1998-088 ORDINANCE NO
AN ORDINANCE OF THE CITY OF DENTON, TEXAS AUTHORIZING THE CITY
MANAGER TO EXECUTE A PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY
OF DENrFON AND CORGAN ASSOCIATES, INC FOR THE DESIGN OF THE NORTH LAKES
AND DENIA RECREATION CENTERS EXPANSION IN THE AMOUNT OF $75,000 00 FIXED
FEE AND A NOT TO EXCEED REIMBURSABLE AMOUNT OF $7,500 00, PROVIDING FOR
THE EXPENDITURE OF FUNDS THEREFORE, AND PROVIDING AN EFFECTIVE DATE
(RFSP #2174 - NORTH LAKES AND DENIA RECREATION CENTERS EXPANSION -
CORGAN ASSOCIATES, INC - FIXED FEE OF $75,000 00 PLUS A NOT TO EXCEED
REIMBURSABLE AMOUNT OF $7,500 00)
WHEREAS, Chapter 2254 of the Texas Government Code, known as the Professional
Services Procurement Act, provides that a C~ty may not select a provider of professional servmes
on the basis of competit~ve bids but on the bas~s of demonstrated competence and qualification and
for a fair and reasonable price, and
WHEREAS, the professional fees under the proposed contract are consistent with and not
higher than the recommended practmes and fees pubhshed by the applicable professional assocmUon
and do not exceed an maximum provided by law, and
WHEREAS, the City Council has prowded m the City Budget for the appropriation of funds
to be used for the purchase of the senaces set forth ~n the proposed contract, NOW THEREFORE,
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS
SECTION I. That the City Manager ~s hereby authorized to execute on behalf of the City
of Denton, Texas, a profess,onal services contract, substantmlly the same as the contract whmh ~s
attached hereto and made a part hereof for all purposes, that prowdes services relating to
Architectural Services as defined in Request for Sealed Proposal #2174 North Lakes and
Dema Recreation Center Expansion ProJect with Corgan Associates, Inc. in the amount of
$75,000 00 fixed fee plus a not to exceed reimbursable amount of $7,500 00
SECTION II That the award of thru contract ~s on the bas~s of demonstrated competence
and qualifications of the provider of professional servmes under ttus contract and the ablhty of such
provider to perform the needed serwces for a fair and reasonable price
SECTION III. That this orchnanee shall become effective mamedmtcly upon its passage and
approval
PASSED AND APPROVED thru the day of ,1998
JAC~
ATTEST
JENNIFER WALTERS, CITY SECRETARY
APPROVED AS TO LEGAL FORM
HERBERT L PROUTY, CITY ATTORNEY
10-29 97 REV
AGREEMENT BETWEEN THE CITY OF DENTON
AND CORGAN ASSOCIATES, INC.
RFSP # 2174 - NORTH LAKES AND DENIA RECREATION
CENTERS EXPANSION
Tlus Agreement made as of the seventh day of April, 1998 between the City of
Denton, Texas, herema~er referred to as "Owner" and Corgan Assocmtes, Inc
heremaO, er referred to as "Arclnteet" for the following ProJect North Lakes and Dema
RecreaUon Center Expansion The Owner and Arclutect agree as set forth below
ARTICLE 1
ARCHITECT'S RESPONSIBILITIES
1 1 ARCHITECT'S SERVICES
1 1 1 The Arclutect's services consrst of those services performed by the
Arclntect, Arc. lntect's employees and Arclutect's consultants as enumerated m Articles 2
and 3 of fins Agreement and any other services included m Article 11
1 1 2 The Arclutect's sennces shall be performed as expechtxously as ~s consistent
with a very lugh standard of professional slall and care and the orderly progress of the
Work Upon request of the Owner, the Arclutect shall subunt for the Owner's approval a
schedule for the performance of the Arctutect's services wtuch may be adjusted as the
Project proceeds, and shall include allowances for periods of tune reqmred for the
Owner's review and for approval of subnuss~ons by authonues having jurisdicuon over
the Project Tnne lnmts establ~shed by tim schedule and approved by the Owner shall
not, except for reasonable cause, be exceeded by the Architect or Owner, and any
adjustments to this schedule shall be mutually acceptable
1 1 3 The services covered by tlus Agreement are subject to the tune lumtauons
contained m Subparagraph 10 4 1
ARTICLE 2
SCOPE OF ARCHITECT'S BASIC SERVICES
2 1 DEFINITION
2 1 1 The Arelutect's Basic Services consist of those described m Paragraphs 2 2
through 2 6 and any other services ~dentxfled m Artxele 11 as part of Basic Services, and
include without lmutat~on normal structural, mechamcal and electrical engineering
services and any other engineering serwces necessary to produce a complete and accurate
set of Coustruetlon Documents, as descnbed by and required m Paragraph 2 4
PAGE 1
2 2 SCHEMATIC DESIGN PHASE
221 The Arclmect m consultaUon with the Owner shall develop a written
program for the ProJect to ascertain Owner's needs and to estabhsh the requirements for
the ProJect
222 The Architect shal! provide a preltmmary evaluauon of the Owner's
program, construction schedule and construction budget requtrements, each m terms of the
other, subject to the lmtat~ons set forth m Subparagraph 521
223 The Arclntect shall review with the Owner altemanve approaches to design
and construcnon of the ProJect
224 Based on the mutually agreed-upon program, schedule and construction
budget reqmrements, the Architect shall prepare, for approval by the Owner, Schematic
Desagn Documents consisting of drawings and other documents llinstratmg the scale and
relattonsfup of Project components The Schematic Design shall contemplate compliance
w~th all applicable laws, statutes, ordinances, codes and regulations
225 The Architect shall subrmt to the Owner a preliminary detailed estunate of
ConstmeUon Cost based on current area, volume or other umt costs and winch indicates
the cost of each category of work revolved m constructing the Project and establish an
elapsed rune factor for the period of tune from the commencement to the compleuon of
construction
23 DESIGN DEVELOPMENT PHASE
231 Based on the approved Schemattc Design Documents and any adjustments
authorized by the Owner m the program, schedule or constmctton budget, the Arclutect
shall prepare for approval by the Owner, Design Development Documents consisting of
drawings and other documents to fix and describe the s~ze and character of the ProJect as
to architectural, structural, mechamcal and electrical systems, materials and such other
elements as may be approprmte, which shall comply with all apphcable laws, statutes,
ordinances, codes and regulauons Notwithstanding Owner's approval of the documents,
Arclmect shall prepare documents and specfficaUons suffiment and adequate to fulfill the
purposes of the project
232 The Arcintect shall advise the Owner of any adjustments to the preliminary
estmmte of Construction Cost m a further Detailed Statement as described m Paragraph
225
PAGE 2
2 4 CONSTRUCTION DOCUMENTS PHASE
2 4 1 Based on the approved Design Development Documents and any further
adJustments m the scope or quality of the ProJect or m the construction budget authorized
by the Owner, the Arclutect shall prepare, for approval by the Owner, Construcuon
Documents conststmg of Drawings and Specifications setting forth m detml requirements
for the conslxucuon of the ProJect, winch shall comply with all applicable laws, statutes,
orclmances, codes, regulations mclndmg, without lumtauon, the latest ADA state and
federal reqmrements. All state and federal reqmrements shall be submitted by the
architect and o~aln approval before the bidding process.
