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Contract - Brinkley Sargent Architects - 7/10/2014
City of Round Rock Agreement for Architectural Services for City of Round Rock Public Safety Training Facility with Brinkley Sargent Architects Based upon AIA Document B141 -1997 1997 Edition - Electronic Format Standard Form of Agreement between Owner and Architect AGREEMENT made as of the t tyl CI-0-Ny of the month of .IIA IV in the year Two Thousand Fourteen. BETWEEN the Architect's client identified as the City or the Owner: City of Round Rock 221 East Main Street Round Rock. Williamson and Travis Counties, Texas 78664 and the Architect: Brinklev Sargent Architects 611 South Coneress Avenue. Suite 225 Austin. 'I cxas 78704 For the following Project: Professional architectural services and design services related to the construction of a Public Safety Training Facility consisting of approximately 24.467 square ft. for Police Training Administration/Training; approximately 32.000 square R for a Police St.. Round Rock Texas 78665. Professional services for this Project shall include but not be limited to, Schematic Design, Design Development Construction Documents, Bidding Phase and Construction Observation. The Owner and the Architect agree as follows: ARTICLE 1.1 INITIAL INFORMATION 1.1.1 This Agreement is based on the following information and assumptions. The Architect shall furnish the delineated services including but not limited to meeting with the Owner's representatives and others designated by the Owner to determine needs and requirements, rendering professional consultation and advice furnishing all necessary design and contract administration services for the referenced Proiece and providing other specialized services Architectural services shall include the submittal of plans for Texas Accessibility Standards (TASI review, which is a requirement of federal law to comply with the ADA if the construction budget exceeds $50.000 00304768 /ss2 R-2014-1571 1.1.2 PROJECT PARAMETERS 1.1.2.1 The objective or use is: The referenced Project consists of professional planning, design, and construction services related to the following, New construction of a Round Rock Public Safety Training Facility. 1.1.2.2 The physical parameters are: The Public Safety Training Facility is planned to be built at 2701 North Mays St., Round Rock, Texas. 1.1.2.3 The Owner's Program is: The program of development shall include but not be limited to the following elements: Schematic Design Phase. Design Development Phase, Construction Documents Phase, Bidding Phase and Construction Administration Phase. The tasks performed as a part of each element shall be as stated in Exhibit "A" attached hereto and incorporated herein for all purposes. The parties agree that elements, or portions thereof, may be omitted by the Owner for reasons including meeting the Project budget. Schedule Proposed schedule for the Project is as follows: Phase or Action Completion Program Verification September 2014 Masterplan Pricing August 2014; October 2014 Owner Review November 2014 Phase I: Schematic Design March 2015 Phase I: Design Development July 2015 Phase I: Design Development Pricing September 2015 Phase I: Bidding/Contract March 2016 Phase I: Construction March 2017 Phase 1: Punch/FF&E May 2017 Phase I: Occupancy June 1, 2017 Phase 2: Review Documents for Bid January 2018 Phase 2: Bidding/Contract March 2018 Phase 2: Construction May 2019 Phase 2: Punch/FF&E July 2019 Phase 2: Occupancy No later than July 16, 2019 The Architect will maintain project schedule in a format acceptable to the City throughout the duration of the Project. 1.1.2.4 The legal parameters are: Not applicable. 1.1.2.5 The financial parameters arc as follows: 1. The Fee Schedule relative to this Agreement is as follows: A. Professional Services In consideration for the professional services to be performed by the Architect. the Citv agrees to nav the Architect a total sum not to exceed One Million Nine Hundred Eighty -Two Thousand Dollars and no/100 ($1,982,000.00). Said sum is a fixed not -to -exceed amount, and shall be paid as delineated in the attached Exhibit "A" which is incorporated herein by reference for all purposes. Such not -to -exceed sum includes amounts paid for Architect's servicers: and for consultant fees for MEP engineers, structural engineers, civil engineers. and ADA consultants: and for reimbursable expenses, as follows: B. Reimbursable Expenses Allowance Payment for reimbursable expenses, including administrative charges and out -of pocket expenses. shall not exceed the maximum sum of Sixty -Eight Thousand Six Hundred Sixty -Nine Dollars and no/100 ($68,669.00), and such amount is included in the not -to -exceed total fee recited herein. C. Not -to -exceed total payment for Professional Services and Reimbursable Expenses payable hereunder: Unless subsequently changed by Supplemental Agreement hereto, the Architect's total compensation for services and reimbursables hereunder shall not exceed $1,982,000.00. Such amount represents the absolute limit of the City's liability to the Architect unless same shall be changed by additional Supplemental Agreement. and the City shall pay, strictly within the confines of the not -to -exceed sums recited herein. the Architect's professional fees and reimbursable expenses for work done on behalf of the City. No deductions shall be made for the Architect's compensation on account of penalty, liquidated damages or other sums withheld from payments to the Architect. No additions shall be made to the Architect's compensation based on Project claims, whether paid by the City or denied. D. Additional Services: Additional services are defined as anv-services not listed_as a basic service includin revisions to previously -approved plans that necessitate additional work for the Architect substantive changes in Project scope, or additional work necessitated by unknown or reasonably unforeseen circumstances. The parties expressly agree that such additional services would be performed under a supplemental agreement negotiated at a time subsequent to this Agreement. Submittals with applications to agencies with jurisdiction (i.e. TCEO. City) are included as a basic service. Submittal, filing and review fees charged by authorities having jurisdiction shall be a reimbursable expense. 