R-98-10-22-10B1 - 10/22/1998WHEREAS, the City of Round Rock desires to retain professional
architectural services for the design of a Fire Station at the Deepwood
site, and
WHEREAS,J. Michael Faulk, Architect has submitted an agreement
to provide said services, and
WHEREAS, the City Council desires to enter into said agreement
with J. Michael Faulk, Architect, 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 an agreement with J. Michael Faulk, Architect for
architectural services for the design of a Fire Station at the Deepwood
site, a copy of said agreement being attached hereto 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, and the Act.
RESOLVED this 22nd day of October„ 1998.
ATTEST:
E LAND, City Secretary
K:\ WPDOCS \RE50LUT2 \RB102251.WPD /scg
RESOLUTION NO. R -98 -10-22 -10E1
4/6 CHARLES CUL'PEPPER, Mayor
City of Round Rock, Texas
STATE OF TEXAS
COUNTY OF ROUND ROCK
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§
ARCHITECT'S CONTRACT
FOR
FIRESTATION #5
KNOW ALL MEN BY THESE PRESENTS:
W I T N E S S E T H:
Resolution No. rQ4 22-/06/
Approved p- .?Z -98
nd
arce,e4
THIS CONTRACT is made and entered into as of the C40( of - Noveser,
1998, by and between the CITY OF ROUND ROCK, a home rule municipal corporation
of Williamson County, Texas (hereinafter referred to as "City",) and J. MICHAEL
FAULK, ARCHITECTS,with offices located at 8905 Joachim Lane, Austin, Texas 78717
(hereinafter referred to as the "Architect ").
WHEREAS, City intends to construct Firestation #5, hereinafter called the
"Project ", at a total budgeted construction cost not to exceed $750,000.00, for
the completion of the Project, and total compensation for Architect's services
not to exceed $74,012.00, which includes an allowance for Reimbursable Expenses
not to exceed $7,805.00, as further described hereinbelow; and
WHEREAS, the City desires to contract with the Architect for complete
architectural and engineering services in connection with design and construction
of the Project, and for the administration of the Construction Contract during
construction of the Project, all as hereinafter stipulated and within the limits
the City has budgeted therefor; and
WHEREAS, Architect has agreed to provide such professional services for the
compensation provided herein;
NOW, THEREFORE, City and Architect, in consideration of the terms,
covenants and conditions herein contained, 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 this Contract.
1.02 Compensation. City shall compensate Architect in accordance with the terms
and conditions of this Contract as follows:
(1) For Architect's Basic Services, including the services of the
professional consultants engaged for complete architectural services
and complete structural, mechanical, electrical and civil
engineering services, a maximum Basic Fee not to exceed $ 66,207.00
as set forth below:
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(a) Architectural $ 56,362.00
(b) Surveying 2,420.00
(c) Soils and geotechnical engineering 3,080.00
(d) Off -site utility design 1,375.00
(e) Landscape architect and irrigation 2.970.00
TOTAL $ 66,207.00
(2) For approved Reimbursable Expenses, as defined in Article V hereof,
an allowance not to exceed $ 7,805.00. Eligible Reimbursable
Expenses, other than Special Consultants, shall be billed to the
City at cost. Eligible Reimbursable Expenses for Special Consultants
shall be billed to the City at 1.10 times the amount billed
Architect for same.
(3) For Architect's Additional Services, if any be authorized in advance
by City as hereinafter provided, a supplemental fee to be computed
as follows:
(a) Principals' time at a fixed rate of $65 per hour. For purposes
of this Contract, the Principal is:
J. Michael Faulk
(b) Employees' time shall be paid at the following agreed rates:
Associate Architect
Draftsman
Secretary
(c) Additional Services of Basic Consultants (including
structural, mechanical, electrical and civil engineering)
shall be computed at 1.10 times the amounts billed to
Architect. Additional Services of Special Consultants shall be
computed at 1.10 times the amount billed Architect for such
services.
(4) Unless subsequently changed by Supplemental Agreement to this
Contract, duly authorized by City Council Resolution, Architect's
total compensation under this Contract for Basic Services shall not
exceed $ 66,207.00, plus a not -to- exceed amount of $ 7,805.00 for
approved Reimbursable Expenses. These amounts, totaling $ 74,012.00,
represent the absolute limit of City's liability to Architect under
this Contract, unless same shall be changed by Supplemental
Agreement hereto.
(5) The times and further conditions of payment shall be as described in
Article VI hereof.
ARTICLE II
ARCHITECT'S SERVICES
2.01 Basic Services. The Architect's Basic Services consist generally of the five
phases described below, and include complete architectural services and complete
structural, mechanical, electrical and civil engineering services, and such other
services as may be necessary to assist the City in the design and construction
of the Project, within the limits the City has budgeted therefor, and in
compliance with the Project Facility Program, which is hereby made a part of this
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$55 per hour
$45 per hour
$30 per hour
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 in Architect's Proposal Letter,
delineating their respective tasks. All Architect's consultants shall be subject
to the approval of the City through its Director of Public Works, and the 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."
Architect's Final Plans and Specifications shall include plans and profiles
necessary to tie all Project water, sewer and storm drainage lines into adjacent
existing lines and facilities, as authorized and approved by 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.
2.02 Design Development Phase. The Architect shall provide the following design
development phase services:
(1) Architect shall prepare Design Development Documents based on the
approved Schematic Design Documents to include adequate
Specifications for elements of the Project for consideration and
approval by the Director. Six (6) copies each of said documents will
be submitted for distribution; one (1) copy to the Texas Department
of Licensing and Regulation in Austin, Texas, and five (5) copies to
the City, each consisting of drawings and other documents to fix and
describe the size, cross sections and character of the Project as to
architectural, structural, mechanical and electrical systems,
materials, and such other essentials as may be necessary and
appropriate. Architect shall obtain the approval of the Texas
Department of Licensing and Regulation prior to submittal of all
Design Development Documents to City for approval. Any fees charged
by the Department for this approval shall be paid by Architect and
billed to the City as a reimbursable expense under Article V of this
Contract. The Design Development Phase shall be completed within the
agreed Performance Schedule.
