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HomeMy WebLinkAboutContract 45276 (2)STATE OF TEXAS COUNTY OF TARRANT ;YE; gPTTISRACT NO. I ate 4 KNOW ALL BY THESE PRESENTS THIS AGREEMENT is made and entered by and between the City of Fort Worth, Texas, a municipal corporation situated in Tarrant, Denton, Parker, and Wise Counties, Texas, hereinafter called the "City", acting herein by and through Fernando Costa, its duly authorized Assistant City Manager, and Elements of Architecture, Inc., hereinafter called the "Architect", acting herein by and through Debbie Fulwiler AIA, its duly authorized representative, for the purpose of providing architectural design for Schematic Design Phase Services for the IXAS Studio Building located at 3900 Barnett Street, in Fort Worth, Texas. WITNESSETH: That for and in consideration of the mutual covenants and agreements herein contained, City and Architect do hereby covenant and agree as follows: SECTION I SERVICES OF THE ARCHITECT 1.1 The City hereby contracts with Architect as an independent contractor, and the Architect hereby agrees to perform, within the professional standards normally accepted in the State of' Texas, professional services in connection with the following general scope of work: Provide design, construction documents, and construction administration services for the Schematic Design Phase Services for the old KXAS Studio Building located at 3900 Barnett Street, in Fort Worth, Texas. ("Project"). The scope of services is described more fully in Attachment "A" of this Agreement. The following personnel will be assigned to this Project: 1.1. City of Fort Worth 1.1.1. Project Manager: Ronald Clements, Registered Architect 1.2. Architect 1.2.1. Principal in Charge: Debbie Fulwiler, AIA 1.2.2. Project Manager: Debbie Fulwiler, AIA 1.2.3. Project Architect: Debbie Fulwiler, AIA 2. Neither party may change key personnel without the prior written agreement of the other party. SECTION III CHARACTER OF ARCHITECT'S SERVICES 1, Architect shall consult with the City to clarify and define City's requirements relative to the Projects and review available data. 2. Architect agrees to commit the personnel to each Project assignment as necessary in order to complete the assignment in an expeditious manner. 3. The Architect shall advise City as to the necessity of City's providing or obtaining additional services and data from others required in connection with the Projects at City's cost and expense (which services and data Architect is not to provide hereunder but on which Architect may rely in performing services hereunder), and act as City's representative in connection with any such services of others. Page 1 of 9 ' LFfs9 1=1 E f ©©_D © irti $ E©R 4 Y RECEi\it'i ZOR 4. The Architect shall pay for the printing of' contract documents required for design submittals and presentations as a part of the reimbursable allowance. 5. The Architect shall perform services as outlined in the Elements of Architecture. Inc letter. dated November 19 2013. subiect: Proposal for A/E Services. IOCAS TV Studio — Schematic Desie n Phase Services, which is attached hereto as Attachment "A" and made a part of this Agreement. 6. If at any time in the course of the design the City expands the scope of services, or the Architect believes the City has requested services that are beyond the scope of this Agreement the Architect shall submit a proposal for additional fees and a written agreement shall be reached on said proposal prior to the Architect proceeding with the work considered to be beyond the scope of this Agreement. Architect shall not perform any additional services without a written agreement with City Any services provided prior to reaching an agreement on additional fees will be non-compensable. SECTION IV SPECIAL SERVICES OF ARCHITECT 1. If authorized m writing by City, Architect shall furnish or obtain from others special services necessary to complete the Projects. These special services are not mcluded as part of the Basic Services outlined in SECTION I - SERVICES OF THE ARCHITECT and Attachment "A." These special services will be paid for by City as indicated in Section V SECTION V COMPENSATION TO ARCHITECT 1. The total compensation for all of the assignments to be performed by Architect to complete the Projects as described m CHARACTER AND EXTENT of ARCHITECT'S SERVICES and Attachment "A" hereof shall be $26 620.00, plus up to $600 00 in reimbursable expenses, hereinafter referred to as the `total fee,' . 2. Architect shall be paid the following percentages of the total fee at the following stages of the project: 1.1. Reimbursement of allowable expenses shall have prior approval of the City. Allowable expenses include: 1.1.1. Printing Costs 1 1 2 Enhanced CAD drawings for public and City meetings. 