1.1.2.6 The time parameters are: Services hereunder shall commence immediately upon receipt by the Architect of this fully -executed Agreement. Completion shall be not later than March 2018. Other time parameters or adiustments to time parameters may be determined at a later date by mutual agreement of the parties. 1.1.2.7 The proposed procurement or delivery method for the Project is: Professional services such as architectural/planning will be engaged by negotiated contract. The general contractor for construction will be selected by the construction manager -at -risk delivery method. 1.1.2.8 Other parameters are: Unknown at this time. 1.1.3 PROJECT TEAM 1.1.3.1 The Owner's Designated Representatives are: Steve Norwood, City Manager City of Round Rock 221 East Main Street Round Rock, Texas 78664 Travis Wilkes Building Construction Manager City of Round Rock 212 Commerce Boulevard Round Rock. Texas 78664 Telephone Number (512) 341-3317 Email Address: twilkes a.roundrocktexas.gov 1.1.3.2 The persons or entities, in addition to the Owner's Designated Representatives, who are required to review the Architect's submittals to the Owner are: Not designated at this time. 1.1.3.3 The Owner's consultants and contractors are: Architect of Record / Prime Firm: Brinklev Sargent Architects 1.13.4 The Architect's Designated Representative is: Denny Boles, AIA. LEED AP. Principal 611 South Congress Avenue, Suite 225 Austin, Texas 78704 1.13.5 The consultants retained at the Architect's expense are: G2 Solutions Group Hendrix Consulting Engineers Hart. Gaugler & Associates Datacom Design_Group Rob Roy Parnell, Inc. 1.1.4 Other important initial information is: Not applicable. 1.1.5 When the services under this Agreement include contract administration services, the General Conditions of the Contract for Construction shall be the edition of AIA Document A201 as modified between the Owner and the Contractor. Duties, responsibilities and limitations of authority of the Architect shall not be restricted, modified or extended without written agreement of the Owner and the Architect with consent of the Contractor, which consent shall not be unreasonably withheld. The Architect consents to the modifications of AIA Document A201 General Conditions of the Contract for Construction between the Owner and the Contractor. 1.1.6 It is expressly understood and agreed by and between the parties hereto that any alteration in schedule, compensation and Change in Services shall be effected only by Supplemental Agreement hereto. Any such Supplemental Agreement to this Agreement must be duly authorized by appropriate Citv Council or Citv Manager action. ARTICLE 1.2 RESPONSIBILITIES OF THE PARTIES 1.2.1 The Owner and the Architect shall fully cooperate with one another to fulfill all of their respective obligations required under this Agreement. Both parties shall endeavor during the full term hereof to maintain good working relationships among all members of the Project team. 1.2.2 OWNER 1.2.2.1 Unless otherwise provided under this Agreement, the Owner shall provide full information in a timely manner regarding requirements for and limitations on the Project. The Owner shall furnish to the Architect, within fifteen (15) days after receipt of a written request, information necessary and relevant for the Architect to evaluate, give notice of or enforce lien rights. 1.2.2. The Owner shall establish and periodically update the budget for the Project. including that portion allocated for the Cost of the Work, the Owner's other costs, and reasonable contingencies related to all costs. 1.2.2.3 The Owner's Designated Representatives identified in Paragraph 1. 1.3 shall be authorized to act on the Owner's behalf with respect to the Project. The Owner or Owner's Designated Representatives shall render decisions in a timely manner pertaining to documents submitted by the Architect in order to avoid unreasonable delay in the orderly and sequential progress of the Architect's services. 1.2.2.4 The Owner shall furnish the services of consultants other than those designated in Paragraph 1.1.3 or authorize the Architect to furnish them as a Change in Services when such services are requested by the Architect and are reasonably required by the scope of the Project and are approved by the Owner. 1.2.2.5 Unless otherwise provided in this Agreement, and if requested in writing, the Owner shall furnish or pay for tests, inspections and reports required by law or the Contract Documents, such as structural, mechanical, and chemical tests, tests for air and water pollution, and tests for hazardous materials. 1.2.2.6 The Owner shall furnish all legal, insurance and accounting services, including auditing services, that may be reasonably necessary at any time for the Project to meet the Owner's needs and interests. 1.2.2.7 Each party shall provide prompt written notice to the other if either becomes aware of any fault or defect in the Project, including any errors, omissions or inconsistencies in the Architect's Instruments of Service. 1.2.2.8 The Owner will furnish building_ permits without charge. Electrical, plumbing and other trade permits will be the responsibility of the construction contractor. Any charges which may be assessed for tap fees will be paid by the Owner and are not to be included by the Architect in the specifications for the Project. However, the Owner agrees to reimburse the Architect the actual costs of review fees associated with Texas Building Accessibility reviews. and reviews by other authorities having iurisdiction. 1.2.2.9 The Owner will provide the Architect with miscellaneous items such as the Proiect Facility Program. two (2) copies of the City of Round Rock General and Sul2plementary Conditions for Building Construction, Wage Rates. Contract and Bond Forms, and such other information and materials as may be necessary and practicable for the orderly and expeditious pro reg ss 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. 