2 4 2 The Arclutect shall assist the Owner m the preparation of the necessary
bidding mformatmn, blddmg forms, the Condltmns of the contract, and the form of
Agreement between the Owner and contractor
2 4 3 The Arclatect shall adwse the Owner of any adjustments to previous
prelmunary estnnates of Constructton Cost m&cated by changes m reqmrements or
general market conchuons
2 4 4 The Arclutect shall assist the Owner m connection with the Owner's
responsibility for filing documents required for the approval of governmental authorities
having junsthcUon over the Project
2 5 BIDDING
2 5 1 The Arclutect, following the Owner's approval of the Construction
Documents and of the latest prehmmary esumate of Construction Cost, shall assist the
Owner m obtaining b~ds and assist m awardmg and preparing contracts for construction
2 5 2 If the lowest bid for the construction of the ProJect exceeds the total
constmctxon cost of the ProJect as set forth m the approval Detmled Statement of Probable
ConstmcUon Costs of the ProJects subrmtted by the Arclutect, then the Architect, as its
sole cost and expense, shall revise the Construcuon Documents as may be reqmred by the
City to reduce or modify the quanttty or quality of the work so that the total construction
cost of the ProJect will not exceed the total construction cost set forth m the approved
Detmled Statement of Probable Comtmctlon Costs The project shall be bid with a
written statement requtrmg the contractor and subcontractors to sign an agreement to
participate m a parmermg construction relatmmhlp with the City and the Architect
2 6 CONSTRUCTION PHASE - ADMINISTRATION OF THE
CONSTRUCTION CONTRACT
2 6 1 The Arclutect's respomibthty to provide Basic Serwces for the Constructmn
Phase under tins Agreement commences with the award of the Contract for Constmctmn
and terminates at the issuance to the Owner of the final Certificate for Payment, unless
extended under the terms of Subparagraph 9 3 3
PAGE 3
2 6 2 The Arctutect shall provlde detatled admnustrat~on of the Contract for
ConstrucUon as set forth below and m the edmon of AIA document A201, General
Conditions of the Contract for Construction, current as of the date of this Agreement,
unless otherwise prowded m tins Agreement
2 6 3 Constmcuon Phase dutles, responslbtmes and lumtat~ons of authority of the
Architect shall not be restricted, modified or extended w~thout written agreement of the
Owner and Architect
2 6 4 The Arclntect shall be a representative of and shall advise and consult w~th
the Owner (1) during construcuun, and (2) as an Addmonal Serwce at the Owner's
d~rect~on from rune to tn'ne dunng the warranty perzod described m the Contract for
Construction, 1 e one year The Arclutect shall have anthorlty to act on behalf of the
Owner only to the extent provided m tins Agreement unless otherwise modified by written
instrument
2 6 5 The Arclnteet shall observe the constru~on site at least one tune a week,
regardless of whether constructxon is m progress, to become fannhar wlth the progress and
quahty of the Work completed and to determine d the Work ~s being performed m a
manner indicating that the Work when completed will be m accordance w~th the Contract
Documents Prowded, however, Arclntect shall not be reqmred to make continuous on-
site mspecuons to check the work Arcintect shall prowde Owner a written report
subsequent to each un-szte visit On the basis of on-s~te observaUons as an arclutect, the
Arcintect shall keep the Owner reformed of the progress and quahty of the Work, and
shall exercise the utmost care and dthgence m thscovermg and promptly reporting to the
Owner any defects or deficiencies in the work of Contractor or any subcontractors The
Arcintect represents that he wtll follow the lnghest professional standards m perfornung all
services under th~s Agreement Any defective designs or specifications furmshed by the
Archltect will be promptly corrected by the Arclntect at no cost to the Owner The
Owner's approval, acceptance, use of or payment for all or any part of the Arctutect's
services hereunder or of the Project itself shall m no way alter the Arclutect's obligations
or the Owner's r~ghts hereunder
2 6 6 The Arclntect shall not have control over or charge of and shall not be
responsible for construcUon means, methods, techmques, sequences or procedures, or for
safety precauuons and programs m counect~on w~th the Work The Architect shall not be
respoP, slble for the Contractor's schedules or failure to carry out the Work m accordance
w~th the Contract Documents except insofar as such fadure may result from Arclntect's
acts or onnsslons The Architect shall not have control over or charge of acts or
ormsslons of the Contractor, Subcontractors, or their agents or employees, or of any other
persons performing poraons of the Work
2 6 7 The Arclutect shall at all tnnes have access to the Work wherever ~t ~s m
preparaUon or progress
PAGE 4
2 6 8 Except as may otherwtse be prowded m the Contract Documents or when
d~rect commumcaUons have been specially authorized, the Owner and Contractor shall
commumcate through the Arclutect Commumcat~ons by and with the Architect's
consultants shall be through the Arclutect
2 6 9 Based on the Arclutect's observauons at the s~te of the work and evaluatmns
of the Contractor's Applications for Payment, the Architect shall rewew and cerUfy the
amounts due the Contractor
2 6 10 The Arclutect's cerUficauon for payment shall constitute a representaUon to
the Owner, based on the Arclutect's observauons at the s~te as provtded m Subparagraph
2 6 $ and on the data comprising the Contractor's Apphcat~on for Payment, that the Work
has progressed to the point m~hcated and that the quahty of the Work ~s m accordance wtth
the Contract Documents The foregoing representaUom are subJeCt to minor devlaUOns
from the contract Documents correctable prior to completion and to specific quahficauons
expressed by the Arclutect The ~ssuance of a Cemficate for Payment shall further
consUtute a representation that the Contractor is enutled to payment m the amount
cerufied However, the ~ssuance of a Certtficate for Payment shall not be a representation
that the Arctutect has (1) made exhansUve or continuous on-s~te mspecnons to check the
quahty or quantity of the Work, (2) rewewed constmcnon means, methods, techmques,