1.1.3. Long distance phone calls 1.1.4. Postage and courier expenses 1.1.5. Other costs with prior approval of the City. SECTION VI RESPONSIBILITY FOR CONSTRUCTION COSTS THIS SECTION IS NOT APPLICABLE FOR THIS PRELIMINARY DESIGN SERVICE SECTION VII METHOD OF PAYMENT 1. The Architect shall be paid not more frequently than once per month on the basis of statements prepared from the books and records of account of the Architect, such statements to be verified as to accuracy and compliance with the terms of this Agieement by an officer of' the Architect. Payment according to statements will be subject to certification by the Director, Transportation and Public Works Department or his duly authorized representative that such work has been performed. 2. The above charges are on the basis of prompt payment of bills rendered and continuous progress of the work on the Projects until completion If City fails to make any payment required herein for services Page 2 of 9 and reimbursable expenses within sixty days after approval of Architect's statement thereof, Architect may, after giving seven days written notice to City, suspend services under this Agreement until Architect has been paid in full all amounts due for services actually performed and reimbursable expenses incurred. SECTION VIII PROCEDURES FOR PROVIDING DESIGN SERVICES 1. Schematic Design Phase: 1.1. The Architect shall visit the sites and make himself familiar with the scopes of the Projects. 1.2. Prepare alternative floor plans, architectural concepts, and fmish plans and area -based cost estimates. 1.3. 2. Format of Drawings 2.1.1. Drawings at all stages of design will have the following characteristics: Scale for floor plans will be 1/8' or such other scale as may be agreed to in writing for all disciplines, elevations will be at same scale as floor plans, area plans will have same scale for all disciplmes, and site plans for all disciplines will be at same scale. 2.1.2. Drawings shall plot to 22x34 sheet to facilitate half-size 1 1x17 prints. Fonts shall be legible at half-size. 2.2. Architect, at its sole cost and expense, shall engage a consultant to prepare `Elimination of Architectural Barriers Registration" and submit the applications to the Texas Department of Licensing and Regulation. The City will pay all fees required for IDLR reviews and inspections. All designs shall be in conformance with the Elimination of Architectural Barriers Act, State of Texas, City of Fort Worth Building Codes and the Americans with Disabilities Act. 2.2.1. The Architect shall reimburse the City of Fort Worth for all costs and fees incurred in modifying a facility in the event it is constructed in accordance with the Architect's designs and is subsequently determined to be in non-conformance with the above Act, Codes or Guidelines. All designs, drawings, specifications, documents, and other work products of the Architect, whether in hard copy or in electronic form, are instruments of service for this Project whether the Project is completed or not. Reuse, change, or alteration by the City or by others acting through or on behalf of the City of any such instruments of service without the written permission of the Architect will be at the City's sole risk. The City shall own the final printed designs, drawings, specifications and documents. Transfer of ownership of the contract documents does not constitute sale of the documents. SECTION IX CITY RESPONSIBILITIES 1. Provide criteria and information as to City's requirements and designate a person with authority to act on City's behalf on all matters concerning the Projects. 2. Assist Architect in obtaining existing studies, reports and other available data and services of others pertinent to the Projects and in obtaining additional reports and data as required. 3. Upon reasonable notice arrange for access to and make all provisions for Architect to enter upon public and private property as may be required for Architect to perform services hereunder 4. Designate in writing qualified persons who will act as City's representatives with respect to the Projects foi the purposes of transmitting instructions, receiving information, interpreting and defining City's policies and decisions with respect to Architect's services. Page 3 of 9 5. Review all reports, recommendations and other documents and provide written decisions pertaining thereto within a reasonable time. 6. Upon reasonable notice provide labor and safety equipment to expose structural elements to make temporary repairs, and to operate mechanical and electrical systems as required by the Architect in the development of the design. 7. Examine all studies, reports, sketches, drawings, specifications, proposals and other documents presented by Architect, obtain advice of an attorney, insurance counselor and other architects as it deems appropriate for such examination and tender in writing decisions pertaining thereto within a reasonable time so as not to delay the services of Architect. 8. Provide `Front End", including Division 1 requirements, for use in assembling the Project Manual. 9. Prepare easements and right-of-way acquisition conveyance documents, from description provided by Architect, contact owners, negotiate for or condemn all easements and right-of-way, pay all filing and legal fees associated therewith. 