1.2.2.10 The Owner will provide timely review and response to inquiries in order to maintain an orderly progression. 1.2.2.11 The Owner will furnish relevant design standards and Owner -furnished equipment specifications. 1.2.3 ARCHITECT 1.2.3.1 The services performed by the Architect, the Architect's employees and the Architect's consultants shall be as enumerated in Article 1.4 and as enumerated elsewhere herein, in attached and accompanying documents, in supplemental documents, and in related documents. 1.2.3.2 The Architect's services shall be performed as expeditiously as is consistent with professional skill and care and the orderly progress of the Project. The Architect shall submit for the Owner's approval a schedule for the performance of the Architect's services which initially shall be consistent with the time periods established in Subparagraph 1.1.2.6 and which may be adjusted, if necessary and approved by the Owner, as the Project proceeds. This schedule shall include allowances for periods of time required for the Owner's review, for the performance of the Owner's consultants, and for approval of submissions by authorities having jurisdiction over the Project. Time limits established by this schedule approved by the Owner shall not, except for reasonable cause, be exceeded by the Architect or the Owner. 1.2.3.3 The Architect's Designated Representative identified in Paragraph 1. 1.3 shall be authorized to act on the Architect's behalf with respect to the Project. 1.2.3.4 The Architect shall maintain the confidentiality of information specifically designated as confidential by the Owner, unless withholding such information would violate the law, create the risk of significant harm to the public or prevent the Architect from establishing a claim or defense in an adjudicatory proceeding. The Architect shall require of the Architect's consultants similar agreements to maintain the confidentiality of information specifically designated as confidential by the Owner. 1.2.3.5 Except with the Owner's knowledge and consent, the Architect shall not engage in any activity, or accept any employment, interest or contribution that would reasonably appear to compromise the Architect's professional judgment with respect to this Project. 1.2.3.6 The Architect shall review laws, codes, and regulations applicable to the Architect's services. The Architect shall respond in the design of the Project to requirements imposed by governmental authorities having jurisdiction over the Project. 1.2.3.7 The Architect shall be entitled to reasonably rely on the accuracy and completeness of services and information furnished by the Owner. Each party shall provide prompt written notice to the other if either becomes aware of any errors, omissions or inconsistencies in such services or information. ARTICLE 1.3 TERMS AND CONDITIONS 1.3.1 COST OF THE WORK 1.3.1.1 The Cost of the Work shall be the total cost or, to the extent the Project is not completed, the estimated cost to the Owner of all elements of the Project designed by the Architect. 1.3.1.2 The Cost of the Work shall include the cost at reasonable current market rates of labor and materials furnished by the Owner and equipment designed, specified, selected or specially provided for by the Architect, including the costs of management or supervision of construction or installation provided by a separate construction manager or contractor, for the Contractor's overhead and profit. 1.3.1.3 The Cost of the Work does not include the compensation of the Architect and the Architect's consultants, the costs of the land, rights-of-way and financing or other costs that are the responsibility of the Owner. 1.3.2 INSTRUMENTS OF SERVICE 1.3.2.1 Drawings, specifications and other documents, including those in electronic form, prepared by the Architect and the Architect's consultants are Instruments of Service for use solely with respect to this Project. All of the Architect's designs and work product under this Agreement, including but not limited to Tracings. Drawings. Estimates. Specifications. Investigations, Studies and other documents, shall be the grogel ty of the Owner, to be used as the Owner desires: by execution of this Agreement and in confirmation of the fee for services to be paid under this Agreement. the Architect herebyconveys, transfers and assigns to the Owner all rights under the Federal Copyright Act of 1976 (or any successor copyright statute), as amended, all common law copyrights and all other intellectual grope rights acknowledged by law in the Proiect designs and work product developed under this Agreement. Copies may be retained by the Architect. The Architect shall be liable to the Owner for any loss or damage to any such documents while they are in the possession of or while being worked upon by the Architect or anyone connected with the Architect, including agents, employees, consultants or subcontractors. All documents so lost or damaged shall be replaced or restored by the Architect without cost to the Owner. 1.3.2.2 Upon execution of this Agreement, the Architect grants to the Owner permission to reproduce the Architect's Instruments of Service for purposes of constructing, using and maintaining the Project, provided that the Owner shall comply with all obligations, including prompt payment of all sums when due, under this Agreement. The Architect shall obtain similar permission from the Architect's consultants consistent with this Agreement. If and upon the date the Architect is adjudged in default of this Agreement, the Owner is permitted to authorize other similarly credentialed design professionals to reproduce and, where permitted by law, to make changes, corrections or additions to the Instruments of Service for the purposes of completing, using and maintaining the Project. 