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2011-R-66 - Luck Design TeamRESOLUTION NO. it-R-66 A RESOLUTION BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS AUTHORIZING A PROFESSIONAL SERVICES AGREEMENT WITH LUCK DESIGN TEAM, LLC, AND OTHER MATTERS IN CONNECTION THEREWITH WHEREAS, the City staff of the City of Schertz (the "City") has determined that the City requires professional services relating to landscape design; and WHEREAS, City staff has determined that Luck Design Team, LLC is uniquely qualified to provide such services for the City; and WHEREAS, pursuant to Section 252.022(a)(4), the City is not required to seek bids or proposals with respect to a procurement for personal, professional, or planning purposes; and WHEREAS, the City Council has determined that it is in the best interest of the City to contract with Luck Design Team, LLC pursuant to the Agreement for Professional Services attached hereto as Exhibit A (the "Agreement"). BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS THAT: Section 1. The Cii~~ Council hereby authorizes the City Manager to execute and deliver the Agreement with Luck Design Team, LLC in substantially the form set forth on Exhibit A, for a total contract amount of $475,$00 and a possible 10% contingency, for a total not to exceed amount of $523,3 $0. Section 2. The recitals contained in the preamble hereof are hereby found to be true, and such recitals are hereby made a part of this Resolution for all purposes and are adopted as a part of the judgment and findings of the City Council. Section 3. All resolutions, or parts thereof, which are in conflict or inconsistent with any provision of this Resolution are hereby repealed to the extent of such conflict, and the provisions of this Resolution shall be and remain controlling as to the matters resolved herein. Section 4. This Resolution shall be construed and enforced in accordance with the liars of the State of Texas and the United States of America. Section 5. If any provision of this Resolution or the application thereof to any person or circumstance shall be held to be invalid, the remainder of this Resolution and the application of such provision to other persons and circumstances shall nevertheless be valid, and the City Council hereby declares that this Resolution would have been enacted without such invalid provision. 5047p2G5.I Section 6. It is officially found, determined, and declared that the meeting at which this Resolution is adopted was open to the public and public notice of the time, place, and subject matter of the public business to be considered at such meeting, including this Resolution, was given, all as required by Chapter 551, Texas Government Code, as amended. Section 7. Tlus Resolution shall be in force and effect fz•am and after its final passage, and it is so resolved. PASSED AND ADOPTED, this 20a' day of December, 2011. F S HERTZ, TEXAS Mayor ATTEST: ~., . ti City Secretary (CITY SEAL) 50470265.1 EXHIBIT A AGREEMENT FOR PROFESSIONAL SERVICES so~~oz6s.l A.- ~ AGREEMENT FOR PROFESSIONAL SERVICES ATHLETIC FACILITIES IN THE 20'i0 BOND ELECTION PROGRAM (Project Name) This Agreement is entered into in the City of Sehertz, Texas; between the City of Schertz, a Texas municipal corporation, hereinafter called "CITY" andlor "OWNER", and LUCK DESIGN TEAM 96t]a ESCARPMENT BOULEVARD AUSTIN, TX 78749 Engineers and or Architects, duly licensed, and practicing under the laws of the State of Texas, hereinafter called "CONSULTANT", this Agreement being executed by CITY pursuant to appropriate action by the City Council of CITY and by CONSULTANT, for PROFESSIONAL services hereinafter set forth in connection with the above designaked Project for CITY. ARTICLE I DEFINITIONS ...................................................................................................................................1 ARTICLE II COMPENSATION FOR BASIC SERVICES ................................................................................... ..2 ARTICLE III METHOD OF PAYMENT .................................................................................................................4 ARTICLE IV SCOPE OF SERVICES ....................................................................................................................8 ARTICLE V DESIGN PHASES REQUIREMENTS ..............................................................................................9 ARTICLE Vi TIME AND PERIOD OF SERVICE ...................................................................................................9 ARTICLE VII COORDINATION WITH CITY ........................................................................................................ 10 ARTICLE Vlll REVISIONS TO DRAWINGS AND SPECIFICATIONS .................................................................. 11 ARTICLE IX OWNERSHIP OF DOCUMENTS ................................................................................................... 11 ARTICLE X TERMINATION ANDIOR SUSPENSION OF WORK ..................................................................... 12 ARTICLE XI CONSULTANT'S WARRANTY ...................................................................................................... 14 ARTICLE XII ASSIGNMENT OR TRANSFER OF INTEREST ............................................................................ 14 ARTICLE Xlil INSURANCE REQUIREMENTS .................................................................................................... 15 ARTICLE XIV INDEMNIFICATION ....................................................................................................................... 17 ARTICLE XV CLAIMS AND DISPUTES .............................................................................................................. 17 ARTICLE XVI SEVERABILITY .............................................................................................................................. 18 ARTICLE XVII ESTIMATES OF COST .................................................................................................................. 19 ARTICLE XVlll INTEREST IN CITY CONTRACTS PROHIBITED .......................................................................... 19 ARTICLE XIX CONFLICTS OF INTEREST DISCLOSURE .................................................................................. 19 ARTICLE XX STANDARD OF CARE ................................................................................................................... 19 ARTICLE XXI RIGHT OF REVIEW AND AUDIT ................................................................................................... 20 ARTICLE XXI! ENTIRE AGREEMENT .................................................................................................................. 20 ARTICLE XXlll VENUE ........................................................................................................................................... 20 ARTICLE XXIV NOTICES ....................................................................................................................................... 20 ARTICLE XXV INDEPENDENT CONTRACTOR ................................................................................................... 21 ARTICLE XXVI CAPTIONS ..................................................................................................................................... 21 ATTACHMENT 1 -SCOPE OF SERVICES ATTACHMENT 2 -PROJECT DESIGN PHASES TIMELINE ATTACHMENT 3 -COMPENSATION FOR ADDITIONAL PROFESSIONAL SERVICES ATTACHMENT 4 -ADDITIONAL PROJECTS ANDIOR EXPANDED SCOPE OF SERVICES 50107375.2 DEFINITt~NS As used in this Agreement, the following terms shall have meanings as set out below: .1 "Applica#ion for Compensation" means the form CONSULTANT uses to make a request to be paid for completed services. "Application for Payment" -means the form CONSTRUCTION CONTRACTOR uses to make a request for completed work. "Certificate for Payment" -means the form CONSULTANT uses to make recommendations on CONSTRUCTION CONTRACTOR'S Application for Payment. 4 "CITY" and "OWNER" means the City of Schertz, Texas. 5 "Claim" is a demand or assertion by one of the parties seeking, as a matter of right, adjustment or interpretation of the terms of this Agreement, payment of money, extension of time or other relief with respect to the terms of this Agreement. The term "Claim" also includes other disputes and matters in question between the OWNER and CONSULTANT arising out of or relating to this Agreement. .6 "Compensation" means amounts paid by CITY to CONSULTANT for completed services under this Agreement. .7 "CONSTRUCTION CONTRACTOR" means the firm hired by CITY to construct the Project. .8 "Construction Contract Documents" means the contract between CITY and the firm contracted by CITY to construct the Project and all documents therein. .9 "CONSULTANT" means the entity named on the cover page of #his Agreement and its officers, partners, employees, agents and representatives, and all its sub_consultants, if any, and all other persons or entities for which CONSULTANT is legally responsible. .1fl "ENGINEER" means the CITY's City Engineer. .11 "Final Compensation" means the final amounts paid by CITY to CONSULTANT for completed services under this Agreement. .12 "Final Payment" means the final amounts paid by CITY to CONSTRUCTION CONTRACTOR for completed work under the construction contract. .13 1.13. "Payment" means amounts paid by CITY to CONSTRUCTION CONTRACTOR for work pertormed under the Construction Contract Documents. .14 "Plans and Specifications" means the construction documents. .15 "Project" means the capital improvementlconstruction development undertaking of CITY for which CONSULTANT's services, as stated in the Scope of Services, are to be provided pursuant to this Agreement. 16 "Proposal° means CONSULTANT's proposal to provide services for the Project. 17 "Request for Payment" means the form CONSTRUCTION CONTRACTOR uses to be paid for completed work. 50107375.2 S-1 ,18 "Schedule of Values" means the fees allocated to services, reimbursables andlor various portions of the services or Work, prepared in such form, and supported by such data to substantiate its accuracy as OWNER may require. .19 "Scope of Services" means the services described in Article IV Scope of Services. .20 "Services" means design services performed by CONSULTANT. .2'l "Statement of Probable Construction Cost" means CONSULTANT's estimate of probable construction costs for the Project based on its experience and qualifications as a practitioner of its profession and the current costs in the local area. .22 "Total Compensation" means the amount paid #o CONSULTANT under Article Il of this Agreement. .23 "Work" means the construction performed by the Construction Contractor. COMPENSATION FOR BASIC SERVICES The Compensation for all services included in this Agreement and in the Scope of Services for this Agreement is $475,800.00. The amount to be paid to CONSULTANT, including authorized adjustments, is the total amount payable by OWNER to CONSULTANT far performance of the Services under this Agreement. It is agreed and understood that such amount will constitute full compensation #o CONSULTANT for Services included in the Scope of Services and shall meet all requirements of CITY's design guidelines applicable to the Project. Unless and until CITY makes further appropriations for any services not included in the Scope of Services of this Agreement, the obligation of CITY #o CONSULTANT for Compensation in connection with this Agreement cannot and will not exceed the sum described in the first sentence of this Section without further amendment to this Agreement. .2 A Schedule of Values shall be used as the basis far reviewing CONSULTANT's Applications for Compensation. The Schedule of Values shall include a schedule for both the design phase and construction phase of the Project. 2.7 Before the first Application for Compensation, OWNER shall receive from the CONSULTANT a Schedule of Values allocated to the Phases in Paragraph 2,2,3 prepared in such form and supported by such data to substantiate its accuracy as OWNER may require. This Schedule of Values shall be used as the basis for reviewing CONSULTANT's Applications far Compensation during each Phase of the Services. .2.2 Before the first Application for Compensation during the construction Phase, CONSULTANT shall receive from CONSTRUCTION CONTRACTOR a draw schedule allocated to various portions of the Work prepared in such form and supported by such data to substantiate accuracy as CONSULTANT may require. This schedule shall be used as the basis for reviewing CONSULTANT's Applications for Compensation during the construction phase. 2.3CONSULTANT shall complete fhe Project in accordance With the following Phases. For the purpose of establishing portions of the above compensation for separate Phases, the percentage allocations of compensation as Indicated in Attachment 2 hereto, and more particularly described in the Scope of Services shall apply: 501©7375.2 PROJECT DESIGN PHASES Preliminary Report 20% Design if required 30% Design 60% Design 90% Design Bid Documents Construction Phase Services Project Close Out and Final Payment .3 CONSULTANT steal! submit an itemized Application for Compensation for services performed in accordance with the Schedule of Values. Such Application for Compensation shall be notarized, if required, and suppor#ed by such da#a substantiating CONSULTANT'S right to Compensation as the OWNER may require. Such Application for Compensation shall be used to substantiate CONSULTANT's right to Compensation from the OWNER. .3.1 Such applications may include Applications for Compensation for additional services on account of changes in the Work which have been properly authorized by the Engineer, or by interim determination approved by the Engineer, but not yet included in Amendments to this Agreement. .3.2CONSULTANT and CITY acknowledge the fact that the Total Compensation amount contained in paragraph 2,1 has been established predicated upon the total estimated costs of Services to be rendered under this Agreement and the Scope of Services for this Agreemen#. .3.3CONSULTANT shall, within ten (10) days following receipt of Compensation from OWNER, pay all bills for Services performed and furnished hereunder by subconsultants of CONSULTANT in connection with the Project and the performance of services and shall, if requested, provide OWNER with evidence of such payment. CONSULTANT'S failure to make payments within such time shall constitute a material breach of this Agreement unless CONSULTANT is able to demonstrate to OWNER bona fide disputes associated with the Services of the unpaid subconsultant and its services. CONSULTANT shall include a provision in each of its subagreements imposing the same payment obligations an its subconsultants as are applicable to CONSULTANT hereunder, and if OWNER so requests, shall provide evidence of such payments by CONSULTANT to OWNER. If CONSULTANT has failed to make payment promptly to the subconsultant for undisputed Services for which OWNER has made payment to CONSULTANT, OWNER shall be entitled to withhold future payment to CONSULTANT #o the extent remaining unpaid by CONSULTANT necessary to protect OWNER. 3.4CONSULTANT warrants that title to all deliverables produced in the performance of Services covered by an Application for Compensation will pass to OWNER no later than the time of payment. CONSULTANT further warrants that upon submittal of an Application for Compensation, all Services for which Applications for Compensation have been previously issued and payments received from OWNER shall, to the best of CONSULTANT's knowledge, information and belief be free and clear of liens, claims, security interests or encumbrance in favor of CONSULTANT, or other persons or entities under contract with CONSULTANT making a claim by reason of having provided labor or services relating to CONSULTANT'S Services. CONSULTANT SWALL 1N©EMNIFY AND HOLD OWNER HARMLESS FROM ANY LIENS, CLAIMS, SECURITY INTEREST OR ENCUMBRANCES FILED BY ANYONE CLAIMING BY, THROUGH OR UNDER THE ITEMS COVERED BY PAYMENTS MADE BY OWNER TO CONSULTANT. 