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HomeMy WebLinkAboutResolution - 2019-R0247 - CBD TIF - Overland - 07/09/2019 Resolution No. 2019-RO247 Item No. 6.2.1 July 9, 2019 RESOLUTION WHEREAS, on December 3, 2001, the City Council of the City of Lubbock (the "City Council") authorized and established the Central Business District Tax Increment Financing Reinvestment Zone Board (the "TIF Board") for, among other things, to generate funds for Downtown Lubbock public improvements that benefit the City of Lubbock (the "City"), its residents, and property owners; and WHEREAS, at its meeting on June 24, 2019, the TIF Board unanimously approved an agreement between the Lubbock Central Business District Tax Increment Financing Reinvestment Zone (the "CBD TIF") and Overland of San Antonio, Texas for the provision of professional services related to an Updated Downtown Master Plan; and WHEREAS, the TIF Board recommends that the City Council approve of the professional services contract; and NOW THEREFORE: BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the City Council hereby approves the professional services agreement by and between the CBD TIF and Overland, attached to and incorporated within this Resolution. Passed by the City Council on July 9, 2019 ,,,4��n 1.� DANIEL M. POPE, JAYOR ATTEST: Re ec k Garza, City Secretai APPROVED AS TO CONTENT: vo—t—,C-5-7 Yvl Scott Snider, Business Development Director Resolution No. 2019-RO247 PROFESSIONAL SERVICES AGREEMENT STATE OF TEXAS § COUNTY OF LUBBOCK§ 1 This Professional Service Agreement("Agreement")Contract No. 14849 is entered into this 1 I day of� 2019, is by and between the Central Business District Tax Increment Finance Zone "CBD TIF" and e " ( ), Overland Partners,Inc. (the Architect"). WITNESSETH WHEREAS,The CBD TIF desires to contract with the Architect to provide professional services for an updated Downtown Master Plan,(the"Activities");and WHEREAS,the Architect has a professional staff experienced and is qualified to provide professional Architectural services related to Activities,and will provide the services,as defined below, for the price provided herein,said price stipulated by the CBD TIF and the Architect to be a fair and reasonable price;and WHEREAS,the CBD TIF desires to contract with the Architect to provide professional services related to the Activities,and Architect desires to provide the Services related to same. NOW THEREFORE,for and in consideration of the terms,covenants and conditions set forth in this Agreement,the CBD TIF and the Architect hereby agree as follows: ARTICLE I.TERM The term of this Agreement commences on the Effective Date and continues without interruption for a term of six (6) months. If the Architect determines that additional time is required to complete the Services,the CBD TIF Board,may,but is not obligated to, in its discretion, execute an agreement to grant up to an additional six (6) months of time so long as the amount of the consideration does not increase. An amendment to this Agreement resulting in an increase in the amount of the consideration must be approved by the CBD TIF Board. Page 1 of 10 APPROVED AS TO FORM: KeVi Leisure, Assistant City Attorney ccdocs/RFS.Adoption—CBD TIF Recommendation—Downtown Master Plan 06.27.19 ARTICLE II. SERVICES AND COMPENSATION A. The Architect shall conduct all activities, and within such timeframes, as set forth on Exhibit "A", attached hereto (the"Services"). B.The Architect shall receive as consideration to be paid for the performance of the Services, in an amount not to exceed $420,500, as set forth in Exhibit"A". ARTICLE III. TERMINATION A. General. The CBD TIF may terminate this Agreement, for any reason or convenience, upon thirty(30) days written notice to the Architect. In the event this Agreement is so terminated, the CBD TIF shall only pay the Architect for services actually performed by the Architect up to the date the Architect is deemed to have received notice of termination, as provided herein. B. Termination and Remedies. In the event the Architect breaches any tern and/or provision of this Agreement, the CBD TIF shall be entitled to exercise any right or remedy available to it by this Agreement, at law, equity, or otherwise, including without limitation, termination of this Agreement and assertion of an action for damages and/or injunctive relief. The exercise of any right or remedy shall not preclude the concurrent or subsequent exercise of any right or remedy and all rights and remedies shall be cumulative. ARTICLE IV.NON - ARBITRATION The CBD TIF reserves the