1987-2112090L
NO
AN ORDINANCE AUTHORIZING THE MAYOR TO EXECUTE AN AGREEMENT WITH
BRANCH AND TAYLOR ASSOCIATES, INC FOR PROFESSIONAL ARCHITECTURAL
SERVICES RELATING TO FIRE STATIONS FIVE AND SIX, AUTHORIZING THE
EXPENDITURE OF FUNDS THEREFOR, 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 Branch and Taylor for
professional architectural services relating to Fire Stations
Five and Six, under the terms and conditions contained ~n said
agreement, which is attached hereto and made a part hereof
SECTION II That the City Council hereby authorizes the
expenditure of funds in the manner and amount as specified in the
agreement
SECTION III That this ordinance shall become effective
immediately upon its passage and approval
PASSED AND APPROVED this the [7~ day o£~,~ 1987
t~AY STEPHENS, MAYOR
ATTEST
FER~ALTERS, CITY SECRETARY
APPROVED AS TO LEGAL FORM
DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY
2085L
THE STATE OF TEXAS $ AGREEMENT BETWEEN THE CITY OF DENTON
AND BRANCH ~ TAYLOR ASSOCIATES, INC
COUNTY OF DENTON $
Thzs Agreement made as of the ~ day of~ 1987
between the City of Denton, Texas~erelnaft~r r6£erred to as
"Owner" and Branch ~ Taylor Associates, Inc hereinafter referred
to as "Archxtect" for the followxng Project Design of Fxre
Stations 5 and 6 The Owner and Archxtect agree as set forth
below
ARTICLE 1
ARCHITECT'S RESPONSIBILITIES
1 1 ARCHITECT'S SERVICES
1 1 1 The Architect's services consxst of those services
performed by the Architect, Architect's employees and Architect's
consultants as enumerated ~n Articles 2 and 3 of this Agreement
and any other services ~ncluded ~n Article 12
1 1.2 The Archxtect's servxces shall be performed as
exped~tlously as ~s consistent with the h~ghest degree of profes-
sional sk~ll and care and the orderly progress of the Work Upon
request of the Owner, the ArchItect shall submit for the Owner's
approval a schedule for the performance of the Architect's ser-
vices which may be adjusted as the Project proceeds, and shall
~nclude allowances for periods of t~me required for the Owner's
review and for approval of subm~sslons by authorxt~es having
jurisdiction over the Project Txme llmxts established by th~s
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 th~s Agreement are subject
to the time ltm~tatlons contained ~n Subparagraph 11 5 1
ARTICLE 2
SCOPE OF ARCHITECT'S BASIC SERVICES
2 1 DEFINITION
2 1.1 The Architect's Basic Services consist of those
descrIbed in Paragraphs 2 2 through 2 6 and any other services
identified in Article 12 as part of Basic Services, and include
without limitation normal structural, mechanical and electrical
engineering services and any other engineering services necessary
to produce a complete and accurate set of Construction Documents,
as described by and required in Paragraph 2 4
2 2 SCHEMATIC DESIGN PHASE
2 2.1 The Architect 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 Architect 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
limitations set forth in Subparagraph S 2 1
2.2 $ The Architect shall review with the Owner
alternative approaches to design and construction o£ the Pro~ect
2 2 4 Based on the mutually agreed-upon program, schedule
and construction budget requirements, the architect shall prepare,
for approval by the Owner, Schematic Design Documents consisting
of drawings and other documents illustrating the scale and
relationship of Pro~ect components The Schematic Design shall
contemplate compliance with all applicable laws, statutes,
ordinances, codes and regulations
2 2 $ The Architect 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 3.1 Based on the approved Schematic Design Documents and
any adjustments authorized by the Owner in the program, schedule
or construction budget, the Architect 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 Pro~ect 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 Architect shall advise the Owner of any adjust-
ments to the preliminary estimate of Construction Cost in a
further Detailed Statement as described in Paragraph 2 2S
PAGE 2
2.4 CONSTRUCTION DOCUMENTS PHASE
2 4 ! Based on the approved design Development Documents
and any further adjustments in the scope or quality of the Pro-
ject or in the construction budget authorized by the Owner, the
Architect shall prepare, for approval by the Owner, Construction
Documents consisting of Drawings and Specifications setting forth
in detal! requirements for the construction of the Project, which
shall comply with all applicable laws, statutes, ordinances,
codes and regulations
2 4 2 The Architect shall assist the Owner in the prepa-
ration of the necessary bidding information, bidding forms, the
Conditions of the contract, and the form of Agreement between the
Owner and Contractor
2 4 $ The Architect shall advise the Owner of any adjust-
ments to previous preliminary estimates of Construction Cost
indicated by changes in requirements or general market conditions
2 4 4 The Architect shall assist the Owner in connection
with the Owner's responsibility for filing documents required for
the approval of governmental authorities having jurisdiction over
the project
2 S BIDDING OR NEGOTIATION PHASE
2 S 1 The Architect, 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 or
negotiated proposals and assist in awarding and preparing
contracts for construction
2 6 CONSTRUCTION PHASE - ADMINISTRATION OF THE CONSTRUCTION
CONTRACT
2 6 1 The Architect's responsibility to provide Basic Ser-
vices for the Construction Phase under this Agreement commences
with the award of the Contract for Construction and terminates at
