1992-137 ORDINANCE NO. ~
AN ORDINANCE AUTHORIZING THE MAYOR TO EXECUTE AN AGREEMENT BETWEEN
THE CITY OF DENTON AND CARTER & BURGESS, INC. RELATING TO THE
RENOVATION OF THE DENTON CIVIC CENTER SWIMMING POOL; AUTHORIZING
THE EXPENDITURE OF FUNDS THEREFORE; AND PROVIDING AN EFFECTIVE
DATE.
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION I. That the Mayor is authorized to execute an
agreement between the City of Denton and Carter & Burgess, Inc.
relating to the renovation of the Denton civic Center Swimming Pool
under the terms and conditions contained within said Agreement, a
copy of which is attached hereto and made a part hereof.
SECTION II. That the City Council hereby authorizes the ex-
penditure of funds not to exceed Forty-Nine Thousand Nine Hundred
and No/100 Dollars ($49,900.00) pursuant to the Agreement.
SECTION III. That this ordinance shall become effective
immediately upon its passage and a~l. ~
PASSED AND APPROVED this the /~' day of , 1992.
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
APPROVED AS T LEGAL FORM:
DEBRA A. DRAYOVITCH, CITY ATTORNEY
BY: ~~.
ALL00309
AGREEMENT BETWEEN THE CITY OF DENTON
AND CARTER & BURGESS, ~ ENGINE,S ~
This Agreement made as of the /~.~''d~y of ( ..~-~', 1992
between the City of Denton, Texas, hereinafter re(gerred to as
,'Owner" and Carter & Burgess, Inc., 1100 Macon Street, Fort Worth,
Texas 76102, hereinafter referred to as "Engineer" for the follow-
ing Project: The renovation of the Denton civic Center swimming
Pool. The Owner and Engineer agree as set forth below.
~RTICLE 1
ENGINEER'S RESPONSIBILITIES
L.1 ENGINEER'S SERVICES
1.1.1 The Engineer's services consist of those services
performed by the Engineer, Engineer's employees and Engineer's
consultants as enumerated in Articles 2 and 3 of this Agreement and
any other services included in Article 11.
1.1.2 The Engineer's services shall be performed as expedi-
tiously as is consistent with the highest degree of professional
skill and care and the orderly progress of the Work. Upon request
of the Owner, the Engineer shall submit for the Owner's approval a
schedule for the performance of the Engineer's services which may
be adjusted as the Project proceeds, and shall include allowances
for periods of time required for the Owner's review and for
approval of submissions by authorities having jurisdiction over the
Project. Time limits established by this schedule and approved by
the Owner shall not, except for reasonable cause, be exceeded by
the Engineer or Owner, and any adjustments to this schedule shall
be mutually acceptable.
1.1.3 The services covered by this Agreement are subject to
the time limitations contained in Subparagraph 6 of Article 11.
~RTICLE Z
SCOPE OF ENGINEER'S BASIC SERVICES
2ol DEFINITION
2.1.1 The Engineer's Basic Services consist of those described
in Paragraphs 2.2 through 2.6 and any other services identified in
Article 11 as part of Basic Services, and include without limita-
tion normal structural, mechanical and electrical engineering
services, architectural design services and any other engineering
services necessary to produce a complete and accurate set of Con-
struction Documents, as described by and required in Paragraph 2.4.
PAGE
2.2 SCHEH~TIC DESIGN PHASE
2.2.~ The Engineer in consultation with the Owner shall
develop a written program for the Project to ascertain Owner's
needs and to establish the requirements for the Project.
2.2.2 The Engineer shall provide a preliminary evaluation of
the Owner's program, construction schedule and construction budget
requirements, each in terms of the other, subject to the limita-
tions set forth in subparagraph 5.2.1.
2.2.3 The Engineer shall review with the Owner alternative
approaches to design and construction of the Project.
2.2.4 Based on the mutually agreed-upon program, schedule and
construction budget requirements, the Engineer shall prepare, for
approval by the Owner, Schematic Design Documents consisting of
drawings and other documents illustrating the scale and relation-
ship of Project components. The Schematic Design shall contemplate
compliance with all applicable laws, statutes, ordinances, codes
and regulations.
2.2.5 The Engineer shall submit to the Owner a preliminary
detailed estimate of Construction Cost based on current area,
volume or other unit costs and which indicates the cost of each
category of work involved in constructing the Project and establish
an elapsed time factor for the period of time from the commencement
to the completion of construction.
2.3 DESIGN DEVELOPMENT PHASE
2.3.~ Based on the approved Schematic Design Documents and any
adjustments authorized by the Owner in the program, schedule or
construction budget, the Engineer shall prepare for approval by the
Owner, Design Development Documents consisting of drawings and
other documents to fix and describe the size and character of the
Project as to architectural, structural, mechanical and electrical
systems, materials and such other elements as may be appropriate,
which shall comply with all applicable laws, statutes, ordinances,
codes and regulations.
2.3.2 The Engineer shall advise the Owner of any adjustments
to the preliminary estimate of Construction Cost in a further
Detailed Statement as described in Paragraph 2.2.5.
2.4 CONSTRUCTION DOCUHENTS PHASE
2.4.~ Based on the approved Design Development Documents and
any further adjustments in the scope or quality of the Project or
in the construction budget authorized by the Owner, the Engineer
shall prepare, for approval by the Owner, Construction Documents
consisting of Drawings and Specifications setting forth in detail
PAGE 2
requirements for the construction of the Project, which shall
comply with all applicable laws, statutes, ordinances, codes and
regulations.