right to exercise any right or remedy available to it by law, contract, equity, or otherwise, including without limitation, the right to seek any and all forms of relief in a court of competent jurisdiction. Further, the CBD TIF shall not be subject to any arbitration process prior to exercising its unrestricted right to seek judicial remedy. The remedies set forth herein are cumulative and not exclusive, and may be exercised concurrently. To the extent of any conflict between this provision and another provision in, or related to, this Agreement, this provision shall control. ARTICLE V. REPRESENTATIONS AND WARRANTIES A. Existence. The Architect is a corporation duly organized, validly existing, and in good standing under the laws of the State of Texas and is qualified to carry on its business in the State of Texas. B. Corporate Power. The Architect has the corporate power to enter into and perform this Agreement and all other activities contemplated hereby. Page 2 of 10 C. Authorization. Execution, delivery, and performance of this Agreement and the activities contemplated hereby have been duly and validly authorized by all the requisite corporate action on the part of the Architect.This Agreement constitutes legal, valid, and binding obligations of the Architect and is enforceable in accordance with the terms thereof. D. Architect. The Architect maintains a professional staff and employs, as needed, other qualified specialists experienced in providing the Services, and is familiar with all laws, rules, and regulations, both state and federal, including, without limitation the applicable laws, regarding the Activities contemplated hereby. E. Performance. The Architect will and shall conduct all activities contemplated by this Agreement in accordance with the standard of care, skill and diligence nornially provided by a professional person in performance of sH ilar professional services, and —will comply with applicable laws, rules, and regulations, both state and federal, relating to professional services, as contemplated hereby to the extent required by Architect's duty to perform its standard of care. . F. Use of Copyrighted Material. The Architect warrants that any materials provided by the Architect for use by CBD TIF pursuant to this Agreement shall not contain any proprietary material owned by any other party that is protected under the Copyright Act or any other law, statute, rule, order, regulation, ordinance or contractual obligation relating to the use or reproduction of materials. The Architect shall be solely responsible for ensuring that any materials provided by the Architect pursuant to this Agreement satisfy this requirement and the Architect agrees to indermnify and hold CBD TIF harmless from all liability or loss caused to CBD TIF or to which CBD TIF is exposed on account of the Architect's failure to perform this duty. ARTICLE VI. SCOPE OF WORK The Architect shall accomplish the following: Professional Services related to the Services, as provided in Exhibit"A", attached hereto and made a part hereof. ARTICLE VII. INDEPENDENT CONTRACTOR STATUS The Architect and the CBD TIF agree that the Architect shall perform the duties under this Agreement as an independent contractor and shall be considered as independent contractor under this Agreement and/or- in its activities hereunder for all purposes. The Architect has the sole discretion to determine the mariner in which the Services are to be performed. During the performance of the Services under this Agreement, the Architect and the Architect's employees and/or sub-consultants, will not be Page 3 of 10 considered, for any purpose, employees or agents of the CBD TIF within the meaning or the application of any federal, state or local law or regulation, including without limitation, laws, rules or regulations regarding or related to unemployment insurance, old age benefits, workers compensation, labor, personal injury or taxes of any kind. ARTICLE VIII. INSURANCE The Architect shall procure and carry, at its sole cost and expense through the life of this Agreement, except as otherwise provided herein, insurance protection as hereinafter specified, in form and substance satisfactory to the CBD TIF, carried with an insurance company authorized to transact business in the state of Texas, covering all aspects and risks of loss of all operations in connection with this Agreement, including without limitation, the indemnity obligations set forth herein. The Architect shall obtain and maintain in full force and effect during the term of this Agreement, and shall cause