the earlier of the issuance to the Owner of the final Certificate
for Payment, unless extended under the terms of Subparagraph
10 3 3
2,6 2 The Architect 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 Construction, current as of the date of this Agreement, unless
otherwise provided in this Agreement
2 6 3 Construction Phase duties, responsibilities and
limitations of authority of the Architect shall not be restricted,
PAGE 3
modified or extended without written agreement of the Owner and
Architect
2.6.4 The Architect 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 correction period described In the contract
for Construction The Architect shall have authority to act on
behalf of the Owner only to the extent provided in this Agreement
unless otherwise modified by written Instrument
2.6 S The Architect shall visit the site at intervals
appropriate to the stage of construction or as otherwise agreed
by the Owner and Architect in writing 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 accordance with the Contract Documents
On the basis of on-site observations as an architect, the Archi-
tect 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 ~n the work of Contractor or any subcontractors
The Architect represents that he will follow the highest pro£es-
sIonal standards in performing all services under this Agreement
Any defective designs or specifications furnished by the Architect
will be promptly corrected by the Architect at no cost to the
Owner The Owner's approval, acceptance, use of or payment for
all or any part of the Architect's services hereunder or of the
Project Itself shall in no way alter the Architect's obligations
or the Owner's rights hereunder (More extensive site repre-
sentation may be agreed to as an Additional Service, as described
in Paragraph 3 2 )
2 6 6 The Architect shall not have control over or charge
of and shall not be responsible for construction means, methods,
techniques, sequences or procedures, or for safety precautions
and programs in connection with the Work The Architect 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 Architect's acts
or omissions The Architect 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 Architect shall at all times have access to the
Work wherever it is in preparation or progress
2 6 8 Except as may otherwise be provided in the Contract
Documents or when direct communications have been specially
PAGE 4
authorized, the Owner and Contractor shall communicate through
the Architect Communications by and with the Architect's
consultants shall be through the Architect
2 6 9 Based on the Architect's observations at the site of
the work and evaluations of the Contractor's Applications for
Payment, the Architect shall review and certify the amounts due
the Contractor
2 6 10 The Architect's certification for payment shall
constitute a representation to the Owner, based on the Architect's
observations at the site as provided in Subparagraph 2 6 S and on
the data comprising the Contractor's Application for Payment,
that the Work has progressed to the point indicated and that the
quality of the Work 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 Architect The
issuance of a Certificate 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 Architect has (1)
made exhaustive or continuous on-site inspections to check the
quality or quantity of the Work, (2) reviewed construction means,
methods, techniques, sequences or procedures, (3) reviewed copies
of requisitions received from Subcontractors and material
suppliers and other data requested by the Owner to substantiate
the Contractor's right to payment or (4) ascertained how or for
what purpose the Contractor has used money previously paid on
account of the Contract Sum
2 6 11 The Architect shall have the responsibility and
authority to reject Work which does not conform to the Contract
Documents Whenever the Architect considers it necessary or
advisable for implementation of the intent of the Contract Docu-
ments, the Architect will have authority to require additional
inspection or testing of the Work in accordance with the pro-
visions of the Contract Documents, whether or not such Work is
fabricated, installed or completed However, neither this
authority of the Architect nor a decision made in good faith
either to exercises or not exercise such authority shall give
rise to a duty or responsibility of the Architect to the
Contractor, Subcontractors, material and equipment suppliers,
their agents or employees or other persons performing portions of
the Work
2.6.12 The Architect shall review and approve or take
other appropriate action upon Contractor's submittals such as
Shop Drawings, Product Data and Samples, but only for the purpose
of checking for conformance with information given and the design
concept expressed in the Contract Documents The Architect's
PAGE S
action shall be taken with such reasonable promptness to cause no
delay in the Work or ~n the construction of the Owner or of
separate contractors, while allowing sufficient t~me in the
Architect's professional judgment to permit adequate review
Review of such submittals ~s not conducted for the purpose of
determining the accuracy and completeness of other details such
as d~menslons and quantities or for substantiating Instructions
for ~nstallation or performance of equipment or systems designed
by the Contractor, all of which remain the responsibility of the
Contactor to the extent required by the Contract Documents The
Architect's review shall not constitute approval of safety
precautions or, unless otherwise specifically stated by the