(2) Architect shall submit to City a Revised Statement of Probable
Construction Cost in a form acceptable to the Director. Any variance
in the estimated construction costs that will adversely affect the
established Project Budget will be submitted to the Director with
appropriate comments and recommendations prior to beginning the
Construction Documents Phase.
(3) After approval of the Design Development Documents by the Director,
the Architect will submit a Statement, in triplicate, for services
rendered for the unpaid balance of the thirty -five (356) percent of
the Basic Fee authorized under Section 6.01.
2.03 Construction Documents Phase. The 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 entire Project, including the necessary
bidding information prepared in such a way to allow City, if it so
desires, to advertise for the award of one or more contracts for the
construction and completion of the entire Project, or any phase
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(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 fifteen (15) additional sets at Architect's
expense for bidding purposes. Should additional sets be required,
Architect will be reimbursed for the actual cost of reproduction,
upon approval in advance by City. Architect shall also file with the
Director at said time, the following items:
(9)
thereof; and Architect shall assist City in preparation of the
Bidding Forms, shall utilize without modification the City's
standard General and Supplementary General Conditions, and shall
draft all Special Conditions of the Contract. The City's standard
form of Contract between the City and the Contractor shall also be
utilized without modification, along with the City's form of Bid
Bond, Performance Bond and Payment Bond.
(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).
(b) Two (2) copies of detailed cost estimates in a form acceptable
to City.
(c) Four (9) 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.
After approval of the Construction Documents by the Director, the
Architect will submit a Statement, in triplicate, for services
rendered for the unpaid balance of the seventy -five (75°%) percent of
the Basic Fee authorized under Section 6.01.
2.06 Bidding Phase. 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:
(1) 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.
(2) Preparation of required addenda to Contract Documents.
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(3) Tabulation and evaluation of bids received.
(4) Jointly conducting pre -award conferences where necessary.
Architect's assistance to the 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.
Upon award of the Construction Contract, a statement, in triplicate, for
services rendered for the unpaid balance of the eighty (80 %) percent of the
Architect's Basic Fee authorized under Section 6.01 shall be submitted to the
City for payment.
2.07 Construction Phase - Administration of the Construction Contract(a). The
Construction Phase will commence with the award of the first 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 the Architect shall provide the following services,
(1) 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.
(2) Architect, as a representative of the City, shall advise and consult
with the Director and will keep the 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.
(3) Architect shall provide, during construction, adequate and competent
on -site construction observation, periodically visiting the site to
the extent necessary to personally familiarize itself with the
progress and quality of the work, and to determine if the work is
proceeding in accordance with the Contract Documents. 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 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 the City and the Project.
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(4) 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.
(5) Architect shall have authority to reject work which does not conform
to the Contract Documents. Architect shall make recommendations on
all claims and disputes of City or Contractor relating to the
execution and progress of the work or the interpretation of the
Contract Documents, based upon such review and analysis by Architect
as may reasonably be required. In the event of litigation, where
Architect is named as an additional party with the City, such
assistance will include the availability of knowledgeable witnesses
in the employ of Architect for expert testimony.
(6) Architect shall use its best efforts to promptly review and approve
or reject shop drawings, 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 restraints of the Project.
(7) 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 2.09(1) below.
(6) Architect shall conduct inspections 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 the Director for
City's approval and payment. In addition, Architect shall make an
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inspection of the Project at least thirty (30) days before the
expiration of the one (1) year warranty contained in the Contractor's
Performance Bond.
(9) Architect shall conduct regularly scheduled progress meetings with
the City, its Contractor and major subcontractors. Minutes of same
shall be prepared by Architect with copies submitted to the City's
Director.
(10) 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.
(11) 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 furnished by the Contractor to Architect.
Architect shall provide Record Construction Specifications which
will identify the changes in the specifications on a sheet, which
sheet will be inserted at the beginning of each section to which
they pertain.
2.08 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 a written Supplemental Agreement between City and Architect.
2.09 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 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 Director in advance of their
performance, they shall be paid for in the manner agreed to at the time of
authorization.
(1) Preparing Change Orders and supporting data and /or revising
previously approved plans when the changes in approved Plans and
Specifications are required by the City. If changes are required to
be made because of error, oversight, clarification, 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.
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(2) Providing consultation concerning replacement of any Project work
damaged by fire or other cause during construction, and furnishing
professional services as may be required in connection with the
replacement of such work, unless damage was the result 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.
agTICLE III.
CITY'S RESPONSIBILITIES
3.01 Full information. City shall provide full information regarding its
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 the Architect's work.
3.03 Survey. City shall furnish, or direct the 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.
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 the
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 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.
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ARTICLE IV
$IXED LIMIT OF TOTAL BUDGETED CONSTRUCTION COST
4.01 Budgeted Construction Costs. The fixed limit of total Budgeted Construction
Cost for this Project is $ 750,000.00. This amount in established as a condition
of this Contract, and shall provide the basis for Architect's design decisions.
Architect, in consultation with City, shall determine what materials, equipment,
component systems and types of construction are to be included in the Contract
Documents, and will make reasonable adjustments in the scope of the Project to
bring it within the fixed limit. With City approval, Architect may also include
in the Contract Documents alternate bids to adjust the construction cost to the
fixed limit. If the lowest responsible bid is within the fixed limit of total
Budgeted Construction Cost for the Project, or the Architect's latest detailed
estimate of Probable Construction Cost is still less than the fixed limit of
total Budgeted Construction Cost for the Project, established as a condition of
this Contract, City shall pay the Architect fees for Basic Services in accordance
with this Contract.
