HomeMy WebLinkAboutResolution - 2003-R0481 - Engineering Services Agreement Regerding Fiesta Plaza - Parkhill, Smith & Cooper - 10_23_2003Resolution No. 2003-RO481
October 23, 2003
Item No. 28
RESOLUTION
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK:
THAT the Mayor of the City of Lubbock is hereby authorized and directed to
execute for and on behalf of the City of Lubbock an Agreement for Engineering Services
and any associated documents by and between the City of Lubbock and Parkhill, Smith &
Cooper, Inc., for architectural/engineering services with regard to Fiesta Plaza, a copy of
which Agreement is attached hereto and which shall be spread upon the minutes of this
Council and as spread upon the minutes of this Council shall constitute and be a part
hereof as if fully copied herein in detail.
Passed by the City Council this 23rd day of
ATTEST:
Rebecca Garza, City Secretary
APPROVED AS TO CONTENT:
J/fi/h
Corbin Pemberton, DireUtor of Parks and Recreation
AS TO FORM
G. Vandiver, Attorney of
DDres/EngSvcsFiestaP1azaRes
October 15, 2003
October , 2003.
Resolution No. 2003-RO481
October 23, 2003
Item No. 28
AGREEMENT
BETWEEN CITY OF LUBBOCK, TEXAS
AND
PARKHILL, SMITH & COOPER, INC.
FOR
PROFESSIONAL SERVICES
THIS IS AN AGREEMENT effective as of October 23 2003 ("Effective Date")
between. City of Lubbock, Texas "OWNER") and Parkhill. Smith & Cooper, Inc. ("ENGINEER").
OWNER intends to construct improvements in Fiesta Plaza shown on the May 30, 2003 Master Plan in the existing
Canyon Lakes System.
Engineer and its team members will provide professional services for the Owner by preparing preliminary design, final
design, assisting with bidding as well as construction award, and providing construction administration and observation
for Fiesta Plaza. This scope of services has been developed from the original Owner's request for qualifications for Fiesta
Plaza (RFP #270-00/RS, A/E Services for Fiesta Plaza). This scope of services has been developed from past
discussions involving the Owner staff and the Engineer, as well as a general preliminary program for development
established in the Fiesta Plaza Master Plan dated May 30, 2003.
The Owner has developed a preliminary program for the proposed project, which in addition to miscellaneous demolition
and grading includes the following:
1. Gravel entry drive from University Avenue into the project site;
2. 20-foot wide all surface roadway serving as a trail and access drive;
3. Performance Area 1 with a Pavilion Structure with miscellaneous improvements;
4. Minor rehab of existing restroom facility;
5. Outdoor Stage Area with miscellaneous improvements;
6. Performance Area 2 with miscellaneous improvements;
7. Performance Area 3 with miscellaneous improvements;
8. Three (3) bird blinds and connecting trails;
9. Cultural Kiosk / Seating area at Landwer House;
10. Fishing Pier / Boat Dock and overlook;
11. Existing parking lot striping layout;
12. Miscellaneous hike and bike trail; and
13. Two (2) covered picnic stations and (6) uncovered picnic stations.
OWNER and ENGINEER in consideration of their mutual covenants as set forth herein agree as follows:
Agreement for Professional Services
Page 1 of 15
TABLE OF CONTENTS
Page
ARTICLE I - SERVICES OF ENGINEER.................................................................................................................. 3
1.01 Scope.............................................................................................................................................. 3
ARTICLE 2 - OWNER'S RESPONSIBILITIES......................................................................................................... 3
2.01 General............................................................................................................................................3
ARTICLE 3 - TIMES FOR RENDERING SERVICES.............................................................................................. 5
3.01 General............................................................................................................................................5
3.02 Suspension...................................................................................................................................... 5
ARTICLE 4 - PAYMENTS TO ENGINEER............................................................................................................. 5
4.01 Methods of Payment for Services and Reimbursable Expenses of ENGINEER ............................. 5
4.02 Other Provisions Concerning Payments...........................................................................:.............. 5
ARTICLE 5 - OPINIONS OF COST...............................................................:.......................................................... 6
5.01 Opinions of Probable Construction Cost......................................................................................... 6
ARTICLE 6 - GENERAL CONSIDERATIONS........................................................................................................
6
6.01
Standards of Performance...............................................................................................................
6
6.02
Authorized Project Representatives................................................................................................
7
6.03
Design without Construction Phase Services..................................................................................
7
6.04
Use of Documents...........................................................................................................................
8
6.05
Insurance.........................................................................................................................................
8
6.06
Termination.....................................................................................................................................
9
6.07
Controlling Law..............................................................................................................................
9
6.08
Successors, Assigns, and Beneficiaries...........................................................................................
9
6.09
Dispute Resolution..........................................................................................................................
9
6.10
Hazardous Environmental Condition..............................................................................................
9
6.11
Allocation of Risks.......................................................................................................................
10
6.12
Notices..........................................................................................................................................
10
6.13
Survival.........................................................................................................................................10
6.14
Severability...................................................................................................................................
10
6.15
Waiver..........................................................................................................................................
10
6.16
Headings.......................................................................................................................................
11
ARTICLE 7 - DEFINITIONS................................................................................................................................... 11
7.01 Defined Terms.............................................................................................................................. 11
ARTICLE 8 - EXHIBITS AND SPECIAL PROVISIONS....................................................................................... 15
8.01 Exhibits Included.......................................................................................................................... 15
8.02 Total Agreement........................................................................................................................... 15
Agreement for Professional Services
Page 2 of 15
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ARTICLE 1- SERVICES OF ENGINEER
1.01Scope
A. ENGINEER shall provide the Basic and Additional Services set forth herein and in Exhibit A.
B. Upon this Agreement becoming effective, ENGINEER is authorized to begin Basic Services as set forth in
Exhibit A - Part 1.
C. If authorized by OWNER, ENGINEER shall furnish Resident Project Representative(s) with duties,
responsibilities and limitations of authority as set forth in Exhibit C.
ARTICLE 2 — OWNER'S RESPONSIBILITIES
2.01 General
A. OWNER shall have the responsibilities set forth herein.
B. Provide ENGINEER with all criteria and full information as to OWNER's requirements for the Project,
including, design objectives and constraints, space, capacity and performance requirements, flexibility, and expandability,
and any, budgetary limitations; and furnish copies of all design and construction standards which OWNER will require
to be included in the Drawings and Specifications; and furnish copies of OWNER's standard forms, conditions, and
related documents for ENGINEER to include in the Bidding Documents, when applicable.
C. Furnish to ENGINEER any other available information pertinent to the Project including reports and data
relative to previous designs, or investigation at or adjacent to the Site.
D. Following ENGINEER's assessment of initially -available Project information and data and upon ENGINEER's
request, furnish or otherwise make available such additional Project related information and data as is reasonably
required to enable ENGINEER to complete its Basic and Additional Services. Such additional information or data would
generally include the following:
1. Property descriptions.
2. Zoning, deed, and other land use restrictions.
3. Property, boundary, easement, right-of-way, and other special surveys or data, including establishing
relevant reference points.
4. Explorations and tests of subsurface conditions at or contiguous to the Site, drawings of physical conditions
in or relating to existing surface or subsurface structures at or contiguous to the Site, or hydrographic surveys, with
appropriate professional interpretation thereof.
5. Environmental assessments, audits, investigations and impact statements, and other relevant environmental
or cultural studies as to the Project, the Site, and adjacent areas.
6. Data or consultations as required for the Project but not otherwise identified in the Agreement or the
Exhibits thereto.
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E. Give prompt written notice to ENGINEER whenever OWNER observes or otherwise becomes aware of a
Hazardous Environmental Condition or of any other development that affects the scope or time of performance of
ENGINEER's services, or any defect or nonconformance in ENGINEER's services or in the work of any Contractor.
F. Authorize ENGINEER to provide Additional Services as set forth in Exhibit A - Part 2 of the Agreement as
required.
G. Arrange for safe access to and make all provisions for ENGINEER to enter upon public and private property,
as required for ENGINEER to perform services under the Agreement.
H. Examine all alternate solutions, studies, reports, sketches, Drawings, Specifications, proposals. and other
documents presented by ENGINEER (including obtaining advice of an attorney, insurance counselor, and other advisors
or consultants as OWNER deems appropriate with respect to such examination) and render in writing timely, decisions
pertaining thereto.
I. Provide reviews, approvals, and permits from all governmental authorities having jurisdiction to approve all
phases of the Project designed or specified by ENGINEER and such reviews, approvals, and consents from others as
may, be necessary for completion of each phase of the Project.
J. Provide, as required for the Project:
1. Accounting, bond and financial advisory, independent cost estimating, and insurance counseling services.
. 2. Legal services with regard to issues pertaining to the Project as OWNER requires, Contractor raises, or
ENGINEER reasonably requests.
3. Such auditing services as OWNER requires to ascertain how or for what purpose Contractor has used the
moneys paid.
4. Placement and payment for advertisement for Bids in appropriate publications.
K. Advise ENGINEER of the identity and scope of services of any independent consultants employed by OWNER
to perform or furnish services in regard to the Project, including, but not limited to, cost estimating, project peer review,
value engineering, and constructibility review.
L. If OWNER designates a construction manager or an individual or entity other than, or in addition to,
ENGINEER to represent OWNER at the Site, define the duties, responsibilities, and limitations of authority of such other
party and the relation thereof to the duties, responsibilities, and authority of ENGINEER.