Architect, of construction means, methods, techniques, sequences
or procedures The Architect's approval of a specific ~tem shall
not ~nd~cate approval of an assembly of which the ~tem ~s a
component When professional certification of performance
characteristics of materials, systems or equipment ~s required by
the Contract Documents, the Architect shall be entitled to rely
upon such certification to establish that the materials, systems
or equipment w~ll meet the performance criteria required by the
Contract Documents
2 6.13 The Architect shall prepare Change Orders and
Construction Change Directives, w~th supporting documentation and
data ~f deemed necessary by the Architect as provided ~n Subpara-
graphs 3 1 1 and 3 3 3, for the Owner's approval and execution ~n
accordance w~th the Contract Documents, and may authorize minor
changes ~n the Work not Involving an adjustment ~n the Contract
Sum or an extension of the Contract T~me which are not ~ncon-
s~stent w~th the ~ntent of the Contract Documents
2 6.14 On behalf of the Owner, the Architect shall conduct
inspections to determine the dates of Substantial Completion and
F~nal Completion, and shall ~ssue Certificates of Substantial and
F~nal Completion The Architect w~ll receive and review written
guarantees and related documents required by the contact Documents
and assembled by the Contractor and shall ~ssue a final cert~f~-
cate for Payment
2.6.15 The Architect shall ~nterpret and provide recom-
mendations on matters concerning performance of the Owner and
Contractor under the requirements of the Contract Documents on
written request of e~ther the Owner or Contract The Architect's
response to such requests shall be made w~th reasonable prompt-
ness and within any t~me limits agreed upon
2.6.16 Interpretations and decisions of the Architect
shall be consistent w~th the ~ntent of and reasonably ~nferable
from the Contract Documents and shall be ~n writing or ~n the
form of drawings When making such ~nterpretat~ons and ~nlt~al
PAGE 6
decisions, the Architect shall endeavor to secure faithful per-
formance by both Owner and Contractor, shall not show partiality
to either, and shall not be liable for results for interpreta-
tions or decisions so rendered in good faith in accordance with
all the requirements of the Owner-Architect Agreement and in the
absence of negligence
2 6 17 The Architect shall render written decisions within
a reasonable time on all claims, disputes or other matters in
question between the Owner and Contractor relating to the
execution or progress of the Work as provided in the Contract
Documents
ARTICLE 3
ADDITIONAL SERVICES
5 1 GENERAL
5 1.1 The services described in this Article 3 are not
included 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 5 2 and 3 4 shall only be provided if
authorized or confirmed in writing by the Owner If services
described under Contingent Additional Services in Paragraph 3 3
are required due to circumstances beyond the Architect's control,
the Architect shall notify the Owner prior to commencing such
services If the Owner deems that such services described under
Paragraph 3 5 are not required, the Owner shall give prompt
written notice to the Architect If the Owner indicates in
writing that all or part of such Contingent Additional Services
are not required, the Architect shall have no obligation to
provide those services Owner will be responsible for compen-
sating the Architect for Contingent Additional Services only if
they are not required due to the negligence or fault of Architect
3 2 PROJECT REPRESENTATION BEYOND BASIC SERVICES
3 2 1 If more extensive representation at the site than is
described in Subparagraph 2 6 5 is required, the Architect shall
provide one or more Pro3ect Representatives to assist in carrying
out such additional on-site responsibilities
5 2.2 Pro3ect Representatives shall be selected, employed
and directed by the Architect, and the Architect shall be
compensated therefor as agreed by the Owner and Architect The
duties, responsibilities and limitations of authority of Pro3ect
Representatives shall be as described in the edition of AIA
Document B35Z current as of the date of this Agreement, unless
otherwise agreed
PAGE 7
3 2 3 Through the observations by such Project Representa-
tives, the Architect 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 Architect as
described elsewhere in this Agreement
3 3 CONTINGENT ADDITIONAL SERVICES
3 3 1 Making material revisions in Drawings, Specifications
or other documents when such revisions are
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 documents, 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,
quality, complexity, the Owner's schedule, or the method of
bidding or negotiating and contracting for construction, except
for services required under Subparagraph S 2 S
3 3 3 Preparing Drawings, Specifications and other
documentation and supporting data, and providing other services
in connection with Change Orders and Construction Change
Directives
3 3 4 Providing services in connection with evaluating
substitutions proposed by the Contractor and making subsequent
revisions to Drawings, Specifications and other documentation
resulting therefrom
3.3.5 Prowd~ng 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 6 Providing services made necessary by the default of
the Contractor, by major defects or deficiencies in the Work of
the Contractor
PAGE 8
3 3.7 Providing services in evaluating an extensive number
of claims submitted by the Contractor or others in connection
with the Work