50107375.2 METHOq OF PAYMENT Compensation may be made to CONSULTANT based upon fhe several Phases as described in Article 11 and in accordance with and subjeck to the following: .1.1 Preliminary Report (if required} 1.240% Design -the Total Compensation due CONSULTANT under this Phase shall be payable after approval and acceptance of this Phase by CITY in accordance with Attachments 1 and 2. .1.370% Design -the Total Compensation due CONSULTANT under this Phase shall be payable after approval and acceptance of this Phase by CITY in accordance with Attachments 1 and 2. .1.495% Design -the Total Compensation due CONSULTANT under this Phase shall be payable after approval and acceptance of this Phase by CITY in accordance with Attachments 1 and 2. .1.5 Sid Documents -the Total Compensation due CONSULTANT under this Phase in accordance with Attachments 1 and 2 shall be payable after CONSULTANT provides CITY the bid tabulation and a letter of recommendation. .1.8Construction Services -the Total Compensation due CONSULTANT during the Construction of the Project in accordance with Attachments 1 and 2 will be made in monthly installments for this Phase in proportion to the percentage of construction completed by CONSTRUCTION CONTRACTOR. Percentage of construction will be determined by the Engineer in his sole discretion. .1.7 Project Close Out and Final Payment: .1.7.1 CONSULTANT shall net be entitled to final payment unless and until it submits to OWNER i#s affidavit that the invoices far services, and other liabilities connected with the services for which OWNER, or OWNER's property, might be responsible have been fully paid or otherwise satisfied or will be paid from final payment; releases and waivers of liens from all CONSULTANT'S subconsultants and of any and all other parfies required by OWNER that are either unconditional or conditional on receipt of final payment; certificates of insurance showing continuation of required insurance coverage's; such other documents as OWNER may request; and consent of surety to final payment, .1.7.2 Final Compensation - The final compensation to be made by CITY to CONSULTANT will be payable upon submission of the "Record Drawings". CONSULTANT agrees to submit "Record Drawings" in print media, elec#ronic format (PDF and DWG format} and final billing within 45 days of final acceptance of construction. Additionally, CONSULTANT agrees to submit a statement of release with the final billing notifying CITY that there is no further compensation owed to CONSULTANT by CITY beyond the final bill Final billing shall indicate "Final Bill - na additional compensation is due to CONSULTANT". .1.80WNER may withhold compensation to such extent as may be necessary, in OWNER'S opinion, to protect OWNER from damage or loss for which CONSULTANT is responsible, because of 50107375.2 .1.8.1 delays in the performance of CONSULTANT~s Services; .1.8.2 third party claims filed or reasonable evidence indica#ing probable filing of such claims unless security acceptable to OWNER is provided by CONSULTANT; .1.8.3 failure of CONSULTANT to make payments properly to subconsultants or vendors for labor, materials or equipment; .1.8.4 reasonable evidence that CONSULTANT'S work cannot be completed far the amount unpaid under this Agreement; .1.8.5 damage #o OWNER or CONSTRUCTION CONTRACTOR; or .1.8.6 persisten# failure by CONSULTANT to carry out the performance of its Services in accordance with this Agreement. .1.9When the above reasons for withholding are removed or remedied by CONSULTANT, compensation of the amount withheld will be made within a reasonable time. OWNER shall not be deemed in default by reason of withholding Gompensation as provided far in tt11S ArtlGle. .1.10 In the event of any dispute{s) between the parties regarding the amount properly payable for any Phase or as final Compensation, or regarding any amount that may be withheld by OWNER, CONSULTANT shall be required to make a claim pursuant to and in accordance with the terms of this Agreement and follow the procedures provided herein for the resolution of such dispute. In the event CONSULTANT does not initiate and follow the claims procedures provided in this Agreement in a timely manner and as required by the terms thereof, any such claim shall be waived. .1.11 OWNER shall make final compensation for all sums due CONSULTANT not more than thirty (30) days after CONSULTANT's final Application far Compensation. .1.12 Acceptance of Tina! compensation by CONSULTANT shall constitute a waiver of claims except those previously made in writing and identified by CONSULTANT as unsettled at the time of final Application for Compensation. .1.13 CONSULTANT agrees to main#ain adequate books, payrolls and records satisfactory to OWNER and all applicable utility providers in connection with any and all Services performed hereunder. CONSULTANT agrees to retain all such books, payrolls and records (including data stored in computer) for a period of not less than four (4) years after completion of Work. At all reasonable times, OWNER and all applicable utility providers and their duly authorized representatives shall have access to all personnel of CONSULTANT and al! such books, payrolls and records, and sha11 have the right to audit same. .2 All Applications for Compensation shall be submitted through the Engineer's office. Prior to submittal of the first Application for Compensation, CONSULTANT will submit a schedule of values for compensation to be approved by CITY and the all applicable utility providers, which approval shall not be unreasonably withheld, conditioned or delayed, Any changes to the Schedule of Values once approved will be processed and approved as task orders. 3 CONSULTANT may submit a request for partial Compensation prior to submittal of a Application for Compensation in this Article. A request for partial Compensation must be accompanied by a progress report detailing the Services performed for that Phase. Any partial payment made shall be in proportion to the percent of the Services performed as reflected in the progress report and 561 Q7375.2 approved solely by the Engineer. Partial Compensation shall not exceed seventy percent (70%} of the Compensation allowed for the Phase in which the partial Compensation is requested. The balance due for the Phase in which partial Compensation is approved will be paid to CONSULTANT upon approval and acceptance of the Phase. SCOPE OF SERVICES CONSULTANT shall not commence work on this proposed Project until being thoroughly briefed on the scope of the project and being notified in writing to proceed. The scope of the Project and CONSULTANT's Services required shall be reduced by CONSULTANT to a written Summary of the scope meeting approved by CITY and included as a part of this Agreement. Should the scope subsequently change, either CONSULTANT or CITY may request a review of the anticipated services, with an appropriate adjustment in compensation .1.1 In developing the scoping minutes, CONSULTANT shall make every effort to minimize utility adjustments, where possible. .1.2 Prior to completing the Preliminary Schematic Report, CONSULTANT shall request block maps from the respective utilities and, from the block maps, shall identify any and all utilities within the Project area. .1.31n the event electrical, communication, gas or other facilities are encountered, CONSULTANT shall identify and incorporate those facilities at the completion of each Project Phase in order fo determine the magnitude of any potential adjustment. .2 CONSULTANT, in consideration for the Compensation herein provided, shall render the professional Services described in this Section that are necessary for the development of the Project, including plans and specifications, construction management services, any special and general conditions, and instructions to bidders as acceptable to the Engineer, or his duly authorized representative. .3 CONSULTANT shall perform its Services under this Agreement in accordance with Phases outlined in 2.2.3 and CONSULTANT'S Scope of Services attached and incorporated herein as Attachments °1 and 2". The Scope of Services shah be as specifically defined on a per phase basis in Attachments 1 and 2 attached hereto. 4 CONSULTANT will advise and consult with CITY. CITY's instructions to CONSTRUCTION CONTRACTOR may be issued through CONSULTANT, but CITY reserves the right to issue instructions directly to CONSTRUCTION CONTRACTOR through inspectors or other designated CITY representatives. Upon accep#ance and approval of the plans, reports or other praducibles required for a Phase of work, as set forth in the Scope of Services, Engineer shall authorize CONStJt_TANT, in writing, to proceed with the next phase of Work. 6 CONSULTANT will make a minimum of two visits (2) per month to the Project Site at intervals appropriate to the Phases (1) to become generally familiar with and to keep CITY informed about the progress and quality of the portion of the Work completed, and {2) to endeavor to guard CITY against defects in Work. However, CONSULTANT will not be required to make exhaustive or continuous on-site inspections to check the quality or quantity of the Work. 7 CONSULTANT will neither have control over or charge of, nor be responsible for, the construction means, methods, techniques, sequences or procedures, or for the safety precautions and programs in connection with the Work since these are solely CONSTRUCTION CONTRACTOR's 50 ~ Q7375.2 rights and responsibilities under the Contrac# Documents. CONSULTANT`s efforts will be directed toward providing for CITY a greater degree of confidence that the completed Work will generally conform to the Contract Documents. .$ CONSULTANT will not be responsible for CONSTRUCTION CONTRACTOR's failure to perform the Work in accordance with the requirements of the Contract Documents. CONSULTANT will not have control over or charge of and will not be responsible for acts or omissions of CONSTRUCTION CONTRACTOR, subcontractors, or their agents or employees, or any other persons or entities performing portions of the Work. .9 Communications by and with CONSULTANT`S subconsultants shall be through CONSULTANT. Communications by and with subcontractors and material suppliers shall be through CONSTRUCTION CONTRACTOR. 1© Except as otherwise provided in the construction specifications, supplementary or special conditions, CONSULTANT and CITY have authority to reject Work that does not conform to the Contract Documents. Whenever CONSULTANT or CITY considers it necessary or advisable, either CITY or CONSULTANT may require inspection or testing of the Work whekher or not such Work is fabricated, ins#alled or completed. However, neither this authority of CONSULTANT or CITY, nor a decision made by either, in good faith, to require or not require an inspection shall give rise to a duty or responsibility of CONSULTANT or CITY to CONSTRUCTION CONTRACTOR, subcontractors, material and equipment suppliers, agents or employees, or other persons or entities performing portions of the Work. 19 CONSULTANT will review and approve or take other appropriate action upon CONSTRUCTION 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. CONSULTANT will respond to submittals such as Shop Drawings, Product Data, and Samples pursuant to the procedures set forth in the Project specifications. Review of such submittals is not conducked for the purpose of determining the accuracy and completeness of equipment or systems, all of which remain the responsibility of CONSTRUCTION CONTRACTOR as required by the Contract Documents. CONSULTANT'S review of CONSTRUCTION CONTRACTOR's submittals shall not relieve CONSTRUCTION CONTRACTOR of its obligations. CONSULTANT's review shall not constitute approval of safety precautions or any construction means, methods, techniques, sequences ar procedures unless otherwise specifically stated by CONSULTANT. CONSULTANT~s approval of a specific item shall not indicate approval of an assembly of which the item is a component. 12 CONSULTANT will, within three (3) work days after receipt of CONSTRUCTION CONTRACTOR's Application for Payment review the Application for Payment and either issue to OWNER andlor the affected utility a recommendation for approval for Payment for such amount as CONSULTANT determines is properly due, or notify OWNt=R, any affected utility, and CONSTRUCTION CONTRACTOR in writing of CONSULTANT'S reasons for withholding approval in whole or in part, .13 The issuance of an approval for Payment will constitute a representation by CONSULTANT to OWNER, based on CONSULTANT's evaluation of the Work and the data comprising the Application for Payment, that the Work has progressed to the paint indicated and tha#, to the best of CONSULTANT's knowledge, information and belief, the quality of the work is in accordance with the design agreement documents or Construction Contract Documents. The foregoing representations are subject to an evaluation of the Work for conformance with the design agreement documents, to results of subsequent tests and inspections, to correction of minor deviations from the design agreement documents prior #o completion, and to any specific qualifications expressed by CONSULTANT. The issuance of a recommendation for approval of the Application for Payment will further constitute a representation that CONSTRUCTION CONTRACTOR is entitled to payment in accordance with the Schedule of Values. The issuance 50107375.2 of a recommendation for approval for Payment will not be a representation that CONSULTANT 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 OWNER to substantiate CONSTRUCTION CONTRACTOR's right to payment, or (4} made any examination to ascertain how or for what purpose CONSTRUCTION CONTRACTOR has used money previously paid on account of the Application for Payment sum. 14 CONSULTANT may recommend withholding an approval far Payment in whole or in park, to the extent reasonably necessary to protect OWNER if, in CONSULTANT'S opinion, the representations to OWNER required by Section 4.13 cannot be made. If CONSULTANT is unable to recommend approval of payment in the amount of the Application, CONSULTANT will notify OWNER and CONSTRUCTION CONTRACTOR as provided in Section 4.12. If OWNER and CONSULTANT cannot agree on a revised amount, CONSULTANT will promptly issue a recommendation far approval of Payment for the amount for which CONSULTANT is able to make such representations to OWNER. CONSULTANT may also recommend withholding a Payment, because of subsequently discovered evidence, may modify the whole or a part of a recommendation for approval of Payment to such extent as may be necessary, in CONSULTANT's opinion, to protect OWNER and the affected utility from loss for which CONSTRUCTION CONTRACTOR is respansible, including loss resulting from ac#s and omissions described below: 14.1 defective Work not remedied; .14.2 third party claims filed or reasonable evidence indicating probable filing of such claims for which CONSTRUCTION CONTRACTOR 15 responsible hereunder unless security acceptable to OWNI=R and the affected utility is provided by CONSTRUCT[ON CONTRACTOR; 14.3 failure of CONSTRUCTION CONTRACTOR to make payments properly to the subcontractors andlor material providers; 14.4 reasonable evidence that the Work cannot be completed for the unpaid balance of the agreement sum and CONSTRUCTION CONTRACTOR has failed to provide OWNER and the affected utility adequate assurance of its continued performance within a reasonable time after demand; 14.5 damage ko OWNER or another contractor; 14.8 reasonable evidence that the Work will not be completed within the agreement time, and that the unpaid balance would not be adequate to cover actual or liquidated damages for the anticipated delay; or .14.7 persistent failure by CONSTRUCTION CONTRACTOR to carry out the Work in accordance with the Plans and Specifications. 