M. Attend the pre -bid conference, bid opening, pre -construction conferences, construction progress and other job
related meetings, and Substantial Completion and final payment inspections.
N. Provide the services of an independent testing laboratory to perform all inspections, tests, and approvals of
Samples, materials, and equipment required by the Contract Documents, or to evaluate the performance of materials,
equipment, and facilities of OWNER, prior to their incorporation into the Work with appropriate professional
interpretation thereof unless authorized as Additional Services under Exhibit A - Part 2.
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ARTICLE 3-TIMES FOR RENDERING SERVICES
3.01 General
A. ENGINEER's services and compensation under this Agreement have been agreed to in anticipation of the
orderly and continuous progress of the Project through completion. Unless specific periods of time or specific dates for
providing services are specified in this Agreement, ENGINEER's obligation to render services hereunder will be for a
period which may reasonably be required for the completion of said services.
B. If in this Agreement specific periods of time for rendering services are set forth or specific dates by which
services are to be completed are provided, and if such periods of time or dates are changed through no fault of
ENGINEER, the rates and amounts of compensation provided for herein shall be subject to equitable adjustment. If
OWNER has requested changes in this scope, extent, or character of the Project, the time of performance of
ENGINEER's services shall be adjusted equitably.
C. For purposes of this Agreement the term "day" means a calendar day of 24 hours.
3.02 Suspension
A. If OWNER fails to give prompt written authorization to proceed with any phase of services after completion
of the immediately preceding phase, or if ENGINEER's services are delayed through no fault of ENGINEER,
ENGINEER may be entitled to equitable adjustment of rates and amounts of compensation provided for elsewhere in
this Agreement to reflect, reasonable costs incurred by ENGINEER in connection with, among other things, such delay
or suspension and reactivation and the fact that the time for performance under this Agreement has been revised.
ARTICLE 4 - PAYMENTS TO ENGINEER
4.01 Methods of Payment for Basic Services and Additional Services of ENGINEER
A. For Basic Services. OWNER shall pay ENGINEER for Basic Services performed or furnished under Exhibit
A - Part 1, as set forth in Exhibit B.
B. For Additional Services. OWNER shall pay ENGINEER for Additional Services performed or furnished under
Exhibit A - Part 2, as set forth in Exhibit B.
4.02 Other Provisions Concerning Payments
A. Preparation of Invoices. Invoices will be prepared in accordance with ENGINEER's standard invoicing
practices and will be submitted to OWNER by ENGINEER, unless otherwise agreed. The amount billed in each invoice
will be calculated as set forth in Exhibit B.
B. Payment of Invoices. Invoices are due and payable within 30 days of receipt. If OWNER fails to make any
payment due ENGINEER for services and expenses within 30 days after receipt of ENGINEER's invoice therefor, the
amounts due ENGINEER will be increased at the rate of 1.0% per month (or the maximum rate of interest permitted by
law, if less) from said thirtieth day.
C. Payments Upon Termination. In the event of any termination, ENGINEER will be entitled to invoice OWNER
and will be paid in accordance with Exhibit B for all services performed or furnished and all expenses incurred through
the effective date of termination.
D. Records of ENGINEER'S Costs. Records of ENGINEER's costs pertinent to ENGINEER's compensation under
this Agreement shall be kept in accordance with generally accepted accounting practices. To the extent necessary to
Agreement for Professional Services
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verify ENGINEER's charges and upon OWNER's timely request, copies of such records will be made available to
OWNER.
E. Deleted.
ARTICLE 5 - OPINIONS OF COST
5.01 Opinions of Probable Construction Cost
A. ENGINEER's opinions of probable Construction Cost provided for herein are to be made on the basis of
ENGINEER's experience and qualifications and represent ENGINEER's best judgment as an experienced and qualified
professional generally familiar with the industry. However, since ENGINEER has no control over the cost of labor,
materials, equipment, or services furnished by others, or over the Contractor's methods of determining prices, or over
competitive bidding or market conditions, ENGINEER cannot and does not guarantee that proposals, bids, or actual
Construction Cost will not vary from opinions of probable Construction Cost prepared by ENGINEER.
ARTICLE 6 - GENERAL CONSIDERATIONS
6.01 Standards of Performance
A. The standard of care for all professional engineering and related services performed or furnished by
ENGINEER under this Agreement will be the care and skill ordinarily used by members of ENGINEER's profession.
ENGINEER makes no warranties, express or implied, under this Agreement or otherwise, in connection with
ENGINEER's services.
B. ENGINEER shall be responsible for the technical accuracy of its services and documents resulting therefrom,
and OWNER shall not be responsible for discovering deficiencies therein. ENGINEER shall correct such deficiencies
without additional compensation except to the extent such action is directly attributable to deficiencies in OWNER -
furnished information.
C. ENGINEER shall perform or furnish professional engineering and related services in all phases of the Project
to which this Agreement applies. ENGINEER shall serve as OWNER's prime professional for the Project. ENGINEER
may employ such ENGINEEWs Consultants as ENGINEER deems necessary to assist in the performance or furnishing
of the services. ENGINEER shall not be required to employ any ENGINEER's Consultant unacceptable to ENGINEER.
D. ENGINEER and OWNER shall comply with applicable Laws or Regulations and OWNER -mandated standards.
This Agreement is based on these requirements as of its Effective Date. Changes to these requirements after the
Effective Date of this Agreement may be the basis for modifications to OWNER's responsibilities or to ENGINEER's
scope of services, times of performance, or compensation.
Agreement for Professional Services
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E. OWNER shall be responsible for, and ENGINEER may rely upon, the accuracy and completeness of all
requirements, programs, instructions, reports, data, and other information furnished by OWNER to ENGINEER pursuant
to this Agreement. ENGINEER may use such requirements, reports, data, and information in performing or furnishing
services under this Agreement.
F. OWNER shall make decisions and carry out its other responsibilities in a timely manner and shall bear all costs
incident thereto so as not to delay the services of ENGINEER.
G. ENGINEER shall not be required to sign any documents, no matter by whom requested, that would result in
the ENGINEER's having to certify, guarantee or warrant the existence of conditions whose existence the ENGINEER
cannot ascertain. OWNER agrees not to make resolution of any dispute with the ENGINEER in any way contingent
upon the ENGINEERs signing any such certification.
H. During the Construction Phase, ENGINEER shall not supervise, direct, or have control over Contractor's work,
nor shall ENGINEER have authority over or responsibility for the means, methods, techniques, sequences, or procedures
of construction selected by Contractor, for safety precautions and programs incident to the Contractor's work in progress,
nor for any failure of Contractor to comply with Laws and Regulations applicable to Contractor's furnishing and
performing the Work.
I. ENGINEER neither guarantees the performance of any Contractor nor assumes responsibility for any
Contractor's failure to furnish and perform the Work in accordance with the Contract Documents.
J. ENGINEER shall not be responsible for the acts or omissions of any Contractor(s), subcontractor or supplier,
or of any of the Contractor's agents or employees or any other persons (except ENGINEER's own employees) at the Site
or otherwise furnishing or performing any of the Contractor's work; or for any decision made on interpretations or
clarifications of the Contract Documents given by OWNER without consultation and advice of ENGINEER.
K. The General Conditions for any construction contract documents will be prepared and provided by the City of
Lubbock unless both parties mutually agree to use other General Conditions.
6.02 Authorized Project Representatives
A. ENGINEER and OWNER shall designate specific individuals to act as ENGINEER's and OWNER's
representatives with respect to the services to be performed or furnished by ENGINEER and responsibilities of OWNER
under this Agreement. Such individuals shall have authority to transmit instructions, receive information, and render
decisions relative to the Project on behalf of each respective party.
6.03 Design without Construction Phase Services
A. Should OWNER provide Construction Phase services with either OWNER's representatives or a third party,
ENGINEER's Basic Services under this Agreement will be considered to be completed upon completion of the Final
Design Phase or Bidding or Negotiating Phase as outlined in Exhibit A - Part 1.
B. It is understood and agreed that if ENGINEER's Basic Services under this Agreement do not include Project
observation, or review of the Contractor's performance, or any other Construction Phase services, and that such services
will be provided by OWNER, then OWNER assumes all responsibility for interpretation of the Contract Documents and
for construction observation or review and waives any claims against the ENGINEER that may be in any way connected
thereto.
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6.04 Use of Documents
A. All Documents are instruments of service in respect to this Project, and ENGINEER shall retain an ownership
and property interest therein (including the right of reuse at the discretion of the ENGINEER) whether or not the Project
is completed.
B. Copies of OWNER -furnished data that may be relied upon by ENGINEER are limited to the printed copies
(also known as hard copies) that are delivered to the ENGINEER. Files in electronic media format of text, data,
graphics, or of other types that are furnished by OWNER to ENGINEER are only for convenience of ENGINEER. Any
conclusion or information obtained or derived from such electronic files will be at the user's sole risk.
C. Copies of Documents that may be relied upon by OWNER are limited to the printed copies (also known as hard
copies) that are signed or sealed by the ENGINEER. Files in electronic media format of text, data, graphics, or of other
types that are furnished by ENGINEER to OWNER are only for convenience of OWNER. Any conclusion or
information obtained or derived from such electronic files will be at the user's sole risk.