3 3 8 Providing services in connection with a public
hearing, arbitration proceeding or legal proceeding except where
the Architect is party thereto
3 3.9 Preparing documents for alternate, separate or
sequential bids or providing services in connection with bidding,
negotiation or construction prior to the completion of the
Construction Documents Phase
3 4 OPTIONAL ADDITIONAL SMRVICES
3 4 1 Providing financial feasibility or other special
studies
3 4 2 Providing planning surveys, site evaluations or
comparative studies of prospective sites
3 4.3 Providing special surveys, environmental studies and
submissions required for approvals of governmental authorities or
others having jurxsdlctlon over the Project
3 4.4 Providing services relative to future facilities,
systems and equipment
3.4.5 Providing services to investigate exlstxng
conditions or facilities or to make measured drawings thereof
3 4 6 Providing services to verify the accuracy of
drawings or other information furnished by the Owner
3 4 7 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 8 Providing services in connection with the work of a
construction manager or separate consultants retained by the
Owner
3 4.9 Providing detailed quantity surveys or inventories
of material, equipment and labor
3.4 10 Providing analyses of owning and operating costs
3 4.11 Providing interior design and other similar services
required for or in connection with the selection, procurement or
installation of furniture, furnishings and related equipment
PAGE 9
3 4 12 Providing services for planning tenant or rental
spaces
3 4 13 Making investigations, inventories o£ materials or
equipment, or valuations and detailed appraisals o£ existing
£acllltles
3 4 14 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
3.4.15 Providing services after issuance to the Owner of
the f~nal 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
3.4.16 Providing services of consultants for other than
architectural, structural, mechanical and electrical engineering
portions of the Project provided as a part of Basic Services
3 4 17 Providing any other services not otherwise Included
in this Agreement or not customarily furnished in accordance with
generally accepted architectural practice
3 4 18 Preparing a set of reproducible record drawings
showing significant changes in the Work made during construction
based on marked-up prints, drawings and other data furnished by
the Contractor to the Architect
ARTICLE 4
OWNER'S RESPONSIBILITIES
4 1 The Owner shall consult with the Architect regarding
requirements for the Project, including (1) the Owner's
objectives, (il) schedule and design constraints and criteria,
including space requirements and relationships, flexibility,
expandab~llty, special equipment, systems and site requirements,
as more specifically described in Paragraph 2 21
4 2 The Owner shall establish and update an overall budget £or
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 Architect, the Owner shall furnish
evidence that financial arrangements have been made to fulfill
the Owner's obligations under this Agreement
PAGE 10
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 timely manner pertaining to documents submitted by the Architect
in order to avoid unreasonable delay in the orderly and sequential
progress of the Architect's services
4.5 The Owner shall furnish surveys describing physical
characteristics, legal limitations and utility locations for the
site of the Project, and a written legal description of the
site The surveys and legal information shall include, as
applicable, grades and lines of streets, alleys, pavements and
adjoining property and structures, adjacent drainage, rights-
o£-way, restrictions, easements, encroachments, zoning, deed
restrictions, boundaries and contours o£ 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 All the
information on the survey shall be referenced to a project
benchmark
4 6 The Owner shall furnish the services o£ geotechnlcal
engineers when such services are requested by the Architect
Such services may include but are not limited to test borings,
test pits, determinations of soil bearing values, percolation
tests, evaluations of hazardous materials, ground corrosion and
resistivity tests, including necessary operations for anticipating
sub-soil conditions, with reports and appropriate professional
recommendations
4.6 1 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 Architect and are
not retained by the Architect as part of his Basic Services
4 7 The Owner shall furnish structural, mechanical,
chemical, air and water pollution tests, tests of hazardous
materials, and other laboratory and environmental tests,
inspections and reports required by law or the Contract Documents
4.8 The Owner shall furnish all legal, accounting and
insurance 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 pa~d
by or on behalf of the Owner
4 9 The serwces, information, surveys and reports required
by Paragraphs 4 S through 4 8 shall be furnished at the Owner's
expense, and the Architect shall be entitled to rely upon the
PAGE 11
accuracy and completeness thereof in the absence of any negli-
gence on the part of the Architect
4 10 Prompt written notice shall be given by the Owner to
the Architect if the Owner becomes aware of any £ault or defect
in the Project or noncon£ormance with the Contract Documents
4 11 The proposed language o£ certificates or certifi-
cations requested of the Architect or Architect's consultants
shall be submitted to the A~chltect 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
S 1.1 The Construction Cost shall be the total cost or