10. Pi ovide such legal, accounting, insurance and other counseling services to City as may be required for the Projects 11. Manage the advertisement and bidding of the project, issue addenda, distribute bid documents, award contract, and execute the contracts 12. Administer the construction of the Project. 13. Provide inspection and management services. 14. Provide contractors prepared field drawings to the Architect for review. 15. Pay all impact and utility fees and other fees not expressly assigned to the Architect. This includes fees charged by Oncor for new or revised service. 16. Print documents for bidding and record. 17. Bear all costs incident to compliance with this Section. SECTION X TERMINATION 1. The City may terminate this Agreement at any time for convenience or for any cause by notice in writing to the Architect. Upon receipt of such notice, the Architect shall immediately discontinue all services and work and the placing of all orders or the entering into contracts for supplies, assistance, facilities and materials m connection with the performance of this Agreement and shall proceed to cancel promptly all existing contracts insofar as they are chargeable to this Agreement. 2. If the City terminates this Agreement under the foregoing paragraph, the City shall pay the Architect for services performed in accordance herewith prior to such termination, less such payments having been previously made. Such payment shall be based upon the work completed up to the date of termination of the Agreement in accordance with the method of compensation prescribed in Sections V and VI hereof Architect shall also be compensated for all termination -related expenses such as meeting attendance, document reproduction, transfer of records etc. Provided, however, Architect shall not be entitled to any compensation that exceeds the total fee to be paid hereunder at the applicable phase as stated in Section V. 3. Upon early termination or conclusion of this Agreement, the Architect shall provide the City reproducible copies of' all completed or partially completed engineering documents pi epared under this Agreement that shall become the property of the City and may be used by the City in any manner it Page 4 of 9 desires. The Architect shall not be liable for the use of such materials for any project other than the project described in this Agreement. SECTION XI INDEMNITY AND INSURANCE 1. Approval by the City of contract documents shall not constitute or be deemed to be a release of the responsibility and liability of the Architect, its officers, agents, employees and consultants, for the accuracy and competency of the services performed under this Agreement, including but not limited to surveys, location of subsurface investigations, designs, working drawings and specifications and other Engineering documents. Such approval shall not be deemed to be an assumption of such responsibility and liability by the City for any negligent act, error or omission in the conduct or preparation of the subsurface investigations, surveys, designs, working drawings and specifications and other Engineering documents by the Architect, its officers agents, employees and consultants, it being the intent of the parties that approval by the City signifies the City's approval of only the general design concept of the improvements to be constructed. 3. In this connection the Aichitect shall indemnify and hold the City and all its officers, agents, servants and employees harmless from any loss, damage, liability or expenses, on account of damage to property and injuries, including death, to all persons, including but not limited to officers, agents, or employees of the Architect or consultant, and all other persons performing any part of the work and improvements, which may arise out of any negligent act erroi or omission in the performance of the Architect's professional services or in the preparation of designs, working drawings, specifications and other documents. 4. The Architect shall defend at its own expense any suits or other proceedings brought against the City, its officers, agents ser vants and employees, or any of them on account thereof and shall pay all expenses and satisfy all judgments which may be incurred by or rendered against them arising out or the indemnification; provided and except, however, that this indemnification provision shall not be construed as requiring the Architect to indemnify or hold the City or any of its officers, agents, servants or employees harmless from any loss, damages liability or expense, on account of damage to property or injuries to person caused by defects or deficiencies in design criteria and information provided to Architect by City, or any deviation in construction from Architect's designs, working drawings, specifications or other documents. 