HomeMy WebLinkAboutC2020-044 - 1/28/2020 - Approved US c
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SERVICE AGREEMENT NO. 2853
MASTER SERVICES AGREEMENT FOR PROFESSIONAL SERVICES
4cOfl POPPIEO
1852
FOR PROJECT (No./Name) 20245A - Bond 2020 Public Building, Parks and Facilities
Feasibility Studies
The City of Corpus Christi, a Texas home rule municipal corporation, P.O. Box 9277, Corpus Christi,
Nueces County, Texas 78469-9277 (City) acting through its duly authorized City Manager or Designee
(Director) and LNV, Inc., 801 Navigation, Suite 300, Corpus Christi, Nueces County, Texas, 78408
(Consultant), hereby agree as follows:
TABLE OF CONTENTS
ARTICLE NO. TITLE PAGE
ARTICLE I PROJECT TASK ORDER 2
ARTICLE II COMPENSATION 3
ARTICLE III QUALITY CONTROL PLAN 4
ARTICLE IV INSURANCE REQUIREMENTS 4
ARTICLE V INDEMNIFICATION 4
ARTICLE VI TERM; RENEWALS; TIMES FOR RENDERING SERVICE 4
ARTICLE VII TERMINATION OF AGREEMENT 5
ARTICLE VIII RIGHT OF REVIEW AND AUDIT 6
ARTICLE IX OWNER REMEDIES 6
ARTICLE X CONSULTANT REMEDIES 7
ARTICLE XI CLAIMS AND DISPUTE RESOLUTION 7
ARTICLE XII MISCELLANEOUS PROVISIONS 9
EXHIBITS
Master Services Agreement
Page 1 of 10
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ARTICLE I — PROJECT TASK ORDER
1.1 This Agreement shall apply to as many tasks as City and Consultant agree will be performed under the
terms and conditions of this Agreement. Each task Consultant performs for City hereunder shall be
designated a Task Order. No Task Order shall be binding or enforceable unless and until it has been
properly executed by both City and Consultant. Each properly executed Task Order as shown in Exhibit A
shall become a separate supplemental agreement to this Agreement.
1.2 The Consultant shall provide its Scope of Services, to be included in each Task Order. The Scope of
Services shall include all associated services required for Consultant to provide such Services, pursuant to
this Agreement,and any and all Services which would normally be required by law or common due diligence
in accordance with the standard of care defined in Article XII of this Agreement.
1.3 Under this Agreement, Consultant will provide services on a Task Order basis for a range of services
related to assisting Engineering Services with professional engineering, architecture and construction
services related to execution of Capital Improvements Programs. All work will be subject to authorization
from City. A detailed Scope of Services and fee estimate will be developed for each task prior to execution
of work.
1.4 Consultant shall follow City Codes and Standards effective at the time of the execution of individual Task
Orders. At review milestones, the Consultant and City will review the progress of the plans to ensure that
City Codes and Standards are followed unless specifically and explicitly excluded from doing so in the
approved Task Order. A request made by either party to deviate from City standards after the contract is
executed must be in writing.
1.5 Consultant must perform tasks and submit deliverables as detailed in each approved Task Order.
1.6 Consultant must provide all labor,equipment and transportation necessary to complete all services agreed
to in a timely manner throughout the term of the Agreement. Persons retained by Consultant to perform
work pursuant to this Agreement shall be employees or subconsultants of Consultant. Consultant must
provide City with a list of all subconsultants that includes the services performed by the subconsultant and
the percentage of work performed by the subconsultant. Changes in Consultant's team that provides
services under this Agreement must be agreed to by the City in writing.
1.7 Consultant must not begin work on any Task Order authorized under this Agreement until they are briefed
on the scope of the Project and are notified in writing to proceed.
1.8 For design services,Consultant agrees to render the professional services necessary for the advancement
of the Project through Final Completion of the Construction Contract. Consultant acknowledges and
accepts its responsibilities, as defined and described in the City's General Conditions for Construction
Contracts, an excerpt of which is attached as an exhibit to this Agreement.
1.9 For projects that require subsurface utility investigation:
1.9.1 The Consultant agrees to prepare and submit to the City a signed and sealed report identifying all
utilities within the project area at the Quality Level specified in the Task Order. It is assumed that all
utilities will be identified using Quality Level A exploratory excavation unless stated otherwise.