estimated cost to the Ownec of all elements o£ the Pro3ect
designed or specified by the Architect
5 1.2 The Construction Cost shall include the cost at
current market rates o£ labor and materials furnished 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 addition, a reasonable
allowance for contlngencle~ shall be included for market
conditions at the time of bidding and for changes in the Work
during construction
S.1.3 Construction Cost does not include the compensation
of the Architect and Archlt(ct's consultants, the costs of the
land, rights-of-way, flnanctng or other costs which are the
responsibility of the Owner as provided in Article 4
S 2 RESPONSIBILITY FOR CONSTROCTION
5 2.1 Evaluations of the Owner's Project budget, pre-
llmlnary estimates of Construction Cost and detailed estimates of
Construction Cost, if any, prepared by the Architect, represent
the Architect's best judgment as a design professional familiar
with the construction industry It is recognized, however, that
neither the Architect nor the Owner has control over the cost of
labor, materials or equipment, over the Contractor's methods of
determining bid prices, or over competitive bidding, market or
negotiating conditions Accordingly, the Architect cannot and
does not warrant or represen~ that bids or negotiated prices will
not vary from the Owner's Project budget or from any estimate of
Construction Cost or evaluation prepared or agreed to by the
Architect
PAGE 12
S 2.2 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
limits has been agreed upon In writing and signed by the parties
thereto If such a fixed limit has been established, the
Architect shall be permitted to include contingencies for design,
bidding and price escalation, to determine what materials, equip-
ment, component systems and types of construction are to be
included in the Contract Documents, to make reasonable adjust-
ments 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
S 2 3 If the Bidding or Negotiation Phase has not commenced
within ninety (90) days after the Architect submits the Construc-
tion 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
S.2 4 If a fixed limit of Construction Cost (adjusted as
provided in Subparagraph S 2 3) is exceeded by the lowest bona
fide bid or negotiated proposal, the Owner shall
1 give written approval of an ~ncrease in such
fixed limit,
2 authorize reblddlng or renegotlatlng of the
Project within a reasonable time,
3 if the Project is abandoned, terminate
accordance with Paragraph 8 3, or
4 cooperate in revising the Project scope and
quality as required to reduce the Construction
Cost
5 2.5 If the Owner chooses to proceed under Clause 5 2 4 4
the Architect, without additional charge, shall modify the Con-
tract Documents as necessary to comply with the fixed limit, if
established as a condition of this Agreement The modification
of Contract Documents shall be the limit of the Architect's
responsibility arising out of the establishment of a fixed limit
The Architect shall be entitled to compensation in accordance
with this Agreement for all services performed whether or not the
Construction Phase is commenced
PAGE
ARTICLE 6
USE OF ARCHITECT'S DRAWINGS,
SPECIFICATIONS AND OTHER DOCUMENTS
6.1 The Drawings, Specifications and other documents
prepared by the Architect for this Project are instruments of the
Architect's service for use solely with respect to this Project
and, unless otherwise provided, the Architect 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 Architect's Drawings, SpecIfications
and other documents for information and reference in connection
with the Owner's use and occupancy of the Project The Archi-
tect's Drawings, Specification or other documents shall not be
used by the Owner or others on other projects, for additions to
this Project or for completion of this Project by others, unless
the Architect is in default under this Agreement, except by
agreement in writing and with appropriate compensation to the
Architect
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 Architect's reserved rights
ARTICLE 7
TERMINATION, SUSPENSION OR ABANDONMENT
7 1 This Agreement may be terminated by either party upon
not less than seven days written notice should the other party
fall substantially to perform in accordance with the terms of
this Agreement through no fault of the party initiating the
termination
7 2 If the Project is suspended by the Owner for more than
30 consecutive days, the Architect shall be compensated for
services performed prior to notice of such suspension When the
Project is resumed, the Architect's compensation shall be
equitably adjusted to provide for expenses incurred in the
interruption and resumption of the Architect's services
7 3 This Agreement, may be terminated by the Owner upon
not less than seven days written notice to the Architect in the
event that the Project is permanently abandoned If the Project
is abandoned by the Owner for more than 90 consecutive days the
Architect or the Owner may terminate this Agreement by giving
written notice
PAGE 14
7 4 Failure of the Owner to make payments to the Architect
in accordance with this Agreement shall be considered substantial
nonperformance and cause for termination
7 S If the Owner falls to make payment to Architect within
thirty (30) days of receipt of a statement for services properly
performed, the Architect may, upon seven days written notice to
the Owner, suspend performance of services under this Agreement
full is received by the Architect within seven
Unless payment in