15 OWNER will pay the undisputed portions of such Application for Compensation within the time frames established in Article III. 16 When the above reasons for withholding payment are removed, payment will be made for amounts previously withheld. OWNER shall not be deemed in default by CONSULTANT by reason of withholding payment as provided herein. 17 CONSULTANT will prepare Change Orders and Field Work Directives, and, with concurrence of OWNER, OWNI=R's designated representative "ODR" will have authority to order minor changes 503 07375.2 in the Work not involving an adjustment in the Total Compensation or an extension of the time far construction. Such changes shah be effected by writ#en order, which CONSTRUCTION CONTRACTOR shall carry out promptly and record on the as-built record documents 18 CONSULTANT and CITY will conduct observations to determine the date of final completion. CONSULTANT will receive and forward fo CITY, for C1TY's review and records, written warranties and related documents required by the Construction Contract Documents and assembled by CONSTRUCTION CONTRACTOR, and will issue a final Approval for Payment upon compliance with the requirements of the Construction Contract Documents. Such final Approval will be accompanied by a signed and sealed statement from the CONSULTANT's Principal of Record that certifies to CITY that the project was constructed in accordance with the approved plans and specifications. .19 Upon written request of CITY or CONSTRUCTION CONTRACTOR, CONSULTANT will issue its interpretation of the requirements of the Plans and Specifications. CONSULTANT'S response to such requests will be made in writing within any agreed time limits or otherwise with reasonable promptness. if no agreement is made concerning the time within which interpretations required by CONSULTANT shall be furnished in compliance with Article IV, then delay shall no# be recognized on account of failure by CONSULTANT to furnish such interpretations until 15 days after written request is made for CONSULTANT's interpretation. .20 Interpretations of CONSULTANT will be consistent with the intent of and reasonably inferable from the Construe#ion Contract Documents and will be in writing or in the form of drawings. .21 CONSULTANT'S recommendations on matters relating to aesthetic effect will be consistent with the intent expressed in the Construction Contract Documents unless expressly overruled in writing by CITY. .22 From time to time, CITY and CONSULTANT may agree, by adding additional executed At#achmen#s to khis Agreemen#, #o add additional Projects and expand the Scope of Services covered by this Agreement. DESIGN PHASES REQUIREMENTS CONSULTANT shall: .1.1 Follow and comply with the requirements for the Design Phases Iisted in this Agreemen#, the CITY'S Unified Development Code, if applicable, and CITY'S Design Guidance Manual, if any, on the effective date of this Agreement, both of which are incorporated by reference herein. .1.21n case of conflicts, follow and comply with the mast stringent requirements for the design Phases. TIME AND PERIOD OF SERVICE 6 Time and Period of Service Prior to commencement of any Wark, CONSULTANT shall provide CITY with a schedule of Project Design Phases, Attachment 2. .2 Time is of the essence of this Agreement. CONSULTANT shat( perform and complete its obligations for the various Phases of Services under Section IV "Scope of Service" of this 50'f 07375.2 Agreement in a prompt and continuous manner so as to not delay the development a# the design work and so as to not delay the construction of the work far the Project in accordance with the schedules approved by CITY with CONSTRUCTION CONTRACTOR. Upon review of phase work, if corrections, modifications, alterations, or additions are required of CONSULTANT, these items she([ be completed by CONSULTANT before that Phase is approved. 3 CONSULTANT shall not proceed with the next appropriate Phase of Services without written authorization from the Engineer. CITY may elect to discontinue CONSULTANT`s Services at the end of any Phase for any reason. Notwi#hstanding any other provisions of this Agreement, if circumstance dictates, the Engineer may make adjustments to the scope of CONSULTANT`S obligations at any time to achieve the required design. .4 CONSULTANT shall not be liable or responsible for any delays due to strikes, riots, acts of God, national emergency, acts of the public enemy, governmental restrictions, laws ar regulations, or any other causes beyond CONSULTANT's reasonable control. Within twenty one (21) days from the occurrence of any event for which time for performance by CONSULTANT shall be significantly extended under this provision, CONSULTANT shall give written notice thereof to CITY stating the reason for such extension and the actual or estimated time thereof. If CITY determines that CONSULTANT is responsible for the need for extended time, CITY shall have the right to make a Claim as provided in this Agreement. .5 This Agreement shall remain in force for a period which may reasonably be required for the design, award of the contract, and construction of the Project including any extra Work and any required extensions thereto unless discontinued as provided for elsewhere in this Agreement. COORDINATION WITM CITY .1 CONSULTANT shall hold periodic conferences with the Engineer ar his representatives #a the end that the Project as developed shall have the full benefit of CITY's experience and knowledge of existing needs and facilities, and be consistent with its current policies and standards. To assist CONSULTANT in this coordination, CITY shall make available far CONSULTANT's use in planning and designing the Project all existing plans, maps, statistics, computations and other data in its possession relative to existing facilities and to this particular Project, at no cost to CONSULTANT, f-lowever, any and all such information snail remain the property of CITY and shall be returned by CONSULTANT upon termination or completion of the Project or if instructed to do so by the Engineer. .2 The Engineer will act on behalf of CITY with respect to the Services to be performed under this Agreement. The Engineer shall have complete authority to transmit instructions, receive information, interpret and define CITY's policies and decisions with respect to materials, equipment, elements and systems pertinent to CONSULTANT'S services. 3 CITY will give prompt written notice to CONSULTANT whenever CITY observes or otherwise became aware of any defect in CONSULTANT's Services, in the work of CONSTRUCTION CONTRACTOR, or any development that affects the scope or timing of CONSULTANT`s Services, .4 All appraisals, notices, and permits shall be furnished by CONSULTANT under the Scope of Services unless otherwise assigned to CITY in the Scope of Services, Approvals and permits assigned to CITY shall be obtained from aft governmental authorities having jurisdiction over the Project and such approvals and consents from others as may be necessary for the completion of the Project. CONSULTANT will provide CITY reasonable assistance in connection with such approvals and permits such as the furnishing of data compiled by CONSULTANT pursuant to other provisions of this Agreement, but CONSULTANT shall not be obligated to develop 50107375.2 10 additional data, prepare extensive reports or appear at hearings or the like unless compensated therefore under other provisions of this Agreement. REVISIONS TO DRAWINGS AND SPECIFICATIONS CONSULTANT shall make without expense to CITY such revisions to the drawings, reports or other documents as may be required to meet the needs of CITY which are within the Scope of Services, but after the approval of drawings, reports or other documents and specifications by CITY, any revisions, additions, or other modifications made at CiTY`s request which involve extra services and expenses to CONSULTANT shall be at additional compensation to CONSULTANT for such extra Services and expenses, in accordance with Attachment 3. OWNERSHIP OF DOCUMENTS All previously owned documents, including the original drawings, estimates, specifications, and a!l other documents and data by CONSULTANT, will remain the property of CONSULTANT as instruments of service. However, CONSULTANT understands and agrees that CITY shall have free access to all such information with the right to make and retain copies of previously awned drawings, estimates, specifications and ali other documents and data. Any reuse without specific written verification or adaptation by CONSULTANT will be at CITY's sole risk and without liability or legal exposure #o CONSULTANT. All completed documents submitted by CONSULTANT for final approval or issuance of a permit shall bear the seal with signature and date adjacent thereto of a Texas registered professional licensed to practice in Texas. .3 CONSULTANT acknowledges and agrees that upon payment, CITY shall own exclusively any and all information in whatsoever form and character produced and/or maintained in accordance with, pursuant to, or as a result of this Agreement and shall be used as CITY desires and documents, including the original drawings, estimates, specifications and all other documents and data shall be delivered to CITY at no additional cost to CITY upon request or termination or completion of this Agreement without restriction on future use. However, any reuse without specific written verification or adaptation by CONSULTANT will be at CITY's sole risk and without liability to CONSULTANT. .4 CONSULTANT agrees and covenants to protect any and all proprietary rights of CITY in any materials provided to CONSULTANT. Such protection of proprietary rights by CONSULTANT shall include, but not be limited to, the inclusion in any copy intended for publica#ian of copyright mark reserving all rights to CITY. Additionally, any materials provided to CONSULTANT by CITY shall not be released to any third party without the written consent of CITY and shall be returned intact to CITY upon termination or completion of this Agreement or if instructed to do sa by the Engineer. 5 CONSULTANT HEREBY ASSIGNS ALL STATUTORY AND COMMON LAW COPYRIGHTS TO ANY COPYRIGHTABt_E WORK THAT IN PART OR IN WHOLE WAS PRODUCED FROM THIS AGREEMENT TO CITY, INCLUDING ALL EQUITABLE RIGHTS. NO REPORTS, MAPS, DOCUMENTS OR OTHER COPYRIGHTABLE WORKS PRODUCT=D IN WHOLE OR IN PART BY TH15 AGREEMENT SHALL BE SUBJECT OF AN APPLICATION FOR COPYRIGHT BY CONSULTANL ALT, REPORTS, MAPS, PROJECT LOGOS, DRAWINGS OR OTHER COPYRIGHTABLE WORK PRODUCED UNDER THIS AGREEMENT SHALL BECOME THE PROPERTY OF CITY (EXCLUDING ANY PRIOR OWNED INSTRUMENT OF SERVICES, UNLESS OTHERWISE SPECIFIED HEREIN. CONSULTANT SHALL, AT ITS EXPENSE, INDEMNIFY CITY AND DI=FEND ALL SUITS OR PROCEEDINGS INSTITUTED AGAINST CITY AND PAY ANY AWARD OF DAMAGES OR LOSS RESULTING FROM AN INJUNCTION, 501(77375.2 11 AGAINST CITY, INSOFAR AS THE SAME ARE BASED ON ANY CLAIM TWAT MATERIALS OR WORK PROVIDED UNDER THIS AGREEMI*NT CONSTITUTE AN INFRINGEMENT OF ANY PATENT, TRADE SECRET, TRADEMARK, COPYRIGHT OR OTHER INTELLECTUAL PROPERTY RIGHTS. 8 CONSULTANT may make copies of any and all documents and items for its files. CONSULTANT shall have no liability for changes made to or use of the drawings, specifications and other documents by other engineerslarchitects, or other persons, subsequent to the completion of the Project. CONSULTANT shall appropriately mark all changes or modifications vn all drawings, specifications and other documents by other engineerslarchi#ects or other persons, including electronic copies, subsequent to the completion of the Project. 7 Copies of documents that may be relied upon by CITY are limited to the printed copies (also known as hard copies) and PDF electronic versions that are sealed and signed by CONSULTANT. Files in editable electronic media format of text, data, graphics, or other types (such as DWG) that are furnished by CONSULTANT to CITY are only for convenience of CITY or any utility. Any conclusion or information obtained or derived from such electronic files will be at the user's sole risk. However, any reuse without specific written veri#ication or adaptation by CONSULTANT will be at CITY's sole risk and without liability to CONSULTANT. 8 Notwithstanding anything to the contrary contained herein, all previously owned intellectual property of CONSULTANT, including but not limited to any computer software (object code and source code), tools, systems, equipment or other information used by CONSULTANT or its suppliers in the course of delivering khe Services hereunder, and any know-how, methodologies, or processes used by CONSULTANT to provide the services or protect deliverables tv CITY, including without limitation, all copyrights, trademarks, patents, trade secrets, and any other proprietary rights inherent therein and appurtenant thereto shall remain the sole and exclusive property of CONSULTANT or its suppliers. TERMINATION ANDIOR SUSPENSION OF WORK Right of Either Party to Terminate for Default .1.1 This Agreement may be terminated by either party for substantial failure by the other party to perform (through no fault of the terminating party} in accordance with the terms of this Agreement and a failure to cure as provided in this Article X. .1.2 The party not in default must issue a signed, written notice of termination (citing this paragraph} to the other party declaring the other party to be in default and stating the reason(s) why they are in default. Upon receipt of such written notice of default, the party in receipt shall have a period of ten (10} days to cure any failure to perform under this Agreement. Upon the completion of such ten-day period commencing upon receipt of notice of termination, if such party leas not cured any failure to perform, such termination shall become effective without further written notice. .2 Righ# of CITY to Terminate .2.1 CITY reserves the right to terminate this Agreement for reasons other than substantial failure by CONSULTANT to perform by issuing a signed, written notice of termination (citing this paragraph) which shall take effect on the twentieth day following receipt of said notice and upon the scheduled completion date of the performance phase in which CONSULTANT is then currently working, whichever effective termination date occurs first. 509 07375.2 ~ 2 3 Right of CITY to Suspend Giving Rise to Right of CONSULTANT to Terminate .3.1 CITY reserves the righk to suspend this Agreement at the end of any phase for the convenience of CITY by issuing a signed, written notice of suspension (citing this paragraph} which shah( outline the reasons for the suspension and the expected duration of the suspension, but such expected duration shall in no way guarantee what the total number of days of suspension will occur. Such suspension shall take effect immediately upon receipt of said notice of suspension by CONSULTANT. .3.2CONSULTANT is hereby given the right to terminate this Agreement in the event such suspension extends fora period in excess of one hundred twenty (120) days. CONSULTANT may exercise this right to terminate by issuing a signed, written notice of termination (citing this paragraph) to CITY after the expiration of one hundred twenty (120) days from the effective date of the suspension. Termination (under this paragraph} shall become effective immediately upon receipt of said written notice by CITY. .4 Procedures CONSULTANT to follow upon Receipt of Notice of Termination .4.1 Upon receipt of a notice of termination and prior to fhe effective date of termination, unless the notice otherwise directs or CONSULTANT Immediately takes action to cure a failure to perform under the cure period set out in this Article. CONSULTANT shall immediately begin the phase-out and the discontinuance of ail services in connection with the performance of this Agreement and shall proceed to promptly cancel all existing orders and contracts insofar as such orders and contracts are chargeable to this Agreement. Within thirty (30) days after receipt of such notice of termination (unless CONSULTANT has successfully cured a failure to perform} CONSULTANT shall submit a statement showing in detail the Services performed under this Agreement prior to the effective date of termination. CITY shall have the option to grant an extension to the time period for submittal of such statement. .4.2 Copies of all completed or partially completed specifications and all reproductions of all completed ar partially completed designs, plans and attachments prepared under this Agreement prior to the effective date of termination shall be delivered to CITY, in the form requested by CITY as a precondition to final payment. These documents shall be subject to the restrictions and conditions set forth in Article IX above, .4.3 Upon the above conditions being met, CITY shall promptly pay CONSULTANT that proportion of the prescribed Compensation which the Services actually performed under this Agreement bear to the total Services called far under this Agreement, Less previous payments of the Compensation. .4.4CITY, as a public entity, has a duty to document the expenditure of public funds. CONSULTANT acknowledges this duty on the part of CITY. To this end, CONSULTANT understands that failure of CONSULTANT to comply with the submittal of the statement and documents as required above shall constitute a waiver by CONSULTANT of any and all rights ar claims for compensation for services performed under this Agreement by CONSULTANT. 