1.9.2 Utilities that should be identified include, but are not limited to,City-owned utilities, local franchises,
electric companies, communication companies, private pipeline companies and 3rd party
owners/operators.
Master Services Agreement
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ARTICLE II —COMPENSATION
2.1 The Compensation for all services included in this Agreement and in the Scope of Services for this
Agreement shall not exceed $300,000.00.
2.2 The Consultant's fee for each Task Order will be on a lump sum or time and materials(T&M) basis with a
negotiated not-to-exceed amount. The fees will not exceed those identified and will be full and total
compensation for all services outlined in each Task Order,and for all expenses incurred in performing these
services.
2.3 Consultant shall submit a proposal to the City,which shall be incorporated into this agreement as Exhibit B,
subject to approval by the City.
2.4 Consultant shall submit a Rate Schedule with their proposal.
2.5 Monthly invoices will be submitted in accordance with the Payment Request as shown in Exhibit C. Each
invoice will include the Consultant's estimate of the proportion of the contracted services completed at the
time of billing. For work performed on a T&M Basis, the invoice shall include documentation that shows
who worked on the Project,the number of hours that each individual worked,the applicable rates from the
Rate Schedule and any reimbursable expenses associated with the work. City will make prompt monthly
payments in response to Consultant's monthly invoices in compliance with the Texas Prompt Payment Act.
2.5.1 Principals may only bill at the hourly rate of Principals when acting in that capacity. Principals acting
in the capacity of staff must bill at staff rates. The Consultant shall provide documentation with each
payment request that clearly indicates how that individual's time is allocated and the justification for that
allocation.
2.6 The anticipated fee structure under this agreement is as follows:
DESCRIPTION NOT TO EXCEED AMOUNT
Maximum Contract Amount $300,000.00
Task 1 —TBD TBD
Task 2 —TBD TBD
Task 3—TBD TBD
Task 4—TBD TBD
Task 5—TBD TBD
Task 6 —TBD TBD
2.7 In the event of any dispute(s)between the Parties regarding the amount properly compensable for any Task
Order or as final compensation or regarding any amount that may be withheld by City, Consultant shall be
required to make a claim pursuant to and in accordance with the terms of this Agreement and follow the
procedures provided herein for the resolution of such dispute. In the event Consultant does not initiate and
follow the claims procedures provided in this Agreement in a timely manner and as required by the terms
thereof, any such claim shall be waived.
2.8 Request of final compensation by Consultant shall constitute a waiver of claims except those previously
made in writing and identified by Consultant as unsettled at the time of final Payment Request.
2.9 Any fee payable under this Agreement is subject to the availability of funds. The Consultant may be
directed to suspend work pending receipt and appropriation of funds. The right to suspend work under this
provision does not relieve the City of its obligation to make payments in accordance with section 2.5 above
for services provided up to the date of suspension.
Master Services Agreement
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ARTICLE III — QUALITY CONTROL PLAN
3.1 The Consultant agrees to perform quality assurance-quality control/constructability reviews(QCP Review).
The City reserves the right to retain a separate consultant to perform additional QCP services for the City.
3.2 The Consultant will perform QCP Reviews at intervals during the project to ensure deliverables satisfy
applicable industry quality standards and meet the requirements of the project scope. Based on the findings
of the QCP Review, the Consultant must reconcile the project scope and Opinion of Probable Cost(OPC)
as needed.
3.3 Documents that do not meet City standards in effect at the time of the execution of a related Task Order
may be rejected. If documents are found not to be in compliance with this Agreement, Consultant will not be
compensated for having to resubmit documents.
ARTICLE IV— INSURANCE REQUIREMENTS
4.1 Consultant must not commence work under this Agreement until all required insurance has been obtained,
and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence
work until all similar insurance required of any subcontractor has been obtained.
4.2 Insurance Requirements are shown in EXHIBIT D.
ARTICLE V- INDEMNIFICATION
Consultant shall fully indemnify and hold harmless the City of Corpus Christi and its officials,
officers, agents, employees, excluding the engineer or architect or that person's agent, employee
or subconsultant, over which the City exercises control ("Indemnitee")from and against any and
all claims, damages, liabilities or costs, including reasonable attorney fees and court costs,to the
extent that the damage is caused by or results from an act of negligence, intentional tort,
intellectual property infringement or failure to pay a subcontractor or supplier committed by
Consultant or its agent, Consultant under contract or another entity over which Consultant
exercises control while in the exercise of rights or performance of the duties under this
agreement. This indemnification does not apply to any liability resulting from the negligent acts or
omissions of the City or its employees, to the extent of such negligence.