(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 Architect 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 o£ termination not the fault of the
Architect, the Architect shall be compensated for services
performed prior to termination
ARTICLE 8
MISCELLANEOUS pROVISIONS
8 1 This Agreement shall be governed by the law of the
State of Texas
8.2 Terms In this Agreement shall have the same meaning as
those in AIA Document A201m General Conditions of the Contract
for Construction, current as of the date of this Agreement
8 3 The Owner and Architect, respectively, bind themselves,
their partners, successors, assigns and legal representatives to
the other party to this Agreement and to the partners, successors,
assigns and legal representatives of such other party with respect
to all covenants of this Agreement Neither Owner nor Architect
shall assign this Agreement without the written consent of the
other
8.4 This Agreement represents the entire and integrated
agreement between the Owner and Architect and supersedes all
prior negotiations, representations or agreements, either written
or oral This Agreement may be amended only by written instrument
signed by both Owner and Architect
8 5 Nothing contained in this Agreement shall create a
contractual relationship with or a cause of action in favor of a
third party against either the Owner or Architect
PAGE 15
8.6 Unless otherwise provided in this Agreement~ the Archi-
tect and Architect's consultants shall have no responsibility for
the discovery, presences handling, removal or disposal o£ or
exposure o£ persons to hazardous materials in any £orm at the
Project slte~ including but not limited to asbestos~ asbestos
products, polychlorlnated blphenyl (PCB) or other toxic
substances
8 7 The Architect shall have the right to include repre-
sentations o£ the design o£ the Project, including photographs of
the exterior and lnterlor~ among the Archltectts promotional and
professional materials The Archltectts materials shall not
include the Owner's con£1dentlal or proprietary information 1£
the Owner has previously advised the Architect in writing o£ the
specl£ic ln£ormatlon considered by the Owner to be con£1dentlal
or proprietary The Owner shall provide pro£esslonal credit [or
the Architect on the construction sign and in the promotional
materials £or the Project
8 8 Architect shall maintain in £ull during the term o£
this agreement Professional Liability Insurance in the minimum
amount o£ $$00~000 The certificate o£ such insurance is
attached as Attached No 4 The city shall be named as an
additional insured and shall be given 10 days notice of any
cancellation
ARTICLE 9
PAYMENTS TO THE ARCHITECT
9 1 DIRECT PERSONNEL EXPENSE
9 I I Direct Personnel Expense is defined as the direct
salaries o£ the Architect's personnel engaged on the Project and
the portion o£ the cost o£ 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 REIMBURSABLE EXPENSES
9 2.1 Reimbursable Expenses are in addition to compen-
sation for Basic and Additional Services and include expenses
incurred by the Architect and Architect's employees and
consultants In the interest of the Project, as identified in the
following Clauses
PAGE 16
9 2.1.1 Expense of transportation in connection with the
Project, expenses In connection with authorized out-of-town
travel, long-distance communications, and fees paid for securing
approval of authorities having jurisdiction over the Project
9 2 1 2 Expense of reproductions, postage and handling of
Drawings, Specifications and other documents
9 2 1 3 If authorized in advance by the Owner, expense of
overtime work requiring higher than regular rates
9 2 1 4 Expense of renderings, models and mock-ups
requested by the Owner
9 2 1.5 Expense of additional insurance coverage or
limits, including professional liability insurance, requested by
the Owner in excess of that normally carried by the Architect and
Architect's consultants
9 2 1 6 Expense of computer-aided design and drafting
equipment time when used ~n connection with the Project
9.$ PAYMENTS ON ACCOUNT OF BASIC SERVICES
9 $.1 Subsequent payments for Basic Services shall be made
monthly and, where applicable, shall be ~n proportion to services
performed within each phase of service, on the basis set forth in
Subparagraph 10 2 2
9 3.2 If and to the extent that the time initially
established in Subparagraph 10 S 1 of this Agreement ~s exceeded
or extended through no fault of the Architect, compensation for
any services rendered during the additional period of t~me shall
be computed in the manner set forth ~n Subparagraph 10 3 2
9 ~.3 When compensation is 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 extent services are performed on
those portions, In accordance w~th the schedule set forth in
Subparagraph 10 2 2 based on (1) the lowest bona fide bid or
negotiated proposal, or (2) if not such bid or proposal is
received, the most recent preliminary estimate of Construction
Cost or detailed estimate of Construction Cost for such portions
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 Reimbursable Expenses shall be made monthly upon
presentation of the Architect's statement of services rendered or
expenses incurred
PAGE 17
9 S PAYMENTS ~ITHHELD
9 S.1 No deductions shall be made from the Architect's
compensation on account of penalty, liquidated damages or other
sums withheld from payments to contractors, or on account of the
cost of changes in the Work other than those for which the
Architect is 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
basis of a multiple of Direct Personnel Expense shall be