sequences or procedures, (3) rewewed cop~es of reqmsmons received from Subcontractors
and material supphers and other data requested by the Owner to substantmte the
Contractor's right to payment or (4) ascertained how or for what purpose the Contractor
has used money prewonsly prod on account of the Contract Sum
2 6 11 The Arclutect shall have the respons~bthty and authority to reject Work
which does not conform to the Contract Documents Whenever the Arctutect considers ~t
necessary or adwsable for nnplementaUon of the intent of the Contract Documents, the
Arclutect will have authority to reqmre addtuonal mspecuon or testing of the Work m
accordance w~th the prows~ons of the Contract Documents, whether or not such Work ~s
fabricated, installed or completed However, neither th~s authority of the Arclutect nor a
dec~ston made m good faith e~ther to exercise or not exercise such anthonty shall g~ve nsc
to a duty or respons~btllty of the Arclutect to the Contractor, Subcontractors, material and
eqmpment suppliers, their agents or employees or other persons performing poruons of
the Work
2 6 12 The Arclutect shall rewew and approve or take other appropriate acnon upon
Contractor's subnnttals such as Shop Drawmgs, Product Data and Samples for the
purpose of (1) comphanco wtth apphcable laws, statutes, ordinances and codes, and (2)
determining whether or not the Work, when completed, will be m comphance w~th the
reqmrements of the Contract Documents The Arclntect's actmn shall be taken w~th such
reasonable promptness to canse no delay m the Work or m the constructton of the Owner
or of separate contractors, wlule allowmg sufficient tune m the Architect's professional
judgment to perrmt adequate review Review of such subrmttals ~s not conducted for the
purpose of determining the accuracy and completeness of other details such as dtmens~ons
and quantities or for substantiating msUmctxons for installation or performance of
eqmpment or systems designed by the Contractor, all of which remain the responsibility of
PAGE 5
the Contractor to the extent reqmred by the Contract Documents The Architect's rewew
shall not constitute approval of safety precautions or, unless otherwise specffically stated
by the Architect, of construction means, methods, techmques, sequences or procedures
The Architect's approval of a specific ~tem shall not indicate approval of an assembly of
which the item ~s a component When professional cerUficauon of performance
characteristics of maternds, systems or eqmpment ~s requtred by the Contract Documents,
the Architect shall be entitled to rely upon such cemfication to estabhsh that the materials,
systems or equipment wall meet the performance criteria reqmred by the Contract
Documents
2 6 13 The Architect shall prepare Change Orders and Constmcuon Change
Directives, with supporting documentation and data if deemed necessary by the Architect
as prowded m Subparagraphs 3 1 I and 3 3 3, for the Owner's approval and execution m
accordance with the Contract Documents, and may anthonze minor changes m the Work
not revolving an adjustment m the Contract Sum or an extension of the Contract Time
which are not mconmtent with the intent of the Contract Documents
2 6 14 On behalf of the Owner, the Architect shall conduct mspecuons to determine
the dates of Substanual Compleuon and Fatal Completion, and shall ~ssue Certificates of
Substantial and Final Completion The Architect shall also make observation wlthm thirty
(30) days of the exptration of the one year warranty period under the performance bond or
one year from the date of f'mal completion and shall lmmedtately adwse the Owner m
writing of any defects m workmanship and material so that the Owner may make an
appropriate clatm under the bond The Architect wall receive and review written
guarantees and related documents reqmred by the Contact Documents and assembled by
the Contractor and shall issue a final certificate for Payment
2 6 15 The Architect shall interpret and prowde recommendations on matters
concerning performance of the Owner and Contractor under the reqmrements of the
Contract Documents on written request of either the Owner or Contract The Architect's
response to such requests shall be made with reasonable promptness and w~thm any tune
lmuts agreed upon
2 6 16 Interpretations and decisions of the Archttect shall be consistent with the
intent of and reasonably Inferable from the Contract Documents and shall be m writing or
m the form of drawings When mahng such interpretations and untlal dems~ons, the
Architect shall endeavor to secure fmthful performance by both Owner and Contractor,
shall not show pamahty to either, and shall not be liable for results for interpretations or
decismns so rendered m good faith m accordance w~th all the requtrements of the Owner-
Architect Agreement and m the absence of negligence
2 6 17 The Architect shall render written decisions w~thln a reasonable time on all
claims, thsputes or other matters m question between the Owner and Contractor relating to
the execution or progress of the Work as provided m the Contract Documents
PAGE 6
,2 6 18 The Arclutect (1) shall render services under the Agreement m accordance
with the baghest professlunal standards preva~hng m the metroplex area, (2) wtll retmburse
the Owner for all damages caused by the defective designs the Architect prepares, and (3)
by acknowledging payment by the Owner of any fees due, shall not be released from any
r~ghts the Owner may have under the Agreement or dtrmmsh any of the Arclutect's
obhgaUous thereunder
2 6 19 The Archttect shall provide the Owner wxth one set of reproducxble prints
showing all slgmficant changes to the Construction Documents during the Construction
Phase and shall also prowde the Owner w~th one set of reproducible as-built Drawings for
the Owner's file
ARTICLE 3
ADDITIONAL SERVICES
3 1 GENERAL
3 1 1 The services described m tim Article 3 are not included m Basic Services
unless so tdenufied m Article 2 or 11, and they shall be prod for by the Owner as prowded
m this Agreement, m add,taon to the compensaUon for Bas~c Services The services
described under Paragraphs 3 2 and 3 4 shall only be prowded ff authortzed or confirmed
tn writing by the Owner If services described under Contingent Additional Services tn