Consultant shall defend Indemnitee, with counsel satisfactory to the City Attorney, from and
against any and all claims, damages, liabilities or costs, including reasonable attorney fees and
court costs, if the claim is not based wholly or partly on the negligence of, fault of or breach of
contract by Indemnitee. If a claim is based wholly or partly on the negligence of, fault of or
breach of contract by Indemnitee, the Consultant shall reimburse the City's reasonable attorney's
fees in proportion to the Consultant's liability.
Consultant must advise City in writing within 24 hours of any claim or demand against City or
Consultant known to Consultant related to or arising out of Consultant's activities under this
Agreement.
ARTICLE VI —TERM; RENEWALS; TIMES FOR RENDERING SERVICE
6.1 This Agreement shall be effective upon the signature of the City Manager or designee (Effective Date).
Master Services Agreement
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6.2 This Agreement shall be applicable to Task Order issued hereunder from the Effective Date of the
Agreement until project is complete.
6.3 This service shall be for a period of two years beginning on the Effective Date.
6.4 The times for performing services or providing deliverables will be stated in each Task Order. If no times
are so stated, Consultant will perform services and provide deliverables within a reasonable time.
ARTICLE VII -TERMINATION OF AGREEMENT
7.1 By Consultant:
7.1.1 The City reserves the right to suspend this Agreement at the end of any phase for the convenience
of the City by issuing a written and signed Notice of Suspension. The Consultant may terminate this
Agreement for convenience in the event such suspension extends for a period beyond 120 calendar days
by delivering a Notice of Termination to the City.
7.1.2 The Consultant must follow the Termination Procedure outlined in this Agreement.
7.2 By City:
7.2.1 The City may terminate this agreement for convenience upon seven days written notice to the
Consultant at the address of record.
7.2.2 The City may terminate this agreement for cause upon ten days written notice to the Consultant. If
Consultant begins,within three days of receipt of such notice,to correct its failure and proceeds to diligently
cure such failure within the ten days, the agreement will not terminate. If the Consultant again fails to
perform under this agreement, the City may terminate the agreement for cause upon seven days written
notice to the Consultant with no additional cure period. If the City terminates for cause,the City may reject
any and all proposals submitted by Consultant for up to two years.
7.3 Termination Procedure
7.3.1 Upon receipt of a Notice of Termination and prior to the effective date of termination, unless the
notice otherwise directs or Consultant takes action to cure a failure to perform under the cure period,
Consultant shall immediately begin the phase-out and discontinuance of all services in connection with the
performance of this Agreement. Within 30 calendar days after receipt of the Notice of Termination, unless
Consultant has successfully cured a failure to perform, Consultant shall submit a statement showing in
detail the services performed under this Agreement prior to the effective date of termination. City retains the
option to grant an extension to the time period for submittal of such statement.
7.3.2 Consultant shall submit all completed and/or partially completed work under this Agreement,
including but not limited to specifications, designs, plans and exhibits. Consultant shall mark partially
completed work as "Draft" and does not guarantee the accuracy or reliability of partially completed work
submitted in accordance with this Article.
7.3.3 Upon receipt of documents described in the Termination Procedure and absent any reason why City
may be compelled to withhold fees, Consultant will be compensated for its services based upon a Time&
Materials calculation or Consultant and City's estimate of the proportion of the total services actually
completed at the time of termination. There will be no compensation for anticipated profits on services not
completed.
7.3.4 Consultant acknowledges that City is a public entity and has a duty to document the expenditure of
public funds. The failure of Consultant to comply with the submittal of the statement and documents, as
Master Services Agreement
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required above, shall constitute a waiver by Consultant of any and all rights or claims to payment for
services performed under this Agreement.
ARTICLE VIII — RIGHT OF REVIEW AND AUDIT
8.1 Consultant grants City, or its designees, the right to audit, examine or inspect, at City's election, all of
Consultant's records relating to the performance of the Work under this Agreement, during the term of this
Agreement and retention period herein. The audit, examination or inspection may be performed by a City
designee,which may include its internal auditors or an outside representative engaged by City. Consultant
agrees to retain its records for a minimum of four(4)years following termination of the Agreement, unless
there is an ongoing dispute under this Agreement, then such retention period shall extend until final
resolution of the dispute.