4.02 Procedures if bid(s) exceed Budgeted Construction Costs. If the lowest
responsible bid exceeds its portion of the fixed limit of total Budgeted
Construction Cost for the Project, and as a result thereof, or otherwise, the
latest estimate of Probable Construction Cost exceeds such fixed limit of total
Budgeted Construction Cost for the Project, established as a condition of this
Contract, City at its option may either (1) give written approval of an increase
in such fixed limit, with no obligation to increase Architect's fee, or (2)
authorize rebidding within a reasonable time, or (3) cooperate in revising the
Project scope and quality as required to reduce the Probable Construction Cost.
In the case of (3), Architect, without additional charge, shall immediately
modify the Drawings and Specifications as necessary to bring the Project cost
within the budgeted fixed limit, or within any higher fixed limit subsequently
authorized by City. The providing of this service shall be the limit of
Architect's responsibility in this regard, and having done so, Architect shall
be entitled to its fees in accordance with this Contract.
ARTICLE V
REIMBURSABLE EXPENSES
5.01 Reimbursable Expenses. Reimbursable Expenses are in addition to the fees for
Basic and Additional Services and include actual expenditures made by the
Architects, their employees, or their consultants in the interest of the Project
for the incidental expenses set forth below. Such expenses must be authorized in
advance. An allowance for Reimbursable Expenses not to exceed $7,200.00 is
established as a condition of this Contract.
5.02 Travel, phone, postage, reproduction, etc. When authorized in advance by
City, 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
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office use and the required number of sets at each phase of the work for City's
review, approval, and records, shall be reimbursable.
5.03 Overtime. If authorized in advance by City, the expense of extraordinary
overtime work, not due to Architect delays, requiring higher than regular rates,
and renderings, slides, photographs or models for the City's use shall be
reimbursable.
5.04 Texas Department of Licensing and Regulation fees. Any fees charged to the
Architect by the Texas Department of Licensing and Regulation for review and
approval of Design of Development documents shall be reimbursable.
5.05 Texas Natural Resource Conservation Commission fees. Any fees charged to the
Architect by the Texas Natural Resource Conservation Commission for the Water
Pollution Abatement Plan and for the Sewage Collection Fee shall be reimbursable.
5.06. Special consultants. If the employment of special consultants for
specialized design services is authorized by City, (for example, special lighting
and landscape consultants, special soil mechanics engineers, communications
consultants, etc.), fees for other than normally required architectural,
structural, mechanical, electrical and civil engineering services and the Basic
Services hereinbefore defined, shall be reimbursable.
6.01 Basic Services. Payments on account of Architect's Basic Services shall be
made monthly in proportion to the degree of completion of each Phase, but not to
exceed the following percentages of the respective fees at the completion and
approval of each Phase of the work:
Basic Services
ARTICLE VI
PAYMENTS TO THE ARCHITECT
Design Development Phase
Construction Documents
Bidding Phase
Construction Phase (periodic payments
based on ; of construction completed)
356 Basic Fee
755 Basic Fee
806 Basic Fee
1006 Basic Fee
6.02 Reimbursable Expenses and Additional Services. Payments for authorized
Reimbursable Expenses and Additional Services for Architect, as hereinbefore
referred to, shall be made following presentation, review and approval of the
Architect's detailed invoice in triplicate.
6.03 Deductions. No deductions shall be made from Architect's compensation on
account of penalty, liquidated damages or other sums withheld from payments to
Contractors.
6.04 Additions. No additions shall be made to Architect's compensation based upon
Project construction claims, whether paid by City or denied.
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6.05 Abandonment. If any work designed or specified by Architect during any Phase
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 the
City through its Director of such abandonment or suspension.
6.06 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 Director. Such invoices
shall conform to the schedule of services and costs in connection therewith set
out hereinabove. All Reimbursable Expenses shall be clearly shown. Should
additional backup 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.
6.07 Payment of Invoices. City reserves the right to correct any error that may
be discovered in any invoice that may have been paid to Architect and to adjust
the same to meet the requirements of the 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.
6.08 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 VII
ARCHITECT'S ACCOUNTING RECORDS
7.01 Accounting Records. Records of Architect's Consultant and Reimbursable
Expenses pertaining to the Project, and records of accounts between City and
Architect shall be kept on a generally recognized accounting basis and shall be
available to City or its authorized representatives at mutually convenient times.
ARTICLE VIII
TERMINATION AND DEFAULT
8.01 Termination. In connection with the work outlined in this Contract, it is
agreed and fully understood by Architect that 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
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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 the 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.
8.02 Default. Nothing contained in Section 8.01 above shall require the 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. The City shall
not be required to make any payments to the Architect when the Architect is in
default under this Contract, nor shall this Article constitute a waiver of any
right, at law and at equity, which the City may have if the Architect is in
default, including the right to bring legal action for damages or to force
specific performance of this Contract.
ARTICLE IX
OWNERSHIE OF DOCUMENTS
9.01 Document Submittals. All Plans and drawings will be prepared and submitted
by Architect to City for approval on a minimum 24 -inch by 36 -inch or maximum 32-
inch by 42 -inch drafting sheets, with all lettering processed in ink or pencil
and clearly legible when the sheets are reproduced and reduced to half size.
9.02 Property of City. All Architect's designs and work product under this
Contract including, but not limited to, Tracings, Drawings, Estimates,
Specifications, Investigations, Studies and other documents, completed or
partially completed, shall be the property of the City, to be used as City
desires, without restriction on future use; by execution of this Contract and in
consideration of the fee for services to be paid under the Contract, Architect
hereby conveys, transfers and assigns to City all rights under the Federal
Copyright Act of 1976 (or any successor copyright statute), as amended, all
common law copyrights and all other intellectual property rights acknowledged by
law in the Project designs and work product developed under this Contract. Copies
may be retained by Architect. Architect shall be liable to City for any loss or
damage to any such documents while they are in the possession of or while being
worked upon by the Architect or anyone connected with Architect, including
agents, employees, consultants or subcontractors. All documents so lost or
damaged shall be replaced or restored by Architect without cost to City.