1.3.2.3 The Owner shall not assign, delegate, sublicense, pledge or otherwise transfer any permission granted herein to another party without the prior written agreement of the Architect. However, the Owner shall be permitted to authorize the Contractor, Subcontractors, Sub -subcontractors and material or equipment suppliers to reproduce applicable portions of the Instruments of Service appropriate to and for use in their execution of the Work. Submission or distribution of Instruments of Service to meet official regulatory requirements or for similar purposes in connection with the Project is permitted. Any unauthorized use of the Instruments of Service shall be at the Owner's sole risk and without liability to the Architect and the Architect's consultants. 1.3.2.4 Prior to the Architect providing to the Owner any Instruments of Service in electronic form or the Owner providing to the Architect any electronic data for incorporation into the Instruments of Service, the Owner and the Architect shall by separate written agreement set forth the specific conditions governing the format of such Instruments of Service or electronic data, including any special limitations not otherwise provided in this Agreement. 1.3.2.5 All plans and drawings will be prepared and submitted by the Architect to the Owner for approval on a minimum 24 - inch by 36 -inch or maximum 32 -inch by 42 -inch drafting sheet. with all lettering, processed in ink or pencil and clearly legible when the sheets are reproduced and reduced to half size. 1.3.2.6 Upon completion of the construction of the Proiect. the Architect shall, within thirty (30) calendar days from receipt of final -as -built mark-ups from the contractor, deliver to the Owner the reproducible Record Drawings and Record Specifications as described supplementally herein. In addition. the Architect shall submit originals of all documents listed under Section 1.3.2.1 modified to actual as -built conditions as provided by the General Contractor. 1.3.2.7 The Architect shall have no liability for changes made to the drawings. Any such change shall be sealed by the architect making that change and shall be appropriately marked to reflect what was changed or modified. To the extent permitted by law, the Owner agrees to indemnify. defend and hold harmless the Architect for any claims, damages, suits and loss of every kind and re for the unauthorized re -use of the Architect's Instruments of Service 1.3.3 CHANGE IN SERVICES 1.3.3.1 Change in Services of the Architect, including services required of the Architect's consultants, may be accomplished after execution of this Agreement, without invalidating the Agreement, if mutually agreed in writing. It is expressly understood and agreed by and between the parties hereto that any alteration in schedule, compensation and Change in Services shall be effected only by Supplemental Agreement hereto. Any such Supplemental Agreement to this contract must be duly authorized by appropriate City Council or City Manager action. It is expressly agreed by the parties that, as to services hereunder, the total sum of $1,982,000.00, which includes authorized reimbursable expenses, shall represent the absolute limit of the Owner's liability to the Architect unless same shall be changed by Supplemental Agreement hereto. 1.3.3.2 Change in Services of the Architect may include a change in the cost of the work over $16,970.00 if the increase is authorized by the Owner. 1.3.4 MEDITATION 1.3.4.1 Any claim, dispute or other matter in question arising out of or related to this Agreement shall be subject to mediation. If such matter relates to or is the subject of a lien arising out of the Architect's services, the Architect may proceed in accordance with applicable law to comply with lien notice or filing deadlines prior to resolution of the matter by mediation. 1.3.4.2 The Owner and the Architect shall endeavor to resolve claims, disputes and other matters in question between them by mediation. Request for mediation shall be filed in writing with the other party to this Agreement, and,mediation shall proceed in advance of legal or equitable proceedings, which shall be stayed pending mediation for a period of 60 days from the date of filing, unless stayed for a longer period by agreement of the parties or court order. 1.3.4.3 The parties shall share the mediator's fee and any filing fees equally. The mediation shall be held in the place where the Project is located, unless another location is mutually agreed upon. Agreements reached in mediation shall be enforceable as settlement agreements in any court having jurisdiction thereof. 1.3.5 ARBITRATION 1.3.5.1 The Owner and the Architect hereby expressly agree that no claims or disputes between the Owner and the Architect arising out of or relating to the contract documents or a breach thereof shall be decided by any arbitration proceeding, including, without limitation, any proceeding under the Federal Arbitration Act (9 U.S.C. Section 1-14) or any applicable state arbitration statute, except that in the event that the Owner is subject to an arbitration proceeding related to the Project, the Architect consents to be joined in the arbitration proceeding if the Architect's presence is required or requested by the Owner for complete relief to be accorded in the arbitration proceeding. 1.3.6 CLAIMS FOR CONSEQUENTIAL DAMAGES 1.3.6.1 The Architect and the Owner waive consequential damages for claims, disputes or other matters in question arising out of or relating to this Agreement. This mutual waiver is applicable, without limitation, to all consequential damages due to either party's termination in accordance with Paragraph 1.3.8. 1.3.7 MISCELLANEOUS PROVISIONS 1.3.7.1 This Agreement shall be governed by the laws of the state of Texas, and venue shall lie in Williamson County, Texas. 1.3.7.2 Terms in this Agreement shall have the same meaning as those in the edition of AIA Document A201, General Conditions of the Contract for Construction, as modified between the Owner and the Contractor. 