2.4.2 The Engineer shall assist the Owner in the preparation
of the necessary bidding information, bidding forms, the Conditions
of the contract, and the form of Agreement between the Owner and
Contractor.
2.4.3 The Engineer shall advise the Owner of any adjustments
to previous preliminary estimates of Construction Cost indicated by
changes in requirements or general market conditions.
2.4.4 The Engineer shall assist the Owner in connection with
the Owner's responsibility for filing documents required for the
approval of governmental authorities having jurisdiction over the
Project.
2.5 BIDDING
2.5.1 The Engineer, following the Owner's approval of the
Construction Documents and of the latest preliminary estimate of
Construction Cost, shall assist the Owner in obtaining bids and
assist in awarding and preparing contracts for construction.
2.5.2 If the lowest bid for the construction of the Project
exceeds the total construction cost of the Project as set forth in
the approval Detailed Statement of Probable Construction Costs of
the Projects submitted by the Engineer, then the Engineer, at its
sole cost and expense, shall revise the Construction Documents as
may be required by the Owner to reduce or modify the quantity or
quality of the work so that the total construction cost of the
Project will not exceed the total construction cost set forth in
the approved Detailed Statement of Probable Construction Costs.
2.6 CONSTRUCTION PHASE - ~DMINISTRATION OF THE CONSTRUCTION
CONTRACT
2.6.1 The Engineer's responsibility to provide Basic Services
for the Construction Phase under this Agreement commences with the
award of the Contract for Construction and terminates at the
issuance to the Owner of the final Certificate for Payment, unless
extended under the terms of Subparagraph 10.3.1.
2.6.2 The Engineer shall provide detailed administration of
the Contract for Construction as set forth below and in the edition
of AIA document A201, General Conditions of the Contract for Con-
struction, current as of the date of this Agreement, unless other-
wise provided in this Agreement.
2.6.3 Construction Phase duties, responsibilities and limita-
tions of authority of the Engineer shall not be restricted, modi-
PAGE 3
fied or extended without written agreement of the Owner and
Engineer.
2.6.4 The Engineer shall be a representative of and shall
advise and consult with the Owner (1) during construction, and (2)
as an Additional Service at the Owner's direction from time to time
during the warranty period described in the Contract for Construc-
tion, i.e. one year. The Engineer shall have au'thority to act on
behalf of the Owner only to the extent provided in this Agreement
unless otherwise modified by written instrument.
Z.6.5 The Engineer shall visit the construction site on an
average of twice a week, regardless of whether construction is in
prog-ress, to become familiar with the progress and quality of the
Work completed and to determine if the Work is being performed in
a manner indicating that the Work when completed will be in accor-
dance with the Contract Documents. Engineer shall provide Owner a
written report subsequent to each on-site visit. On the basis of
on-site observations as an Engineer, the Engineer shall keep the
Owner informed of the progress and quality of the Work, and shall
exercise the utmost care and diligence in discovering and promptly
reporting to the Owner any defects or deficiencies in the work of
Contractor or any subcontractors. The Engineer represents that he
will follow the highest professional standards in performing all
services under this Agreement. Any defective designs or specifi-
cations furnished by the Engineer will be promptly corrected by the
Engineer at no cost to the Owner. The Owner's approval, accep-
tance, use of or payment for all or any part of the Engineer's
services hereunder or of the Project itself shall in no way alter
the Engineer's obligations or the Owner's rights hereunder.
2.6.6 The Engineer shall not have control over or charge of
and shall not be responsible for construction means, methods, tech-
niques, sequences or procedures, or for safety pr,~cautions and pro-
grams in connection with the Work. The Engineer shall not be
responsible for the Contractor's schedules or failure to carry out
the Work in accordance with the Contract Documents except insofar
as such failure may result from Engineer's acts or omissions. The
Engineer shall not have control over or charge of acts or omissions
of the Contractor, Subcontractors, or their agents or employees, or
of any other persons performing portions of the Work.
2.6.7 The Engineer shall at all times have access to the Work
wherever it is in preparation or progress.
2.6.8 Based on the Engineer's observations at the site of the
work and evaluations of the Contractor's Applications for Payment,
the Engineer shall review and certify the amounts due the Contrac-
tor.
2.6.9 The Engineer's certification for pa~ent shall consti-
tute a representation to the Owner, based on the Engineer's
observations at the site as provided in Subparagraph 2.6.5 and on
PAGE 4
the data comprising the Contractor's Application for Payment, that
the Work has progressed to the point indicated and that the quality
of the iWork is in accordance with the Contract Documents. The
foregoing representations are subject to minor deviations from the
contract Documents correctable prior to completion and to specific
qualifications expressed by the Engineer. The issuance of a Certi-
ficate for Payment shall further constitute a representation that
the Contractor is entitled to payment in the amount certified.
However, the issuance of a Certificate for Payment shall not be a
representation that the Engineer has (1) made exhaustive or con-
tinuous on-site inspections to check the quality or quantity of the
Work, (2) reviewed construction means, methods, techniques, sequen-
ces or procedures, (3) reviewed copies of requisitions received
from Subcontractors and material suppliers and other data requested
by the Owner to substantiate the Contractor's right to payment or
(4) ascertained how or for what purpose the Contractor has used
money previously paid on account of the Contract Sum.