4.5 Failure of CONSULTANT to comply with the submittal of the statement and documents as required above shall constitute a waiver by CONSULTANT of any and all rights or claims to collect monies that CONSULTANT may otherwise be entitled to for services performed under this Agreement. .5 Procedures CONSULTANT to Follow upon Receipt of Natiee of Suspension 5o'I07375.2 ~ 3 .5.1 Upon receipt of written notice of suspension, which date shall also be the effective date of the suspension, CONSULTANT shall, unless the notice otherwise directs, immediately begin to phase-out and discontinue all services in connection with the performance of this Agreement and shall proceed to promptly suspend all existing orders and contrac#s insofar as such orders and contracts are chargeable to this Agreement. 5.2 CONSULTANT shall prepare a statement showing in detail the Services performed under this Agreement prior #o the effective date of suspension. .5.3 Copies of all completed or partially completed designs, plans and specifications prepared under this Agreement prior to the effective date of suspension shall be prepared for possible delivery to CITY but shall be retained by CONSULTANT until such time as CONSULTANT may exercise the right to terminate. 5.~41n the event that CONSULTANT exercises the right to terminate one hundred twenty (120} days after the effective suspension date, within thirty (30} days after receipt by CITY of CONSULTANT's notice of termination, CONSULTANT shat[ promptly cancel all existing orders and contracts insofar as such orders and contracts are chargeable to this Agreement and shat! submit the above referenced statement showing in detail the services performed under this Agreement prior to the effective da#e of suspension. .5.5Any documents prepared in association with this Agreement shall be delivered to CITY as a precondition to final payment. .5.6 Upon the above conditions being met, CITY shall pay CONSULTANT that proportion of the prescribed Compensation which the Services actually performed under this Agreement bear to the total Services called for under this Agreement, less previous payments of Compensation. 5.7 CITY, as a public entity, has a duty to documen# the expenditure of public funds. CONSULTANT acknowledges this duty on tale part of CITY. To this end, CONSULTANT understands that failure of Consultant to substantially comply with the submittal of the statements and documents as required herein shall constitute a waiver by CONSULTANT of any portion of the Compensation for which CONSULTANT did not supply such necessary statements andlor documents. CONSULTANT'S WARRANTY CONSULTANT warrants that the Services required under this Agreement will be performed with the same degree of professional skill and care that are typically exercised by similar consulting professionals performing similar services in Guadalupe County, Texas. CONSULTANT further warrants that it has not employed or retained any company or person other than a bona fide employee working solely for CONSULTANT to solicit or secure this Agreement, and that it has not, for the purpose of soliciting or securing this Agreement, paid or agreed to pay any company or person, commission, percentage, brokerage fee, gift, or any other consideration, contingent upon or resulting from the award or making of this Agreement. For breach of this warranty, CITY shall have the right to terminate this Agreement under the provisions of Article X above. ASSIGNMENT OR TRANSFER OF INTERIWST 12 Assignment or Transfer of Interest. 5017375.2 ~~ .1 CONSULTANT shall not assign or transfer its interest in #his Agreement without the prior written consent of CITY. INSURANCE REQUIREMENTS Prior to the commencement of any Services under this Agreement, CONSULTANT shall furnish copies of all required endorsements and an original completed Certificate(s) of Insurance to C1TY's Engineering Department, which shall be clearly identified with the name of The Project in the Description of Operations block of The Certificate. The original Certificate(s) shall be completed by an agent and signed by a person authorized by that insurer to bind coverage on its behalf. CITY will not accept Memorandum of Insurance or Binders as proof of insurance. The original certificates} or form must have the agent's original signature, including the signer's company affiliation, title and phone number, and be mailed, with copies of all applicable endorsements, directly from the insurer's authorized representative to CITY. CITY shall have no duty to pay or perform under this Agreement until such certificate and endorsements have been received and approved by CITY's Engineering Department. No officer or employee other than CITY's Risk Manager shall have authority to waive this requirement. 2 CITY reserves the right to review the insurance requirements of this Article during the effective period of this contract and any extension or renewal hereof and to request modification of insurance coverage's and their limits when deemed necessary and prudent by CITY's Risk Manager based upon changes in statutory law, court decisions, or circumstances surrounding #his contract. In no instance will CITY allow modification whereupon CITY may incur increased risk, 3 CONSULTANT's financial integrity is of interes# to CITY. Therefore, subject to CONSULTANT's right to maintain reasonable deductibles in such amounts as are approved by CITY, CONSULTANT shall obtain and maintain in full farce and effect for the duration of this Agreement, and any extension hereof, at CONSULTANT`S sole expense, insurance coverage written on an occurrence or claims made basis, as appropriate, by companies authorized and approved to do business in the State of Texas and with an A.M. Best's rating of no less than A- (VII), in the following Types and far an amount nat less than the amount listed: INSURANCE REQUIREMENTS Worker's Compensation** Statutory Em to er's Liabilit $1,DDD,000,OODf$1,000,000,0001$1,fl00,Q00,fl00 Commercial General (Public) Liability insurance to For Bodily Injury and Property Damage of include coverage for the following: $1,000,000 per occurrence. a. Premises Operations b. Independent Contractors* $2,000,000 General Aggregate, or its equivalent in c. ProductslCompleted Operations Umbrella or Excess Liability Coverage d. Personallnjury e. Contractual Liabilit Business Automobile Liability Combined Single Limit for Bodily Injury and a. OwnedlLeased Vehicles property Damage of $1,000,000 per occurrence b. Non-owned Vehicles c. Hired Vehicles Professional Liability $1,fl00,000 per claim to pay on behalf of the (Claims Made Form) insured all sums, which the insured shall become legally obligated to pay as damages to the extent caused by any negligent act, error or omission in the erformance of rofessional services. *If applicable *" Alternate Plans must be a roved b CITY's Risk Mana er 5fl107375.2 15 .4 CITY may request and without expense to CITY, inspect copies of the policies, declarations page and all endorsements thereto as they apply to the limits required by CITY, and may request the deletion, revision, or modification of particular policy terms, conditions, limitations or exclusions (except where policy provisions are established by law or regulation binding upon either of the parties hereto or the underwriter of any such policies}. CONSULTANT shall aktempt to comply with any such requests, subject to the policy terms and conditions, and shall submit a copy of the replacement certificate of insurance to CITY at the address provided below within ten {10) days of the requested change, in the event the respective insurance companies approve the requested changes}. CONSULTANT shat{ pay any costs incurred resulting from said changes. City of Schertz Attn: City Engineer 14 Commercial Place Schertz, Texas 78154 5 CONSULTANT agrees that with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: • Name CITY and its officers, officials, employees, and elected representatives as additional insureds by endorsement, as respects operations and activities of, or on behalf of, the named insured performed under contract with CITY, with the exception of the workers' compensation and professional liability polices; • Provide for an endorsement that the "other insurance" clause shall not apply to the CITY where CITY is an additional insured shown on the policy if such endorsement is permi#ted by law and regulations; • Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of CITY; and • Provide thirty {30} calendar days advance written notice directly to CITY of any suspensien, cancellation or non-renewal or material change in coverage, and not Tess than ten (14} calendar days advance written notice for nonpayment of premium. .6 Within five (5} calendar days after a suspension, cancellation or non-renewal of coverage, CONSULTANT shall provide a replacement Certificate of Insurance and applicable endorsements to CITY. CITY shall have the option to suspend CONSULTANT's performance should there be a lapse in coverage at any time during this Agreement. Failure #o provide and to maintain the required insurance shall constitute a material breach of this Agreement, .7 If CONSULTANT fails to maintain the aforementioned insurance, or fails to secure and maintain the aforementioned endorsements, CITY may obtain such insurance, and deduct and retain the amoun# of the premiums for such insurance from any sums due under the agreement; however, procuring of said insurance by CITY is an alternative to other remedies CITY may have and is not the exclusive remedy for failure of CONSULTANT to maintain said insurance or secure such endorsement. In addition to any other remedies CITY may have upon CONSULTANT's failure to provide and maintain any insurance or policy endorsements to the extent and within the time herein required, CITY shall have the right to order CONSULTANT to stop performing services hereunder andlar withhold any payments} which become due to CONSULTANT hereunder until CONSULTANT demonstrates compliance with the requirements hereof. 8 Nothing herein contained shall be construed as limiting in any way the extent to which CONSULTANT may be held responsible for payments of damages to persons or property 50107375.2 ~ & resulting from CONSULTANT's or its sub-consultant's performance of the Services covered under this Agreement. It is agreed that CONSULTANT'S insurance shall be deemed primary with respect to any insurance or self insurance carried by CITY far liability arising out of operations under this Agreement. 'lQ It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this Agreement as respects additional insureds. INDEMNIFICATION CONSULTANT, WWOSE WORK PRODUCT AND SERVICES ARE THE SUBJECT OF THIS AGREEMENT FOR PROFESSIONAL SERVICES, AGREES TO INDEMNIFY AND HOLD CITY, ITS ELECTED OFFICIALS, OFFICERS, AGENTS AND EMPLOYEES WARMLESS AGAINST ANY AND ALL CLAIMS BY THIRD PARTIES, LAWSUITS, JUDGMENTS, COST, LIENS, LOSSES, EXPENSI=S, FEES (INCLUDING REASONABLE ATTORNEY'S FEES AND COSTS OF DEFENSE), PROCEEDINGS, ACTIONS, DEMANDS, CAUSES OF ACTION, LIABILITY AND SUITS OF ANY KIND AND NATURE, INCLUDING BUT NOT LIMITI=D T0, PERSONAL INJURY (INCLUDING DEATH, PROPERTY DAMAGE, OR OTHIrR HARM FOR WHICH RECOVERY OF DAMAGES IS SOUGWT THAT MAY ARISE OUT OF OR BE OCCASIONED OR CAUSED BY A NEGLIGENT ACT, ERROR, OR OMISSION OF CONSULTANT, ANY AGENT, OFFICER, ENGINEERS, ARCHITECTS, REPRESENTATIVE, EMPLOYEE, CONSULTANT OR SUBCONSULTANT OF CONSULTANT, AND THEIR RESPECTIVE OFFICERS, AGENTS, EMPLOYEES, ENGINEERS, ARCHITECTS, AND REPRESI=NTATIVES WHILE IN THE EXERCISE OF PERFORMANCE OF THE SERVICES, RIGHTS OR DUTIES UNDER THIS AGREEMENT. THE INDEMNITY PROVIDED FOR IN THIS PARAGRAPH SMALL NOT APPLY TO ANY LIABILITY RESULTING FROM THE NEGLIGENCE OF CITY, ITS OFFICERS OR EMPLOYEES, IN INSTANCES WHERE SUCH NEGLIGENCE CAUSES PERSONAL INJURY, DEATH, OR PROPERTY DAMAGE. IN THE EVENT CONSULTANT AND CITY ARE FOUND JOINTLY LIABLE BY A COURT OF COMPETENT JURISDICTION, LIABILITY 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. .2 CONSULTANT shall advise CITY in writing within 24 hours of any claim ar demand against CITY or CONSULTANT, known to CONSULTANT, related to or arising out of CONSULTANT's activities under this Agreement. 3 The provisions of Article XIV 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. 4 Acceptance of the final plans by CITY shall not constitute nor be deemed a release of the responsibility and liability of CONSULTANT, its employees, associates, agents or subcontractors for the accuracy and competency of their designs, work drawings, Plans and Specifications or other documents and Work; nor shall such acceptance be deemed an assumption of responsibiG#y or liability by CITY for any defect in the designs, work drawings, Plans and Specifications or other documents and Work prepared by CONSULTANT, its employees, subconsultants, and agents. 5Q107375.2 i 7 CLAIMS AND DISPUTES Definition. A Claim is a demand or assertion by one of the parties seeking, as a matter of right, adjustment or interpretation of this Agreement's terms, payment of money, and extension of time or other relief with respect to the terms of this Agreement, The term "Claim" also includes other disputes and matters in ques#ion between OWNER and CONSULTANT arising out of or relating to this Agreement. Claims must be initiated by written notice. Every Claim of CONSULTANT, whether for additional Compensation, additional time, or other relief, shall be signed and sworn to by an authorized corporate officer {if not a corporation, then an official of the company authorized to bind CONSULTANT by his signature) of CONSULTANT, verifying the truth and accuracy of the Claim. The responsibility #o substantiate Claims shall rest with the party making the Claim. .2 Time Limit on Claims. Claims by CONSULTANT or by OWN1=R must be initiated within thirty (30} calendar days after occurrence of the event giving rise to such Claim. Claims by CONSULTANT must be initiated by written notice to OWNER. Claims by the OWNER must be initiated by written notice to CONSULTANT, .3 Continuing Contract Performance. Pending final resolution of a Claim except as otherwise agreed in writing, CONSULTANT shall proceed diligently with performance of this Agreement and OWNER shall continue to make payments in accordance with this Agreement. .4 Claims for Additional Time. if CONSULTANT wishes to make Claim for an increase in the time for performance, written notice as provided in this Article XV shall be given. CONSULTANT's Claire shall include an estimate of probable effect of delay on progress of the Work. In the case of a continuing delay only one Claim is necessary. .5 Claims for Consequential Damages. Except as otherwise provided in this Agreement, in calculating the amoun# of any Claim or any measure of damages for breach of contract (such provision to survive any termination following such breach), the following standards will apply both to claims by CONSULTANT and to claims by OWNER: .5.1 No consequential damages will be allowed. 