1.3.7.3 Causes of action between the parties to this Agreement pertaining to acts or failures to act shall be deemed to have accrued and the applicable statutes of limitations shall commence to run not later than either the date of Substantial Completion for acts or failures to act occurring prior to Substantial Completion or the date of issuance of the final Certificate for Payment for acts or failures to act occurring after Substantial Completion. In no event shall such statutes of limitations commence to run any later than the date when the Architect's services are substantially completed. 1.3.7.4 To the extent damages are covered by property insurance during construction, the Owner and the Architect waive all rights against each other and against the contractors, consultants, agents and employees of the other for damages, except such rights as they may have to the proceeds of such insurance as set forth in the edition of AIA Document, A201, General Conditions of the Contract for Construction, as modified between the Owner and the Contractor. The Owner or the Architect, as appropriate, shall require of the contractors, consultants, agents and employees of any of them similar waivers in favor of the other parties enumerated herein. 1.3.7.5 Nothing contained in this Agreement shall create a contractual relationship with or a cause of action in favor of a third party against either the Owner or the Architect. 1.3.7.6 Unless otherwise provided in this Agreement, the Architect and the Architect's consultants shall have no responsibility for the discovery, presence, handling, removal or disposal of or exposure of persons to hazardous materials or toxic substances in any form at the Project site. 1.3.7.7 The Architect shall have the right to include photographic or artistic representations of the design of the Project among the Architect's promotional and professional materials. The Architect shall be given reasonable access to the completed Project to make such representations. However, the Architect's materials shall not include the Owner's confidential or proprietary information if the Owner has previously advised the Architect in writing of the specific information considered by the Owner to be confidential or proprietary. The Owner shall provide professional credit for the Architect in the Owner's promotional materials for the Project. 1.3.7.8 If the Owner requests the Architect to execute certificates, the proposed language of such certificates shall be submitted to the Architect for review at least fourteen (14) days prior to the requested dates of execution. The Architect shall not be required to execute certificates that would require knowledge, services or responsibilities beyond the scope of this Agreement. 1.3.7.9. The Owner and the Architect, respectively, bind themselves, their partners, successors, assigns and legal representatives to the other party to this Agreement and to the partners, successors, assigns and legal representatives of such other party with respect to all covenants of this Agreement. Neither the Owner nor the Architect shall assign this Agreement without the written consent of the other, except that the Owner may assign this Agreement to an institutional lender providing financing for the Project. In such event, the lender shall assume the Owner's rights and obligations under this Agreement. The Architect shall execute all consents reasonably required to facilitate such assignment. 1.3.8 TERMINATION OR SUSPENSION 1.3.8.1 If the Owner fails to make payments to the Architect in substantial compliance with this Agreement, such failure may be considered substantial nonperformance and cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, prior to suspension of services, the Architect shall give fifteen LU5 days' written notice to the Owner. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Architect shall be paid all non -disputed sums due prior to suspension. The Architect's fees for the remaining services and the time schedules shall be equitably adjusted. 1.3.8.2 In connection with the work outlined in this Agreement, it is agreed and fully understood by the Architect that the Owner may cancel or indefinitely suspend further work hereunder or terminate this contract either for cause or for the convenience of the Owner, upon fifteen (15) days' written notice to the Architect, with the understanding that immediately upon receipt of said notice all work and labor being performed under this Agreement shall cease. The Architect shall invoice the Owner for all work satisfactorily completed and shall be compensated in accordance with the terms of this Agreement for all work accomplished prior to the receipt of said notice. No amount shall be due for lost or anticipated profits All plans field surveys, maps, cross sections and other data. designs and work related to the Project shall become the property of the Owner upon termination of this Agreement_ and shall be promptly delivered to the Owner in a reasonably organized form without restriction on future use. Should the Owner subsequently contract with a new architect for continuation of services on the Project. the Architect shall cooperate in providing information. 1.3.8.3 Nothing contained in Section 1.3.8.2 immediately above shall require the Owner to pay for any work which is unsatisfactory as determined by the Owner's representative or which is not submitted in compliance with the terms of this Agreement. The Owner shall not be required to make any payments to the Architect when the Architect is in default under this contract. nor shall this section constitute a waiver of any right, at law or at equity, which the Owner may have if the Architect is in default, including the right to bring legal action for damages or to force specific performance of this Agreement 1.3.9 PAYMENTS TO ARCHITECT 1.3.9.1 Payments on account of services rendered and for Reimbursable Expenses incurred shall be made monthly upon presentation of the Architect's statement of services. No deductions shall be made from the Architect's compensation on account of penalty, liquidated damages or other sums withheld from payments to contractors, or on account of the cost of changes in the Work other than those for which the Architect has been adjudged to be liable. 