each approved subcontractor or sub-consultant of the Architect to obtain and maintain in full force and effect during the term of this Agreement, commercial general liability, professional liability and automobile liability coverage for non-owned and hired vehicles with insurance carriers admitted to do business in the state of Texas. The insurance companies must carry a Best's Rating of A-VII or better. Except for Professional Liability, the policies will be written on an occurrence basis, subject to the following minimum limits of liability: Commercial General Liability: Per Occurrence Single Limit: $1,000,000 General Aggregate Limit: $2,000,000 Professional Liability: Combined Single Limit: $1,000,000 Automobile Liability: Combined Single Limit for any auto: $1,000,000 Per Occurrence Employer's Liability: Per Occurrence Single Linut: $1,000;000 The Architect shall further cause any approved subcontractor or sub-consultant to procure and carry, during the term of this Agreement, the insurance coverage required of Architect herein, including without limitation, Professional Liability coverage, protecting the CBD TIF against losses caused by the professional negligence of the approved subcontractor or sub-consultant. The CBD TIF shall be listed as a primary and noncontributory additional insured with respect to the Automobile Liability and Commercial Page 4 of 10 General Liability and shall be granted a waiver of subrogation under those policies. The Architect shall provide a Certificate of Insurance to the CBD TIF as evidence of coverage. The Certificate shall provide 30 day's notice of cancellation. A copy of the additional insured endorsement and waiver of subrogation attached to the policy shall be included in the Certificate. The Architect shall elect to obtain worker's compensation coverage pursuant to Section 406.002 of the Texas Labor Code. Further, the Architect shall maintain said coverage throughout the term of this Agreement and shall comply with all provisions of Title 5 of the Texas Labor Code to ensure that the Architect maintains said coverage. The Architect may maintain Occupational Accident and Disability Insurance in lieu of Worker's Compensation. In either event, the policy must be endorsed to include a waiver of subrogation in favor of the CBD TIF. If at any time during the life of the Agreement or any extension hereof, the Architect fails to maintain the required insurance in full force and effect, the Architect shall be in breach hereof and all work under the Agreement shall be discontinued immediately. Notwithstanding anything contained herein to the contrary, the professional liability policy shall be maintained at the Architect's sole cost and expense. The retroactive date shall be no later than the conunencement of the performance of this Agreement and the discovery period (possibly through tail coverage) shall be no less than 5 years after the completion of the Services provided for in this Agreement. The provisions of this Article VIII shall survive the termination or expiration of this Agreement. ARTICLE IX. EMPLOYMENT OF AGENTS/RETAINING OF CONSULTANTS The Architect may employ or retain consultants, contractors, or third parties (any of which are referred to herein as "Sub-consultant"), to perform certain duties of Architect, as set forth on Exhibit "A", attached hereto, under this Agreement, provided that the CBD TIF approves the retaining of Sub- consultants. The Architect is at all times responsible to the CBD TIF to perform the Services as provided in this Agreement and the Architect is in no event relieved of any obligation under this Agreement upon retainage of any approved Sub-consultant. Any agent and/or Sub-consultant retained and/or employed by the Architect shall be required by the Architect to carry, for the protection and benefit of the CBD TIF and the Architect and naming said third parties as additional insureds, insurance as described above required to be carried by the Architect in this Agreement. The Architect represents that such services are either under applicable value thresholds or are otherwise exempt from notice and/or bid requirements under Texas Law. Page 5 of 10 ARTICLE X. CONFIDENTIALITY The Architect shall retain all information received from or concerning the CBD TIF and the CBD TIF's business in strictest confidence and shall not reveal such information to third parties without prior written consent of the CBD TIF, unless otherwise required by law. ARTICLE XI. INDEMNITY THE ARCHITECT SHALL INDEMNIFY AND SAVE HARMLESS THE CBD TIF OF LUBBOCK AND ITS ELECTED