5.2 Damages are limited to extra costs specifically shown to have been directly caused by a proven wrong for which the other party is claimed to be responsible. 5.3 No profit will be allowed on any damage claim. Attorney's Fees. IN ACCORDANCE WITH SECTION 271.159 OF THE TEXAS LOCAL GOVERNMENT CODE, AS AMENDt=D, CONSULTANT SHALL NOT BE ENTfTLED TO RECOVER ATTORNEY'S FEES OR CERTAIN DIRECT OR CONSEQUENTIAL DAMAGES AS A PART OF ANY CLAIM MADE UNDER THIS AGREEMENT OR IN ANY SUBSEQUENT LAWSUIT OR ALTERNATIVE DISPUTE RESOLUTION PROCEEDING, AND CONSULTANT HEREBY EXPRESSLY WAIVES SUCH CLAIMS. No Waiver of Governmental Immunity. NOTHING IN THIS ARTICLE XV SHALL BE CONSTRUED TO WANE OWNER'S GOVERNMENTAL IMMUNITY FROM LAWSUIT, WHICH IMMUNITY IS EXPRESSLY RETAINED TO THE EXTENT IT IS NOT CLEARLY AND UNAMBIGUOUSLY WAIVED BY STATE LAW. 50907375.2 ~ g SEVERABILITY .1 If for any reason, any one or more paragraphs of this Agreement are held invalid or unenforceable, such invalidity or unenforceability shall not affect, impair or invalidate the remaining paragraphs of this Agreement but shall be confined in its effect to the specific section, sentences, clauses or parts of this Agreement held invalid ar unenforceable, and the invalidity or unenforceability of any sec#ion, sentence, clause or parts of this Agreement in any one or more instance shall not affect or prejudice in any way the validity of this Agreement in any other instance. ESTIMATES OF COST 17. Estimates of Cost Since CONStLTANT has no control over the cost of labor, materials or equipment or over CONSTRUCTION CONTRACTOR`s methods of determining prices, or over competitive bidding or market conditions, CONSULTANT's opinions of probable Project Cost or Construction Cost provided for herein are to be made on the basis of CONSt1LTANT's experience and qualifications and represent CONSULTANT`S best judgment as a design professional familiar with the construction industry but CONSULTANT cannot and does not guarantee that proposals, bids or the construction cost will not vary from opinions of probable Cost prepared by CONSULTANT. INTEREST IN CITY CONTRACTS PROHIBITED .1 No officer ar employee of CITY shall have a financia! interest, directly or indirectly, in any contract with CITY, or shall be financially interested, directly or indirectly, in the sale to CITY of any land, materials, supplies or service, except on behalf of CITY as an officer or employee. This prohibition extends to other CITY boards and commissions, which are more than purely advisory. The prohibition also applies to subcontracts on CITY projects. .2 CONSULTANT acknowledges tha# it is informed that the Charter of CITY prohibits a CITY officer or employee, as those terms are defined in the Ethics Code, from Laving a financial interes# in any contract with CITY or any CITY agency. .3 CONSULTANT warrants and certifies, and this Agreement is made in reliance thereon, that it, its officers, employees and agents are neither officers nor employees of CITY. CONSULTANT further warrants and certifies That is has tendered to CITY a Discretionary Contracts Disclosure Statement. CONFLICTS OF INTEREST DlSCLOSIJRE All consultants must disclose if it is associated in any manner with a CITY official or employee in a business venture or business dealings. To be "associated" in a business venture or business dealings includes being in a partnership or joint venture with the officer or employee, having a contract with the officer or Employee, being joint owners of a business, owning at least 1fl% of the stock in a corporation in which a CITY officer or employee also owns at least 10%, or having an established business relationship as client or customer. 509 07375.2 ~ g STANDARD OF CARE 1 Services provided by CONSULTANT under this Agreement will be performed in a manner consistent with that degree of care and skill .ordinarily exercised by members of the same profession currently practicing under similar circumstances. 2 CONSULTANT shall be represented by a registered professional, licensed to practice in the State of Texas, at meetings of any officio! nature concerning the Project, including but not limited #o scope meetings, review meetings, pre-bid mee#ings, and preconstruction meetings. 3 The Texas Board of Professional Engineers, Austin, Texas has jurisdiction over individuals licensed under Title 22 of the Texas Administrative Code. 4 Acceptance of the final plans by CITY shall not constitute nor be deemed a release of the responsibility and liability of CONSULTANT, its employees, associates, agents or subcontractors for the accuracy and competency of their designs, work drawings, Plans and Specifications or other documents and Work; nor shall such acceptance be deemed an assumption of responsibility or liability by CITY for any defect in the designs, work drawings, Plans and Specifications or other documents and Work prepared by CONSULTANT, its employees, subconsultants, and agents. RIGHT OF REVIEW AND AUDIT .1 CONSULTANT agrees that CITY may review any and ali of the work performed by CONSULTANT under this Agreement. CITY is granted the right to audit, at C1TY's election, all of CONSULTANT's records and billings related to performance of this Agreement. CONSULTANT agrees to retain such records for a minimum of four {4) years following completion of this Agreement. Any payment, settlement, satisfaction, or release provided under this Agreement shall be subject to CITY`s rights as may be disclosed by such audit. ENTIRE AGREEMENT This Agreement, together with Attachments 1, 2, 3, and 4, represents the entire and integrated agreement between CITY and CONSULTANT and supersedes all prior negotiations, representations, or agreemen#s, either oral or written. This Agreement may be amended only by written instrument signed by both CITY and CONSULTANT. VENUE The obligations of the parties #o this Agreement shall be performable in the City of Schertz, which is located in Bexar, Corral, and Guadalupe Counties, Texas, and If legal action, such as civil litigation, is necessary in connection therewith, exclusive venue shall lie in Guadalupe County, Texas. NOTICES Except as may be provided elsewhere herein, all notices, communications, and reports required ar permitted under Phis Contract shall be personally delivered ar mailed to the respective party by depositing the same in the Uniked States Postal Service addressed to the applicable address shown below, unless and until either party is otherwise notified in writing by the other party of a 5D907375.2 2D change of such address. Mailed notices shall be deemed communicated as of five {5) calendar days of mailing. Notices provided via E-MAIL shall be deemed communicated as of the next business day after the notice is sent. If intended for CITY, to: City of Schertz, Engineering Department 1(3 Commercial Place Schertz, Texas 78154 If intended for CONSULTANT, to: The address listed on page 1 of this Agreement INDEPENDENT CONTRACTOR In performing services under this Agreement, the relationship between CITY and CONSULTANT is that of independent contractor. By the execution of this Agreement, CONSULTANT and CITY do not change the independent contractor status of CONSULTANT. CONSULTANT shall exercise independent judgment in performing its duties and obligations under this Agreement and is solely responsible for setting working hours, scheduling ar prioritizing the work flow and determining how the Services are to be performed. No term or provision of this Agreement or act of CONSULTANT in the performance of Phis Agreement shall be construed as making CONSULTANT the agent, servant or employee of CITY, or as making CONSULTANT or any of its agents or employees eligible for any fringe benefits, such as retirement, insurance and worker's compensation, which CITY provides to or for its employees. CAPTIONS The captions for the individual provisions of this Agreement are for informational purposes only and shall not be construed to effect or modify the substance of the terms and conditions of this Agreement to which any caption relates. 561 D7375.2 21 .. ~- . ~~ - =~ ,'~,' ATTACHMENT '~ SCOPE OF SERVICES SEE ATTACHED SCOPE AND FEE LETTER 5fl~tQ7375.2 Attachment 1, page 't u .. -_ -- . . ,, _ ,~ - -- -, ~~ _ }9~~p _ I _ .. -. 1 _ ... .h_ .. .. .. ... . '~ - ~.. Mr. Larry Dublin July 7, 2011 Page 2 Individual posts locations for the existing play structure will be surveyed as well as perimeter locations of fencing and edge of pavers on site. 2. The consultant will prepare a gener•aI topographic map for the proposed playscape project site, approximately 1 acre. The topographic reap will present a orre-foot contour itrtetval based upon fields survey utilizing a 50 foot grid. The location of trees and visible improvements will be irrclrzded on the reap. The general location ofpublic underground utilities will be sho~vrr based upon available reaps and records and results of "utility" locates. This work include meeting with City of Sclret•tz personnel to obtairr/teview fitture platys for infrastructure that may impact the project site. 3. The consultant will provide the City of Schet•tz with a pllotagraphic inventory of the existing playscape, This inventory will document the locations and forth of existing panels on site, with particular emphasis on the location of individual benefactor recognition panels, B. Schematic Plan Develo rnerrt 30% Cozrstrtrction Document Corn letiotr The consultant will prepare schematic plans (30% completion of Cotrstruction document preparation} for the proposed playscape site improvements illustrating general locations, sizes and relationships of inrprovenrerrts, materials acrd fotnrs of Colrstr'UCtion, and proposed equipment for use in development of the playscape facilities. These will be shown within context of the topographic and boutrdary serve}=. The Consultant will revie«= schematic plans with staff and document their cornznents for use during prepat•ation of the cozrstructiou document plans. The consultant will attezrd a rnaximutxr of one (1) meeting rvitlr the City of Sclrer-tz Staff for project review and coordination and to ensure tnaster- planning intent of the impravemerrts is cornmurricated to the conhactor. C. Construction Documents Pre aratiorr The consultant will prepare construction documents and speci~eatiorrs to allow constz•rzetiorr of the proposed playscape site improvements as outlined in a meeting with the Cit}= of Sclrertz Staff dated Jutre 21, 2011. Mr. Larry Dublin .TEtlyr 7, 2011 Page 3 Site layout plans with dimensional control information necessary to construct site improvements, including the general playscape location, site grading acid drainage, utility, and general pedestrian walkway improvements will be provided. The consultant ~,vill design grading plans with vertical information necessary for construction. Site drainage and storm sewer plans with information necessary for constr•uctiott will be provided with site details indicating specific information at~d data necessary for construction site i tnprovetnents. On March S, 2003 the National Pollution Discharge Elimination System (NPDES) permitting authority was transferred over to the Texas Commission on Entrirorunental Quality (TCEQ). TCEQ's genet•aI permit (TPDES COT1strElCtlon General Permit TXR 150000) combines large construction activity (5 or more acres) and small construction activity {1 to less than 5 -acres) requirements for alI projects in the state of Texas. The eonstr•Erctiott activity for the park is anticipated ro be u-~der one acre, therefore, this pt•oject falls under small construction activity requirements. 1. We will prepare the Stor•tn Water Pollution Prevention Plan and furnish to tl~e City of Schertz. We must have the contractor display the plan at the job site and update the plan accordingly to the requirements Iisted in the SWP3..The contractor trust follow the plan and the local MS4 operator trust be notified 4$ laours prior to the start of tlae construction. By la~v, this is a separate plan from the erosion and sedimentation control plan contained iti the construction drawings. This is a compliance document ~vhieh both the City and the contractor are t•equired by federal la~v to follow. We will prepare the Engineer's summary Ietter• 1 drainage report addressing requirements of the City of Schertz with respect to site drainage and floodplain. The consuItatrt will deliver to the O~vr~et• one (1) original lssue Far Construction set of construction documents and specifwcations and PDF' documents of the same. IVIr. Larry Dublin July 7, 2411 Page 4 The consultant will attend a maximum of ttivo(2} meetings with the City of Sc11er-iz for project review anti coordination. D. Re ulatory Services The consultant will prepare documents and drawings as reasonably required by the following gover•nrllental authorities to comply with permitting requirements that are in effect an the date oftllis agreement: ® The City of Scher-tz Site Plan Preparation Application permit. ® City of Scller•tz Floodplain Development Permit. Texas Depat~ment of Licerlsirlg and Registration - Texas Accessibility Review (The consultant will register the project for accessibility with TDLR or the appropriate authorized agent as required prior to consfi•uctiorl and make design modifications specifically identified by TDLR or the appropriate authorized agent as part of their pre-construction review.) ® Texas Commission far >/nvirallrnerltal Quality (TCEQ) - Stortnrvater Prevention Platt (SWPPP) As is reasonably necessary, the consultant will evaluate, confer and respond to governrllent staff and review comments regarding proposed improveltlents at the park site, including attending public hearings to address permitting issues if applicable. The consultant will make design nlodificatiorls as requested by the applicable governmental autllor•ities alld approved by City Staff as they apply to the park components. E. Constrtrctioll Phase Services TI1e design team will participate in a preconsh'uction conference prior to co111r11er1cer11ent of Work at t11e Site and provide assistance during the construction phase by reviewing contractor shop drawings when appropriate, visiting the project site at appropriate intervals to observe the progress and quality of the Work completed by the Contractor. Sttcll visits and observations are not intended to be an exhaustive check or a detailed inspection of the Contractor's work. Observations are to allow LUCK Design Teatn or its assigns, as experienced professionals, to become generally familiar V4'1t11 the Wo1'k ill progress and to determine, lr1 gB11eI'al, if the Work is proceeding in accordance with the Contract Documents. Mz•. Larry Dublin J€zly 7, 2011 Page 5 We anticipate that an average of one site visit every tlvo weeks (for two hours each visit) will be made during the construction phase of the project, ~vlzich is projected to Iast three months. A total of six cozzstructian site visits is included in this scope of services. LUCK Design Team shall not be responsible for any acts or omissions of the Contractor, subcontractor, any entity performing any portions of the Work, or any agents or employees of a~~y of them. LUCK Design Team does not guarantee tl~e performance of tl~e Contractor and shall not be responsible far the Contractor's fail€n•e to perform its Work in accordance with tl~e Contract Documents or any applicable laws, codes, rules or regulations. The design team will recommond to the Owner that Contractor's work be disapproved and rejected while it is in progress if, on the basis of st~cl~ observations, LUCK Design Team believes that such work will not produce a completed Project that conforms generally to the Contract Doezunents or that it will prejudice the integz•it}' of the design concept of the completed Project as a fi~~3ctioning whole as indicated in the Contract Docuzrzents. The design team ~vil1 iss€~e necessazy clarifications and interpretations of the Contract Documents as appropriate to the orderly completion of Contractor's work. Such clarifications and interpretations will be ca~~sistent r~vith the intent of and reasonably i~~fezable fiozn the Contract Documents. LUCK Design Team may issue Field Orders authorizing minor variations fi•ozn the req€iireznents of the Contract Documents. We will recommend Change Orders and Work Change Directives to the Owner, as appropriate, and prepare Change Orders and Work Change Directives as req€tired and determine the appropriate pay amounts due Contractor, based on observations by LUCK Design Team or its assigns, as experienced and qualified design professionals and on review of Applications for payment and accompanying supporting documentation. A final walk-through of the construction site with the Owner's representative and the Contractor prior to the preparation of a final pouch list will also be conducted. Mc. Larry Dublin July 7, 2D 1 I Page b H. SCOPE OF SERVICES -CITY OF SCHERTZ BASEBALL COMPLEX PHASE 2 IMPROVEMENTS A. Base Mappi~ 1, Tl~e consultant will prepare a general topographic reap for the City of Schertz Baseball Complex phase 2 hnprovernents, approximately 1D acres. The topographic neap will present aone- foot contour interval based upon fields survey utilizing a SD foot grid. The location of trees and visible improvements will be included on the reap. The general location of public underground utilities will be slto~vn based upon available r~~aps arud records and results of "lrtrhty" locates. This work include meeting with City of Schertz personnel to obtain/review future plans for• infrastructure that may impact the project site. Ili addition, soil boring locations and surface elevation will be established by field survey. 