1.3.9.2 Reimbursable Expenses, in an amount not to exceed $68.669.00, are included in the not -to -exceed sum for compensation for the Architect's services and include expenses incurred by the Architect and the Architect's employees and consultants directly related to the Project, as identified in the following clauses: .1 transportation in connection with the Project, authorized out-of-town travel and subsistence, and electronic communications; .2 fees paid for securing approval of authorities having jurisdiction over the Project; .3 reproductions, plots, standard form documents, postage, handling and delivery of Instruments of Service; .4 reimbursable expenses as designated in Paragraph 1.5.5.; and .5 other similar direct Project -related expenditures. 1.3.9.3 Records of Reimbursable Expenses, of expenses pertaining to a Change in Services, and of services performed on the basis of hourly rates or a multiple of Direct Personnel Expense shall be available to the Owner or the Owner's authorized representatives at mutually convenient times. 1.3.9.4 Direct Personnel Expense is defined as the direct salaries of the Architect's personnel engaged on the Project and the portion of the cost of their mandatory and customary contributions and benefits related thereto, such as employment taxes and other statutory employee benefits, insurance, sick leave, holidays, vacations, employee retirement plans and similar contributions. ARTICLE 1.4 SCOPE OF SERVICES AND OTHER SPECIAL TERMS AND CONDITIONS 1.4.1 Enumeration of Parts of the Agreement. This Agreement represents the entire and integrated agreement between the Owner and the Architect and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by written instrument signed by both the Owner and the Architect. This Agreement comprises the documents listed below. 1.4.1.1 Standard Form of Agreement between Owner and Architect with Standard Form of Architect's Services, AIA Document B 141-1997, as herein amended. 1.4.1.2 Other documents as follows: Exhibit "A" supplementing the Scope of Services and Project Schedule. "Supplemental Agreement No. l" supplementing Standard Form of Agreement between Owner and Architect with Standard Form of Architect's Services, AIA Document 8141-1997. 1.4.2 Special Terms and Conditions. Special terms and conditions that modify this Agreement are as follows: Americans with Disabilities Act (ADA) and Texas Accessibility Standards (TAS) provide that it is a violation of ADA/TAS to design and construct a facility for first occupancy later than January 26. 1993 that does not meet the accessibility and usability requirements of the ADA/TAS except where an entity can demonstrate that it is structurally impractical to meet such requirements. The Architect will use its best professional efforts to interpret and meet applicable ADA/TAS requirements and other federal, state and local laws, rules, codes, ordinances and regulations as they apply to the Project. ARTICLE 1.5 COMPENSATION 1.5.1 For the Architect's services as described herein, compensation shall be computed as follows: The Architect's total compensation for services hereunder shall not exceed the sum of $1,982,000.00 established herein, which sum includes authorized reimbursable expenses. 1.5.2 If the services of the Architect are changed as described in Subparagraph 1.3.3.1, the Architect's compensation may be adjusted. 1.5.3 For a Change in Services of the Architect's consultants, compensation shall be computed as a multiple of one (l. 00) times the amounts billed to the Architect for such services. 1.5.4 For Reimbursable Expenses as described in Subparagraph 1.3.9.2, and any other items included in Paragraph 1.5.5 as Reimbursable Expenses, the compensation shall be computed as a multiple of one (1.00 ) times the expenses incurred by the Architect, and the Architect's employees and consultants. 1.5.5 Other Reimbursable Expenses, if any, are as follows: None 1.5.6 The rates and multiples for services of the Architect and the Architect's consultants as set forth in this Agreement shall be adjusted in accordance with their normal salary review practices. 1.5.7 An initial payment of Zero and No/100 Dollars (S 0.00) shall be made upon execution of this Agreement and is the minimum payment under this Agreement. It shall be credited to the Owner's account at final payment. Subsequent payments for services shall be made monthly, and where applicable, shall be in proportion to services performed on the basis set forth in this Agreement. 1.5.8 Payments are due and payable thirty 30 days from the date of the Architect's invoice, or not later than the time oeriod ree uired under the Texas Prompt Payment Act whichever is later. Non -disputed amounts unpaid six 60 days after the invoice date shall bear interest at the rate entered below, or in the absence thereof at the legal rate prevailing from time to time at the principal place of business of the Architect. Payments hereunder shall be made in accordance with the Prompt Payment Act. This Agreement entered into as of the day and year first written above. CITY OF ROUND ROCK, TEXAS XASS 'V By: M ayor, Alan McGraw Date: �+' ( D • 14— ATTEST: q' ATTEST: By: Sara L. White, Ci y Jerk ARCHITECT BRINKLEY SARGENT ARCHITECTS Denny B lets, AIA, LEED AP, Principal Date: }''%�rJC �T4 FOR C► , PPROVAED AS TO FORM: phan L. heels, City Attorney 10 EXHIBIT A CITY OF ROUND ROCK PUBLIC SAFETY TRAINING CENTER SERVICES AND COMPENSATION BASIC AND SUPPLEMENTAL SERVICES INCLUDED IN THE CONTRACT SCOPE OF WORK 71.1 BASIC A/E SERVICES: FEE $1,518,750 Architectural. Structural Engineering (reference Exhibit J), and Mechanical, Electrical and Plumbing Engineering (reference Exhibit K) and Training Consultant (Reference Exhibit L) Services. Fees to be billed monthly by percent complete of each phase as follows: Schematic Design Phase 15% Design Development 30% Construction Document Phase 30% Bidding