Paragraph 3 3 are required due to circumstances beyond the Architect's control, the
Arctutect shall not]fy the Owner prior to commencing such serwces If the Owner deems
that such serwces described under Paragraph 3 3 are not reqmred, the Owner shall g, ve
prompt wr,tten not,ce to the Arctutect If the Owner md:cates m writing that all or part of
such Contingent Addltaonal Sermces are not reqmred, the Archatect shall have no
obhgat~on to provide those serv,ces Owner wall be respous~ble for compensating the
Arctutect for Contingent Add~t,unal Services only ff they are not reqtnred due to the
neghgence or fault of Arclnteet
3 2 PROJECT REPRESENTATION BEYOND BASIC SERVICES
3 2 1 If more exteus~ve representauon at the s~te than ~s described m Subparagraph
2 6 5 ~s requtred, the Architect shall prov:de one or more ProJect Representattves to assist
m ca~rymg out such addmonal on-site responslb:hues
3 2 2 ProJect Representatives shall be selected, employed and d~rected by the
Archttect, and the Arelutect shall be compensated therefor as agreed by the Owner and
Arclutect The duties, respuns~b,llt~es and lnmtauons of authority of ProJect
Representatives shall be as described tn the ed~Uon of AIA Document B352 current as of
the date of flus Agreement, unless otherwise agreed
PAGE 7
3 2 3 Through the observataous by such ProJect Representatives, the Architect
shall endeavor to provide further protection for the Owner agam,~t defects and deficiencies
tn the Work, but the furmshlng of such project representation shall not moch~ the rights,
respons~bfllUes or obhgataous of the Arclutect as described elsewhere m flus Agreement
3 3 CONTINGENT ADDITIONAL SERVICES
3 3 1 Malang material rewslous m Drawings, Specffications or other documents
when such revis~ons are
I menns~stent with approvals or mstrucnons previously g~ven by the
Owner, including revisions made necessary by adjustments m the
Owner's program or Project budget,
2 required by the enacunent or revision of codes, laws or
regulations subsequent to the preparation of such documents, or
3 due to changes required as a result of the Owner's failure to
render decision in a tunely manner
3 3 2 Provtdmg serwces reqmred because of slgraficant changes an the ProJect
mclndmg, but not lmuted to, s~ze, quahty, complexity, the Owner's schedule, or the
method of blddmg and contracting for coustrucUon, except for services required under
Subparagraph 5 2 5
3 3 3 Preparing Drawings, Specifications and other documentanun and
supporting data, and provdmg other services m connection with Change Orders and
Construction Change Directives
3 3 4 Prowdmg consultation concerning replacement of Work damaged by
fire or other came during consmact~on, and furmshlng services required tn connection
w~th the replacemem of such Work
3 3 5 Providing services made necessary by the default of the Contractor, by
major defects or deficiencies m the Work of the Contractor
3 3 6 Providing semces m evaluating an extensive number of clanns
subnutted by the Contractor or others m connecUon with the Work
3 3 7 Providing services tn connectton with a public hearing, arb~traUon
proceeding or legal proceeding except where the Arclutect is party thereto
3 3 8 Preparing documents for alternate, separate or sequential bids or
provdmg services m connection w~th bidding, or construcuon prior to the compleUon of
the Constmctmn Documents Phase
PAGE 8
3 4 OPTIONAL ADDITIONAL SERVICES
3 4 1 Providing financial feasibility or other special studies
3 4 2 Providing planmng surveys, site evaluations or comparative studies of
prospecttve sites
3 4 3 Promchng specml surveys, envn:onmental studies and subnussmns
reqmred for approvals of governmental authontles or others having jurisdiction over the
ProJect
3 4 4 Providing services relative to future facthues, systems and equipment
3 4 5 Providing services to mvesUgate ex~stmg condltmns or faclhtles or to
make measured drawings thereof
3 4 6 Provldmg services to verify the accuracy of drawings or other
reformation furmshed by the Owner
3 4 7 Providing coordmatton of construcuon performed by separate
contractors or by the Owner's own forces and coordmatmn of services reqmred m
connectJon with constmcuon performed and equipment supplied by the Owner
3 4 8 Providing services tn connecUon wlth the work of a construction
manager or separate consultants retatned by the Owner
3 4 9 Provdtng detatled quanuty surveys or inventories of material,
eqmpment and labor
3 4 10 Provldtng analyses of owning and operating costs
3 4 11 Provldtng tnterlor design and other smular services reqmred for or m
connection with the selection, procurement or installation of furmture, furmshmgs and
related equipment
3 4 12 Malong tnvest~gattons, inventories of materials or eqmpment, or
valuattons and detailed apprmsals of exlsttng facflmes
3 4 13 Provldtng assistance tn the utthzaUon of eqmpment or systems such as
testtng, adjusting and balanctng, preparatmn of operatmn and matntenance manuals,
training personnel for operatmn and maintenance and consultation during operatxon
3 4 14 Providing services other than as provided m Section 2 6 14 of Article 2
and No 4 of Amcle 11, after ~ssuance to the Owner of the final Cemficate for Payment,
or tn the absence of a final Cemficate for Payment, more than s~xty (60) days after the
date of SubstanUal CompleUon of the Work
PAGE 9
3 4 15 Providing serwces of consultants for other than arcintectural, structural,
mechamcal and electrical engineering pomons of the ProJect provided as a part of Bas~c
Services
3416 Prowdmg any other sermces not otherwise mcluded m tim Agreement
or not customarily furmshed m accordance with generally accepted arctutectnral practice
3417 Preparing a set of reproducible record drawmgs showing slgmficant
changes m the Work made durmg construction based on marked-up prints, drawings and
other data furmsbed by the Contractor to the Arclutect (Tins is for drawings prepared m
addition to those called for m Sectton 2619 )
ARTICLE 4
OWNER'S RESPONSIBILITIES
41 The Owner shall consult with the Arctntect regarding reqmrements for
the ProJect, mcludmg (1) the Owner's obje~ves, (2) schedule and design constraints and
criteria, including space reqmrements and relationsinps, flexlbthty, expandabthty, special
eqmpment, systems and site requirements, as more specifically described m Paragraph