2.6.X0 The Engineer shall have the responsibility and
authority to reject Work which does not conform to the Contract
Documents. Whenever the Engineer considers it necessary or
advisable for implementation of the intent of the Contract Docu-
ments, the Engineer will have authority to require additional
inspection or testing of the Work in accordance with the provisions
of the Contract Documents, whether or not such Work is fabricated,
installed or completed. However, neither this authority of the
Engineer nor a decision made in good faith either to exercise or
not exercise such authority shall give rise to a duty or responsi-
bilitylof the Engineer to the Contractor, Subcontractors, material
and equipment suppliers, their agents or employees or other persons
performing portions of the Work.
2.6.X~ The Engineer shall review and approve or take other
appropriate action upon Contractor's submittals such as Shop
Drawings, Product Data and Samples for the purpose of (1) compli-
ance with applicable laws, statutes, ordinances and codes; and (2)
determining whether or not the Work, when completed, will be in
compliance with the requirements of the Contract Documents. The
Engineer,s action shall be taken with such reasonable promptness to
cause ~no delay in the Work or of separate contractors, while
allowing sufficient time in the Engineer's professional judgment to
permit adequate review. Review of such submittals is not conducted
for the purpose of determining the accuracy and completeness of
other details such as dimensions and quantities or for substantiat-
ing instructions for installation or performance of equipment or
systems designed by the Contractor, all of which remain the
responsibility of the Contractor to the extent required by the
Contract Documents. The Engineer's review shall not constitute
approval of safety precautions or, unless otherwise specifically
stated by the Engineer, of construction means, methods, techniques,
sequences or procedures. The Engineer's approval of a specific
item shall not indicate approval of an assembly of which the item
PAGE 5
is a component. When professional certification of performance
characteristics of materials, systems or equipment is required by
the Contract Documents, the Engineer shall be entitled to rely upon
such certification to establish that the materials, systems or
equipment will meet the performance criteria required by the
Contract Documents.
2.6.12 The Engineer shall prepare Change Orders and Construc-
tion Change Directives, with supporting documentation and data if
deemed necessary by the Engineer as provided in Subparagraphs 3.1.1
and 3.3.3, for the Owner's approval and execution in accordance
with the Contract Documents, and may authorize minor changes in the
Work not involving an adjustment in the Contract Sum or an exten-
sion of the Contract Time which are not inconsistent with the in-
tent of the Contract Documents.
2.6.13 On behalf of the Owner, the Engineer shall conduct
inspections to determine the dates of Substantial Completion and
Final Completion, and shall issue Certificates of Substantial and
Final Completion. The Engineer will receive and review written
guarantees and related documents required by the Contra~t Documents
and assembled by the Contractor and shall issue a final certificate
for Payment.
2.6.14 The Engineer shall interpret and provide recommenda-
tions on matters concerning performance of the Owner and Contractor
under the requirements of the Contract Documents on written request
of either the Owner or Contractor. The Engineer's response to such
requests shall be made with reasonable promptness and within any
time limits agreed upon.
2.6.15 Interpretations and decisions of the Engineer shall be
consistent with the intent of and reasonably inferable from the
Contract Documents and shall be in writing or in the form of draw-
ings. When making such interpretations and initial decisions, the
Engineer shall endeavor to secure faithful performance by both
Owner and Contractor, shall not show partiality to either, and
shall not be liable for results for interpretations or decisions so
rendered in good faith in accordance with all the requirements of
the Owner-Engineer Agreement and in the absence of negligence.
2.6.16 The Engineer shall render written decisions within a
reasonable time on all claims, disputes or other matters in ques-
tion between the Owner and Contractor relating to the execution or
progress of the Work as provided in the Contract Documents.
2.6.17 The Engineer (1) shall render services under the Agree-
ment in accordance with the highest professional standards prevail-
ing in the metroplex area; (2) will reimburse the Owner for all
damages caused by the defective designs the Engineer prepares; and
(3) by acknowledging payment by the Owner of any fees due, shall
PAGE 6
not be released from any rights the Owner may have under the
Agreement or diminish any of the Engineer's obligations thereunder.
ADDITIONAL SERVICES
3.L GENERAL
3.~.1 The services described in this Article 3 are not in-
cluded in Basic Services unless so identified in Article 2, and
they shall be paid for by the Owner as provided in this Agreement,
in addition to the compensation for Basic Services. The services
described under Paragraphs 3.2 and 3.4 shall only be provided if
authorized or confirmed in writing by the Owner. If services de-
scribed under Contingent Additional Services in Paragraph 3.3 are
required due to circumstances beyond the Engineer's control, the
Engineer shall notify the Owner prior to commencing such services.
If the Owner deems that such services described under Paragraph 3.3
are not required, the Owner shall give prompt written notice to the
Engineer. If the Owner indicates in writing that all or part of
such contingent Additional Services are not required, the Engineer
shall have no obligation to provide those services. Owner will be
responsible for compensating the Engineer for Contingent Additional
Services only if they are not required due to the negligence or
fault of Engineer.
~.2 PROJECT REPRESENTATION BE¥OI~ BASIC SERVICES
3.2.~ If more extensive representation at the site than is
described in Subparagraph 2.6.5 is required, the Engineer shall
provide one or more Project Representatives to assist in carrying
out such additional on-site responsibilities.