OFFICIALS, OFFICERS, AGENTS, AND EMPLOYEES FROM ALL SUITS, ACTIONS, LOSSES, DAMAGES, CLAIMS, OR LIABILITY OF ANY KIND, CHARACTER, TYPE, OR DESCRIPTION, INCLUDING WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, ALL EXPENSES OF LITIGATION, COURT COSTS, AND ATTORNEY'S FEES, FOR INJURY OR DEATH TO ANY PERSON, OR INJURY TO ANY PROPERTY, RECEIVED OR SUSTAINED BY ANY PERSON OR PERSONS OR PROPERTY, TO THE EXTENT CAUSED BY, THE NEGLIGENT ACTS OF THE ARCHITECT, ITS AGENTS, EMPLOYEES, AND/OR SUBCONSULTANTS. THE INDEMNITY OBLIGATION PROVIDED HEREIN SHALL SURVIVE THE EXPIRATION OR TERMINATION OF THIS AGREEMENT. ARTICLE XII. COMPLIANCE WITH APPLICABLE LAWS To the extent required by the standard of care, the Architect shall comply with all applicable federal, state and local laws, statutes, ordinances, rules and regulations relating, in any way, manner or form, to the activities under this Agreement, and any amendments thereto. ARTICLE XIII. NOTICE A. General. Whenever notice from the Architect to the CBD TIF or the CBD TIF to the Architect is required or permitted by this Agreement and no other method of notice is provided, such notice shall be given by (1) actual delivery of the written notice to the other party by hand (in which case such notice shall be effective upon delivery); (2) facsimile (in which case such notice shall be effective upon delivery); or(3) by depositing the written notice in the United States mail, properly addressed to the other party at the address provided in this article, registered or certified mail, return receipt requested, in which case such notice shall be effective on the third business day after such notice is so deposited. Page 6 of 10 B. Architect's Address. The Architect's address and numbers for the purposes of notice are: Overland Partners, Inc. Attn: Rebecca Rathburn,VP Admin 203 East Jones Ave., Suite 104 San Antonio,Texas 78215 210-829-7003 (tel) C. CBD TIF's Address.The CBD TIF's address and numbers for the purposes of notice are: Attn: CBD TIF c/o Cheryl Brock CBD TIF of Lubbock P.O. Box 2000 1625 13th Street Lubbock,Texas 79457 Telephone: 806-775-2019 D. Change of Address. Either party may change its address or numbers for purposes of notice by giving written notice to the other party as provided herein, referring specifically to this Agreement, and setting forth such new address or numbers. The address or numbers shall become effective on the 15th day after such notice is effective. ARTICLE XIV. CBD TIF-PROVIDED DATA AND RESPONSIBILITIES Provision of Data. The CBD TIF shall furnish the Architect non-confidential studies, reports and other available data in the possession of the CBD TIF pertinent to the Architect's Services, so long as the CBD TIF is entitled to rely on such studies, reports and other data for the performance of the Architect's Services under this Agreement (the "Provided Data"). The Architect shall be entitled to use and rely, so long as such reliance is reasonable,upon all such Provided Data. ARTICLE XV. MISCELLANEOUS A. Captions. The captions for the articles and sections in this Agreement are inserted in this Agreement strictly for the parties' convenience in identifying the provisions to this Agreement and shall not be given any effect in construing this Agreement. B. Audit. The Architect shall provide access to its corporate books and records to the CBD TIF. The CBD TIF may audit, at its expense and during normal business hours, the Architect's books and records with respect to this Agreement between the Architect and the CBD TIF. Page 7 of 10 C. Records. The Architect shall maintain records that are necessary to substantiate the services provided by the Architect. D. Assignability. The Architect may not assign this Agreement without the prior written approval of the CBD TIF. E. Successor and Assigns. This Agreement binds and inures to the benefit of the CBD TIF and the Architect, and in the case of the CBD TIF, its respective successors, legal representatives, and assigns, and in the case of the Architect, its perniitted successors and assigns. F. Construction and Venue. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS. THIS AGREEMENT IS PERFORMABLE IN LUBBOCK COUNTY, TEXAS. THE PARTIES HERETO HEREBY IRREVOCABLY CONSENT TO THE SOLE AND EXCLUSIVE JURISDICTION AND VENUE OF THE COURTS OF COMPETENT JURISDICTION OF THE STATE OF TEXAS, COUNTY OF LUBBOCK, FOR THE PURPOSES OF ALL LEGAL PROCEEDINGS ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE ACTIONS THAT ARE CONTEMPLATED HEREBY. G. Severability. If any provision of this Agreement is ever held to be invalid or ineffective by any court of competent jurisdiction with respect to any person or circumstance, the remainder of this Agreement and the application of such provision to persons and/or circumstances other than those with respect to which it is held invalid or ineffective shall not be affected thereby. H. Amendment. No amendment, modification, or alteration of the terms of this Agreement shall be binding unless such amendment, modification, or alteration is in writing, dated subsequent to this Agreement, and duly authorized and executed by the Architect and the CBD TIF. I. Entire Agreement. This Agreement, including Exhibit "A" attached hereto, contains the entire agreement between the CBD TIF and the Architect, and there are no other written or oral promises, conditions,warranties, or representations relating to or affecting the matters contemplated herein. J. No Joint Enterprise. Nothing contained herein shall be construed to imply a joint venture,joint enterprise,partnership or principal—agent relationship between the Architect and the CBD TIF. Page 8 of 10 K. Documents Owned by CBD TIF. Any and all documents, drawings and specifications prepared by Architect as part of the Services hereunder, shall become the property of the CBD TIF when the Architect has been compensated as set forth in Article II, above. The Architect shall make copies of any and all work products for its files. The Architect shall retain its copyright in all documents, drawings, and specifications prepared by Architect. L. Notice of Waiver. A waiver by either the CBD TIF or the Architect of a breach of this Agreement must be in writing and duly authorized to be effective. In the event either party shall execute and deliver such waiver, such waiver shall not affect the waiving party's rights with respect to any other or subsequent breach. M. Third Party Activities. Nothing in this Agreement shall be construed to provide any rights or benefits whatsoever to any party other than the CBD TIF and the Architect. N. Non-Appropriation. All funds for payment by the CBD TIF under this Agreement are subject to the availability of an annual appropriation for this purpose by the CBD TIF. In the event of non- appropriation of funds by the CBD TIF of the CBD TIF of Lubbock for the services provided under the Agreement, the CBD TIF will terminate the Agreement, without termination charge or other liability, on the last day of the then-current fiscal year or when the appropriation made for the then-current year for the services covered by this Agreement is spent, whichever event occurs first (the "Non-Appropriation Date"). If at any time funds are not appropriated for the continuance of this Agreement, cancellation shall be accepted by the Architect on thirty (30) days prior written notice, but failure to give such notice shall be of no effect and the CBD TIF shall not be obligated under this Agreement beyond the Non- Appropriation Date. O. SB 252. SB 252 prohibits the CBD TIF from entering into a contract with a vendor that is identified by The Comptroller as a company known to have contracts with or provide supplies or service with Iran, Sudan or a foreign terrorist organization. P. No Boycott of Israel. Pursuant to Section 2270.002 of the Texas Government Code, Respondent certifies that either (i) it meets an exemption criteria under Section 2270.002; or (ii) it does not boycott Israel and will not boycott Israel during the term of the contract resulting from this solicitation. Respondent shall state any facts that make it exempt frorn the boycott certification in its Response. REMAINDER OF PAGE LEFT BLANK INTENTIONALLY Page 9 of 10 EXECUTED as of the Effective Date hereof. APPROVED AS TO CONTENT: pert Taylor,KBb IF Chairman APPROVED AS TO FORM: &AZ-- IKelli Leisure,Assistant CBD TIF Attorney Firm Overland Partners, hic. B : ;/ �G J4� Rebecca Rathburn, VP Admin Page 10 of 10 Exhibit A OVERLAND June 21, 2019 Master Plan Subcommittee of the Central Business District Tax Increment Financing Zone ("CBD TIF") for the City of Lubbock c/o Mr. Mont McClendon, General Council, COO McDougal Land Company 5001 West Loop 289 Lubbock,Texas 79414 RE: DOWNTOWN LUBBOCK MASTER PLAN UPDATE Dear Mont, Overland is excited to come alongside you and the Master Plan Subcommittee of the CBD TIF("the Client") in creating an update to Lubbock's Downtown Master Plan ("the Updated Plan"). Working with you as the main point-of-contact, Overland and our subconsultants ("the Overland Team") will lead you and the Subcommittee through a collaborative master planning effort that will yield an actionable