221
42 The Owner shall estabhsh and update an overall budget for the Project,
mcludmg the Construction Cost, the Owner's other costs and reasonable contingencies
related to all of these costs
4 3 If requested by the Arcintect, the Owner shall furmsh evidence that
f'mancml arrangements have been made to fulf'tll the Owner's obligations under tins
Agreement
4 4 The Owner shall designate a representative authorized to act on the
Owner's behalf with respect to the Project The Owner or such authortzed representative
shall render decmons m a tamely manner pertaining to documents subrmtted by the
Areintect m order to avoid unreasonable delay m the orderly and sequentml progress of
the Arcintect's services
4 5 The Owner shall furmsh surveys describing physical characteristics,
legal lmutattons and utthty locattons for the site of the Project, and a written legal
descript~on of the site The surveys and legal reformation shall include, as applicable,
grades and lines of streets, alleys, pavements and adjoining property and structures,
adjacent drainage, rights-of-way, resmct~ons, easements, encroachments, zoning, deed
restrictions, boundaries and contours of the site, locations, dunenslons and necessary data
pertaining to existing buddings, other tmprovemems and trees, and mformat~on
concerning avadable utthty services and lines, both public and private, above and below
grade, mcludmg mverts and depths All the reformation on the survey shall be referenced
to a project benchmark (tins benchmark and the be~ght of ~mtlal slab shall be approved by
the Owner and City of Denton Engineering Department prior to bidding)
PAGE 10
4 6 The Owner shall furmsh the services of geotechmcal engineers when
such services are requested by the Architect Such services may include but are not
lmuted to test borings, test p~ts, determmauons of sod bearing values, percolation tests,
evaluaUons of hazardous materials, ground corrosion and res~suvlty tests, including
necessary operauons for anucipatmg sub-sod condmons, with reports and appropriate
professional recornmendauous
4 6 I The Owner shall furmsh the serwces of other consultants when such
services are reasonably required by the scope of the ProJect and are requested by the
Arctutect and are not retained by the Architect as part oflus Basic Services
4 7 The Owner shall furmsh structural, mechamcal, chermcal, mr and water
polluUon tests, tests of hazardous matemls, and other laboratory and envtronmental tests,
inspections and reports required by law or the Contract Documents
4 8 The Owner shall furmsh all legal, accounting and insurance counseling
services as may be necessary at any tune for the ProJect, including auditing servxces the
Owner may reqmre to verify the Contractor's Apphcauons for Payment or to ascertain
how or for what purposes the Contractor has used the money prod by or on behalf of the
Owner
4 9 The services, mformaUon, surveys and reports required by Paragraphs
4 5 through 4 8 shall be furmshed at the Owner's expense, and the Architect shall be
enutled to rely upon the accuracy and completeness thereof m the absence of any
negligence on the part of the Arclutect Nothing m tins contract shall reheve the Arclmect
from the responsibility for services performed winch were inadequate because they were
based on mformat~on furmshed by the City that an Arctutect exermsmg reasonable care
and skdl would have determined was inaccurate
4 10 Prompt written nouce shall be given by the Owner to the Archnect if the
Owner becomes aware of any fault or defect m the ProJect or nonconformance w~th the
Contract Documents
4 11 The proposed language of certfficates or cemficauons requested of the
Arclutect or Arctutect's consultants shall be submitted to thc Arclutect for revtew and
approval at least fourteen (14) days prior to execution The Owner shall not request
cerUficaUous that would require knowledge or serwces beyond the scope of tlus
Agreement
ARTICLE 5
CONSTRUCTION COST
5 1 DEFINITION
5 1 1 The Constmcuon Cost shall be the total cost or estLmated cost to the
Owner of all elements of the ProJect designed or specified by the Arclutect
PAGE 11
5 I 2 The ConstrucUon Cost shall include the cost at current market rates of
labor and materials furmshed by the Owner and equipment designed, specified, selected or
specially provided for by the Architect, plus a reasonable allowance for the Contractor's
overhead and profit In adthuon, a reasonable allowance for contingencies sba!! be
included for market conditions at the time of bidding and for changes m the Work during
construction
5 1 3 Construction Cost does not include the compensaUon of the Architect
and Arcintect's consultants, the costs of the land, rights-of-way, financing or other costs
whteh are the responsththty of the Owner as provided m Amcle 4
5 2 RESPONSIBILITY FOR CONSTRUCTION
5 2 1 Evaluauons of the Owner's Project budget, prelm~mary estimates of
Construction Cost and detaded esUmates of Construcuon Cost, d any, prepared by the
Architect, represent the Architect's best judgment as a design professtonal farmhar with
the coustrucUon industry It ~s recogmzed, however, that neither the Architect nor the
Owner has control over the cost of labor, materials or eqtupment, over the Contractor's
methods of determmm~ bid prices, or over eompeuuve bidding or market condmons
Accordingly, the Architect cannot and does not warrant or represent that bids wtll not vary
from the Owner's Project budget or from any estunate of Constructton Cost or evaluation
prepared or agreed to by the Architect
5 2 2 No fixed lmut of Construeuon Cost shall be established as a condiUon of
this Agreement by the furmshmg, proposal or establishment of a Project budget, unless
such fixed Imuts has been agreed upon tn writing and signed by the parties thereto If
such a fixed lumt has been estabhshed, the Architect shall be pemut~ed to include
contmgeneles for design, bidding and price escalauon, to determine what materials,
equipment, component systems and types of construction are to be included m the
Contract Documents, to make reasonable adjusunents m the scope of the Project and to
include m the Contract Documents alternate bids to adjust the ConstrucUon Cost to the
fixed lmut Fixed lmuts, d any, shall be increased m the amount of an increase m the