9.03 Delivery of Documents. Upon completion of the construction of the Project,
Architect shall, within thirty (30) calendar days following final inspection,
deliver to City the reproducible Record Drawings and Record Specifications as
previously described in Section 2.07(11) hereinabove. In addition, Architect
shall submit originals of all documents listed under Section 9.02, modified to
actual as -built conditions.
9.04 No Architect's Liability for Changes. Architect shall have no liability for
changes made to the drawings by other architects subsequent to the completion of
12
the Project. Any such change shall be sealed by the Architect making that change
and shall be appropriately marked to reflect what was changed or modified.
ARTICLE 7(
GENERAL. SUPPLEMENTARY AND SPECIAL CONDITIONS:
CONTRACT ADMINISTRATIOR
10.01 General, Supplementary and Special Conditions. The 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, the 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 the City will be included under the Special
Conditions portion of the Construction Documents.
10.02 Contract Administration. This Contract shall be administered on behalf of
the 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 XI
RESPONSIBILITY FOR WORK; INDEMNIFICATION AND INSURANCE
11.01 Architect's Responsibility for Work. Approval by the 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 the 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.
11.02 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, its 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
the 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 the 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
13
not intended to create or grant any rights, contractual or otherwise, to any
other person or entity.
11.03 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, Plana 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, regardless of
whether or not City is proven to have actively induced or contributed to the
infringement. Architect will pay any and all resulting costs, damages and
attorney's fees finally awarded, provided that
(1) City promptly notifies Architect in writing of the claim; and
(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.
(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 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.
11.04 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
$ 100,000.00, from a company authorized to do insurance business in Texas and
otherwise acceptable to City.
14
11.05 Bubconsultant 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 11.04 above, including the required provisions and additional policy
conditions as shown below in Section 11.06. 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.
11.06 Insurance Policy Endorsements. Each insurance policy under paragraph 11.04
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.
City Manager, City of Round Rock
221 E. Main St.
Round Rock, Texas 78664
Architect shall also notify City, within 24 hours after 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.
15
(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.
11.07 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 XII
COMPLIANCE WITH LAWS. CHARTER AND ORDINANCES. ETC.
12.01 Compliance with Laws. The 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.
12.02 Taxes. Architect will pay all taxes, if any, required by law arising by
virtue of the services performed hereunder. The City is qualified for exemption
pursuant to the provisions of Section 151.309 of the Texas Limited Sales, Excise,
and Use Tax Act.
ARTICLE XIII
TERM
13.01 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.
13.02 Project Performance Schedule. 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.
ARTICLE XIV
,FINANCIAL INTEREST PROHIBITED; CONFIDENTIAL
14.01 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
16
product, materials or equipment that will be recommended or required for the
construction of the Project.
14.02 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 the City's Director.
ARTICLE XV
GENERAL PROVISIONS
15.01 Time is of the Essence. Architect understands and agrees that time is of
the essence and that any failure of the 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. The Architect shall be fully
responsible for its delays or for failures to use its best efforts in accordance
with the terms of this Contract. Where damage is caused to the City due to the
Architect's failure to perform in these circumstances, the 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.
15.02 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.
15.03 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 the City's Director.
15.04 Amendments. This Contract, representing the entire agreement between the
parties, may be amended or supplemented by mutual agreement of the parties hereto
in writing.
15.05 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.
15.06 Notices. All notices and correspondence to City by Architect shall be
mailed or delivered as follows:
Jim Nuse
Director of Public Works
221 E. Main St.
Round Rock, Texas 78664
17
All notices and correspondence from City to Architect shall be mailed
or delivered to the Architect as follows:
J. Michael Faulk
J. Michael Faulk, Architects
8905 Joachim Lane
Austin, Texas 78717
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- 98 -10 -22 -1081 approved by the City Council on
October 22, 1998, and J. Michael Faulk, Architects signing by and through its
duly authorized representatives, thereby binding the parties hereto, their
successors, assigns and representatives for the faithful and full performance of
the terms and provisions of this Contract.
CITY OF ROUND ROCK
BY
18
Charles Culpeppe its Mayor
J. MICHAEL FAULK, AARCHITECTS
BY: \i. -l/a• �
J.Michael Faulk
THE TEXAS BOARD OF ARCHITECTURAL EXAMINERS, P.O. BOX
12337, AUSTIN, TEXAS 78711 -2337 OR 333 GUADALUPE, SUITE
2 -350, AUSTIN, TEXAS 75701- 3942,(512) 305 -9000, HAS
JURISDICTION OVER INDIVIDUALS LICENSED UNDER THE
ARCHITECTS' REGISTRATION LAW, TEXAS CIVIL STATUTES,
ARTICLE 249a.
STATE OF TEXAS
COUNTY OF ROUND ROCK
HUY
s
5
ARCHITECT'S CONTRACT
FOR
FIRESTATION #5
Resolution No.
Approved
KNOW ALL MEN BY THESE PRESENTS:
THIS CONTRACT is made and entered into as of the day of
, by and between the CITY OF ROUND ROCK, a home rule
municipal corporation of Williamson County, Texas (hereinafter referred to as
"City ",) and J. MICHAEL FAULK, ARCHITECTS,with offices located at 606 Elder Way,
Round Rock, Texas 78664 (hereinafter referred to as the "Architect ").
W I T N E S S E T H:
WHEREAS, City intends to construct Firestation #5, hereinafter called the
"Project", at a total budgeted construction cost not to exceed $7S ,ObD DO for
the completion of the Project, and total compensation for Architect's services
not to exceed $56 Q0, which includes an allowance for Reimbursable Expenses
not to exceed $040 and an allowance for project specific professional
liability insurance not to exceed $ , as further described
hereinbelow; and
WHEREAS, the City desires to contract with the Architect for complete
architectural and engineering services in connection with design and construction
of the Project, and for the administration of the Construction Contract during
construction of the Project,. all as hereinafter stipulated and within the limits
the City has budgeted therefor; and
WHEREAS,Architect has agreed to provide such professional services for the
compensation provided herein;
NOW, THEREFORE, City and Architect, in consideration of the terms,
covenants and conditions herein contained, 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 this Contract and Architcct'a Pr p oal Lcttcr t
City, dated , attached hcrct as Exhibit "A" and made a part
f aai Pao pal and te4a C ntract, the tcrma f thin C ntract ohall c ntr 1.
