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R-04-03-25-14G3 - 3/25/2004RESOLUTION NO. R -04-03-25-14G3 WHEREAS, the City of Round Rock desires to retain professional architectural services for the design and construction phase of the new Police Station -at 501 E. Old Settlers Boulevard, and WHEREAS, Brinkley Sargent Architects, Inc. has submitted a Standard Form of Agreement Between Owner and Architect with Standard Form of Architect's Services ("Agreement"), and Supplemental Agreement No. 1 to provide said services, and WHEREAS, the City Council desires to enter into said Agreement, and Supplemental Agreement No. 1 with Brinkley Sargent Architects, Inc., Now Therefore BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK, TEXAS, That the Mayor is hereby authorized and directed to execute on behalf of the City a Standard Form of Agreement Between Owner and Architect with Standard Form of Architect's Services ("Agreement"), and Supplemental Agreement No. 1 with Brinkley Sargent Architects, Inc. for the design and construction phase of the new Police Station, a copy of same being attached hereto as Exhibit "A" and incorporated herein for all purposes. The .City Council hereby finds and declares that written notice of the date, hour, place and subject of the meeting at which this Resolution was adopted was posted and that such meeting was open to the public as required by law at all times during which this Resolution and the subject matter hereof were discussed, considered and formally acted upon, all as required by the Open Meetings Act, Chapter 551, Texas Government Code, as amended. ?FDe32top'.:ODMA/WORLD✓YiO:/WDO7:/RESOLUTI,R40325G3.WF5/ C RESOLVED this 25th day of March, 2004. ATnl -i*vE Via, CHRISTINE R. MARTINEZ, City Secre L, Mayor ity of Round Rock, Texas 2 4.,...d: IA Document B141T" -1997 Part 1 Standard Form of Agreement Between Owner and Architect with Standard Form of Architect's Services TABLE OF ARTICLES 1.1 INITIAL INFORMATION 1.2 RESPONSIBILITIES OF THE PARTIES 1.3 TERMS AND CONDITIONS 1.4 SCOPE OF SERVICES AND OTHER SPECIAL TERMS AND CONDITIONS 1.5 COMPENSATION AGREEMENT made as of the day of (In words, indicate day, month and year) in the year BETWEEN the Architect's client identified as the Owner: (Name, address and other information) City of Round Rock 221 East Main Street Round Rock, Texas 78664 and the Architect: (Name, address and other information) Brinkley Sargent Architects 5000 Quorum Drive, Suite 123 Dallas, Texas 75254 Telephone Number: 972-960-9970 Fax Number: 972-960-9751 For the following Project: (Include detailed description of Project) Professional design services related to construction of new facilities to house the Round Rock Police Headquarters The Owner and Architect agree as follows: EXHIBIT II All ADDITIONS AND DELETIONS: The author of this document has added information needed for its completion. The author may also have revised the text of the original AIA standard form. An Additions and Deletions Report that notes added information as well as revisions to the standard form text is available from the author and should be reviewed. A vertical line in the left margin of this document indicates where the author has added necessary information and where the author has added to or deleted from the original AIA text. This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. AIA Document B14111, —1997 Part 1. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 09:28:11 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (543912986) ARTICLE 1.1 INITIAL INFORMATION § 1.1.1 This Agreement is based on the following information and assumptions. (Note the disposition for the following items by inserting the requested information or a statement such as "not applicable," "unknown at time of execution" or "to be determined later by mutual agreement. ") Architect shall furnish Design Development, Construction Document, Bidding and Construction Administration services for the project. § 1.1.2 PROJECT PARAMETERS § 1.1.2.1 The objective or use is: (Identify or describe, if appropriate, proposed use or goals.) The Round Rock Police Headquarters shall house and support all areas of police operations. § 1.1.2.2 The physical parameters are: (Identify or describe, if appropriate, size, location, dimensions, or other pertinent information, such as geotechnical reports about the site.) Project will be a two-story 34,000 square foot facility with additional 2,000 square foot support building with 200 car parking. § 1.1.2.3 The Owner's Program is: (Identify documentation or state the manner in which the program will be developed.) Established as part of previous initial phase services. § 1.1.2.4 The legal parameters are: (Identify pertinent legal information, including, if appropriate, land surveys and legal descriptions and restrictions of the site.) Project to be located on an 8.68 acre site located at southeastern corner of Old Settlers Blvd. and Greenhill Drive in Round Rock, Williamson County, Texas. § 1.1.2.5 The financial parameters are as follows. .1 Amount of the Owner's overall budget for the Project, including the Architect's compensation, is: Reference Exhibit A enclosed. .2 Amount of the Owner's budget for the Cost of the Work, excluding the Architect's compensation, is: Reference Exhibit A enclosed § 1.1.2.6 The time parameters are: (Identify, if appropriate, milestone dates, durations or fast track scheduling.) (1) Design Development Phase: Completed not later than 90 calendar days from date of execution of this Agreement. (II) Design Development Cost Estimating Phase: Completed not later than 120 calendar days from date of execution of this Agreement. (III) Construction Document Phase: Completed not later than 220 days from the date of execution of this Agreement. § 1.1.2.7 The proposed procurement or delivery method for the Project is: (Identify method such as competitive bid, negotiated contract, or construction management.) General contractor for construction will be selected by statutorily -allowable delivery method. § 1.1.2.8 Other parameters are: (Identify special characteristics or needs of the Project such as energy, environmental or historic preservation requirements.) AIA Document 8141 TM —1997 Part 1. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 09:28:11 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (543912986) None at this time. § 1.1.3 PROJECT TEAM § 1.1.3.1 The Owner's Designated Representative is: (List name, address and other information.) Larry Madsen Construction Manager, Public Works Department City of Round Rock 2008 Enterprise Drive Round Rock, Texas 78664 § 1.1.3.2 The persons or entities, in addition to the Owner's Designated Representative, who are required to review the Architect's submittals to the Owner are: (List name, address and other information.) City Manager 221 E. Main Street Round Rock, Texas 78664 § 1.1.3.3 The Owner's other consultants and contractors are: (List discipline and, if known, identify them by name and address.) Not selected at this time. § 1.1.3.4 The Architect's Designated Representative is: (List name, address and other information.) Harold E. Sargent, AIA, President 5000 Quorum Drive, Suite 123 Dallas, Texas 75254 § 1.1.3.5 The consultants retained at the Architect's expense are: (List discipline and, if known, identify them by name and address.) Reference Exhibit B. § 1.1.4 Other important initial information is: None § 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 Owner and Contractor. § 1.1.6 The information contained in this Article 1.1 may be reasonably relied upon by the Owner and Architect in determining the Architect's compensation. However, it is expressly agreed and understood by alt parties that the total sum of $673,565 shall represent the absolute limit of Owner's liability to Architect, unless same shall be changed by Supplemental Agreement hereto. Any such Supplemental Agreement to this contract must be duly authorized by City Council resolution.. AIA Document B141174 —1997 Part 1. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 09:28:11 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (543912986) ARTICLE 1.2 RESPONSIBILITIES OF THE PARTIES § 1.2.1 The Owner and the Architect shall cooperate with one another to fulfill their respective obligations under this Agreement. Both parties shall endeavor 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 15 days after receipt of a written request, information necessary and relevant for the Architect to evaluate, give notice of or enforce lien rights. § 1.2.2.2 The Owner shall establish and periodically update the budget for the Project, including that portion allocated for the Cost of the Work, Owner's other costs, and reasonable contingencies related to all costs. § 1.2.2.3 The Owner's Designated Representative identified in Section 1.1.3 shall be authorized to act on the Owner's behalf with respect to the Project. The Owner or the Owner's Designated Representative 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 Section 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 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 Owner shall furnish a certified survey of the sites 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 sites, 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. 1.2.2.9 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 Owner and are not to be included by Architect in the specifications for the Project. 1.2.2.10 Owner will provide Architect with miscellaneous items such as the Project Facility Program, two (2) copies of the City of Round Rock General and Supplementary 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 progress 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. § 1.2.3 ARCHITECT § 1.2.3.1 The services performed by the Architect, Architect's employees and 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 AIA Document 8141 TM -1997 Part 1. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 09:28:11 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (543912986) performance of the Architect's services which initially shall be consistent with the time periods established in Section 1.1.2.6 and which shall be adjusted, if necessary and approved by 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 Owner. § 1.2.3.3 The Architect's Designated Representative identified in Section 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 or specified 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, plus 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 architect's designs and work product under this Agreement including, but not limited to, Tracings, Drawings, Estimates, Specifications, Investigations, Studies and other documents, completed or partially completed, shall be the property of Owner to be used as Owner desires without restriction on future use by execution of this Agreement and in confirmation of the fee for services to be paid under this Agreement. Architect hereby conveys, transfers and assigns to 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 property rights acknowledged by law in the Project designs and work product developed under this Agreement. Copies may be retained by Architect. Architect shall be liable to Owner for any loss or damage to any such documents while they are in the possession of or while being worked upon by 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 Owner.. § 1.3.2.2 Upon execution of this Agreement, the Architect grants to the Owner a permission to reproduce the Architect's Instruments of Service for purposes of constructing, using and maintaining the Project, provided that the AIA Document B141 -1997 Part 1. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 09:28:11 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (543912986) 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 Instrument of Service for 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 or licenses not otherwise provided in this Agreement. 1.3.2.5 All plans and drawings will be prepared and submitted by Architect to 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 Project and receipt of contractor's as -built mark ups, Architect shall, within thirty (30) calendar days, deliver to Owner the reproducible Record Drawings and Record Specifications as described supplementally herein. 1.3.2.7 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. § 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. However, it is expressly agreed and understood by all parties that the total sum of (673,565) shall represent the absolute limit of Owner's liability to Architect, unless this Agreement shall be changed by Supplemental Agreement hereto. Any such Supplemental Agreement to this contract must be duly authorized by City Council resolution. § 1.3.3.2 If any of the following circumstances affect the Architect's services for the Project, the Architect shall be entitled to an appropriate adjustment in the Architect's schedule and compensation: .1 change in the instructions or approvals given by the Owner that necessitate revisions in Instruments of Service; .2 enactment or revision of codes, laws or regulations or official interpretations which necessitate changes to previously prepared Instruments of Service; .3 decisions of the Owner not rendered in a timely manner; .4 significant change in the Project including, but not limited to, size, quality, complexity, the Owner's schedule or budget, or procurement method; .5 failure of performance on the part of the Owner or the Owner's consultants or contractors; .6 preparation for and attendance at a public hearing, a dispute resolution proceeding or a legal proceeding except where the Architect is party thereto; .7 change in the information contained in Article 1.1. AIA Document B141 TM -1997 Part 1. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 09:28:11 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (543912986) § 1.3.4 MEDIATION § 1.3.4.1 Any claim, dispute or other matter in question arising out of or related to this Agreement shall be subject 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 the lien notice or filing deadlines prior to resolution of the matter by mediation or by arbitration. § 1.3.4.2 The Owner and 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 Owner and Architect hereby expressly agree that no claims or disputes between Owner and 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 Owner is subject to an arbitration proceeding related to the Project, Architect consents to be joined in the arbitration proceeding if Architect's presence is required or requested by Owner for complete relief to be accorded in the arbitration proceeding. (Paragraphs deleted) § 1.3.6 CLAIMS FOR CONSEQUENTIAL DAMAGES 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 Section 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 Owner and 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 Owner and 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 Architect. § 1.3.7.6 Unless otherwise provided in this Agreement, the Architect and 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. AIA Document B141 TM —1997 Part 1. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 09:28:11 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (543912986) § 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 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 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 (15) 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. However, it is expressly agreed and understood by all parties that the total sum of $673,565 shall represent the absolute limit of Owner's liability to Architect, unless this Agreement shall be changed by Supplemental Agreement hereto. Any such Supplemental Agreement to this contract must be duly authorized by City Council resolution. § 1.3.8.2 In connection with the work outlined in this Agreement, it is agreed and fully understood by Architect that Owner may cancel or indefinitely suspend further work hereunder or terminate this contract either for cause of for the convenience of Owner, upon fifteen (15) days' written notice to Architect, with the understanding that immediately upon receipt of said notice all work and labor being performed under this Agreement shall cease. Architect shall invoice 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 Owner upon termination of this Agreement, and shall be promptly delivered to Owner in a reasonably organized form without restriction on future use. Should owner subsequently contract with a new architect for continuation of services on the Project, Architect shall cooperate in providing information. § 1.3.8.3 Nothing contained in Section 1.3.8.2 immediately above shall require Owner to pay for any work which is unsatisfactory as determined by Owner's representative or which is not submitted in compliance with the terms of this Agreement. Owner shall not be required to make any payments to Architect when Architect is in default under this contract, nor shall this section constitute a waiver of any right, at law or at equity, which Owner may have if 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 THE 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. AIA Document B141 TM —1997 Part 1. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 09:28:11 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (543912986) § 1.3.9.2 Reimbursable expenses reference Exhibit B (Paragraphs deleted) § 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 representative 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 Owner and 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 B141-1997 as herein amended. § 1.4.1.2 Standard Form of Architect's Services: Design and Contract Administration, AIA Document B141-1997, or as follows: (List other documents, if any, delineating Architect's scope of services.) Supplemental Agreement No. 1 "Supplementing Standard Form of Agreement between Owner and Architect with Standard Form of Architect's Services, AIA Document B 141-1997 Exhibit A: Project Budget Exhibit B: Services and Compensation Exhibit C: FF&E Scope of Work Exhibit D: Structural Engineering Contract (Stenstrom-Schneider, Inc.) 12/30/03 Exhibit E: MEP Engineering Contract (Hendrix Consulting Engineers) 1/6/04 Exhibit F: Reimbursable Budget Exhibit G: Estimating Contract (Boldt Builders) 12/23/03 Exhibit H: Civil Engineering Contract (Baker Aicklen & Associates, Inc.) 12/8/03 Exhibit J: ADA Consulting Contract (Access by Design) 1/6/04 Exhibit K: Landscape Design Contract (Hall -Bargainer) 1/14/04 Exhibit L: Technology Design Contract (M -E Engineers, Inc.) 1/5/04 Exhibit M: Certificate of Liability 2/18/03 Exhibit N: Special Terms and Conditions of the Contract Exhibit 0: Brinkley Sargent Architects Hourly Billing Rates (2004) 1.4.2 Special Terms and Conditions. Special terms and conditions that modify this Agreement are as follows: (Paragraph deleted) Reference Exhibit N. ARTICLE 1.5 COMPENSATION § 1.5.1 For the Architect's services as described under Article 1.4, compensation shall be computed as follows: Architect's total compensation shall not exceed the sum of $673,565 which sum shall include the maximum sum of $89,000 for reimbursable expenses covering all travel, copies, reproductions, presentations, telephone, postal or courier services, and all other expenses of any nature whatsoever. Reference Exhibit B. AIA Document B141 TM —1997 Part 1. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 09:28:11 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (543912986) § 1.5.2 If the services of the Architect are changed as described in Section 1.3.3.1, the Architect's compensation shall be adjusted. Such adjustment shall be calculated by negotiated lump sum fee or hours expended per hourly rate chart. Reference Exhibit O. (Insert basis of compensation, including rates and multiples of Direct Personnel Expense for Principals and employees, and identify Principals and classify employees, if required. Identify specific services to which particular methods of compensation apply.) § 1.5.3 For a Change in Services of the Architect's consultants, compensation shall be computed as a multiple of one ( 1.00 ) times the amounts billed to the Architect for such services. § 1.5.4 For Reimbursable Expenses as described in Section 1.3.9.2, and any other items included in Section 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: Reference Exhibit F. § 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 Dollars And Zero Cents ($ 0.00) shall be made upon execution of this Agreement and is the minimum payment under this Agreement. 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 period required under the Texas Prompt Payment Act, whichever is later. Not disputed amounts unpaid sixty ( 60 ) days after the invoice date shall bear interest at the rate entered below, or in the absence thereof at the legal rate prevailing from time to time at the principal place of business of the Architect. (Insert rate of interest agreed upon.) 1 One and one-half percent (1.50%) per month (Usury laws and requirements under the Federal Truth in Lending Act, similar state and local consumer credit laws and other regulations at the Owner's and Architect's principal places of business, the location of the Project and elsewhere may affect the validity of this provision. Specific legal advice should be obtained with respect to deletions or modifications, and also regarding requirements such as written disclosures or waivers.) (Paragraph deleted) This Agreement entered into as of the day and year first written above. OWNER ARCHITECT City of Round Rock, Texas Brrinkl�eyy Sargegt Arcljitects (Signature) LJ- U (S'gnature) (Printed name and title) Attest 1 BY: Harold E. Sargent, AIA, President (Printed name and title) AIA Document B141TM —1997 Part 1. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this Ale Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 09:28:11 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (543912986) Document BI4ITM -1997 Part 2 Standard Form of Architect's Services: Design and Contract Administration TABLE OF ARTICLES 2.1 PROJECT ADMINISTRATION SERVICES 2.2 SUPPORTING SERVICES 2.3 EVALUATION AND PLANNING SERVICES 2.4 DESIGN SERVICES 2.5 CONSTRUCTION PROCUREMENT SERVICES 2.6 CONTRACT ADMINISTRATION SERVICES 2.7 FACILITY OPERATION SERVICES 2.8 SCHEDULE OF SERVICES 2.9 MODIFICATIONS ARTICLE 2.1 PROJECT ADMINISTRATION SERVICES § 2.1.1 The Architect shall manage the Architect's services and administer the Project. The Architect shall consult with the Owner, research applicable design criteria, attend Project meetings, communicate with members of the Project team and issue progress reports. The Architect shall coordinate the services provided by the Architect and the Architect's consultants with those services provided by the Owner and the Owner's consultants. § 2.1.2 When Project requirements have been sufficiently identified, the Architect shall prepare, and periodically update, a Project schedule that shall identify milestone dates for decisions required of the Owner, design services furnished by the Architect, completion of documentation provided by the Architect, commencement of construction and Substantial Completion of the Work. § 2.1.3 The Architect shall consider the value of alternative materials, building systems and equipment, together with other considerations based on program, budget and aesthetics in developing the design for the Project. § 2.1.4 Upon request of the Owner, the Architect shall make a presentation to explain the design of the Project to representatives of the Owner. § 2.1.5 The Architect shall submit design documents to the Owner at intervals appropriate to the design process for purposes of evaluation and approval by the Owner. The Architect shall be entitled to rely on approvals received from the Owner in the further development of the design. § 2.1.6 The Architect shall assist the Owner in connection with the Owner's responsibility for filing documents required for the approval of governmental authorities having jurisdiction over the Project. ADDITIONS AND DELETIONS: The author of this document has added information needed for its completion. The author may also have revised the text of the original AIA standard form. An Additions and Deletions Report that notes added information as well as revisions to the standard form text is available from the author and should be reviewed. A vertical line in the left margin of this document indicates where the author has added necessary information and where the author has added to or deleted from the original AIA text. This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. AIA Document 8141 TM —1997 Part 2. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 10:26:35 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (1586105607) § 2.1.7 EVALUATION OF BUDGET AND COST OF THE WORK § 2.1.7.1 When the Project requirements have been sufficiently identified, the Architect shall prepare a preliminary estimate of the Cost of the Work. This estimate may be based on current area, volume or similar conceptual estimating techniques. As the design process progresses through the end of the preparation of the Construction Documents, the Architect shall update and refine the preliminary estimate of the Cost of the Work. The Architect shall advise the Owner of any adjustments to previous estimates of the Cost of the Work indicated by changes in Project requirements or general market conditions. If at any time the Architect's estimate of the Cost of the Work exceeds the Owner's budget, the Architect shall make appropriate recommendations to the Owner to adjust the Project's size, quality or budget, and the Owner shall cooperate with the Architect in making such adjustments. § 2.1.7.2 Evaluations of the Owner's budget for the Project, the preliminary estimate of the Cost of the Work and updated estimates of the Cost of the Work prepared by the Architect represent the Architect's judgment as a design professional familiar with the construction industry. It is recognized, however, that neither the Architect nor the Owner has control over the cost of labor, materials or equipment, over the Contractor's methods of determining bid prices, or over competitive bidding, market or negotiating conditions. Accordingly, the Architect cannot and does not warrant or represent that bids or negotiated prices will not vary from the Owner's budget for the Project or from any estimate of the Cost of the Work or evaluation prepared or agreed to by the Architect. § 2.1.7.3 In preparing estimates of the Cost of the Work, the Architect shall be permitted to include contingencies for design, bidding and price escalation; to determine what materials, equipment, component systems and types of construction are to be included in the Contract Documents; to make reasonable adjustments in the scope of the Project and to include in the Contract Documents alternate bids as may be necessary to adjust the estimated Cost of the Work to meet the Owner's budget for the Cost of the Work. If an increase in the Contract Sum occurring after execution of the Contract between the Owner and the Contractor causes the budget for the Cost of the Work to be exceeded, that budget shall be increased accordingly. § 2.1.7.4 If bidding or negotiation has not commenced within 90 days after the Architect submits the Construction Documents to the Owner, the budget for the Cost of the Work shall be adjusted to reflect changes in the general level of prices in the construction industry. § 2.1.7.5 If the budget for the Cost of the Work is exceeded by the lowest bona fide bid or negotiated proposal, the Owner shall: .1 give written approval of an increase in the budget for the Cost of the Work; .2 authorize rebidding or renegotiating of the Project within a reasonable time; .3 terminate in accordance with Section 1.3.8.5; or .4 cooperate in revising the Project scope and quality as required to reduce the Cost of the Work. § 2.1.7.6 If the Owner chooses to proceed under Section 2.1.7.5.4, the Architect, without additional compensation, shall modify the documents for which the Architect is responsible under this Agreement as necessary to comply with the budget for the Cost of the Work. The modification of such documents shall be the limit of the Architect's responsibility under this Section 2.1.7. The Architect shall be entitled to compensation in accordance with this Agreement for all services performed whether or not construction is commenced. ARTICLE 2.2 SUPPORTING SERVICES § 2.2.1 Unless specifically designated in Section 2.8.3, the services in this Article 2.2 shall be provided by the Owner or the Owner's consultants and contractors. § 2.2.1.1 The Owner shall furnish a program setting forth the Owner's objectives, schedule, constraints and criteria, including space requirements and relationships, special equipment, systems and site requirements. § 2.2.1.2 The Owner shall furnish surveys to describe physical characteristics, legal limitations and utility locations for the site of the Project, and a written legal description of the site. The surveys and legal information shall include, as applicable, grades and lines of streets, alleys, pavements and adjoining property and structures; adjacent drainage; rights-of-way, restrictions, easements, encroachments, zoning, deed restrictions, boundaries and contours of the site; locations, dimensions and necessary data with respect to existing buildings, other improvements and trees; and AIA Document B141,11— 1997 Part 2. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 10:26:35 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (1586105607) information concerning available utility services and lines, both public and private, above and below grade, including inverts and depths. All the information on the survey shall be referenced to a Project benchmark. § 2.2.1.3 The Owner shall furnish services of geotechnical engineers which may include but are not limited to test borings, test pits, determinations of soil bearing values, percolation tests, evaluations of hazardous materials, ground corrosion tests and resistivity tests, including necessary operations for anticipating subsoil conditions, with reports and appropriate recommendations. ARTICLE 2.3 EVALUATION AND PLANNING SERVICES (Paragraphs deleted) § 2.3.3 The Architect shall review the Owner's proposed method of contracting for construction services and shall notify the Owner of anticipated impacts that such method may have on the Owner's program, financial and time requirements, and the scope of the Project. ARTICLE 2.4 DESIGN SERVICES § 2.4.1 The Architect's design services shall include normal structural, mechanical and electrical engineering services. § 2.4.2 SCHEMATIC DESIGN DOCUMENTS (Paragraph deleted) § 2.4.3 DESIGN DEVELOPMENT DOCUMENTS § 2.4.3.1 The Architect shall provide Design Development Documents based on the approved Schematic Design Documents and updated budget for the Cost of the Work. The Design Development Documents shall illustrate and describe the refinement of the design of the Project, establishing the scope, relationships, forms, size and appearance of the Project by means of plans, sections and elevations, typical construction details, and equipment layouts. The Design Development Documents shall include specifications that identify major materials and systems and establish in general their quality levels. § 2.4.4 CONSTRUCTION DOCUMENTS § 2.4.4.1 The Architect shall provide Construction Documents based on the approved Design Development Documents and updated budget for the Cost of the Work. The Construction Documents shall set forth in detail the requirements for construction of the Project. The Construction Documents shall include Drawings and Specifications that establish in detail the quality levels of materials and systems required for the Project. § 2.4.4.2 During the development of the Construction Documents, the Architect shall assist the Owner in the development and preparation of: (1) bidding and procurement information which describes the time, place and conditions of bidding; bidding or proposal forms; and the form of agreement between the Owner and the Contractor; and (2) the Conditions of the Contract for Construction (General, Supplementary and other Conditions). The Architect also shall compile the Project Manual that includes the Conditions of the Contract for Construction and Specifications and may include bidding requirements and sample forms. ARTICLE 2.5 CONSTRUCTION PROCUREMENT SERVICES § 2.5.1 The Architect shall assist the Owner in obtaining either competitive bids or negotiated proposals and shall assist the Owner in awarding and preparing contracts for construction. (Paragraph deleted) § 2.5.3 The Architect shall assist the Owner in bid validation or proposal evaluation and determination of the successful bid or proposal, if any. If requested by the Owner, the Architect shall notify all prospective bidders or contractors of the bid or proposal results. AIA Document B1417N —1997 Part 2. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 10:26:35 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (1586105607) § 2.5.4 COMPETITIVE BIDDING § 2.5.4.1 Bidding Documents shall consist of bidding requirements, proposed contract forms, General Conditions and Supplementary Conditions, Specifications and Drawings. § 2.5.4.2 If requested by the Owner, the Architect shall arrange for procuring the reproduction of Bidding Documents for distribution to prospective bidders. The Owner shall pay directly for the cost of reproduction or shall reimburse the Architect for such expenses. § 2.5.4.3 If requested by the Owner, the Architect shall distribute the Bidding Documents to prospective bidders and request their return upon completion of the bidding process. The Architect shall maintain a log of distribution and retrieval, and the amounts of deposits, if any, received from and returned to prospective bidders. § 2.5.4.4 The Architect shall consider requests for substitutions, if permitted by the Bidding Documents, and shall prepare and distribute addenda identifying approved substitutions to all prospective bidders. § 2.5.4.5 The Architect shall participate in or, at the Owner's direction, shall organize and conduct a pre-bid conference for prospective bidders. § 2.5.4.6 The Architect shall prepare responses to questions from prospective bidders and provide clarifications and interpretations of the Bidding Documents to all prospective bidders in the form of addenda. § 2.5.4.7 The Architect shall participate in or, at the Owner's direction, shall organize and conduct the opening of the bids. The Architect shall subsequently document and distribute the bidding results, as directed by the Owner. § 2.5.5 NEGOTIATED PROPOSALS (Paragraphs deleted) ARTICLE 2.6 CONTRACT ADMINISTRATION SERVICES § 2.6.1 GENERAL ADMINISTRATION § 2.6.1.1 The Architect shall provide administration of the Contract between the Owner and the Contractor as set forth below and in the edition of AIA Document A201, General Conditions of the Contract for Construction, as modified between Owner and Contractor. Modifications made to the General Conditions, when adopted as part of the Contract Documents, shall be enforceable under this Agreement only to the extent that they are consistent with this Agreement or approved in writing by the Architect. § 2.6.1.2 The Architect's responsibility to provide the Contract Administration Services under this Agreement commences with the award of the initial Contract for Construction and terminates at the issuance to the Owner of the final Certificate for Payment. However, the Architect shall be entitled to a Change in Services in accordance with Section 2.8.2 when Contract Administration Services extend 60 days after the date of Substantial Completion of the Work. Reference Exhibit B. § 2.6.1.3 The Architect shall be a representative of and shall advise and consult with the Owner during the provision of the Contract Administration Services. The Architect shall have authority to act on behalf of the Owner only to the extent provided in this Agreement unless otherwise modified by written amendment. § 2.6.1.4 Duties, responsibilities and limitations of authority of the Architect under this Article 2.6 shall not be restricted, modified or extended without written agreement of the Owner and Architect with consent of the Contractor, which consent will not be unreasonably withheld. § 2.6.1.5 The Architect shall review properly prepared, timely requests by the Contractor for additional information about the Contract Documents. A properly prepared request for additional information about the Contract Documents shall be in a form prepared or approved by the Architect and shall include a detailed written statement that indicates the specific Drawings or Specifications in need of clarification and the nature of the clarification requested. AIA Document 81411M — 1997 Part 2. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 10:26:35 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (1586105607) § 2.6.1.6 If deemed appropriate by the Architect, the Architect shall on the Owner's behalf prepare, reproduce and distribute supplemental Drawings and Specifications in response to requests for information by the Contractor. § 2.6.1.7 The Architect shall interpret and decide matters concerning performance of the Owner and Contractor under, and requirements of, the Contract Documents on written request of either the Owner or Contractor. The Architect's response to such requests shall be made in writing within any time limits agreed upon or otherwise with reasonable promptness. § 2.6.1.8 Interpretations and decisions of the Architect shall be consistent with the intent of and reasonably inferable from the Contract Documents and shall be in writing or in the form of drawings. When making such interpretations and initial decisions, the Architect shall endeavor to secure faithful performance by both Owner and Contractor, shall not show partiality to either, and shall not be liable for the results of interpretations or decisions so rendered in good faith. § 2.6.1.9 The Architect shall render initial decisions on claims, disputes or other matters in question between the Owner and Contractor as provided in the Contract Documents. However, the Architect's decisions on matters relating to aesthetic effect shall be final if consistent with the intent expressed in the Contract Documents. § 2.6.2 EVALUATIONS OF THE WORK § 2.6.2.1 The Architect, as a representative of the Owner, shall visit the site at intervals appropriate to the stage of the Contractor's operations, or as otherwise agreed by the Owner and the Architect in Article 2.8, (1) to become generally familiar with and to keep the Owner informed about the progress and quality of the portion of the Work completed, (2) to endeavor to guard the Owner against defects and deficiencies in the Work, and (3) to determine in general if the Work is being performed in a manner indicating that the Work, when fully completed, will be in accordance with the Contract Documents. However, the Architect shall not be required to make exhaustive or continuous on-site inspections to check the quality or quantity of the Work. The Architect shall neither have control over or charge of, nor be responsible for, the construction means, methods, techniques, sequences or procedures, or for safety precautions and programs in connection with the Work, since these are solely the Contractor's rights and responsibilities under the Contract Documents. § 2.6.2.2 The Architect shall report to the Owner known deviations from the Contract Documents and from the most recent construction schedule submitted by the Contractor. However, the Architect shall not be responsible for the Contractor's failure to perform the Work in accordance with the requirements of the Contract Documents. The Architect shall be responsible for the Architect's negligent acts or omissions, but shall not have control over or charge of and shall not be responsible for acts or omissions of the Contractor, Subcontractors, or their agents or employees, or of any other persons or entities performing portions of the Work. § 2.6.2.3 The Architect shall at all times have access to the Work wherever it is in preparation or progress. § 2.6.2.4 Except as otherwise provided in this Agreement or when direct communications have been specially authorized, the Owner shall endeavor to communicate with the Contractor through the Architect about matters arising out of or relating to the Contract Documents. Communications by and with the Architect's consultants shall be through the Architect. § 2.6.2.5 The Architect shall have authority to reject Work that does not conform to the Contract Documents. Whenever the Architect considers it necessary or advisable, the Architect will have authority to require inspection or testing of the Work in accordance with the provisions of the Contract Documents, whether or not such Work is fabricated, installed or completed. However, neither this authority of the Architect nor a decision made in good faith either to exercise or not to exercise such authority shall give rise to a duty or responsibility of the Architect to the Contractor, Subcontractors, material and equipment suppliers, their agents or employees or other persons or entities performing portions of the Work. § 2.6.3 CERTIFICATION OF PAYMENTS TO CONTRACTOR § 2.6.3.1 The Architect shall review and certify the amounts due the Contractor and shall issue Certificates for Payment in such amounts. The Architect's certification for payment shall constitute a representation to the Owner, based on the Architect's evaluation of the Work as provided in Section 2.6.2 and on the data comprising the Contractor's Application for Payment, that the Work has progressed to the point indicated and that, to the best of the AIA Document B141,7/ —1997 Part 2. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 10:26:35 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (1586105607) Architect's knowledge, information and belief, the quality of the Work is in accordance with the Contract Documents. The foregoing representations are subject (1) to an evaluation of the Work for conformance with the Contract Documents upon Substantial Completion, (2) to results of subsequent tests and inspections, (3) to correction of minor deviations from the Contract Documents prior to completion, and (4) to specific qualifications expressed by the Architect. § 2.6.3.2 The issuance of a Certificate for Payment shall not be a representation that the Architect has (1) made exhaustive or continuous on-site inspections to check the quality or quantity of the Work, (2) reviewed construction means, methods, techniques, sequences or procedures, (3) reviewed copies of requisitions received from Subcontractors and material suppliers and other data requested by the Owner to substantiate the Contractor's right to payment, or (4) ascertained how or for what purpose the Contractor has used money previously paid on account of the Contract Sum. § 2.6.3.3 The Architect shall maintain a record of the Contractor's Applications for Payment. § 2.6.4 SUBMITTALS § 2.6.4.1 The Architect shall review and approve or take other appropriate action upon the Contractor's submittals such as Shop Drawings, Product Data and Samples, but only for the limited purpose of checking for conformance with information given and the design concept expressed in the Contract Documents. The Architect's action shall be taken with such reasonable promptness as to cause no delay in the Work or in the activities of the Owner, Contractor or separate contractors, while allowing sufficient time in the Architect's professional judgment to permit adequate review. Review of such submittals is not conducted for the purpose of determining the accuracy and completeness of other details such as dimensions and quantities, or for substantiating instructions for installation or performance of equipment or systems, all of which remain the responsibility of the Contractor as required by the Contract Documents. The Architect's review shall not constitute approval of safety precautions or, unless otherwise specifically stated by the Architect, of any construction means, methods, techniques, sequences or procedures. The Architect's approval of a specific item shall not indicate approval of an assembly of which the item is a component. § 2.6.4.2 The Architect shall maintain a record of submittals and copies of submittals supplied by the Contractor in accordance with the requirements of the Contract Documents. § 2.6.4.3 If professional design services or certifications by a design professional related to systems, materials or equipment are specifically required of the Contractor by the Contract Documents, the Architect shall specify appropriate performance and design criteria that such services must satisfy. Shop Drawings and other submittals related to the Work designed or certified by the design professional retained by the Contractor shall bear such professional's written approval when submitted to the Architect. The Architect shall be entitled to rely upon the adequacy, accuracy and completeness of the services, certifications or approvals performed by such design professionals. § 2.6.5 CHANGES IN THE WORK § 2.6.5.1 The Architect shall prepare Change Orders and Construction Change Directives for the Owner's approval and execution in accordance with the Contract Documents. The Architect may authorize minor changes in the Work not involving an adjustment in Contract Sum or an extension of the Contract Time which are consistent with the intent of the Contract Documents. If necessary, the Architect shall prepare, reproduce and distribute Drawings and Specifications to describe Work to be added, deleted or modified, as provided in Section 2.8.2. § 2.6.5.2 The Architect shall review properly prepared, timely requests by the Owner or Contractor for changes in the Work, including adjustments to the Contract Sum or Contract Time. A properly prepared request for a change in the Work shall be accompanied by sufficient supporting data and information to permit the Architect to make a reasonable determination without extensive investigation or preparation of additional drawings or specifications. If the Architect determines that requested changes in the Work are not materially different from the requirements of the Contract Documents, the Architect may issue an order for a minor change in the Work or recommend to the Owner that the requested change be denied. § 2.6.5.3 If the Architect determines that implementation of the requested changes would result in a material change to the Contract that may cause an adjustment in the Contract Time or Contract Sum, the Architect shall make a recommendation to the Owner, who may authorize further investigation of such change. Upon such authorization, AIA Document 8141 TM -1997 Part 2. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 10:26:35 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (1586105607) and based upon information furnished by the Contractor, if any, the Architect shall estimate the additional cost and time that might result from such change, including any additional costs attributable to a Change in Services of the Architect. With the Owner's approval, the Architect shall incorporate those estimates into a Change Order or other appropriate documentation for the Owner's execution or negotiation with the Contractor. § 2.6.5.4 The Architect shall maintain records relative to changes in the Work. § 2.6.6 PROJECT COMPLETION § 2.6.6.1 The Architect shall conduct inspections to determine the date or dates of Substantial Completion and the date of final completion, shall receive from the Contractor and forward to the Owner, for the Owner's review and records, written warranties and related documents required by the Contract Documents and assembled by the Contractor, and shall issue a final Certificate for Payment based upon a final inspection indicating the Work complies with the requirements of the Contract Documents. § 2.6.6.2 The Architect's inspection shall be conducted with the Owner's Designated Representative to check conformance of the Work with the requirements of the Contract Documents and to verify the accuracy and completeness of the list submitted by the Contractor of Work to be completed or corrected. § 2.6.6.3 When the Work is found to be substantially complete, the Architect shall inform the Owner about the balance of the Contract Sum remaining to be paid the Contractor, including any amounts needed to pay for final completion or correction of the Work. § 2.6.6.4 The Architect shall receive from the Contractor and forward to the Owner: (1) consent of surety or sureties, if any, to reduction in or partial release of retainage or the making of final payment and (2) affidavits, receipts, releases and waivers of liens or bonds indemnifying the Owner against liens. ARTICLE 2.7 FACILITY OPERATION SERVICES 2.7.2 Upon request of the Owner, and prior to the expiration of one year from the date of Substantial Completion, the Architect shall conduct a meeting with the Owner and the Owner's Designated Representative to review the facility operations and performance and to make appropriate recommendations to the Owner. ARTICLE 2.8 SCHEDULE OF SERVICES § 2.8.2 The following Design and Contract Administration Services shall be provided by the Architect as a Change in Services in accordance with Section 1.3.3: (Paragraphs deleted) .3 Change Orders and Construction Change Directives requiring evaluation of proposals, including the preparation or revision of Instruments of Service; .4 providing consultation concerning replacement of Work resulting from fire or other cause during construction; .5 evaluation of an extensive number of claims submitted by the Owner's consultants, the Contractor or others in connection with the Work; .6 evaluation of substitutions proposed by the Owner's consultants or contractors and making subsequent revisions to Instruments of Service resulting therefrom; .7 preparation of design and documentation for alternate bid or proposal requests proposed by the Owner; or .8 Contract Administration Services provided 60 days after the date of Substantial Completion of the Work. § 2.8.3 The Architect shall furnish or provide the following services only if specifically designated: Services Responsibility (Architect, Owner or Not Provided) Location of Service Description AIA Document B141 TM -1997 Part 2. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 10:26:35 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (1586105607) Services Responsibility (Architect, Owner or Not Provided) Location of Service Description .1 Programming Not required .2 Land Survey Services Owner .3 Geotechnical Services Owner .4 Space Schematics/Flow Diagrams Not required .5 Existing Facilities Surveys Not required .6 Economic Feasibility Studies Not required .7 Site Analysis and Selection Not required .8 Environmental Studies and Reports Owner .9 Owner -Supplied Data Coordination Owner .10 Schedule Development and Monitoring Not provided .11 Civil Design Architect Exhibit B .12 Landscape Design Architect Exhibit B .13 Interior Design Architect Exhibit B .14 Special Bidding or Negotiation Not provided .15 Value Analysis Not provided .16 Detailed Cost Estimating Architect Exhibit B .17 On -Site Project Representation Not provided .18 Construction Management Not provided .19 Start-up Assistance Not provided .20 Record Drawings Architect Exhibit B .21 Post -Contract Evaluation Not provided .22 Tenant -Related Services Not provided .23 Furniture Selection/Bidding Architect Exhibit B .24 Site Submittal Process Architect Exhibit B .25 ADA Consulting Architect Exhibit B .26 Technology Consultant Architect Exhibit B Description of Services. (Insert descriptions of the services designated.) Reference Exhibit B ARTICLE 2.9 MODIFICATIONS § 2.9.1 Modifications to this Standard Form of Architect's Services: Design and Contract Administration, if any, are as follows: Supplemental Agreement No. 1 Supplementing Standard Form of Agreement Between Owner and Architect with Standard Form of Architect's Services, AIA Document B 141-1997. AIA Document 8141 TM -1997 Part 2. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 10:26:35 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (1586105607) By its execution, this Standard Form of Architect's Services: Design and Contract Administration and modifications hereto are incorporated into the Standard Form of Agreement Between the Owner and Architect, AIA Document B 141-1997, that was entered into by the parties as of the date: OWNER City of Round Rock, Texas AR 31ITECT Biir�T Sargt Arc itects (Signature) (Signature) Harold E. Sarf(ent, President, AIA (Printed name and title) (Printed name and title) I Attest By: AIA Document B141 TM' -1997 Part 2. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 10:26:35 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (1586105607) SUPPLEMENTAL AGREEMENT NO. 1 THE STATE OF TEXAS CITY OF ROUNDROCK COUNTY OF WILLIAMSON § § § § § KNOW ALL BY THESE PRESENTS: This document is entitled Supplemental Agreement No. 1, and it supplements Standard Form of Agreement between Owner and Architect with Standard Form of Architect's Services, AIA Document B141-1997 for the following project: Round Rock Police Headquarters located at Southeast corner of Old Settlers Blvd. and Greenhill Drive in Round Rock, Williamson County, Texas: All as are more specifically identified and described in the accompanying AIA Document B141-1997. This Supplemental Agreement No. 1 is made and entered into as of the day of , 2004 and is by and between the same parties, those being the CITY OF ROUND ROCK, a home -rule municipal corporation of Williamson County, Texas (hereinafter referred to as "City" and/or "Owner") and BRINKLEY SARGENT ARCHITECTS INC., with offices located at 5000 Quorum, Suitel23, Dallas, Texas 75254 (hereinafter referred to as "Architect"). WITNESSETH: WHEREAS, City intends to design and construct the Round Rock Police Headquarters Project described in the accompanying AIA Document B141-1997. Architect's services are desired under this Supplemental Agreement No. 1 for purposes as recited therein. Total compensation for Architect's services under this Supplemental Agreement No. 1 are as recited therein. WHEREAS, City desires to contract with Architect for provision of the therein -described services in connection with design of the Round Rock Police Headquarters Project, all as previously and hereinafter stipulated and within the limits the City has budgeted or will budget therefor; and WHEREAS, Architect has agreed to provide such professional services for the compensation delineated therein; NOW, THEREFORE, City and Architect, in consideration of the terms, covenants and conditions contained in the accompanying AIA Document B141-1997 that this document supplements, and the terms, covenants, and conditions contained herein, do hereby contract as follows: ARTICLE I SCOPE OF SERVICES AND COMPENSATION 1.01 Scope. Architect, as an independent contractor and professional consultant in its relationship with the City, shall perform all professional services for the Round Rock Police Headquarters Project as set forth in the referenced documents. 1.02 Compensation. City shall compensate Architect for the following Scope of Work services: Reference Enclosed Exhibit B. Unless subsequently changed by additional Supplemental Agreement to this Agreement, duly authorized by City Council Resolution, Architect's total compensation hereunder shall not exceed $584,565 excluding any Reimbursable Expenses, plus Reimbursable Expenses up to a limit of $89,000. These amounts represent the absolute limit of City's liability to Architect hereunder unless same shall be changed by additional Supplemental Agreement hereto. ARTICLE II ARCHITECT'S SERVICES 2.01 Basic Services. Architect's Basic Services consist generally of the services described in AIA Document B141-1997 Part 2 and Exhibit B Article 1.5.1, and include such other services as may be necessary to assist City in the design of the Round Rock Police Headquarters Project, within the limits City has budgeted Exhibit A or will budget therefor, and in compliance with the Project Facility Program, which is hereby made a part of this Agreement for all purposes. Architect shall perform all work hereunder in a manner satisfactory and acceptable to City, represented by its Director of Public Works or his designee, hereinafter referred to as "Director". A Performance Schedule shall be agreed to by Architect and Director, and Architect agrees to use its best efforts to complete all services hereunder in accordance with such Performance Schedule. 2.02 Additional Services. Architect shall perform Additional Services, only as requested in writing by City, after a not -to -exceed amount has been mutually agreed upon in writing by the Director and Architect. Where City Council authorization is required, Architect shall not proceed until the appropriate Resolution for such Additional Services has been adopted. The following services are not covered under Article II, which defines and outlines Architect's Basic Services. If any of these Additional Services are authorized in writing by the Director in advance of their performance, they shall be paid for in the manner agreed to at the time of authorization. (1) Preparing Change Orders and supporting data and/or revising previously approved plans when the changes in approved Plans and Specifications are required by the City, unforeseen circumstances due to hidden or unknown conditions, or codes/ordinances or other legal requirements which may come into effect during the course of the Project. If changes are required to be made because of error, oversight, clarification, discrepancy, or budget overruns in the work of Architect, City shall not be liable to compensate Architect for Additional Services or expenses in such connection. (2) Providing other extraordinary professional services over and above the Contract Documents 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 Project requirements. 3.02 Designate representatives. City shall designate, when necessary, representatives authorized to act in its behalf. City shall examine documents submitted by Architect and render decisions pertaining thereto promptly to avoid unreasonable delay in the orderly progress of Architect's work. 3.03 Survey. City shall furnish, or direct Architect to obtain at City's expense, a certified survey of the site, giving as required, grades and lines of streets, alleys, pavements and adjoining property; rights-of-way, restrictions, easements, encroachments, zoning, deed restrictions, boundaries, contours and other data pertaining to existing buildings or adjacent to the site, other improvements and trees; and full information as to available service and utility lines, both public and private, and test borings, pits, reports and soil bearing values and other necessary operations for determining subsoil conditions. 3.04 Tests and inspections. City shall furnish, or pay for structural, mechanical, chemical , soil mechanics, and other laboratory tests, reports and inspections as required by law or the Contract Documents. ARTICLE IV PAYMENTS TO THE ARCHITECT 4.01 Basic Services. Payments hereunder shall not exceed the following: Basic Services $584,565 Reimbursables $ 89,000 Total $673,565 4.02 Deductions. No deductions shall be made from Architect's compensation on account of penalty, liquidated damages or other sums withheld from payments to Contractors. 4.03 Additions. No additions shall be made to Architect's compensation based upon Project construction claims, whether paid by City or denied. 4.04 Abandonment. If any work designed or specified by Architect during any phase or subphase is -abandoned or suspended, in whole or in part, Architect is to be paid for the services performed on account of it prior to receipt of written notice from City through its Director of such abandonment or suspension. 4.05 Invoices. Architect's invoices to City shall provide complete information and documentation to substantiate Architect's charges, and shall be in a form to be specified by the Director. All payments to Architect shall be made on the basis of the invoices submitted by Architect and approved by the Director. Such invoices shall conform to the schedule of services and costs in connection therewith. All Reimbursable Expenses shall be clearly shown. Should additional backup material be requested by Director, Architect shall comply promptly with such request. In this regard, should the Director determine it necessary, Architect shall make all records and books relating to this Agreement available to City for inspection and auditing purposes. 4.06 Payment of Invoices. City reserves the right to correct any error that may be discovered in any invoice that may have been paid to Architect and to adjust the same to meet the requirements of the Agreement. Following approval of invoices, City will endeavor to pay Architect promptly, but not later than the time period required under the Texas Prompt Payment Act; however, under no circumstances shall Architect be entitled to receive interest on payments which are late because of a good faith dispute between Architect and City or because of amounts which City has a right to withhold under this Agreement or state law. 4.07 Offsets. City may, at its option, offset any amounts due and payable under this Agreement against any debt (including taxes) lawfully due to City from Architect, regardless of whether the amount due arises pursuant to the terms of this Agreement or otherwise and regardless of whether or not the debt due to City has been reduced to judgment by a court. ARTICLE V ARCHITECT'S ACCOUNTING RECORDS 5.01 Accounting Records. Records of Architect's Consultant and Reimbursable Expenses pertaining to the Project, and records of accounts between City and Architect, shall be kept on a generally recognized accounting basis and shall be available to City or its authorized representatives at mutually convenient times. ARTICLE VI TERMINATION AND DEFAULT 6.01 Termination. In connection with the work outlined in this Agreement, it is agreed and fully understood by Architect that the Director may cancel or indefinitely suspend further work hereunder or terminate this Agreement either for cause of for the convenience of City, upon thirty (30) days' written notice to Architect, with the understanding that immediately upon receipt of said notice all work and labor being performed under this Agreement shall cease. Architect shall invoice City for all work satisfactorily completed and shall be compensated in accordance with the terms of this Agreement for all work accomplished prior to the receipt of said notice. No amount shall be due for lost or anticipated profits. All plans, field surveys, maps, cross sections and other data, designs and work related to the Project shall become the property of City upon termination of this Agreement, and shall be promptly delivered to City in a reasonably organized form. Should City subsequently contract with a new architect for continuation of services on the Project, Architect shall cooperate in providing information. 6.02 Default. Nothing contained in Section 6.01 above shall require City to pay for any work which is unsatisfactory as determined by the Director or which is not submitted in compliance with the terms of this Agreement. City shall not be required to make any payments to Architect when Architect is in default under this Agreement, nor shall this Article constitute a waiver of any right, at law and at equity, which City may have if Architect is in default, including the right to bring legal action for damages or to force specific performance of this Agreement. ARTICLE VII GENERAL, SUPPLEMENTARY AND SPECIAL CONDITIONS: CONTRACT ADMINISTRATION 7.01 Contract Administration. This Agreement shall be administered on behalf of City by its Director of Public Works, and Architect shall fully comply with any and all instructions from the Director. Any dispute arising hereunder shall be submitted to the Director, whose decision in the matter shall be final and binding. ARTICLE VIII RESPONSIBILITY FOR WORK, INDEMNIFICATION AND INSURANCE 8.01 Architect's Responsibility for Work. Approval by City shall not constitute nor be deemed a release of the responsibility and liability of Architect, its employees, subcontractors, agents and consultants for the accuracy and competency of Designs, Working Drawings, Specifications or other documents and work; nor shall such approval be deemed to be an assumption of such responsibility by City for any defect, error or omission in the Designs, Working Drawings, and Specifications or other documents prepared by Architect, its employees, subcontractors, agents and consultants. 8.02 Indemnification (Damage Claims). Architect agrees to 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 an person or persons, that may arise out of or be occasioned by Architect's breach of any of the terms or provisions of this Agreement, or by any negligent act or omission of Architect, his officers, agents, associates, employees or subconsultants, in the performance of this Agreement; except that the indemnity provided for in this paragraph shall not apply to any liability resulting from the sole negligence of City, its officers, agents, employees or separate contractors, and in the event of joint and concurrent negligence of both Architect and City, responsibility and indemnity, if any, shall be apportioned comparatively in accordance with the laws of the State of Texas, without, however, waiving any governmental immunity available to City under Texas law and without waiving any defenses of the parties under Texas law. The provisions of this paragraph are solely for the benefit of the parties hereto and not intended to create or grant any rights, contractual or otherwise, to any other person or entity. 8.03 Indemnification (Patent and Copyright Claims). Architect agrees to completely defend and indemnify City, its officers, agents and employees, against a claim that any of the Designs, Plans or Specifications prepared by Architect, its employees, associates or subconsultants pursuant to this Agreement infringe a U.S. patent or copyright directly, indirectly or contributory. Architect shall pay any and all resulting costs, damages and attorney's fees finally awarded, provided that: (1) City promptly notifies Architect in writing of the claim; and (2) Architect has sole control of the defense and all related settlement negotiations. (a) If Architect defends City against such claims, the City Attorney shall be kept informed of settlement negotiations, and shall execute any settlement agreement reached by Architect on City's behalf. (b) Architect's defense and indemnification under this section is conditioned on City's agreement that if any of the designs, plans or specifications become, or in Architect's opinion are likely to become, the subject of such a claim, City will permit Architect, at Architect's option and expense, either to procure the right for City to continue using the designs, plans or specifications or to replace or modify the same so that they become non - infringing; and if neither of the foregoing alternatives is available on terms which are reasonable in Architect's judgment, City to the extent City is legally able to do so, will cease using the designs, plans or specifications on written request of Architect, in which instance City has the sole option to either require Architect to perform new design work at Architect's sole expense, or to terminate this Agreement. (c) Architect has no liability under this section for any claim or infringement based upon the modification or alteration of the designs, plans or specifications prepared under this Agreement subsequently 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. (3) The indemnification and defense provisions as set forth in this Section 8.03 shall not apply to products or materials which City has required that Architect include in any of the Designs, Plans and Specifications, or which are substituted by Contractor or any of his subcontractors during the Construction Phase of the Contract. 8.04 Insurance. Architect, at Architect's sole cost, shall purchase and maintain during the term of this Agreement professional liability insurance coverage in the minimum amount of One Million Dollars from a company authorized to do insurance business in Texas and otherwise acceptable to City. 8.05 Subconsultant Insurance. Without limiting any of the other obligations or liabilities of Architect, Architect shall require each subconsultant (with the exception of ADA Consulting, Cost Estimating and Landscape Design Sub -consultant) performing work under this Agreement to maintain during the term of the Agreement, at the subconsultant's own expense, Professional Liability Coverage in the minimum amount of $500,000 from a company authorized to do business in the state of Texas or otherwise acceptable to the City, including the required provisions and additional policy conditions as shown below in Section 8.06. As an alternative, Architect may include its subconsultants as additional insureds on its own coverages as prescribed under these requirements. Architect's certificate of insurance shall note in such event that the subconsultants are included as additional insureds. Architect shall obtain and monitor the certificates of insurance from each subconsultant in order to assure compliance with the insurance requirements. Architect must retain the certificates of insurance for the duration of this Agreement, and shall have the responsibility of enforcing these insurance requirements among its subconsultants. City shall be entitled, upon request and without expense, to receive copies of these certificates of insurance. 8.06 Insurance Police Endorsements. Each insurance policy under paragraph 8.04 shall include the following conditions be endorsement to the policy: (1) Each policy shall require that thirty (30) days prior to the expiration, cancellation, non- renewal or any material change in coverage, a notice thereof shall be given to City by certified mail to: City Manager, City of Round Rock 221 East Main Street Round Rock, Texas 78664 Architect shall also notify City, within 24 hours of receipt, of any notices of expiration, cancellation, non -renewal, or material change in coverage it receives from its insurer. (2) Companies issuing the insurance policies shall have no recourse against City for payment of any premiums or assessments for any deductibles which all are at the sole responsibility and risk of Architect. (3) The term "City" or "City of Round Rock" shall include all authorities, Boards, Commissions, Departments, and officers of City and the individual members, employees and agents thereof in their official capacities, and/or while acting on behalf of the City of Round Rock. (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. 8.07 Cost of Insurance. The cost of all insurance required herein to be secured and maintained by Architect shall be borne solely by Architect with certificates of insurance evidencing such minimum coverage in force to be filed with the City. Such Certificates of Insurance are evidenced as Exhibit P herein entitled "Certificates of Insurance". ARTICLE IX COMPLIANCE WITH LAWS, CHARTER AND ORDINANCES, ETC. 9.01 Compliance with Laws. Architect, its consultants, agents, employees and subcontractors shall comply with all applicable Federal and State Laws, the Charter and Ordinances of the City of Round Rock, as amended, and with all applicable rules and regulations promulgated by all local, State and National boards, bureaus and agencies. Architect shall further obtain all permits and licenses required in the performance of the professional services contracted for herein. 9.02 Taxes. Architect will pay all taxes, if any, required by law arising by virtue of the services performed hereunder. City is qualified for exemption pursuant to the provisions of Section 151.309 of the Texas Limited Sales, Excise, and Use Tax Act. ARTICLE X TERM 10.01 Term. Unless sooner terminated in accordance with the applicable provisions hereof, or extended by mutual agreement approved by City's Director, the term of this Agreement shall be from the date of execution hereof until 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. 10.02 Project Performance Schedule. (1) Time of completion of the services referenced herein shall be as follows: Reference Article 1.1.2.6 AIA Document B141-1997 Part 1. (2) Architect understands that the Project Performance Schedule is of critical importance, and agrees to undertake all necessary efforts to expedite the performance of services required herein, so that construction of the Project will be commenced as scheduled. In this regard, Architect shall proceed with sufficient qualified personnel and consultants necessary to fully and timely accomplish all services required under this Agreement in a professional manner. ARTICLE XI FINANCIAL INTEREST PROHIBITED, CONFIDENTIALITY 11.01 Financial Interest Prohibited. Architect covenants and represents that Architect, its officers, employees, agents, consultants and subcontractors will have no financial interest, direct or indirect, in the purchase or sale of any product, materials or equipment that will be recommended or required for the construction of the Project. 11.02 Confidentiality. Architect's reports, evaluations, designs, drawings, data, and other documentation and work developed by Architect hereunder shall be kept confidential, and shall not be disclosed to any third parties without prior written consent and approval of City's Director ARTICLE XII GENERAL PROVISIONS 12.01 Time is of the Essence. Architect understands and agrees that time is of the essence and that any failure of Architect to complete the services for each phase of this Agreement within the agreed Project Performance Schedule may constitute a material breach of this Agreement. Architect shall be fully responsible for its delays or for failures to use best efforts in accordance with the terms of this Agreement. Where damage is caused to City due to Architect's failure to perform in these circumstances, City may withhold, to the extent of such damage, Architect's payments hereunder without waiver of any of City's additional legal rights or remedies. 12.02 Force Majeure. Neither City nor Architect shall be deemed in violation of this Agreement if it is prevented from performing any of its obligations hereunder by reasons for which it is not responsible or circumstances beyond its control. However, notice of such impediment or delay in performance must be timely given, and all reasonable efforts undertaken to mitigate its effects. 12.03 Assignment. The parties each hereby bind themselves, their successors, assigns and legal representatives to each other with respect to the terms of this Agreement. Architect shall not assign, sublet or transfer any interest herein without City's prior written authorization. 12.04 Amendments. This Agreement, representing the entire agreement between the parties, may only be amended or supplemented by mutual agreement of the parties hereto in writing. 12.05 Enforcement and Venue. This Agreement shall be enforceable in Round Rock, Williamson County, Texas, and if legal action is necessary by either party with respect to the enforcement of any or all of the terms or conditions herein, exclusive venue for same shall lie in Williamson County, Texas. This Agreement shall be governed by and construed in accordance with the laws and court decisions of the State of Texas. 