D. Because data stored in electronic media format can deteriorate or be modified inadvertently or otherwise without
authorization of the data's creator, the party receiving electronic files agrees that it will perform acceptance tests or
procedures within 60 days, after which the receiving party shall be deemed to have accepted the data thus transferred.
Any errors detected within the 60-day acceptance period will be corrected by the party delivering the electronic files.
ENGINEER shall not be responsible to maintain documents stored in electronic media format after acceptance by
OWNER.
E. When transferring documents in electronic media format, ENGINEER makes no representations as to long term
compatibility, usability, or readability of documents resulting from the use of software application packages, operating
systems, or computer hardware differing from those used by ENGINEER at the beginning of this Project.
F. OWNER may make and retain copies of Documents for information and reference in connection
with use on the Project by OWNER. Such Documents are not intended or represented to be suitable for reuse by
OWNER or others on extensions of the Project or on any other project. Any such reuse or modification without written
verification or adaptation by ENGINEER, as appropriate for the specific purpose intended, will be at OWNER's sole
risk and without liability or legal exposure to ENGINEER or to ENGINEER' Consultants.
G. If there is a discrepancy between the electronic files and the hard copies, the hard copies govern.
H. Any verification or adaptation of the Documents for extensions of the Project or for any other project will entitle
ENGINEER to further compensation at rates to be agreed upon by OWNER and ENGINEER.
6.05 Insurance
A. ENGINEER shall procure and maintain the following insurance: Worker's Compensation at required limits,
while General Liability and Professional Liability will be in an amount of not less than $1,000,000.
B. At OWNER's request ENGINEER shall deliver certificates of insurance evidencing the coverage. Such
certificates shall be furnished prior to commencement of ENGINEER's services and at renewals thereafter during the
life of this agreement.
C. OWNER shall require Contractor to purchase and maintain general liability and other insurance as specified
in the Contract Documents and to cause ENGINEER and ENGINEER'S Consultants to be listed as additional insureds
with respect to such liability and other insurance purchased and maintained by Contractor for the Project.
Agreement for Professional Services
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6.06 Termination
A. The obligation to provide further services under this Agreement may be terminated:
For cause, by either party upon 30 days written notice in the event of substantial failure by the other party to
perform in accordance with the terms hereof through no fault of the terminating party.
For convenience, by OWNER effective upon the receipt of notice by ENGINEER.
6.07 Controlling Law
A. This Agreement is to be governed by the law of the state in which the Project is located.
6.08 Successors, Assigns, and Beneficiaries
A. Neither OWNER nor ENGINEER may assign, sublet, or transfer any rights under or interest (including, but
without limitation, moneys that are due or may become due) in this Agreement without the written consent of the other,
except to the extent that any assignment, subletting, or transfer is mandated or restricted by law.
6.09 Dispute Resolution
A. OWNER and ENGINEER agree to negotiate all disputes between them in good faith for a minimum of 30 days
from the date of notice.
6.10 Hazardous Environmental Condition
A. OWNER represents to Engineer that to the best of its knowledge a Hazardous Environmental Condition does
not exist.
B. OWNER has disclosed to the best of its knowledge to ENGINEER the existence of all Asbestos, PCBs,
Petroleum, Hazardous Waste, or Radioactive Material located at or near the Site, including type, quantity and location.
C. If a Hazardous Environmental Condition is encountered or alleged, ENGINEER shall have the obligation to
notify OWNER and, to the extent of applicable Laws and Regulations, appropriate governmental officials.
D. It is acknowledged by both parties that ENGINEER's scope of services does not include any services related
to a Hazardous Environmental Condition. In the event ENGINEER or any other party encounters a Hazardous
Environmental Condition, ENGINEER may, at its option and without liability for consequential or any other damages,
suspend performance of services on the portion of the Project affected thereby until OWNER: (i) retains appropriate
specialist consultant(s) or contractor(s) to identify and, as appropriate, abate, remediate, or remove the Hazardous
Environmental Condition; and (ii)warrants that the Site is in full compliance with applicable Laws and Regulations.
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6.11 Allocation of Risks
A. To the fullest extent permitted by law, ENGINEER shall indemnify and hold harmless OWNER, OWNER's
officers, directors, partners, and employees from and against any and all costs, losses, and damages (including but not
limited to all fees and charges of engineers, architects, attorneys, and other professionals, and all court or arbitration or
other dispute resolution costs) caused solely by the negligent acts or omissions of ENGINEER or ENGINEER's officers,
directors, partners, employees, and ENGINEER's Consultants in the performance and furnishing of ENGINEER's
services under this Agreement.
B. To the fullest extent permitted by law, OWNER shall indemnify and hold harmless ENGINEER, ENGINEER's
officers, directors, partners, employees, and ENGINEER's Consultants from and against any and all costs, losses, and
damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals,
and all court or arbitration or other dispute resolution costs) caused solely by the negligent acts or omissions of OWNER
or OWNER's officers, directors, partners, employees, and OWNER's consultants with respect to this Agreement or the
Project.
C. To the fullest extent permitted by law, ENGINEER's total liability to OWNER and anyone claiming by, through,
or under OWNER for any cost, loss, or damages caused in part by the negligence of ENGINEER and in part by the
negligence of OWNER or any other negligent entity or individual, shall not exceed the percentage share that
ENGINEER's negligence bears to the total negligence of OWNER, ENGINEER, and all other negligent entities and
individuals.
6.12 Notices
A. Any notice required under this Agreement will be in writing, addressed to the appropriate party at its address
on the signature page and given personally, or by registered or certified mail postage prepaid, or by a commercial courier
service. All notices shall be effective upon the date of receipt.
6.13 Survival
A. All express representations included in this Agreement will survive its completion or termination for any reason.
6.14 Severability
A. Any provision or part of the Agreement held to be void or unenforceable under any Laws or Regulations shall
be deemed stricken, and all remaining provisions shall continue to be valid and binding upon OWNER and ENGINEER,
who agree that the Agreement shall be reformed to replace such stricken provision or part thereof with a valid and
enforceable provision that comes as close as possible to expressing the intention of the stricken provision.
6.15 Waiver
A. Non -enforcement of any provision by either party shall not constitute a waiver of that provision, nor shall it
affect the enforceability of that provision or of the remainder of this Agreement.
6.16 Headings
A. The headings used in this Agreement are for general reference only and do not have special significance.
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ARTICLE 7 - DEFINITIONS
7.01 Defined Terms
A. Wherever used in this Agreement (including the Exhibits hereto) and printed with initial or all capital letters,
the terms listed below have the meanings indicated, which are applicable to both the singular and plural thereof.
1. Addenda --Written or graphic instruments issued prior to the opening of Bids which clarify, correct, or
change the Bidding Documents.
2. Additional Services --The services to. be performed for or furnished to OWNER by ENGINEER in
accordance with Exhibit A - Part 2 of this Agreement.
3. Agreement --This "Standard Form of Agreement between OWNER and ENGINEER for Professional
Services", including those Exhibits listed in Article 8 hereof.
4. Application for Payment --The form acceptable to ENGINEER which is to be used by Contractor in
requesting progress or final payments for the completion of its Work and which is to be accompanied by such
supporting documentation as is required by the Contract Documents.
5. Asbestos --Any material that contains more than one percent of asbestos and is friable or is releasing
asbestos fibers into the air above current action levels established by the United States Occupational Safety and
Health Administration.
6. Basic Services --The services to be performed for or furnished to OWNER by ENGINEER in accordance
with Exhibit A - Part 1, of this Agreement.
7. Bid --The offer or proposal of the bidder submitted on the prescribed form setting forth the prices for the
Work to be performed.
8. Bidding Documents --The advertisement or invitation to Bid, instructions to bidders, the Bid form and
attachments, the Bid bond, if any, the proposed Contract Documents, and all Addenda, if any.
9. Change Order --A document recommended by ENGINEER, which is signed by Contractor and OWNER
to authorize an addition, deletion or revision in the Work, or an adjustment in the Contract Price or the Contract
Times, issued on or after the Effective Date of the Construction Agreement.
10. Construction Agreement --The written instrument which is evidence of the agreement, contained in the
Contract Documents, between OWNER and Contractor concerning the Work.
11. Construction Contract --The entire and integrated written agreement between the OWNER and Contractor
concerning the Work.
12. Construction Cost --The cost to OWNER of those portions of the entire Project designed or specified by
ENGINEER. Construction Cost does not include costs of services of ENGINEER or other design professionals and
consultants, cost of land, rights -of -way, or compensation for damages to properties, or OWNER's costs for legal,
accounting, insurance counseling or auditing services, or interest and financing charges incurred in connection with
the Project, or the cost of other services to be provided by others to OWNER. Construction Cost is one of the items
comprising Total Project Costs.
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13. Contract Documents --Documents that establish the rights and obligations of the parties engaged in
construction and include the Construction Agreement between OWNER and Contractor, Addenda (which pertain to
the Contract Documents), Contractor's Bid (including documentation accompanying the Bid and any post -Bid
documentation submitted prior to the notice of award) when attached as an exhibit to the Construction Agreement,
the notice to proceed, the bonds, appropriate certifications, the General Conditions, the Supplementary Conditions,
the Specifications and the Drawings as the same are more specifically identified in the Construction Agreement,
together with all Written Amendment, Change Orders, Work Change Directives, Field Orders, and ENGINEER's
written interpretations and clarifications issued on or after the Effective Date of the Construction Agreement.