1.02 Compensation. City shall compensate Architect in accordance with the terms
and conditions of this Contract as follows:
1
(1) r r Archit t'o Pr Doaign Ccrviccc, including the scrvi so of any
profcooional consultant° engaged for oomplcte programming ocrvicen,
orchitootural acr' - coo and complete otructural, aeohanioal,
(2)
(3)
nee esteeed $ Pifh R
For Architect's Basic Services, including the services of any
professional consultants engaged for complete architectural services
and complete structural, mechanical, electrical and civil
engineering services, a maximum Basic Fee not to exceed $
For approved Reimbursable Expenses, as defined in Article V hereof,
an allowance not to exceed spasm Eligible Reimbursable
Expenses, other than Special Consultants, shall be billed to the
City at cost. Eligible Reimbursable Expenses for Special Consultants
shall be billed to the City at 1.10 times the amount billed
Architect for same.
(4) For Architect's Additional Services, if any be authorized in advance
by City as hereinafter provided, a supplemental fee to be computed
as follows:
(a) Principals' time at a fixed rate of $65 per hour. For purposes
of this Contract, the Principal is:
J. Michael Faulk
(b) Employees' time shall be paid at the following agreed rates:
Associate Architect $55 per hour
Draftsman $45 per hour
Secretary $30 per hour
(c) Additional Services of Basic Consultants (including
structural, mechanical, electrical and civil engineering)
shall be computed at 1.10 times the amounts billed to
Architect. Additional Services of Special Consultants shall be
computed at 1.10 times the amount billed Architect for such
services.
(5) Unless subsequently changed by Supplemental Agreement to this
Contract, duly authorized by City Council Resolution, Architect's
total compensation under this Contract for Pre- Design and Basic
Services shall not exceed $$52 4, plus a not -to- exceed amount of
map for approved Reimbursable Expenses, plus a not -to- exceed
amount of $ for project specific professional liability
insurance. These amounts, totaling $ represent the
absolute limit of City's liability to Architect under this Contract,
unless same shall be changed by Supplemental Agreement hereto.
(6) The times and further conditions of payment shall be as described in
Article VI hereof.
ARTICLE II
ARCHITECT'S SERVICES
2
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2.02 Basic Services. The Architect's Basic Services consist generally of the five
phases described below, and include complete architectural services and complete
structural, mechanical, electrical and civil engineering services, and such other
services as may be necessary to assist the City in the design and construction
of the Project, within the limits the City has budgeted therefor, and in
compliance with the Project Facility Program, which is hereby made a part of this
Contract for all purposes. All services set out in Architect's Proposal Letter
are to be performed whether specifically set out hereinbelow or not. 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 in Architect's Proposal Letter, delineating their
respective tasks. All Architect's consultants shall be subject to the approval
of the City through its Director of Public Works, and the 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." Architect's Final
Plans and Specifications shall include plans and profiles necessary to tie all
Project water, sewer and storm drainage lines into adjacent existing lines and
facilities, as authorized and approved by 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.
2.03 Schematic Design Phase. Architect shall provide the following schematic
design phase services:
(1) Architect shall consult with City to clarify the requirements of the
Facility Program for the Project and shall conform the Schematic
Design to such requirements.
(2) Architect shall survey and evaluate those environmental conditions
in the immediate vicinity of the Project site which may influence
the design of the Project. Architect shall prepare, for
consideration of and approval by City, the Schematic Design Studies,
and submit five (5) copies of drawings and other documents which
illustrate the scale and relationship of the Project components
within the time allotted under the agreed Performance Schedule.
(3) Architect shall submit to City a Statement of Probable Construction
Cost based on current area, volume or other unit costs in a form
acceptable to the Director.
(4) The Architect will make recommendations to the City where a conflict
may exist between the established Project Budget and the Facility
Program. Said recommendations will provide for adjustments to enable
construction of the facility within the budget and during the
forecast period that the Project will be bid.
(5) Architect shall submit outline specifications for all major elements
of construction including but not limited to: structural,
mechanical, electrical systems, and special equipment.
(6) After approval of the Schematic Design documents by the Director,
Architect will submit a Statement, in triplicate, for services
rendered for the unpaid balance of the fifteen (15 %) percent of the
Basic Fee authorized under Section 6.01.
2.04 Design Development Phase. The Architect shall provide the following design
development phase services:
(1) Architect shall prepare Design Development Documents based on the
approved Schematic Design Documents to include adequate
Specifications for elements of the Project for consideration and
approval by the Director. Six (6) copies each of said documents will
be submitted for distribution; one (1) copy to the Texas Department
of Licensing and Regulation in Austin, Texas, and five (5) copies to
the City, each consisting of drawings and other documents to fix and
describe the size, cross sections and character of the Project as to
architectural, structural, mechanical and electrical systems,
materials, and such other essentials as may be necessary and
appropriate. Architect shall obtain the approval of the Texas
Department of Licensing and Regulation prior to submittal of all
Design Development Documents to City for approval. Any fees charged
by the Department for this approval shall be paid by Architect and
billed to the City as a reimbursable expense under Article V of this
Contract. The Design Development Phase shall be completed within the
agreed Performance Schedule.
(2) Architect shall submit to City a Revised Statement of Probable
Construction Cost in a form acceptable to the Director. Any variance
in the estimated construction costs that will adversely affect the
established Project Budget will be submitted to the Director with
appropriate comments and recommendations prior to beginning the
Construction Documents Phase.