12.06 Notices. All notices and correspondence to City by Architect shall be mailed or delivered as follows: City Manager, City of Round Rock 221 East Main Street Round Rock, Texas 78664 All notices and correspondence from City to Architect shall be mailed or delivered to the Architect as follows: Harold E. Sargent, AIA President Brinkley Sargent Architects 5000 Quorum, Suite 123 Dallas, Texas 75254 IN WITNESS WHEREOF, the City of Round Rock has caused this Agreement to be signed in its corporate name by its Mayor, duly authorized to execute the same in its behalf by Resolution No. approved by the City Council on , and Brinkley Sargent Architects, signing by and through its duly authorized representative(s), thereby binding the parties hereto, their successors, assigns and representatives for the faithful and full performance of the terms and provisions of this Agreement. CITY OF ROUND ROCK By: ATTEST: BRIN Y SA By: E, Harold E. Sar T ARCHITECTS nt, - IA, President EXHIBIT A CITY OF ROUND ROCK POLICE FACILITY PROJECT BUDGET 1/12/2004 6/18/2003 1/12/2004 Site Acquisition Land Cost 830,000 834,386 LOA 0 4,500 Existing Site Sale Contribution Testing Services Subsurface Soils Construction Materials / Inspection Construction Building Secure Courtyard Parking / Site Development /Water Retention Emergency Generator Site Fence Landscape Construction Contingency FF&E Furniture Data Cabling / Telephone I.T. Backbone / Computers A/V Equipment Police Lab Furnishings City Budgets Site Survey / Platting Off -Site Utility Development Utility Service Impact Fees Gas Services Moving Costs Police Equipment Communications Equipment / Relocation Costs Communication Tower/Antenna Legal Fees Contingency Professional Fees Programming / Site Selection A/E Fees (8%) Site Submittal Process ADA Consultant Cost Estimator Civil Engineer Landscape Technology Consulting As-Builts AN (Infrastructure) Interiors/Furniture Reimbursables Total Project Budget Note A: All Phase One fees including schematic design Note B: All 6/18/03 construction costs moved to building cost Note C: No Communications or Booking except chairs Note D: $1.80/SF - Install wiring only Note E: $44,000 of cost may be covered by grant money Note F: Budget for install/elec; Generator supplied by City Note G: Fire Loop, if required by City Note H: Provided by City; not included in this budget Note J: Concrete pad and electrical hook-up only; all coordination by city (830,000) 0 Note N 8,000 45,000 5,690,000 73,000 617,000 20,000 0 0 300,000 4,745 Note 0 45,000 6,400,000 Note B 0 Note B 0 Note B, G 0 Note B, F 44,000 Note E 45,000 300,000 0 464,724 62,000 62,000 0 0 0 0 0 0 Note C, Q Note D Note H Note H Note H 15,000 4,950 Note 0 0 0 30,000 30,000 0 40,000 Note M 0 0 Note H 0 0 0 0 Note H 30,000 30,000 Note J 0 15,000 Note M 0 3,200 Note M 60,000 152,930 Note A 534,000 455,740 Note 0 5,500 5,500 Note 0 3,500 3,125 Note 0 11,000 7,900 Note 0 42,000 32,800 Note 0 18,000 9,500 Note 0 0 23,000 Note 0 0 6,000 Note 0 5,000 0 Note L 41,000 41,000 Note O 51,000 89,000 Note K 7,661,000 9,154,000 Note P Note K: All bid sets paid by bidders Note L: AN to be installed in later phase Note M: City provided budget Note N: Contribution not included at this time Note 0: Final contract amount Note P: City provided budget dated 5/23/03 Note Q: $5,276 taken from furniture budget to balance city 5/23/03 budget EXHIBIT B CITY OF ROUND ROCK POLICE FACILITY ARTICLE 1.5.1 SERVICES AND COMPENSATION 1.5.1 A/E Basic and Supplemental Services included in the contract scope of work Service and Fee Summary A/E Basic Services $455,740 Architectural MEP Engineering Structural Engineering As -Built Drawing 6,000 FF&E Selection 30,000 Interior Design 11,000 Site Submittal Process 5,500 Reimbursable 89,000 Cost Estimating 7,900 Civil Engineering 32,800 ADA Consulting 3,125 Landscape Design 9,500 Technology Consulting 23,000 TOTAL FEES $673,565 Item A. Basic A/E Services Fee $455,740 Al. Reference Exhibit A Total Construction Budget $6,789,000 First Phase Schematic Fee $87,380 (Work completed as part of Phase One) Reference Exhibit A-A/E Fee 8% Fee Calculation $6,789,000 x 8% (less $87,380) = $455,740 Fees to be billed monthly by percent complete of each phase as follows: Design Development Phase (23.5%) $107,000 Construction Document Phase (42%) 214,000 Bidding Phase (6%) 27,740 Construction Administration Phase (23.5%) 107,000 Total (100%) $455,740 A2. Structural Engineering Contract is enclosed herewith as Exhibit D for purpose of reference and owner acceptance of firm. These services are part of Basic A/E Services and associated fees are part of A/E Basic Service fee. A3. Mechanical, Electrical and Plumbing Engineering Contract is enclosed herewith as Exhibit E for purposes of reference and owner acceptance of firm. 1 These services are part of Basic A/E Service fee. This firm is located in Round Rock, Texas and included in Item M of this exhibit as part of local firm total fee participation. A4. Construction is anticipated to take 12 months. Project progress meetings will occur every other week. Should construction continue beyond 14 months through no fault of design team, the Architect reserves the right to seek Additional Services from the City based upon per month basic fee of $8,000. Such Additional Services shall solely be approved by Owner's Designated Representative and by action of City Council. Item B. As -Built Drawings Fee $6,000 A/E Team to provide final as -built drawings of project from information provided by contractor. Plans to be issued to owner within 30 days of receipt of information from contractor. Item C. FF&E Selection Fee $30,000 Selection, Specification and Installation supervision of furniture and related equipment will be provided by Brinkley Sargent Architects as part of Basic Services. Reference Exhibit C for detailed description of services. Item D. Interior Design Services Fee $11,000 Interior Finish Selection, Presentation, Specifications and Shop Drawing Review. These services will be provided by Brinkley Sargent Architects as part of Basic Services. Item E. Site Submittal Process Fee $5,500 Documentation as required to conform to City requirements. Coordination of necessary consultants to meet City requirements for site submittal process. Item F. Reimbursable Expenses Fee $89,000 Reimbursement costs for the project are detailed in Exhibit F. Budget assumes all construction and furniture bidders will make a non-refundable payment to Brinkley Sargent Architects equal to the cost of printing bid documents. Construction Administration Phase trips assume project progress meetings will be held every other week. Work associated with printing of bid and construction issue sets are included in Item M of this exhibit as part of local firm total fee participation. Item G. Cost Estimating Services Fee $7,900 Prepare Design Development Cost Estimate utilizing professional cost estimator. Estimator Contract enclosed as Exhibit G for reference and owner acceptance of firm. 2 Item H. Civil Engineering Fee $32,800 Provide Civil Engineering Services as outlined in Exhibit H. Contract is enclosed for purpose of reference and owner acceptance of firm. This firm is located in Round Rock, Texas and included in item M of this exhibit as part of local firm total fee participation. Item J. ADA Consulting Fee $3,125 Review of documents for conformance to State of Texas ADA requirements. Site visits for Substantial Completion and Final State Required Inspection are included. Contract is enclosed herewith as Exhibit J for purpose of reference and owner acceptance of firm. All State required submittal fees are included in this contract. Item K. Landscape Design Services Fee $9,500 Services shall include selection of plant material, flatwork design/details and design of irrigation system. Designer shall coordinate all work with appropriate city agencies. Contract is enclosed herewith as Exhibit K for purpose of reference and owner acceptance of firm. This firm is located in Round Rock, Texas and included in Item M of this exhibit as part of local firm total fee participation. Item L. Technology Consulting — Electrical Special Systems Fee $23,000 Services shall include design of communications backbone and horizontal infrastructure and video surveillance systems. Contract is enclosed herewith as Exhibit L for purposes of reference and owner acceptance of firm. Item M. Local Round Rock Professional Services Participation The City of Round Rock has set a goal of 15% minimum participation of local firms on public projects. Local participation on this project is calculated as follows: Initial BSA Contract for Needs Assessment, $152,930 Site Selection and Schematic Design (Phase 1) Total Fee this Contract (Phase 2) 673,565 Total Professional Fees 826,495 MEP Contract Fee (Item A3) 69,000 Civil Contract Fee (Item H) 32,800 Landscape Contract Fee (Item K) 9,500 Local Reproduction Firm Printing of Bid and Construction Issue Sets. Reference Item F and Exhibit F 16,300 Total Fees for Local Firm $127,600 Percent of Total Phase 1 & Phase 2 Fees 15.44% 3 Item N. Scope of Work Assumptions 1. Building site is currently platted. Any additional platting requirements (if any) will be done as an additional service. 2. Site is zoned for the intended use of this project. 3. Geotechnical reports will be provided by City. 4. All due diligence environmental aspects of site have been investigated by City and any related reports will be provided to Architect previous to commencement of this phase of work. 4 EXHIBIT C CITY OF ROUND ROCK POLICE FACILITY FF&E SCOPE OF WORK SCOPE OF WORK — FURNITURE, FIXTURES, AND EQUIPMENT Design Development: A. Site visit current facility and documents current furniture and large equipment to remain. B. Incorporate existing furniture and equipment requirements into new building documents. C. Meet with Police and City staff to establish FF&E requirements D. Coordinate FF&E requirements with architectural floor plans. E. Update Budget. Construction Administration Phase A. Meet with city staff to establish furniture standards and procurement requirements. B. Present standards of quality finish and staffing hierarchy to city staff. C. Establish and review Scope of FF&E based upon budgeting and interior design constraints. D. Present FF&E preliminary package to city staff. E. Present final FF&E package to city staff and finalize Budget. F. Complete specifications and drawings for purpose of bidding package. G. Coordinate with city staff bidding package front end general conditions consistent with city purchasing standards. H. Coordinate all MEP / Dimensional issues between bid package and building Construction Documents. I. Issue package to all Bidders. J. Advise Owner and Bidders on clarifications, substitutions and issuance of Addenda. K. Assist Owner in evaluating prices and make recommendation for contract awards. L. Advise Owner and Vendor(s) on clarification items following notice to proceed. M. Provide on-site representative during furniture installation. (2 days). N. Make two (2) on site visits to review completed FF&E installation and develop and process furniture punch list. Page 1 of 2 SCOPE OF WORK — ADDITIONAL SERVICES A. Work set forth by the Owner which is not outlined in these Basic Services. B. Revisions to work that are inconsistent with previous approvals or instructions. C. Services related to the advertisement or issuance of bidding documents. D. Work requested by Owner 24 months from the commencement of this project. E. Services to develop and / or evaluate alternates for the bid documents. F. Services to develop multiple bid documents other than stated above. G. Services to develop record drawings. H. Additional presentations other than stated above. OWNERS RESPONSIBILITIES A. Provide a single project representative. B. Exercise review and approval functions in accordance with the agreed project schedule. C. Provide all pertinent information developed by the city which will affect the work to be performed for this project. D. Advertise furniture bids. E. Receive furniture vendor bids. F. Develop and execute the contract awards into signed agreements with the successful furniture bidders. G. Provide all management and coordination for the relocation of any existing city owned equipment (i.e., copiers, computers, microfiche, etc.). Page 2 of 2 SSI DhllAS SIellS1[orn-Scheider, Inc. SSEOMAHA ► 15441 Kaollirail SSI DALLAS S06120,11 10 ESEDENVER ► Oallas.iexas 15248 ESSPORTLAND : ' (2141461-9831 U(214)461-9836 December 30, 2003 Brinkley Sargent Architects 5000 Quorum Suite 123 Dallas, TX 75254 Attn: Harold Sargent, AIA RE: Round Rock Police Facility �iEinkieyVF° � gr JAN 01 2103 Sargent 4rchiteo' Jerald A Schneider. PE, SE Stephen IL Sharples. PE Walad6.inapt PE, SE Michael E.Slenshaa.PE.SE Proposal # 03127 This Proposal will act as our Contract for Professional Structural Design Services when accepted and properly endorsed by both parties. Scope of Professional Services: The scope of services shall include basic structural design services, which includes the following: Design and detail foundation system, second floor system and roof framing system as well as the lateral load resisting system for the building. The new facility is understood to be a two story building with approximately 34,000 square feet. Each floor is understood to be approximately 17,000 square feet. The building is understood to be in 2 separate structures connected by two glass enclosed walkways. There is also a one story support structure of approximately 2000 square feet. This proposal includes structural design for the dumpster surround, mechanical enclosure, a�dascreen alI I between mainp support C ivIU LOpeom$ 4f Pa x.51 it c '6C.$S mow 5 LTA S(G N S , I rS Included in this proposal are four (4) site visits during construction as well as shop drawing review and answering any structural RFI's.- The fee shown below incudes site visit time and expenses, as well as reimbursable expenses for drawing review sets. Not Included in This Scope of Services: Any services not listed in this scope of services. Proposal # 03127 Cost of Professional Services: The total fees (Lump Sum) for the Professional Services listed in the above "Scope of Services" is: Total Contract $54,500.00 This fee value is valid for 180 days from date shown Schedule of Services: 500 It is anticipated that the Project will be completed 480 -days (or less) after the Notice to Proceed. A change to the Scope of Professional Services will change the anticipated completion schedule. GENERAL TERMS AND CONDITIONS 1. Definition These mutually agreed covenants, which Include as a minimum the attached written proposal (Proposal) and these General Terms and Conditions, constitute the "AGREEMENT. This AGREEMENT defines the relationship between the CUENT as identified in the Proposal and Stenstrom-Schneider, Inc. (SSI) for the Project as defined in the Proposal. The professional services of SSI shall i'ckide services performed by employees of SSI, b affIates, subsidiaries, independent professional associates, consultants and sub consultants. 2. Project Site and Right of Entry SSI shall be entitled to rely upon documents and information provided by CUENT In performing the services required under this AGREEMENT; however, SSI assumes no responslt>1ty or habiilty for the accuracy or completeness of said documents and information. CLIENT provided documents will remain the property of CUENT. SSI will not direct, supervise or control the work of contractors or their subcontractors. SSI's services do not include a review or evaluation of a contractor's (subcontractor's) safety measures. SSI shall be responsible only for its activities and those of Its employees on any site. Neither the professional activities nor the presence of SSI, its employees, or its sub consultants on a site shal imply that SSI controls the operations of others; nor shall this be construed to be an acceptance by SSI of any responsibility for Project site safety. 3. Payment for Services Unless the specific provisions of Proposal provides otherwise or the Current Year Schedule of Fees is not incorporated, then payment under this AGREEMENT is based upon cost reimbursement (e.g., hourly rate, time and materials, direct personnel expense or per diem), and the provisions of the following sub -paragraphs shah apply a. Additional Services beyond Basic Services will be baled as Follows: b. The minimum time segment for baling fieldwork is four (4) hours. The minimum time segment for billing work done at an office is one-half (34) hours. c. Project subcontracts (e.g. surveying, sods testing & reports, special testing, etc.) wal be billed at c ostplur -14016-forfiandfing-ari4administratiear 1.F5' d. Direct costs, including travel and subsistence, shipping, communication, printing and reproduction, eemputer -serviceti, supplies and equipment, and equipment items rented from commercial sources are reimbursable at cost plan 401b. Standard Rate Schedule: Principals $130 Engineers $100 Drafting $75 4. Invoices Unless the accompanying Proposal provides otherwise, invoices will be submitted at comp) on of structural drawings, and are due and payable upon receipt. Unpaid balances shall be subject to an additional rge at the rate of one (1.0) percent per month from the date of the invoice, If the unpaid balance is not paid within days. In addition, SSI may, seven days after giving written notice to CLIENT, suspend services without liability until CUENT has paid intuit all amounts due SSI on account of services rendered and expenses incurred, including interest on past -due notices. Paymentubje:tta ourtkng-by CLIENT.-" is ofthe essence in payment -of invoices,end-timely paother nt is a rcots related material past of of delinquent accounts shah be paid byCUENT. CUENT. SSTs attorney fees and — irc 6. Changes or Delays Project as SSI understands It to be defined SSI will Inform CUENT of such situations so that negotiation and compensation can be accomplished as required. If such change, additional services, or suspension of services results in an increase in the cost of or time required for performance of the services, whether or not changed by any order, an equitable adjustment shall be made, and the AGREEMENT modified accordingly. 6. Termination Either party may terminate the AGREEMENT, in whole or in pad, seven days after giving written notice, if the other party substantially fads to fulfill b obligations under the AGREEMENT through no fault of the terminating party. Where method of payments is lump sum', the final invoice will include alt services and expenses associated with h the Project up to the effective date of termination. Where method of payment is based upon cost reimbursement, the final invoice will include al services and expenses associated with the Project up to the effective date of terntination_, •- ble- . • .. 111 bef •- 7. Insurance SSI agrees to purchase, at its own expense, Workers' Compensation Insurance, Comprehensive General Liability Insurance and Professional Liability Insurance and will upon request, furnish l nsuranc.certificates to CLIENT. • ril-olFe 65(cv& 4c-140l(-tTY E f o n.t Ar A444.1 SMak (3E 3661 a'O eS 8. Controlling Agreement wined in These General Terms and Conditions shall take precedence over any Inconsistent or contradictory provisions any propyl, contract, purchase order, requisition, notice -to -proceed, or Nke document regarding SSI's services. If any of these General Terms and Conditions are determined to be invalid or unenforceable in whole or part by a court of competent es hereto. The jurisdiction, gree to reform this GR AGREEMENT thereof o all remain in full force and effeCt and be replace any such invalid or unenforceable provvision with a validg upon the and enforceable provision that es closely as possible expresses the intention of the stricken provision. These General Terms and Conditions shal survive the completion of the services under this AGREEMENT and the termination of this AGREEMENT for any cause. This AGREEMENT between CLIENT and SSI shad pertain only to the benefit of the parties hereto, and no third party shad have rights hereunder. 9. Proprietary Data The technical and pricing information contained in the accompanying Proposal or this AGREEMENT is to be considered Confidential and Proprietary, end Is not to be disclosed or otherwise made available to third parties without the express written consent of SSI. 10. Governing Law This AGREEMENT is to be govemed by and construed in accordance with the laws of the State of Texas, unless mutually agreed M writing by CUENT and SSI to be In accordance with the laws or the state where the Project is located. Yours truly, Michael Stenstrom, PE President Stenstrom-Schneider, Inc. Accepted: Printed Name: Title: Date: .Jan -06-04 09:33P 115 East Main Street MEP CONSULTANTS COMMISSIONING • PEW INVESTIGATIONS Round Rock, Texas 78664 PH: (512) 218-0080 January 6, 2004 Brinkley Sargent Architects 5000 Quorum Suite 123 Dallas, Texas 75254 ATTN: Harold E. Sargent, AIA RE: Round Rock Police Station FAX: (512) 218-0077 P. 02 This letter of proposal is for professional engineering services related to the new two story facility consisting of approximately 34,000 square feet and a single story support fadlity consisting of approximately 2000 square feet. This agreement is between HCE, herein known as the Engineer and Brinkley Sargent Architects herein known as the Architect. The following is based on a project budget of approximately $6,700,000 dollars. We are pleased to submit this letter of agreement for mechanical, plumbing and electrical engineering to include: A. MEP drawings and specifications necessary to complete a set of Contract Documents for the project. Our scope includes incorporating final review comments from the local authorities. B. Design of interior water and wastewater stubbed 5 feet outside of budding and coordinated with the Project Civil Engineer for connection points. (Any approvals required for connection of water, wastewater and fire line utilities to be the Civil Engineer.) C. Coordination with local utility companies for incoming service to include: 1.) Copies of all correspondence between utility companies throughout the design and construction document process. We will also furnish utility companies any requested CAD files required for their use for coordination purposes. 2.) Electric Service (by ONCOR): Coordination of service point on buildings including indicating contractor required work such as primary and secondary conduit, transformer pads, junction boxes, gutters and CT enclosures required for permanent service. 3.) Telephone/Fiber/Cable Service: Coordination of service point on buildings including indicating site conduit systems and required pull boxes as required for each system. Coordinate with City of Round Rock on any required conduit connection to the McConico Building. 4.) Gas Company: Coordination with local gas company for site gas service including stub -up locations at specific locations for building service if required. -1- Jan -06-04 09:33P D. Site lighting, P.03 1.) Complete site lighting design tor public and staff parking areas, driveway and building accent lighting. A full photometric computer print out of the site including both site lighting and building mounted lighting will be provided indicating foot candle levels. 2.) Concrete pole base detail indicating grounding and electrical conduit requirements will be shown. Pole base design will be by Project Structural Engineer. 3.) Coordinate with landscape architect for required power for irrigation controller and any special landscape lighting in planter and walkway areas as required. E. Show conduit rough -in for voice/data outlets only. Coordinate with Project Voice/Data Consultant of Architect for location of outlets and special power requirements. F. Coordinate with the Project Security Consultant or Architect for device rough -in and power requirements. G. Coordinate with Project Systems Furniture Consultant or Architect for rough -in locations for systems furniture (power poles or base end feeds). H. Coordinate with Architect and Structural Engineer on buildings roof drainage system. I. Performance specifications for building sprinkler system and coordinationof incoming fire service with the Project Civil Engineer. J. Design of emergency generator system for special systems requiring emergency power. K. Review of MEP shop drawings and submittals. L. Site observations necessary to monitor MEP construction progress. For these services we propose a lump sum fee: $69,000. The Architect and/or Owner are responsible for obtaining plan review comments and forwarding to HCE. The contract documents should not be considered complete until all drawings have been revised to reflect all comments received from the local plan review personnel. As is standard, all Cad backgrounds and title blocks are to be furnished by the ProjectArchitect. AH expenses such as long distance telephone calls, travel, delivery charges, punting costs. etc., will be billed as reimbursable expenses with a-4190 multiplier. Nay Billing will be monthly according to the percentage of completion using the following guidelines: 80% COMPLETION OF CONTRACT DOCUMENTS (follow Architects percentages) 20% COMPLETION CONSTRUCTION ADMINISTRATION PHASE In the event of termination of the project, the Engineer shall be compensated for all services performed up to the termination date based on the percentage of completion. Payments are due 30 days from invoice date. Late payments will bear interest at the rate of 1-1/2% per month, or the highest allowed by law. Requested additional services will be billed hourly at the following rate schedule: -2- Jan -06-04 09:33P P. 04 ENGINEERING SERVICES RATE PRINCIPAL $115.00 PROJECT MANAGER $ 85.00 ENGINEERS $ 90.00 SR. DESIGNER $ 80.00 COMPUTER AIDED DESIGNER $ 65.00 DESIGNER I $ 65.00 ADMINISTRATIVEJCLERICAL $ 45.00 The Engineer shall not have control or charge of, and shall not be responsible for, construction means, methods, field coordination, techniques, sequences or procedures, for safety precautions and programs in connection with the work, for the acts or omissions of the Contractor, Subcontractors or any other person performing any of the work, or for the failure of any of them to carry out the work in accordance with the Contract Documents. The terms of this proposal are subject to change if not accepted within 30 days. ENG WEE, w IU_ N IaralN A r4,oE £ fo 4.4L. PotLe Y rrj(jei 000 Gtfv &aAt ocovioG 1-4£ -feiLtA. OF lips Ftto.l Brinkley Sargent Architects HCE BY: BJH:fh D:BD1Proposal.041brinkleylround rock police -3- w kvNIift.c+w {-S BY: EXHIBIT F CITY OF ROUND ROCK POLICE FACILITY REIMBURSABLE BUDGET Trip Cost Calculations BSA Trip Charge (1 Person/1 Day) Air Fare 250 Parking 16 Car 103 Per Diem 15 DFW Mileage 16 400 BSA Trip Charge (2 People/2 Days) Air Fare 500 Parking 64 Car 200 Per Diem 204 DFW Mileage 32 Hotel 300 1300 BSA Trip Charge (3 People/2 Days) Air Fare 750 Parking 96 Car 200 Per Diem 306 DFW Mileage 48 Hotel 450 1850 I.T. Consultant Trip Charge (1 Person/1 Day) Air Fare 280 Parking 21 Car 110 Per Diem 31 DFW Mileage 8 450 Exi'fl&iT v OscarJ. Boldt Construction December 25, 2005 Mr. Hal Sargent, AIA - t3rinkley Sargent Architects 5000 Quorum Drive, Suite 123 Pallas,1exas 75240 Tel: 972,9609970 Fax: 972,960,9751 reference: round rock police Facility Dear Hal: First of' all, Merry Christmas and thank you for sending me such a nice card, I do hope that you and your family have a fantastic holiday. We are pleased to submit a price on the above mentioned project for the design development estimat e and consulting services which follow the process, 1 an in receipt of' your letter dated December 19, 2005 as well as the attached sketches describing the project, For your consideration, I am presenting a menu from which you can select the services you desire, tach is a standalone event, The total costs for our proposed services, given the scope as I understand, are broken dawn as follows: ✓ A. Site Visit and Initial review with Architect: ✓ C. Design Development estimate: ✓ D. Value Analysis and estimate revisions: 0900,00 If 5,900.00 01,100,00 BAKER-AICKLEN & ASSOCIATES, INC. E;(141Drr br Engineers/Surveyors December 8, 2003 Proposal # 03-7079 Mr. Denny Boles Brinkley Sargent Architects 5000 Quorum Suite 123 Dallas, TX 75254 RE: Proposal for Professional Services Round Rock Police Facility Dear Mr. Boles: We are pleased to present our proposal for services related to site development of the above referenced tract. Our proposal calls for the design of site facilities including paving, grading, drainage, parking, site utilities and water quality for the construction of the new Round Rock Police Facility. Also included is the preparation of the required Water Pollution Abatement Plan (WPAP), and the Storm Water Pollution Prevention Plan (SWPPP) to be submitted to the Texas Commission on Environmental Quality (TCEQ). A. PROJECT COORDINATION 1. Assemble and review pertinent information. 2. Meet with Owner and Architect to discuss project goals and requirements. 3. Assist Architect in the development of conceptual site plan. 4. Meet with Owner and Architect to discuss conceptual site plan. 5. Assist Architect in revisions to conceptual site plan addressing Owner comments. 6. Meet with Utility Providers as required to coordinate dry utility service locations. Dry Utility Design by others. B. SITE DESIGN I. DIMENSIONAL CONTROL SITE PLANS 1. Collect and review all pertinent data (Architect's concept plan). 2. Coordinate with Architect, Owner and Fire Department, as required. 3. Prepare dimensionally accurate site plan and submit with contract documents to secure approvals. 4. Furnish Owner's Architect a copy of the AutoCAD 2000 drawing file. 203 E. Main St.. Suite 201 • Round Rock. Texas 78664 • 512/244-9620 • FAX 512/244-9623 Mr. Denny Boles, Brinkley Sargent Architects Proposal # 03-7079 December 8, 2003 Page 2 II. UTILITY PLANS (ON-SITE WATER AND WASTEWATER) 1. Collect and review pertinent data. 2. Coordinate with Architect, City staff and utility companies, as needed. 3. Prepare utility plans for water and wastewater improvements, including fire lines, to within five feet of buildings. Connections and meter size to be set per MEP consultant. 4. Furnish copy to Owner. III. SITE GRADING AND DRAINAGE PLANS 1. Collect and review pertinent data. 2. Coordinate with Architect and City staff. 3. Prepare conceptual grading and drainage plan based upon Architect's layout plan and topographic information obtained from recent survey. 4. Review preliminary grading and drainage plan with Owner's Architect. Revise drawing as needed per review comments. 5. Prepare final grading and drainage plan to include water quality pond, detention pond, curb elevations, slopes, wall elevation (if any), finish floor grades, storm sewer design and details as necessary. IV. SITE DEVELOPMENT PERMIT COORDINATION AND PROCESSING 1. Assemble pertinent data and coordinate receiving drawings from the Landscape Architect and Structural Engineer (if required). 2. Coordinate with Architect regarding items to be furnished by Architect (compatibility drawings, if required). 3. Submit application along with appropriate drawings and Engineer's Summary Letter and Report to City of Round Rock Development Review Committee. 4. Coordinate with City and Client during review process, address City comments, and process the submittal for approval of Site Development Permit. C. WATER POLLUTION ABATEMENT PLAN 1. Assemble pertinent information. Owner to furnish available information. 2. Meet with Texas Commission on Environmental Quality (TCEQ) to discuss project. 3. Retain geologist to assist with Geologic Assessment. 4. Prepare Water Pollution Abatement Plan (WPAP) and incorporate Geologic Assessment. 5. Submit documents for review. Fees will be paid by CLIENT. 6. Respond to TCEQ comments. 7. Finalize Water Pollution Abatement Plan. 8. Prepare documents for recordation. (Owner to record) D. STORM WATER POLLUTION PREVENTION PLAN (SWPPP) 1. Assemble pertinent information. Client to furnish available information. Mr. Denny Boles, Brinkley Sargent Architects Proposal # 03-7079 December 8, 2003 Page 3 2. Complete all TCEQ Pollutant Discharge Elimination System (TPDES) permit forms for owner's and contactor's signature. 3. Supply all required construction plan attachments to be incorporated into the SWPPP. 4. Submit the Notice of Intent to the TCEQ. E. CONSTRUCTION PHASE SERVICES (LIMITED) (Required to issue Engineer's Letter of Concurrence) 1. Prepare bid/contract documents. (If required) 2. Prepare Engineer's opinion of probable construction cost. 3. Assist in preconstruction conference. 4. Review shop drawings. 5. Visit construction site periodically. 6. Interpret drawings and specifications. 7. Observe construction for general conformity to contract documents (not full-time representation). 8. Review Contractor's pay estimates. 9. Prepare final punch list. 10. Issue Contractor's Certificate of Completion. 11. Prepare record drawings based upon contractor submitted mark-ups. BASIS OF COMPENSATION We propose to provide all the above described Scope of Services exsept-Item-A-and-U on a lump sum plus reimbursable expense basis as listed below: A. Project Coordination B. Site Design C. Water Pollution Abatement (WPAP) D. SWPPP Permitting E. Construction Phase Services (Limited) TOTAL $ 2,0005 $21,300 $ 4,000 $ 1,500 $ 4,000440W-154 i-rS $32,800 The lump sum amounts proposed above are based upon personnel time required to perform the described Scope of Services. Additional time requirements resulting from project scope changes or plan revisions beyond our control will be considered reasonable cause for us to seek additional compensation for services not included in these amounts. Such services may be compensated for on an hourly charge basis or at a mutually agreed - to lump sum and will not be provided without prior authorization. Not included in the above estimates are the following: Structural design (walls over three feet in height); Mr. Denny Boles, Brinkley Sargent Architects Proposal # 03-7079 December 8, 2003 Page 4 geotechnical and testing lab services; trench safety design, landscape plans and T.I.A. reports, if required; and fees charged by the City. Further, this scope of services was prepared based upon the Architect, as the lead design professional, handling all submissions regarding review and compliance with the Architectural Barriers Act. The estimated amount does not include sales tax, which is mandated by State law on certain types of surveys. -eelykrensati .. W-' -F.1.4 G WEEK- CQIU. MAINTAIN Q MlAl1t1WA4 FltoKeSSIoid. {r 9 0 Gomm -ail 1,0E-1Gi' or Y5001400 Don -rod -Mut of 114f E'tzc .CT If this proposal is acceptable, please endorse the enclosed agreement and return a copy to our office. We are prepared to commence work immediately upon your authorization. Thank you for the opportunity to submit this proposal. We appreciate your consideration of our firm in this regard and look forward to being of service to you. Sincerely, William Waeltz, P.E. Branch Manager AWW/vmb O:\Proposals-Eng-03\03-5079pro.doc PROFESSIONAL SERVICES AGREEMENT Brinkley Sargent Architects, as CLIENT, engages Baker-Aicklen & Associates, Inc. as ENGINEER/SURVEYOR to perform professional services for the assignment described as follows: Civil Design Services for the Round Rock Police Facility, Round Rock, Texas. See attached proposal letter No. 03-5079 dated December 8, 2003. I. SERVICES: ENGINEER/SURVEYOR agrees to perform Basic Services and Additional Services in conformance with the following descriptions, definitions, terms and conditions. A. BASIC SERVICES: See attached letter proposal No. 03-5079 dated December 8, 2003. 13. ADDITIONAL SERVICES: All work performed by ENGINEER/SURVEYOR which is either described in this paragraph or not included in the Basic Services defined above, shall constitute Additional Services. These shall include: 1. Travel and subsistence to points other than ENGINEER/SURVEYOR'S or CLIENTS offices and project site. 2. Copies of final reports, studies, drawings and other data in excess of one (1) set or that specified. 3. Revisions to approved reports, studies, drawings and other data. 4. Other services not otherwise included in this Agreement or not customarily furnished in accordance with generally accepted engineering practice. 1I. COMPENSATION: CLIENT agrees to pay ENGINEER/SURVEYOR for above described servicesy»accordance with the fallowing descriptions, definitions, terms and conditions. -734 Soo A. BASIC SERVICES: Compensation will be on a lump -sum plus reimbursables basis for: B. ADDITIONAL SERVICES: ENGINEER'S/SURVEYOR'S compensation will be on an hourly -charge basis for personnel services plus Reimbursable Expenses (defined below): 1. HOURLY CHARGE: Hourly charges are to be based on the current Standard Rate Schedule effective at the time of billing. 2. REIMBURSABLE EXPENSES: Expenses in connection with Additional Services shall include transportation and subsistence, cost of ENGINEER'S/SURVEYOR'S field office, reproduction, subcontracts and similar items. Such expenses shall be reimbursed at the following rates: a. Transportation by ENGINEER'S/SURVEYOR'S vehicles: at ENGINEER'S/SURVEYOR'S standard rates if destination exceeds a 50 -mile radius of ENGINEER'S/SURVEYOR'S office. b. Reproduction performed in ENGINEER'S/SURVEYOR'S office: at prevailing commercial rates. *c. All others: actual cost to ENGINEER/SURVEYpR Coo & 5 III. PAYMENTS: ENG URVEYOR will invoice CLIENT -monthly in amounts based on ENGINEER'S/SURVEYOR'S estimate of the . • ' .n of the Basic Services completed, . CLIENT agrees to promptly pay ENGINEER/SURVEYOR at his office in Willia County, Texas, the full amount of each such invoice upon receipt. A charge of 1.5% per month may be added to the unpaid balance of invoices not paid within • ays after date of invoice. If the invoice is not paid within 60 days, ENGINEER/SURVEYOR may, without waiving any claim or right against Client, and without liability whatsoever to the Client, terminate the performance of th ices. 1.05 W. OWNERSHIP OF DOCUMENTS: fig however, Client will be furnished, upon request duplicate copies of original drawings, CAD files and other documents, but agrees that he will use such copies solely in connection with the project covered by this Agreement and for no other purpose. V. OPINION OF PROBABLE CONSTRUCTION COST: Opinion of probable construction cost prepared by the ENGINEER/SURVEYOR represents his reasonable skill as a design professional familiar with the construction industry. It is recognized, however, that the ENGINEER/SURVEYOR has no control over the cost of labor, materials or equipment, over the Contractor's methods of determining bid prices, or over competitive bidding or market conditions. Accordingly, the ENGINEER/SURVEYOR cannot and does not guarantee that bids will not vary from any cost estimate prepared by him. VI. INSURANCE: ENGINEER/SURVEYOR agrees to maintain worker's compensation insurance to cover all of its own personnel engaged in performing services for CLIENT under this Agreement. ENGINEER/SURVEYOR also agrees to maintain public liability insurance covering claims against ENGINEER/SURVEYOR for damages resulting from bodily injury, death or property damage from accidents arising in the course of services performed under this Agreement. VII. LIABILITY LIMITATION: ENGINEER/SURVEYOR shall have no liability to CLIENT or to others for any reasons beyond use of reasonable skill in performing the services for the assignment covered by this Agreement. VIII. DISPUTE RESOLUTION: c 1:444t%T.Arr ctrl, ou.w /Attertrecr Aet1e.f.ME.Q'r. IAs IX. TERMINATION: A. CONDITIONS OF TERMINATION: This Agreement may be terminated without cause at any time prior to completion of ENGINEER'S/SURVEYOR'S services either by CLIENT or by ENGINEER/SURVEYOR, upon seven days written notice to the other at the address of record. Termination shall release each party from all obligations of this Agreement, except as specified in paragraph IX.B below. B. COMPENSATION PAYABLE ON TERMINATION: On Termination, by either CLIENT or ENGINEER/SURVEYOR, CLIENT shall pay ENGINEER/SURVEYOR with respect to Basic Engineering Services which have been completed an amount fixed by applying the rate specified for Additional Services in paragraph II.B to all Basic Services performed to the date of termination, plus an amount fixed by applying the rate specitied.in paragraph II.B to all Additional Services performed to date of termination (including all Reimbursable Expenses incurred). X. SUCCESSORS AND ASSIGNS: CLIENT and ENGINEER/SURVEYOR each binds himself, and his partners, successors, executors, administrators and assigns to the other party of this Agreement and to partners, successors, executors, administrators and assigns of such other party in respect to all covenants of this Agreement. Neither CLIENT nor ENGINEER/SURVEYOR shall assign, sublet, or transfer his interest in this Agreement without the written consent of the other. Nothing herein shall be construed as giving any rights or benefits hereunder to anyone other than CLIENT and ENGINEER/SURVEYOR. XI. SPECIAL PROVISION: This instrument contains the entire Agreement between CLIENT and ENGINEER/SURVEYOR, except as additionally stated below: Attached letter proposal No. 03-5079 dated December 8, 2003 forms a part of this agreement, as well as attached Standard Rate Schedule that may change without notice in consideration of changes in price indices and pay scales applicable to the period when services are in fact being rendered. XII. INVALIDATION: If this Agreement is not executed by CLIENT within 30 days of the date tendered, it shall become invalid unless ENGINEER/SURVEYOR extends the time in writing. XIII. MODIFICATIONS: No one has authority to make variations in, or additions to the terms of this Agreement on behalf of ENGINEER/SURVEYOR other than one of its Officers, and then only in writing signed by him. BRINKLEY SARGENT ARCHITECTS By: By: BAKER -AIC K,LENN & ASSOCIATES, INC. Printed Name: Printed Name: Date: A. William Waeltz, P. Vii] 7 h Manager Date: December 8, 2003 EXCLUSIONS The present scope of work and fee does not include the following items of work: • • Electrical engineering • Gas & electrical services • Site lighting design • Project phasing • Off-site surveys and designs of any nature • • Construction cost estimating • Traffic Impact Analysis •t" Work in conjunction with compatibility standards and ordinances • Environmental studies • Archaeological studies • Structural engineering (walls over 3 feet in height) • Landscape and irrigation system designs • Floodplain studies or determinations • Geotechnical and testing lab services • Water system modeling • Profiling of any utility in the Site Plan Permit E Pr 45 L' GWI/tra° • Surveys of any nature except s rLa� tr•5 specified • Trench safety design • Subdivision platting services • Zoning services • Water meter sizing • Construction staking • Construction phase services, except as specified • Environmental assessments • Preparation -of -easement- documents • Preparation and processing of waivers, variances or exceptions -eefilmettts. 