsible or circumstances beyond its control. However, notice of such impediment or delay in
performance must be timely given, and all reasonable efforts undertaken to mitigate its effects.
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 Agreement. Architect shall not assign,
sublet or transfer any interest herein without City's prior written authorization
12.04 Amendments. This Agreement, 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 Agreement shall be enforceable in Round Rock, Williamson
County, Texas, and if legal action is necessary by either party with respect to the enforcement of any
or all of the terms or conditions herein, exclusive venue for same shall lie in Williamson County,
Texas. This Agreement shall be govemed by and construed in accordance with the laws and court
decisions of the State of Texas.
12.06 Notices. All notices and correspondence to City by Architect shall be mailed or delivered as
follows:
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By:
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 Architect as
follows:
John S. Moman, AIA
Moman Architects
309 West Main Street, Suite 120
Round Rock, Texas 78664
IN WITNESS WHEREOF, the City of Round Rock has caused this Agreement to be signed
in its corporate name by its Mayor, duly authorized to execute the same in its behalf by Resolution
No. E /a - /CD/ approved by the City Council on L .) 0,06 1J., c2 0p3 ,
and Moman Architects, 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 Agreement.
CITY OF ROUND ROCK
By:
Maxwe 1, Mayor
MOMAN ARCHITECTS
John S. Moman, A , Principal
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ATTEST:
Christine R. Martinez, City Secretary
EXHIBIT "A"
CERTIFICATES OF INSURANCE
16
oman
rcri itects
May 19, 2003
Mr. Larry Madsen
City of Round Rock
2008 Enterprise
Round Rock, Texas 78664
Re: Public Works Renovation of the MHMR Building
Dear Mr. Madsen:
We are pleased to submit the following proposal for the above - mentioned project. Our proposal is based on
the understanding that our Architectural design services are for renovation of approximately 5,000 SP in
MHMR Building for the Transportation $ Utility Divisions of the Public Works Department. Our services will
also include modifications to the accessible parking space providing a TAS compliant entrance to the building.
It is our assumption that the exterior facade, windows and/or roof are not in need of repair or replacement.
Our proposal does not include any structural design services, but we have included an allowance of
$5,000.00 for mechanical, electrical $ plumbing (MEP) design services. We are proposing the local firm of
Hendrix Consulting Engineers to perform these services. The following is a breakdown of our services that we
will provide:
Schematic Design $ 1,500.00
Design Development $2,400.00
Construction Documents $4,800.00
Bidding/Negotiation $600.00 Allow 1 to 2 months, depending on delivery method
Construction Admin. $2,400.00 Allow 3 months
MEP Consultant $5,000.00
Reimbursable Allowance $ I ,000.00 Printing Included
TOTAL $ 1 8,000.00 Represents approx. 1 0% of $ 1 70,000.00
The scope of this project has changed since its inception. We are basically removing all existing partitions,
millwork, electrical, fighting and plumbing and starting from scratch with a new space plan. The new space plan
will include new partitions, new ceiling grid, new lighting, new plumbing, new millwork and new finishes for the
space. We believe that we can provide all of these services and still maintain your budget of $ 1 70,000.00.
This is based on the preliminary construction budget that was created for you back in March.
If you have any questions, please do not hesitate to call.
Sincerely,
MAN ARCHITECTS, INC.
Daniel M. Bassand) IIDA
Phone 512.733.1150
309 W. Main Street, Suite 120 • Round Rock, Texas 78664 Fax 512.733.8411
Mayor
Nyle Maxwell
Mayor Pro -tem
Tom Nielson
Council Members
Alan McGraw
Carrie Pitt
Scot Knight
Isabel Gallahan
Gary Coe
City Manager
Jim Nuse
City Attorney
Stephan L. Sheets
ROUND ROCK, TEXAS
PURPOSE. PASSION. PROSPERITY.
June 30, 2003
Mr. John S. Moman, AIA, Principal
Moman Architects
309 West Main Street, Suite 120
Round Rock, TX 78664
Dear Mr. Moman:
The Round Rock City Council approved Resolution No. R- 03- 06 -12-
10D 1 at their regularly scheduled meeting on June 12, 2003. This
resolution approves Supplemental Agreement No. 2 for the renovation
of the building at 212 Commerce Cove to house the Transportation
and Utility division of Public Works.
Enclosed is a copy of the resolution and original agreement for your
files. If you have any questions, please do not hesitate to contact Tom
Word at 218 -5555.
Christine R. Martinez
City Secretary
Enclosure
CITY OF ROUND ROCK Administrative Dept., 221 East Main Street • Round Rock, Texas 78664
Phone: 512.218.5400 • Fax: 512.218.7097 • www.ci_round -rock. tx.us