5. Without limiting the above indemnity, Architect shall maintain a policy of comprehensive general liability insurance coverage with carriers acceptable to City in at least the following amounts: Commercial General Liability $1,000,000 Per Occurrence $2,000,000 Aggregate Limit Workers Compensation Coverage A: Statutory limits Coverage B: Employers Liability Insurance $100,000 Each Accident/Each Occurrence $100,000 Disease — per each employee $500,000 Bodily Injury/Disease — Policy Limit Automobile Liability $1,000,000 each accident on a combined single basis OR $250,000 Property Damage Page 5 of 9 $500,000 Bodily Injury per person per occurrence Professional Liability Insurance (Errors and Omissions) $1,000,000 Per claim $2,000,000 Annual aggregate 6. Architect shall furnish City a Certificate of Insurance in at least the above amounts. Certificate shall contain a provision that such insurance cannot be canceled without 30 days prior wi itten notice to City The City reserves the right to revise insurance requirements specified in this Agreement to the best interests of the City. 7. General Insurance Requirements 7.1. Commercial General Liability coverage shall be endorsed to name the City an Additional Insured thereon. The term "City' shall include its employees, officers, officials, agents, and volunteers as respects the contracted services. 7 2 Certificate(s) of insurance shall document that insurance coverage specified are provided under applicable policies documented thereon. 7.3. Any failure on part of the City to request required insurance documentation shall not constitute a waiver of the insurance requirements. 7.4. A minimum of thirty days notice of cancellation or non -renewal in coverage shall be provided to the City. A ten days notice shall be acceptable in the event of non-payment of premium. Such terms shall be endorsed onto Architect's insurance policies Notice shall be sent to the Facilities Manager, Transportation and Public Works Department, 1000 Throckmorton, Fort Worth, TX 76102. 7.5. The City shall not be responsible for the direct payment of any insurance premiums required by this Agreement. It is understood that insurance cost is an allowable component of the Architect's general overhead. 7.6. The City reserves the right to revise insurance requirements specified in this agreement according to the best interests of the City 7.7. Insurers for all policies must be authorized to do business in the state of Texas or be otherwise approved by the City; and, such insurers shall be acceptable to the City in terms of their financial strength and solvency. 7.8. Deductible limits, or self -insured retentions, affecting insurance required herein may be acceptable to the City at its sole discretion and, in lieu of traditional insurance any alternative coverage maintamed through insurance pools or risk retention groups must be also approved. Dedicated financial resources or letters of credit may also be acceptable to the City. 7.9. The City shall be entitled, upon its request and without incurring expense, to review the Architect's insurance policies includmg endorsements thereto and, at the City's discretion, the Architect may be required to provide proof of insurance premium payments. 7.10. All insurance, except for the Professional Liability insurance policy, shall be written on an occurrence basis. 7.11. The Professional Liability Policy shall be wi itten on a "claims made" and shall be in effect for the duration of this Agreement and for 12 months following Architect s issuance of the Certificate of Substantial Completion. The Architect's current insurer shall list the City as a certificate holder for a period of six years following the issuance of the Certificate of Substantial Completion by the Architect. The City shall be notified at least 30 days prior to cancellation or non -renewal in coverage. Page 6 of 9 SECTION XII HAZARDOUS MATERIALS I. City acknowledges Architect will perform part of the work at City's facilities that may contain hazardous materials, including asbestos containing materials, or conditions, and that Architect had no prior role in the generation treatment, storage, or disposition of such materials In consideration of the associated risks that may give rise to claims by thin d parties or employees of City, City hereby releases Architect from any damage or liability related to the presence of such materials. 2. The release required above shall not apply in the event the discharge, release, or escape of hazardous substances, contaminants, or asbestos is a result of Architect's negligence or if Architect brings such hazardous substance, contaminant, or asbestos onto the Projects. • SECTION XIII RIGHT TO AUDIT 1. Architect agrees that the City shall, until the expiration of three (3) years after final payment under this Agreement have access to and the right to examine any directly pertinent books documents, papers and records of the Architect involving transactions relating to this Agreement Architect agrees that the City shall have access during normal working hours to all necessary Architect facilities and shall be provided adequate and appi opriate workspace in order to conduct audits in compliance with the provisions of this section. The City shall give Architect reasonable advance