Updated Plan by the end of the 2019 calendar year. We are pleased to present this proposal for design services as outlined below. PROJECT DESCRIPTION: The Lubbock CBD TIF desires to create an update to the Master Plan of Downtown Lubbock that addresses utilities and utility infrastructure, parks and open space, traffic and parking, catalytic development, and builds upon previous studies for the revitalization of Downtown.At roughly 900 acres, the central business district of Downtown Lubbock is generally bounded by Avenue Q to the west, Martha Sharp Freeway to the north, I-27 to the east and 19"'Street to the south. [See Attachment D for Project Area]. Building on the structure of our Qualifications,we propose the following scope of work: SCOPE AND DELIVERABLES We propose a three-phase process that is organized around monthly workshops with the Client in Lubbock and includes the following scope tasks and deliverables: 1. Phase One: Discovery a. Tasks: i. Research and Preparation 1. Review database of documents, plans, studies, ordinances, codes, Comp Plan,Action Plan, etc. related to development downtown 2. Prepare base maps and materials for discussion in Kickoff Workshop ii. Kickoff Workshop 1 in Lubbock (1 1/2 days) 1. Overland Team tour/begin fieldwork of scope area, meetings with key people to develop understanding of context 203 E. JONES AVE . SU11E IOa I SAN ANI 01110, Tri ?8215 1 21U.8Z'/.?Ul;.l I WYM.UVERLANUPARTNERS,COM OVERLAND 2. Identify Desired Outcomes of the Master Plan effort 3. Scope Clarification/ Prioritize focus for the Team to move forward iii. Perform Inventory and Analysis of: 1. Utilities and Utility Infrastructure 2. Parks and Open Space 3. Traffic, Circulation, and Parking 4. Catalytic Development Projects 5. Buildings and Assets Currently Historically Designated 6. Buildings and Assets Potentially Eligible for National Register of Historic Places b. Deliverables: i. Next Steps to strategically move forward ii. Revised Scope/Fee/Timeline iii. Summary of Findings from Research, Inventory, and Analysis iv. Base map of existing conditions including utility infrastructure from existing data and data provided by franchise utility companies and/or digitized from aerial photography(2D mapping in AutoCAD or ArcGIS). 2. Phase Two: Concept a. Tasks: i. Build upon base map of existing conditions to include historic and cultural resources and catalytic projects. ii. Workshop 2 in Lubbock (1 1/2 days) iii. Develop Guiding Principles to inform Framework for Downtown Master Plan iv. Develop Approach/ Framework for the Master Plan (diagrams of each system) 1. Utilities and Utility Infrastructure 2. Parks and Open Space (including design guidelines] 3. Traffic, Circulation, and Parking (including phasing) 4. Catalytic Development Projects (including historic) 5. Addressing previous studies such as Comp Plan, SDAT, Action Plan, etc. 6. Preliminary identification of potential adverse impacts to historical and cultural resources and opportunities to limit or mitigate these impacts 7. Preliminary determination of eligibility of rehabilitation and adaptive use projects to receive tax credits 8. Preliminary identification of form-based code applications v. Workshop 3 in Lubbock (1 1/2 days) vi. Review and Refine Approach/Framework for the Master Plan vii. Develop Draft Master Plan b. Deliverables: i. Peer review of Draft Utilities& Utility Infrastructure Plan (Hugo Reed) ii. Draft Utilities & Utility Infrastructure Plan (map of existing and proposed public and private utilities and utility infrastructure above and below ground) iii. Framework Diagrams: 1. parks/open space OVERLAND 2. traffic/circulation/parking 3. catalytic development 4. design guidelines 5. form-based code recommendations 6. phasing, etc. iv. Draft Master Plan v. Presentation (graphic maps and slide presentation) 3. Phase Three: Master Plan a. Tasks: i. Workshop 4 in Lubbock (1 1/2 days) ii. Develop and Refine the Master Plan (including phasing and implementation recommendations) iii. Peer review of Draft Utilities& Utility Infrastructure Plan (Hugo Reed) iv. Develop Final Master Plan including 1. Utilities & Utility Infrastructure Plan (map of existing and proposed public and private utilities and utility infrastructure above and below ground) 2. Parks and Open Space (including design guidelines) 3. Traffic, Circulation, and Parking (including phasing] 4. Catalytic Development Projects (including historic) 5. Phasing/Implementation Plan 6. Recommendations for mitigating potential adverse impacts to historic and cultural resources to preserve eligibility