Contract Sum occurring after execution of the Contract for Construction
5,2 3 If the Bidding Phase has not commenced wjthm maety (90) days after
the Architect subrmts the ConsUucUon Documents to the Owner, any Project budget or
fixed lmut of Construction Cost shall be adjusted to reflect changes m the general level of
prices m the coustruction industry between the date of submission of the Construction
Documents to the Owner and the date on which proposals are sought
5 2 4 If a fixed lmut of Conslxuctlon Cost (adjusted as provided m
Subparagraph 5 2 3) ts exceeded by the lowest bona fide bid, the Owner shall
1 give wrtRen approval of an increase m such fixed llrmt,
PAGE 12
2 authorize rebxddmg or renegoUatmg of the ProJect w~thm a
reasonable tune,
3 if the ProJect Is abandoned, terminate m accordance w~th
Paragraph 7 3, or
4 cooperate m revising the ProJect scope and quahty as reqmred to
reduce the ConstmcUon Cost
5 2 5 If the Owner chooses to proceed under Clause 5 2 4 4 the Arclutect,
without ad&t~onal charge, shall modify the Contract Documents as necessary to comply
with the fixed Imut, at the Arctntect's sole cost and expense m accordance with Clause
2 5 2 The mo&ficauon of Conlraet Documents shall be the lumt of the Ardutect's
responsibility arising out of the estabhshment of a fixed lumt The Arclmect shall be
entitled to compensaUon m accordance with this Agreement for all services performed
whether or not the ConstrucUon Phase is commenced
ARTICLE 6
USE OF ARCHITECT'S DRAWINGS,
SPECIFICATIONS AND OTHER DOCUMENTS
6 1 The Drawings, Speclficauous and other documents prepared by the
Arclutect for this Project are msl~xtments of the Arcbatect's service for use solely with
respect to th~s Project and, unless otherwise provided, the Arctutect shall be deemed the
author of these documents and shall retain all common law, statutory and other reserved
rights, including the copyright The Owner shall be perrmtted to retain cop~es, including
reproducible copies, of the Arclutect's Drawings, Speclficauons and other documents for
reformation and reference m connection with the Owner's use and occupancy of the
ProJect The Arclutect's Drawargs, Spec~ficaUons or other documents shall not be used
by the Owner or others on other projects or for completion of th~ Project by others,
unless the Project, or any phase thereof, of the Project ~s complete, Architect is m default
of thls Agreement, or flus Agreement is terminated, at winch tune such documents
become property of the City of Denton which allows Owner freedom to use such
documents
6 2 Subnusslon or thstrlbutlon of documents to meet official regulatory
requurements or for sumlar purposes m connection with the Project ~s not to be construed
as pubhcataon m derogaUon of the Architect's reserved rlghts
PAGE 13
ARTICLE 7
TERMINATION, SUSPENSION OR ABANDONMENT
7 1 Tlns Agreement may be terminated by either party upon not less than
seven (7) days' written nouce should the other party fall substantially to perform m
accordance with the terms of tins Agreement through no fault of the party urinating the
terrninat~on
7 15 The City of Denton may terminate Tins Agreement after the compleuon
of each basic service phase, as set forth m Article 10 ! 2 hereof, upon written not~ce to
7 2 If the Project ~s suspended by the Owner for more than thirty
(30) conseeuuve days, the Arclutect shall be compensated for services performed prior to
notice of such suspension When the Project ~s resumed, the Arclntect's compensation
shall be eqmtably adjusted to provide for expenses recurred m the mterrupUon and
resumpuon of the Architect's services
7 3 Tins Agreement may be terminated by the Owner upon not less than
seven (7) days' written nonce to the Arclutect m the event that the Project ~s permanently
abandoned If the Project is abandoned by the Owner for more than ninety (90)
cousecuttve days, the Arclntect or the Owner may ternunate tins Agreement by giving
written notice
7 4 Fatlure of the Owner to make payments to the Architect m accordance
with fins Agreement shall be considered substanual nonperformance and cause for
termination
7 5 If the Owner falls to make payment to Architect within tlurty (30) days
of receipt of a statement for services properly performed, the Arclutect may, upon seven
(7) days' written nonce to the Owner, suspend performance of services under fins
Agreement Unless payment m full IS received by the Arclutect w~thm seven (7) days of
the date of the nouce, the suspension shall take effect w~thout further notice In the event
of a suspension of services, the Architect shall have no hablhty to the Owner for delay or
damage caused the Owner because of such suspension of services
7 6 In the event of terrnmaUon not the fault of the Architect, the Arclntect
shall be compensated for services properly performed pnor to termmauon
PAGE 14
ARTICLE 8
MISCELLANEOUS PROVISIONS
8 1 T'ms Agreement shall be governed by the laws of the State of Texas
8 2 Terms m flus Agreement shall have the same meaning as those m AIA
Document A201, General Cond~uom of the Contract for Construction, current as of the
date of flus Agreement
8 3 The Owner and Arcluteet, respeeuvely, brad themselves, their partners,
successors, assigns and legal representaUves to the other party to flus Agreement and to
the partners, successors, assigns and legal representaUves of such other party with respect
to all covenants of th~s Agreement Neither Owner nor Architect shall assign flus
Agreement without the written consent of the other
8 4 Tlus Agreement represents the entire and integrated agreement between
the Owner and Arclutect and supersedes all prior negotlauons, representations or
agreements, either written or oral Tins Agreement may be amended only by written
lmmunent signed by both Owner and Arclutect
8 5 Nothing contained m ttns Agreement shall create a contractual
relationstup with or a cause of action m favor of a third party against either the Owner or
Arclutect
8 6 Unless otherwise provided m flus Agreement, the Arclutect and
Arclutect's consultants shall have no responsibthty for the discovery, presence, handling,
removal or thsposal of or exposure of persons to hazardous materials m any form at the
Project site, including but not lnmt~d to asbestos, asbestos products, polychlormated