notice of intended audits 2. Architect further agrees to include in all its subcontracts hereunder a provision to the effect that the subconsultant agrees that the City shall until the expiration of three (3) years after fmal payment under the subcontract, have access to and the right to examine any directly pertinent books, documents, papers and records of such subconsultant, involving transactions to the subcontract, and further, that City shall have access during normal working hours to all subconsultant facilities, and shall be provided adequate and appropriate work space, in order to conduct audits in compliance with the provisions of this article. City shall give subconsultant reasonable advance notice of intended audits 3. Architect and consultants agree to photocopy such project -related documents as may be requested by the City. The City agrees to reimburse Architect and consultants for the costs of copies at the rate published in the Texas Administrative Code. SECTION XIV SUCCESSORS AND ASSIGNS 1. The City and the Architect each bind themselves, their successors and assigns to the other party to this Agreement and to the successors and assigns of each other party in respect to all covenants of this Agreement. SECTION XV ASSIGNMENT 1. Neither party hereto shall assign, sublet or transfer its interest herein without prior written consent of the other party, and any attempted assignment, sublease or tiansfer of all or any part hereof without such prior written consent shall be void. SECTION XVI INDEPENDENT ARCHITECT 1. Architect shall perform all work and services hereunder as an independent Architect, and not as an officer, agent servant or employee of the City. Architect shall have exclusive control of, and the exclusive right to control the details of the work performed hereunder, and all persons performing same, and shall be solely responsible for the acts and omissions of its officers, agents, employees and Page 7 of 9 consultants. Nothing herein shall be construed as creating a partnership or joint venture between the City and the Architect, its officers, agents, employees and consultants, and doctrine of respondent superior has no application as between the City and the Architect. SECTION XVII M/WBE GOALS THIS SECTION IS NOT APPLICABLE FOR THIS PRELIMINARY DESIGN SERVICE SECTION XVIII OBSERVE AND COMPLY 1. Architect shall at all times observe and comply with all Federal and State laws and regulations and with all City ordinances and regulations which m any way affect this Agreement and the work hereunder, and shall observe and comply with all orders, laws, ordinances and regulations which may exist or may be enacted later by governing bodies having jurisdiction or authority for such enactment. No plea of misunderstanding or ignorance thereof shall be considered. Architect agrees to defend, indemnify and hold harmless City and all its officers, agents and employees from and against all claims or liability arising out of the violation of any such order, law, ordinance, or regulation, whether it be by itself or its employees. SECTION XIX MISCELLANEOUS 1. if any action, whether real or asserted, at law or in equity arises on the basis of any provision of this Agreement, venue for such action shall lie in state courts located in Tan ant County, Texas or the United States District Court for the Northern District of Texas — Fort Worth Division, This Agreement shall be construed in accordance with the laws of the State of Texas. 2. The parties acknowledge that each party and, if it so chooses, its counsel have reviewed and revised this Agreement and that the normal rule of construction to the effect that any ambiguities are to be resolved against the drafting party must not be employed in the interpretation of this Agreement or any amendments or exhibits hereto, 3. This Agreement shall inure only to the benefit of the parties hereto and third persons not privy hereto shall not, in any form or manner, be considered a third party beneficiary of this Agreement. Each party hereto shall be solely responsible for the fulfillment of its own contracts or commitments. 1N TESTIMONY THEREOF, the City of Fort Worth has caused this instrument to be signed in triplicate in its name and on its behalf, by its City Manager and attested by its City Secretary, with the Corporate Seal affixed, and the Architect has also properly executed this instrument in triplicate copies each of which is deemed an original. Page 8 of 9 EXECUTED IN THE CITY OF FORT WORTH, TEXAS, TM Elements of Architecture, Inc. By: Debbie Fu • ' er, AIA Principal APPROVAL RLCOMMENDED: By: Clieere aDoug : - f sig, PE, Director Trans * ati s and Public Works Department APPROVED AS TO FORM AND LEGALITY: By: Doug as . . Black Assistant City Attorney day oft/rill/CA,/ , A.D., 2014. APPROVED: *nando Costa tant City Manager City Secretary M&C Co Not Required Contract Authorization Date: ti\f "D /a The Texas Board of Architectural Examiners, 8213 Shoal Creek Boulevard, Suite 107, Austin, Texas, 78758, telephone (512) 305- 9000, has jurisdiction over