available to the Owner or the Owner's authorized representative
for inspection and copying at mutually convenient times
ARTICLE 10
BASIS OF COMPENSATION
The Owner shall compensate the Architect as follows
10.1 BASIC COMPENSATION
10.1 1 FOR BASIC SERVICES, as described in Article 2, and
any other services included in Article 11 as part of Basic
Services, Basic Compensation shall be computed as follows
Fees on a percentage basis of construction cost as indicated
below
--Station No 5 7% of construction cost ($31,500 based on
cost of $450,000)
*--Station No 6 2 3% of construction cost ($10,350 based
on cost of $450,000)
*assumes complete reuse of architectural design and drawings
of Station No
10 1.2 Where compensation is based on a stipulated sum or
percentage of Construction Cost, progress payments for Basic
Services in each phase shall total the following percentages of
the total Basic Compensation payable
Schematic Design Phase twenty percent (20%)
Design Development Phase fifteen percent (15%)
Construction Documents Phase forty percent (40%)
Bidding or Negot~ation Phase five percent (5%)
Construction Phase twenty percent (20%)
Total basic Compensation one hundred percent (100%)
PAGE 18
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 ARCHITECT, as
described in Articles 3 and 11, other than (1) Additional Project
Representation, 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 $8S 00 per hour
Senior Personnel $6S 00 per hour
Staff Personnel $4S 00 per hour
Clerical $2S 00 per hour
10 2 3 FOR ADDITIONAL SERVICES OF CONSULTANTS, including
addlt~onal structural, mechanical and electrical engineering
services and those provided under Subparagraph 3 4 17 or
identified in Article 11 as part of Addxtxonal Services, a
multiple of one and one-tenth {1 10) times the amounts billed to
the Architect for such services
10.3 REIMBURSABLE EXPENSES
10 3 1 FOR REIMBURSABLE EXPENSES, as described xn
Paragraph 9 2, and any other items included ~n Article 11 as
Reimbursable Expenses, a multiple of one and one-tenth (1 10)
times the expenses incurred by the Architect, the Architect's
employees and consultants in the interest of the Project
10.4 ADDITIONAL PROVISIONS
10 4 1 IF THE BASIC SERVICES covered by this agreement
have not been completed within (see Article 11 2) months of the
date hereof, through no fault of the Architect, extension of the
Architect's services beyond that time shall be compensated as
provided in Subparagraphs 9 3 3 and 10 2 2
10.4 2 Payments are due and payable fifteen (15) days from
the date of the Architect's invoice Amounts unpaid thirty (30)
days after the invoice date shall bear interest at the
rateentered below, or ~n the absence thereof at the legal rate
prevailing from time to time at the principal place of business
of the Architect at the rate of twelve percent (12%) interest
PAGE 19
ARTICLE 11
OTHER CONDITIONS OR SERVICES
11.1 The services of this agreement shall involve the
£ollowlng Fire Stations Nos 5 and 6, all being located in
Denton, Texas The description and scope of services at each
location are as £ollows
11 1 1 Fire Station No 5
Design o£ a new one-story station, approximately 6,000 square
feet
11.1.2 Fire Station No 6
Duplicate design o£ Station No 5
11 2 Fire Station No 5
Twelve {12) months £rom date of this agreement
11.2.1 Fire Station No 6
Nine (9) months £rom the date of a Notice to Proceed
11 $ Reimbursable expenses shall also include the services
o£ specialized consultants including, but not limited to, civil
engineers and landscape architects Compensation of such
specialized consultants shall be as per Article 9 2
11.4 Additional Services shall include securing any
special munic1pal authorizations required by the City of Denton,
including, but not limited to, Variances, Special Use Permits,
etc
This agreement entered into as of the day and year first
written above
CITY OF DENTON, TEXAS, BRANCH ~ TAYLOR ~SSOCIATES
INC , ARCHITECT~ /'
BY ~"~0 BY
R~Y STEPHEIqS,' MAYOR M GLeN T~-YLO}~, ~[IA
EXECUTIVE VICE PRES ~ENT
PAGE 20
ATTEST
rFER~AETERS, CITY SECRETARY
APPROVED AS TO LEGAL FORM
DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY
PAGE 21
DA~E November 17, 1987
CI~ COUIlCIL BEPORT
TO Mayor and M~mber of the City Council
FROM Lloyd V Nawrell, City l~anager
SUBJECT PROPOSAL #101 Architectural Services for the Construction of
~o Fire Stations
RECOI~EI~DATION We, the review committee, have unanimously agreed and recommend
the firm of Branch-Taylor of Dallas as the best affordable architect service for
the City of Denton The cost of the architectural services is $31,500 for the
first Station and second like Station for $10,350
SL~Y The City of Denton sent out proposal to be received for the necessary
architectural services complete through construction We received twenty seven
proposals Then after careful evaluation & consideration eight firms were selected
to personally interview From these extensive interviews three were selected We
then visited sites of Fire Stations called their references & negotiated a price
This has been a very detailed & extensive selection process by John Cook, Paul Reed,
and Joe Howard from the Fire Department, John Marshall, Tom Shaw from Purchasing and
Bruce Hennington of Building Maintenance In our review consulations we interviewed
two local Denton firms with other firms from Fort Worth and Dallas The response
was great & we feel we have recommended a first class firm at a reasonable very
competitive price
BACKGROUND The process we have gone through to select this service follows
recently enacted legislation for the selection of Professional services through