biphanyl (PCB) or other toxic substances, provided, however, Arcbatect shall have the
responsibility to and shall report to the Owner the locauon of any hazardous material that
an Arclnteet of smular slali and expemse should have noticed
8 7 Upon receipt of prior written approval of Owner, the Arctutect shall
have the right to include representaUons of the design of the Project, including
photographs of the exterior and interior, among the Architect's promotional and
professional materials The Arclutect's materials shall not include the Owner's
confidential or proprietary mformauon if the Owner has previously advised the Arelutect
m writing of the specific mformaUon considered by the Owner to be confidential or
proprietary The Owner shall provide professional credit for the Architect on the
construction sign and m the promouonal matermls for the ProJect
PAGE 15
8 8 Arcluteet shall have knowledge tn, experience tn, and wflltng to
pamclpate/conduct m parmermg construction Partnermg construcuon is defined as "a
long-term comrmtment between two or more orgamzations for the purpose of acluevtng
spec:fie bnsmess objectives by maxlnnzmg the effectiveness of each participant's
resources The relatlonstup is based on trust, dedication to common goals, and an
understanding of eneh other's tnchvidual expectaUons, values, roles and responsththtaes"
8 9 The Owner shall have the right to revtew and approve personnel
assigned to specffic roles tn the performance of this project Arclutect agrees that flus ~s a
personal services contract and that the key persons who shall be perfomung most of the
work shall be Lyle Burgm and Lou Wolf But, with Owner's pernuss~on, Arclmect may
use other qualified and competent members of their firm to perform the work
ARTICLE 9
PAYMENTS TO THE ARCHITECT
9 1 DIRECT PERSONNEL EXPENSE
9 1 1 Dtrect Personnel Expense is defined as the direct salaries of the
Archttect's personnel engaged on the Project and the portion of the cost of their mandatory
and customary contrlbUUOnS and benefits related thereto, such as employment taxes and
other statutory employee benefits, insurance, sick leave, holidays, vacations, penstnns and
smular contribut~ons and benefits
9 2 REIMBURSABLE EXPENSES - NEED TO BE PRE-APPROVED
9 2 1 Rennbursable Expenses are m addition to compensanon for Basic and
Addmonal Services and tnclude expenses tncurred by the Architect and Architect's
employees and consultants m the mterest of the ProJect, as ~dennfied m the followtng
Clauses
9 2 1 1 Expense of transportation m connecUon with the ProJect, expenses m
connection with authorized out-of-town travel, long-distance communlcaUons, and fees
prod for securtng approval of authortues havmg junsdmt~on over the Project
9 2 1 2 Expense of reproducuons, postage and handltng of Drawmgs,
SpecfficaUons and other documents
9 2 1 3 If authorized tn advance by the Owner, expense of overttme work
reqmrtng lugher than regular rates
9 2 1 4 Expense of rendermgs, models and mock-ups requested by the Owner
PAGE 16
9 2 1 5 Expense of additional insurance coverage or lmuts, including
professional habflity insurance, requested by the Owner m excess of that normally earned
by the Architect and Architect's consultants
9 3 PAYMENTS ON ACCOUNT OF BASIC SERVICES
9 3 1 Subsequent payments for Basic Services shall be made monthly and,
where appheable, shal! be m proporUon to services performed within each phase of
service, on the basis set forth m Subparagraph 10 2 2
9 3 2 If and to the extent that the time umlally estabhshed m Subparagraph
l0 4 1 of this Agreement ts exceeded or extended through no fault of the Architect,
compensation for any services rendered during the addiuonal period of tune shall be
computed m the manner set forth m Subparagraph 10 2 3
9 3 3 When compensation ts based on a percentage of Construction Cost and
any portions of the Project are deleted or otherwise not constructed, compensation for
those portions of the ProJect shall be payable to the extem services are performed on those
portions, m accordance with the schedule set forth m Subparagraph 10 2 2 based on (1)
the lowest bona fide bid or (2) if no such bid or proposal is received, the most recent
prehinmary esttmate of ConstmcUon Cost or detailed estimate of ConstmcUon Cost for
such port. tons of the Project
9 4 PAYMENTS ON ACCOUNT OF ADDITIONAL SERVICES
9 4 1 Payments on account of the Architect's Additional Services and for
Reunbursable Expenses shall be made monthly upon presentatmn of the Architect's
statement of services rendered or expenses recurred
9 5 PAYMENTS WITHHELD
9 5 1 No deductmns shall be made from the Architect's compensation on
account of penalty, liquidated damages or other sums withheld from payments to
contractors, or on account of the cost of changes m the Work other than those for which
the Architect ts responsible
9 6 ARCHITECT'S ACCOUNTING RECORDS
9 6 1 Records of Reimbursable Expenses and expenses pertaining to
Additional Services and services performed on the basts of a multiple of Direct Personnel
Expense shall be available to the Owner or the Owner's authorized representative for
inspection and copying during regular business hours for three (3) years after the date of
the final Cemficate of Payment
PAGE 17
ARTICLE I0
BASIS OF COMPENSATION
The Owner shall compensate the Arclntect as follows
10 1 BASIC COMPENSATION
10 1 1 FOR BASIC SERVICES, as described m ArUcle 2, and any other
services included m ArUcle 11 as part of Basic Services, Basic CompensaUon shall be the
total amount of $75,000 O0 with 5% retamage held by the City
10 1 2 Progress payments for Basic Services m each phase shall total the
following percentages of the total Basic Compensauon payable
· North Lakes and Dema Recreauon Centers Expansion
· Design and Development 20% $
· Construction Documents 45% $
· Bidding 5% $
· Construcuon 30% $
Total cost without rennbursables $ 75,000 00
10 2COMPENSATION FOR ADDITIONAL SERVICES
(Not to exceed $7,500 00)
10 2 1 FOR PROJECT REPRESENTATION BEYOND BASIC SERVICES,
as described m Paragraph 2 2, compensauon shall be computed as follows
On an hourly rate basis, based on ArUcle 10 2 2
10 2 2 FOR ADDITIONAL SERVICES OF THE ARCHITECT, as described
m Articles 3 and 11, other than (1) Additional ProJect RepresentaUon, as described m
Paragraph 3 2, and (2) services included m Article 11 as part of Addltlonal Services, but