(3) After approval of the Design Development Documents by the Director,
the Architect will submit a Statement, in triplicate, for services
rendered for the unpaid balance of the thirty -five (356) percent of
the Basic Fee authorized under Section 6.01.
2.05 Construction Documents Phase. The 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,
C9nstxuCtxoo D §cum@ni;$, which
documents shall set forth in detail the requirements of the entire
Project, including the necessary bidding information prepared in
such a way to allow City, if it so desires, to advertise for the
award of one or more contracts for the construction and completion
of the entire Project, or any phase thereof; and Architect shall
assist City in preparation of the Bidding Forms, shall utilize
without modification the City's standard General and Supplementary
4
General Conditions, and shall draft all Special Conditions of the
Contract. The City's standard form of Contract between the City and
the Contractor shall also be utilized without modification, along
with the 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 fifteen (15) additional sets at Architect's
expense for bidding purposes. Should additional sets be required,
Architect will be reimbursed for the actual cost of reproduction,
upon approval in advance by City. 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).
(b) Two (2) copies of detailed cost estimates in a form acceptable
to City.
(c) Four (9) 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.
(4( ft x approval of tie rxnstrrctaon „Cocum n
Architect wi 1 stths t a Statement,*;: in tr
rendeed fcr the unpaid balance ct the pessent
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2.06 Bidding Phase. 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:
(1) 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.
(2) Preparation of required addenda to Contract Documents.
(3) Tabulation and evaluation of bids received.
5
(4) Jointly conducting pre -award conferences where necessary.
Architect's assistance to the 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.
Upon award of the Construction Contract, a statement, in triplicate, for
services rendered for the unpaid balance of the eighty (804) percent of the
Architect's Basic Fee authorized under Section 6.01 shall be submitted to the
City for payment.
2.07 Construction Phase - Administration of the Construction Contract(s). The
Construction Phase will commence with the award of the first 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 the Architect shall provide the following services:
(1) 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.
(2) Architect, as a representative of the City, shall advise and consult
with the Director and will keep the 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.
(3) Architect shall provide, during construction, adequate and competent
on -site construction observation, periodically visiting the site to
the extent necessary to personally familiarize itself with the
progress and quality of the work, and to determine if the work is
proceeding in accordance with the Contract Documents. 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 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 the City and the Project.
(4) 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
6
to any specific qualifications stated in the Certificate); and that
the Contractor is entitled to payment in the amount certified.
(5) Architect shall have authority to reject work which does not conform
to the Contract Documents. Architect shall make recommendations on
all claims and disputes of City or Contractor relating to the
execution and progress of the work or the interpretation of the
Contract Documents, based upon such review and analysis by Architect
as may reasonably be required. In the event of litigation, where
Architect is named as an additional party with the City, such
assistance will include the availability of knowledgeable witnesses
in the employ of Architect for expert testimony.
(6) Architect shall use its best efforts to promptly review and approve
or reject shop drawings, 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 restraints of the Project.
(7) 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
identif and fully comp in the Change Ord Arcl`#.xtebt
Camperisation f9 eparation of Chan e= ()radars i4;', $ray s)1aII. b0
0ter40e€1 by: °erection 2 0M (.) below
(8) Architect shall conduct inspections 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 the Director for
City's approval and payment. In addition, Architect shall make an
inspection of the Project at least thirty (30) days before the
expiration of the one (1) year warranty contained in the
Contractor's Performance Bond.
(9) Architect shall conduct regularly scheduled progress meetings with
the City, its Contractor and major subcontractors. Minutes of same
shall be prepared by Architect with copies submitted to the City's
Director.
(10) 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.
(11) 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 furnished by the Contractor to Architect.
Architect shall provide Record Construction Specifications which
will identify the changes in the specifications on a sheet, which
7
sheet will be'inserted at the beginning of each section to which
they pertain. .
2.08 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 a written Supplemental Agreement between City and Architect.
2.09 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 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 Director in advance of their
performance, they shall be paid for in the manner agreed to at the time of
authorization.
(1) Preparing Change Orders and supporting data and /or revising
previously approved plans when the changes in approved Plans and
Specifications are required by the City. If changes are required to
be made because of error, oversight, clarification, 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 may be 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 its
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 the Architect's work.
3.03 Survey. City shall furnish, or direct the 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.
8
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 the
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 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
FIXED LIMIT OF TOTAL BUDGETED CONSTRUCTION COST
4.01 Budgeted Construction Costs. The fixed limit of total Budgeted Construction
Cost for this Project is $ 000i00,=: This amount is established as a condition
of this Contract, and shall provide the basis for Architect's design decisions.
Architect, in consultation with City, shall determine what materials, equipment,
component systems and types of construction are to be included in the Contract
Documents, and will make reasonable adjustments in the scope of the Project to
bring it within the fixed limit. With City approval, Architect may also include
in the Contract Documents alternate bids to adjust the construction cost to the
fixed limit. If the lowest responsible bid is within the fixed limit of total
Budgeted Construction Cost for the Project, or the Architect's latest detailed
estimate of Probable Construction Cost is still less than the fixed limit of
total Budgeted Construction Cost for the Project, established as a condition of
this Contract, City shall pay the Architect fees for Basic Services in accordance
with this Contract.
4.02 Procedures if bid(s) exceed Budgeted Construction Costs. If the lowest
responsible bid exceeds its portion of the fixed limit of total Budgeted
Construction Cost for the Project, and as a result thereof, or otherwise, the
latest estimate of Probable Construction Cost exceeds such fixed limit of total
Budgeted Construction Cost for the Project, established as a condition of this
Contract, City at its option may either (1) give written approval of an increase
in such fixed limit, with no obligation to increase Architect's fee, or (2)
authorize rebidding within a reasonable time, or (3) cooperate in revising the
Project scope and quality as required to reduce the Probable Construction Cost.