Approved Shop Drawings and the reports and drawings of subsurface and physical conditions are not Contract
Documents.
14. Contract Price —The moneys payable by OWNER to Contractor for completion of the Work in accordance
with the Contract Documents and as stated in the Construction Agreement.
15. Construction Contract Times --The numbers of days or the dates stated in the Construction Agreement to,
(i) achieve Substantial Completion, and (ii) complete the Work so that it is ready for final payment as evidenced by
ENGINEER's written recommendation of final payment.
16. Contractor --An individual or entity with whom OWNER enters into a Construction Agreement.
17. Correction Period —The time after Substantial Completion during which Contractor must convect, at no cost
to OWNER, any Defective Work, normally one year after the date of Substantial Completion or such longer period
of time as may be prescribed by Laws or Regulations or by the terms of any applicable special guarantee or specific
provision of the Contract Documents.
18. Defective --An adjective which, when modifying the word Work, refers to Work that is unsatisfactory,
faulty, or deficient, in that it does not conform to the Contract Documents, or does not meet the requirements of any
inspection, reference standard, test, or approval referred to in the Contract Documents, or has been damaged prior
to ENGINEER's recommendation of final payment.
19. Direct Expenses --The expenses incurred directly by ENGINEER in connection with the performing of
Basic Services for the Project for which OWNER shall pay ENGINEER as indicated in Exhibit B, to include but not
limited to fax, reproduction, travel, telephone, meals and lodging, CAD charges, field supplies, models, renderings,
photos, and postage.
20. Documents --Data, reports, Drawings, Specifications, Record Drawings, and other deliverables, whedier
in printed or electronic media format, provided or furnished in appropriate phases by ENGINEER to OWNER
pursuant to this Agreement.
21. Drawings --That part of the Contract Documents prepared or approved by ENGINEER which graphically
shows the scope, extent, and character of the Work to be performed by Contractor. Shop Drawings are not Drawings
as so defined.
22. Effective Date of the Construction Agreement --The date indicated in the Construction Agreement on which
it becomes effective, but if no such date is indicated, it means the date on which the Construction Agreement is signed
and delivered by the last of the two parties to sign and deliver.
23. Effective Date of the Agreement --The date indicated in this Agreement on which it becomes effective, but
if no such date is indicated, it means the date on which the Agreement is signed and delivered by the last of the two
parties to sign and deliver.
Agreement for Professional Services
Page 12 of 15
24. Engineer's Consultants --Individuals or entities having a contract with ENGINEER to furnish services with
respect to this Project as ENGINEER's independent professional associates, consultants, subcontractors, or vendors.
The term ENGINEER includes ENGINEER's Consultants.
25. Field Order --A written order issued by ENGINEER which directs minor changes in the Work but which
does not involve a change in the Contract Price or the Contract Times.
26. General Conditions --That part of the Contract Documents which sets forth terms, conditions, and
procedures that govern the Work to be performed or furnished by Contractor with respect to the Project.
27. Hazardous Environmental Condition --The presence at the Site of Asbestos, PCBs, Petroleum, Hazardous
Waste, or Radioactive Materials in such quantities or circumstances that may present a substantial danger to persons
or property exposed thereto in connection with the Work.
28. Hazardous Waste --The term Hazardous Waste shall have the meaning provided in Section 1004 of the
Solid Waste Disposal Act (42 USC Section 6903) as amended from time to time.
29. Laws and Regulations; Laws or Regulations --Any and all applicable laws, rules, regulations, ordinances,
codes, standards, and orders of any and all governmental bodies, agencies, authorities, and courts having jurisdiction.
30. PCB's--Polychlorinated biphenyls.
31. Petroleum --Petroleum, including crude oil or any fraction thereof which is liquid at standard conditions
of temperature and pressure (60 degrees Fahrenheit and 14.7 pounds per square inch absolute), such as oil, petroleum,
fuel oil, oil sludge, oil refuse, gasoline, kerosene, and oil mixed with other non -Hazardous Waste and crude oils.
32. Radioactive Materials --Source, special nuclear, or byproduct material as defined by the Atomic Energy
Act of 1954 (42 USC Section 2011 et seq.) as amended from time to time.
33. Record Drawings --The Drawings as issued for construction on which the ENGINEER, upon completion
of the Work, has shown changes due to Addenda or Change Orders and other information which ENGINEER
considers significant based on record documents furnished by Contractor to ENGINEER and which were annotated
by Contractor to show changes made during construction.
34. Reimbursable Expenses —The expenses incurred directly by ENGINEER in connection with the performing
of Additional Services for the Project for which OWNER shall pay ENGINEER as indicated in Exhibit B, to include
but not limited to fax, reproduction, travel, telephone, meals and lodging, CAD charges, field supplies, models,
renderings, photos, and postage.
35. Resident Project Representative --The authorized representative of ENGINEER, if any, assigned to assist
ENGINEER at the Site during the Construction Phase. The Resident Project Representative will be ENGINEEWs
agent or employee and under ENGINEER's supervision. As used herein, the term Resident Project Representative
includes any assistants of Resident Project Representative agreed to by OWNER. The duties and responsibilities of
the Resident Project Representative are as set forth in Exhibit C.
36. Samples --Physical examples of materials, equipment, or workmanship that are representative of some
portion of the Work and which establish the standards by which such portion of the Work will be judged.
37. Shop Drawings --All drawings, diagrams, illustrations, schedules, and other data or information which are
specifically prepared or assembled by or for Contractor and submitted by Contractor to ENGINEER to illustrate some
portion of the Work.
Agreement for Professional Services
Page 13 of 15
38. Site --Lands or areas indicated in the Contract Documents as being furnished by OWNER upon which the
Work is to be performed, rights -of -way and easements for access thereto, and such other lands furnished by OWNER
which are designated for use of Contractor.
39. Specifications --That part of the Contract Documents consisting of written technical descriptions of
materials, equipment, systems, standards, and workmanship as applied to the Work and certain administrative details
applicable thereto.
40. Substantial Completion --The time at which the Work (or a specified part thereof) has progressed to the
point where, in the opinion of ENGINEER, the Work (or a specified part thereof) can be utilized for the purposes
for which it is intended. The terms "substantially complete" and "substantially completed" as applied to all or part
of the Work refer to Substantial Completion thereof.
41. Supplementary Conditions --That part of the Contract Documents which amends or supplements the General
Conditions.
42. Work --The entire completed construction or the various separately identifiable parts thereof required to be
provided under the Contract Documents with respect to this Project. Work includes and is the result of performing
or furnishing labor, services, and documentation necessary to produce such construction and furnishing, installing,
and incorporating all materials and all equipment into such construction, all as required by the Contract Documents.
43. Work Change Directive --A written directive to Contractor issued on or after the Effective Date of the
Construction Agreement and signed by OWNER upon recommendation of the ENGINEER, ordering an addition,
deletion, or revision in the Work, or responding to differing or unforeseen subsurface or physical conditions under
which the Work is to be performed or to emergencies. A Work Change Directive will not change the Contract Price
or the Contract Times but is evidence that the parties expect that the change directed or documented by a Work
Change Directive will be incorporated in a subsequently issued Change Order following negotiations by the parties
as to its effect, if any, on the Contract Price or Contract Times.
44. Written Amendment --A written amendment of the Contract Documents signed by OWNER and Contractor
on or after the Effective Date of the Construction Agreement and normally dealing with the non -engineering or non-
technical rather than strictly construction -related aspects of the Contract Documents.
ARTICLE &EXHIBITS AND SPECIAL PROVISIONS
8.01 Exhibits Included
A. Exhibit A, "ENGMER's Services", consisting of 8 pages.
B. Exhibit B, "Payments to Engineer', consisting of 3 pages, including Appendix 1, Hourly Rate Schedule..
C. Exhibit C, "Duties, Responsibilities and Limitations of Authority of Resident Project Representative", consisting
of 4 pages.
D. Exhibit D, "Notice of Acceptability of Work", consisting of 2 pages.
Agreement for Professional Services
Page 14 of 15
8.02 Total Agreement
A. This Agreement (consisting of pages 1 to 15 inclusive, together with the Exhibits identified above) constitutes
the entire agreement between OWNER and ENGINEER and supersedes all prior written or oral understandings. This
Agreement may only be amended, supplemented, modified, or canceled by a duly executed written instrument.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement in duplicate, the Effective Date of which
is indicated on page 1
OWNER:
CITY OF LUBBOCK
01
By
Marc McDougal,
ATTEST:
-Q By
ebecca Garza, City Secretary
APPROVED AS TO CONTENT:
By &J-1' ��4 lb
Corbin Pemberton
Director of Parks and Recreation
APPROVED AS TO FORM:
By/�I) A11q 11 Y I
onald G. Vandiver
Attorney of Counsel
ENGINEER
:
By: Robert H. (Holly) Holder. P.E.
Title: Firm Principal
Date Signed: 0C'04•
Agreement to be executed IN TRIPLICATE.
Agreement for Professional Services
Page 15 of 15
2 601- V-014g1
Resolution No. 2003—RO481
EXHIBIT A
ENGINEER'S SERVICES
Article 1 of the Agreement is amended and supplemented to include the following agreement of the parties. ENGINEER
shall provide Basic and authorized Additional Services as set forth below.