excluding services of consultants, compensaUon shall be computed as follows
Prmclpals $125 00 per hour
Sr ProJect Manager $95 00 average hourly rate
See ExIublt "B"
10 2 3 FOR ADDITIONAL SERVICES OF CONSULTANTS, including
additional structural, mechamcal and electrical engmeermg servlces and those provided
under Subparagraph 3 4 16 or ldenufied m Amcle I1 as part of Addltmnal Services, a
mulUple of 1 1 tnnes the amounts billed to the Arctmect for such serwces
PAGE 18
10 3 REIMBURSABLE EXPENSES
(Not to exceed $7,500 00)
10 3 1 FOR REIMBURSABLE EXPENSES, as described tn Paragraph 9 2, and
any other items tnchided tn ArUcle 11 as Reunbursable Expenses, a muluple of 1 1 tunes
the expenses tncurred by the Architect, the Architect's employees and consultants tn the
tnterest of the Project
10 4 ADDITIONAL PROVISIONS
10 4 I IF THE BASIC SERVICES covered by this agreement have not been
completed within fourteen (14) months of the date hereof, through no fault of the
Architect, extension of the Architect's services beyond that tune shah be compensated as
provided m Subparagraphs 9 3 3 and 10 2 2
10 4 2 Architect may bill the City for hours expended every month, begwnmg thm'y
(30) days after the Architect begins the work and the City shall endeavor to pay the
Architect w~thtn thu'ty (30) days of recelvtng an mvolce However, the City shall not be
obligated to pay more than 95% of the total contract price to Architect through monthly
tnvolces, until Architect has completed all services reqmred by flus Agreement
10 4 3 Payments are due and payable thmy (30) days from the date of the
Architect's tnVOlCe Amounts unp~ud tlurty (30) days after the tnvolce date shall bear
interest at the rate of one percent (1%) per month Provided, however, Owner shall not
be responsible for paying for any services which have not been satisfactorily performed tn
accordance with the terms and condlUons of flus contract and shall not be liable for any
interest on such services
ARTICLE 11
OTHER CONDITIONS OR SERVICES
1 Insurance and Indemmficauon Arclntect shall matntam, at no expense to
Owner, insurance coverage placed with compames rated at least B+/X by
Best's Key Rating Guide, tnchidtng a professional liability policy m an
amount not less than one million dollars ($1,000,000), tnchidtng contractual
liability coverage All applicable insurance policies shall name the Owner as
adchuonal insured and shall reqmre the giving of written nouce to Owner at
least thmy (30) days prior to cancellation, non-renewal or material
modification of any pohCleS, evidenced by return receipt of Umted States
Certtfied Marl Architect shall furmsh Owner copies of smd policies or
ceraficates of insurance
PAGE 19
Arcluteet agrees to mdemmfy, hold harmless, and defend the Cay, its
officers, agents, and employees from and agamat any and all clauns or stats
for mjunes, damages, loss, or hablhty of whatever kind or character, ansmg
out of or m eonnectaon w~th the performance by the Arclutect of those
setTeeS contemplated by tlus Agreement, based upon allegations of
neghgent acts or onusslons of Arctutect, ~ts officers, employees and
subcontractors
Arclutects' work plan ~s attached hereto as Exhibit A
This agreement entered mto as of the day and year first written above
CITY OF DENTON, TEXAS CORGAN ASSOCIATES
ARCHITECTS
OWNER ARCHITECT
TED BENAVIDES, CITY MANAGER ~ ~]?i~I~IC-gfP/~
ATTEST
JE~I~R'~ALTERS, CITY'gE~RI~TARY
APPROVED AS TO LEGAL FORM
HERBERT PROUTY, CITY ATTORNEY
COR{3AN~CONTRACT RFSP 2174
PAGE 20
WORK PLAN
EXHIBIT A
11 March 1998
Ms Janet Simpson
Superintendent of Leisure
Glty of Denton
321 East McKmney
Demon, TX 76201
Re Demon Dema & Northlake Recreation Center Additions
Architectural Proposal
Dear Janet
We are extremely pleased to provide this proposal for our professional servxces
contract for the Expansions to Dema and North Lake Kecreat,on Centers Our
services are based on the program information provided in the Request for Sealed
Proposals issued to our office, which includes a 5,000 s f addition to each facility
with a current project budget of
We propose a fixed fee of $75,000, plus a not-to-exceed reimbursibles fee of $7,50C
(project costs for printing costs, mileage, crc at 1 1 x our actual cost) As
d~scussed yesterday, the schedule is tentative schedule for the project is listed
below
City Council award Design Gontract Service April 7
Commencement of Design April 8
Completion of Construction Documents June 25
Drawings issued for Bid June 25
Advertise for Construction Bid June 25 &: July 2
Prebid Conference July 7
Bid Gonstrucnon Documents July 16
City Council award Construction Contract August 4
Issue Notice-to-Proceed August 5
Gonstructlon Starts August 12
Janet, we appreciate the opporrumty to submit this proposal and look forward to
working with you on this project Please do not hesitate to call should you have
ORe, AN ^SSOC~ATES ~NC any questions or need to discuss this proposal further
501 ELM STREET
DALLA~ TEXAS 75202 Very truly yours,
TEL 214 7~8 2000
I~AX 214 65% 828l Corgan Associates, Inc.
FORT WORTH
NEW YORK
MIAMI
LONDON
P \98066\00\Al\DAL3 LET
I/9/97
Apr'- 08- 98 1,0: 5lA 214-503-8899 P.01
' : 04/08/98
PRO,aCE. ~HI8 CERRFIOATE 18 I~UED A8 A ~ OF INFOR~N
ONLY AND CONFAB NO
McLaughlin/Bruneon H~E~ TH~ C~FICA~ DOE8 ~T AMID, ~ND OR
InBuraRce Agency AL~ ~E G~E A~,ED ~ ~E ~UOlE8 BEL~
10925 E~tate Lane, ~2~0 ~OMPANIEBA~ORDINGOOV~SE
Dallas, TX 75238 ~wY
A De.iqn Professionals Ins Co
Corgan Associate., Inc B
501 Elm Street ~MF~
Suite 500 C
Dallas, Tx 75202-333~
D
THIS 18 ~ O~l~ ~T THE POMOI~ ~ I~U~NOE U~ BEL~ ~VE BEEN I~ TO ~E INSURED ~MED ~VE FOR ~E ~UCY P~OD
IND~ NO~ANDI~ A~ ~UIREM~ ~M OR COND~ON OF A~ ~ OR O~ER ~CUMENT W~H R~E~ TO ~ICH ~lS
OE~IFI~ MAY BE~ ~U~ OR ~Y P~ ~E I~U~OE ~FORDED BY THE POMOI~ OESC~BEO HEREIN 18 SUBJECT TO A~
~LumO~ ~0 CON~I~O~ OF 8UON P~CI~ UMI~ 8H~ MAY ~VE BE~ REDUCED ~ RAID C~IM8
~e L~BI~ AU~ ONLY ~ ~ S
A,Prof L~abili~7 PL700643 12/11/96 12/11/99 $2,000,000 Cla~m/Agg
The claims made professional liability coverage ~s the total aggregate l~m~t
for all claims presented within ~he policy period and is subject ~o a
deductible RE RECepTION CE~TE~ ~DITION
Attn: Tom Shaw ~ ~mnE ~ ~L OUCH NO.~ 8~ m~E ~ o.u~~
ONLY AND CONI~I8 NO RIOHTS
H~ ~ ~R~ O0~ NOT ~D, ~D OR
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