3.2.Z Project Representatives shall be selected, employed and
directed by the Engineer, and the Engineer shall be compensated
therefor as agreed by the Owner and Engineer. The duties, respon-
sibilities and limitations of authority of Project Representatives
shall be as described in a separate agreement executed by the
parties.
3.Z.~ Through the observations by such Project Representa-
tives, the Engineer shall endeavor to provide further protection
for the Owner against defects and deficiencies in the Work, but the
furnishing of such project representation shall not modify the
rights, responsibilities or obligations of the Engineer as describ-
ed elsewhere in this Agreement.
~.3 COI','TINGEI'~T ADDITIONAL SERVICES
~.~.1 Making material revisions in Drawings, Specifications
or other documents when such revisions are:
PAGE 7
1. inconsistent with approvals or instructions previously
given by the Owner, including revisions made necessary
by adjustments in the Owner's program or Project
budget;
2. required by the enactment or revision of codes, laws or
regulations subsequent to the preparation of such docu-
ments; or
3. due to changes required as a result of the Owner's
failure to render decision in a timely manner.
3.3.2 Providing services required because of significant
changes in the Project including, but not limited to, size, quali-
ty, complexity, the Owner's schedule, or the method of bidding and
contracting for construction, except for services required under
Subparagraph 5.2.5.
3.3.3 Preparing Drawings, Specifications and other documenta-
tion and supporting data, and providing other services in connec-
tion with Change Orders and Construction Change Directives.
3.3.4 Providing consultation concerning replacement of Work
damaged by fire or other cause during construction, and furnishing
services required in connection with the replacement of such Work.
3.3.5 Providing services made necessary by the default of the
Contractor, by major defects or deficiencies in the Work of the
Contractor.
3.3.6 Providing services in evaluating an extensive number of
claims submitted by the Contractor or others in connection with the
Work.
3.3.7 Providing services in connection with a public hearing,
arbitration proceeding or legal proceeding except where the Engi-
neer is party thereto.
3.4 OPTION~%L ~DDITION~%L SERVICES
3.4.~ Providing services to verify the accuracy of drawings or
other information furnished by the Owner.
3.4.Z Providing coordination of construction performed by
separate contractors or by the Owner's own forces and coordination
of services required in connection with construction performed and
equipment supplied by the Owner.
3.4.3 Providing assistance in the utilization of equipment or
systems such as testing, adjusting and balancing, preparation of
operation and maintenance manuals, training personnel for operation
and maintenance and consultation during operation.
PAGE 8
3.4.4 Providing services after issuance to the Owner of the
final Certificate for Payment, or in the absence of a final
Certificate for Payment, more than 60 days after the date of
Substantial Completion of the Work.
3.4.5 Providing services of consultants for other than archi-
tectural, structural, mechanical and electrical engineering por-
tions of the Project provided as a part of Basic Services.
3.4.6 Providing any other services not otherwise included in
this Agreement or not customarily furnished in accordance with gen-
erally accepted engineering or architectural practice.
ARTICLE 4
OWNER'S REBPONSIBILITIES
4.1 The Owner shall consult with the Engineer regarding
requirements for the Project, including (1) the Owner's objec-
tives, (2) schedule and design constraints and criteria, including
space requirements and relationships, flexibility, expandability,
special equipment, systems and site requirements, as more speci-
fically described in Paragraph 2.2.1.
4.Z The Owner shall establish and update an overall budget for
the Project, including the Construction Cost, the Owner's other
costs and reasonable contingencies related to all of these costs.
4.3 If requested by the Engineer, the Owner shall furnish
evidence that financial arrangements have been made to fulfill the
Owner's obligations under this 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 authorized representative shall render decisions in a time-
ly manner pertaining to documents submitted by the Engineer in
order to avoid unreasonable delay in the orderly and sequential
progress of the Engineer's services.
4.5 The Owner shall furnish site plans describing physical
characteristics, legal limitations and utility locations for the
site of the Project. The site plan may include, as applicable,
grades and lines of streets, alleys, pavements and adjoining
property and structures; adjacent drainage; rights-of-way,
restrictions, easements, encroachments, zoning, deed restrictions,
boundaries and contours of the site; locations, dimensions and
necessary data pertaining to existing buildings, other improvements
and trees; and information concerning available utility services
and lines, both public and private, above and below grade,
including inverts and depths.
PAGE 9
4.$ The Owner shall furnish the services of other consultants
when such services are reasonably required by the scope of the
Project and are requested by the Engineer and are not provided by
the Engineer as part of his Basic Services.
4.7 The Owner shall furnish all legal, accounting and insur-
ance counseling services as may be necessary at any time for the
Project, including auditing services the Owner may require to
verify the Contractor's Applications for Payment or to ascertain
how or for what purposes the Contractor has used the money paid by
or on behalf of the Owner.
4.S The services, information, site plans and reports required
by Paragraphs 4.5 through 4.7 shall be furnished at the Owner's
expense, and the Engineer shall be entitled to rely upon the accur-
acy and completeness thereof in the absence of any negligence on
the part of the Engineer.
4.9 Prompt written notice shall be given by the Owner to
the Engineer if the Owner becomes aware of any fault or defect in
the Project or nonconformance with the Contract Documents.