individuals licensed under the Architects' Registration Law, Texas Civil Statutes, Article 249a. Page 9 of 9 OFFICIAL RECORD «;HY SECRETARY 1 F7: WORm ric ELEMENTS of Architecture, inc. November 19, Z013 Dalton Murayama City of Fort Worth 401 West 13th Street Fort Worth, TX 76102 Re: Proposal for A/E Services — Annual A/E Contract KXAS TV Studio — Schematic Design Phase Services - Revised 500 W 7th St., Sulte 502 Fort Worth, Texas 76102 Phone 817.333.2880 Fax 817.333.2883 Dear Dalton; Elements is pleased to provide to you this proposal for Architectural and Engineering Services associated with the schematic design phase services for the existing KXAS TV Studios located on Barnett Street in Fort Worth. We understand that the intent of this phase of the project is to determine what will be required for renovation and the preliminary costs associated with these renovations for determining the project budget and funding. We anticipate the scope of services anticipated for this project is as follows: SCOPE OF SERVICES Schematic Design Phase 1. Pre -Design Meetings - Meet with the City of Fort Worth and designated representatives to define project scope, determine operations requirements and Identify local constraints and conditions that must be considered in the delivery of the protect. 2. Site Survey - Obtain building drawings including any record drawings of the space. Generally measure and photograph the existing conditions, collect available information on electrical power mechanical systems and other existing conditions that will influence the design and specific to the nominal changes anticipated for the project Develop 'as -built" floor plan In CAD format from the available information to use as base drawings. 3. Programming Meetings - Meet with the City of Fort Worth's designated representatives and users to define operations requirements and develop programming. It Is assumed for determining our fee that a total of three meetings will be scheduled with the city and the architects and that one of these meetings with be with MEP engineers. 4. Code/Permit Study — Review existing building for compliance with applicable codes. Meet with local officials to review what will be required for compliance 5. Schematic Design — Develop floor plans illustrating proposed layouts along with a written narrative to describe modifications planned for building systems. 6. Preliminary Cost Estimate - Based on the schematic design submitted and approved for general compliance with programming needs, prepare a preliminary opinion of probable construction documents. Given the schematic nature of the phase of this project at this point, a 25% contingency will be added to the estimate of costs. Exclusions and Qualifications to This Proposals 1. As we understand that the modifications anticipated for the project will be more finishes In nature with minimal wall modifications, we have only included minimal review of the existing drawings. If extensive review of the documents for as -built conditions is required we have provided a separate line Item for additional detailed survey as listed below. COFW KXAS TV Proposal for SD Phase Services November 19, 2013 Page 2 of 2 2. Services requested in addition to those specifically outlined in this proposal will be identified and a Fee proposal provided with approval required before continuing with those services 3. We have not included any structural or civil engineering in this phase of the protect as we do not believe they will be required. If It is determined that these services will be needed, we will provide a proposal for services. 4. As It may be required that additional programming meetings are held, we have provided a separate line item fee for each additional programming meeting. PROPOSED FEE Labor We propose to provide our services as Identified In this proposal on an hourly basis with the not to exceed amounts as follows: Architectural/Project Management MEP Engineering ($9200 x 1.1) Total $16,500.00 $10,120.00 $26,620.00 Expenses Reimbursable expenses as outlined In the Master Contract are not included in our labor fee and are estimated at $600 00. ADDITIONAL SERVICES - Defined Tasks Additional Detailed Survey Architectural/Project Management MEP Engineering ($2400 x 1.1) Total Additional Programming Meetings Architectural/Protect Management Electrical Engineer ($500 x 1,1) Mechanical Engineer ($500 x 1,1) Total $2,000.00 $2.640.00 $4,640.00 $ 550,00 $ 550.00 $ 550.00 $1,650.00 DELIVERABLE Deliverable for this project will be schematic plans and narrative and an opinion of probable construction costs. PROJECT TEAM MEP Engineering will be by Torres Engineering. All other services will be by Elements. SCHEDULE We will work with the city on the schedule of this project and provide a timeline as we begin our services, if you have any questions regarding this proposal or need to discuss please call me. Thank you for this opportunity to continue to provide our services to you and we look forward to working with you on this project. Sincerely, Debbie Fulwiler, AIA President