EXHIBIT A - PART 1 -- BASIC SERVICES
A1.01 Preliminary Design Phase
A. After acceptance of May 30, 2003 Master Plan, OWNER will provide written authorization to ENGINEER
for design phase services as follows:
1. Based upon the approved Master Plan, the Engineer will prepare Preliminary Design drawings for the
proposed improvements within the Fiesta Plaza area. The plans will be prepared using the approved Master Plan
and with Owner in regard to the final program elements selected. On the basis of the above acceptance, selection,
and authorization, prepare Preliminary Design Phase documents consisting of final design criteria, preliminary
drawings, outline specifications and written descriptions of the Project.
2. Key members of the Engineer will attend one (1) meeting with Owner representatives to present the
Preliminary Design drawings. The Owner shall provide, in writing, all review comments for the Preliminary
Design drawings and written approval prior to proceeding into Final Design Phase.
3. OWNER will provide necessary field surveys and topographic and utility mapping for design purposes.
Utility mapping will be based upon information obtained from utility owners. The performance of field surveys
is not a part of the ENGINEER's basic services, and compensation therefore is not included in the Basic Fee; the
surveys may be performed by the ENGINEER, by agreement with the OWNER, in which case compensation
shall be determined by applicable portions of Exhibit B.
4. Establish the scope, and advise the OWNER, of any additional soils or foundation investigations which,
in the opinion of the ENGINEER, may be required for the proper execution of the Project; and arrange with the
OWNER for the conduct of such investigations and tests. The performance of these investigations and tests is not
a part of the ENGINEER's Basic Services, and compensation therefor is not included in the Basic Fee; the
investigations and tests may be performed by the ENGINEER, by agreement with the OWNER, in which case
compensation shall be determined by the applicable portions of Exhibit B.
5. Advise OWNER if additional reports, data, information, or services are necessary and assist OWNER
in obtaining such reports, data, information, or services.
6. Based on the information contained in the Preliminary Design Phase documents, submit a revised
opinion of probable Construction Cost.
7. Furnish five (5) review copies of the Preliminary Design Phase documents to and review them with
OWNER.
A 1.02 Final Design Phase
A. After acceptance by OWNER of the Preliminary Design Phase documents and revised opinion of probable
Construction Cost as determined in the Preliminary Design Phase, but subject to any OWNER -directed
modifications or changes in the scope, extent, character, or design requirements of or for the Project, and upon
written authorization from OWNER, ENGINEER shall:
1. On the basis of the above acceptance, direction, and authorization, prepare final Drawings indicating
the scope, extent, and character of the Work to be performed and furnished by Contractor. Specifications will be
prepared, where appropriate, in general conformance with the 16-division format of the Construction
Page 1 of 8
(Exhibit A)
Specifications Institute.
2. Provide technical criteria, written descriptions, and design data for OWNER's use in filing applications
for permits from or approvals of governmental authorities having jurisdiction to review or approve the final
design of the Project and assist OWNER in consultations with appropriate authorities.
3. Advise OWNER of any adjustments to the opinion of probable Construction Cost.
4. Key members of the Engineer will attend one (1) meeting with Owner representatives to present the
Final Design drawings. The Owner shall provide, in writing, all review comments for the Final Design drawings
and written approval prior to proceeding into Bidding or Negotiation Phase.
5. Prepare and furnish five (5) sets of Bidding Documents and a revised opinion of probable Construction
Cost for review and approval by OWNER, its legal counsel, and other advisors. as appropriate, and assist
OWNER in the preparation of other related documents.
B. The number of prime contracts for Work designed or specified by ENGINEER upon which the
ENGINEER's compensation has been established under this Agreement is one (1).
C. ENGINEER's services under the Final Design Phase will be considered complete on the date when the final
Bidding Documents have been delivered to OWNER.
A1.03 Bidding or Negotiating Phase
A. After acceptance by OWNER of the Bidding Documents and the most recent opinion of probable
Construction Cost as determined in the Final Design Phase, and upon written authorization by OWNER to proceed,
ENGINEER shall:
1. Furnish the number of copies of the Plans and Specifications as required by prospective bidders and
furnishers of material and equipment. All sets of plans and specifications are to be paid for separately under
Exhibit B as an Additional Service.
2. Assist OWNER in advertising for and obtaining bids or negotiating proposals for the Work and, where
applicable, maintain a record of prospective bidders to whom Bidding Documents have been issued, attend pre -
Bid conferences, if any, and receive and process Contractor deposits or charges for the Bidding Documents.
3. Issue Addenda as appropriate to clarify, correct, or change the Bidding Documents.
4. Consult with OWNER as to the acceptability of subcontractors, suppliers, and other individuals and
entities proposed by Contractor for those portions of the Work as to which such acceptability is required by the
Bidding Documents.
5. Attend the Bid opening, prepare Bid tabulation sheets, and assist OWNER in evaluating Bids or
proposals and in assembling and awarding contracts for the Work.
B. The Bidding or Negotiating Phase will be considered complete upon commencement of the Construction
Phase or -upon cessation of negotiations with prospective Contractors.
A1.04 Construction Phase
A. Upon successful completion of the Bidding and Negotiating Phase, and upon written authorization from
OWNER, ENGINEER shall:
1. General Administration of Construction Contract. Consult with OWNER and act as OWNER's
representative as provided in the General Conditions.
Page 2 of 8
(Exhibit A)
2003- f ZQ q li� i
2. Resident Project Representative (RPR). Provide the services of an RPR at the Site to assist the
ENGINEER and to provide more extensive observation of Contractor's work. Duties, responsibilities, and
authority of the RPR are as set forth in Exhibit C. The furnishing of such RPWs services will not extend
ENGINEER's responsibilities or authority beyond the specific limits set forth elsewhere in this Agreement. The
performance of the RPR is not included in the ENGINEER's basic fee and may be performed by the
ENGINEER, by agreement with the OWNER, in which case compensation shall be determined by applicable
portions of Exhibit B.
3. Selecting Independent Testing Laboratory. Assist OWNER in the selection of an independent testing
laboratory. The performance of these investigations and tests is not included in the ENGINEER's basic fee and
may be performed by the ENGINEER, by agreement with the OWNER, in which case compensation shall be
determined by applicable portions of Exhibit B.
4. Pre -Construction Conference. Conduct a Pre -Construction Conference prior to commencement of
Work at the Site.
5. Baselines and Benchmarks. As appropriate, establish baselines and benchmarks for locating the Work
which in ENGINEER's judgment are necessary to enable Contractor to proceed. The performance of field
surveys is not included in the ENGINEER's basic fee and may be performed by the ENGINEER, by agreement
with the OWNER, in which case compensation shall be determined by applicable portions of Exhibit B.
6. Visits to Site and Observation of Construction, In connection with observations of Contractor's work in
progress while it is in progress:
a. Make visits to the Site at intervals appropriate to the various stages of construction, as ENGINEER
deems necessary, in order to observe as an experienced and qualified design professional the progress and
quality of the Work. Such visits and observations by ENGINEER, and the Resident Project Representative,
if any, are not intended to be exhaustive or to extend to every aspect of Contractor's work in progress or to
involve detailed inspections of Contractor's work in progress beyond the responsibilities specifically
assigned to ENGINEER in this Agreement and the Contract Documents, but rather are to be limited to spot
checking, selective sampling, and similar methods of general observation of the Work based on
ENGINEER's exercise of professional judgment as assisted by the Resident Project Representative, if any.
Based on information obtained during such visits and such observations, ENGINEER will determine in
general if Contractor's work is proceeding in accordance with the Contract Documents, and ENGINEER
shall keep OWNER informed of the progress of the Work.
b. ENGINEER shall not, during such visits or as a result of such observations of Contractor's work in
progress, supervise, direct, or have control over Contractor's work, nor shall ENGINEER have authority
over or responsibility for the means, methods, techniques, sequences, or procedures of construction selected
by Contractor, for safety precautions and programs incident to Contractor's work, or for any failure of
Contractor to comply with Laws and Regulations applicable to Contractor's furnishing and performing the
Work. Accordingly, ENGINEER neither guarantees the performance of any Contractor nor assumes
responsibility for any Contractor's failure to furnish and perform its work in accordance with the Contract
Documents.
7. Defective Work. Recommend to OWNER that Contractor's work be disapproved and rejected while it
is in progress if, on the basis of such observations, ENGINEER believes that such work will not produce a
completed Project that conforms generally to the Contract Documents or that it will prejudice the integrity of the
design concept of the completed Project as a functioning whole as indicated in the Contract Documents.
8. Clarifications and Interpretations; Field Orders. Issue necessary clarifications and interpretations of
the Contract Documents as appropriate to the orderly completion of Contractor's work. Such clarifications and
interpretations will be consistent with the intent of and reasonably inferable from the Contract Documents.
ENGINEER may issue Field Orders authorizing minor variations from the requirements of the Contract
Documents.
Page 3 of 8
(Exhibit A)
9GU3—12O14cYl
9. Change orders and Work Change Directives. Recommend Change Orders and Work Change.
Directives to OWNER, as appropriate, and prepare Change Orders and Work Change Directives as required.