4.X0 The proposed language of certificates or certifications
requested of the Engineer or Engineer's consultants shall be
submitted to the Engineer for review and approval at least fourteen
(14) days prior to execution. The Owner shall not request
certifications that would require knowledge or services beyond the -
scope of this Agreement.
ARTICLE 5
CONSTRUCTION COST
5.1 DEFINITION
5.1.~ The Construction cost shall be the total cost or
estimated cost to the Owner of all elements of the Project designed
or specified by the Engineer.
5.X.Z The Construction Cost shall include the cost at current
market rates of labor and materials furnished by the Owner and
equipment designed, specified, selected or specially provided for
by the Engineer, plus a reasonable allowance for the Contractor's
overhead and profit. In addition, a reasonable allowance for
contingencies shall be included for market conditions at the time
of bidding and for changes in the Work during construction.
$.X.3 Construction Cost does not include the compensation of
the Engineer and Engineer's consultants, financing or other costs
which are the responsibility of the Owner as provided in Article 4.
PAGE 10
5,2 RESPONSIBILITY FOR CONSTRUCTION
5.2.~ Evaluations of the Owner's Project budget, preliminary
estimates of Construction Cost and detailed estimates of Construc-
tion Cost, if any, prepared by the Engineer, represent the
Engineer's best judgment as a design professional familiar with the
construction industry. It is recognized, however, that neither the
Engineer nor the Owner has control over the cost of labor,
materials or equipment, over the Contractor's methods of determin-
ing bid prices, or over competitive bidding or market conditions.
Accordingly, the Engineer cannot and does not warrant or represent
that bids will not vary from the Owner's Project budget or from any
estimate of Construction Cost or evaluation prepared or agreed to
by the Engineer.
$.Z.Z No fixed limit of Construction Cost shall be established
as a condition of this Agreement by the furnishing, proposal or
establishment of a Project budget, unless such fixed limit has been
agreed upon in writing and signed by the parties thereto. If such
a fixed limit has been established, the Engineer shall~e permitted
to include contingencies for design, bidding and price escalation,
to determine what materials, equipment, component systems and types
of construction are to be included in the Contract Documents, to
make reasonable adjustments in the scope of the Project and to
include in the Contract Documents alternate bids to adjust the
Construction Cost to the fixed limit. Fixed limits, if any, shall
be increased in the amount of an increase in the Contract Sum
occurring after execution of the Contract for Construction.
5.Z.3 If the Bidding Phase has not commenced within ninety
(90) days after the Engineer submits the Construction Documents to
the Owner, any Project budget or fixed limit of Construction Cost
shall be adjusted to reflect changes in the general level of prices
in the construction 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 limit of Construction Cost (adjusted as pro-
vided in Subparagraph 5.2.3) is exceeded by the lowest bona fide
bid, the Owner shall:
1. give written approval of an increase in such fixed
limit;
2. authorize rebidding or renegotiating of the Pro-
ject within a reasonable time;
3. if the Project is abandoned, terminate in accor-
dance with Paragraph 7.3; or
4. cooperate in revising the Project scope and quali-
ty as required to reduce the Construction Cost.
PAGE 11
5.2.5 If the Owner chooses to proceed under Clause 5.2.4, the
Engineer, without additional charge, shall modify the Contract
Documents as necessary to comply with the fixed limit, if estab-
lished as a condition of this Agreement. The modification of
Contract Documents shall be the limit of the Engineer's responsi-
bility arising out of the establishment of a fixed limit.
ARTICLE 6
USE OF ENGINEER'S DRAWINGS,
SPECIFICATIONS ~ OTHER DOCUMENTS
6.1 The Drawings, Specifications and other documents prepared
by the Engineer for this Project are instruments of the Engineer's
service for use solely with respect to this Project and, unless
otherwise provided, the Engineer 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
permitted to retain copies, including reproducible copies, of the
Engineer's Drawings, Specifications and other documents for infor-
mation and reference in connection with the Owner's use and
occupancy of the Project. The Engineer's Drawings, Specifications
or other documents shall not be used by the Owner or others on
other projects or for completion of this Project by others, unless
the project, or any phase thereof, of the Project is complete,
Engineer is in default of this Agreement, or this Agreement is
terminated, at which time such documents become property of the
Owner.
6.2 Submission or distribution of documents to meet official
regulatory requirements or for similar purposes in connection with
the Project is not to be construed as publication in derogation of
the Engineer's reserved rights.
~TICLE 7
TEPI(INATION, SUSPENSION OR ABANDONMENT
?.1 This Agreement may be terminated by either party upon not
less than seven days written notice should the other party fail
substantially to perform in accordance with the terms of this
Agreement through no fault of the party initiating the termination.
7.1.5 The Owner may terminate this Agreement after the
completion of each basic service phase, as set forth in Article
10.1.2 hereof, upon written notice to the Engineer. The Owner may
terminate this Agreement at any time upon thirty (30) days written
notice to Engineer.
7.2 If the Project is suspended by the Owner for more than 30
consecutive days, the Engineer shall be compensated for services
performed prior to notice of such suspension. When the Project is
PAGE 12
resumed, the Engineer's compensation shall be equitably adjusted to
provide for expenses incurred in the interruption and resumption of
the Engineer's services.
?.3 This Agreement may be terminated by the Owner upon not
less than seven days written notice to the Engineer in the event
that the Project is permanently abandoned. If the Project is
abandoned by the Owner for more than 90 consecutive days, the
Engineer or the Owner may terminate this Agreement by giving
written notice.