for historic tax credits 7. Recommendations for additional property nominations to National Register of Historic Places to be eligible to receive historic tax credits 8. Recommendations for regulatory updates to city zoning in alignment with form-based code principles in order to accommodate the updated master plan b. Deliverables: i. Final Downtown Master Plan ii. Final Presentation (graphic map and slide presentation) iii. Executive Summary of Master Plan (including how the Master Plan addresses previous studies such as Comp Plan, SDAT,Action Plan, etc. SCHEDULE AND MEETINGS We anticipate the timeline to take place over the course of roughly 20 weeks with the following timeline: Phase One: Discovery 4 weeks Phase Two: Concept 8 weeks Phase Three: Master Plan 8 weeks (See Attachment C for Proposed Project Schedule and Workshops with the Client) OVERLAND FEE We propose the following fixed fees including travel expenses: Phase One: Discovery $123,060 Phase Two: Concept $156,120 Phase Three: Master Plan $141,320 TOTAL $420,500 CONSULTANTS This proposal includes subconsultants for Civil Engineering (Parking,Traffic, Utilities and Utility Infrastructure), Landscape Architecture, Historic Preservation, Form Based Codes, and Land Use Economics. We propose the following subconsultants: • WGI/Big Red Dog (Lead Civil,Traffic, Parking, Infrastructure] • Hugo Reed (Lead Utilities & Utility Infrastructure Inventory) • TBG (Lead Landscape, Parks and Open Space) • Seventh Generation Design (Lead Historic Preservation] • Gabriel's Horn Town Builders(Lead Form Based Code Recommendations, Regulatory Framework Gap Analysis) • Landwise (Lead Land Use Economics, Catalytic Projects) Any additional consultants that may be required will be hired by mutual agreement between the Client and Overland, especially as it may impact the coordination of work pertaining to this scope. ASSUMPTIONS • Client to provide relevant site information in AutoCAD format including property lines, building footprints, utility easements, contours, tree locations. • Presentation physical model(s) and final renderings/ illustrations beyond charrette generated sketches can be provided as an additional service but are currently not included. • This proposal scope and fees are based on adhering to the proposed schedule. Delays not caused by Overland may result in a reasonable adjustment of the fees. ADDITIONAL SERVICES Additional meetings, travel, or deliverables beyond what is outlined above will be provided as an additional service on terms mutually agreed in writing. BILLING TERMS You will be invoiced monthly on a percentage complete basis with payment due upon receipt.At this time, we ask for a retainer of$40,000.This retainer will be applied to your final invoice under this proposal. OVERLAND If this proposal is acceptable to you, please sign and return a copy to our office.We look forward to working with you on this project. Yours truly, gz— Becky Rathburn,VP Admin Attachments: Attachment "A"Architectural Fee Schedule Attachment "B"Terms and Conditions Attachment "C" DRAFT Schedule Attachment "D" Scope Area Agreed: Robert tayffi-`r­Bo�rd Chair a Date Lubbock Central Business District Tax Increment Financing Reinvestment Zone OVERLAND ATTACHMENT A ARCHITECTURAL FEE SCHEDULE Effective January 1, 2019 Senior Principal $350/Hr. Principal $265/Hr. Associate Principal $220/Hr. Senior Architect $180/Hr. Architect II $150/Hr. Architect I $125/Hr. Designer $95/Hr. Clerical $75/Hr. Student Intern $55/Hr. SUPPk5, IORg .dista telephone alts- Rd f-. ;II he Gha ed with a , If'.keF of 1.1. Note: This fee schedule is subject to change on January 1 of each year, or upon notification from Overland Partners to the Client. OVERLAND ATTACHMENT B Other Terms and Conditions The following terms and conditions will be part of this proposal: Access to Site: Unless otherwise stated, the OPI will have access to the site for activities necessary for the performance of the services. OPI will take precautions to minimize damage due to these activities but has not included in the fee the cost of restoration of any resulting damage. Dispute Resolution: Any claims or disputes made during design,construction or post-construction between the Owner and OPI shall be submitted to non-binding mediation. Owner and OPI agree to include a similar mediation agreement with all contractors, subcontractors, sub-consultants, suppliers and fabricators, thereby providing for mediation as the primary method for dispute resolution between all parties. Venue for all dispute resolution and other matters will be in Texas. Late