5 • Redesign work caused by others • Assembly and recording of legal 5 documents •---Bidding, contract preparation, and • Traffic Control Plans 1 • . 1 . 1 • Governmental fees & fiscal • Gap or vacancy resolution • Sewage Collection System Plan • Contributing Zone Plan 045 NOTE: 1. Pursuant to State law, a single (total and complete) project submittal to the Texas Department of Licensing and Regulation (TLLR) is required .for.review of the standards established by the Texas Accessibility Standards (TAS) of the Architectural Barriers Act. If appropriate, Baker-Aicklen will provide the project Architect a set of reproducibles, upon the Architect's request, for the project submittal to TDLR. The Project Architect or Owner is hereby responsible for the statutory submittal to TDLR. E>(1-1 J January 6, 2004 Mr. Harold E. Sargent Brinkley Sargent Architects 5000 Quorum Drive, Suite 123 Dallas, Texas 75254 cess Re: Round Rock Police Facility Old Settlers Boulevard & Greenhill Drive Round Rock, Texas Proposal for Accessibility Consulting Services Dear Mr. Sargent: Thank you for inviting me to submit this proposal for consulting services on the Round Rock Police project. I look forward to the opportunity to work with you again. Project Scope This project consists of the new construction of a police facility in Round Rock, Texas, consisting of a two-story 34,000 s.f. building and a one-story2,000 s.f. support facility. The project has an estimated construction cost of $6,700,000. Access by Design will provide the following services: • Preliminary plan review • Final plan review • Preliminary site inspection • Final site inspection The project will be evaluated for its compliance with Chapter 469, Texas Government Code, and the Texas Accessibility Standards. Services 1) Access byDesign will perform a preliminary plan review of design development drawings provided by Brinkley Sargent Architects. The findings will be documented in a written report. We propose a fixed fee for the preliminary plan review in the amount of ............$460.00 ............. . 2) Access by Design will provide a plan review as required by Chapter 469, Texas Government Code, based upon construction documents provided by Brinkley Sargent Architects. The findings will be documented in a written report. We propose a fixed fee for the plan review, including filing fees required by the Texas Department of Licensing and Regulation, in the amount of .........................$675.00 3) Access byDesign will perform a preliminary inspection upon substantial completion of construction. The findings will be documented in a written report. We propose a fixed fee for the preliminary site inspection, including time for travel, in the amount of ........... .................................................. $875.00 9535 Robin Meadow Drive Dallas, Texas 75243 tel 214.348.7758 fax 214.348.7867 accessbydesign@msn.com Round Rock Police Facility January 6, 2004 Page 2 of 2 4) Access by Design will perform a final inspection upon completion of construction as required by Chapter 469, Texas Government Code. The findings will be documented in a written report. We propose a fixed fee for the final site inspection, including time for travel and filing fees required by the Texas Department of Licensing and Regulation, in the amount of .........$1,115.00 Total for all proposed services.....................................................................$3,125.00 Schedule 1) The preliminary plan review will be performed and the report furnished to Brinkley Sargent within 4 weeks of submittal of design development drawings. 2) The plan review will be performed and the report furnished to Brinkley Sargent within 4 weeks of the submittal of construction documents, a completed Project Registration Form, and review fees. 3) The preliminary inspection will be performed during the substantial completion punch list phase and as directed by Brinkley Sargent, and the report will be furnished to Brinkley Sargent within ets of the preliminary inspection. 1 WEFT( ipS 4) The final inspection will be perfol-med and the report furnished to Brinkley Sargent within 30 days of notification that the project construction is complete. Assumptions and Exclusions • Access by Design shall have the right to rely on the accuracy, thoroughness and completeness of all information provided by the Architect, the Owner, or the Owner's representative(s) during all phases of this project. • In the event that we jointly agree that additional consulting services are required, this would constitute an additional expense. • Payments shall be due within 36 -days from the date of the invoice. Cao tgS If this Proposal meets with your approval, please indicate by signing below and returning one copy to me. Sincerely, K ' riy J. G Principal Approved by. Date: (Brinkley Sargent Architects Representative) landtc1 sire. trecti n; nn icmcria hbi@lallbug,inetcom phi. 512.238.8912 fax. 512.238.8913 400 w main, site 220 round rock, texas, 78664 K W W. 11 \LLLARGAlNI R.COM "we play well wilb ol6err." E")( H ► a1 -r K. January 19, 2009 Mr. Denny Boles Brinkley Sargent Architects 5000 Quorum Drive, Suite 123 Dallas, Texas 75254 (972) 960.9970 Re: Proposal for Professional Landscape Architectural Services Round Rock Police Station, Phase 1, Round Rock, Texas (project) Dear Mr. Boles: Thank you for inviting us to submit a proposal for professional services to assist you with the Round Rock Police Station project. We are pleased to submit a proposal for landscape architectural services for this development. This proposal is based upon your letter dated January 9, 2004 and a review of the client approved schematic site plan. I. Scope of Work The purpose of the services proposed herein is to provide landscape architectural services necessary for the design, preparation and permitting of landscape development plans. Plans will require submittal to the City of Round Rock to satisfy landscape permitting requirements. The work will be based on the approved site plan provided to us by Client, in AutoCAD format. Should there be any processing fees they are to be paid for by the Client. It is our understanding there is no budget established for landscape improvements, at this time. II. Basic Services Given the above -stated scope of work, we will provide the following basic services: A. Design Development Prepare drawings based upon Client provided schematic designs, so to fix and describe the size and character of the landscape design. 1. The design development drawings and all subsequent phases shall be limited to: a. Landscape planting b. Entry sign design c. Plaza design d. Conceptual irrigation design (refined occurs during construction document phase) e. finished earthwork and berm design 2. Prepare refined studies of all items, detailing the landscape architectural design in terms of size, appearance and materials. 3. Prepare preliminary estimate of probable construction costs for the items listed above. Page 1 of 5 HALL / BARGAINER inc. hb ha1Ibargamcccom phn. 512.238.8912 fax. 512.238.8913 400 w. roan, suite 220 round rule, ten,. 78664 WINE. crnu.r.ircecNr.t.cn±u "we p/vy, well with ethers." B. Regulatory Documentation Prepare and submit, from the approved design Development drawings, the necessary drawings, notes, calculations and details to acquire a landscape permit through the City of Round Rock, Texas. The consultants shall: 1. Address Client, regulatory and/or and accessibility comments as required. 2. Coordinate plan revisions and documentation for permitting with architect. Note: Client responsible for any permitting and review fees, if applicable to this project. B. Construction Documents Prepare, from the approved design Development drawings, final construction drawings, and specifications which set forth in detail the requirements for construction of the landscape architectural items. 1. Prepare drawings necessary to establish size, shape, dimensions and capacity of the work All necessary performance criteria required for the construction of the work will be provided on the drawings themselves in the form of notes. 2. Construction drawings to include final landscape irrigation design, specifications, and details 3. Coordinate construction drawings and specifications with other client. 4. Review final Construction Documents with the Client for approval and authorization to proceed. C. Construction Observation Provide observation for the landscape architectural items for which the Consultant prepared Construction Documents. 1. Make site visits at intervals appropriate to the state of construction to become familiar with the progress and quality of the work completed and to determine, in general, if the work is being performed in a manner indicating that the work , when completed will be in accordance with the Contract Documents. 2. Prepare written communication to the Client related to the construction progress. Page 2 of 5 HALL / BARGAINER inc. hbi(a)hallbaq aineccotn phn. 512.238.8912 fax. 512.238.8913 400 w. main, suits 220 round rock, ICUS. 78(44 w4'tF. uAr,t.NARGA,\ti*AO,4 "we pia) well with &thrrr." 3. Assist the Client in conducting a final observation of items of construction, for conformity with Construction Documents, and verify the list submitted by the Contractor of items to be completed or corrected prior to final acceptance. 4. Upon final acceptance Consultant shall prepare the required letter of concurrence to the City of Round Rock. 'Note: should substantial site plan modifications initiate landscape plan revisions, additional service fees will apply at the listed hourly rates No additional services shall be performed without clients written consent. III. Schedule We are prepared to commence work immediately upon receipt of a signed will coordinate our work schedule with that of the Client to assure our timely consultation and effective cooperation. IV. Client's Responsibilities The Client shall provide information regarding requirements for the project including: A. Base maps or Surveys describing the physical characteristics, existing/proposed utilities, legal limits, boundaries, topography and locations/types of existing trees, as required by City of Austin yl.ocmlb B Payment of all City ofd permit/application fees. aAcc4-s V. Remuneration The Client shall compensate the Consultant as A. Labor Fee/Basic Services 1. Landscape Planting/Irrigation Notes and Details TOTAL FEE PROPOSAL (lump sum fee) $9,500.00 The fees quoted assume no change in scope of the project or basic services B. Hourly Rates: apply to additional services such as construction observation, site plan revisions, renderings for marketing and any other services beyond the basic services description. Principal Landscape Architect: Project Manager: Staff Landscape Architect: $ 145.00 /hr. $ 125.00 /hr. $ 100.00/hr. C. Expense Reimbursement The following expenses are included in Hall/Bargainer's labor fee for Basic Services. If additional services are requested of the Consultant, the Client shall, in addition to payment of the fee, reimburse the Page 3 of 5 S HALL / BARGAINER inc. hbi@hallbargaincr.cotn phn. 512.238.8912 fax. 512.238.8913 400 wt.-. main, suite 220 round rock, tens. 78064 tcrca�. trnt.t.n.uc..INECcou "we play well with elbrrt.r" Consultant for expenditures made for such items as special consultants, surveys, drawings and reports necessary to conduct the work and not otherwise furnished by the Client: computer plots; reproductions; prints; postage; automobile transportation (@$.36/mile); long distance communication. Reimbursable expenses will be billed at 1.1 time* direct cost. D. Billing/Method of Payment Invoices for services provided will be mailed by the 15th of every month for percent of work completed or at substantial or final completion of work phases as defined in the scope of services. Payment is due within -36working days of receipt of invoice. Payments are made to: Gd S Hall/Bargainer, Inc. 400 W. Main, suite 220 Round Rock, Texas 78664 512.238.8912 VI. Conditions of Agreement A. The proposal shall remain in effect for a period of (30) thirty days B. This Agreement may be terminated by the Client upon at least (7) seven days written notice to Hall/Bargainer in the event the project is permanently abandoned. C. This Agreement may be terminated by either party upon (10) ten days written notice should either party fail substantially to perform in accordance with its terms through no fault of the party initiating the termination. Ott eF Au. Wo D. In the event of to mination or suspension, Hall/Bargainer shall be paid its compensation up to and including the d f abandonment, suspension or termination , pluslbther fees as plc may have been authorized by the Client for Additional Services, ecAlc reimbursements and payments provided herein. °� At -1— W oiLla (8p O.cUGC ift,v4L. tai o.4.4& r(.S Ara- Tifit 4',l4 IL4 OF Gro' of aa44° "L°4 -4 - Page 4 of 5 HALL / BARGAINER inc. hbi(uthallbargainer.com phn. 512.238.8912 fax. 512.238.8913 400 w. main, suite 220 round rock, texas. 78664 WWW. IrAt.T.a.sa(LV N Ea.COM "Mt Flay well with others." VII. Approval and Acceptance This agreement is approved and accepted by the Client and Consultant upon both parties's signing and dating the Agreement, and returning a signed copy to the Consultant. The effective date of the Agreement shall be the last date entered below. Respectfully submitted, Tun A. Bargainer, ASLA, CLARB Accepted: Date: Authorized Representative of Brinkley Sargent Architects Page 5 of 5 `11. 11111S.k landz Asn i;ruiuc;.> rouittrarott hbi@ n1R*cgrinecwm pho. 512.138.8912 fax. 512.238.8913 400 ac main, *lite 220 round rock, tcsax 78664 *VW. U%L.L &..AINELG)N "we pfaj well with others." January 14, 2004 Mr. Denny Boles Brinkley Sargent Architects 5000 Quorum Drive, Suite 123 Dallas, Texas 75254 (972) 960.9970 Re: Proposal for Professional Landscape Architectural Services Round Rock Police Station, Phase 1, Round Rock, Texas (project) Dear Mr. Boles: Thank you for inviting us to submit a proposal for professional services to assist you with the Round Rock Police Station project. We are pleased to submit a proposal for landscape architectural services for this development. This proposal is based upon your letter dated January 9, 2004 and a review of the client approved schematic site plan. I. Scope of Work The purpose of the services proposed herein is to provide landscape architectural services necessary for the design, preparation and permitting of landscape development plans. Plans will require submittal to the City of Round Rock to satisfy landscape permitting requirements. The work will be based on the approved site plan provided to us by Client, in AutoCAD format. Should there be any processing fees they are to be paid for by the Client. It is our understanding there is no budget established for landscape improvements, at this time II. Basic Services Given the above -stated scope of work, we will provide the following basic services: A Design Development Prepare drawings based upon Client provided schematic designs, so to fix and describe the size and character of the landscape design. 1. The design development drawings and all subsequent phases shall be limited to: a. Landscape planting b. Entry sign design c. Plaza design d. Conceptual irrigation design (refined occurs during construction document phase) e. finished earthwork and berm design 2. Prepare refined studies of all items, detailing the landscape architectural design in terms of size, appearance and materials. 3. Prepare preliminary estimate of probable construction costs for the items listed above. Page 1 of 5 JAN. 5. 2004 4:48PM • M- ^ CNGINEERS -x14113 January 05, 2004 M -E ENGINEERS,, INC. MECHANICAL AND ELECTRICAL CONSULTING ENGINEERS Mr: Hal Sargent Brinkley Sargent Architect 5000 Quorum, Suite 123 Dallas, TX 75254 • N0.5597 P. 2/11 RE: Round Rock Police Facility Electrical Special Systems ' Engineering Services Froposal Dear Hal: We would like to thank you for the opportunity to preparea proposal for electrical special systems engineering services for the Round Rock Police Facility project located in Round. Rock, Texas. Please note that three fee proposals have been provided for your consideration including communications, video surveillance, We propose the following services for,your consideration: 1. SCOPE AND DESCRIPTION: A. Project Description:. ' The project is.a new building to be constructed for the City of Round Rock. The project is a two level police facility consisting of approximately 34,000 square feet of floor area and a 2,000 square foot single story support facility. This proposal is based on schematic information received from your office on December 19, 2003 with a request for design services similar in scope to the Temple Police Facility project (ref. attached). M -P Engineers, Inc. will conform to the City of Round Rock/Architect agreement as they pertain to the special systems scope of work as outlined in this proposal. 10055 W. 43RD AVENUE DENVER NHEAT RIDGE. CO 80033 COLORADO SPRINGS Ili` (303) 4216656 LOS ANGELES • 'AX• (303) 421:0331 • VAIL . JAN. 5.1UU4 4:48PM M -r ENGINEERS NG. 5597 P. 3/H Mr. )Dal Sargent January S, 2004 Page 2 Scope of Work: The electrical special systems scope shall include the following work: 1. Raceway Infrastructure: Design of special systems raceway infrastructure for communications systems. Components include conduit, back -boxes, junction boxes, cable tray, j -books, etc. '2. Communications Rooms: Planning and layout design of communications rooms including teiecozntnunications entrance facilitye i (�, • �ment P • •rooms (ER), telecommunications rooms (TR) acid closets, and server rooms. 3. Backbone Communications Infrastructure: Deign of backbone comuauthcations infrastructure including cable and terminations. .bafrastructurc typically consists of multi -mode and single -mode fiber optic media, and Category 3 copper media. 4. Horizontal Communications Infrastructure; Design of horizontal communications infrastructure including cable and terminations_ ,bafrastructure typically consists of Category 5E and/or Category 6 UTP copper media. Additionally, multi -mode fiber optic media may be used in some high speed/bandwidth applications. • 5. Communications Hardware: Design of passive installation hardware components such as equipment racks, backboard, cable managers, ladder racks; patch cord managers, d -rings, etc. for telecommunications and data communications. • 6. Telecommunications Grounding: Design of a dedicated telecommunications ground.buses, bonding backbone cables, and raceways. • 7. Special Systems Coordination: General coordination of special systems components will be provided with appropriate design team entities including Architectural and Mechanical/Electrical (i.e. device power • requirements, HVAC loads at communication rooms, etc.). 8. Video Surveillance: Design of building. surveillance and interview recording system components including cameras, raceway, cable, digital video recorders (DVRs), monitors and PC Workstations. M -E ENGINEERS, INC. 10055 W. 43RD AVENUE WHEAT RIDGE, CO 80033 PH: (303) 421-6655 • FAX: (303) 421-0331 DENVER COLORADO SPRINGS LOS ANGELES VAIL LONDON JAN. 5. 1004 4:48PM M- r ENGINEERS Mr. Hail Sargent January 5, 2004 Page 3 N0, 5597 P. 4/11 , —excluded'' 5 C. Scope of Services: Provide electrical special systems engineering services for the design of communications infrastructure, videosurveillance, and access control. The • design process wilt ensure the system Meets the Owner's requirements and complies with Building Industry, Consulting Services International (BiCSi) and EIAAFIA standards. A BiCSi Registered Communications Distribution) Designer (RCDD) will supervise the' design. , The following services have been included in our scope of work 1. Project Meetings: Attend three project meetings (two base, one security) in Texas (Dallas or Round Rock Architect and Contractor. Additional site meetings can be provided as outlined in the fee proposal section. 2. Schematic Design Documents: a) Not required based on infonnation submitted. 3. ' Design Development Documents: • a) Prepare drawings with information such as symbol legends, one -line diagrams, equiptrient layouts on tloor'plans, device details, and equipment layouts in room. b) Prepare preliminary specifications of systems. G. V'tzefAtz-g GO 4. Construction Documents: a) Finalize drawings with information such as symbol legends, one -line diagrams, area floor plans with equipment layouts, device details, and enlarged room plans and elevations with equipment layouts. b) Finalize specifications of systems. 5. Bidding and Negotiation: a) • Make recommendations to the Client and Owner regarding the bids or proposal received. b) Answer questions referred by the Client and assist in the preparation of addenda deemed necessary b.the Client. M -E ENGINEERS, INC: 10055 W. 43RD AVENUE WHEAT RIDGE, CO 80033 PH: (303) 421-6655 • FAX: (303) 421.0331 DENVER COLORADO SPRINGS LOS ANGELES VAIL 1 oNnnN JAN. 5. 20U4 4:48PM M r ENGINEERS Ng, 5597 P. 5/H I Mr. flat Sargent January 5, 2004 Page 4 6. Construction Administration: a) Review product data submittals. b) Review shop drawings. c) Answer questions during construction phase. d) Provide one intermediate site observation with written report. Additional site observations can.'be provided as outlined in the fee proposal section. e) Provide one final site observation upon construction completion including punch with final observation or Punch -list report. Additional site observations can be provided as outlined in the fee • proposal section. IL EXCLUSIONS: The following services are excluded or 'subject to an additional fee: • A. Telecommunications/Voice Switching System: Design, specification; coordination, documentation, and commissioning ditty telecommunications/voice switching and messaging system(s) including but not limited to private branch exchange (PBX), voice over inters et protocol (VoIP), and central office exchange (CE 1TREX). B. TelecommunicationsEquipment: Design, specification, coordination, documentation, and commissioning of any telecommunications equipment including btzt not limited to handsets, facsimiles, auto -dialers, and modems. C. Data/LAN Network Equipment: Design, specification,' coordination, . • documentation, and commissioning of any active network hardware equipment including birt not limited to hubs, switches, routers, bridges, servers, PC's, computers, workstations, printers, and any other related network coinponent(s). D. Point-Of-Sale.Network and Equipment: Design, specification, coordination, documentation, and commissioning of anyPOS network infrastructure and hardware equipment including but not limited to cable,, terminations, hubs, switches, routers, bridges, servers, PC's, terminals, computers, workstations, printers, and any other related network component(s). E. Software: Design, specification, coordination, documentation, and Commissioning of any application software and network/workstation operating systems. F. Radio Dispatch: Design, specification, coordination, documentation, and commissioning of any wireless radio dispatch system including but not limited to cable, terminals, transceivers, microphones, handsets, and head -end equipment. M -E ENGINEERS, INC. 10055 W. 43RD AVENUE WHEAT RIDGE, CO 80033 PH: (303) 421-6655 • FAX; (303) 421-0331 DENVER COLORADO SPRINGS LOS ANGELES VAIL LONDON JAN. 5. [UU4 4:4df'M M ' ENGINEERS NO, 5:591 P. 6/11 Mr. Hal Sargent Tommy 5, 2004 Page 5 G. Public Address: Design, specification, coordination, documentation, and commissioning of any public address including but not limited to cable, tenninals, amplifiers, speakers, microphones, and head -end equipment. H. Sound System:Design, specification, coordination, documentation, and ' commissioning.of any sound system including but not limited to cable, terminals, amplifiers, speakers, microphones, head -end equipment, compact disc player, tape player and radio receiver. • . Television: Design, specification coordination, documentation, and commissioning of any distributed television, main antenna television system (MATV), community antenna television (CATV), or digital satellite systems (T)SS) including but not limited to cable, terminals, amplifiers, head -end equipment, television tuners, etc. Specialty.Audio/Video: Design, specification, coordination, documentation, and commissioning of any audio/video and broadcast systems. 'K. Outside Plant: Design, specification, coordination, documentation, and commissioning of outside plant (OSP) infrastructure for adjacent buildings and campus arrangements including but not limited to raceway, cable, teiminals, • protectors and any other associated equipment. L Service Provider Utilities: Design, specification, coordination, documentation, and commissioning of service provider infrastructure beyond five feet outside the building footprint including, but not limited to raceway, cable, terminals, protectors; and any other associated equipment. M. Project Meetings: Provisions for attendance at weekly project meetings during construction phase. N. ' On -Site Engineer: Provisions required for an on-site engineer. O. Installation: Materials, installation, and testing of any system components. • P. CAD Standards: Standards or layering strategy other than M -E Engineers, Inc. standards. Q - Commissioning: Provisions for commissioning and certification of any system. R. Other: Design, specification, coordination, documentation, and commissioning of any other low voltage special systems not mentioned above i.e. Building Management System, etc. This includes all raceway infrastructure, cable; terminals, and other associated equipment, etc. • M -E ENGINEERS, INC. 10055 W. 43RD AVENUE WHEAT RIDGE, CO 80033 PH; (309) 421-6655 • FAX: (303) 421-0331 DENVER COLORADO SPRINGS LOS ANGELES VAIL LONDON BHN. )./UU4 4:49PM M-' ENG1NEER5 N0.5597 P. 7/11 Mr. Hal Sargent January 5, 2004 Page 6 III. FEE PROPOSAL: A. Services Fee:3' coo. Total Lump sum amount of a3 -1;599:A8 -plus reimbursable expenses as noted in Section IV. - Terms and Conditions. Fee breakout is as follows: Communications:, $ 13,500 Video Surveillance: $ '9,500 Acc433 Control: 8 500 Total: —4347304- 2 3c oop • H. Project Meetings/ Site Observations: Projcct meetings and/or site observations required outside of the Denver area and in excess of the proposed meeting quantities noted in the Scope'of Work section ' . are excluded: Additional project meetings approved by the Owner ,and Client will be provided at an estimated cost of.$ 900.00 per person/day plus reimbursable expenses, • C. Additional Services: Any additional services not included with this proposal and/or items specifically excluded will be compensated on atime basis at our prevailing hourly rate. • Refer to the attached Hourly Rate Schedule for additional information. IV- • TERMS AND CONDITIONS: A. Reimbursable Expenses:. Reimbursable expenses will be billed monthly at cost for the following: Long- distance telephone calls; travel costs in connection with the project, including transportation and subsistence; messenger service; express maid; printing costs except for 'the normal exchange during project. . • a Schedule and Continuity: Fees are based on the assumption that the project will run without interruption and is scheduled for designcompletion on or before September 2004 and construction completion by December 2005. If there are extended delays•beyond our control, we would expect to negotiate with you for an equitable adjustment of our compen ;tion. M•E ENGINEERS, INC. 10055 W. 43RD AVENUE WHEAT RIDGE, CO 80033 PH: (303) 421-6655 • FAX: (303) 421-0331 DENVER COLORADO SPRINGS LOS ANGELES VAIL LONDON JAN. 5. 2004 4:49PM M -r ENGINEERS Mr. Hal Sargent January 5, 2004 • Page 7 NO. 5591 P. 8/H C. Contract Execution: The Client may execute an AIA standard contract with M -E Engineers, Inc., upon acceptance of this proposal. This proposal, along with any other approved letters outlining our scope of work, will be an appendix to the contract. All contracts shall be subject to review by M -E Engineers' legal representative prior to contractual binding of servicks and fees. D. Approval, • .We must receive a signed copy of this proposal prior to performing substantial work. E. Additional Terms and Conditions: Refer to attached document Exhibit -A for additional requirements. • Please sign this letter and return a copy to us for our files. We are looking forward to working with you on this project. In the event you have any questions or require any additional information, please contact me. Sincerely, M -E Engineers, Inc. Denve Office Christ her . Jones, RCDD Associate Project Manager • Special Systems Design Group CIL/tsw 903904TSW.01 Approved and accepted this . day of , 2004. BRI KLEY SARGENT ARCHITECTS By: Harold E. Sargent, AIA Title: Cc: " Allen Tochihara, Scott Gerard, Ted Prythero, and Bob McCoy - MEE M -E ENGINEERS, INC. 10055 W. 43RD AVENUE WHEAT RIDGE, CO 80033 PH: (303) 421-6655 • FAX: (303) 421-0331 DENVER COLORADO SPRINGS LOS ANGELES VAIL LONDON JAN. 5.1UU4 4:49PM M-' ENGINEERS N0. 5591 P. 9/11 111.1 ENGINEERS, INC. HOURLY RATE SCHEDULE - 2004 • DENVER OFFICE Principa1 $160/HR Sr. Associate $128/HR Associate ' - $115/HR Project Manager $105/11R ` Project Engineer $ 90/R, Designer $ -76/HR CAD'Operator $ 68/HR Administrative Staff $ 5RIHR M -E ENGINEERS, INC. 10055 W. 43RD AVENUE WHEAT RIDGE, CO 80033 PH: (303) 421-6655 ' FAX: (303) 421-0331 DENVER COLORADO SPRINGS LOS ANGELES VM. LONDON JAM ). LVUlt q:WM M-' tNGINttKS Na 5597 P. 10/11 EDIT -A M -E ENGINEER'S TERMS AND CONDITIONS The fc !lowing Tema and Conditions and the initials required below aro a pact of this Agreement. M -E E agineers, Inc. shall perform the services outlined in this agreement for the stated fee arrangement. Atter, ; To Site: Unless otherwise stated, M -E Engineers will have access to the site for activities necessary for the performance of the services. M -E Engin ers will take precautions to minimize damage due to these activities, but has not included in the fee the cost of restoration of any resulti ig damage. BiUinl /Payments: )nvoic :s for M -E Engineer's services shall be submitted, at M -E Engineer's option, either upon completion of such services or on a monthly basis. Invo}ces shall be payable within 30 days after the invoice date. If the invoice is not paid within 60 days, M -E Engineers may, without .waivis g any claim or right a ainst the Client, and without liability whatsoever to the Client, terminate the performance of the service. Late I aymeets: ' Accou its unpaid 60 days after the invoice date may be subject to a monthly service charge of L5% (or the legal rate) on the then unpaid balanc ;- In the event any portion or all of an account remains unpaid 90 days after billing, the Client shall pay all costs of collection, includ ng reasonable attorney's fees. • • lndem ailication: . The CI ient Shall, to the fullest extent permitted by law, indemnify and hold,harmless M E Engineers, his or her officers, directors, employees, agents and dub -consultants from and against all damage, liability and.cost, including reasonable attorney's fees and defense costs, arising out of or i t any way connected with, the performance by any of the parties above named of the services under this agreement, excepting only • those c anlages, liabilities or costs attributable to the sole negligence or willful misconduct of M -E Engineers. Certiti cations: Guam tees and Warranties: M -E Eaggineers shall not be required to execute any document that would result in its certifying, guarantceing.or warren ing the eadstence of conditions whose existence M -E. Engineers cannot ascertain. Verdi' anon of Existing Conditions Clause: lnasmt ch as the remodeling and/or rehabilitation' of an existing g re building . quires that certain assumptions be made regarding existing conditi ins, and ,because Some of these assumptions may not be verifiable without expending additional sums of money or destroying otherw se adequate or serviceable portions of tho building, (the Client) agrees that, except for the sole negligence on the part of M E Engine ss, Inc., (the Clieent),agrees to indemnify and hold M -E Engineers, hrc. harmless from any claims, liability or cost (including the costs of defe Be) arising or allegedly arising out of the professional services provided under this agreement. . Termit iation of Services:.' This iq reement may be terminated by the Client or M -E Engineers should the other fail to perform its obligations hereunder. in the event of termini tion, the Client shall pay M -E Engineers for all services rendered to the date of termination, and all reimbursable expense!. Owner ihlp of Documents: ra> M -E ENGINEERS, INC. rz` ' 10055 W; 43RD AVENUE DENVER WHEAT RIDGE, CO 80033 COLORADO SPRINGSVAIL PH: (303) 421-6655 • FAX: (303) 421-0391 LOS ANGELES LONDON ACORD. CERTIFICATE. OF LIABILITY INSURAN%:E PRODUCER McLaughlin Brunson Insurance Agency 9.535 Forest Lane Suite 118 Dallas INSURED Fx1-1IC3(r- M TX 75243 Brinkley Sargent Architects 5000 Quorum Drive, Suite 123 Dallas COVERAGES TX 75254 DATE 02/09/2004 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE INsuRER A: Zurich American Insurance Company INSURER B: INSURER C.; INSURER Co; INSURER E: THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDrrION 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. IN$R trPE OF INSURANCEPOLICY NUMB pi POLICY EFFECTIVE op PIRAionrinTIO GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY CLAIMS MADE n occuR _GEjN'L AGGREGATE LIMIT APPLIES PER; 1 POLICY n JJE Flux AUTOMOBILE LIABILITY ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS HIRED AUTOS NON -OWNED AUTOS LIMITS EACH OCCURRENCE FIRE DAMAGE (,Any one Orel 5 MED EXP (Any one person) 5 PERSONAL a ADV INJURY ; GENERAL AGGREGATE $ PRODUCTS . COMPIoP AGG 5 COMBINED SINOIE LIMIT (Ee accident) BODILY INJURY (Per potion) S BODILY INJURY (Per g cadent) GARAGE LIABILITY ANY AUTO EXCESS LIABILITY —1 OCCUR n CLAIMS MADE DEDUCTIBLE RETENTIQN. $ PROPERTY DAMAGE (Per Accident) ; i $ AUTO ONLY - EA ACCIDENT $ OTHER THAN EA ACC ; AUTO ONLY: AG WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DTITERProfesS i ono l Liability EACH OCCURRENCE $ AGGREGATE ; ; EOC93092 59_01 02/15/2004 02/15/2005 WC STATU- I I OTH Il, E ; E.L. EACH ACCIDENT ; E.L, DISEASE - EA EMPLOYEE $ EL. DISEASE - POLICY LIMB 5 1,000,000 per claim/annl aggregate DESCRIPTION OF OPER ATIONWLOCATI)NSNEINCLESIEXCLVSIONS ADDED ST ENDORSEMENTTSPECIAL PROVISIONS The claims made professional liability coverage is the total aggregate limit for all claims presented within the annual policy period and is subject to a deductible, CERTIFICATE HOLDER I I ADDITIONAL INSURED; INSURER LETTER; CANCELLATION MASTER CERTIFICATE ACORD 25-S (7/97) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF. THE ISSUING INSURER WILL ENDEAVOR To MAIL I DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FALURE TO oo SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE ® ACO CORPORATION 1988- 02/09/04 MON 11:01 [TX/RX NO 9032] EXHIBIT N CITY OF ROUND ROCK POLICE FACILITY ARTICLE 1.4.2 SPECIAL TERMS AND CONDITIONS OF THE CONTRACT 2.1 CHANGE ORDERS A. Owner -requested Change Orders: The Architect's fees for all work associated with Owner -Requested Change Orders shall be computed on an hourly basis per Exhibit 0 schedule. B. Unknown Site Conditions: If the Architect, having used reasonable care in evaluating existing Drawings and field conditions, finds that those existing conditions are not in accordance with the Construction Documents, therefore requiring additional work or cost by the Contractor, the cost of the additional or changed work shall be paid by the Owner. The Architect's fee for work associated with such Change Orders shall be computed on an hourly basis per Exhibit 0 schedule. C. Omissions: If the Architect fails to include an item from the Contract Documents, which was fully anticipated to be included in the Project, thereby necessitating the need for a Change Order, the Architect will not receive a fee for work associated with the Change Order. D. Design Error: If the Architect incorrectly designs or specifies an item which the owner specifically requested to be part of the scope of work and fails to correct the error prior to installation in the Project, thereby requiring its removal or change, the Architect shall be responsible for the cost to replace said item with the proper item. 2.2 STANDARD OF CARE/CONTINGENCY A. In performing Architectural Services, the Architect will strive to use that degree of care and skill ordinarily exercised under similar circumstances by competent members of the Architecture profession. Notwithstanding compliance with this standard of care, the Owner can normally anticipate that some changes and adjustments in the project will be required either during or after construction. The Owner agrees to establish a construction contingency fund (reference Exhibit A) to cover the reasonably anticipated costs of these changes and adjustments as well as, changes due to code revisions and field conditions. The Owner agrees to not seek any costs related to items 2.1.0 and 2.1.D omissions from Architect unless the aforementioned contingency funds are exhausted by Non -Owner initiated changes. Page 1 of 2 2.3 ADA COMPLIANCE A. The Americans with Disabilities Act ("ADA") provides that it is a violation of the ADA to design and construct a facility for first occupancy later that January 26, 1993 that does not meet the accessibility and usability requirements of the ADA except where an entity can demonstrate that it is structurally impractical to do so. The parties acknowledge that the ADA and the corresponding State of Texas laws regarding disability barriers ("State Law") will be subject to various and possible contradictory interpretations. The Architect, therefore will use reasonable professional efforts to interpret and comply with all applicable ADA and State Law requirements and other federal, state, and local laws, rules, codes, ordinances and regulations as they apply to the Project. The Architect, due to such competing interpretations, does not warrant or guarantee that the Project will comply with interpretations of applicable provisions of the ADA and State Law. However, the Architect will timely submit the Plans and Specifications to the applicable State of Texas agency with respect to compliance with State Law in order for such State of Texas agency to review and comment to the Plans and Specifications prior to the scheduled commencement of construction. 