7.4 Failure of the Owner to make payments to the Engineer in
accordance with this Agreement shall be considered substantial non-
performance and cause for termination.
7.5 If the Owner fails to make payment to Engineer within
thirty (30) days of receipt of a statement for services properly
performed, the Engineer may, upon seven days written notice to the
Owner, suspend performance of services under this Agreement.
Unless payment in full is received by the Engineer within seven (7)
days of the date of the notice, the suspension shall take effect
without further notice. In the event of a suspension of services,
the Engineer shall have no liability to the Owner for delay or
damage caused the Owner because of such suspension of services.
7.6 In the event of termination not the fault of the Engineer,
the Engineer shall be compensated for services properly performed
prior to termination.
ARTICLE S
MISCELL/~NEOUS PROVISIONS
8.1 This Agreement shall be governed by the laws of the State
of Texas.
8.2 Terms in this Agreement shall have the same meaning as
those in AIA Document A201, General Conditions of the Contract for
Construction, current as of the date of this Agreement.
8.3 The Owner and Engineer, respectively, bind themselves,
their partners, successors, assigns and legal representatives to
the other party to this Agreement and to the partners, successors,
assigns and legal representatives of such other party with respect
to all covenants of this Agreement. Neither Owner nor Engineer
shall assign this Agreement without the written consent of the
other.
8.4 This Agreement represents the entire and integrated agree-
ment between the Owner and Engineer and supersedes all prior
negotiations, representations or agreements, either written or
PAGE 13
oral. This Agreement may be amended only by written instrument
signed by both Owner and Engineer.
S.5 Nothing contained in this Agreement shall create a
contractual relationship with or a cause of action in favor of a
third party against either the Owner or Engineer.
S.6 Unless otherwise provided in this Agreement, the Engineer
and Engineer's consultants shall have no responsibility for the
discovery, presence, handling, removal or disposal of or exposure
of persons to hazardous materials in any form at the Project site,
including but not limited to asbestos, asbestos products, poly-
chlorinated biphenyl (PCB) or other toxic substances, provided,
however, Engineer shall have the responsibility to and shall report
to the Owner the location of any hazardous material that an engi-
neer or architect of similar skill and expertise should have
noticed.
S.? Upon receipt of prior written approval of Owner, the
Engineer shall have the right to include representations of the
design of the Project, including photographs of the exterior and
interior, among the Engineer's promotional and professional
materials. The Engineer's materials shall not include the Owner's
confidential or proprietary information if the Owner has previously
advised the Engineer in writing of the specific information
considered by the Owner to be confidential or proprietary. The
Owner shall provide professional credit for the Engineer on the
construction sign and in the promotional materials for the Project.
~TICLE 9
PAYMENTS TO THE ENGINEER
9.1 DIRECT PERSONNEL EXPENSE
9.1.1 Direct Personnel Expense is defined as the direct
salaries of the Engineer's personnel engaged on the Project and the
portion of the cost of their mandatory and customary contributions
and benefits related thereto, such as employment taxes and other
statutory employee benefits, insurance, sick leave, holidays,
vacations, pensions and similar contributions and benefits.
9.2 PAYMENTS ON ACCOUNT OF B~SIC SERVICES
9.2.1 Subsequent payments for Basic Services shall be made
monthly and, where applicable, shall be in proportion to services
performed within each phase of service, on the basis set forth in
Subparagraph 10.2.2.
9.2.2 If and to the extent that the time initially established
in Subparagraph 10.3.1 of this Agreement is exceeded or extended
through no fault of the Engineer, compensation for any services
PAGE 14
rendered during the additional period of time shall be computed in
the manner set forth in Subparagraph 10.2.3.
9.3 PAYMENTS ON ACCOUNT OF ADDITIONAL SERVICES
9.3.1 Payments on account of the Engineer's Additional
Services shall be made monthly upon presentation of the Engineer's
statement of services rendered or expenses incurred.
9.4 PAYMENTS WITHHELD
9.4.1 NO deductions shall be made from the Engineer's
compensation on account of penalty, liquidated damages or other
sums withheld from payments to contractors, or on account of the
cost of changes in the Work other than those for which the Engineer
is responsible.
9.5 ENGINEER'S ACCOUNTING RECORDS
9.5.1 Records of expenses pertaining to Additional Services
and services performed on the basis 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 years after the date of the final
Certificate of Payment.
ARTICLE 10 -
BASIS OF COMPENSATION
The Owner shall compensate the Engineer as follows:
10.1 BASIC COMPENSATION
10.1.1 FOR BASIC SERVICES, as described in Article 2, and any
other services included in Article ll as part of Basic Services,
Basic Compensation shall be the total amount of $49,900.
10.X.Z Progress payments for Basic Services in each phase
shall total the following percentages of the total Basic Compensa-
tion payable:
a. Phase Iz Sohomatio Design Phase
Sub Total $13,500.
b. Phase I~ Mechanical Renovation
Design and Development Phase $ 3,625. 25%
Construction Documents Phase $ 7,250. 50%
PAGE 15
Bidding Phase $ 1,450· 10%
Construction Phase $ 2,175. 15%
Phase I Sub Total $14,500.
c. Phase II~ Buildings Reconstruction and Site Work, Part 1
· Design and Development Phase $ 6,800. 40%
· Construction Document Phase $10,200. 60%
Phase II Sub Total $17,000.
d. Phase II~ Buildings Reconstruction
and Site Work, Part 2
Bidding Phase $ 735. 15%
Construction Phase $ 4,165. 85%
Phase II Sub Total $ 4,900.