10. Shop Drawings and Samples. Review and approve or take other appropriate action in respect to Shop
Drawings and Samples and other data which Contractor is required to submit, but only for conformance with the
information given in the Contract Documents and compatibility with the design concept of the completed Project
as a functioning whole as indicated in the Contract Documents. Such reviews and approvals or other action will
not extend to means, methods, techniques, sequences or procedures of construction or to safety, precautions and
programs incident thereto.
11. Substitutes and "or -equal." Evaluate and determine the acceptability of substitute or "or -equal"
materials and equipment proposed by Contractor.
12. Inspections and Tests. Require such special inspections or tests of Contractor's work as deemed
reasonably necessary, and receive and review all certificates of inspections, tests, and approvals required by Laws
and Regulations or the Contract Documents. ENGINEER's review of such certificates will be for the purpose of
determining that the results certified indicate compliance with the Contract Documents.
13. Disagreements between OWNER and Contractor. Render formal written decisions on all claims of
OWNER and Contractor relating to the acceptability of Contractor's work or the interpretation of the
requirements of the Contract Documents pertaining to the execution and progress of Contractor's work. In
rendering such decisions, ENGINEER shall be fair and not show partiality to OWNER or Contractor and shall
not be liable in connection with any decision rendered in good faith in such capacity.
14. Applications for Payment. Based on ENGMEER's observations as an experienced and qualified
design professional and on review of Applications for Payment and accompanying supporting documentation:
a. Determine the amounts that ENGINEER recommends Contractor be paid. Such recommendations
of payment will be in writing and will constitute ENGINEER's representation to OWNER, based on such
observations and review, that, to the best of ENGINEER's knowledge, information and belief, Contractor's
work has progressed to the point indicated, the quality of such work is generally in accordance with the
Contract Documents (subject to an evaluation of the Work as a functioning whole prior to or upon
Substantial Completion, to the results of any subsequent tests called for in the Contract Documents and to
any other qualifications stated in the recommendation), and the conditions precedent to Contractor's being
entitled to such payment appear to have been fulfilled in so far as it is ENGINEER's responsibility to
observe Contractor's work. In the case of unit price work, ENGINEER's recommendations of payment will
include final determinations of quantities and classifications of Contractor's work (subject to any subsequent
adjustments allowed by the Contract Documents).
15. Contractor's Completion Documents.
a. Receive and review maintenance and operating instructions, schedules, and guarantees.
b. Receive bonds, certificates, or other evidence of insurance not previously submitted and required
by the Contract Documents, certificates of inspection, tests and approvals, Shop Drawings, Samples,
annotated record drawings, and other data which are .to be assembled by Contractor in accordance with the
Contract Documents to obtain final payment.
c. ENGINEER shall transmit these documents to OWNER.
16. Substantial Completion. Promptly after notice from Contractor that Contractor considers the entire
Work ready for its intended use, in company with OWNER and Contractor, conduct an inspection to determine if
the Work is Substantially Complete. If after considering any objections of OWNER, ENGINEER considers the
Work Substantially Complete, ENGINEER shall deliver a certificate of Substantial Completion to OWNER and
Contractor.
Page 4 of 8
(Exhibit A)
17. Final Notice of Acceptability of the. Work. Conduct a final inspection to determine if the completed
Work of Contractor is acceptable so that ENGINEER may recommend, in writing, final payment to Contractor.
Accompanying the recommendation for final payment, ENGINEER shall also provide a notice in the form
attached hereto as Exhibit D (the "Notice of Acceptability of Work") that the Work is acceptable to the best of
ENGINEER's knowledge, information, and belief and based on the extent of the services provided by
ENGINEER under this Agreement.
B. Duration of Construction Phase. The Construction Phase will commence with the execution of the first
Construction Agreement for the Project or any part thereof and will terminate upon written recommendation by
ENGINEER for final payment to Contractors. If the Project involves more than one prime contract, Construction
Phase services may be rendered at different times in respect to the separate contracts.
C. Limitation of Responsibilities. ENGINEER shall not be responsible for the acts or omissions of any
Contractor, or of any of their subcontractors, suppliers, or of any other individual or entity performing or furnishing
any of the Work. ENGINEER shall not be responsible for failure of any Contractor to perform or furnish the Work
in accordance with the Contract Documents.
EXHIBIT A - PART 2 -- ADDITIONAL SERVICES
A2.01 Additional Services Requiring OWNER's Authorization in Advance
A. If authorized in writing by OWNER, ENGINEER shall furnish or obtain from others Additional Services of
the types listed below. These services will be paid for by OWNER as indicated in Article 4 of the Agreement.
1. Providing design and/or construction surveys and staking to enable ENGINEER to perform its services
and Contractor to perform his work, and any type of property surveys or related engineering services needed for
the transfer of interests in real property; and providing other special field surveys.
2. Services of a Resident Project Representative and other field personnel, as required, for on -the -site
observation of construction and for construction layout surveys.
3. Soil and foundation investigations, including field and laboratory tests, borings, related engineering
analysis and recommendations.
4. Preparing and furnishing to OWNER Record Drawings showing appropriate record information based
on Project annotated record documents received from Contractor.
5. Post -Construction Phase. The Post -Construction Phase includes, providing assistance in connection
with the testing and adjusting of Project equipment or systems; Assisting OWNER in training OWNER's staff to
operate and maintain Project, equipment, and systems; Assisting OWNER in developing procedures for control
of the operation and maintenance of, and record keeping for Project equipment and systems; visiting the Project
with the OWNER to observe any apparent defects in the Work, assist OWNER in consultations and discussions
with Contractor concerning correction of any such defects, and make recommendations as to replacement or
correction of Defective Work, if present; and in company with OWNER or OWNER's representative, provide an
inspection of the Project within one month before the end of the Correction Period to ascertain whether any
portion of the Work is subject to correction.
6. Preparation of applications and supporting documents (in addition to those furnished under Basic
Services) for private or governmental grants, loans or advances in connection with the Project; preparation or
review of environmental assessments and impact statements; review and evaluation of the effects on the design
requirements for the Project of any such statements and documents prepared by others; and assistance in
obtaining approvals of authorities having jurisdiction over the anticipated environmental impact of the Project.
7. Services to make measured drawings of or to investigate existing conditions or facilities, or to verify
Page 5 of 8
(Exhibit A)
20a3 -- ZOO& I
the accuracy of drawings or other information furnished by OWNER.
8. Services resulting from significant changes in the scope, extent, or character of the portions of the
Project designed or specified by ENGINEER or its design requirements including, but not limited to, changes in
size, complexity, OWNER's schedule, character of construction, or method of financing; and revising previously
accepted studies, reports, Drawings, Specifications, or Contract Documents when such revisions are required by
changes in Laws and Regulations enacted subsequent to the Effective Date of this Agreement or are due to any
other causes beyond ENGINEER's control.
9. Services required as a result of OWNER's providing incomplete or incorrect Project information.
10. Providing renderings or models for OWNER's use.
11. Undertaking investigations and studies including, but not limited to, detailed consideration of
operations, maintenance, and overhead expenses; the preparation of feasibility studies, cash flow and economic
evaluations, rate schedules, and appraisals; assistance in obtaining financing for the Project; evaluating processes
available for licensing, and assisting OWNER in obtaining process licensing; detailed quantity surveys of
materials, equipment, and labor; and audits or inventories required in connection with construction performed by
OWNER.
12. Furnishing services of ENGINEER's Consultants for other than Basic Services.
13. Services during out-of-town travel required of ENGINEER other than for visits to the Site or
OWNER's office.
14. Preparing for, coordinating with, participating in and responding to structured independent review
processes, including, but not limited to, construction management, cost estimating, project peer review, value
engineering, and constructibility review requested by OWNER; and performing or furnishing services required to
revise studies, reports, Drawings, Specifications, or other Bidding Documents as a result of such review
processes.
15. Preparing additional Bidding Documents or Contract Documents for alternate bids or prices requested
by OWNER for the Work or a portion thereof.
16. Determining the acceptability of substitute materials and equipment proposed during the Bidding or
Negotiating Phase when substitution prior to the award of contracts is allowed by the Bidding Documents.
17. Assistance in connection with Bid protests, rebidding, or renegotiating contracts for construction,
materials, equipment, or services.
18. Providing Construction Phase services beyond the Contract Times set forth in Exhibit B.
19. Providing assistance in resolving any Hazardous Environmental Condition in compliance with current
Laws and Regulations.
20. Preparation of operation and maintenance manuals.
21. Preparing to serve or serving as a consultant or witness for OWNER in any litigation, arbitration or
other dispute resolution process related to the Project.
22. Providing more extensive services required to enable ENGINEER to issue notices or certifications
requested by OWNER.
23. Services in connection with Work Change Directives and Change Orders to reflect changes requested
Page 6 of 8
(Exhibit A)
P-U L491
by OWNER so as to make the compensation commensurate with the extent of the Additional Services rendered.
24. Services in making revisions to Drawings and Specifications occasioned by the acceptance of substitute
materials or equipment other than "or -equal" items; and services after the award of the Construction Agreement
in evaluating and determining the acceptability of a substitution which is found to be inappropriate for the Project
or an excessive number of substitutions.
25. Services resulting from significant delays, changes, or price increases occurring as a direct or indirect
result of materials, equipment, or energy shortages.
26. Additional or extended services during construction made necessary by (1) emergencies or acts of God
endangering the Work, (2) an occurrence of a Hazardous Environmental Condition, (3) Work damaged by fire or
other cause during construction, (4) a significant amount of defective, neglected, or delayed work by Contractor,
(5) acceleration of the progress schedule involving services beyond normal working hours, or (6) default by
Contractor.