2.4 ARCHITECTURAL REGISTRATION A. The Texas Board of Architectural Examiners, 8213 Shoal Creek Boulevard, Suite 107, Austin, Texas 78758 (512-458-1363) has jurisdiction over individuals licensed where the Architect's Registration Law, Texas Civil Status, Article 249a. Page 2 of 2 EXHIBIT 0 CITY OF ROUND ROCK POLICE FACILITY BRINKLEY SARGENT ARCHITECTS BILLING RATES 2004 TITLE RATE/hr. Senior Principal 180.00 Principal 150.00 Project Manager 105.00 Construction Administrator 90.00 Project Architect/Designer 90.00 Programmer 75.00 Staff Architect II 80.00 Staff Architect I 70.00 Interior Designer 60.00 Architectural Designer 60.00 Assistant Construction Administrator 50.00 Office Manager 60.00 Clerical 45.00 BL`s° E OLS S 8.68 Acres Teo N 501 E. Old Settlers Blvd. � � pDUrIDRO(]CTF]!AS 1 s ' Police Station Site 7 DATE: March 19, 2004 SUBJECT: City Council Meeting - March 25, 2004 ITEM: 14.G.3. Consider a resolution authorizing the Mayor to execute a Standard Form of Agreement between Owner and Architect with Standard Form of Architects Services, and Supplemental Agreement No. 1 with Brinkley Sargent Architects, Inc. for the design and construction phase of the new Police Station at 501 E. Old Settlers Boulevard. Department: Engineering Development Services Staff Person: Larry Madsen, Construction Manager Justification: Brinkley Sargent Architects, Inc. has completed the schematic design phase of the project. The city will now enter into the design development, construction drawings, bidding and construction administration phases of the police department. Funding: Cost: $673,565.00 Source of funds: Capital Project Funds (GO Bonds 2001) Outside Resources: Background Information: Public Comment: N/A Brinkley Sargent Architects, Inc. The new police department building will be located at 501 East Old Settlers Blvd. The building will be built on 8.68 acres and is being designed with future expansion and growth in mind. The building will provide office and training space with a long-term facility plan at this central location. EXECUTFD DOCUMENT FOLLOWS !I -AIA Document B141TM -1997 Part 1 Standard Form of Agreement Between Owner and Architect with Standard Form of Architect's Services TABLE OF ARTICLES 1.1 INITIAL INFORMATION 1.2 RESPONSIBILITIES OF THE PARTIES ADDITIONS AND DELETIONS: The author of this document has 1.3 TERMS AND CONDITIONS added information needed for its completion. The author may also 1.4 SCOPE OF SERVICES AND OTHER SPECIAL TERMS AND CONDITIONS have revised the text of the original AIA standard form. An 1.5 COMPENSATION Additions and Deletions Report that notes added information as AGREEMENT made as of the day of in the year well as revisions to the standard (In words, indicate day, month and year) form text is available from the author and should be reviewed. BETWEEN the Architect's client identified as the Owner: A vertical line in the left margin of (Name, address and other information) this document indicates where the author has added necessary City of Round Rock information and where the author 221 East Main Street has added to or deleted from the Round Rock, Texas 78664 original AIA text. and the Architect: (Name, address and other information) Brinkley Sargent Architects 5000 Quorum Drive, Suite 123 Dallas, Texas 75254 Telephone Number: 972-960-9970 Fax Number: 972-960-9751 For the following Project: (Include detailed description of Project) Professional design services related to construction of new facilities to house the Round Rock Police Headquarters The Owner and Architect agree as follows: O'j,23-�5-JI-J 3 This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. AIA Document B141 n" —1997 Part 1. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 09:28:11 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (543912986) ARTICLE 1.1 INITIAL INFORMATION § 1.1.1 This Agreement is based on the following information and assumptions. (Note the disposition for the following items by inserting the requested information or a statement such as "not applicable," "unknown at time of execution" or "to be determined later by mutual agreement. ") Architect shall furnish Design Development, Construction Document, Bidding and Construction Administration services for the project. § 1.1.2 PROJECT PARAMETERS § 1.1.2.1 The objective or use is: (Identify or describe, if appropriate, proposed use or goals.) The Round Rock Police Headquarters shall house and support all areas of police operations. § 1.1.2.2 The physical parameters are: (Identify or describe, if appropriate, size, location, dimensions, or other pertinent information, such as geotechnical reports about the site.) Project will be a two-story 34,000 square foot facility with additional 2,000 square foot support building with 200 car parking. § 1.1.2.3 The Owner's Program is: (Identify documentation or state the manner in which the program will be developed.) Established as part of previous initial phase services. § 1.1.2.4 The legal parameters are: (Identify pertinent legal information, including, if appropriate, land surveys and legal descriptions and restrictions of the site.) Project to be located on an 8.68 acre site located at southeastern corner of Old Settlers Blvd. and Greenhill Drive in Round Rock, Williamson County, Texas. § 1.1.2.5 The financial parameters are as follows. .1 Amount of the Owner's overall budget for the Project, including the Architect's compensation, is: Reference Exhibit A enclosed. .2 Amount of the Owner's budget for the Cost of the Work, excluding the Architect's compensation, is: Reference Exhibit A enclosed § 1.1.2.6 The time parameters are: (Identify, if appropriate, milestone dates, durations or fast track scheduling.) (1) Design Development Phase: Completed not later than 90 calendar days from date of execution of this Agreement. (II) Design Development Cost Estimating Phase: Completed not later than 120 calendar days from date of execution of this Agreement. (III) Construction Document Phase: Completed not later than 220 days from the date of execution of this Agreement. § 1.1.2.7 The proposed procurement or delivery method for the Project is: (Identify method such as competitive bid, negotiated contract, or construction management.) General contractor for construction will be selected by statutorily -allowable delivery method. § 1.1.2.8 Other parameters are: (Identify special characteristics or needs of the Project such as energy, environmental or historic preservation requirements.) AIA Document B141,11— 1997 Part 1. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 09:28:11 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (543912986) None at this time. § 1.1.3 PROJECT TEAM § 1.1.3.1 The Owner's Designated Representative is: (List name, address and other information.) Larry Madsen Construction Manager, Public Works Department City of Round Rock 2008 Enterprise Drive Round Rock, Texas 78664 § 1.1.3.2 The persons or entities, in addition to the Owner's Designated Representative, who are required to review the Architect's submittals to the Owner are: (List name, address and other information.) City Manager 221 E. Main Street Round Rock, Texas 78664 § 1.1.3.3 The Owner's other consultants and contractors are: (List discipline and, if known, identify them by name and address.) Not selected at this time. § 1.1.3.4 The Architect's Designated Representative is: (List name, address and other information.) Harold E. Sargent, AIA, President 5000 Quorum Drive, Suite 123 Dallas, Texas 75254 § 1.1.3.5 The consultants retained at the Architect's expense are: (List discipline and, if known, identify them by name and address.) Reference Exhibit B. § 1.1.4 Other important initial information is: None § 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 Owner and Contractor. § 1.1.6 The information contained in this Article 1.1 may be reasonably relied upon by the Owner and Architect in determining the Architect's compensation. However, it is expressly agreed and understood by all parties that the total sum of $673,565 shall represent the absolute limit of Owner's liability to Architect, unless same shall be changed by Supplemental Agreement hereto. Any such Supplemental Agreement to this contract must be duly authorized by City Council resolution.. AIA Document B141 ^" -1997 Part 1. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 09:28:11 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (543912986) ARTICLE 1.2 RESPONSIBILITIES OF THE PARTIES § 1.2.1 The Owner and the Architect shall cooperate with one another to fulfill their respective obligations under this Agreement. Both parties shall endeavor 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 15 days after receipt of a written request, information necessary and relevant for the Architect to evaluate, give notice of or enforce lien rights. § 1.2.2.2 The Owner shall establish and periodically update the budget for the Project, including that portion allocated for the Cost of the Work, Owner's other costs, and reasonable contingencies related to all costs. § 1.2.2.3 The Owner's Designated Representative identified in Section 1.1.3 shall be authorized to act on the Owner's behalf with respect to the Project. The Owner or the Owner's Designated Representative 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 Section 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 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 Owner shall furnish a certified survey of the sites 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 sites, 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. 1.2.2.9 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 Owner and are not to be included by Architect in the specifications for the Project. 1.2.2.10 Owner will provide Architect with miscellaneous items such as the Project Facility Program, two (2) copies of the City of Round Rock General and Supplementary 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 progress 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. § 1.2.3 ARCHITECT § 1.2.3.1 The services performed by the Architect, Architect's employees and 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 AIA Document B141 n" —1997 Part 1. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 09:28:11 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (543912986) performance of the Architect's services which initially shall be consistent with the time periods established in Section 1.1.2.6 and which shall be adjusted, if necessary and approved by 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 Owner. § 1.2.3.3 The Architect's Designated Representative identified in Section 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 or specified 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, plus 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 architect's designs and work product under this Agreement including, but not limited to, Tracings, Drawings, Estimates, Specifications, Investigations, Studies and other documents, completed or partially completed, shall be the property of Owner to be used as Owner desires without restriction on future use by execution of this Agreement and in confirmation of the fee for services to be paid under this Agreement. Architect hereby conveys, transfers and assigns to 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 property rights acknowledged by law in the Project designs and work product developed under this Agreement. Copies may be retained by Architect. Architect shall be liable to Owner for any loss or damage to any such documents while they are in the possession of or while being worked upon by 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 Owner.. § 1.3.2.2 Upon execution of this Agreement, the Architect grants to the Owner a permission to reproduce the Architect's Instruments of Service for purposes of constructing, using and maintaining the Project, provided that the AIA Document B141*" -1997 Part 1. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 09:28:11 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (543912986) 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 Instrument of Service for 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 or licenses not otherwise provided in this Agreement. 1.3.2.5 All plans and drawings will be prepared and submitted by Architect to 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 Project and receipt of contractor's as -built mark ups, Architect shall, within thirty (30) calendar days, deliver to Owner the reproducible Record Drawings and Record Specifications as described supplementally herein. 1.3.2.7 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. § 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. However, it is expressly agreed and understood by all parties that the total sum of (673,565) shall represent the absolute limit of Owner's liability to Architect, unless this Agreement shall be changed by Supplemental Agreement hereto. Any such Supplemental Agreement to this contract must be duly authorized by City Council resolution. § 1.3.3.2 If any of the following circumstances affect the Architect's services for the Project, the Architect shall be entitled to an appropriate adjustment in the Architect's schedule and compensation: .1 change in the instructions or approvals given by the Owner that necessitate revisions in Instruments of Service; .2 enactment or revision of codes, laws or regulations or official interpretations which necessitate changes to previously prepared Instruments of Service; .3 decisions of the Owner not rendered in a timely manner; .4 significant change in the Project including, but not limited to, size, quality, complexity, the Owner's schedule or budget, or procurement method; .5 failure of performance on the part of the Owner or the Owner's consultants or contractors; .6 preparation for and attendance at a public hearing, a dispute resolution proceeding or a legal proceeding except where the Architect is party thereto; .7 change in the information contained in Article 1.1. AIA Document B141TM - 1997 Part 1. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 09:28:11 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (543912986) § 1.3.4 MEDIATION § 1.3.4.1 Any claim, dispute or other matter in question arising out of or related to this Agreement shall be subject 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 the lien notice or filing deadlines prior to resolution of the matter by mediation or by arbitration. § 1.3.4.2 The Owner and 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 Owner and Architect hereby expressly agree that no claims or disputes between Owner and 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 Owner is subject to an arbitration proceeding related to the Project, Architect consents to be joined in the arbitration proceeding if Architect's presence is required or requested by Owner for complete relief to be accorded in the arbitration proceeding. (Paragraphs deleted) § 1.3.6 CLAIMS FOR CONSEQUENTIAL DAMAGES 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 Section 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 Owner and 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 Owner and 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 Architect. § 1.3.7.6 Unless otherwise provided in this Agreement, the Architect and 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. AIA Document B141 TM -1997 Part 1. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 09:28:11 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (543912986) § 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 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 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 (15) 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. However, it is expressly agreed and understood by all parties that the total sum of $673,565 shall represent the absolute limit of Owner's liability to Architect, unless this Agreement shall be changed by Supplemental Agreement hereto. Any such Supplemental Agreement to this contract must be duly authorized by City Council resolution. § 1.3.8.2 In connection with the work outlined in this Agreement, it is agreed and fully understood by Architect that Owner may cancel or indefinitely suspend further work hereunder or terminate this contract either for cause of for the convenience of Owner, upon fifteen (15) days' written notice to Architect, with the understanding that immediately upon receipt of said notice all work and labor being performed under this Agreement shall cease. Architect shall invoice 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 Owner upon termination of this Agreement, and shall be promptly delivered to Owner in a reasonably organized form without restriction on future use. Should owner subsequently contract with a new architect for continuation of services on the Project, Architect shall cooperate in providing information. § 1.3.8.3 Nothing contained in Section 1.3.8.2 immediately above shall require Owner to pay for any work which is unsatisfactory as determined by Owner's representative or which is not submitted in compliance with the terms of this Agreement. Owner shall not be required to make any payments to Architect when Architect is in default under this contract, nor shall this section constitute a waiver of any right, at law or at equity, which Owner may have if 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 THE 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. AIA Document B141 TM —1997 Part 1. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 09:28:11 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (543912986) § 1.3.9.2 Reimbursable expenses reference Exhibit B (Paragraphs deleted) § 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 representative 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 Owner and 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 Standard Form of Architect's Services: Design and Contract Administration, AIA Document B141-1997, or as follows: (List other documents, if any, delineating Architect's scope of services.) Supplemental Agreement No. 1 "Supplementing Standard Form of Agreement between Owner and Architect with Standard Form of Architect's Services, AIA Document B141-1997 Exhibit A: Project Budget Exhibit B: Services and Compensation Exhibit C: FF&E Scope of Work Exhibit D: Structural Engineering Contract (Stenstrom-Schneider, Inc.) 12/30/03 Exhibit E: MEP Engineering Contract (Hendrix Consulting Engineers) 1/6/04 Exhibit F: Reimbursable Budget Exhibit G: Estimating Contract (Boldt Builders) 12/23/03 Exhibit H: Civil Engineering Contract (Baker Aicklen & Associates, Inc.) 12/8/03 Exhibit J: ADA Consulting Contract (Access by Design) 1/6/04 Exhibit K: Landscape Design Contract (Hall -Bargainer) 1/14/04 Exhibit L: Technology Design Contract (M -E Engineers, Inc.) 1/5/04 Exhibit M: Certificate of Liability 2/18/03 Exhibit N: Special Terms and Conditions of the Contract Exhibit 0: Brinkley Sargent Architects Hourly Billing Rates (2004) 1.4.2 Special Terms and Conditions. Special terms and conditions that modify this Agreement are as follows: (Paragraph deleted) Reference Exhibit N. ARTICLE 1.5 COMPENSATION § 1.5.1 For the Architect's services as described under Article 1.4, compensation shall be computed as follows: Architect's total compensation shall not exceed the sum of $673,565 which sum shall include the maximum sum of $89,000 for reimbursable expenses covering all travel, copies, reproductions, presentations, telephone, postal or courier services, and all other expenses of any nature whatsoever. Reference Exhibit B. AIA Document B141 —1997 Part 1. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 09:28:11 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (543912986) § 1.5.2 If the services of the Architect are changed as described in Section 1.3.3.1, the Architect's compensation shall be adjusted. Such adjustment shall be calculated by negotiated lump sum fee or hours expended per hourly rate chart. Reference Exhibit O. (Insert basis of compensation, including rates and multiples of Direct Personnel Expense for Principals and employees, and identify Principals and classify employees, if required. Identify specific services to which particular methods of compensation apply.) § 1.5.3 For a Change in Services of the Architect's consultants, compensation shall be computed as a multiple of one ( 1.00 ) times the amounts billed to the Architect for such services. § 1.5.4 For Reimbursable Expenses as described in Section 1.3.9.2, and any other items included in Section 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: Reference Exhibit F. § 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 Dollars And Zero Cents ($ 0.00) shall be made upon execution of this Agreement and is the minimum payment under this Agreement. 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 period required under the Texas Prompt Payment Act, whichever is later. Not disputed amounts unpaid sixty ( 60 ) days after the invoice date shall bear interest at the rate entered below, or in the absence thereof at the legal rate prevailing from time to time at the principal place of business of the Architect. (Insert rate of interest agreed upon.) One and one-half percent (1.50%) per month (Usury laws and requirements under the Federal Truth in Lending Act, similar state and local consumer credit laws and other regulations at the Owner's and Architect's principal places of business, the location of the Project and elsewhere may affect the validity of this provision. Specific legal advice should be obtained with respect to deletions or modifications, and also regarding requirements such as written disclosures or waivers.) (Paragraph deleted) This Agreement entered into as of the day and year first written above. OWNER City of R (Si JV LF l'Y)Pxtoe(S- /?7A yOl�i (Printed name and title) Attest /. 1 By: �" /� L�Ur/i • l.14,7)/U ARC ITECT Brin ey Sargent t rchite¢ts I C ` (Signature) Harold E. Sargent, AIA, President (Printed name and title) AIA Document B141 n' —1997 Part 1. Copyright © 1917, 1926, 1948, 1951, 1953 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 09:28:11 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (543912986) *MATM Document B141 -1997 Part 2 Standard Form of Architect's Services: Design and Contract Administration TABLE OF ARTICLES 2.1 PROJECT ADMINISTRATION SERVICES 2.2 SUPPORTING SERVICES 2.3 EVALUATION AND PLANNING SERVICES 2.4 DESIGN SERVICES 2.5 CONSTRUCTION PROCUREMENT SERVICES 2.6 CONTRACT ADMINISTRATION SERVICES 2.7 FACILITY OPERATION SERVICES 2.8 SCHEDULE OF SERVICES 2.9 MODIFICATIONS ARTICLE 2.1 PROJECT ADMINISTRATION SERVICES § 2.1.1 The Architect shall manage the Architect's services and administer the Project. The Architect shall consult with the Owner, research applicable design criteria, attend Project meetings, communicate with members of the Project team and issue progress reports. The Architect shall coordinate the services provided by the Architect and the Architect's consultants with those services provided by the Owner and the Owner's consultants. § 2.1.2 When Project requirements have been sufficiently identified, the Architect shall prepare, and periodically update, a Project schedule that shall identify milestone dates for decisions required of the Owner, design services furnished by the Architect, completion of documentation provided by the Architect, commencement of construction and Substantial Completion of the Work. § 2.1.3 The Architect shall consider the value of alternative materials, building systems and equipment, together with other considerations based on program, budget and aesthetics in developing the design for the Project. § 2.1.4 Upon request of the Owner, the Architect shall make a presentation to explain the design of the Project to representatives of the Owner. § 2.1.5 The Architect shall submit design documents to the Owner at intervals appropriate to the design process for purposes of evaluation and approval by the Owner. The Architect shall be entitled to rely on approvals received from the Owner in the further development of the design. § 2.1.6 The Architect shall assist the Owner in connection with the Owner's responsibility for filing documents required for the approval of governmental authorities having jurisdiction over the Project. ADDITIONS AND DELETIONS: The author of this document has added information needed for its completion. The author may also have revised the text of the original AIA standard form. An Additions and Deletions Report that notes added information as well as revisions to the standard form text is available from the author and should be reviewed. A vertical line in the left margin of this document indicates where the author has added necessary information and where the author has added to or deleted from the original AIA text. This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. AIA Document B141 T"" —1997 Part 2. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 10:26:35 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (1586105607) § 2.1.7 EVALUATION OF BUDGET AND COST OF THE WORK § 2.1.7.1 When the Project requirements have been sufficiently identified, the Architect shall prepare a preliminary estimate of the Cost of the Work. This estimate may be based on current area, volume or similar conceptual estimating techniques. As the design process progresses through the end of the preparation of the Construction Documents, the Architect shall update and refine the preliminary estimate of the Cost of the Work. The Architect shall advise the Owner of any adjustments to previous estimates of the Cost of the Work indicated by changes in Project requirements or general market conditions. If at any time the Architect's estimate of the Cost of the Work exceeds the Owner's budget, the Architect shall make appropriate recommendations to the Owner to adjust the Project's size, quality or budget, and the Owner shall cooperate with the Architect in making such adjustments. § 2.1.7.2 Evaluations of the Owner's budget for the Project, the preliminary estimate of the Cost of the Work and updated estimates of the Cost of the Work prepared by the Architect represent the Architect's judgment as a design professional familiar with the construction industry. It is recognized, however, that neither the Architect nor the Owner has control over the cost of labor, materials or equipment, over the Contractor's methods of determining bid prices, or over competitive bidding, market or negotiating conditions. Accordingly, the Architect cannot and does not warrant or represent that bids or negotiated prices will not vary from the Owner's budget for the Project or from any estimate of the Cost of the Work or evaluation prepared or agreed to by the Architect. § 2.1.7.3 In preparing estimates of the Cost of the Work, the Architect shall be permitted to include contingencies for design, bidding and price escalation; to determine what materials, equipment, component systems and types of construction are to be included in the Contract Documents; to make reasonable adjustments in the scope of the Project and to include in the Contract Documents alternate bids as may be necessary to adjust the estimated Cost of the Work to meet the Owner's budget for the Cost of the Work. If an increase in the Contract Sum occurring after execution of the Contract between the Owner and the Contractor causes the budget for the Cost of the Work to be exceeded, that budget shall be increased accordingly. § 2.1.7.4 If bidding or negotiation has not commenced within 90 days after the Architect submits the Construction Documents to the Owner, the budget for the Cost of the Work shall be adjusted to reflect changes in the general level of prices in the construction industry. § 2.1.7.5 If the budget for the Cost of the Work is exceeded by the lowest bona fide bid or negotiated proposal, the Owner shall: .1 give written approval of an increase in the budget for the Cost of the Work; .2 authorize rebidding or renegotiating of the Project within a reasonable time; .3 terminate in accordance with Section 1.3.8.5; or .4 cooperate in revising the Project scope and quality as required to reduce the Cost of the Work. § 2.1.7.6 If the Owner chooses to proceed under Section 2.1.7.5.4, the Architect, without additional compensation, shall modify the documents for which the Architect is responsible under this Agreement as necessary to comply with the budget for the Cost of the Work. The modification of such documents shall be the limit of the Architect's responsibility under this Section 2.1.7. The Architect shall be entitled to compensation in accordance with this Agreement for all services performed whether or not construction is commenced. ARTICLE 2.2 SUPPORTING SERVICES § 2.2.1 Unless specifically designated in Section 2.8.3, the services in this Article 2.2 shall be provided by the Owner or the Owner's consultants and contractors. § 2.2.1.1 The Owner shall furnish a program setting forth the Owner's objectives, schedule, constraints and criteria, including space requirements and relationships, special equipment, systems and site requirements. § 2.2.1.2 The Owner shall furnish surveys to describe physical characteristics, legal limitations and utility locations for the site of the Project, and a written legal description of the site. The surveys and legal information shall include, as applicable, grades and lines of streets, alleys, pavements and adjoining property and structures; adjacent drainage; rights-of-way, restrictions, easements, encroachments, zoning, deed restrictions, boundaries and contours of the site; locations, dimensions and necessary data with respect to existing buildings, other improvements and trees; and AIA Document 8141 —1997 Part 2. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 10:26:35 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (1586105607) information concerning available utility services and lines, both public and private, above and below grade, including inverts and depths. All the information on the survey shall be referenced to a Project benchmark. § 2.2.1.3 The Owner shall furnish services of geotechnical engineers which may include but are not limited to test borings, test pits, determinations of soil bearing values, percolation tests, evaluations of hazardous materials, ground corrosion tests and resistivity tests, including necessary operations for anticipating subsoil conditions, with reports and appropriate recommendations. ARTICLE 2.3 EVALUATION AND PLANNING SERVICES (Paragraphs deleted) § 2.3.3 The Architect shall review the Owner's proposed method of contracting for construction services and shall notify the Owner of anticipated impacts that such method may have on the Owner's program, financial and time requirements, and the scope of the Project. ARTICLE 2.4 DESIGN SERVICES § 2.4.1 The Architect's design services shall include normal structural, mechanical and electrical engineering services. § 2.4.2 SCHEMATIC DESIGN DOCUMENTS (Paragraph deleted) § 2.4.3 DESIGN DEVELOPMENT DOCUMENTS § 2.4.3.1 The Architect shall provide Design Development Documents based on the approved Schematic Design Documents and updated budget for the Cost of the Work. The Design Development Documents shall illustrate and describe the refinement of the design of the Project, establishing the scope, relationships, forms, size and appearance of the Project by means of plans, sections and elevations, typical construction details, and equipment layouts. The Design Development Documents shall include specifications that identify major materials and systems and establish in general their quality levels. § 2.4.4 CONSTRUCTION DOCUMENTS § 2.4.4.1 The Architect shall provide Construction Documents based on the approved Design Development Documents and updated budget for the Cost of the Work. The Construction Documents shall set forth in detail the requirements for construction of the Project. The Construction Documents shall include Drawings and Specifications that establish in detail the quality levels of materials and systems required for the Project. § 2.4.4.2 During the development of the Construction Documents, the Architect shall assist the Owner in the development and preparation of: (1) bidding and procurement information which describes the time, place and conditions of bidding; bidding or proposal forms; and the form of agreement between the Owner and the Contractor; and (2) the Conditions of the Contract for Construction (General, Supplementary and other Conditions). The Architect also shall compile the Project Manual that includes the Conditions of the Contract for Construction and Specifications and may include bidding requirements and sample forms. ARTICLE 2.5 CONSTRUCTION PROCUREMENT SERVICES § 2.5.1 The Architect shall assist the Owner in obtaining either competitive bids or negotiated proposals and shall assist the Owner in awarding and preparing contracts for construction. (Paragraph deleted) § 2.5.3 The Architect shall assist the Owner in bid validation or proposal evaluation and determination of the successful bid or proposal, if any. If requested by the Owner, the Architect shall notify all prospective bidders or contractors of the bid or proposal results. AIA Document B141 TM' —1997 Part 2. Copyright 181917,1926,1948,1951,1953,1958,1961,1963,1966,1967,1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 10:26:35 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (1586105607) § 2.5.4 COMPETITIVE BIDDING § 2.5.4.1 Bidding Documents shall consist of bidding requirements, proposed contract forms, General Conditions and Supplementary Conditions, Specifications and Drawings. § 2.5.4.2 If requested by the Owner, the Architect shall arrange for procuring the reproduction of Bidding Documents for distribution to prospective bidders. The Owner shall pay directly for the cost of reproduction or shall reimburse the Architect for such expenses. § 2.5.4.3 If requested by the Owner, the Architect shall distribute the Bidding Documents to prospective bidders and request their return upon completion of the bidding process. The Architect shall maintain a log of distribution and retrieval, and the amounts of deposits, if any, received from and returned to prospective bidders. § 2.5.4.4 The Architect shall consider requests for substitutions, if permitted by the Bidding Documents, and shall prepare and distribute addenda identifying approved substitutions to all prospective bidders. § 2.5.4.5 The Architect shall participate in or, at the Owner's direction, shall organize and conduct a pre-bid conference for prospective bidders. § 2.5.4.6 The Architect shall prepare responses to questions from prospective bidders and provide clarifications and interpretations of the Bidding Documents to all prospective bidders in the form of addenda. § 2.5.4.7 The Architect shall participate in or, at the Owner's direction, shall organize and conduct the opening of the bids. The Architect shall subsequently document and distribute the bidding results, as directed by the Owner. § 2.5.5 NEGOTIATED PROPOSALS (Paragraphs deleted) ARTICLE 2.6 CONTRACT ADMINISTRATION SERVICES § 2.6.1 GENERAL ADMINISTRATION § 2.6.1.1 The Architect shall provide administration of the Contract between the Owner and the Contractor as set forth below and in the edition of AIA Document A201, General Conditions of the Contract for Construction, as modified between Owner and Contractor. Modifications made to the General Conditions, when adopted as part of the Contract Documents, shall be enforceable under this Agreement only to the extent that they are consistent with this Agreement or approved in writing by the Architect. § 2.6.1.2 The Architect's responsibility to provide the Contract Administration Services under this Agreement commences with the award of the initial Contract for Construction and terminates at the issuance to the Owner of the final Certificate for Payment. However, the Architect shall be entitled to a Change in Services in accordance with Section 2.8.2 when Contract Administration Services extend 60 days after the date of Substantial Completion of the Work. Reference Exhibit B. § 2.6.1.3 The Architect shall be a representative of and shall advise and consult with the Owner during the provision of the Contract Administration Services. The Architect shall have authority to act on behalf of the Owner only to the extent provided in this Agreement unless otherwise modified by written amendment. § 2.6.1.4 Duties, responsibilities and limitations of authority of the Architect under this Article 2.6 shall not be restricted, modified or extended without written agreement of the Owner and Architect with consent of the Contractor, which consent will not be unreasonably withheld. § 2.6.1.5 The Architect shall review properly prepared, timely requests by the Contractor for additional information about the Contract Documents. A properly prepared request for additional information about the Contract Documents shall be in a form prepared or approved by the Architect and shall include a detailed written statement that indicates the specific Drawings or Specifications in need of clarification and the nature of the clarification requested. AIA Document B141 T"" —1997 Part 2. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 10:26:35 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (1586105607) § 2.6.1.6 If deemed appropriate by the Architect, the Architect shall on the Owner's behalf prepare, reproduce and distribute supplemental Drawings and Specifications in response to requests for information by the Contractor. § 2.6.1.7 The Architect shall interpret and decide matters concerning performance of the Owner and Contractor under, and requirements of, the Contract Documents on written request of either the Owner or Contractor. The Architect's response to such requests shall be made in writing within any time limits agreed upon or otherwise with reasonable promptness. § 2.6.1.8 Interpretations and decisions of the Architect shall be consistent with the intent of and reasonably inferable from the Contract Documents and shall be in writing or in the form of drawings. When making such interpretations and initial decisions, the Architect shall endeavor to secure faithful performance by both Owner and Contractor, shall not show partiality to either, and shall not be liable for the results of interpretations or decisions so rendered in good faith. § 2.6.1.9 The Architect shall render initial decisions on claims, disputes or other matters in question between the Owner and Contractor as provided in the Contract Documents. However, the Architect's decisions on matters relating to aesthetic effect shall be final if consistent with the intent expressed in the Contract Documents. § 2.6.2 EVALUATIONS OF THE WORK § 2.6.2.1 The Architect, as a representative of the Owner, shall visit the site at intervals appropriate to the stage of the Contractor's operations, or as otherwise agreed by the Owner and the Architect in Article 2.8, (1) to become generally familiar with and to keep the Owner informed about the progress and quality of the portion of the Work completed, (2) to endeavor to guard the Owner against defects and deficiencies in the Work, and (3) to determine in general if the Work is being performed in a manner indicating that the Work, when fully completed, will be in accordance with the Contract Documents. However, the Architect shall not be required to make exhaustive or continuous on-site inspections to check the quality or quantity of the Work. The Architect shall neither have control over or charge of, nor be responsible for, the construction means, methods, techniques, sequences or procedures, or for safety precautions and programs in connection with the Work, since these are solely the Contractor's rights and responsibilities under the Contract Documents. § 2.6.2.2 The Architect shall report to the Owner known deviations from the Contract Documents and from the most recent construction schedule submitted by the Contractor. However, the Architect shall not be responsible for the Contractor's failure to perform the Work in accordance with the requirements of the Contract Documents. The Architect shall be responsible for the Architect's negligent acts or omissions, but shall not have control over or charge of and shall not be responsible for acts or omissions of the Contractor, Subcontractors, or their agents or employees, or of any other persons or entities performing portions of the Work. § 2.6.2.3 The Architect shall at all times have access to the Work wherever it is in preparation or progress. § 2.6.2.4 Except as otherwise provided in this Agreement or when direct communications have been specially authorized, the Owner shall endeavor to communicate with the Contractor through the Architect about matters arising out of or relating to the Contract Documents. Communications by and with the Architect's consultants shall be through the Architect. § 2.6.2.5 The Architect shall have authority to reject Work that does not conform to the Contract Documents. Whenever the Architect considers it necessary or advisable, the Architect will have authority to require inspection or testing of the Work in accordance with the provisions of the Contract Documents, whether or not such Work is fabricated, installed or completed. However, neither this authority of the Architect nor a decision made in good faith either to exercise or not to exercise such authority shall give rise to a duty or responsibility of the Architect to the Contractor, Subcontractors, material and equipment suppliers, their agents or employees or other persons or entities performing portions of the Work. § 2.6.3 CERTIFICATION OF PAYMENTS TO CONTRACTOR § 2.6.3.1 The Architect shall review and certify the amounts due the Contractor and shall issue Certificates for Payment in such amounts. The Architect's certification for payment shall constitute a representation to the Owner, based on the Architect's evaluation of the Work as provided in Section 2.6.2 and on the data comprising the Contractor's Application for Payment, that the Work has progressed to the point indicated and that, to the best of the AIA Document B141 TM -1997 Part 2. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 10:26:35 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (1586105607) Architect's knowledge, information and belief, the quality of the Work is in accordance with the Contract Documents. The foregoing representations are subject (1) to an evaluation of the Work for conformance with the Contract Documents upon Substantial Completion, (2) to results of subsequent tests and inspections, (3) to correction of minor deviations from the Contract Documents prior to completion, and (4) to specific qualifications expressed by the Architect. § 2.6.3.2 The issuance of a Certificate for Payment shall not be a representation that the Architect has (1) made exhaustive or continuous on-site inspections to check the quality or quantity of the Work, (2) reviewed construction means, methods, techniques, sequences or procedures, (3) reviewed copies of requisitions received from Subcontractors and material suppliers and other data requested by the Owner to substantiate the Contractor's right to payment, or (4) ascertained how or for what purpose the Contractor has used money previously paid on account of the Contract Sum. § 2.6.3.3 The Architect shall maintain a record of the Contractor's Applications for Payment. § 2.6.4 SUBMITTALS § 2.6.4.1 The Architect shall review and approve or take other appropriate action upon the Contractor's submittals such as Shop Drawings, Product Data and Samples, but only for the limited purpose of checking for conformance with information given and the design concept expressed in the Contract Documents. The Architect's action shall be taken with such reasonable promptness as to cause no delay in the Work or in the activities of the Owner, Contractor or separate contractors, while allowing sufficient time in the Architect's professional judgment to permit adequate review. Review of such submittals is not conducted for the purpose of determining the accuracy and completeness of other details such as dimensions and quantities, or for substantiating instructions for installation or performance of equipment or systems, all of which remain the responsibility of the Contractor as required by the Contract Documents. The Architect's review shall not constitute approval of safety precautions or, unless otherwise specifically stated by the Architect, of any construction means, methods, techniques, sequences or procedures. The Architect's approval of a specific item shall not indicate approval of an assembly of which the item is a component. § 2.6.4.2 The Architect shall maintain a record of submittals and copies of submittals supplied by the Contractor in accordance with the requirements of the Contract Documents. § 2.6.4.3 If professional design services or certifications by a design professional related to systems, materials or equipment are specifically required of the Contractor by the Contract Documents, the Architect shall specify appropriate performance and design criteria that such services must satisfy. Shop Drawings and other submittals related to the Work designed or certified by the design professional retained by the Contractor shall bear such professional's written approval when submitted to the Architect. The Architect shall be entitled to rely upon the adequacy, accuracy and completeness of the services, certifications or approvals performed by such design professionals. § 2.6.5 CHANGES IN THE WORK § 2.6.5.1 The Architect shall prepare Change Orders and Construction Change Directives for the Owner's approval and execution in accordance with the Contract Documents. The Architect may authorize minor changes in the Work not involving an adjustment in Contract Sum or an extension of the Contract Time which are consistent with the intent of the Contract Documents. If necessary, the Architect shall prepare, reproduce and distribute Drawings and Specifications to describe Work to be added, deleted or modified, as provided in Section 2.8.2. § 2.6.5.2 The Architect shall review properly prepared, timely requests by the Owner or Contractor for changes in the Work, including adjustments to the Contract Sum or Contract Time. A properly prepared request for a change in the Work shall be accompanied by sufficient supporting data and information to permit the Architect to make a reasonable determination without extensive investigation or preparation of additional drawings or specifications. If the Architect determines that requested changes in the Work are not materially different from the requirements of the Contract Documents, the Architect may issue an order for a minor change in the Work or recommend to the Owner that the requested change be denied. § 2.6.5.3 If the Architect determines that implementation of the requested changes would result in a material change to the Contract that may cause an adjustment in the Contract Time or Contract Sum, the Architect shall make a recommendation to the Owner, who may authorize further investigation of such change. Upon such authorization, AIA Document B141 T"i —1997 Part 2. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 10:26:35 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (1586105607) and based upon information furnished by the Contractor, if any, the Architect shall estimate the additional cost and time that might result from such change, including any additional costs attributable to a Change in Services of the Architect. With the Owner's approval, the Architect shall incorporate those estimates into a Change Order or other appropriate documentation for the Owner's execution or negotiation with the Contractor. § 2.6.5.4 The Architect shall maintain records relative to changes in the Work. § 2.6.6 PROJECT COMPLETION § 2.6.6.1 The Architect shall conduct inspections to determine the date or dates of Substantial Completion and the date of final completion, shall receive from the Contractor and forward to the Owner, for the Owner's review and records, written warranties and related documents required by the Contract Documents and assembled by the Contractor, and shall issue a final Certificate for Payment based upon a final inspection indicating the Work complies with the requirements of the Contract Documents. § 2.6.6.2 The Architect's inspection shall be conducted with the Owner's Designated Representative to check conformance of the Work with the requirements of the Contract Documents and to verify the accuracy and completeness of the list submitted by the Contractor of Work to be completed or corrected. § 2.6.6.3 When the Work is found to be substantially complete, the Architect shall inform the Owner about the balance of the Contract Sum remaining to be paid the Contractor, including any amounts needed to pay for final completion or correction of the Work. § 2.6.6.4 The Architect shall receive from the Contractor and forward to the Owner: (1) consent of surety or sureties, if any, to reduction in or partial release of retainage or the making of final payment and (2) affidavits, receipts, releases and waivers of liens or bonds indemnifying the Owner against liens. ARTICLE 2.7 FACILITY OPERATION SERVICES 2.7.2 Upon request of the Owner, and prior to the expiration of one year from the date of Substantial Completion, the Architect shall conduct a meeting with the Owner and the Owner's Designated Representative to review the facility operations and performance and to make appropriate recommendations to the Owner. ARTICLE 2.8 SCHEDULE OF SERVICES § 2.8.2 The following Design and Contract Administration Services shall be provided by the Architect as a Change in Services in accordance with Section 1.3.3: (Paragraphs deleted) .3 Change Orders and Construction Change Directives requiring evaluation of proposals, including the preparation or revision of Instruments of Service; .4 providing consultation concerning replacement of Work resulting from fire or other cause during construction; .5 evaluation of an extensive number of claims submitted by the Owner's consultants, the Contractor or others in connection with the Work; .6 evaluation of substitutions proposed by the Owner's consultants or contractors and making subsequent revisions to Instruments of Service resulting therefrom; .7 preparation of design and documentation for alternate bid or proposal requests proposed by the Owner; or .8 Contract Administration Services provided 60 days after the date of Substantial Completion of the Work. § 2.8.3 The Architect shall furnish or provide the following services only if specifically designated: Services Responsibility (Architect, Owner or Not Provided) Location of Service Description AIA Document B141n, —1997 Part 2. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 10:26:35 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (1586105607) Services Responsibility (Architect, Owner or Not Provided) Location of Service Description .1 Programming -----Not required .2 Land Survey Services - ----Owner .3 Geotechnical Services Owner .4 Space Schematics/Flow Diagrams Not required .5 Existing Facilities Surveys Not required .6 Economic Feasibility Studies Not required .7 Site Analysis and Selection — - - -Not required .8 Environmental Studies and Reports Owner .9 Owner -Supplied Data Coordination --Owner .10 Schedule Development and Monitoring ------ -Not provided .11 Civil Design Architect --- Exhibit B .12 Landscape Design Architect Exhibit B .13 Interior Design Architect -Exhibit B .14 Special Bidding or Negotiation Np rovided .15 Value Analysis Not provided .16 Detailed Cost Estimating Architect Exhibit B .17 On -Site Project Representation Not provided .18 Construction Management Not provided .19 Start-up Assistance Not provided .20 Record Drawings Architect Exhibit B .21 Post -Contract Evaluation Notrovided .22 Tenant -Related Services Not provided .23 Furniture Selection/Bidding Architect Exhibit B .24 Site Submittal Process Architect Exhibit B .25 ADA Consulting Architect Exhibit B .26 Technology Consultant Architect Exhibit B Description of Services. (Insert descriptions of the services designated.) Reference Exhibit B ARTICLE 2.9 MODIFICATIONS § 2.9.1 Modifications to this Standard Form of Architect's Services: Design and Contract Administration, if any, are as follows: Supplemental Agreement No. 1 Supplementing Standard Form of Agreement Between Owner and Architect with Standard Form of Architect's Services, AIA Document B 141-1997. AIA Document B141 —1997 Part 2. Copyright © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 10:26:35 on 03/15/2004 under Order No.1000082371_1 which expires on 11/21/2004, and is not for resale. User Notes: (1586105607) SUPPLEMENTAL AGREEMENT NO. 1 THE STATE OF TEXAS CITY OF ROUNDROCK COUNTY OF WILLIAMSON KNOW ALL BY THESE PRESENTS: This document is entitled Supplemental Agreement No. 1, and it supplements Standard Form of Agreement between Owner and Architect with Standard Form of Architect's Services, AIA Document B141-1997 for the following project: Round Rock Police Headquarters located at Southeast corner of Old Settlers Blvd. and Greenhill Drive in Round Rock, Williamson County, Texas: All as are more specifically identified and described in the accompanying AIA Document B141-1997. This Supplemental Agreement No. 1 is made and entered into as of theS day of %a,r1,ck , 2004 and is by and between the same parties, those being the CITY OF ROUND ROCK, a home -rule municipal corporation of Williamson County, Texas (hereinafter referred to as "City" and/or "Owner") and BRINKLEY SARGENT ARCHITECTS INC., with offices located at 5000 Quorum, Suite123, Dallas, Texas 75254 (hereinafter referred to as "Architect"). WITNESSETH: WHEREAS, City intends to design and construct the Round Rock Police Headquarters Project described in the accompanying AIA Document B141-1997. Architect's services are desired under this Supplemental Agreement No. 1 for purposes as recited therein. Total compensation for Architect's services under this Supplemental Agreement No. 1 are as recited therein. WHEREAS, City desires to contract with Architect for provision of the therein -described services in connection with design of the Round Rock Police Headquarters Project, all as previously and hereinafter stipulated and within the limits the City has budgeted or will budget therefor; and WHEREAS, Architect has agreed to provide such professional services for the compensation delineated therein; NOW, THEREFORE, City and Architect, in consideration of the terms, covenants and conditions contained in the accompanying AIA Document B141-1997 that this document supplements, and the terms, covenants, and conditions contained herein, do hereby contract as follows: ARTICLE I SCOPE OF SERVICES AND COMPENSATION 1.01 Scope. Architect, as an independent contractor and professional consultant in its relationship with the City, shall perform all professional services for the Round Rock Police Headquarters Project as set forth in the referenced documents. 1.02 Compensation. City shall compensate Architect for the following Scope of Work services: Reference Enclosed Exhibit B. Unless subsequently changed by additional Supplemental Agreement to this Agreement, duly authorized by City Council Resolution, Architect's total compensation hereunder shall not exceed $584,565 excluding any Reimbursable Expenses, plus Reimbursable Expenses up to a limit of $89,000. These amounts represent the absolute limit of City's liability to Architect hereunder unless same shall be changed by additional Supplemental Agreement hereto. ARTICLE II ARCHITECT'S SERVICES 2.01 Basic Services. Architect's Basic Services consist generally of the services described in AIA Document B141-1997 Part 2 and Exhibit B Article 1.5.1, and include such other services as may be necessary to assist City in the design of the Round Rock Police Headquarters Project, within the limits City has budgeted Exhibit A or will budget therefor, and in compliance with the Project Facility Program, which is hereby made a part of this Agreement for all purposes. Architect shall perform all work hereunder in a manner satisfactory and acceptable to City, represented by its Director of Public Works or his designee, hereinafter referred to as "Director". A Performance Schedule shall be agreed to by Architect and Director, and Architect agrees to use its best efforts to complete all services hereunder in accordance with such Performance Schedule. 2.02 Additional Services. Architect shall perform Additional Services, only as requested in writing by City, after a not -to -exceed amount has been mutually agreed upon in writing by the Director and Architect. Where City Council authorization is required, Architect shall not proceed until the appropriate Resolution for such Additional Services has been adopted. The following services are not covered under Article II, which defines and outlines Architect's Basic Services. If any of these Additional Services are authorized in writing by the Director in advance of their performance, they shall be paid for in the manner agreed to at the time of authorization. (1) Preparing Change Orders and supporting data and/or revising previously approved plans when the changes in approved Plans and Specifications are required by the City, unforeseen circumstances due to hidden or unknown conditions, or codes/ordinances or other legal requirements which may come into effect during the course of the Project. If changes are required to be made because of error, oversight, clarification, discrepancy, or budget overruns in the work of Architect, City shall not be liable to compensate Architect for Additional Services or expenses in such connection. (2) Providing other extraordinary professional services over and above the Contract Documents 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 Project requirements. 3.02 Designate representatives. City shall designate, when necessary, representatives authorized to act in its behalf. City shall examine documents submitted by Architect and render decisions pertaining thereto promptly to avoid unreasonable delay in the orderly progress of Architect's work. 3.03 Survey. City shall furnish, or direct Architect to obtain at City's expense, a certified survey of the site, giving as required, grades and lines of streets, alleys, pavements and adjoining property; rights-of-way, restrictions, easements, encroachments, zoning, deed restrictions, boundaries, contours and other data pertaining to existing buildings or adjacent to the site, other improvements and trees; and full information as to available service and utility lines, both public and private, and test borings, pits, reports and soil bearing values and other necessary operations for determining subsoil conditions. 3.04 Tests and inspections. City shall furnish, or pay for structural, mechanical, chemical , soil mechanics, and other laboratory tests, reports and inspections as required by law or the Contract Documents. ARTICLE IV PAYMENTS TO THE ARCHITECT 4.01 Basic Services. Payments hereunder shall not exceed the following: Basic Services $584,565 Reimbursables $ 89,000 Total $673,565 4.02 Deductions. No deductions shall be made from Architect's compensation on account of penalty, liquidated damages or other sums withheld from payments to Contractors. 4.03 Additions. No additions shall be made to Architect's compensation based upon Project construction claims, whether paid by City or denied. 4.04 Abandonment. If any work designed or specified by Architect during any phase or subphase is abandoned or suspended, in whole or in part, Architect is to be paid for the services performed on account of it prior to receipt of written notice from City through its Director of such abandonment or suspension. 4.05 Invoices. Architect's invoices to City shall provide complete information and documentation to substantiate Architect's charges, and shall be in a form to be specified by the Director. All payments to Architect shall be made on the basis of the invoices submitted by Architect and approved by the Director. Such invoices shall conform to the schedule of services and costs in connection therewith. All Reimbursable Expenses shall be clearly shown. Should additional backup material be requested by Director, Architect shall comply promptly with such request. In this regard, should the Director determine it necessary, Architect shall make all records and books relating to this Agreement available to City for inspection and auditing purposes. 4.06 Payment of Invoices. City reserves the right to correct any error that may be discovered in any invoice that may have been paid to Architect and to adjust the same to meet the requirements of the Agreement. Following approval of invoices, City will endeavor to pay Architect promptly, but not later than the time period required under the Texas Prompt Payment Act; however, under no circumstances shall Architect be entitled to receive interest on payments which are late because of a good faith dispute between Architect and City or because of amounts which City has a right to withhold under this Agreement or state law. 4.07 Offsets. City may, at its option, offset any amounts due and payable under this Agreement against any debt (including taxes) lawfully due to City from Architect, regardless of whether the amount due arises pursuant to the terms of this Agreement or otherwise and regardless of whether or not the debt due to City has been reduced to judgment by a court. ARTICLE V ARCHITECT'S ACCOUNTING RECORDS 5.01 Accounting Records. Records of Architect's Consultant and Reimbursable Expenses pertaining to the Project, and records of accounts between City and Architect, shall be kept on a generally recognized accounting basis and shall be available to City or its authorized representatives at mutually convenient times. ARTICLE VI TERMINATION AND DEFAULT 6.01 Termination. In connection with the work outlined in this Agreement, it is agreed and fully understood by Architect that the Director may cancel or indefinitely suspend further work hereunder or terminate this Agreement either for cause of for the convenience of City, upon thirty (30) days' written notice to Architect, with the understanding that immediately upon receipt of said notice all work and labor being performed under this Agreement shall cease. Architect shall invoice City for all work satisfactorily completed and shall be compensated in accordance with the terms of this Agreement for all work accomplished prior to the receipt of said notice. No amount shall be due for lost or anticipated profits. All plans, field surveys, maps, cross sections and other data, designs and work related to the Project shall become the property of City upon termination of this Agreement, and shall be promptly delivered to City in a reasonably organized form. Should City subsequently contract with a new architect for continuation of services on the Project, Architect shall cooperate in providing information. 6.02 Default. Nothing contained in Section 6.01 above shall require City to pay for any work which is unsatisfactory as determined by the Director or which is not submitted in compliance with the terms of this Agreement. City shall not be required to make any payments to Architect when Architect is in default under this Agreement, nor shall this Article constitute a waiver of any right, at law and at equity, which City may have if Architect is in default, including the right to bring legal action for damages or to force specific performance of this Agreement. ARTICLE VII GENERAL, SUPPLEMENTARY AND SPECIAL CONDITIONS: CONTRACT ADMINISTRATION 7.01 Contract Administration. This Agreement shall be administered on behalf of City by its Director of Public Works, and Architect shall fully comply with any and all instructions from the Director. Any dispute arising hereunder shall be submitted to the Director, whose decision in the matter shall be final and binding. ARTICLE VIII RESPONSIBILITY FOR WORK, INDEMNIFICATION AND INSURANCE 8.01 Architect's Responsibility for Work. Approval by City shall not constitute nor be deemed a release of the responsibility and liability of Architect, its employees, subcontractors, agents and consultants for the accuracy and competency of Designs, Working Drawings, Specifications or other documents and work; nor shall such approval be deemed to be an assumption of such responsibility by City for any defect, error or omission in the Designs, Working Drawings, and Specifications or other documents prepared by Architect, its employees, subcontractors, agents and consultants. 8.02 Indemnification (Damage Claims). Architect agrees to 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 an person or persons, that may arise out of or be occasioned by Architect's breach of any of the terms or provisions of this Agreement, or by any negligent act or omission of Architect, his officers, agents, associates, employees or subconsultants, in the performance of this Agreement; except that the indemnity provided for in this paragraph shall not apply to any liability resulting from the sole negligence of City, its officers, agents, employees or separate contractors, and in the event of joint and concurrent negligence of both Architect and City, responsibility and indemnity, if any, shall be apportioned comparatively in accordance with the laws of the State of Texas, without, however, waiving any governmental immunity available to City under Texas law and without waiving any defenses of the parties under Texas law. The provisions of this paragraph are solely for the benefit of the parties hereto and not intended to create or grant any rights, contractual or otherwise, to any other person or entity. 8.03 Indemnification (Patent and Copyright Claims). Architect agrees to completely defend and indemnify City, its officers, agents and employees, against a claim that any of the Designs, Plans or Specifications prepared by Architect, its employees, associates or subconsultants pursuant to this Agreement infringe a U.S. patent or copyright directly, indirectly or contributory. Architect shall pay any and all resulting costs, damages and attorney's fees finally awarded, provided that: (1) City promptly notifies Architect in writing of the claim; and (2) Architect has sole control of the defense and all related settlement negotiations. (a) If Architect defends City against such claims, the City Attorney shall be kept informed of settlement negotiations, and shall execute any settlement agreement reached by Architect on City's behalf. (b) Architect's defense and indemnification under this section is conditioned on City's agreement that if any of the designs, plans or specifications become, or in Architect's opinion are likely to become, the subject of such a claim, City will permit Architect, at Architect's option and expense, either to procure the right for City to continue using the designs, plans or specifications or to replace or modify the same so that they become non - infringing; and if neither of the foregoing alternatives is available on terms which are reasonable in Architect's judgment, City to the extent City is legally able to do so, will cease using the designs, plans or specifications on written request of Architect, in which instance City has the sole option to either require Architect to perform new design work at Architect's sole expense, or to terminate this Agreement. (c) Architect has no liability under this section for any claim or infringement based upon the modification or alteration of the designs, plans or specifications prepared under this Agreement subsequently 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. (3) The indemnification and defense provisions as set forth in this Section 8.03 shall not apply to products or materials which City has required that Architect include in any of the Designs, Plans and Specifications, or which are substituted by Contractor or any of his subcontractors during the Construction Phase of the Contract. 8.04 Insurance. Architect, at Architect's sole cost, shall purchase and maintain during the term of this Agreement professional liability insurance coverage in the minimum amount of One Million Dollars from a company authorized to do insurance business in Texas and otherwise acceptable to City. 8.05 Subconsultant Insurance. Without limiting any of the other obligations or liabilities of Architect, Architect shall require each subconsultant (with the exception of ADA Consulting, Cost Estimating and Landscape Design Sub -consultant) performing work under this Agreement to maintain during the term of the Agreement, at the subconsultant's own expense, Professional Liability Coverage in the minimum amount of $500,000 from a company authorized to do business in the state of Texas or otherwise acceptable to the City, including the required provisions and additional policy conditions as shown below in Section 8.06. As an alternative, Architect may include its subconsultants as additional insureds on its own coverages as prescribed under these requirements. Architect's certificate of insurance shall note in such event that the subconsultants are included as additional insureds. Architect shall obtain and monitor the certificates of insurance from each subconsultant in order to assure compliance with the insurance requirements. Architect must retain the certificates of insurance for the duration of this Agreement, and shall have the responsibility of enforcing these insurance requirements among its subconsultants. City shall be entitled, upon request and without expense, to receive copies of these certificates of insurance. 8.06 Insurance Police Endorsements. Each insurance policy under paragraph 8.04 shall include the following conditions be endorsement to the policy: (1) Each policy shall require that thirty (30) days prior to the expiration, cancellation, non- renewal or any material change in coverage, a notice thereof shall be given to City by certified mail to: City Manager, City of Round Rock 221 East Main Street Round Rock, Texas 78664 Architect shall also notify City, within 24 hours of receipt, of any notices of expiration, cancellation, non -renewal, or material change in coverage it receives from its insurer. (2) Companies issuing the insurance policies shall have no recourse against City for payment of any premiums or assessments for any deductibles which all are at the sole responsibility and risk of Architect. (3) The term "City" or "City of Round Rock" shall include all authorities, Boards, Commissions, Departments, and officers of City and the individual members, employees and agents thereof in their official capacities, and/or while acting on behalf of the City of Round Rock. (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. 8.07 Cost of Insurance. The cost of all insurance required herein to be secured and maintained by Architect shall be borne solely by Architect with certificates of insurance evidencing such minimum coverage in force to be filed with the City. Such Certificates of Insurance are evidenced as Exhibit P herein entitled "Certificates of Insurance". ARTICLE IX COMPLIANCE WITH LAWS, CHARTER AND ORDINANCES, ETC. 9.01 Compliance with Laws. Architect, its consultants, agents, employees and subcontractors shall comply with all applicable Federal and State Laws, the Charter and Ordinances of the City of Round Rock, as amended, and with all applicable rules and regulations promulgated by all local, State and National boards, bureaus and agencies. Architect shall further obtain all permits and licenses required in the performance of the professional services contracted for herein. 9.02 Taxes. Architect will pay all taxes, if any, required by law arising by virtue of the services performed hereunder. City is qualified for exemption pursuant to the provisions of Section 151.309 of the Texas Limited Sales, Excise, and Use Tax Act. ARTICLE X TERM 10.01 Term. Unless sooner terminated in accordance with the applicable provisions hereof, or extended by mutual agreement approved by City's Director, the term of this Agreement shall be from the date of execution hereof until 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. 10.02 Project Performance Schedule. (1) Time of completion of the services referenced herein shall be as follows: Reference Article 1.1.2.6 AIA Document B141-1997 Part 1. (2) Architect understands that the Project Performance Schedule is of critical importance, and agrees to undertake all necessary efforts to expedite the performance of services required herein, so that construction of the Project will be commenced as scheduled. In this regard, Architect shall proceed with sufficient qualified personnel and consultants necessary to fully and timely accomplish all services required under this Agreement in a professional manner. ARTICLE XI FINANCIAL INTEREST PROHIBITED, CONFIDENTIALITY 11.01 Financial Interest Prohibited. Architect covenants and represents that Architect, its officers, employees, agents, consultants and subcontractors will have no financial interest, direct or indirect, in the purchase or sale of any product, materials or equipment that will be recommended or required for the construction of the Project. 11.02 Confidentiality. Architect's reports, evaluations, designs, drawings, data, and other documentation and work developed by Architect hereunder shall be kept confidential, and shall not be disclosed to any third parties without prior written consent and approval of City's Director ARTICLE XII GENERAL PROVISIONS 12.01 Time is of the Essence. Architect understands and agrees that time is of the essence and that any failure of Architect to complete the services for each phase of this Agreement within the agreed Project Performance Schedule may constitute a material breach of this Agreement. Architect shall be fully responsible for its delays or for failures to use best efforts in accordance with the terms of this Agreement. Where damage is caused to City due to Architect's failure to perform in these circumstances, City may withhold, to the extent of such damage, Architect's payments hereunder without waiver of any of City's additional legal rights or remedies. 12.02 Force Majeure. Neither City nor Architect shall be deemed in violation of this Agreement if it is prevented from performing any of its obligations hereunder by reasons for which it is not responsible or circumstances beyond its control. However, notice of such impediment or delay in performance must be timely given, and all reasonable efforts undertaken to mitigate its effects. 12.03 Assignment. The parties each hereby bind themselves, their successors, assigns and legal representatives to each other with respect to the terms of this Agreement. Architect shall not assign, sublet or transfer any interest herein without City's prior written authorization. 12.04 Amendments. This Agreement, representing the entire agreement between the parties, may only be amended or supplemented by mutual agreement of the parties hereto in writing. 12.05 Enforcement and Venue. This Agreement shall be enforceable in Round Rock, Williamson County, Texas, and if legal action is necessary by either party with respect to the enforcement of any or all of the terms or conditions herein, exclusive venue for same shall lie in Williamson County, Texas. This Agreement shall be governed by and construed in accordance with the laws and court decisions of the State of Texas. 