Phase 5% Construction Administration Phase 20% Total 100% The initial building construction budget is set at $22,500,000 for contractual purposes. Basic services fee represents 6.75% of construction budget. This budget may be adjusted from time to time by City authorization. Should the City authorized construction budget increase during Design Development phase, Architect will receive a fee adjustment equal to 6.75% of budget increase. The Architect will receive no adjustment in the fixed fee should the actual accepted construction bid vary from the budget and subsequently be approved by the City. NOTE: Project meetings will occur every 2 weeks. Phase One construction is anticipated to last 12 months. Phase Two construction is anticipated to last 14 months. (Reference Exhibit A3) Should construction proceed beyond 3 additional months for either Phase, through no fault of the Architect, the Architect reserves the right to seek additional services based upon a per month fee of $7,000. 11.2 SUPPLEMENTAL SERVICES INCLUDED AS PART OF SERVICES TO BE PROVIDED: 1. Additional Construction Administration Services: Fee $14,580 Schedule currently shows two phases of construction. (Reference Exhibit A3) Basic service costs will increase with inflation over this period. Construction budget is currently anticipated to be $9,000,000 in Phase Two. Based upon a 6.75% fee for Phase Two with an assumption of 12% inflation over 24 month period between Phase One & Phase Two additional services would be as follows: $9,000,000 (Phase 2 Budget) @ 6.75% (Fee) x 20% (Article 11.1 C.A. Phase Allocation) x 12% Inflation =$14,580 2. Civil Engineering: Fee $261,400 Civil Engineering services including site horizontal control, water and sewer plans, utility plans, drainage maps, paving plans, grading plans, erosion control, site retaining walls, and utility coordination. On-site water detention services are included as part of this scope of work. (Reference Exhibit M) 3. Accessibility Consulting Services: Fee $5,125 Review of design development documents by state approved firm for conformance to TAS requirements. Development of a substantial completion punch list report for contractor TAS conformance. State mandated construction document review and final state mandated site inspection report. (Reference Exhibit N) Exhibit A, Page 1 of 5 CITY OF ROUND ROCK PUBLIC SAFETY TRAINING CENTER 4. Landscape Design Services: Landscape Design Services for the Project will be provided by CMAR Vendor. 5. Cost Estimating Services: Cost estimating by CMAR. 6. Site Survey/Platting Not included in services. (Provided by City) 7. Off -Site Utilities: Not included in services. (No scope identified in Public Safety Training Center Study) 8. Furniture Selection: Furniture selection & procurement by City. 9. Technology Systems Design Services: Fee $113,476 Design of City I.T. cabling & backbone system. Design of video surveillance, electronic security systems. (Reference Exhibit Q) 10. Audio/Visual/Acoustic Consulting: Audio/Visual/Acoustic Consulting Services for the Project will be provided by CMAR Vendor. 11.3 REIMBURSABLE EXPENSES: BUDGET ESTIMATE $65,069 Project related expenses as outlined in Article 11.8 of 13101-2007 Contract. Expenses also include 3D modeling consultation services during design. All expenses will be billed at cost. Budget includes some cost items over which architect has limited control and therefore this cost is an estimate and may be adjusted with City approval. 11.4 FEE SUMMARY A. Basic Services $1,518,750 B. Supplementary Services $ 394,581 Total Professional Services $1,913,331 C. Reimbursable Budget 68,669 Total Contract $11982,000 11.4.1 SUPPLEMENTARY SERVICES FEES All fees associated with supplemental services are to be considered as a "not to exceed amount". Any increases for supplemental services may only be done with authorization of the City. In addition, all work to be performed under supplemental services will only be billed for the actual work performed even if considered as lump sum fee. Any reduction in the scope of work, tasks to be completed or change to the desired duties performed by the provider of the supplemental services will have a corresponding reduction on the fee charged for those services. Any supplemental service may be reduced or eliminated by the City after consultation with the Architect as long as such reduction or elimination occurs prior to performance of such work. 11.5 SCOPE OF WORK ASSUMPTIONS A. Geotechnical report provided by City. B. Materials testing services during construction to be provided by Owner. C. Site environmental Phase One services by Owner. 11.6 OPTIONAL ADDITIONAL SERVICES A. Graphic design consultants as requested by City. B. Art consultant coordination as requested by City. C. Traffic study consulting services. Exhibit A. Page 2 of 5 Exhibit A, Page 3 of 5 UA S L 'f L May 27, 2014 t A R S Mr. Travis Wilkes 6 City of Round Rock, General Services Division 1 Building Construction Manager 1 212 Commerce Boulevard Round Rock, Texas 78664 s C 0N Re: City of Round Rock Public Safety Training Center y R Dear Mr. Wilkes: e S Brinkley Sargent Architects (BSA) is pleased to offer the following proposal for the City of Round S ak Rock. The proposal is based on information provided by the Owner and correspondence between the Owner and BSA. A Im The proposal provides services for the City's new Public Safety Training Center with an E N approximate construction budget of $22,500,000. Scope of services and associated fees include: u E Schematic Design Phase 15% $287,000 Design Development Phase 30% $574,000 S Construction Document Phase 30%u $574,000 Bidding Phase 5% $95,660 s 1 Construction Administration Phase 20% $382,671 Reimbursables S68,669 E Total Fee $1,982,000 2 t 2 E Project team information: s L Architect p Brinkley Sargent Architects A N w Attn: Denny Boles u o . 