27. Services in connection with any partial utilization of any part of the Work by OWNER prior to
Substantial Completion.
28. Evaluating an unreasonable claim or an excessive number of claims submitted by Contractor or others
in connection with the Work.
. 29. Other services performed or furnished by ENGINEER not otherwise provided for in this Agreement.
30. Reimbursable expenses associated with providing additional services.
31. Additional meetings with the OWNER and other entities as requested by the OWNER.
EXHIBIT A - PART 3 — ASSUMPTIONS TO THE CONTRACT
A. The Owner will provide, as expeditiously as possible, all base information currently in its possession,
necessary to complete the scope of services described herein. This scope of services does not include any survey
work. Should additional survey information be necessary, the Owner will provide this information to ENGINEER.
ALL INFORMATION PROVIDED BY THE OWNER IS ASSUMED TO BE ACCURATE AND COMPLETE,
UNLESS OTHERWISE INDICATED BY THE OWNER. Any information required to complete this scope of work
that cannot be readily provided by the Owner will remain the responsibility of the Owner. All such information shall
be provided to ENGINEER, and any costs associated with acquisition will be borne by the Owner.
B. This scope of services does not include any "Site Inventory" as identified in the Owner RFP, item a, page 9,
dated October 20, 2000, requiring documentation for the Owner and Texas Historical Commission. Should the
Owner request this task, it will be considered an additional service.
C. This scope of services does not include any services for environmental engineering such as an
Environmental Assessment (EA) or Environmental Impact Statement (EIS).
D. The Engineer will attend all meetings and/or presentations as described within this scope of services.
Additional meetings and/or presentations requested by the Owner will be considered as additional services. Any
additional illustrative drawings or perspectives requested by the Owner will be considered additional services.
E. Any opinion of probable cost provided by the Engineer will be on a basis of experience and judgment, but.
since the team has no control over market conditions or bidding procedures, it cannot warrant that bids or ultimate
construction costs will not vary from these cost estimates. However, the Engineer acknowledges that the Owner is
relying on the cost estimates provided by the team and anticipates minimal variation from the cost estimates
provided.
Page 7 of 8
(Exhibit A)
EXHIBIT A - PART 4 — DURATION OF CONTRACT
A. Part 1, Basic Services will be completed by December 31, 2004.
EXHIBIT A - PART 5 — OWNER/ENGINEER REPRESENTATIVE
A. If Owner's representative or project manager change during the course of the contract, client and/or
consultant will notify of said change in writing 5 business days prior to said change.
Owner's Representative:
Corbin Pemberton Phone: (806) 775-2689
P.O. Box 2000 Fax: (806) 775-2686
1010 9`" Street
Lubbock, Texas 79457
Engineer's Representative:
Robert H. (Holly) Holder, P.E. Phone: (806) 473-2200
Parkhill, Smith, & Cooper Fax: (806) 473-3500
4222 85 h Street
Lubbock, Texas 79424
Page 8 of 8
(Exhibit A)
Resolution No. 2003—RO481
EXHIBIT B
PAYMENTS TO ENGINEER
LUMP SUM METHOD
Article 4 of the Agreement is amended and supplemented to include the following agreement of the parties:
ARTICLE 4 -- PAYMENTS TO THE ENGINEER
B4.01 For Basic Services Having A Determined Scope --Lump Sum Method of Payment
A. OWNER shall pay ENGINEER for Basic Services set forth in Exhibit A -Part 1 — Basic Services, as follows:
The basic cost for performing engineering services set forth herein will be as shown below. Two columns are shown,
one for basic services, and the other for reimbursable expenses. Basic services are on a lump sum basis include all
professional fees necessary to perform the work as noted in the scope of work. Reimbursable expenses are on actual costs
basis and will be additional to the basic services fee. These expenses include, but may not be limited to such items as
geotechnical expenses, permitting fees, reproduction, computer plotting, .printing, photography, aerial maps, travel/mileage,
travel/airfare, car rental, fax, Xerox copies, meals, lodging, couriers, postage, deliveries, etc. Basic Services and
reimbursables will be billed monthly as work progresses.
1. Preliminary Design
2. Final Design
3. Bidding Phase
4. Construction Phase
TOTAL BASIC SERVICES FEE (Lump Sum)
REIMBURSABLE EXPENSES (Not to Exceed)
Basic Reimbursable
Services Expenses
$ 28,350 $ 4,000
$ 34,650 $ 1,500
$ 9,000 $ 2,000
18,000 1,000
$ 90,000
�: PI
4. The Lump Sum includes compensation for ENGINEER's services and services of ENGINEER's Consultants, if any
with exception to Geotechnical, which sub expense is all reimbursable. Appropriate amounts have been incorporated in the
Lump Sum to account for labor, overhead, profit, and Direct Expenses.
5. The portion of the Lump Sum amount billed for ENGINEER's services will be based upon ENGINEER's estimate
of the proportion of the total services actually completed during the billing period to the Lump Sum.
6. If more prime contracts are awarded for Work designed or specified by ENGINEER for this Project than identified
in Exhibit A - Part 1, the ENGINEER shall be compensated an additional amount equal to $ * for all Basic Services
for each prime contract added.
*To be negotiated if required.
Page 1 of 2 pages
Sheet B-1 (Exhibit B - Payments to Engineer -- Lump Sum Method)
B4.02 For Authorized Additional Services --Standard Hourly Rates Method of Payment.
A. OWNER shall pay ENGINEER for authorized Additional Services set forth in Exhibit A - Part 3 as follows:
1. For labor on an hourly rate basis in accordance with Appendix 1.
2. For reimbursable expenses, on the basis of cost times a factor of 1.15.
B. The hourly rate schedule will be adjusted each January 1st to reflect cost of living adjustments.
Page 2 of 2 pages
Sheet B-1 (Exhibit B - Payments to Engineer -- Lump Sum Method)
Resolution No. 2003—RO481
APPENDIX 1
PARKHILL, SMITH & COOPER, INC.
HOURLY RATE SCHEDULE
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PROFESSIONAL LEVEL VII.................................................................................139.00
Engineer VII
Architect VIII
Landscape Architect VIII
PROFESSIONAL LEVEL VI..................................................................................114.00
Engineer VI
Architect VII
Landscape Architect VII
PROFESSIONAL LEVEL V.....................................................................................98.00
Engineer V
Architect VI
Landscape Architect VI
PROFESSIONAL LEVEL IV....................................................................................85.00
Engineer IV
Architect V
Landscape Architect V
PROFESSIONAL LEVEL III ....................................................................................76.00
Engineer III
Architect IV
Interior Designer V
Engineering Technologist IV
Resident Project Representative IV
Landscape Architect IV
PROFESSIONAL LEVEL II.....................................................................................68.00
Engineer VII
Architect III
Interior Designer IV
Engineering Technologist III
Resident Project Representative III
Landscape Architect III
PROFESSIONAL LEVEL I.......................................................................................64.00
Intern (Architect) III
Interior Designer III
Intern (Interiors) II
Engineering Technologist VII
Resident Project Representative III
CADD Manager V
SUPPORT STAFF III................................................................................................61.00
Engineering Technician IIIIV
CADD IV
Administrative Secretary III
SUPPORT STAFF II..................................................................................................51.00
Accounting Clerk
CADD
Clerical
Engineering Technician III
Administrative Secretary I / II
SUPPORT STAFF I...................................................................................................31.00
Accounting Clerk Trainee
CADD Trainee
Clerical Trainee
Z 00a - )2_0A
Resolution:_No. 2003—RO481
EXHIBIT C
DUTIES, RESPONSIBILITIES, AND LIMITATIONS
OF AUTHORITY
OF RESIDENT PROJECT REPRESENTATIVE
Paragraph 1.01C of the Agreement is amended and supplemented to include the following agreement of the parties:
C6.02 Resident Project Representative
A. ENGINEER shall furnish a Resident Project Representative ("RPR"), assistants, and other field staff to
assist ENGINEER in observing progress and quality of the Work. The RPR, assistants, and other field staff under
this Exhibit C may provide full time representation or may provide representation to a lesser degree.
B. Through such additional observations of Contractor's work in progress and field checks of materials and
equipment by the RPR and assistants, ENGINEER shall endeavor to provide further protection for OWNER against
defects and deficiencies in the Work. However, ENGINEER shall not, during such visits or as a result of such
observations of Contractor's work in progress, supervise, direct, or have control over the Contractor's Work nor shall
ENGINEER have authority over or responsibility for the means, methods, techniques, sequences, or procedures
selected by Contractor, for safety precautions and programs incident to the Contractor's work in progress, for any
failure of Contractor to comply with Laws and Regulations applicable to Contractor's performing and furnishing the
Work, or responsibility of construction for Contractor's failure to furnish and perform the Work in accordance with
the Contract Documents.
C. The duties and responsibilities of the RPR are limited to those of ENGINEER in the Agreement with the
OWNER and in the Contract Documents, and are further limited and described as follows:
1. General: RPR is ENGINEER's agent at the Site, will act as directed by and under the supervision of
ENGINEER, and will confer with ENGINEER regarding RPR's actions. RPR's dealings in matters pertaining to
the Contractor's work in progress shall in general be with ENGINEER and Contractor, keeping OWNER advised
as necessary. RPR's dealings with subcontractors shall only be through or with the full knowledge and approval
of Contractor. RPR shall generally communicate with OWNER with the knowledge of and under the direction of
ENGINEER.