the request for Proposals
PROGRAMS~ DEPABT~'AS OR GROUPS Ai~'I'~ Capital Improvements program, Bond Fund
and the construction of Fire Station
General Fu
FISCAL IMPAGT There is no additional impact on the
Lloyd V Earrell
City l~anager
Prepared By:
Approved
CITY of DENTON, TEXAS PURCHASING DIVISION I gO1 B TEXAS STREET I DENTON TEXAS 76201
MEMORANDUM
TO RICK SYEHLA~ DEPUTY CITY MANAGER~/..~
FROM 3OHN MARSHALL~ PURCHASING AGENT'-~
DATE SEPTEMBER 22, 1987
SUB3ECT REQUEST FOR PROPOSALS #101
HIRE ARCHITECTS FOR FIRE STATIONS
We sent out to prospective professional architects, those requesting to be notllied
numbering over forty These were to be received by 3uly 9, 1987 We received
twenty-seven responses We evaluated the twenty-seven using the proposal information
we came up with a list of eight to nine We then set up interviews with each of these
and interviewed eight firms
The City staff, consisting of Tom Shaw, Bruce Hennmgton, 3ohn Cook, Paul Reed, 3De
Howard and myself, unan,mously selected three firms These were Hatfield Holcolm,
Deely Brown and Branch Taylor
These three firms were visited and/or some ol their lire station construction
Bvaluat{ons were made on the construction design and other major items
I then contacted each of these and negotiated the price w,th each using the same
cr,teria ~/e received the negotiated prices and with another meeting unanimously
selected the firm of Branch-Taylor as the architectural firm to des,gn the two new fire
stations Fire Station #~ at $31,~00 and #6 at $10,3~0 using same design, etc This
makes a total of $~1~8.~0 00 for both as per proposal
With all the above we have evaluated the best and most advantageous proposal for the
City of Denton to design~ bid and construct as proposed to be Branch-Taylor Associates~
Inc of Dallas
We received three local architectural proposals and they were given due and equal
consideration
We recommend then that the City Council award this RFP# I0! for two fire stations to
Branch-Taylor Associates~ Inc
XC 3ohn McGrane, Director of Finance
Lloyd Harrell, City Manager
817/566 8311 DIFW METRO 267 0042
land for the maximum benefit to the City of Denton, Texas, and
its citizens
SECTION IV Any person who shall violate a provision of this
ordinance, or falls to comply therewith or with any of the
requirements thereof, or of a permit or certificate issued there-
under, shall be guilty of a misdemeanor punishable by a fine not
exceeding Two Thousand Dollars ($2,000 00) Each such person
shall be deemed guilty of a separate offense for each and every
day or portion thereof during which any violation of this ordi-
nance is committed, or continued, and upon conviction of any such
violations such persons shall be punished within the limits above
SECTION V That this ordinance shall become effective
fourteen [14) days from the date of its passage, and the City
Secretary is hereby directed to cause the caption of this
ordinance to be published twice in the Denton Record-Chronicle,
the official newspaper of the City of Denton, Texas, within ten
(10) days of the date of its passage
PASSED AND APPROVED this the~ day of~ , 1987
ATTEST
JEVFER Iq~LTERS-, CITY SECRETARY
APPROVED AS TO LEGAL FORM
DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY
Z-1870/Page 2
EXHIBIT "A"
M~i'I:IOPI. ISX ~NGINEISRING CO;:II~ORA?ION
87 02152
~ Claude E Hill
04 June 1987
FIELD NOTES
All that certain tract or parcel of land situated in the E Puchalskl Survey Abstract
Number 996, Denton County, Texas, said tract also being Lot 3, Block 13 of the
Owsley Park Addition as shown of record in Volume 1, Page 6 1/2 of the Plat
Records of Denton County, Texas, and being more fully described as follows
Beginning for the northwest corner of the tract being described herein, said corner
also being the northwest corner of the MF 1 Zone and sald Lot 3, the northeast
corner of the General Retail Zone, and Lot I R of said Owsley Park Addition as
shown of record in Cabinet B, Slide 204 of the Denton County Plat Records In the
south right of way line of West Prairie Street, and bears East 10000 feet from the
intersection of the south right of way line of said W Prairie Street with the east
right of-way line of Bonnie Brae Avenue,
Thence East, along the north line of said MF I Zone, the north line of said Lot 3,
and the south right of way line of said E Prairie Street a distance of 500 feet to
the northeast corner of the herein described tract, said corner also being the
northeast corner of said Lot 3, and the northwest corner of Lot 4, Block 13 of said
Owsley Park Addition,
Thence South, along the east l,ne of said Lot 3, and the west line of said lot 4, a
distance of 1500 feet to the southeast corner of the herein described tract, sa,d
corner also being the southeast corner of said Lot 3, the southwest corner of said
Lot 4, an the south line of sa,d MF I Zone, and the north line of the MF 2 Zone,
Thence West, along the south line of said Lot 3 and said MF I Zone, and the north
line of said MF 2 Zone, a distance of 500 feet to the southwest corner of the herein
described tract, said corner also being the southwest corner of said Lot 3, and said
MF I Zone, and the southeast corner of said Lot I R and said General Retail Zone,
Thence North, along the west line of said Lot 3 and said MF I Zone and the east
line of said Lot I R, and said General Retail Zone, a distance of 1500 feet to the
Point of Beginning and containing 0 172 of an acre of land
Z-1870
112c4 F::OF~T WOF~TH [2)F~IVE · [DENTON TI=XAS 72~05 ' [817] D83-141S
250 SOUTH STEMMONS · SUITF: 300 · LF=WlSVILLE TEXAS 75087 · [214] 221-8418