611 South Congress Avenue, Suite 225 S N 8 Austin, Texas 78704 i E R Sub-Consultants N S N 1 K G2 Solutions Group 2 L Attn: Mark Graham s 4110 Costero Risco T - Y San Clemente, California 92673 j YJj x s A Hendrix Consulting Engineers A i R a Attn: Buck Hendrix S 0 c� 115 East Main Street s N� R� Round Rock, Texas 78664 7 s X17 8 4 7 7 C 0 00 r 4 0 1 ZY Exhibit A, Page 3 of 5 Hart, Gaugler & Associates Attn: Bill Gaugler John Blacker 12801 North Central Expressway, Suite 1400 Dallas, Texas 75243 Datacom Design Group Attn: Rob Hicks 7600m Burnet Road, Suite 350 Austin, Texas 78757 Rob Roy Parnell, Inc. Attn: Rob Roy Parnell 237 Swiftwater Cove Dripping Springs, Texas 78620 Refer to attached exhibit for schedule. Contact me if you have any questions or need additional information. Sincerely, Denny Boles, AIA, LEED AP Principal Exhibit A, Page 4 of 5 n a PSv T�Vv. 0 � C J _ a 0 f' l 3k a r. f o s 0 a s Y a c.wa� a F c 0 a' o o � o a � e N o f g G o G u 2j o f Exhibit A, Page 5 of 5 ACCOR tf CERTIFICATE OF LIABILITY INSURANCE i/2/2o ate' THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED, the policy(les) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endomement(s). PRODUCER Keystone Southwest Insurance Agency CONTACT Linda Nichols PHONE(9']2) 771_3861 FAX Nol. (972)772-1021 P O Box 1747 DRE :lnichols@kswins . com ADDRESS: INSURERS AFFORDING COVERAGE NAIC 0 Rockwall TX 75087 INSURER American Casualty Ins. Co. x 0427 INSURED INSURERB.Continental Casualty Insurance 0443 12945 BRINKLEY SARGENT ARCHITECTS INSURERC:Texas Mutual Insurance Co. 5000 QUORUM DRIVE STE 600 INSURER D Suite 600 INSURER E: DALLAS TX 75240 INSURER F: GUVERAGES CERTIFICATE NUMBER:13/14 RFVISICIN NtIMBFR- THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE AUTHORIZED REPRESENTATIVE POLICY NUMBER POLICY EFF MMIDDIYYYY) POLICY EXP (MM1ODnnnM LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 2,000,000 DAMAGE TO RM PREMISES Ea occurrence $ 300,000 X COMMERCIAL GENERAL LIABILITY A CLAIMS -MADE F-1 OCCUR 2026492125 2/15/2013 2/15/2014 MED EXP (Any one person) $ 10,000 PERSONAL 8 ADV INJURY $ 2,000,000 X ARCH/ENGINEERS BLKT . GENERAL AGGREGATE $ 4,000,000 Additional Insured GEWL AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ 4,000,000 PRO- LOC POLICY X JECT $ AUTOMOBILE LIABILITY Ea accident) tSIN E 110 000 B X ANY AUTO BODILY INJURY (Per person) $ ALL OWNED SCHEDULED AUTOS AUTOS 2048498452 2/15/2013 2/15/2014 erax BODILY INJURY (Per $ NON -OWNED HIRED AUTOS AUTOS PROPERTY DAMAGE Per accident)$ PIP -Basic $ X UMBRELLA UAB X OCCUR Follow form EACH OCCURRENCE $ 2,000,000 AGGREGATE $ 2,000,000 B EXCESS LIAB CLAIMS -MADE DED FX I RETENTION$ 10,000 $ 2095624102 2/15/2013 2/15/2014 C WORKERS COMPENSATIONX WC STATU- TORY I OTH- AND EMPLOYERS' LIABILITY Y / N E.L. EACH ACCIDENT $ 500,000 ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER(MEMBER EXCLUDED? E] (Mandatory In NH) N I A SF0001175909 /1/2014 /1/2015 E.L. DISEASE - EA EMPLOYEE $ 500,000 If yes. describe under E.L. DISEASE - POLICY LIMIT $ 500,000 DESCRIPTION OF OPERATIONS below DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (Attach ACORD 101, Additional Remarks Schedule, If more space Is required) General Liability policy includes Blanket Waiver of Subrogation and Blanket Additional Insured when required by written contract. CERTIFICATE HOLDER cANrFI I eTInN AUUKU lb (ZU1 WU5) INS025 mmmnns% m ©1988-2010 ACORD CORPORATION. All rights reserved. Tho ArnR11 nama and Innn ara ronlcforarl m2r4a of ArnRr1 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Master File Copy ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE James Leeker/LINDA AUUKU lb (ZU1 WU5) INS025 mmmnns% m ©1988-2010 ACORD CORPORATION. All rights reserved. Tho ArnR11 nama and Innn ara ronlcforarl m2r4a of ArnRr1 ACORzy CERTIFICATE OF LIABILITY INSURANCE DATE a" DDNYYY) THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terns and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder In lieu of such endorsement(s). PRODUCER McLaughlin Brunson Insurance Agency, LLP 12801 N. Central Expressway, Suite 1710 CONTACT Joseph A Bryant PHONE FAX C No Ext• (214) 503-1212 AIC No:(214) 503-8899 Dallas TX 75243 E-MAIL ADDRESS: INSURERS AFFORDING COVERAGE NAIC # INSURER A:Lexington Insurance Company 19437 INSURED (972) 960-9970 Brinkley Sargent Architects, Inc. INSURER B INSURER C: 5000 Quorum Drive, Suite 600 Suite 600 INSURER D: INSURER E: Dallas TX 75254 INSURER F: COVERAGES CERTIFICATE NUMBER: Cert ID 23913 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. I IN.TR TYPE OF INSURANCE AUTHORIZED REPRESENTATIVE POLICY NUMBER M DD EFF EXP MWDD LIMITS GENERAL LIABILITY EACH OCCURRENCE $ DAMAGE TO RENTED PREMISES Ea occurrence $ COMMERCIAL GENERAL LIABILITY CLAIMS -MADE FIOCCUR MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GENERAL AGGREGATE $ FEN-L—AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ POLICY PRO.JECTLOC $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea aoadent BODILY INJURY (Per person) $ ANY AUTO ALL OWNEDSCHEDULED AUTOS AUTOS BODILY INJURY (Per accident) $ NON -OWNED HIRED AUTOS AUTOS PROPERTY DAMAGE Per accident $ UMBRELLA UAB OCCUR EACH OCCURRENCE $ AGGREGATE $ EXCESS LIAR CLAIMS -MADE DED F RETENTION $ $ WORKERS COMPENSATION WC STATU- I OTH- AND EMPLOYERS' LIABILITY Y / N ANY PROPRIETOR/PARTNER/EXECUTiVE OFFICER/MEMBER EXCLUDED? E] NIA TORY LIMITS ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYE $ (Mandatory In NH) If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ A Professional Liability N Y 031428238 2/15/2014 2/15/2015 Per Claim/ $ 2,000,000 Annual Aggregate DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space Is required) The claims made professional liability coverage is the total aggregate limit for all claims presented within the policy period and is subject to a deductible. CERTIFICATE HOLDER coNCFI I OTInN ©1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25 (2010105) The ACORD name and logo are registered marks of ACORD Page 1 of 1 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Master Certificate ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE tell 4 & ©1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25 (2010105) The ACORD name and logo are registered marks of ACORD Page 1 of 1