8.2 "Consultant's records" include any and all information, materials and data of every kind and character
generated as a result of the Work under this Agreement. Examples include billings, books,general ledger,
cost ledgers, invoices, production sheets, documents, correspondence, meeting notes, subscriptions,
agreements, purchase orders, leases,contracts,commitments,arrangements, notes,daily diaries,reports,
drawings, receipts, vouchers, memoranda, time sheets, payroll records, policies, procedures, federal and
state tax filings for issue in questions and any and all other agreements, sources of information and matters
that may, in City's judgment, have any bearing on or pertain to any matters, rights, duties or obligations
under or covered by any Agreement Documents.
8.3 City agrees that it shall exercise the right to audit, examine or inspect Consultant's records only during City's
regular business hours. Upon reasonable prior notice,Consultant agrees to allow City's designee access to
all of Consultant's records, Consultant's facilities and Consultant's current or former employees, deemed
necessary by City or its designee(s), to perform such audit, inspection or examination. Consultant also
agrees to provide adequate and appropriate work space necessary to City or its designees to conduct such
audits, inspections or examinations.
8.4 Consultant shall include this audit clause in any subcontractor, supplier or vendor contract.
ARTICLE IX—OWNER REMEDIES
9.1 The City and Consultant agree that in the event the City suffers actual damages, the City may elect to
pursue its actual damages and any other remedy allowed by law. This includes but is not limited to:
9.1.1 Failure of the Consultant to make adequate progress and endanger timely and successful
completion of the Project, which includes failure of subconsultants to meet contractual obligations;
9.1.2 Failure of the Consultant to design in compliance with the laws of the City, State and/or federal
governments,such that subsequent compliance costs exceed expenditures that would have been involved
had services been properly executed by the Consultant.
9.1.3 Losses are incurred because of defects, errors and omissions in the design, working drawings,
specifications or other documents prepared by the Consultant to the extent that the financial losses are
greater than the City would have originally paid had there not been defects, errors and omissions in the
documents.
9.2 The City may assert a claim against the Consultant's professional liability insurance as appropriate when
other remedies are not available or offered for design deficiencies discovered during and after Project
construction.
9.3 When the City incurs non-value added work costs for change orders due to design errors or omissions,the
City will send the Consultant a letter that includes:
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(1) Summary of facts with supporting documentation;
(2) Instructions for Consultant to revise design documents, if appropriate, at Consultant's expense;
(3) Calculation of non-value added work costs incurred by the City; and
(4) Deadline for Consultant's response.
9.4 The Consultant may be required to revise bid documents and re-advertise the Project at the Consultant's
sole cost if, in the City's judgment, the Consultant generates excessive addenda, either in terms of the
nature of the revision or the actual number of changes due to the Consultant's errors or omissions.
9.5 The City may withhold or nullify the whole or part of any payment as detailed in Article II.
ARTICLE X—CONSULTANT REMEDIES
10.1 If Consultant is delayed due to uncontrollable circumstances, such as strikes, riots, acts of God, national
emergency, acts of the public enemy, governmental restrictions, laws or regulations or any other causes
beyond Consultant's and City's reasonable control,an extension of the Project schedule in an amount equal
to the time lost due to such delay shall be Consultant's sole and exclusive remedy. The revised schedule
should be approved in writing with a documented reason for granting the extension.
10.2 If Consultant requests a remedy for a condition not specified above, Consultant must file a Claim as
provided in this Agreement.
ARTICLE XI —CLAIMS AND DISPUTE RESOLUTION
11.1 Filing of Claims
11.1.1 Claims arising from the circumstances identified in this Agreement or other occurrences or events,
shall be made by Written Notice delivered by the party making the Claim to the other party within twenty-one
(21)calendar days after the start of the occurrence or event giving rise to the Claim and stating the general
nature of the Claim.
11.1.2 Every Claim of Consultant,whether for additional compensation,additional time or other relief,shall
be signed and sworn to by a person authorized to bind the Consultant by his/her signature, verifying the
truth and accuracy of the Claim.