Payments: If the invoice is not paid within 30 days, OPI may,without waiving any claim or right against the Owner,and without liability whatsoever to the Owner, terminate the performance of the service. eco nts unpaid cn 0 [or the legal: Fate! efg the then dnpaid balanee. In the event any portion or all of an account remains unpaid 90 days after billing, the Owner shall pay all costs of collection, including reasonable attorney's fees. #demnifis;1tion. The QwneF5hatt,te the fbl4est extent permitted by[aw,iFidemRifyand hold harm[ess OPI,hi5E)F he F offieers, by @Ry of the PaFtieS above Ramed of the -spe.pAire-pes undeF this @gFeemeRt, excepting only those damages, Certifications: Guarantees and Warranties: OPI shall not be required to execute any document that would result in its certifying, guaranteeing or warranting the existence of conditions whose existence OPI cannot ascertain. 1 imitation of Liability; I I d d benefits f the t beth the 9 d 912 TFl r�ee g n i t i e n e f the �T��r'c��cii -v^c�i cric�vrnT�=vrccizo-ocm-crrc-a�rrci-vrro-vrr, the r-*sl(s have beeFi akleeated such thatthe Owner-aewees that,te the fwUest extent Der-mitt the totak li-.1,:1:ty of 9121 and its a nts owed to the 9...neF fee- any Rd ..II inmurmes. ccI ca' action, tosses, expenses. daFnaqes or- cLaom expe-nses arising ..t of than aQFeeFnent from OVERLAND Tg RI I f n. Termination of Services: This agreement may be terminated by the Owner or OPI should the other fail to perform its obligations hereunder. In the event of termination, the Owner shall pay OPI for all services rendered to the date of termination, all reimbursable expenses, and reimbursable termination expenses. The Owner may choose to stop work at the conclusion of any design phase and will only be responsible for fees earned in that phase. Ownership of Documents: by the (DWRpr-; *twr, t th , Fitter nt of not The documents produced by OPI under this agreement shall be owned by Owner as well as Architect.' �;}h�}-,^�^^the granting of .,t to e dae t- However, OPI shall retain all copyrights in all designs and documents produced by OPI. Americans with Disabilities Act: The Americans with Disabilities Act (ADA) provides that it is a violation of the ADA to design and construct a facility for first occupancy later than January 26, 1993, that does not meet the accessibility and usability requirements of the ADA except where an entity can demonstrate that it is structurally impractical to meet such requirements. The Owner acknowledges that the requirements of the ADA will be subject to various and possibly contradictory interpretations. The Design Professional, therefore will use his or her reasonable professional efforts to interpret applicable(ADA] requirements as they apply to the project. The Design Professional, however, cannot and does not warrant or guarantee that the Owner's project will comply with interpretations of ADA requirements as they apply to the project. Texas Board of Architectural Examiners: The Texas Board of Architectural Examiners, P.O. Box 12337,Austin, Texas 78711-2337 or 333 Guadalupe, Suite 2-350, Austin,Texas, 78701-3942. (512) 305-9000 has jurisdiction over individuals licensed under the Architect's Registration Law,Texas Civil Statutes, Article 249a. OVERLAND ATTACHMENT C PROJECT SCHEDULE T_;;-r.l,,-c Start Finish Jul • c•..ii 7, .. J •Project Schedule 20 v,ks Mon 8/5/19 Fri 12/20/19 •Phase 1:DisCovery(4 weeks) 4 wks Mon 8/5/19 Fri 8/30/19 Workshop 1(Project Kick-Of fi 2 days Wed 8/14/19 Thu 8/15/19 0 8/1 SUMMARY OF FINDINGS 1 day Fri 8/30/19 Fri 8/30/19 8/30 •Phase 2:Concept(8 weeks) 8 wks Mon 9/2/19 Fri 10/25/19 FRAMEWORK FOR MASTER PLAN 1 day Fri 9/13/19 Fri 9/13/19 9/13 Workshop 2(Draft Master Plan) 2 days Wed 9/25/19 Thu 9/26/19 p 9/26 Client Review and Comment 1 wk Mon 10/21/19 Fri 10/25/19 DRAFT MASTER PLAN 1 day Fri iD/25/19 Fri 10/25/19 C 10/25 •Phase 3:Master Plan(8 weeks) 8 wks On 10/28/19 Fri 12/20/19 Workshop 3(t,Ias;er Plan Test&Refine) 2 days Wed 10/30/19 Thu 10/31/19 10/31 DRAFT MASTER PLAN DELIVER ABL£S 1 day Fri 111'_5/19 Fri 11/15/19 11/15 Client Review and Comment 1 Wyk Mon 11/18/19 Fri 11/22/19 Workshop 4(Fina I Presentation) 2 days Wed 12/20/'9 Thu 11/21/19 11/21 FINAL MASTER PLAN DELIVERABLE 1 dap Fri 12120/19 Fri 12/20/19 g 12/20 OVERLAND ATTACHMENT D PROJECT SCOPE AREA CENTRAL BUSINESS DISTRICT TIF BOUNDARY (appmx. 900 acres) �.d _ 4'�" WIN 7�7- 3 ®ro is p— -/ /= r. \\•� Vii.�,--l �.• �`I- ,�- c.Im " WE All ��f►'�('p K.IIP 1. .; � -j„'�1✓'"rl.. _ - � - i �_�� �✓��i.f' .�+;•.a.. ..Fa.... 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