Total $49,900.
10.2 COMPENSATION FOR ADDITIONAL SERVICES
10.2.1 FOR PROJECT REPRESENTATION BEYOND BASIC SERVICES, as
described in Paragraph 2.2, compensation shall be computed as
follows:
On an hourly rate basis, based on Article 10.2.2.
10.2.2 FOR ADDITIONAL SERVICES OF THE Engineer, as described
in Articles 3 and 11, other than (1) Additional Project Representa-
tion, as described in Paragraph 3.2, and (2) services included in
Article 11 as part of Additional Services, but excluding services
of consultants, compensation shall be computed as follows:
Principals $100.00 per hour
Project Manager $ 60.00 hourly rate
Landscape Architect $ 50.00 hourly rate
Senior Engineer $ 75.00 hourly rate
Engineer I $ 60.00 hourly rate
Architect $ 60.00 hourly rate
10.2.3 FOR ADDITIONAL SERVICES OF CONSULTANTS, including those
provided under Subparagraph 3.4.6 or identified in Article 11 as
part of Additional Services, a multiple of 1.15 times the amounts
billed to the Engineer for such services.
PAGE 16
10.3 ADDITIONAL PROVISIONS
10.3.1 IF THE BASIC SERVICES covered by this agreement have
not been completed on or before May 14, 1993, through no fault of
the Engineer, extension of the Engineer's services beyond that time
shall be compensated as provided in Subparagraph 10.2.2.
10.3.2 Payments are due and payable thirty (30) days from the
date of the Engineer's invoice. Amounts unpaid thirty (30) days
after the invoice date shall bear interest at the rate of one
percent (1%) per month.
ARTICLE 11
OTHER CONDITIONS OR SERVICES
1. Insurance and Indemnification. Engineer shall maintain, at no
expense to Owner, insurance coverage placed with companies
rated at least B+/X by Best's Key Rating Guide, including a
professional liability policy in the amount of Three Million
Dollars ($3,000,000), including contractual liability coverage.
Ail applicable insurance policies shall name the Owner and Alan
F. Nelson as additional insured and shall require the giving of
written notice to Owner at least thirty days prior to cancella-
tion, non-renewal or material modification of any policies,
evidenced by return receipt of United States Certified Mail.
Engineer agrees to indemnify, hold harmless, and defend the
Owner, its officers, agents, and employees from and against any
and all claims or suits for injuries, damages, loss, or
liability of whatever kind or character, arising out of or in
connection with the performance by the Engineer of those
services contemplated by this Agreement, based upon allegations
of negligent acts or omissions of Engineer, its officers,
employees and subcontractors.
2. Engineer agrees to provide services for the completion of the
Project in accordance with the terms and conditions of this
agreement and as set forth in the Scope of Services attached
hereto as Exhibit A. In case of a conflict between the lan-
guage in the Exhibit and the language in this Agreement, the
language in the Agreement shall be controlling.
3. Engineer agrees to prepare documents for alternate, separate or
sequential bids as directed by the Owner.
4. Engineer agrees to investigate existing conditions or faci-
lities or to make measured drawings thereof as requested by
Owner.
5. Engineer shall provide interior design and other similar ser-
vices required for the selection, procurement and installation
of furniture, furnishings and related equipment for the Project
as directed by Owner.
PAGE 17
6. Engineer agrees to complete the services described in Article
10.1.2, Phase I and the Design and Development Phases of Phase
II within seventy-five (75) days from the date of the execution
of this Agreement.
This Agreement entered into as of the day and year first
written above.
CITY OF DENTON, TEXAS, CARTER & BURGESS, INC.,
OWNER ENGINEER
B6B CASTLEBERRY, MAYOR/ ~ CHRIS STOCKE
VICE PRESIDENT
ATTEST: /
OVED AS TO LEGAL FORM:
DEBRA A. DRAYOVITCH, CITY ATTORNEY
PAGE 18
EXHIBIT A
PROPOSAl.
FOR
PROFESSIONAL DESIGN SERVICES
FOR
THE RENOVATION OF
THE CMC CENTER SWIMMING POOL
DENTON, TEXAS
PREPARED BY:
CARTER & BURGESS, INC.
ENGINEERS,PLANNERS* SURVEYORS
1100 MACON STREET
FORT WORTH, TEXAS 76102
AND
ALAN F. NELSON, ARCHITECT
502 W. OAK
DENTON, TEXAS 76201
AUGUST 10, 1992
C&B No. 92128616F
PROPOSAL FOR
PROFESSIONAL DESIGN SERVICES
FOR
THE RENOVATION OF THE CMC CENTER SWIMMING POOL
DENTON, TEXAS
I. PROJECT DESCRIPTION
The Civic Center Swimming Pool is located off Bell Avenue in the City of Denton
within Civic Center Park. The pool complex, originally built in 1965, includes a
330,000 gallon swimming pool, bathhouse buildings, and trellis covered sitting areas
as designed by the late architect, O'Neil Ford. The City is contracting for the
redesign and renovation of the pool facility based upon the following priorities as
identified in two phases:
PHASE I (Budget Allowance $300,000)
Replace the existing gutter system for entire perimeter of pool.