11.1.3 The responsibility to substantiate a claim rests with the party making the Claim.
11.1.4 Within thirty(30)calendar days of receipt of notice and supporting documentation, City will meet to
discuss the request, after which an offer of settlement or a notification of no settlement offer will be sent to
Consultant. If Consultant is not satisfied with the proposal presented, Consultant will have thirty (30)
calendar days in which to (i) submit additional supporting data requested by the City, (ii) modify the initial
request for remedy or(iii) request Alternative Dispute Resolution.
11.1.5 Pending final resolution of a claim, except as otherwise agreed in writing, Consultant shall proceed
diligently with performance of the Agreement and City shall continue to make payments in accordance with
this Agreement.
11.2 Alternative Dispute Resolution
11.2.1 All negotiations pursuant to this clause are confidential and shall be treated as compromise and
settlement negotiations for purposes of applicable rules of evidence.
11.2.2 Before invoking mediation or any other alternative dispute resolution(ADR)process set forth herein,
Master Services Agreement
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the Parties agree that they shall first try to resolve any dispute arising out of or related to this Agreement
through discussions directly between those senior management representatives within their respective
organizations who have overall managerial responsibility for similar projects.
This step shall be a condition precedent to the use of any other ADR process. If the parties' senior
management representatives cannot resolve the dispute within thirty (30) calendar days after a Party
delivers a written notice of such dispute, then the Parties shall proceed with the mediation ADR process
contained herein.
11.2.3 Mediation
11.2.3.1 In the event that City or Consultant shall contend that the other has committed a material
breach of this Agreement,the Party alleging such breach shall,as a condition precedent to filing any
lawsuit, request mediation of the dispute.
11.2.3.2 Request for mediation shall be in writing, and shall request that the mediation commence
no less than thirty (30) or more than ninety (90) calendar days following the date of the request,
except upon agreement of both parties.
11.2.3.3 In the event City and Consultant are unable to agree to a date for the mediation or to the
identity of the mediator or mediators within thirty(30)calendar days of the request for mediation,all
conditions precedent in this Article shall be deemed to have occurred.
11.2.3.4 The parties shall share the mediator's fee. Venue for any mediation or lawsuit arising
under this Agreement shall be Nueces County, Texas. Any agreement reached in mediation shall
be enforceable as a settlement agreement in any court having jurisdiction thereof. No provision of
this Agreement shall waive any immunity or defense. No provision of this Agreement is a consent to
suit.
11.3 In case of litigation between the parties, Consultant and City agree that neither party shall be responsible for
payment of attorney's fees pursuant to any law or other provision for payment of attorneys' fees. Both
Parties expressly waive any claim to attorney's fees should litigation result from any dispute in this
Agreement.
11.4 In case of litigation between the parties, Consultant and City agree that they have knowingly waived and do
hereby waive the right to trial by jury and have instead agreed, in the event of any litigation arising out of or
connected to this Agreement, to proceed with a trial before the court, unless both parties subsequently
agree otherwise in writing.
11.5 No Waiver of Governmental Immunity. NOTHING IN THIS ARTICLE SHALL BE CONSTRUED TO
WAIVE CITY'S GOVERNMENTAL IMMUNITY FROM LAWSUIT, WHICH IMMUNITY IS EXPRESSLY
RETAINED TO THE EXTENT IT IS NOT CLEARLY AND UNAMBIGUOUSLY WAIVED BY STATE LAW.
Master Services Agreement
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ARTICLE XII — MISCELLANEOUS PROVISIONS
12.1 Assignability. Neither party will assign, transfer or delegate any of its obligations or duties under this
Agreement to any other person and/or party without the prior written consent of the other party,except for
routine duties delegated to personnel of the Consultant staff. This includes subcontracts entered into for
services under this Agreement. If the Consultant is a partnership or joint venture, then in the event of the
termination of the partnership or joint venture,this contract will inure to the individual benefit of such partner
or partners as the City may designate. No part of the Consultant fee may be assigned in advance of receipt
by the Consultant without written consent of the City.
The City will not pay the fees of expert or technical assistance and consultants unless such employment,
including the rate of compensation, has been approved in writing by the City.
12.2 Ownership of Documents. Consultant agrees that upon payment, City shall exclusively own any and all
information in whatsoever form and character produced and/or maintained in accordance with, pursuant to
or as a result of this Agreement, including contract documents (plans and specifications), drawings and
submittal data. Consultant may make a copy for its files. Any reuse,without specific written verification or
adaptation by Consultant, shall be a City's sole risk and without liability or legal exposure to Consultant. The
City agrees that any modification of the plans will be evidenced on the plans and be signed and sealed by a
professional engineer prior to re-use of modified plans.