2. The consultant will provide the City of Schertz with a subdivision plat of the City owned properties. This plat will comply with the requirements of a Minor Plat per the City of Schertz Unified Development Code, being 4 fats or less and having access to existing thoroughfares. The platted properties will include the properties on the east side of Dietz Creek, tl~e ball park property, the City Hall properties, and the Poiice/Fire/EMS properties. 3. The consultant will provide the City of Schertz with a geotechnical ceporfi for the Phase 2 improvements at tl~e Schertz Baseball Complex. The report shall include four (4} boring locations at the site - (1 } - I S' deep boring for tine concession building acid (3} - 2D' borings for sports field lighting. Design recornmer~dations for foundation, sports field lighting and stcuretural recommendations will be provided. B. Schematic Plan Develo went 3D% Construction Document Completion The consultant will prepare schematic plans (30% completion of construction document preparation} for the Schertz Baseball Complex Please 2 improvements illustrating general locations, sizes and relationships of irnprovernents, materials and forms of eonstructiori, and Mr• Larry Dublin July 7, 2011 Page 7 proposed equipment for tlse in development of the park facilities. These will be shown within context of the topographic and boundary survey. Material cut-sheets as necessary to illustrate design characteristics of selected equipment, finishes and materials will alsa be included. The schematic plan will build upon the Schertz Cominuliity Park Master Plan dated 2004 and upon the paI'king study conducted by iVlcCraty and Associates {received by the design team June 2011.) The consultant will prepare a revised opinion of probable construction costs for itnprovetnents and review schematic plans with staff and document their comments for use during preparation of design development plans. The consultant will attend a Inaxitnutxt of three (3) meetings with the City of Schertz Staff for project review and coorditzation and to ensure master- planz~ing intent of the improvements is carried into the early stages of the construction document preparation. C. Desi ~ Devela ~inent 60% Construction Document Com letion The consultant will prepare schematic plans {60% completion of construction document preparation} for the Schertz Baseball Cotuplex Phase 2 site improvements illustrating genezal locations, sizes and relationships of improvements, materials alzd forms of construction, and proposed equipment for use in development of the park facilities. The design development plans will be prepared for City of Schertz review and cotnmez~t. The design team will finalize locations at~d cotafigurations of site at~d recreational facility improvements and illustrate in digital form. Design development site plans will identify types az~d size regzziretnents of site elements including site recreational amenities, access and eircztlatiol~ routes, electrical utilities, pedestrian circulation routes, and landscape and irrigation improvements. Design development plans will also coordinate site grading, vet utilities itnpravelnents, water quality iznprovetnents and arcl~itecturaI ilrtprovetnet~ts. Project phasing will be indicated on these plans, if applicable, Material cut-sheets as needed to illustrate the final designs proposed at the park will be provided. A revised opinion of probable consh•uctioll costs for park improvements will also be prepared. Mr. Larry Dt-bli-~ July 7, 2011 Page 8 Tl~e consultant will attend a maxima-al of three (3) meeti--gs ~vitl~ the City of Sche--tz for project review and eoordi-iatio-~. D. Constr~-etion Documents Pre~al~ation Tl~e consultant wil! preps-•e construction doc~-ments and specifications to allow biddi-~g and construction of the proposed Schertz Baseball Complex Phase 2 project. Site layout plans with dimensional control information necessary to construct site improvements, including genera( building locations, site grading and drainage, utility, site lighting for the ball fields a-ad general pedestrian walkway improvements will be provided. B~-ilding plans, as needed, to construct the new cot3cessia-~ building within the park will be provided. These pla-~s may include floor plans, elevatio-~s, wall sections, interior finish pla-~s and elevations and construction details needed for constr~-ction of improvements. The cansultan# will design grading plans with vertical i-iformation -~eeessary far construction. Site drainage and storm sewer plans with information necessary for construction will be provided with site details indicating specific information and data necessary for construction site improvements. Landscape and irrigation plans a-id details necessary for co-~structio-i of the park improvements will be provided as well. It is assumed that the water satn•ee For the irrigation r~vill be from a metered potable water line that may be supplemented with treated water fro-n tl~e adjacent City of Schertz Water Treatment Plant. On March 5, 2003 the National Pollution Discharge Elimination Syste-n (NPDES) permitting authority was transferred aver to the Texas Commission on E-iviranmental Quality {TCEQ)• TCEQ's general permit (TPDES construction General Permit TXR 150000) combines la-•ge co-istruction activity (5 or more acres} and small construction activity (1 to less than 5 -acres) requirements for all projects ij~ the state of Texas, The construction activity for the park is anticipated to be over five acres; therefore, this project Falls under la-•ge constrr-etion activity requirements. Mr. Larry Dublin July 7, 2011 Page 9 We will prepare the Storrn Water Pollution Prevention Plan and furnish to the City of Seher•tz. We must have tl~e contractor display flee plan at the job site and update the plan accordingly to the requirements listed ire the SWP3. The contractor must follow the plan and the local MS4 operator must be notified ~$ hours prior to the start of the construction. A Notice of Intent (NOI} form and an applicatiorr fee is required under large construction activity guidelines, A Construction Site Notice is required to be posted which will be provided within the SW3P under this scope of services, By law, this is a separate plan from the erosion and sedimentation control plan contained in the constr'~ECtian drawings. This is a compliance document which both the City and the contractor are required by federal la~v to follow We will prepare the Engineer's summary letter / drainage report addressing requirements of the City of Scl~er~z with respect to site drainage and floodplain. We will prepare a water service plan to the Phase 2 improvements based on the City of Schertz design criteria. The water service plan will include the proposed water line from the existing nearby water source to the new concession building. The consultant will provide the City with a final opinion of probable construction costs for site impr•ovemerits at the 100% plan completion stage. Specifications and bidder instructions in CSI format and will be provided to assist staff in the preparation of bid packets and bid form formatting. The consultant will deliver to the Cwrrer one (1}original Issue For Bid set of construction documents and specifications and PDF documents of the same for bidding purposes. Bidding contractor's will be responsible for purchasing all bid sets at cast. The consultant will attend a maximum of three (3) meetings with the City of Scher•tz for project review and coordination Mr. Larry Dublin July 7, 2011 Page 10 E. Re ttg lator•y Services The consultant will prepare documents and drawings as reasonably required by tl~e following govett~tnental author•tttes to comply with permitting requirements that are in effect on the date of this agreement: + The City of Schertz Site Plan Preparation Application permit. ® City of Schertz Floodplain Development Pet•rnit. ® Texas Departrrtent of Licensing and Registration - Texas Accessibility Review {The consultant will register the project fot• accessibility with TDLR or tl~e appropriate authorized agent as required prior to construction and make design tnodifteations specifically identified by TDLR ot• the appropriate authorized agent as part of their pre-construction review.) + Texas Conimissiori for Environmental Quality (TCEQ) - Storrntivater Prevention Plan (SWPPP) As is reasonably necessary, the consultant will evaluate, confer and respond to government staff and review comments regarding proposed improvements at tl3e park site, including attending public bearings to address pertrtittiug issues if applicable. The cortsultarrt will make design modifications as requested by the applicable governmental authorities and approved by Cit}~ Staff as they apply to the park components. F. Bidding Services The design learn will provide assistance during the bidding phase by atts~vering technical questions from contractors and conducting apse-bid meeting with the City and potential contractors. Bid packets consisting of project specifications and platys and bid "form formatting, utilizing fr•orit- end documents preferred by the City of Schertz will be prepared and issued. The design team will tabulate contractor bids in a spreadsheet format for City review. Mr. LaI•Iy Dublin Jlily ~, 2011 Page 11 G. Construction Phase Services TIIe design team will participate in a pI•eeonstruction coltfere~~ce prior to colnmellcetneut of Work at the Site and provide assistance during the COllstrlECt10I7 phase by I•evie~ving contractor shop drawings when appropriate, visiting the project site at appropriate intervals to observe the pIogress and quality of the Work completed by the Contractor. StEeh visits and observations are not intended to be an exhaustive check or a detailed inspection of the Contractor's work. Observations are to allow LUCK Design Team or its assigl~s, as expel•iellced professionals, to become generally farniliar with t11e Work in progress and to determine, iII general, if the Work is proceeding in accordance vvith the Contract DOCLItl3ellts. We anticipate that an average of one site visit every two tiveeks (for hvo hours each visit) will be made during the construction phase of the project, which is projected to last six months. A total of twelve construction site visits is included iII this scope of services. LUCK Design Teai~~ shall not be respol~sible far any acts or omissions of the Contractor, subcontractor, any entity performing any pOI'tion5 of the Work, oI• any agents or employees of any of them. LUCK Design Team does not guarantee tl~e performance of the Contractor and shall not be responsible for the Contractor's failure to perform its Work in accordance with the CoIIhact Documents or aEly applicable laws, codes, rules or regulations. The design team will recoln~nend to the Owner that Contractor's work be disapproved and rejected while it is in progress if, on the basis of such observations, LUCK Design Tealn believes that such work will not produce a completed Project that conforms generally to the Contract Documents or that it will prejudice the integrity of the design concept of the completed Project as a functioning whole as indicated in the Contract Documents. The design team will issue necessary clarifications and interpretations of the Contract Documents as appropriate to the orderly completion of Co~ItI•aetor's work. Sucli clarifications and interpretations «riIl be consistent with the intent of and reasonably infe-'able from the Co~rtract Documents. LUCK Design Team may issue Field Orders authorizing minor variations from the requirements of the Contract Documents. Mr. Larry Dublin July 7, 2011 Page l2 1Ve will recommend Change Orders and Work Change Directives to the Owner, as appropriate, and prepare Change Orders and Work Change Directives as required and determine the appropriate pay amounts due Contractor, based on observations by LUCK Design Team or its assigns, as experienced axed qualified design professionals and on review of Applications for Payment and accornpanyi~ig supporting documentation. A fznal walk-through of the construction site with tl~e Owner's representative and the Contractor prior to the preparation of a final punch list will also be conducted. III. SCDPE OF SERVICES ~ SCHERTZ SOCCER COMPLEX A. Base Mapping 1. Tl~e cansulta~tt will prepare a general topographic rxtap for the Maske Road Improvement Area. Tlie topographic reap will present a one-foot contour interval based upon fields survey utilizing a 50 foot grid. The location of trees and visible improverneuts will be included on the n1ap. The general location of public underground utilities will be shown based upon available maps and records and results of "utility" locates. This work include meeting with City of Scher-tz personnel to obtain/review fixture plans for infrastruchu•e that may impact the project site. hr addition, soil boring locations and surface elevation will be established by field survey. 