In the case of (3), Architect, without additional charge, shall immediately
modify the Drawings and Specifications as necessary to bring the Project cost
within the budgeted fixed limit, or within any higher fixed limit subsequently
authorized by City. The providing of this service shall be the limit of
Architect's responsibility in this regard, and having done so, Architect shall
be entitled to its fees in accordance with this Contract.
ARTICLE V
REIMBURSABLE EXPENSES
5.01 Reimbursable Expenses. Reimbursable Expenses are in addition to the fees for
Basic and Additional Services and include actual expenditures made by the
Architects, their employees, or their consultants in the interest of the Project
for the incidental expenses set forth below. Such expenses must be authorized in
..............
advance. An allowance for Reimbursable Expenses not to exceed $7,1,05:0 09 is
established as a condition of this Contract. - --
9
5.02 Travel, phone, postage, reproduction, etc. When authorized in advance by
City, 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, approval, and records, shall be reimbursable.
5.03 Overtime. If authorized in advance by City, the expense of extraordinary
overtime work, not due to Architect delays, requiring higher than regular rates,
and renderings, slides, photographs or models for the City's use shall be
reimbursable.
5.04 Texas Department of Licensing and Regulation fees. Any fees charged to the
Architect by the Texas Department of Licensing and Regulation for review and
approval of Design of Development documents shall be reimbursable.
5.05. Special consultants. If the employment of special consultants for
specialized design services is authorized by City, (for example, special lighting
and landscape consultants, special soil mechanics engineers, communications
consultants, etc.), fees for other than normally required architectural,
structural, mechanical, electrical and civil engineering services and the Basic
Services hereinbefore defined, shall be reimbursable.
6.01 Pre - Design and Basic Services. Payments on account of Architect's Pre - Design
and Basic Services shall be made monthly in proportion to the degree of
completion of each Phase, but not to exceed the following percentages of the
respective fees at the completion and approval of each Phase of the work:
Pre - Design Services Percentage of completion
as provided in Section 2.01
Basic Services
ARTICLE VI
PAYMENTS TO THE ARCHITECT
Schematic Design Phase
Design Development Phase
Construction Documents
Bidding Phase
Construction Phase (periodic payments
based on % of construction completed)
10
15% Basic Fee
35% Basic Fee
75% Basic Fee
S0t Basic Fee
100% Basic Fee
6.02 Reimbursable Expenses and Additional Services. Payments for authorized
Reimbursable Expenses and Additional Services for Architect, as hereinbefore
referred to, shall be made following presentation, review and approval of the
Architect's detailed invoice in triplicate.
6.03 Deductions. No deductions shall be made from Architect's compensation on
account of penalty, liquidated damages or other sums withheld from payments to
Contractors.
6.04 Additions. No additions shall be made to Architect's compensation based upon
Project construction claims, whether paid by City or denied.
6.05 Abandonment. If any work designed or specified by Architect during any Phase
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 the
City through its Director of such abandonment or suspension.
6.06 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 Director. Such invoices
shall conform to the schedule of services and costs in connection therewith set
out hereinabove. All Reimbursable Expenses shall be clearly shown. Should
additional backup 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.
6.07 Payment of Invoices. City reserves the right to correct any error that may
be discovered in any invoice that may have been paid to Architect and to adjust
the same to meet the requirements of the 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.
6.08 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 VII
ARCHITECT'S ACCOUNTING RECORDS
7.01 Accounting Records. Records of Architect's Consultant and Reimbursable
Expenses pertaining to the Project, and records of accounts between City and
Architect shall be kept on a generally recognized accounting basis and shall be
available to City or its authorized representatives at mutually convenient times.
ARTICLE VIII
TERMINATION AND DEFAULT
8.01 Termination. In connection with the work outlined in this Contract, it is
agreed and fully understood by Architect that 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 the 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.
8.02 Default. Nothing contained in Section 8.01 above shall require the 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. The City shall
not be required to make any payments to the Architect when the Architect is in
default under this Contract, nor shall this Article constitute a waiver of any
right, at law and at equity, which the City may have if the Architect is in
11
default, including the right to bring legal action for damages or to force
specific performance of this Contract.
ARTICLE I$
OWNERSHIP OF DOCUMENTS
9.01 Document Submittals. All Plans and drawings will be prepared and submitted
by Architect to City for approval on a minimum 24 -inch by 36 -inch or maximum 32-
inch by 42 -inch drafting sheets, with all lettering processed in ink or pencil
and clearly legible when the sheets are reproduced and reduced to half size.
9.02 Property of City. All Architect's designs and work product under this
Contract including, but not limited to, Tracings, Drawings, Estimates,
Specifications, Investigations, Studies and other documents, completed or
partially completed, shall be the property of the City, to be used as City
desires, without restriction on future use; by execution of this Contract and in
consideration of the fee for services to be paid under the Contract, Architect
hereby conveys, transfers and assigns to City all rights under the Federal
Copyright Act of 1976 (or any successor copyright statute), as amended, all
common law copyrights and all other intellectual property rights acknowledged by
law in the Project designs and work product developed under this Contract. Copies
may be retained by Architect. Architect shall be liable to City for any loss or
damage to any such documents while they are in the possession of or while being
worked upon by the Architect or anyone connected with Architect, including
agents, employees, consultants or subcontractors. All documents so lost or
damaged shall be replaced or restored by Architect without cost to City.
9.03 Delivery of Documents. Upon completion of the construction of the Project,
Architect shall, within thirty (30) calendar days following final inspection,
deliver to City the reproducible Record Drawings and Record Specifications as
previously described in Section 2.07(11) hereinabove_ In addition, Architect
shall submit originals of all documents listed under Section 9.02, modified to
actual as -built conditions.
9.04 No Architect's Liability for Changes. Architect shall have no liability for
changes made to the drawings by other architects subsequent to the completion of
the Project. Any such change shall be sealed by the Architect making that change
and shall be appropriately marked to reflect what was changed or modified.