12.06 Notices. All notices and correspondence to City by Architect shall be mailed or delivered as follows: City Manager, City of Round Rock 221 East Main Street Round Rock, Texas 78664 All notices and correspondence from City to Architect shall be mailed or delivered to the Architect as follows: Harold E. Sargent, AIA President Brinkley Sargent Architects 5000 Quorum, Suite 123 Dallas, Texas 75254 IN WITNESS WHEREOF, the City of Round Rock has caused this Agreement to be signed in its corporate name by its Mayor, duly authorized to execute the same in its behalf by Resolution No. P -OU -Q3 -,5-1P71 3 approved by the City Council on iy),geeki �5, acoq, and Brinkley Sargent Architects, signing by and through its duly authorized representative(s), thereby binding the parties hereto, their successors, assigns and representatives for the faithful and full performance of the terms and provisions of this Agreeme CITY 0 R O UN By: ATTEST: Okttlfr;YLV ie • fttdati24 BRIN EY SA By: I E. Harold E. Sar GE ARCHITECTS nt, IA, President EXHIBIT A CITY OF ROUND ROCK POLICE FACILITY PROJECT BUDGET 1/12/2004 6/18/2003 1/12/2004 Site Acquisition Land Cost 830,000 834,386 LOA 0 4,500 Existing Site Sale Contribution Testing Services Subsurface Soils Construction Materials / Inspection Construction Building Secure Courtyard Parking / Site Development /Water Retention Emergency Generator Site Fence Landscape Construction Contingency FF&E Furniture Data Cabling / Telephone I.T. Backbone / Computers AN Equipment Police Lab Furnishings City Budgets Site Survey / Platting Off -Site Utility Development Utility Service Impact Fees Gas Services Moving Costs Police Equipment Communications Equipment / Relocation Costs Communication Tower/Antenna Legal Fees Contingency Professional Fees Programming / Site Selection A/E Fees (8%) Site Submittal Process ADA Consultant Cost Estimator Civil Engineer Landscape Technology Consulting As-Builts AN (Infrastructure) Interiors/Furniture Reimbursables Total Project Budget Note A: All Phase One fees including schematic design Note B: All 6/18/03 construction costs moved to building cost Note C: No Communications or Booking except chairs Note D: $1.80/SF - Install wiring only Note E: $44,000 of cost may be covered by grant money Note F: Budget for install/elec; Generator supplied by City Note G: Fire Loop, if required by City Note H: Provided by City; not included in this budget Note J: Concrete pad and electrical hook-up only; all coordination by city (830,000) 0 Note N 8,000 45,000 4,745 Note 0 45,000 5,690,000 6,400,000 73,000 0 617,000 0 20,000 0 0 44,000 0 45,000 300,000 300,000 0 464,724 62,000 62,000 0 0 0 0 0 0 Note B Note B Note B, G Note B, F Note E Note C, Q Note D Note H Note H Note H 15,000 4,950 Note 0 0 0 30,000 30,000 0 40,000 Note M 0 0 Note H 0 0 0 0 Note H 30,000 30,000 Note J 0 15,000 Note M 0 3,200 Note M 60,000 152,930 Note A 534,000 455,740 Note 0 5,500 5,500 Note 0 3,500 3,125 Note 0 11,000 7,900 Note 0 42,000 32,800 Note 0 18,000 9,500 Note 0 0 23,000 Note 0 0 6,000 Note 0 5,000 0 Note L 41,000 41,000 Note 0 51,000 89,000 Note K 7,661,000 9,154,000 Note P Note K: All bid sets paid by bidders Note L: AN to be installed in later phase Note M: City provided budget Note N: Contribution not included at this time Note 0: Final contract amount Note P: City provided budget dated 5/23/03 Note Q: $5,276 taken from fumiture budget to balance city 5/23/03 budget EXHIBIT B CITY OF ROUND ROCK POLICE FACILITY ARTICLE 1.5.1 SERVICES AND COMPENSATION 1.5.1 A/E Basic and Supplemental Services included in the contract scope of work Service and Fee Summary A/E Basic Services $455,740 Architectural MEP Engineering Structural Engineering As -Built Drawing 6,000 FF&E Selection 30,000 Interior Design 11,000 Site Submittal Process 5,500 Reimbursable 89,000 Cost Estimating 7,900 Civil Engineering 32,800 ADA Consulting 3,125 Landscape Design 9,500 Technology Consulting 23,000 TOTAL FEES $673,565 Item A. Basic A/E Services Fee $455,740 Al. Reference Exhibit A Total Construction Budget $6,789,000 First Phase Schematic Fee $87,380 (Work completed as part of Phase One) Reference Exhibit A-A/E Fee 8% Fee Calculation $6,789,000 x 8% (less $87,380) = $455,740 Fees to be billed monthly by percent complete of each phase as follows: Design Development Phase (23.5%) $107,000 Construction Document Phase (42%) 214,000 Bidding Phase (6%) 27,740 Construction Administration Phase (23.5%) 107,000 Total (100%) $455,740 A2. Structural Engineering Contract is enclosed herewith as Exhibit D for purpose of reference and owner acceptance of firm. These services are part of Basic A/E Services and associated fees are part of A/E Basic Service fee. A3. Mechanical, Electrical and Plumbing Engineering Contract is enclosed herewith as Exhibit E for purposes of reference and owner acceptance of firm. 1 These services are part of Basic A/E Service fee. This firm is located in Round Rock, Texas and included in Item M of this exhibit as part of local firm total fee participation. A4. Construction is anticipated to take 12 months. Project progress meetings will occur every other week. Should construction continue beyond 14 months through no fault of design team, the Architect reserves the right to seek Additional Services from the City based upon per month basic fee of $8,000. Such Additional Services shall solely be approved by Owner's Designated Representative and by action of City Council. Item B. As -Built Drawings Fee $6,000 A/E Team to provide final as -built drawings of project from information provided by contractor. Plans to be issued to owner within 30 days of receipt of information from contractor. Item C. FF&E Selection Fee $30,000 Selection, Specification and Installation supervision of furniture and related equipment will be provided by Brinkley Sargent Architects as part of Basic Services. Reference Exhibit C for detailed description of services. Item D. Interior Design Services Fee $11,000 Interior Finish Selection, Presentation, Specifications and Shop Drawing Review. These services will be provided by Brinkley Sargent Architects as part of Basic Services. Item E. Site Submittal Process Fee $5,500 Documentation as required to conform to City requirements. Coordination of necessary consultants to meet City requirements for site submittal process. Item F. Reimbursable Expenses Fee $89,000 Reimbursement costs for the project are detailed in Exhibit F. Budget assumes all construction and furniture bidders will make a non-refundable payment to Brinkley Sargent Architects equal to the cost of printing bid documents. Construction Administration Phase trips assume project progress meetings will be held every other week. Work associated with printing of bid and construction issue sets are included in Item M of this exhibit as part of local firm total fee participation. Item G. Cost Estimating Services Fee $7,900 Prepare Design Development Cost Estimate utilizing professional cost estimator. Estimator Contract enclosed as Exhibit G for reference and owner acceptance of firm. 2 Item H. Civil Engineering Fee $32,800 Provide Civil Engineering Services as outlined in Exhibit H. Contract is enclosed for purpose of reference and owner acceptance of firm. This firm is located in Round Rock, Texas and included in item M of this exhibit as part of local firm total fee participation. Item J. ADA Consulting Fee $3,125 Review of documents for conformance to State of Texas ADA requirements. Site visits for Substantial Completion and Final State Required Inspection are included. Contract is enclosed herewith as Exhibit J for purpose of reference and owner acceptance of firm. All State required submittal fees are included in this contract. Item K. Landscape Design Services Fee $9,500 Services shall include selection of plant material, flatwork design/details and design of irrigation system. Designer shall coordinate all work with appropriate city agencies. Contract is enclosed herewith as Exhibit K for purpose of reference and owner acceptance of firm. This firm is located in Round Rock, Texas and included in Item M of this exhibit as part of local firm total fee participation. Item L. Technology Consulting — Electrical Special Systems Fee $23,000 Services shall include design of communications backbone and horizontal infrastructure and video surveillance systems. Contract is enclosed herewith as Exhibit L for purposes of reference and owner acceptance of firm. Item M. Local Round Rock Professional Services Participation The City of Round Rock has set a goal of 15% minimum participation of local firms on public projects. Local participation on this project is calculated as follows: Initial BSA Contract for Needs Assessment, $152,930 Site Selection and Schematic Design (Phase 1) Total Fee this Contract (Phase 2) 673,565 Total Professional Fees 826,495 MEP Contract Fee (Item A3) 69,000 Civil Contract Fee (Item H) 32,800 Landscape Contract Fee (Item K) 9,500 Local Reproduction Firm Printing of Bid and Construction Issue Sets. Reference Item F and Exhibit F 16,300 Total Fees for Local Firm $127,600 Percent of Total Phase 1 & Phase 2 Fees 15.44% 3 Item N. Scope of Work Assumptions 1. Building site is currently platted. Any additional platting requirements (if any) will be done as an additional service. 2. Site is zoned for the intended use of this project. 3. Geotechnical reports will be provided by City. 4. All due diligence environmental aspects of site have been investigated by City and any related reports will be provided to Architect previous to commencement of this phase of work. 4 EXHIBIT C CITY OF ROUND ROCK POLICE FACILITY FF&E SCOPE OF WORK SCOPE OF WORK — FURNITURE, FIXTURES, AND EQUIPMENT Design Development: A. Site visit current facility and documents current furniture and large equipment to remain. B. Incorporate existing furniture and equipment requirements into new building documents. C. Meet with Police and City staff to establish FF&E requirements D. Coordinate FF&E requirements with architectural floor plans. E. Update Budget. Construction Administration Phase A. Meet with city staff to establish furniture standards and procurement requirements. B. Present standards of quality finish and staffing hierarchy to city staff. C. Establish and review Scope of FF&E based upon budgeting and interior design constraints. D. Present FF&E preliminary package to city staff. E. Present final FF&E package to city staff and finalize Budget. F. Complete specifications and drawings for purpose of bidding package. G. Coordinate with city staff bidding package front end general conditions consistent with city purchasing standards. H. Coordinate all MEP / Dimensional issues between bid package and building Construction Documents. I. Issue package to all Bidders. J. Advise Owner and Bidders on clarifications, substitutions and issuance of Addenda. K. Assist Owner in evaluating prices and make recommendation for contract awards. L. Advise Owner and Vendor(s) on clarification items following notice to proceed. M. Provide on-site representative during furniture installation. (2 days). N. Make two (2) on site visits to review completed FF&E installation and develop and process furniture punch list. Page 1 of 2 SCOPE OF WORK — ADDITIONAL SERVICES A. Work set forth by the Owner which is not outlined in these Basic Services. B. Revisions to work that are inconsistent with previous approvals or instructions. C. Services related to the advertisement or issuance of bidding documents. D. Work requested by Owner 24 months from the commencement of this project. E. Services to develop and / or evaluate alternates for the bid documents. F. Services to develop multiple bid documents other than stated above. G. Services to develop record drawings. H. Additional presentations other than stated above. OWNERS RESPONSIBILITIES A. Provide a single project representative. B. Exercise review and approval functions in accordance with the agreed project schedule. C. Provide all pertinent information developed by the city which will affect the work to be performed for this project. D. Advertise furniture bids. E. Receive furniture vendor bids. F. Develop and execute the contract awards into signed agreements with the successful furniture bidders. G. Provide all management and coordination for the relocation of any existing city owned equipment (i.e., copiers, computers, microfiche, etc.). Page 2 of 2 SSEOMANA SSI DALLAS ESEDENVER ►�; ESSPORILAND December 30, 2003 Brinkley Sargent Architects 5000 Quorum Suite 123 Dallas, TX 75254 SSI BAIIAS SIensIFom-Schneide, Inc. Attn: Harold Sargent, AIA RE: Round Rock Police Facility This Proposal will act as our Contract for Professional Structural Design Services when accepted and properly endorsed by both parties. Scope of Professional Services: The scope of services shall include basic structural design services, which includes the following: Design and detail foundation system, second floor system and roof framing system as well as the lateral Toad resisting system for the building. 15441 Knollirail Suite 120,1610 Oelles,(exes 15248 [214)461-9831 R[214)461-9836 E. Iv Si%Brinkley )AN 0Z211I3 Sargent 4chite��s Jeraldll Schneider, PE, SE Slephen 1 Sharples, PE Wahid6- Inapt, PE, SE Michael E.Slenshaa.PE.SE XH 6 Proposal # 03127 The new facility is understood to be a two story building with approximately 34,000 square feet. Each floor is understood to be approximately 17,000 square feet. The building is understood to be in 2 separate structures connected by two glass enclosed walkways. There is also a one story support structure of approximately 2000 square feet. This proposal includes structural design for the dumpster surround, mechanical enclosure, wall between nas fmai ip dp�oil n wo12-14A.G`cbuilding Ps, r c ea.es Aluo S LTE St6 N S , (f5. Included in this proposal are four (4) site visits during construction as well as shop drawing review and answering any structural RFI's. The fee shown below includes site visit time and expenses, as well as reimbursable expenses for drawing review sets. Not Included in This Scope of Services: Any services not listed in this scope of services. Proposal # 03127 Cost of Professional Services: The total fees (Lump Sum) for the Professional Services listed in the above "Scope of Services" is: Total Contract This fee value is valid for 180 days from date shown Schedule of Services: 500 It is anticipated that the Project will be completed days (or less) after the Notice to Proceed. $54,500.00 A change to the Scope of Professional Services will change the anticipated completion schedule. GENERAL TERMS AND CONDITIONS 1. Definition These mutually agreed covenants, which Include as a minimum the attached writer proposal (Proposal) and these General Terms and Conditions, constitute the *AGREEMENT*. This AGREEMENT defines the relationship between the CUENT as identified in the Proposal and St Inc. (SSI) for the Project as defined in the Proposal. The professional services of SSI shal Include services performed by employees of SSI, b affiates, subsidiaries, independent professional associates, consultants and sub consultants. 2. Project Site and Right of Entry SSI shall be eddied to rely upon documents and information provided by CUENT in performing the services required under this AGREEMENT; however, SSI assumes no responsibfity or liability for the accuracy or completeness of said documents and information. CUENT provided documents will remain the property of CUENT. SSt wit not direct, supervise or control the work of contractors or their subcontractors. SSI's services do not include a review or evaluation of a contractor's (subcontractor's) safety measures. SSI shall be responsible only for Its activities and those of its employees on any site. Neither the professional activities nor the presence of SSI, Is employees, or its sub consultants on a site shal imply that SSI controls the operations of others; nor shat this be construed to be an acceptance by SSI of any responsibility for Project site safety. 3. Payment for Services Unless the specific provisions of Proposal provides otherwise or the Current Year Schedule of Fees is not kicorporated, then payment under this AGREEMENT is based upon cost reimbursement (e.g., hourly rate, time and materials, direct personnel expense or per diem), and the provisions of the following sub -paragraphs shall appy: a. Additional Services beyond Basic Services wit be baled as Follows: b. The minimum time segment for billing fieldwork is four (4) hours. The minimum time segment for billing work done at an office is one-half (34) hours. c. Project subcontracts (e.g. surveying, sols testing & reports, special testing, etc.) will be billed at costvins- d. Direct costs, including travel and subsistence, shipping, communication, printing and reproduction, semester 5-sem:et, supplies and equipment, and equipment items rented from commercial sources are reimbursable at cost pku5r4 1. ifS Standard Rate Schedule: Principals $130 Engineers $100 Drafting $75 4. invoices — hods Unless the accompanying Proposal provides otherwise, invoices will be submitted at carpi of structural tural drawings, and are due and payable upon receipt. Unpaid balances shall be subject to an additional rge at the rate of one (1.0) percent per month from the date of the invoice, if the unpaid balance is not paid within days. In addition, SSI may, seven days after giving written notice to CLIENT, suspend services without liability until CUENT has paid in full all amounts due SSI on account of services rendered and expenses incurred, including interest on past -due notices. Payment of invoices is rftotsubject to -discounting by CUI E1 Tme is-ot-the essence in payment of -invokers, -and timely_ payment is a material part of the consideration of the AGREEMENT between SSI and CUENT. SSI's attorney fees and other costs related to collection of delinquent accounts shall be paid by the CLIENT. 5. Changes or Delays Project as SSI understands it to be defined. SSI will inform CUENT of such situations so that negotiation and compensation can be accomplished as required. If such change, additional services, or suspension of services results in an increase in the cost of or time required for performance of the services, whether or not changed by any order, an equitable adjustment shall be made, and the AGREEMENT modified accordingly. 8. Tion Either party may terminate the AGREEMENT, in whole or in part, seven days after giving written notice, if the other party substantially fads to fulfill b obligations under the AGREEMENT through no fault of the terminating party. Where method of payments is'lump sum', the Mal Invoice will include all services and expenses associated with the Project up to the effective date of termination. Where method of payment is based upon cost reimbursement, the Mal invoice will include al services and expenses associated with the Project up to the effective date of termination. bef 7. Insurance SSI agrees to purchase, at its own expense, Workers' Compensation Insurance, Comprehensive General Liability hnsurance and Professional Liability Insurance and will upon request, furnish insure certificates to CUENT. • rvtaie55LoJAL c -Inti v-trt' E 0 nAi,Jt mr.+ suave. 66 05e9 oda IES 8. Controlling Agreement These General Terms and Conditions shah take precedence over any inconsistent or contradictory provisions contained in any proposal, contract, purchase order, requisition, notice -to -proceed, or Ake document regarding SSI's services. If any of these General Terms and ConcMions are determined to be invalid or unenforceable in whole or part by a court of competent jurisdiction, the remaining provisions hereof shall remain in furw force and effect and be binding upon the parties hereto. The parties agree to reform this AGREEMENT to replace any such invalid or unenforceable provision with a valid and enforceable provision that as closely as possible expresses the intention of the stricken provision. These General Terns and Conditions shall survive the completion of the services under this AGREEMENT and the termination of this AGREEMENT for any cause. This AGREEMENT between CUENT and SSI shall pertain only to the benefit of the parties hereto, and no third party shall have rights hereunder. 9. Proprietary Data The technical and pricing information contained in the accompanying Proposal or this AGREEMENT is to be considered Confidential and Proprietary, and is not to be disclosed or otherwise made available to third parties without the express written consent of SSI. 10. Governing Law This AGREEMENT is to be governed by and construed in accordance with the laws of the State of Texas, unless mutually agreed in writing by CUENT and SSI to be ki accordance with the laws or the state where the Project is located. Yours truly, Michael Stenstrom, PE President Stenstrom-Schneider, Inc. Accepted: Printed Name: Title: Date: Jan -06-04 09:33P 115 East Main Street MEP CONSULTANTS CONSUh.Tl 4 NGJNE:ERS COMMISSIONING • FlELD INVESTIGATIONS Round Rock, Texas 78664 PH: (512)218-0060 January 6, 2004 Brinkley Sargent Architects 6000 Quorum Suite 123 Dallas, Texas 75254 ATTN: Harold E. Sargent, AIA RE: Round Rock Police Station FAX: (512) 218-0077 This letter of proposal is for professional engineering services related to the new two story facility consisting of approximately 34.000 square feet and a single story support facility consisting of approximately 2000 square feet. This agreement is between HCE, herein known as the Engineer and Brinkley Sargent Architects herein known as the Architect. The following is based on a project budget of approximately $6,700,000 dollars. We are pleased to submit this letter of agreement for mechanical, plumbing and electrical engineering to include: A. MEP drawings and specifications necessary to complete a set of Contract Documents for the project. Our scope includes incorporating final review comments from the local authorities. B. Design of interior water and wastewater stubbed 5 feet outside of building and coordinated with the Project Civil Engineer for connection points. (Any approvals required for connection of water, wastewater and fire line utilities to be the Civil Engineer.) C. Coordination with local utility companies for incoming service to include: 1.) Copies of all correspondence between utility companies throughout the design and construction document process. We will also fumish utility companies any requested CAD files required for their use for coordination purposes. 2.) Electric Service (by ONCOR): Coordination of service point on buildings including indicating contractor required work such as primary and secondary conduit, transformer pads, junction boxes, gutters and CT enclosures required for permanent service. 3.) Telephone/Fiber/Cable Service: Coordination of service point on buildings including indicating site conduit systems and required pull boxes as required for each system. Coordinate with City of Round Rock on any required conduit connection to the McConico Building. 4.) Gas Company: Coordination with local gas company for site gas service including stub -up locations at specific locations for building service if required. -1- P.02 Jan -06-04 09:33P D. Site lighting, 1.) Complete site lighting design for public and staff parking areas, driveway and building accent lighting. A full photometric computer print out of the site including both site lighting and building mounted lighting will be provided indicating foot candle levels. 2.) Concrete pole base detail indicating grounding and electrical conduit requirements will be shown. Pole base design will be by Project Structural Engineer. 3.) Coordinate with landscape architect for required power for irrigation controller and any special landscape lighting in planter and walkway areas as required. E. Show conduit rough -in for voice/data outlets only. Coordinate with Project Voice/Data Consultant of Architect for location of outlets and special power requirements. F. Coordinate with the Project Security Consultant or Architect for device rough -in and power requirements. G. Coordinate with Project Systems Furniture Consultant or Architect for rough -in locations for systems furniture (power poles or base end feeds). H. Coordinate with Architect and Structural Engineer on buildings roof drainage system. 1. Performance specifications for building sprinkler system and coordinationof incoming fire service with the Project Civil Engineer. J. Design of emergency generator system for special systems requiring emergency power. K. Review of MEP shop drawings and submittals. L. Site observations necessary to monitor MEP construction progress. For these services we propose a lump sum fee: $69,000. P.03 The Architect and/or Owner are responsible for obtaining plan review comments and forwarding to HCE. The contract documents should not be considered complete until all drawings have been revised to reflect all comments received from the local plan review personnel. As is standard, all Cad backgrounds and title blocks are to be furnished by the ProjectArchitect. All expenses such as long distance telephone calls, travel, delivery charges, printing costs, etc., will be billed as reimbursable expenses with a-tl90 multiplier. No t5 Billing will be monthly according to the percentage of completion using the following guidelines: 80% COMPLETION OF CONTRACT DOCUMENTS (follow Architects percentages) 20% COMPLETION CONSTRUCTION ADMINISTRATION PHASE In the event of termination of the project, the Engineer shall be compensated for all services performed up to the termination date based on the percentage of completion. Payments are due 30 days from invoice date. Late payments will bear interest at the rate of 1-1/2% per month, or the highest allowed by law. Requested additional services will be billed hourly at the following rate schedule: -2- Jan -06-04 09:33P ENGINEERING SERVICES RATE PRINCIPAL $115.00 PROJECT MANAGER $ 85.00 ENGINEERS $ 90.00 SR. DESIGNER $ 80.00 COMPUTER AIDED DESIGNER $ 65.00 DESIGNER I $ 65.00 ADMINISTRATIVE/CLERICAL $ 45,00 The Engineer shall not have control or charge of, and shall not be responsible for, construction means, methods, field coordination, techniques, sequences or procedures, for safety precautions and programs in connection with the work, for the acts or omissions of the Contractor, Subcontractors or any other person performing any of the work, or for the failure of any of them to carry out the work in accordance with the Contract Documents. The terms of this proposal are subject to change if not accepted within 30 days. ENG WCf wlCL M41Jr4(61 A pnvF aS(oi4 # (=. 0 Wu-caY t1001 Ooa Gev ,QJ4* ooKtw4 r4 . -Mum. of D(Els F 04 Brinkley Sargent Architects HCE BY: BY: BJH:th D:\DD1Proposal.o41brinkleylround rock police -3- S f1ll�lc, P.04 EXHIBIT F CITY OF ROUND ROCK POLICE FACILITY REIMBURSABLE BUDGET Trip Cost Calculations BSA Trip Charge (1 Person/1 Day) Air Fare 250 Parking 16 Car 103 Per Diem 15 DFW Mileage 16 400 BSA Trip Charge (2 People/2 Days) Air Fare 500 Parking 64 Car 200 Per Diem 204 DFW Mileage 32 Hotel 300 1300 BSA Trip Charge (3 People/2 Days) Air Fare 750 Parking 96 Car 200 Per Diem 306 DFW Mileage 48 Hotel 450 1850 I.T. Consultant Trip Charge (1 Person/1 Day) Air Fare 280 Parking 21 Car 110 Per Diem 31 DFW Mileage 8 450 Esi-H&1Y v Oscars. Boldt Construction December 23, 2003 Mr, Nal Sargent, AA Brinkley Sargent Architects 5000 Quorum Drive, Suite 123 Dallas, Texas 75240 Tel: 972,9609970 Fax: 972.9609751 1'eference: Found Fock Police Facility Dear Nal First of' all, Merril Christmas and thank you fa- sending me such a nice card, 1 do hope that you and your family have a fantastic holiday, We are pleased to submit a price on the above mentioned project for the design development estimat e and consulting services which follow the process, I am in receipt of' your letter dated December 19, 2003 as well as the attached sketches describing the project. For your consideration, I am presenting a menu from which you can select the services you desire. tach is a standalone event. The total costs for our proposed services, given the scope as I understand, are broken down as follows: ✓ A, Site Visit and Initial 1.'eview with Architect; ✓ C. Design Development estimate; ✓ D, Value Analysis and estimate revisions: 0900.00 05,900,00 01,100,00 The formats for the estimates are as follows: ✓ C12 -Typical Pivision by 12ivi5ion estimate, again, delivered in draft form to the consultants for review and corrections following comments. Please note that expenses for travel, hotel, car rental and overnight delivery services are included in the fee. In closing, please accept cur sincere gratitude in considering C3oldt to provide the above referenced services. We feel that our early involvement can help to produce a process that will aid the project goals for all the stakeholders, 6rinkley Sargent, t3ddt Construction and the governmental agencies as well as your selected CM. Please do not hesitate contacting me at 405,757,5885 ext. 59. respectfully, Oscar J, E3oldt Construction Chuck Fedon birector of CM and Technical Services C1P/ cf Cc: Mr. Jerry Frill's, Mr. 13rad Thomas; I' de BAKER-AICKLEN & ASSOCIATES, INC. x 1 /-4 • Engineers/Surveyors December 8, 2003 Proposal # 03-7079 Mr. Denny Boles Brinkley Sargent Architects 5000 Quorum Suite 123 Dallas, TX 75254 RE: Proposal for Professional Services Round Rock Police Facility Dear Mr. Boles: We are pleased to present our proposal for services related to site development of the above referenced tract. Our proposal calls for the design of site facilities including paving, grading, drainage, parking, site utilities and water quality for the construction of the new Round Rock Police Facility. Also included is the preparation of the required Water Pollution Abatement Plan (WPAP), and the Storm Water Pollution Prevention Plan (SWPPP) to be submitted to the Texas Commission on Environmental Quality (TCEQ). A. PROJECT COORDINATION 1. Assemble and review pertinent information. 2. Meet with Owner and Architect to discuss project goals and requirements. 3. Assist Architect in the development of conceptual site plan. 4. Meet with Owner and Architect to discuss conceptual site plan. 5. Assist Architect in revisions to conceptual site plan addressing Owner comments. 6. Meet with Utility Providers as required to coordinate dry utility service locations. Dry Utility Design by others. B. SITE DESIGN I. DIMENSIONAL CONTROL SITE PLANS 1. Collect and review all pertinent data (Architect's concept plan). 2. Coordinate with Architect, Owner and Fire Department, as required. 3. Prepare dimensionally accurate site plan and submit with contract documents to secure approvals. 4. Furnish Owner's Architect a copy of the AutoCAD 2000 drawing file. 203 E. Main St., Suite 201 • Round Rock, Texas 78664 • 512/244-9620 • FAX 512/244-9623 Mr. Denny Boles, Brinkley Sargent Architects Proposal # 03-7079 December 8, 2003 Page 2 II. UTILITY PLANS (ON-SITE WATER AND WASTEWATER) 1. Collect and review pertinent data. 2. Coordinate with Architect, City staff and utility companies, as needed. 3. Prepare utility plans for water and wastewater improvements, including fire lines, to within five feet of buildings. Connections and meter size to be set per MEP consultant. 4. Furnish copy to Owner. III. SITE GRADING AND DRAINAGE PLANS 1. Collect and review pertinent data. 2. Coordinate with Architect and City staff. 3. Prepare conceptual grading and drainage plan based upon Architect's layout plan and topographic information obtained from recent survey. 4. Review preliminary grading and drainage plan with Owner's Architect. Revise drawing as needed per review comments. 5. Prepare fmal grading and drainage plan to include water quality pond, detention pond, curb elevations, slopes, wall elevation (if any), finish floor grades, storm sewer design and details as necessary. IV. SITE DEVELOPMENT PERMIT COORDINATION AND PROCESSING 1. Assemble pertinent data and coordinate receiving drawings from the Landscape Architect and Structural Engineer (if required). 2. Coordinate with Architect regarding items to be furnished by Architect (compatibility drawings, if required). 3. Submit application along with appropriate drawings and Engineer's Summary Letter and Report to City of Round Rock Development Review Committee. 4. Coordinate with City and Client during review process, address City comments, and process the submittal for approval of Site Development Permit. C. WATER POLLUTION ABATEMENT PLAN 1. Assemble pertinent information. Owner to furnish available information. 2. Meet with Texas Commission on Environmental Quality (TCEQ) to discuss project. 3. Retain geologist to assist with Geologic Assessment. 4. Prepare Water Pollution Abatement Plan (WPAP) and incorporate Geologic Assessment. 5. Submit documents for review. Fees will be paid by CLIENT. 6. Respond to TCEQ comments. 7. Finalize Water Pollution Abatement Plan. 8. Prepare documents for recordation. (Owner to record) D. STORM WATER POLLUTION PREVENTION PLAN (SWPPP) 1. Assemble pertinent information. Client to furnish available information. Mr. Denny Boles, Brinkley Sargent Architects Proposal # 03-7079 December 8, 2003 Page 3 2. Complete all TCEQ Pollutant Discharge Elimination System (TPDES) permit forms for owner's and contactor's signature. 3. Supply all required construction plan attachments to be incorporated into the SWPPP. 4. Submit the Notice of Intent to the TCEQ. E. CONSTRUCTION PHASE SERVICES (LIMITED) (Required to issue Engineer's Letter of Concurrence) 1. Prepare bid/contract documents. (If required) 2. Prepare Engineer's opinion of probable construction cost. 3. Assist in preconstruction conference. 4. Review shop drawings. 5. Visit construction site periodically. 6. Interpret drawings and specifications. 7. Observe construction for general conformity to contract documents (not full-time representation). 8. Review Contractor's pay estimates. 9. Prepare final punch list. 10. Issue Contractor's Certificate of Completion. 11. Prepare record drawings based upon contractor submitted mark-ups. BASIS OF COMPENSATION We propose to provide all the above described Scope of Services on a lump sum plus reimbursable expense basis as listed below: A. B. C. D. E. Project Coordination Site Design Water Pollution Abatement (WPAP) SWPPP Permitting Construction Phase Services (Limited) TOTAL $ 2,0005 $21,300 $ 4,000 $ 1,500 $ 4,000 1Ieur4y. t-�s $32,800 The lump sum amounts proposed above are based upon personnel time required to perform the described Scope of Services. Additional time requirements resulting from project scope changes or plan revisions beyond our control will be considered reasonable cause for us to seek additional compensation for services not included in these amounts. Such services may be compensated for on an hourly charge basis or at a mutually agreed - to lump sum and will not be provided without prior authorization. Not included in the above estimates are the following: Structural design (walls over three feet in height); Mr. Denny Boles, Brinkley Sargent Architects Proposal # 03-7079 December 8, 2003 Page 4 geotechnical and testing lab services; trench safety design, landscape plans and T.I.A. reports, if required; and fees charged by the City. Further, this scope of services was prepared based upon the Architect, as the lead design professional, handling all submissions regarding review and compliance with the Architectural Barriers Act. The estimated amount does not include sales tax, which is mandated by State law on certain types of surveys. .ING weer— wILL MtAixt AtN A moviwtom PuF ,Sstoaac- F. 5 o Lt4c t(_f. r'1 001-4. `? of5v" c a v ton Tramio f 7'iu s rtzchrecr g,S If this proposal is acceptable, please endorse the enclosed agreement and return a copy to our office. We are prepared to commence work immediately upon your authorization. Thank you for the opportunity to submit this proposal. We appreciate your consideration of our firm in this regard and look forward to being of service to you. Sincerely, William Waeltz, P.E. Branch Manager AWW/vmb O:\Proposals-Eng-03\03-5079pro.doc PROFESSIONAL SERVICES AGREEMENT Brinkley Sargent Architects, as CLIENT, engages Baker-Aicklen & Associates, Inc. as ENGINEER/SURVEYOR to perform professional services for the assignment described as follows: Civil Design Services for the Round Rock Police Facility, Round Rock, Texas. See attached proposal letter No. 03-5079 dated December 8, 2003. I. SERVICES: ENGINEER/SURVEYOR agrees to perform Basic Services and Additional Services in conformance with the following descriptions, definitions, terms and conditions. A. BASIC SERVICES: See attached letter proposal No. 03-5079 dated December 8, 2003. B. ADDITIONAL SERVICES: All work performed by ENGINEER/SURVEYOR which is either described in this paragraph or not included in the Basic Services defined above, shall constitute Additional Services. These shall include: I . Travel and subsistence to points other than ENGINEER/SURVEYOR'S or CLIENTS offices and project site. 2. Copies of final reports, studies, drawings and other data in excess of one (1) set or that specified. 3. Revisions to approved reports, studies, drawings and other data. 4. Other services not otherwise included in this Agreement or not customarily fumished in accordance with generally accepted engineering practice. II. COMPENSATION: CLIENT agrees to pay ENGINEER/SURVEYOR for above described services accordance with the following descriptions, definitions, terms and conditions. 7 3e Qw A. BASIC SERVICES: Compensation will be on a lump -sum plus reimbursablesbasis for: B. ADDITIONAL SERVICES: ENGINEER'S/SURVEYOR'S compensation will be on an hourly -charge basis for personnel services plus Reimbursable Expenses (defined below): 1. HOURLY CHARGE: Hourly charges are to be based on the current Standard Rate Schedule effective at the time of billing. 2. REIMBURSABLE EXPENSES: Expenses in connection with Additional Services shall include transportation and subsistence, cost of ENGINEER'S/SURVEYOR'S field office, reproduction, subcontracts and similar items. Such expenses shall be reimbursed at the following rates: a. Transportation by ENGINEER'S/SURVEYOR'S vehicles: at ENGINEER'S/SURVEYOR'S standard rates if destination exceeds a 50 -mile radius of ENGINEER'S/SURVEYOR'S office. b. Reproduction performed in ENGINEER'S/SURVEYOR'S office: at prevailing commercial rates. T. ' ' All others: actual cost to ENGINEER/SURV {EY R Coo IgS III. PAYMENTS: ENGIN URVEYOR will invoice CLIENT LVii-monthly in amounts based on ENGINEER'S/SURVEYOR'S estimate of thein of the Basic Services completed, . CLIENT agrees to promptly pay ENGINEER/SURVEYOR at his office in Willia ' County, Texas, the full amount of each such invoice upon receipt. A charge of 1.5% per month may be added to the unpaid balance of invoices not paid within . ays after date of invoice. If the invoice is not paid within 60 days, ENGINEER/SURVEYOR may, without waiving any claim or right against Client, and without liability whatsoever to the Client, terminate the performance of thJZtvices. 105 IV. OWNERSHIP OF DOCUMENTS: however, Client will be famished, upon request duplicate copies of original drawings, CAD files and other documents, but agrees that he will use such copies solely in connection with the project covered by this Agreement and for no other purpose. V OPINION OF PROBABLE CONSTRUCTION COST: Opinion of probable construction cost prepared by the ENGINEER/SURVEYOR represents his reasonable skill as a design professional familiar with the construction industry. It is recognized, however, that the ENGINEER/SURVEYOR has no control over the cost of labor, materials or equipment, over the Contractor's methods of determining bid prices, or over competitive bidding or market conditions. Accordingly, the ENGINEER/SURVEYOR cannot and does not guarantee that bids will not vary from any cost estimate prepared by him. VI. INSURANCE: ENGINEER/SURVEYOR agrees to maintain worker's compensation insurance to cover all of its own personnel engaged in performing services for CLIENT under this Agreement. ENGINEER/SURVEYOR also agrees to maintain public liability insurance covering claims against ENGINEER/SURVEYOR for damages resulting from bodily injury, death or property damage from accidents arising in the course of services performed under this Agreement. VII. LIABILITY LIMITATION: ENGINEER/SURVEYOR shall have no liability to CLIENT or to others for any reasons beyond use of reasonable skill in performing the services for the assignment covered by this Agreement. VIII. DISPUTE RESOLUTION: IX. TERMINATION: A. CONDITIONS OF TERMINATION: This Agreement may be terminated without cause at any time prior to completion of ENGINEER'S/SURVEYOR'S services either by CLIENT or by ENGINEER/SURVEYOR, upon seven days written notice to the other at the address of record. Termination shall release each party from all obligations of this Agreement, except as specified in paragraph IX.B below. B COMPENSATION PAYABLE ON TERMINATION: On Termination, by either CLIENT or ENGINEER/SURVEYOR, CLIENT shall pay ENGINEER/SURVEYOR with respect to Basic Engineering Services which have been completed an amount fixed by applying the rate specified for Additional Services in paragraph II.B to all Basic Services performed to the date of termination, plus an amount fixed by applying the rate specified in paragraph II.B to all Additional Services performed to date of termination (including all Reimbursable Expenses incurred). X. SUCCESSORS AND ASSIGNS: CLIENT and ENGINEER/SURVEYOR each binds himself, and his partners, successors, executors, administrators and assigns to the other party of this Agreement and to partners, successors, executors, administrators and assigns of such other party in respect to all covenants of this Agreement. Neither CLIENT nor ENGINEER/SURVEYOR shall assign, sublet, or transfer his interest in this Agreement without the written consent of the other. Nothing herein shall be construed as giving any rights or benefits hereunder to anyone other than CLIENT and ENGINEER/SURVEYOR. XI. SPECIAL PROVISION: This instrument contains the entire Agreement between CLIENT and ENGINEER/SURVEYOR, except as additionally stated below: Attached letter proposal No. 03-5079 dated December 8, 2003 forms a part of this agreement, as well as attached Standard Rate Schedule that may change without notice in consideration of changes in price indices and pay scales applicable to the period when services are in fact being rendered. XII. INVALIDATION: If this Agreement is not executed by CLIENT within 30 days of the date tendered, it shall become invalid unless ENGINEER/SURVEYOR extends the time in writing. XIII. MODIFICATIONS: No one has authority to make variations in, or additions to the terms of this Agreement on behalf of ENGINEER/SURVEYOR other than one of its Officers, and then only in writing signed by him. BRINKLEY SARGENT ARCHITECTS BAKER -AIC K,J,EN & ASSOCIATES, INC. By: - By: Printed Name: Printed Name: Date: Date: December 8, 2003 EXCLUSIONS The present scope of work and fee does not include the following items of work: • • Electrical engineering • Gas & electrical services • Site lighting design • Project phasing • Off-site surveys and designs of any nature • Construction cost estimating • Traffic Impact Analysis -4—Cut-and-fill-saloulatiens– W/5 •1: Work in conjunction with compatibility standards and ordinances • Environmental studies • Archaeological studies • Structural engineering (walls over 3 feet in height) • Landscape and irrigation system designs • Floodplain studies or determinations • Geotechnical and testing lab services • Water system modeling • Profiling of any utility in the Site _ Plan Permit cirtaF . • Surveys of any nature except as specified • • • • • • • • • • Trench safety design Subdivision platting services Zoning services Water meter sizing Construction staking Construction phase services, except as specified Environmental assessments Preparation -of -easement documents Preparation and processing of waivers, variances or exceptions -eem5 • Redesign work caused by others • Assembly and recording of legal 5 documents •--Bung, contract preparation, anti • Traffic Control Plans IP 0 1 . • Governmental fees & fiscal • Gap or vacancy resolution • Sewage Collection System Plan • Contributing Zone Plan NOTE: 1. Pursuant to State law, a single (total and complete) project submittal to the Texas Department of Licensing and Regulation (TDLR) is required forreview of the standards established by the Texas Accessibility Standards (TAS) of the Architectural Barriers Act. If appropriate, Baker-Aicklen will provide the project Architect a set of reproducibles, upon the Architect's request, for the project submittal to TDLR. The Project Architect or Owner is hereby responsible for the statutory submittal to TDLR. ET -XI -1101T - January 6, 2004 Mr. Harold E. Sargent Brinkley Sargent Architects 5000 Quorum Drive, Suite 123 Dallas, Texas 75254 Re: Round Rock Police Facility Old Settlers Boulevard & Greenhill Drive Round Rock, Texas Proposal for Accessibility Consulting Services cess ,esign Dear Mr. Sargent: Thank you for inviting me to submit this proposal for consulting services on the Round Rock Police project. I look forward to the opportunity to work with you again. Project Scope This project consists of the new construction of a police facility in Round Rock, Texas, consisting of a two-story 34,000 s.f. building and a one-story 2,000 s.f. support facility. The project has an estimated construction cost of $6,700,000. Access by Design will provide the following services: • Preliminary plan review • Final plan review • Preliminary site inspection • Final site inspection The project will be evaluated for its compliance with Chapter 469, Texas Government Code, and the Texas Accessibility Standards. Services 1) Access byDesign will perform a preliminary plan review of design development drawings provided by Brinkley Sargent Architects. The findings will be documented in a written report. We propose a fixed fee for the preliminary plan review in the amount of ..........................