2. The carrsultant will provide flee City of Schertz with a geotecl3rrical report for the Please I improvements at the Gary Sports Complex. The report shall include six (6) boring lacations at the site - (1) - 15' deep boring for the concession building and (S) 20' borings for sports field lighting. Design recommendations for foundation, sports field lighting and structural reeornrnendations will 6e provided. B. Master Plan and Concept Design Development The consultant will work with the client to prepare and finalize the overall design for the City of SCllel'tz Soccer Complex by determining user Mr. Larry Dublin Duly 'r, zo 11 Page 13 requirements and design objectives, project budget, acid operations and maintenance standards. The consultant will prepare one {1) black and ~vlaite concept master plan to illustrate the corieept and character of the project at a scale deemed appropriate in conjunction with the topographic base map. The consultant will present this design concept to the client and tl~e SAYSA Board at one (1) meeting. We will make necessary revisions to the design based on client review to coordinate the completion of the project's goals and objectives. The consultant will then prepare one (1) rendered foal concept master plan far City use and an opinion of probable construction costs for the preferred concept master plan for City review and comment. The consultant will attend apre-development meeting as organized by City staff to review development issues and project pt•ocedttres. The consultant will attend a City of Schertz Parks Board Meeting and present the Staff approved Schertz Soccer Complex Master plan for review and comment. C. Schetuatic Plan Develo meat 30% Construction Document Cotn letion The consultant will prepare schematic plans (30% completion of COIlstl'lletlbil document preparation) far the City of Schertz Soccer Complex site improvements illustrating general locations, sizes and relationships of ilnprovemelrts, materials and forms of construction, and proposed equipment for use in development of tl~e park facilities. These will be shown within context of the topographic and bou~~dary survey. Material cut-sheets as necessary to illustrate design characteristics of selected equipment, finishes and materials will also be included. The consultant will prepare a revised opiniol~ of probable construction costs for improvements and review schematic plans with staff and document their comments for use during preparation of design development plans. The consultant will attend a maxim>,nn of four (4) meetings with the City of Schet•tz Staff for project review and coordination and to ensure master- Mr•. Larry Dublin July 7, 2011 Page 14 planning intent of the improvements is carried into the early stages of the construction doaunent preparation. D. Design Development !60% Constrrtction Document Com letion} The consultant will prepare schematic plans (&0% completion of construction document preparation) for the City of Schertz Soccer Complex site improvements illustrating general locations, sizes and relationships of improvements, materials and forms of COllstl'llCtiOn, and proposed equipment for use in developrner~t of tl~e park facilities. Tl~e design development pla~~s will be prepared for City of Schertz review and comment. Tyre design team will finalize locations and canfgurations of site and recreational facility irnpr•ovemerrts and illustrate in digital form. Design development site plans will identify types and size requirements of site elements including site recreational amerrities, access and circulation routes, electrical utilities, pedestrian circulation routes, and landscape and irrigation improvements. Design development plans will also coordinate site grading, ,vet utilities it~iprovements, water quality improvements and architectural improvements. Project phasing will be indicated an these plans, if applicable. Material cut-sheets as needed to illustrate the final designs proposed at the park will be provided, A revised opinion of probable construction costs far park improvements will also be prepared. Tl~e consultant will attend a maximum of three {3} meetings with tine City of Scher'tz far project review and coordination. E. Cor~struetiori Documents Pre oration- On Site Tl~e consultant will prepare construction documents and specifications to allow bidding and construction of the proposed City of Schertz Soccer Complex site improver~lents . Site Iayout plans with dimensional control information necessary to construct site irnprovernents, including general building locations, site grading acid droinage, utility, site lighting for the ball fields and general pedestrian walkway improvements will be provided. Mr. Larry Dublin July 7, 2011 Page 1 S Building plans, as needed, to construct the new concession building within the park will 6e provided. These plans may include floor plans, elevations, wall sections, interior finish plans and elevations and construction details needed for construction of itnprovetnents. The consultant will design grading plans with vertical information Necessary far COtlstl'uCllon. Site drainage and storm sewer plans with infortnatian necessary for construction will be provided with site details indicating specific infot•tnation and data Necessary for construction site improvements. Landscape aNd irrigatioN plans and details necessary for cot~structiatt of the pat•k improvements will be provided as well, It is assumed that the water source for the irrigation will be from an on-site well location. ON Marclt S, 2003 the National Pollution Discharge Elimination System (NPDES) permitting authority was transferred over to the Texas ComtnissioN on Envirotrlnental Quality {TCEQ). TCEQ's general permit {TPDES construction Genet•al Permit TXR 150000) combines large construction activity (S or more acres} and small construction activity {1 to less than S -acres) requirements for all projects in the state of Texas. The col~struction activity for the park is anticipated to be over five acres; therefore, this project falls under large construction activity ~•equirements• We will pt•epare the Storm Water Pollution Prevention Plan at~d firrnisl~ to the City of Schertz. We mast have the contractor display the plan at the job site and update the plan accordingly to the requirements listed in the SWP3. The contractor must follow the plan and the local MS4 operator must be notified 48 hours prior to the start of the construction. A Notice of hitent (NOI} fotin and an application f'ee is required under large cotxstrttctiot3 activity guidelines. A Construction Site Notice is required to be posted wltieh will be provided within the SW3P under this scope of services. By law, this is a separate plan from the erasion and sedimentation control plan contained in the car~struction drawings. This is a compliance document ~vhieh both the City and the contractor are required by federal law to follarv Mr. Garry Dublin ruly ~, 20I 1 Page l G We will prepare the Engineer's summary letter / drainage report addressing recluiremettts of the City of Schertz with respect to site drainage. We will prepare a water service plan to the Phase l improvements based on the City of Schertz design criteria. The water service plan will include the proposed watet• line from the existing neat•by water source to the new concession building. The consultant will provide the City with a final apittion of probable construction costs for site improvements at the I00% plan completion stage. Specifications and bidder instructions itt CSI fot•tnat and will be provided to assist staff in the preparation of bid packets and bid forth formatting. The cotts~tltattt will deliver to the Qwner one (lj original Issue Fot• Bid set of construction documents and specifications and PDF documents of the same for bidding purposes. Bidding contractors will be responsible for purchasing all bid sets at cost. The consultant will attend a tnaxitnum of three (3) meetings with the City of Schertz for project review and coordination F. Construction Documents Pte aratiott- Off Site Maske Road The consultant ~vtll prepare the necessary design for the offsite inftastt•ueritre improvements of >Vlaske Road. The offsite impt•ovemeuts will extend froth approximately 100 feet west of the Soccer Fields to the limits of the Dietz Creek bridge east of the fields; a total length of approximately 2,500 feet. The road improvements will consist of the It•eeonstt•uctiott of the existing two-lane road to a three lane road with curb and sidewalk on one side and cut•b and a tttulti-use path on the other, underground storm sewer system, attd installation of approximately 2,500 feet of 12-inch water line. The consultant will design the necessary street plan and profiles, cross-sections with horizontal and vertical information necessary for construction. The consultant will design a stot•tn sewer system ~vitlt the capacity of the 25-year storm event for tine contributing watershed; a possible dtaittage easement from the soccer fields to Dietz Creek tnay also be necessary to hand the runoff flow anticipated. Additional plats provided by the consultant will include a traffic control Mr•. Larry Dublin July 7, 2011 Page 17 tplan, project phasing plan, erosion control plan, drainage, pavement marking and signage, altd utility construction plans for water and sewer. Design for any necessary adjustrnerlthelocation of gas, electric, o!• cornrnunication facilities will not be provided ir1 this contract but will be brought to the attention of the City for filrtller coordination with appropriate agencies. G. Regulator,~ices The consultant will prepare documents and drawings as reasonably required by the following governmental authorities to comply «7ith permitting requirements that aze in effect on the date of this agreement: ® TI1e City of Scllertz Site Plan Preparation Application permit. ® Texas Department of Licensing and Registration - Texas Accessibility Review (TI1e consultant will register the project for accessibility with TDLR or the appropriate authorized agent as required prior to Constr'llCtlOn alld make design modifications specifically idetltified by TDLR or the appropriate authorized agent as part of their pre-construction revielv.) • Texas Commission for Ertvironrllental Quality (TCEQ) - Storrnwater Prevention Plan (SWPPP) As is reasonably necessary, the consultant will evaluate, confer and respond to government staff and review comments regarding proposed improvements a# the park site, including attending public 1learirigs to address permitting issues if applicable. The consultant will make design modifications as requested by the apl~licable governmental authorities and approved by City Staff as they apply to the park cotxapouettts. H• Biddin Services T11e design team will provide assistance dit!•ing the bidding phase by arls~vering technical questions from contractors and conducting apre-bid meeting with the City and potential contractors. Bid packets consisting of project specifications and plans and bid form forulatting, utlltzing frorlt- end docul11er1ts preferred by the City of Scllertz will be prepared and issrled. Mr. La-•ry Dublin .litly 7, 2011 Page 1 S The design team will tabulate co~ttt•actor bids in a spreadsheet format fot• City review. L Construction Phase Services The design team will participate in a preconstruction conference prior to co~~~tnertcement of Work at the Site and provide assistance during the construction please by reviewing contractor shop d~•awings whey appropriate, visiting the project site at appropriate intervals to observe the progress and quality of the Work completed by the Contractor. Such visits and observations are not intended to be an exhaustive check or a detailed inspection of the Contractor's work. Observations are to allow LUCK Design Team or its assigns, as eapetiet~ced professionals, to become generally familiar with the Work in progress and to determine, in general, if tl~e Work is proceeding in accordance with the Contract Documents. We anticipate that an average of one site visit every two weeks (far tGVo hours each visit) will be made during the construction phase of the project, which is projected to last hvelve months. A total of twe~~ty-for~r construction site visits is i~rclt~ded itt this scope of services. LUCK Design Team shall not be responsible for any acts or omissions of the Contractor, subcontractor, any entity performing any portions of the Work, or any agents or• employees of any of them. LUCK Design Team does not gt[a-•a~~tee tine performance of tl~e Contractor and shall tlot be responsible for tine Contractor's failure to perform its Work in accordance with the Contract Documents or any applicable laws, codes, roles or regr~latiot3s. The desig~i team will recommend to the Owner that Contractor's work be disapproved and rejected while it is i~7 progress if, on the basis of such observations, LUCK Design Team believes that such work will not produce a completed Project that conforms generally to the Contract Documents or that it will prejudice the integrity of the design concept of the completed Project as a fitnctioning whole as indicated in the Contract Documents. The design team will issue necessary clat•ifications and interpretations of the Contract Documents as appropriate to the orderly completion of Co~itractot•'s work, Such clarifcations and interpretations will be Mr. Lar'r•y Dublin July 7, 20I 1 Page 19 consistent with the intent of and reasonably inferable from the Contract Documents. LUCK Design Team may issue Field Orders atrtlior•izing mirror variations from the r•egrlirelnents of the Contract Docutnerrts. We will recornrnend Change Orders and Work Change Directives to the Owner, as appropriate, and prepare Change Orders and Work Change Directives as required and determine the appropriate pay amounts due Contractor, based o-3 observations by LUCK Design Team or its assiglrs, as experienced and qualified design professionals and on review of Applications for• Payment and accompanying supporting documentation. A final walk-through of the COr1stl'uctrOI1 site with the Owner's representative acrd the Contractor prior to the preparation of a final punch list will also be conducted. IV. CLIENT RESPONSIBILTIES AND PROJECT ASSUMPTIONS Construction phase surveying services are NOT included in this scope of services. Design of future COMA or• SAWS facilities are NOT included in this scope of services. Elements included for design under the scope of services for the Pla r roruid Renovations include: ® Relocation of the existing playscape to the west side of the YMCA building. • Grading and drainage. • Landscaping clad irrigation. • Accessible concrete walks from the parkilrg area to the west of the proposed site to the playscape. Elements included for design under the scope of services for the Scher•tz Baseball Complex Phase 2,,Im roe ~eme~lts include: • Restroorn Concession Building (1,600 sf} which includes the corrcr•ete foundation system, restraorn, concessions, mechanical, electrical and plumbing systems. Mr•. Larry Dublin July 7, 2Q I l Page 20 • (3) natural surface baseball fields with irrigation, lighting and laser grading, backstops, dugouts and miscellaneous site amenities. • Area lighting for the proposed parking area. • Access Drive and Parking ors the north side of the fields (approximately 164 parking spaces}. • On Site Phase 2 Utilities -water and ~vaste~vater to building. • Grading and drainage. • Landscaping and irrigation. • Miscellaneous concrete r.valks and flarivork around tlae building and three baseball fields. Elements included for design under the scope of services for the Schertz Soccer fields include: • Restroorn Concession Building (~1,80o sf) which includes the concrete foundation system, r•estroom, concessions, rnecharrical, electrical and pltrrnbing systems. • A 24' wide overhead shade canopy around the perui~eter of the restroom concession building. • Referee Building (Gfl0 sf} 1vl~ich includes the concrete foundation system, restroorn, concessions, mechanical, electrical and plumbing systems. • (l4) natural surface soccer fields with irrigation, lighting ar~d laser grading. • Perimeter fencing around the athletic fields. • Bleachers on both sides of the Championship field and press bax on one side of the championship field. • Area lighting associated with the perimeter road packing. • Perimeter Access Drive and Parking. • Internal Loop Drive and Parking {between the Championship Field and the restroom concession building. • Parking Site utilities -water and wastewater to proposed building from connection point at the site and Maske Road. • Grading and drainage. • Landscaping and irrigation. ® Entry Signage. We understand that none of the sites are located over the Ed~vards's Aquifer Kecl~arge Zone; therefore, a Water PoIlutior~ Abatement Playa {WPAP) will riot M€•. Larry Dublin July 7, 2011 Page 21 need to be prepared or submitted to the Texas Commission on Environmental Quality (TCEQ) for review. The floodplain