ARTICLE X
GENERAL, SUPPLEMENTARY AND SPECIAL CONDITIONS;
CONTRACT ADMINISTRATION
10.01 General, Supplementary and Special Conditions. The 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, the 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 the City will be included under the Special
Conditions portion of the Construction Documents.
10.02 Contract Administration. This Contract shall be administered on behalf of
the 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 XI
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RESPONSIBILITY FOR WORK: INDEMNIFICATION AND INSURANCE
11.01 Architect's Responsibility for Work. Approval by the 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 the 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.
11.02 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, its 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
the 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 the 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.
11.03 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, regardless of
whether or not City is proven to have actively induced or contributed to the
infringement. Architect will pay any and all resulting costs, damages and
attorney's fees finally awarded, provided that:
(1) City promptly notifies Architect in writing of the claim; and
(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.
(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
13
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.
11.04 Insurance. Architect, at Architect's sole coat, shall purchase and maintain
during the term of this Contract the minimum insurance coverage provided in
Exhibit n attached t and made a part f thin Contractie.t's'
::s-(c,.�;z,,.,s,,;,i< =s. g :, from a company authorized to do insurance 'husiness in Texas
and otherwise'''acceptable to City.
11.05 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 11.04 above, including the required provisions and additional policy
conditions as shown below in Section 11.06. 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.
11.06 Insurance Policy Endorsements. Each insurance policy under paragraph 11.04
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.
City Manager, City of Round Rock
221 E. Main St.
Round Rock, Texas 78664
Architect shall also notify City, within 24 hours after 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
14
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.
(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.
11.07 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 XII
COMPLIANCE WITH LAWS, CHARTER AND ORDINANCES, ETC.
12.01 Compliance with Laws. The 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.
12.02 Taxes. Architect will pay all taxes, if any, required by law arising by
virtue of the services performed hereunder. The City is qualified for exemption
pursuant to the provisions of Section 151.309 of the Texas Limited Sales, Excise,
and Use Tax Act.
ARTICLE XIII
TERM
13.01 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.
13.02 Project Performance Schedule. 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.
ARTICLE XIV
FINANCIAL INTEREST PROHIBITED• CONFIDENTIALITY
14.01 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.
15
14.02 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 the City's Director.
ARTICLE XV
GENERAL PROVISIONS
15.01 Time is of the Essence. Architect understands and agrees that time is of
the essence and that any failure of the 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. The Architect shall be fully
responsible for its delays or for failures to use its best efforts in accordance
with the terms of this Contract. Where damage is caused to the City due to the
Architect's failure to perform in these circumstances, the 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.
15.02 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.
15.03 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 the City's Director.
15.04 Amendments. This Contract, representing the entire agreement between the
parties, may be amended or supplemented by mutual agreement of the parties hereto
in writing.
15.05 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.
15.06 Notices. All notices and correspondence to City by Architect shall be
mailed or delivered as follows:
Jim Nuse
Director of Public Works
221 E. Main St.
Round Rock, Texas 78664
All notices and correspondence from City to Architect shall be mailed
or delivered to the Architect as follows:
J. Michael Faul
J. Michael Faulk Architects
G0G E1dcr Wa 8505 J oa c hi m 0408
m ock Audi,, Texas 78669 78717
16
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. ar•roved by the City Council on
, 199 ', and + �' ?'r %'10 '5° a. signing by and through its
u y au t orize represen a ves, t er =•y in mg the parties hereto, their
successors, assigns and representatives for the faithful and full performance of
the terms and provisions of this Contract.
•
CITY OF ROUND ROCK
BY
BY
17
Charles Culpepper, its Mayor
J. MICHAEL FAULK, ARCHITECTS
J.Michael Faul, its
THE TEXAS BOARD OF ARCHITECTURAL EXAMINERS, P.O. BOX
12337, AUSTIN, TEXAS 78711 -2337 OR 333 GUADALUPE, SUITE
2 -350, AUSTIN, TEXAS 78701- 3942,(512) 305 -9000, HAS
JURISDICTION OVER INDIVIDUALS LICENSED UNDER THE
ARCHITECTS' REGISTRATION LAW, TEXAS CIVIL STATUTES,
ARTICLE 249a.
DATE: October 16, 1998
SUBJECT: City Council Meeting — October 22, 1998
ITEM: 10.B.1. Consider a resolution authorizing the Mayor to execute an agreement
with J. Michael Faulk, Architect for the design of a Fire Station at the
Deepwood site. This agreement totals $61,860 and includes engineering
services as well as the architectural design. The engineering services
include structural, plumbing, electrical, air conditioning, civil
engineering, landscape and irrigation design. The total construction cost
for this project is estimated at $750,000.00. Staff Resource Person: Jim
Nuse, Public Works Director.
Mayor
Charles Culpepper
Mayor Pro
Robert Stluka
Cornell Members
Earl M. Hairston
Rick Stewart
Earl Palmer
Martha Chavez
Jimmy Joseph
City Manager
Robert L. Bennett, Jr.
City Attorney
Stephan L. Sheets
CITY OF ROUND ROCK
December 14, 1998
Mr. J. Michael Faulk
J. Michael Faulk, Architects
8905 Joachim Lane
Austin, Texas 78717
Dear Mr. Faulk:
Sincerely,
Joanne Land
Assistant City Manager/
City Secretary
Enclosures
Fax: 512-218-7097
1- 800 - 735- 2989TDD 1- 800.735 -2988 Voice
www. ci. round -rock 1x.us
221 East Main Street
Round Rack, Texas 78664
512-218-5400
The Round Rock City Council approved Resolution No. R- 98- 10- 22 -10B1 at
their regularly scheduled meeting on October 22, 1998. This resolution
addresses the professional architectural services for the design of a Fire Station
at the Deepwood site.
Enclosed is a copy of the resolution and original agreement for your files. If
you have any questions, please do not hesitate to call.