$460.00 2) Access by Design will provide a plan review as required by Chapter 469, Texas Government Code, based upon construction documents provided by Brinkley Sargent Architects. The findings will be documented in a written report. We propose a fixed fee for the plan review, including filing fees required by the Texas Department of Licensing and Regulation, in the amount of .........................$675.00 3) Access byDesign will perform a preliminary inspection upon substantial completion of construction. The findings will be documented in a written report. We propose a fixed fee for the preliminary site inspection, including time for travel, in the amount of............................................................. $875.00 9535 Robin Meadow Drive Dallas, Texas 75243 tel 214.348.7758 fax 214.348.7867 accessbydesign@msn.com Round Rock Police Facility January 6, 2004 Page 2 of 2 4) Access by Design will perform a final inspection upon completion of construction as required by Chapter 469, Texas Government Code. The findings will be documented in a written report. We propose a fixed fee for the final site inspection, including time for travel and filing fees required by the Texas Department of Licensing and Regulation, in the amount of .........$1,115.00 Total for all proposed services..............................$3,125.00 ....................................... Schedule 1) The preliminary plan review will be performed and the report furnished to Brinkley Sargent within 4 weeks of submittal of design development drawings. 2) The plan review will be performed and the report furnished to Brinkley Sargent within 4 weeks of the submittal of construction documents, a completed Project Registration Form, and review fees. 3) The preliminary inspection will be performed during the substantial completion punch list phase and as directed by Brinkley Sargent, and the report will be furnished to Brinkley Sargent within -melts of the preliminary inspection. 1 WEEK ipS 4) The final inspection will be perfopned and the report furnished to Brinkley Sargent within 30 days of notification that the project construction is complete. Assumptions and Exclusions ■ Access by Design shall have the right to rely on the accuracy, thoroughness and completeness of all information provided by the Architect, the Owner, or the Owner's representative(s) during all phases of this project. • In the event that we jointly agree that additional consulting services are required, this would constitute an additional expense. • Payments shall be due within 3e. days from the date of the invoice. 'C- Coo If this Proposal meets with your approval, please indicate by signing below and returning one copy to me. Sincerely, Kim. rlyJ. G Principal Approved by. Date: (Brinkley Sargent Architects Representative) q11111.- landmap archhectnre; attracdia hbi®h2lI atgaineecom phn. 512.238.8912 fax. 512.238.8913 400 w main, suite 220 round rock, rms. 78664 WWW. HAULM :UNE K.UI.V "we pla} well with others." E<H1l31T January 14, 2004 Mr. Denny Boles Brinkley Sargent Architects 5000 Quorum Drive, Suite 123 Dallas, Texas 75254 (972) 960.9970 Re: Proposal for Professional Landscape Architectural Services Round Rock Police Station, Phase 1, Round Rock, Texas (project) Dear Mr. Boles: Thank you for inviting us to submit a proposal for professional services to assist you with the Round Rock Police Station project. We are pleased to submit a proposal for landscape architectural services for this development. This proposal is based upon your letter dated January 9, 2004 and a review of the client approved schematic site plan. I. Scope of Work The purpose of the services proposed herein is to provide landscape architectural services necessary for the design, preparation and permitting of landscape development plans. Plans will require submittal to the City of Round Rock to satisfy landscape permitting requirements. The work will be based on the approved site plan provided to us by Client, in AutoCAD format. Should there be any processing fees they are to be paid for by the Client. It is our understanding there is no budget established for landscape improvements, at this time II. Basic Services Given the above -stated scope of work, we will provide the following basic services: A. Design Development Prepare drawings based upon Client provided schematic designs, so to fix and describe the size and character of the landscape design. 1. The design development drawings and all subsequent phases shall be limited to: a. Landscape planting b. Entry sign design c. Plaza design d. Conceptual irrigation design (refined occurs during construction document phase) e. finished earthwork and berm design 2. Prepare refined studies of all items, detailing the landscape architectural design in terms of size, appearance and materials. 3. Prepare preliminary estimate of probable construction costs for the items listed above. Page 1 of 5 HALL / BARGAINER inc. hbi@hallbargaincccom phn. 512.233.8912 fax. 512.238.8913 40(1 w. main, suite 220 round rock, texas. 78664 WWW. Ir 11.r.a.lRGMN I'. R.CPN "we piny well with others." B. Regulatory Documentation Prepare and submit, from the approved design Development drawings, the necessary drawings, notes, calculations and details to acquire a landscape permit through the City of Round Rock, Texas. The consultants shall: 1. Address Client, regulatory and/or and accessibility comments as required. 2. Coordinate plan revisions and documentation for permitting with architect. Note: Client responsible for any permitting and review fees, if applicable to this project. B. Construction Documents Prepare, from the approved design Development drawings, final construction drawings, and specifications which set forth in detail the requirements for construction of the landscape architectural items. 1. Prepare drawings necessary to establish size, shape, dimensions and capacity of the work All necessary performance criteria required for the construction of the work will be provided on the drawings themselves in the form of notes. 2. Construction drawings to include final landscape irrigation design, specifications, and details 3. Coordinate construction drawings and specifications with other client. 4. Review final Construction Documents with the Client for approval and authorization to proceed. C. Construction Observation Provide observation for the landscape architectural items for which the Consultant prepared Construction Documents. 1. Make site visits at intervals appropriate to the state of construction to become familiar with the progress and quality of the work completed and to determine, in general, if the work is being performed in a manner indicating that the work , when completed will be in accordance with the Contract Documents. 2. Prepare written communication to the Client related to the construction progress. Page 2 of 5 HALL / BARGAINER inc. hbirballbatgainecnxn phn. 512.238.8912 fax 512.238.8913 400 w. train, suite 220 round rock, texas. 78664 WWW. 1111'.I.M.1R(:.11\ ti t.I:ON "we p/ny well with others." 3. Assist the Client in conducting a final observation of items of construction, for conformity with Construction Documents, and verify the list submitted by the Contractor of items to be completed or corrected prior to final acceptance. 4. Upon final acceptance Consultant shall prepare the required letter of concurrence to the City of Round Rock. Note: should substantial site plan modifications initiate landscape plan revisions, additional service fees will apply at the listed hourly rates No additional services shall be performed without client's written consent. III. Schedule We are prepared to commence work immediately upon receipt of a signed will coordinate our work schedule with that of the Client to assure our timely consultation and effective cooperation. N. Client's Responsibilities The Client shall provide information regarding requirements for the project including: A. Base maps or Surveys describing the physical characteristics, existing/proposed utilities, legal limits, boundaries, topography and locations/types of existing trees, as required by City of Mtstinr n.0 (-woo f1E4 er..- B Payment of all City of,Austt permit/application fees. (05 It- t2OUNP (Zac(c- i '' ' V. Remuneration The Client shall compensate the Consultant as A. Labor Fee/Basic Services 1. Landscape Planting/Irrigation Notes and Details TOTAL FEE PROPOSAL (lump sum fee) $9,500.00 The fees quoted assume no change in scope of the project or basic services B. Hourly Rates: apply to additional services such as construction observation, site plan revisions, renderings for marketing and any other services beyond the basic services description. Principal Landscape Architect: Project Manager: Staff Landscape Architect: C. Expense Reimbursement $ 145.00 /hr. $ 125.00 /hr. $ 100.00/hr. The following expenses are included in Hall/Bargainer's labor fee for Basic Services. If additional services are requested of the Consultant, the Client shall, in addition to payment of the fee, reimburse the Page 3 of 5 HALL / BARGAINER inc. hbi@hallbagaincr.com phn. 512.238.8912 Fax. 512.2.38.8913 100 w. main, suite 220 round rock, texas. 7866{ wxvr. II % .r.n.ua.uxr:x.cov "we ploy well with others." Consultant for expenditures made for such items as special consultants, surveys, drawings and reports necessary to conduct the work and not otherwise furnished by the Client: computer plots; reproductions; prints; postage; automobile transportation (@$.36/mile); long distance communication. Reimbursable expenses will be billed at 1.1 times direct cost. D. Billing/Method of Payment Invoices for services provided will be mailed by the 15th of every month for percent of work completed or at substantial or final completion of work phases as defined in the scope of services. Payment is due within -34 working days of receipt of invoice. Payments are made to: FPS Hall/Bargainer, Hall/Bargainer, Inc. 400 W. Main, suite 220 Round Rock, Texas 78664 512.238.8912 VI. Conditions of Agreement A. The proposal shall remain in effect for a period of (30) thirty days B. This Agreement may be terminated by the Client upon at least (7) seven days written notice to Hall/Bargainer in the event the project is permanently abandoned. C. This Agreement may be terminated by either party upon (10) ten days written notice should either party fail substantially to perform in accordance with its terms through no fault of the party initiating the termination. D. In the event of to mination or suspension, Hall/Bargainer shall be paid its compensation p to and including the d f abandonment, suspension or termination , plu3bther fees as may have been authorized by the Client for Additional Services, reimbursements and payments provided herein. IPS ALL woMC- MadoCr fftAvq.L r, ug4...res AA -IL rear (0/141Vi ry of 11i4 CU* OF 4O'*' et,oc.K. Lxs 3 courtfax oP Page 4 of 5 HALL / BARGAINER inc. hbi hallbargainercorn phn. 512.238.8912 fax. 512.238.8913 400 w main, auitc 220 mum' rock, texas. 78664 VW. it:.ILI.iac.,INL.a.c(M "we play well with others." VII. Approval and Acceptance This agreement is approved and accepted by the Client and Consultant upon both parties's signing and dating the Agreement, and returning a signed copy to the Consultant. The effective date of the Agreement shall be the last date entered below. Respectfully submitted, Tire A. Bargainer, ASLA, CLARB Accepted: Date: Authorized Representative of Brinkley Sargent Architects Page 5 of 5 1andtc pc uecatve; .> Rtt4tt idiR hhi@hallbugaineeeum phn. 512.238.8912 fax. 512.238.8913 400 w main, alite 220 round rude, wan 78664 WWW. Il%LLbAtt:A 1ML't.COM "we flay well wilb others." January 14, 2004 Mr. Denny Boles Brinkley Sargent Architects 5000 Quorum Drive, Suite 123 Dallas, Texas 75254 (972) 960.9970 Re: Proposal for Professional Landscape Architectural Services Round Rock Police Station, Phase 1, Round Rock, Texas (project) Dear Mr. Boles: Thank you for inviting us to submit a proposal for professional services to assist you with the Round Rock Police Station project. We are pleased to submit a proposal for landscape architectural services for this development. This proposal is based upon your letter dated January 9, 2004 and a review of the client approved schematic site plan. I. Scope of Work The purpose of the services proposed herein is to provide landscape architectural services necessary for the design, preparation and permitting of landscape development plans. Plans will require submittal to the City of Round Rock to satisfy landscape permitting requirements. The work will be based on the approved site plan provided to us by Client, in AutoCAD format. Should there be any processing fees they are to be paid for by the Client. It is our understanding there is no budget established for landscape improvements, at this time II. Basic Services Given the above -stated scope of work, we will provide the following basic services: A. Design Development Prepare drawings based upon Client provided schematic designs, so to fix and describe the size and character of the landscape design. 1. The design development drawings and all subsequent phases shall be limited to: a. Landscape planting b. Entry sign design c. Plaza design d. Conceptual irrigation design (refined occurs during construction document phase) e. finished earthwork and berm design 2. Prepare refined studies of all items, detailing the landscape architectural design in terms of size, appearance and materials. 3. Prepare preliminary estimate of probable construction costs for the items listed above. Page 1 of 5 JAN. 5. 2004 4:48PM • M-'' CNGINEERS January 05, 2004 x1tr3 I M -E ENGINEERS,, INC. MECHANICAL AND ELECTRICAL CONSULTING ENGINEERS Mr: Hal Sargent Brinkley Sargent Architect 5000 Quorum, Suite 123 Dallas, TX 75254 L NO.5591 P. 2/11 RE: Round Rock Police Facility Electrical Special Systems Engineering Services Froposal Dear Hal: We would like to thank you for the opportunity to prepare. a proposal for -electrical special systems engineering services for the Round Rock Police Facility project located in Round Rock, Texas. Please note that three fee proposals have been provided for your consideration including • communications, video surveillance, We propose the following services for,your, consideration, 1. SCOPE AND DESCRIPTION: A. Project Description:. ' The project is.a new building to be constructed for the City of Round Rock. The project is a two level police facility consisting of approximately 34,000 square feet of floor area and a 2,000 square foot single story support facility. This proposal is based on schematic information received from your office on December 19, 2003 with a request for design services similar in scope to the Temple Police Facility project (ref. attached). M -E Engineers,.Inc. will conform to the City of Round Rock/Architect agreement as they pertain to the special systems scope of work as outlined in this proposal. 10055 W. 43RD AVENUE DENVER WHEAT RIDGE. CO 80033 COLORADO SPRINGS 'Ht (303) 421-6656 LOS ANGELES 'AX! (303) 421;0331 VAIL . JAN. 5. 2004 4:48PM M j ENGINEERS NO. 5592 P, 3/11 Mr. sial Sargent January 5, 2004 Page 2 Scope of Work: The electrical special systems scope shall include the following work: 1. Raceway Infrastructure: Design of special systems raceway infrastructure for communications systems. Components include conduit, back -boxes, junction boxes, cable tray, j -books, etc. '2. Communications Rooms: planning and layout design of communications rooms including telecoroinunications entrance facility (TEF),.equipment rooms (ER), telecommunications rooms (TR) and closets, and server rooms. 3. Backbone Communications Infrastnicture: Design of backbone communications infrastructure including cable and terminations. .Infrastructure typically consists of multi -mode and single -mode fiber optic media, and Category 3 copper media. 4. Horizontal Communications Infrastructure; Design of horizontal communications infrastructure including cable and terminations_ )afrastructure typically consists of Category 5E and/or Category 6 UTP copper media. Additionally, multi -node fiber optic media may be used in some high speed/bandwidth applications. 5. Communications Hardware: Design of passive installation hardware components such as equipment racks, backboard, cable managers, ladder racks; patch cord managers, d -rings, etc. for telecommunications and data communications. ' 6. Telecommunications Grounding: Design of a dedicated telecommunications ground.buses, bonding backbone cables, and raceways. • 7. Special Systems Coordination: General coordination of special systems components .will be provided with appropriate design team entities including Architectural and 11 echanical/Electrical (i.e. device power • requirements, HVAC loads at communication rooms, etc.). 8. Video Surveillance: Design of building, surveillance and interview recording system components including cameras, raceway, cable, digital video recorders (DVRs), monitors and PC workstations. M -E ENGINEERS, INC. ;!r 10055 W. 43RD AVENUE WHEAT RIDGE, CO 80013 PH: (303) 421-6655 • FAX: (303) 421-0331 DENVER COLORADO SPRINGS LOS ANGELES VAIL LONDON JAN. 5. 2004 4:46PM N r ENGINEERS Mr. Hail Sargent January 5, 2004 Page 3 NO. 5597 P. 4/11 C. Scope of Services: Provide electrical special systems engineering services for the design of communications infrastructure, video, surveillance, and access control. The design process will ensure the system meets the Owner's requirements and complies with Building Industry Consulting Services International (BiCSi) and. EIA/'IIA standards. A BiCSi, Registered Communications Distribution Designer (RCDD) will supervise the design. • The following services have been included in our scope of work: 1. Project Meetings: Attend three project meetings (two base, one security) in Texas (Dallas or Round Rock) during the design phase with the Owner, Architect and Contractor. Additional site meetings can be .provided as outlined in the fee proposal section. 2 Schematic Design Documents: a) Not required based on information submitted, 3. Design Development Documents: - • a) prepare swings with information such as symbol legends, one -line diagrams, equipment layouts on faoor'plans, device details, and equipment layouts in room. b) . Prepare preliminary specifications of systems. G. ftEPAtZ-r God 0-5ftmett E . 4. Construction Documents: a) Finalize drawings with information such as symbol legends, one -line diagrams, area floor plans with equipment layouts, device details, • and enlarged room plans and elevations with equipment layouts. b) Finalize specifications of systems. 5. Bidding and Negotiation: a) Make recommendations to the Client and Owner regarding the bids 'or proposal received. b) Answer questions referred by the Client and assist in the preparation of addenda deemed necessary b.the Client. M -E ENGINEERS, INC: 10055 W. 43RD AVENUE WHEAT RIDGE, CO 80033 PH: (303) 421-6655 • FAX: (303) 421-0331 DENVER COLORADO SPRINGS LOS ANGELES VAIL I C)NnnN JAN. 5. 2004 4:48PM M--1- ENGINEERS NO. 5597 P 5/11 bfr. Hal Sargent January 5, 2004 Page 4 6. Construction Administration: a) Review product data submittals. b) Review shop drawings. c) Answer questions during construction phase. d) Provide one intermediate site observation with written report. Additional site observations can.be provided as outlined in the fee proposal section. e) Provide one anal site observation upon construction completion including punch with final observation or punch -list report. Additional site observations can be provided as outlined in the fee proposal section. 1a. EXCLUSIONS: The following services are excluded or'subject to an additional fee: A. TciccommunicationsNoice Switching System: Design, specification, coordination, documentation, and commissioning daily telecommunications/voice switching and messaging system(s) including but not limited to private branch exchange (PBX), yoice over intcrnet protocol (Vo1P), and central office exchange (CENTREX). B. Telecommunications Equipment: Design, specification, coordination, documentation, and commissioning of any telecommunications equipment ' including but not limited to handsets, facsimiles, auto -dialers, and modems. C. Data/LAN Network Equipment: Design, specification; coordination, documentation, and commissioning of any active network hardware equipment including but not limited to hubs, switches, routers, bridges, servers, PC's, computers, workstations, printers, and any' other related network coinponent(s). D. Point-Of-Sale.Network and Equipment: Design, specification, coordination,' documentation, and commissioning of anyPOS network infrastructure and hardware equipment including but not limited to cable,, terminations, hubs, switches, routers, bridges, servers, PC's, terminals, computers, workstations, printers, and any other related network component(s). E. Software: Design, specification, coordination, documentation, and commissioning of any application software and netwbrk/workstation operating systems. F. Radio Dispatch: Design, specification, coordination, documentation, and commissioning of any wireless radio dispatch system including but not limited to cable, terminals, transceivers, microphones, handsets', and head -end equipment. ', ,_ _ ; i__,,M-E ENGINEERS, INC. i ': �! 1 10055 W. 43R0 AVENUE WHEAT RIDGE, CO 80033 , i,1 PH: (303) 421-6655 • FAX: (303) 421-0331 DEWER COLORADO SPRINGS • LOS ANGELES VAIL LONDON JAN. 5. 2004 4:48PM M $ ENGINEERS NO, 5591 P. 6/11 Mr. Hal Sargent 7nnuory 5, 2004 Page 5 G. Public Address: Design, specification, coordination, documentation, and commissioning of any public address including but not limited to cable, terminals, amplifiers, speakers, microphones, and head -end equipment. Sound System:Design, specification, coordination, documentation, and commissioning,of any sound system including but not limited to cable, tenitinals, amplifiers, speakers, microphones, head-cnd equipment, compact disc player, tape player and radio receiver. • H. I. . Television: Design, specification., coordination, documentation, and commissioning of any distributed television, main antenna television system (MATY), community antenna television (CATV), or digital satellite systems (DSS) including but not limited to cable, terminals, amplifiers, head -end equipment, television tuners, etc. 1. Specialty Audio/video: Design, specification, coordination, documentation, and commissioning of any audio/video and broadcast systems. 4 1 K. Outside Plant: Design, specification, coordination, documentation, and commissioning of outside plant (OSP) infrastructure for adjacent buildings and campus arrangements including but not limited to raceway, cable, terminals, protectors and any other associated equipment. L. Service Provider Utilities: Design, specification, coordination, documentation, and commissioning of service provider infrastructure beyond five feet outside the building footprint including but not limited to raceway, cable, terminals, protectors, and any other associated equipment. M. Project Meetings: Provisions for attendance at weekly project meetings during . construction phase. N. On -Site Engineer: Provisions required for an on-site engineer. O. installation: Materials, installation, and testing of any system components. P. CAD Standards: Standards or layering strategy other than M -E Engineers, Inc. standards. Q. Commissioning: Provisions for conanaissioning and certification of any system. R. Other: Design, specification, coordination, documentation, and contniissioiting of any other low voltage special systems not mentioned above i.e. Building Management System, etc. This includes all raceway infrastructure, cable; terminals, and other associated equipment, etc. ... .ri M -E ENGINEERS, INC. qr 10055 W. 43RD AVENUE WHEAT RIDGE, CO 80033 PH: (309) 421-6655 • FAX: (303) 421-0331 DENVER COLORADO SPRINGS LOS ANGELES VAIL LONDON JAN. 5. lOU4 4:49PM M- - ENGINEERS N0. 5597 P. 7/11 Mr. Hal Sargent January 5, 2004 Page 6 III. FEE PROPOSAL: A. Services Fee: 310oo. frs Total Lump sum amount of 31,590:00 -plus reimbursable expenses as noted in Section IV. - Terms and Conditions. • Fee breakout is as follows: Communications:, $ 13,500 Video Surveillance: $ '9,500 Acocss Control: $ 8.500 Total: .��- 3 , 500- '� r'v°2 31 cap 4�5 B. Project Meetings/ Site Observations:' Project meetings and/or site observations required outside of the Denver area and • in excess of the proposed meeting quantities noted in the Scope'of Work section ' are excluded; Additional project meetings approved by the Owner,and Client will be provided at an estimated cost of.$ 900.00 per person/day plus reimbursable expenses, ' . C. Additional Services: Any additional services not included with this proposal and/or items specifically excluded will be compensated on atime basis at our prevailing hourly rate. • Refer to the attached Hourly Rate Schedule for additional information. TERMS AND CONDITIONS: A. Reimbursable Expenses:. Reimbursable expenses will be billed monthly at cost for the following: Long- distance telephone calls; travel costs in connection with the project, including transportation and subsistence; messenger service; express mail; printing costs except for the normal exchange during project, B. Schedule and Continuity: Fees are based on the assumption that the project will run without interruption and is scheduled for design completion on or before September 2004 and construction completion by December 2005. If there are extended delays,beyond our control, we would expect to negotiate with you for an equitable adjustment of our compensation. M•E ENGINEERS, INC. 10055 W. 43RD AVENUE WHEAT RIDGE, CO 80033 PH: (303) 421-6655 • FAX: (303) 421-0331 DENVER COLORADO SPRINGS LOS ANGELES • VAIL LONDON JAN. 5. 2004 4:49PM M ENGINEERS NO, 559] P. 8/11 Mr. Hal Sargent January 5, 2004 • Page 7 C. Contract Execution: The Client may execute an AIA standard contract with M -E Engineers, Inc., upon acceptance of this proposal. This proposal, along with any other approved letters outlining our scope of work, will be an appendix to the contract. All contracts shall be subject to review by M -E Engineers' legal represenrativeprior to contractual binding of services and fees. D. Approval: • We must receive a signed copy of this proposal prior to performing substantial work. E. Additional Terms and Conditions: Refer to attached document Exhibit -A for additional requirements. • Please sign this letter and return a copy to us for our files. We are looking forward to working with you on this project. In' the event you have any questions or require any additional information, please contact me. Sincerely, M -E Engineers, Inc. Denve Office / // Christ. . Jones, RCDD Associate Project Manager • Special Systems Design Group CLJhsw 903904TSW.01 Approved and accepted this . day of , 2004. BRINX,EY SARGENT ARCHITECTS By: Title: Harold E. Sargent, AIA Cc: • Allen Tochihara, Scott Gerard, Ted Prythero, and Bob McCoy - MEE M -E ENGINEERS. INC. 10055 W. 43RD AVENUE WHEAT RIDGE, CO 80033 PH: (303) 421-6655 • FAX: (303) 421-0331 DENVER COLORADO SPRINGS LOS ANGELES VAIL LONDON JAN. 5. 1004 4:49PM M -ENGINEERS N0, 5597 P. 9/11 M -E ENGINEERS, INC. HOURLY RATE SCHEDULE - 2004 . • DENVER OFFICE Principal $160/HR Sr. Associate $128 Associate ' ' $115/HR Project Manager $105/HR ` Project Engineer $ 90/11R• Designer ' $ -76/HR CAD'Operator $ 68/HR Administrative Staff $ 5$/HR y . I, M -E ENGINEERS, INC. i, I i• -� 10055 W. 43RD AVENUE ' 1 WHEAT RIDGE, CO 80033 �` y' PH: (303) 421-6655 • FAX: (303) 421-0331 DENVER COLORADO SPRINGS LOS ANGELES VAIL LONDON JAN. 5. 2004 4:49PM M- ENGINEERS NO.5597 P. 10/11 EXHIBIT -A M -E ENGINEER'S TERMS AND CONDITIONS The fc Ilowing Tema and Conditions and the initials required below aro a part of this Agreement. M -E E agineers, Inc. shall perform the services outlined in this agreement for the stated fee arrangement. Acces, ; To Site: • Unless otherwise stated, M -E Engineers will have access to the site for activities necessary for the performance of the services. M -E Engineers will talce precautions to minimize damage due to these activities, but has not included in the fee the cost of restoration of any resulti .damage. Billint /.Payments: hivoic ;s for M -E Engineer's, services shall be submitted, at M -E Engineer's option, either upon completion of such services or on a monthly • basis. Invoices shall be payable within 30 days after the invoice date. If the invoice is not paid within 60 days, M -E Engineers may, without waivir, g any claim or right attainst the Client, and without liability whatsoever to the Client, terminate the performance of the service. Late 1 ayrnents: ' Accou its unpaid 60 days after the invoice date may be subject to a monthly service charge of L5% (or the legal rate) on the then unpaid balanc :_ In the event any portion or all of an account remains unpaid 90 days after billing, the Client shall pay all costs of collection, includ ng reasonable attorney's fees. indem aitication: . The Cl ient Shall, to the fullest extent permitted by law, indemnify and hold.harmless M -E Engineers, his or her officers, directors, employees, agents and dub -consultants from and against all damage, liability and.cost, including reasonable attorney's fees and defense costs, atising'out of or i i any way connected with the performance by any of the parties above named of the services under this agreement, excepting only • those'c amages, liabilities or costa attributable to the sole negligence or willful misconduct of M -E Engineers. • CerWT canons: • Guarar tees and Warranties: M -E Engineers shall not be required to execute any document that would result in its certifying, guaranteeing or warran ing the existence of conditions whose existence M -E. Engineers cannot ascertain. . Verifit ation of Existing Conditions Clause: ' lnasmt ch as the remodeling and/or rehabilitation' of an existing building requires that certain assumptions be made regarding existing conditi ins, and ,because Some of these assumptions may not be verifiable without expending additional sums of money or destroying otherw se adequate or serviceable portions of the building, (the Client) agrees that, except for the sole negligence on the part of M -E Engine 3t5, Inc., (the Client) agrees to indemnify and hold M -E Engineers, hic. harmless from any claims, liability or cost (including the costs of defense) arising or allegedly arising out of the professional services provided under this•agreement Termir;ation of Services:. • This al reement may be terminated by the Client or M -E Engineers should the other tail to perform its obligations hereunder. In the event of termini tion, the Client shall pay M -E Engineers for all services rendered to the date of termination, and all reimbursable expenses. Owner ship of Documents: 7, M -E ENGINEERS, INC. ' 10055 W. 43R0 AVENUE WHEAT RIDGE, CO 80033 PH: (303) 421-6655 • FAX: (303) 421-0331 DENVER COLORADO SPRINGS LOS ANGELES VAIL LONDON Fsb-09-04 11:04A McLaughlin Brunson 2145038899 ACORD. CERTIFICAT.. OF LIABILITY INSURAN,-E PRODUCER McLaughlin Brunson Insurance Agency 9535 Forest Lane Suite 118 Dallas INSURED f= -)q -E (G ( M TX 75243 Brinkley Sargent Architects 5000 Quorum Drive, Suitc 123 Dallas TX 75254 P _03 RATE 02/09/2004 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND ALTER ND OR COVERAGES iNsuRERA Zurich American insurance Company INSURER B: INSURER (:; INSURER D: INSURER E: 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 70 ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIM$, muTR m TYPE OF INSURANCE iOxTE�FECEPOLICY NUMBER iiRA) GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY CLAIMS MADE n OCCUR _GEN'L AGGREGATE LIMIT ApPUEs PER: POLICY 11 PR0. n LQC JFM AUTOMOBILE UABRITY ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS HIRED AUTOS NON -OWNED AUTOS GARAGE LIABILITY nANY AUTO POLICY EXPIRATION ti Tp4IIIMinn vv) EACH OCCURRENCE LIMITS 1 FIRE DAMAGE (AnY one Are) $ MED EXP (AnY one person, 5 PERSONAL & ADV INJURY s GENERAL AGGREGATE $ ` PRODUCTS - COMP/OP AGG 1 COMBINED SINGLE LIMIT (Es ecOdont) BODILY INJURY (Per pereun) EXCESS LIABILITY OCCUR n CLAIMS MADE IDEDUCTIBLE RETENTION $ $ BODILY INJURY (Per uccIsent) PROPERTY DAMAGE (Por eccldenl) AUTO ONLY - EA ACciDENT S OTHER THAN EA ACC $ AUTO ONLY: A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DTNERprufess ionai Liability 1;.009309259.01 02/15/2004 AGO EACH OCCURRENCE S AGGREGATE we sTATU- I IpTH- ILS � 1 t E.L.EAGHACCIDENT t: E.L. DISEASE - FA EMPLOYES $ E.L. DISEASE - POLICY LIMIT _ 5 02/15/2005 $ 1,000,000 per claim/annl aggregate DESCRIPTION OF OPERATIONJ/LOCATIONS/VEIryCLESJEXELUSIONS ADDED BT ENDORSEMENTISPECIAL, PROVISIONS The claims made professicmal liability coverage is the total aggregate limit for all claims presented within the annual policy period and is subject to a deductible. CERTIFICATE HOLDER • ADDITION MASTER CF.RTIFICATE ACORD 25-5 (7197) $URED; INSURER LETTER; CANCELLATION SHOULD ANY OF THE ASOVE DESCRIBED POUCIEB BE CANCELLED BEFORE THE E=PIRATION DATE THEREOF, THE ISSUING WSURER WILL ENDEAVOR TO MAR, DAYS WRITTEN NOTICE TO THE CERTIFICAT! HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SOMALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE _ c2) ACO CORPORATION 1988 02/09/04 MON 11:01 [TX/RX NO 90321 EXHIBIT N CITY OF ROUND ROCK POLICE FACILITY ARTICLE 1.4.2 SPECIAL TERMS AND CONDITIONS OF THE CONTRACT 2.1 CHANGE ORDERS A. Owner -requested Change Orders: The Architect's fees for all work associated with Owner -Requested Change Orders shall be computed on an hourly basis per Exhibit 0 schedule. B. Unknown Site Conditions: If the Architect, having used reasonable care in evaluating existing Drawings and field conditions, finds that those existing conditions are not in accordance with the Construction Documents, therefore requiring additional work or cost by the Contractor, the cost of the additional or changed work shall be paid by the Owner. The Architect's fee for work associated with such Change Orders shall be computed on an hourly basis per Exhibit 0 schedule. C. Omissions: If the Architect fails to include an item from the Contract Documents, which was fully anticipated to be included in the Project, thereby necessitating the need for a Change Order, the Architect will not receive a fee for work associated with the Change Order. D. Design Error: If the Architect incorrectly designs or specifies an item which the owner specifically requested to be part of the scope of work and fails to correct the error prior to installation in the Project, thereby requiring its removal or change, the Architect shall be responsible for the cost to replace said item with the proper item. 2.2 STANDARD OF CARE/CONTINGENCY A. In performing Architectural Services, the Architect will strive to use that degree of care and skill ordinarily exercised under similar circumstances by competent members of the Architecture profession. Notwithstanding compliance with this standard of care, the Owner can normally anticipate that some changes and adjustments in the project will be required either during or after construction. The Owner agrees to establish a construction contingency fund (reference Exhibit A) to cover the reasonably anticipated costs of these changes and adjustments as well as, changes due to code revisions and field conditions. The Owner agrees to not seek any costs related to items 2.1.0 and 2.1.D omissions from Architect unless the aforementioned contingency funds are exhausted by Non -Owner initiated changes. Page 1 of 2 2.3 ADA COMPLIANCE A. The Americans with Disabilities Act ("ADA") provides that it is a violation of the ADA to design and construct a facility for first occupancy later that January 26, 1993 that does not meet the accessibility and usability requirements of the ADA except where an entity can demonstrate that it is structurally impractical to do so. The parties acknowledge that the ADA and the corresponding State of Texas laws regarding disability barriers ("State Law") will be subject to various and possible contradictory interpretations. The Architect, therefore will use reasonable professional efforts to interpret and comply with all applicable ADA and State Law requirements and other federal, state, and local laws, rules, codes, ordinances and regulations as they apply to the Project. The Architect, due to such competing interpretations, does not warrant or guarantee that the Project will comply with interpretations of applicable provisions of the ADA and State Law. However, the Architect will timely submit the Plans and Specifications to the applicable State of Texas agency with respect to compliance with State Law in order for such State of Texas agency to review and comment to the Plans and Specifications prior to the scheduled commencement of construction. 2.4 ARCHITECTURAL REGISTRATION A. The Texas Board of Architectural Examiners, 8213 Shoal Creek Boulevard, Suite 107, Austin, Texas 78758 (512-458-1363) has jurisdiction over individuals licensed where the Architect's Registration Law, Texas Civil Status, Article 249a. Page 2 of 2 EXHIBIT 0 CITY OF ROUND ROCK POLICE FACILITY BRINKLEY SARGENT ARCHITECTS BILLING RATES 2004 TITLE Senior Principal Principal Project Manager Construction Administrator Project Architect/Designer Programmer Staff Architect II Staff Architect I Interior Designer Architectural Designer RATE/hr. 180.00 150.00 105.00 90.00 90.00 75.00 80.00 70.00 60.00 60.00 Assistant Construction Administrator 50.00 Office Manager 60.00 Clerical 45.00