Replace the existing circulation/piping system (supply/return) from the pool
to the filtration system.
· Replace the existing filtration system, pumps, electrical devices, and chemical
treatment system. -
Replace the existing undenvater lights and provide the proper conduit/wire
and grounding provisions to meet code requirements.
Replace the existing perimeter concrete deck in conjunction with other
renovation work around the pool and adjacent seating areas.
PHASE II (Budget Allowance $309,000)
Design and reconstruction of the pool buildings, shower rooms and covered
sitting areas..
Construction of a new zero-depth children's pool.
Install new pool equipment, diving boards, and deck furniture.
Replace existing perimeter fencing around the pool complex.
Eliminate the two existing on-street angled parking areas and design a new
off-street parking lot to serve the Civic Center Pool.
mfp\92128616.P1 Page 1 of 4
The A/E Project Team understands that the City is retaining consultant services at
this time for the entire scope of work within both phases of program items. The City
will direct the Project Team as to the final construction package based upon actual
budget allocations approved by the City Council.
II. SCOPE OF SERVICES
A. EVALUATION OF EXISTING CONDITIONS AND PREPARATION OF
DESIGN RECOMMENDATIONS:
1. Site Visit/Assessment of Existing Conditions: The Project Team and
City personnel will visually investigate the pool, filtration system, bath
house, etc., noting all priorities for renovation work. This assessment
will be reviewed and approved by the client and will become the basis
for design development drawings.
2. Research As-Built Drawings: The Project Team will thoroughly
research all old documents as retained by the City pertaining to the
pool geometry, layout, spot grades, buildings, parking, roads, fences,
equipment, landscaping and utility locations that exist on site. Base
maps will be prepared from existing City informaiion. The Project
Team will not conduct any field surveys for as-built information under
this scope of work.
3. Design Recommendations: Prepare summary of design
recommendations with noted code requirements where applicable,
proposed modifications and budget estimates for each renovation
construction item.
4. Client Meetine: Project Team members to meet with City personnel
to review design recommendations and make selections of renovation
priorities.
B. DESIGN DEVELOPMENT DRAWINGS:
1. Conceptual Master Plan: Preparation of a Concept Master Plan for
the overall re-development of the pool complex. This plan will serve
as the guiding exhibit to insure that the project is developed in an
orderly, phased process which creates a state-of-the-art outdoor
recreational facility.
2. Preliminary. Plans: Based upon the final programmatic list of
improvements, the Project Team will prepare preliminary construction
plans and details depicting all proposed construction/renovation for
the pool, buildings and site improvements.
mfp\92128616.P1 Page 2 of 4
3. City_ Review/Approvals: The Project Team will submit preliminary
construction plans to the City for review by various departments (i.e.,
Park and Recreation Department, Engineering Department).
C. FINAL BID DOCUMENTS:
1. Final Construction Documents: After approval from the City of the
Preliminary Plans, the Project Team will finalize all construction plans,
as well as prepare technical specifications as a part of the entire bid
package.
2. ~: The Project Team will prepare the "Bidders
Package," assist in the advertising for bids, bid receipt, and bid
opening. The Project Team will also assist in review of bids and the
award of the final bid. The City will be provided (20) sets of plans to
use for bidding. The City will be responsible for printing of the
specifications and contract document books. Additional sets of plans
beyond the (20) sets will be a cost incurred by the City.
D. CONSTRUCTION SERVICES:
1. Construction Observation: The Project Team will provide on-site
observation services as required to include field reports, memos,
change orders, etc. in conjunction with City representatives. The
Project Team will also assist the City in review of contractor's shop
drawings during construction.
2. ~: The Project Team will perform the on-site final
inspection with City representatives noting recommendations for final
acceptance.
mfp\92128616.Pl Page 3 of 4
III. COMPENSATION
A. Evaluation of Existing Conditions and
Preparation of Design Recommendations $ 8,800
B. Design Development Drawings $15,200
C. Final Bid Documents $19,500
D. Construction Services $ 6,400
(Estimated 24 weeks of Construction
with Project Team performing average
5 hours of construction administration
per week = 120 hours total)
Note: Should the project require more on-site
observation time than estimated amount, the City
and A/E Team will negotiate an hourly rate agreement
for these services.
Total Fee $49,900
The A/E Project Team understands that the City desires the design services to be
completed in the fall of 1992 so that the project can be bid and the renovation
performed during the winter of 1992-93 and the pool opened by May 14, 1993.
mfp\92128616.P1 Page 4 of 4
CIVIC CENTER SWIMMING POOL RENOVATION
Billing Rate Schedule
August 13, 1992
Category Billing Rate
Principal $100.00
Project Manager 60.00
Landscape Architect 50.00
Senior Engineer 75.00
Engineer ! 60.00
Architect 60.00
misc\92128601.br~ Page 1 of 1
wa ~ Co. CO~ A~O~G COV~GE
309 W 7~ ~., ~ 2~ COMP~
~ Wo~, ~ 76102
C~R & B~G~, INC. r~a C
ATTN: ROBERT ~OLDS
P. O. BOX 2~3
~RT WOR~ ~ 76113 ~a ~ CNA
~3~ 3/23/92 3/23/93
PRO~ION~ LI~ ~,000,~. PER
CL~ & PER ~LICY
CARTER & 8URGES~INO.
cmc c~ ~ ~z~ov,~o~ AUG 1 0 1992