note will be based on the cl~rrent flood insurance rate snaps prepared by F.E.M.A. or City approved drainage study only. The fee does not include preparation of a floodplain study for the Soccer Complex or research to determine if one is necessary or has been performed, or detailed drainage studies for all three sites to analyze ca~rveyance of off-site runoff iuvolvij~g HEC-l, HEC-2 or other similar hydrologic or hydra€€lic analyses including survey cross sections, geld notes and easements. The fee does not include CLOMR or LOMR preparation or commu~~icatiou with h.E.M.A. We €uaderstand that the project sites will not develop ~vitl~in tl~e `High Water Mark" of the flood4vay; therefore, coordination with the U.S. Army Corps of Engineers is not required nor part of this scope of services. Per conversations with City of Schertz Staff, eve understand that the project does not have any Planned Development District (PDD) restrictions for parks. All o»-site utility will be private systems and will not €•egriire co~~struction inspection fees, plan and profile design, or construction cut sheets. It is assumed that the proposed water service line to the Phase 2 Baseball Complex restroo€n facility and the ne~v soccer restroom facility and referee's building will NOT provide fire protection. Tl~e fallowing services are excluded unless specifically included in the proposal. Enviro~~mental assessments, wetlands, endangered species, and KARST feature investigations. Archeological studies. Since the proposed fields ace designed on existing ball fields, €io archeological studies are aj~ticipated or included in this scope of work. Desig~l of detention and water quality facilities is not included in this proposal. Mr. Larry Dublin July 7, 2011 Page 22 The project ~vili be bid as a single bid contract for each the Scl~ertz Baseball Complex Phase 2 Itnprovernents acid the Schet•tz Soccer Cotuplex but may include bid alternates as determined by the Client and the Consultant, Preparing documents for separate or sequential bids and providing otrt-of sequence services requested by the Owner are specifically not included in this scope of services. Providing services for furniture, fixtures and equipment (FF&E) and professional Interior Design Services are specifically not included in this scope of services. V. BASIS OF COMPENSATION The fees for services stated will be as follows: Item Descri tion: PLAYGROUND RENOVATIONS Fee Basis Fee 1 Al Topographic Survey of Existing Playscape Lump Sum $2,600 lA2 Topographic Survey of Proposed Playscape Lacatioti L~unp Sum $2,500 1A3 Photographic Inventory of Existing Playscape Lump Srun $2,000 1 B Schematic Plan Development {30% Construction Document Completion) Lurnp Sutn $2,800 1 C Construction Documents Preparation Lurn Stun $2 600 1D Regulator Services Lurn Sum $3, ~ ao lE CQI]StrltetlOIl Phase Services Lutn Sl2tn $2,M0 1F Reimbursable Expenses Estimated Ltrmp Sztn~ $1,200 Total Desi n Fee: $19,500 MI•, Larry Dublin July 7, 2011 Page 23 Item Desc~•iption: SCHERTZ BASEBALL COMPLEX PHASE 2 IMPRO VEMENTS Fee 2A1 Topographic Survey Lum Sum $b,600 2A2 Platting of City Pro erty Lum Sinn $5,900 2A3 Geotechnical E~Igineering Study Lump Sum $7,200 2B Scl~elnatic Pla~~ De~~elopment (30% C©I7SCPUCtIOn Document Completion) Lump Sum $1b,~00 2C Design Development (b0% Co~lstruction Document Completion) Lump Stun $24,800 2D Collsh•uetion Documents Preparation Lwnp Sum $38,800 2E Regulatory Services Lump Suln $5,b00 ZF Bidding Services Lump Sum $3,200 2G Construction Phase Services Lump Sum $10,900 2H Reimbursable Expenses Estimated Lump Sum $12,500 Total Design Fee: $131,500 Item Descr•i tion: SCHERTZ SOCCER COMPLEX Fee Basis Fee 3A1 Topographic Survey (Maske Road) Lurxrp Srnn $1,500 3A2 Geotechnical Engineel•i~rg Study Lump Sum $11,100 3B Master Plan and Concept Desi rr Developlllent Lum Sr~m $12,900 3C Schematic Plan Development (30% Co~rstruction Document Completion) Lump Srun $35,700 3D Design Developn-Ient (b0% Construction Document Completion) Lump Suni $57,800 3E Construction Documents Preparation- On Site Lump SrEtn $7b,700 3F Construction Documents Preparation Off Site (Maske Road Lump Sum $71,800 3G Regulator Services Lump Sum $3,500 3H Biddin Services Linn Sum $7,200 3I Construction Phase Services Lump Sum $30,600 3J Reimbursable Expenses Lump Sum $16,000 Total Design Fee: $32,800 ME•. Larry l~ubli~z July 7, 201 1 Page 24 Billing will be tin a nzontlily basis as work progresses. Reimbursable expenses (billed' as cast plz~s 10°1a} will be billed in addition to the total design fee as reimbursable expenses are accrued. Additional services {all services not slzown an Scope of Services) will be billed oz1 an agreed upon luzrzp sum fee. This proposal does not inclR~de services performed prior to the execution of this agreement or services na# specifically addressed in "The Scope of Services", We appreciate the opportunity to be of service and look forward to assisting you izr the develapnzent of this project, Upon your review of this proposal, please call if you have any questions. ATTACHMENT 2 PROJECT DESIGN PHASES TIMELINE ACTIVITY PRICING TIMELINE IN CALENDAR DAYS 30% DESIGN 35% COMPENSATION $ 45 DAYS 60% DESIGN (25% COMPENSATION $ 30 DAYS 90% DESIGN 20% COMPENSATION) $ 30 DAYS BID DOCUMENTS 5% COMPENSATION $ 20 DAYS CONSTRUCTION PHASE 15% COMPENSATION $ SEE ATTACHED SCOPE AND FEE LETTER 541fl7375.2 Attachment 2, page 1 ` - - _ - - - ~ - - K ;x .. k. a i , ` t. _.. _ ~ _ .., _ s _ .. ~ _ _. _~ ~_ ~_ _ _. _ _ _ ~ n..., .. _ 6 ~, 9N'91Z ~R'lBH~~ I _ .. ... .. .. c x mss .. ,-..~. ~?~~ ~ _ _ .6' 2.7. Audit or inventories required in connection with construction performed by CITY. 2.8. Services in making revisions to brawings and Specifications occasioned by the acceptance of substitutions proposed by CONSTRUCTION CONTRACTOR(S); and services after the award of each contracf in evalua#ing and determining the acceptability of an unreasonable or excessive number of substitutions proposed by CONSTRUCTION CONTRACTOR. 2.9. Services during out of town travel required of CONSULTANT. 2.90. Additional services during construction made necessary by: 2.10.1. Work damaged by fire or other cause during construction. 2.90.2. A significant amount of defective or neglected work of CONSTRUCTION CONTRACTOR{s). 2.90.3. Failure of performance of CONSTRUCTION CONTRACTOR(s). 2.10.4. Acceleration of the progress schedule required by CITY involving services beyond normal working hours. 2.10.5. Default by CONSTRUCTION CONTRACTOR(s). 2.11. Providing extensive assistance in the utilization of any equipment ar system such as inifial start-up or testing, adjusting and balancing, preparation of operation and maintenance manuals, training personnel for operation and maintenance, and consultation during operation. 2.12. Providing services relative to future facilities, systems and equipment which are not intended to be constructed during the Construction Phase. 2.13. Services after completion of the construction phase, such as inspections during any guaranteed period and reporting observed discrepancies under guarantee called for in any contract for the Project. 2.14. Providing services of Geotechnical Engineering Firm to perform test borings and other soil or foundation investigations and related analysis. 2,15, Additional copies of contract documen#s, review documents, bidding documents, reports, drawings and specifications over the number specified in the Base Contract, 2.16. Preparation of all documents dea{ing with 404 permits, highway permits, and railroad agreements. 2.17. Preparation of driveway plats. 2.18. Providing photographs, renderings or models for CITY use. 2.19. Providing services of aerial mapping firm, 2.20. Providing services to investigate existing conditions or facili#ies or to make measured drawings thereof or to verify the accuracy of drawings or other information Furnished by CITY. 2.21. Providing services for exploration of utilities to include detailed measurements, surveys and verification of information provided by CITY andlor utility companies. 50907375.2 Atfaehment 3, page 2 ~. ` - .u ~: v~- - .~, ~'~'~ ~~- : ~~ e ' `~ -~ ~~= ~~ ~' ,~ is w~ ~ -,, s,~ ~' ® ~ ~~,'~ ~ - s big, ~~~ _ ~` _ ~ y~ ~ I _ ~- V .._ _..._ c R ~'~'~~~ GERTtFICATE OF LIABILITY fNSURANCE ` °A'~~""~'°"'~''' " 07!18/2011 ~O°°L~~ THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION NELSaN ROBINSON AGENCY ONLY ANO CONFERS NO RIGHTS UPON THE CERTIFICATE 9800 NORTH LAMAR 5TE i$0 HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTENq OR , AUSTIN TI_XA5 7 AtTER THE COVERAGE AFFORDEq 6Y THE POLICIES BELOW. , 78 53 512-835-5644 INSURERS AFFORIIING COVERAGE NAIC # ENSU REp iNSURER~L• CNA 8RE7 LUCK 1NSUR~rta: TEXAS MUTUAL INSURANCfi LUCK DESIGN TEAM, LLC 8Efl0 ESCARPM T V INSURERa EN BL D, STE 754-4 AUSTIN TEXAS T8749 INSURER n: , rrssURER ~: THE POLICIES OF )NSURANCE L15TE0 BELOW NAVE BEE7~f 15SUED TDTHE ENSURED NAMEO A6DVE FDR THE POIrtCY PERIOD INDICATEp. NOTWITHSTANDING ANY REQUIREMENT, TEf2M OR CONDITION OF ANY CONTRACT OR OTHER DO(~JMENT WITH RESPECT TO WHICH THIS GERTIFIAATE MAY SE 135UED OR MAY PERTAIN, THE fNSURANCE AFFORDED SY THE POllGIES DESGRfBED HEREIN I5 SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF S{)t~l POLICIES. AGGREGATE 1JMETS SHOWN MRY HAVE BEEN REDUCED BY PALO CE.AIMS. tNSR L DO' - POLICY NULIB POLICY EFFECTNE POLICY EXPIFiATpN ER L1G6fTS GE NFJi/LL LIABtitTY EACH OGGt7RRENGE S 2,444,000 K COMHERCtALGENERALLFA9T.tTY 120137 44!10!2011 4411012412 REM{SGS~a manta s 300,444 A CUUMSMAOE ~K OGGUR htEpE7(P(AAyoneperson) 8 ifl,fl44 PERSGNAL&ADVINJURY $ 2,4fl4,444 GENERALAC}GREGATE 5 4,044,004 GE t1't.AGGREGATELtMiTAPPUESPER: PRa€1UCT5-C4MPIOPAGG E 4,Ofl4,444 POLICY j~ LOG AIT TDRIOBILE UA°RrtY ANY AUTq 124137 04110/2411 D4/1012fl12 COM81N£p 51NGtE LIFAT {Es eoc7dent) 5 1,400,04D ALL O W NED AUF03 A SCHED{1LEp AUYOS SOtlRY INJURY (Par parwn) $ HIRED AtYf OS ---~- - NON OW ED TO 60DILY tN.IURY ~ 5 - N AU S {Per esxedaRt) PROPERYY OAMApE S (Pet eopdenly wtRACE1-wstLm AUTO OH_LY-6A ACGI°ENT S ANY AUTO FJl ACC OTIiER FHAN S --~- - At1TO ONLY: AGG 5 ExCt=SSFUMeRELLALfABB-TTY FACHOCCURRENCE $ OCCUR ~ GLAEA7S AtAD£ AGGREGAFE S i S DsnUCns~e 8 RETENTION s WORRER6 COLIPENSATION SYAT[1- OTH- ARn>=Ras aYEftsLwelLrtY YTN SBP 444 20 3 ANYPROPR~E3~oR/AARY}lERIEJCECUTIVE(~ - 1 044 04lfl7l2011 04(0712012 - 1 000 400 OF~ICEWMEk9ER EXGLUDEa? EL EACt[ACGI©ENT , , q ~f (MantlvMryfn -iH) Kya s desabe under E.L DISEAS£•EA EMPLOYE 5 1,{1{}4,444 9PE~tAt-PRAVISIONS beb~a 1 1=L fNSEASE - P~-I£Y LiA4tT S 1,044,400 OTRER ~ A 124137 04f1fll2411 fl411012012 LIMITS 1,000,000 Hrur~n.rn arr prtnnrlcxTSf LVGA7tpH5t YE!lIGLESf F]CGLUSfaHS ADpEp SY>=NDORSEME3Ffl SPECIAE PROYISIPNS SUBRQGATION IS WANED IN I/AVQR E3F CERTIFICATE HOLDER CERTIFICATE HOLDER CANCELLATION CITY QF SCHERT~ St10ULDANYOPTt4EA°OYE pE9CRI6Ep FOLFCIE39E0A}lGELLEiIBEFORE-fiEEE%PIRAYpN DATE TltEREOF, THE 159tIllT81N5URER W6l EN€I£AVOft TO MALL ~ PAYS WRITTEN ATTN: CITY ENGIN~EnER NOTICE TO THE CERT}FICATE HOiOER NANEp TO T1tE LFFF,BUF FAR.URE Ta >m SP SHALL '. 10 COMMERICAL PL-71GE IMPOSE RO OBLIGATION OR L14BILtTY DF ANY ISIN° UPON THE INSURER, ftS AG EISTS OR SHERTZ, TX 78154 TtFPRESENrATAfES. -•--~-~ ~. AcORq z~ (2aa9r01) - ©i ss-. The ACORq name and logo are registered marks of Client#: 637937 LUCKbESI DATE MM/61] G E nYYn THIS CERTIFICATEtSISgGERTIFICATE OF` LIABILITY INSURAN,,- 7h 8/2011 _ OF fNFORMATION ONLY AND CONFERS NO RIGHTS UPON THE GERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AF>=1RMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW, THIS GERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER, IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy{les) must be endorsed. If SUBROGATION iS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights io the certificate holder in ilea of such endorsementfsi. PRODUCER USl Southwest 760013 N. Cap of Tx Hwy. #200 Austin, Texas 78731 INSURED Luck f)esfgn Team, LLC 9600 Escarpment f31Vd., 5ufte 745-4 Austin, TX 78749 Ofeffa Padilla 1; 512-851-4183 ~~, No1; 5i2-467-Oi 13 INSURER(S)AFFORDINGCOVERAGE NAICC INSURIaR A: XL Specialty Insurance Company 37885 INSURER B INSURER c: INSUReR E INSURER F COVERAGES CERTI NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSUAANGE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TEAM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO wHdCH THIS CERTIFICATE MAY BE ISSUED OA MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OP SUCH POLICIES. LIRAITS RFtl7WIU Iudv uevr= arc~i ornr rrrn o~ fNSR TYPE OF INSURANCE DDL UBR . - ... ..... ~ .....~... awv POLICY NUMBER vv~v u , r /11 i POLICY EFF MMfDDIY ./ LLf~11Y1.7. P4LECY EXP MMIDDIY LIMITS Gl3NERAL LIABILITY FACH OCCURRENCE $ COMMERCIAL GEN ERAL LIABILITY AMAGE TD RENTED PREMISES Ea occurrenoa 5 CLAIMS-MADE ~ OCCUR MED EXP (Any one person! § PERSONA!-& ADV INJURY $ GENERAL AGGREGATE $ GEN'LAGGREGATELIMITAPPLiESPER: PRO- PRODUCTS-COMP/OPgGG $ POLICY LDC ~ AUTOMOBILE LIABILITY COM8INED SINGLE LIMIT ANY AUTO (Ea accident} ~ ALL OWNED AUTOS BODILY INJURY (Per person) $ SCHEDULEOAUTOS BODILY INJURY {Peraccidenl) $ HIRED AUTOS PROPERTY DAMAGE S jeer accident} NON-OWNED AUTOS § 5 UMBRELLALIAe OCCUR EXCESS LIAB EACH OCCURRENCE $ CLAIMS-MAbE AGGREGATE $ DEDUCTIBLE ~ RETENTION WORKERS COMPENSATION AIVOEMPLOYERS'LIABlLITY WC STATU• OTH- YIN A AMY PHOPAtETORlPARTNER/EXECUTIVE OFF'IGERRufEMBER EXGLUDED7 ^ N1A E.L. EACH ACCIDENT $ (Mandatory In NH) If yas, describe under E.L. bISEASE - EA EMPLOYEE $ DESGRIATIDN OF OPERATIONS beEOw A Professional Lfab bPS9693445 3/27/2011 03/27/201 E.L. DISEASE -POLICY LIMIT $ $1,000,000 per claim Claims Made Pol. ncen n~nr.nu n $1 000 000 annl a gr, -----~ •. • •...• .., .,~~ ~,.~ ~ w~wi wrra f renic~es Innacq RCORD A01, Additlonal Remarks Sc;ledula, If more space Is tequlred) Prof Liab: The aggregate limit is the total insurance available for claims presented within the policy period far all operations of insured. The limit will be reduced by payment of indemnity and expense. city of schertz Attn: City Engineer 10 Commercial Place Schertz, TX 78154 SHOULD ANY OF THE ABOVE UESGRiBED POLICIES BE CANGELLEt] BEFORE THE EXPIRATEON DATE TF[ERI=OF, NOT[GE WILL BE IaELIVEftE© IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REAR ESENTATiVE ~• ACORD 25 (2008109) 1 Of 1 #SE241292/M5644431 ~i 8f11i-217119 ACORD CORPORATION. AIE rights reserved. The ACORD name and logo are registered marks of AGORD SXTZf} ,. ' _ ~i~ ~ '~ _ .._ _ - - - h Y- '`~ _. .: ..: - ~~ i ~: .. .., ., c-... °~- .. ~ _' ._. ... ~~ r 4' . fd Y y _ i _. _ . ~•f w _ !~ . ~~.% ' ~ .. l ~ ._. s- Aa. 1. - ~. ?]T.Ll1 -_ _ ~-.~- _ CITY COUNCIL MEMORANDUMIRESOLUTION Agenda No. 8 City Council Meeting: May 24, 2011 Department: Engineering Subject: RFQ # I1-ENG-11-A-04 -- Request for Qualifications: Architectural Design Services BACKGROUND To begin work on the projects approved in the 2010 Bond Election, a Request for Qualifications -Architectural Design Services, was published and responses were received from twenty-four (24) fitYns on April 8, 2011. The firms were graded by a committee consisting of the two Assistant City Managers, the City Engineer, and the Director of Parks and Recreation. The grading is shown in the score sheet attached. The firm selected for the Athletic Facilities Projects was Luck Design Team. FISCAL IMPACT Fees for Professional Services will be established and paid out of the budget for the projects assigned. RECOMMENDATION The City Engineer and staff recommend that Council authorizes the City Manager to negotiate a contract with Luck Design Team, LLC., for Architectural Design Servvices. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SCHERTZ: Staff recommendations that the above stated are hereby approved and authorized. PASSED AND APPROVED at a regular meeting of the City Council of the City of Sche~rtz, Texas this 2~lth day of May, 2011, at which meeting a quorum was present, held in accordance with the pz•ovisions of V.T.C.A., Government Code, §551.001 et secy. APPROVED ATTEST; Hal Baldwin, Mayor Brenda Dennis, TRMC, MMC City Secretary