2. Schedules: Review the progress schedule, schedule of Shop Drawing and Sample submittals, and
schedule of values prepared by Contractor and consult with ENGINEER concerning acceptability.
3. Conferences and Meetings: Attend meetings with Contractor, such as preconstruction conferences,
progress meetings, job conferences and other project -related meetings, and prepare and circulate copies of
minutes thereof.
4. Liaison:
a. Serve as ENGINEER's liaison with Contractor, working principally through Contractor's
superintendent and assist in understanding the intent of the Contract Documents.
b. Assist ENGINEER in serving as OWNER's liaison with Contractor when Contractor's operations
affect OWNER's on -Site operations.
c. Assist in obtaining from OWNER additional details or information, when required for proper
execution of the Work.
5. Interpretation of Contract Documents: Report to ENGINEER when clarifications and interpretations of
Page 1 of 4 Pages
(Exhibit C - Resident Project Representative)
the Contract Documents are needed and transmit to Contractor clarifications and interpretations as issued by
ENGINEER.
6. Shop Drawings and Samples.
a. Record date of receipt of Samples and approved Shop Drawings.
b. Receive Samples which are furnished at the Site by Contractor, and notify ENGINEER of
availability of Samples for examination.
c. Advise ENGINEER and Contractor of the commencement of any portion of the Work requiring a
Shop Drawing or Sample submittal for which RPR believes that the submittal has not been approved by
ENGINEER.
7. Modifications: Consider and evaluate Contractor's suggestions for modifications in Drawings or
Specifications and report with RPR's recommendations to ENGINEER. Transmit to Contractor in writing
decisions as issued by ENGINEER.
8. Review of Work and Rejection of Defective Work:
a. Conduct'on-Sate observations of Contractor's work in progress to assist ENGINEER in
determining if the Work is in general proceeding in accordance with the Contract Documents.
b. Report to ENGINEER whenever RPR believes that any part of Contractor's work in progress will
not produce a completed Project that conforms generally to the Contract Documents or will prejudice the
integrity of the design concept of the completed Project as a functioning whole as indicated in the Contract
Documents, or has been damaged, or does not meet the requirements of any inspection, test or approval
required to be made; and advise ENGINEER of that part of work in progress that RPR believes should be
corrected or rejected or should be uncovered for observation, or requires special testing, inspection or
approval.
9. Inspections, Tests, and System Startups:
a. Consult with ENGINEER in advance of scheduled major inspections, tests, and systems startups of
important phases of the Work.
b. Verify that tests, equipment, and systems start-ups and operating and maintenance training are
conducted in the presence of appropriate OWNER's personnel, and that Contractor maintains adequate
records thereof.
c. Observe, record, and report to ENGINEER appropriate details relative to the test procedures and
systems startups.
d. Accompany visiting inspectors representing public or other agencies having jurisdiction over the
Project, record the results of these inspections, and report to ENGINEER.
10. Records:
a. Maintain at the Site orderly files for correspondence, reports of job conferences, reproductions of
original Contract Documents including all Change Orders, Field Orders, Work Change Directives,
Addenda, additional Drawings issued subsequent to the execution of the Contract, ENGINEER's
clarifications and interpretations of the Contract Documents, progress reports, Shop Drawing and Sample
submittals received from and delivered to Contractor, and other Project related documents.
b. Prepare a daily report or keep a diary or log book, recording Contractor's hours on the Site,
Page 2 of 4 Pages
(Exhibit C - Resident Project Representative) .
200�- 9-04 S
weather conditions, data relative to questions of Change Orders. Field Orders, Work Change Directives, or
changed conditions, Site visitors, daily activities, decisions, observations in general, and specific
observations in more detail as in the case of observing test procedures: and send copies to ENGINEER.
c. Record names, addresses and telephone numbers of all Contractors, subcontractors, and major
suppliers of materials and equipment.
d. Maintain records for use in preparing Project documentation.
e. Upon completion of the Work, furnish original set of all RPR Project documentation to
ENGINEER.
11. Reports:
a. Furnish to ENGINEER periodic reports as required of progress of the Work and of Contractor's
compliance with the progress schedule and schedule of Shop Drawing and Sample submittals.
b. Draft and recommend to ENGINEER proposed Change Orders, Work Change Directives, and
Field Orders. Obtain backup material from Contractor.
c. Furnish to ENGINEER and OWNER copies of all inspection, test, and system startup reports.
d. Report immediately to ENGINEER the occurrence of any Site accidents, any Hazardous
environmental Conditions, emergencies, or acts of God endangering the Work, and property damaged by
fire or other causes.
12. Payment Requests: Review Applications for Payment with Contractor for compliance with the
established procedure for their submission and forward with recommendations to ENGINEER, noting particularly
the relationship of the payment requested to the schedule of values, Work completed, and materials and
equipment delivered at the Site but not incorporated in the Work.
13. Certificates, Operation and Maintenance Manuals: During the course of the Work, verify that
materials and equipment certificates, operation and maintenance manuals and other data required by the
Specifications to be assembled and furnished by Contractor are applicable to the items actually installed and in
accordance with the Contract Documents, and have these documents delivered to ENGINEER for review and
forwarding to OWNER prior to payment for that part of the Work.
14. Completion:
a. Before ENGINEER issues a Certificate of Substantial Completion, submit to Contractor a list of
observed items requiring completion or correction.
b. Observe whether Contractor has arranged for inspections required by Laws and Regulations,
including but not limited to those to be performed by public agencies having jurisdiction over the Work.
c. Participate in a final inspection in the company of ENGINEER, OWNER, and Contractor and
prepare a final list of items to be completed or corrected.
d. Observe whether all items on final list have been completed or corrected and make
recommendations to ENGINEER concerning acceptance and issuance of the Notice of Acceptability of the
Work.
Page 3 of 4 Pages
(Exhibit C - Resident Project Representative)
2003- P_tq�j
D. Resident Project Representative shall not:
1. Authorize any deviation from the Contract Documents or substitution of materials or equipment
(including "or -equal" items).
2. Exceed limitations of ENGINEER's authority as set forth in the Agreement or the Contract Documents.
3. Undertake any of the responsibilities of Contractor, subcontractors, suppliers, or Contractor's
superintendent.
4. Advise on, issue directions relative to or assume control over any aspect of the means, methods,
techniques, sequences or procedures of Contractor's work unless such advice or directions are specifically
required by the Contract Documents.
5. Advise on, issue directions regarding, or assume control over safety precautions and programs in
connection with the activities or operations of OWNER or Contractor.
6. Participate in specialized field or laboratory tests or inspections conducted off -site by others except as
specifically authorized by ENGINEER.
7. Accept Shop Drawing or Sample submittals from anyone other than Contractor.
S. Authorize OWNER to occupy the Project in whole or in part.
Page 4 of 4 Pages
(Exhibit C - Resident Project Representative)
2003 - Q41
Resolution No. 2003—RO481
EXHIBIT D
NOTICE OF ACCEPTABILITY OF WORK
PROJECT:
OWNER:
OWNER's Construction Contract Identification:
EFFECTIVE DATE OF THE CONSTRUCTION AGREEMENT:
CONSTRUCTION CONTRACT DATE:
ENGINEER:
To: OWNER
And To: CONTRACTOR
The undersigned hereby gives notice to the above OWNER and CONTRACTOR that the completed Work
furnished and performed by CONTRACTOR under the above Contract is acceptable, expressly subject to the provisions
of the related Contract Documents and the terms and conditions set forth on the reverse side hereof.
By:
Title:
Dated:
Page 1 of 2 Pages
(Exhibit D - Notice of Acceptability of Work)
zo03-e
(Reverse side of Notice)
CONDITIONS OF NOTICE OF ACCEPTABILITY OF WORK
The Notice of. Acceptability of Work ("Notice") on the front side of this sheet is expressly made subject to the following
terms and conditions to which all persons who receive said Notice and rely thereon agree:
1. Said Notice is given with the skill and care ordinarily used by members of the engineering profession practicing
under similar conditions at the same time and in the same locality.
2. Said Notice reflects and is an expression of the professional judgment of ENGINEER.
3. Said Notice is given as to the best of ENGINEER's knowledge, information, and belief as of the date hereof.
4. Said Notice is based entirely on and expressly limited by the scope of services ENGINEER has been employed
by OWNER to perform or furnish during construction of the Project (including observation of the
CONTRACTOR's work) under ENGINEER's Agreement with OWNER and under the Construction Contract
referenced on the reverse hereof, and applies only to facts that are within ENGINEER's knowledge or could
reasonably have been ascertained by ENGINEER as a result of carrying out the responsibilities specifically
assigned to ENGINEER under ENGINEER's Agreement with OWNER and the Construction Contract referenced
on the reverse hereof.
5. Said Notice is not a guarantee or warranty of CONTRACTOR's performance under the Construction Contract
referenced on the reverse hereof nor an assumption of responsibility for any failure of CONTRACTOR to furnish
and perform the Work thereunder in accordance with the Contract Documents.
Page 2 of 2 Pages
(Exhibit D - Notice of Acceptability of Work)