12.3 Standard of Care. Services provided by Consultant under this Agreement shall be performed with the
professional skill and care ordinarily provided by competent engineers or architects practicing under the
same or similar circumstances and professional license; and performed as expeditiously as is prudent
considering the ordinary professional skill and care of a competent engineer or architect.
12.4 Licensing. Consultant shall be represented by personnel with appropriate licensure, registration and/or
certification(s) at meetings of any official nature concerning the Project, including scope meetings, review
meetings, pre-bid meetings and preconstruction meetings.
12.5 Independent Contractor. The relationship between the City and Consultant under this Agreement shall be
that of independent contractor. City may explain to Consultant the City's goals and objectives in regard to
the services to be performed by Consultant, but the City shall not direct Consultant on how or in what
manner these goals and objectives are to be met.
12.6 Entire Agreement. This Agreement, including Task Orders, represents the entire and integrated Agreement
between City and Consultant and supersedes all prior negotiations, representations or agreements,either
oral or written. This Agreement may be amended only by written instrument signed by both the City and
Consultant.
12.7 No Third Party Beneficiaries. Nothing in this Agreement can be construed to create rights in any entity other
than the City and Consultant. Neither the City nor Consultant intends to create third party beneficiaries by
entering into this Agreement.
12.8 Disclosure of Interest. Consultant agrees to comply with City of Corpus Christi Ordinance No. 17112 and
complete the Disclosure of Interests form as part of this contract.
12.9 Certificate of Interested Parties. Consultant agrees to comply with Texas Government Code section
2252.908 and complete Form 1295 Certificate of Interested Parties as part of this agreement. Form 1295
must be electronically filed with the Texas Ethics Commission at
https://www.ethics.state.tx.us/whatsnew/elf_info_formI295.htm. The form must then be printed,
signed and filed with the City. For more information, please review the Texas Ethics Commission Rules at
https://www.ethics.state.tx.us/legal/ch46.html.
Master Services Agreement
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12.10 Conflict of Interest. Consultant agrees to comply with Chapter 176 of the Texas Local Government Code
and file Form CiQ with the City Secretary's Office,if required. For more information and to determine if you
need to file a Form CIQ, please review the information on the City Secretary's website at
htto://www.cctexas.com/q overn ment/city-secretary/con flict-disclosure/index
12.11 Boycott Israel. As required by Chapter 2270,Government Code, Consultant hereby verifies that it does not
boycott Israel and will not boycott Israel through the term of this Agreement For purposes of this
verification, 'boycott Israel"means refusing to deal with, terminating business activities with,or otherwise
taking any action that is intended to penalize, inflict economic harm on, or limit commercial relations
specifically with Israel,or with a person or entity doing business in Israel or in an Israeli-controlled territory,
but does not include an action made for ordinary business purposes.
12.12 Controlling Law. This Agreement is governed by the laws of the State of Texas without regard to its
conflicts of laws. Venue for legal proceedings lies exclusively in Nueces County, Texas.
12.13 Severability. lf, for any reason, any one or more Articles and/or paragraphs of this Agreement are held
invalid or unenforceable,such invalidity or unenforceability shall not affect,impair or invalidate the remaining
Articles and/or paragraphs of this Agreement but shall be confined in its effect to the specific Article,
sentences, clauses or parts of this Agreement held invalid or unenforceable, and the invalidity or
unenforceability of any Article, sentence, clause or parts of this Agreement, in any one or more instance,
shall not affect or prejudice in any way the validity of this Agreement In any other instance.
12.14 Conflict Resolution Between Documents. Consultant hereby agrees and acknowledges if anything
contained in the Consultant-prepared Exhibit B,Scope of Services or in any other document prepared by
Consultant and included herein, is in conflict with Articles I -XII of this Agreement (Articles) and/or an
approved Task Order,the Articles and/or tho Task Order shall take precedence and control to resolve said
conflict.
12.15 Title VI Assurance. The Consultant shall prohibit discrimination in employment based upon race, color,
religion, national origin, gender, disability or age.
CITY OF CORPUS CHRISTI LNV, INC.,}
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Michael Rodriguez Date ` � ��j3,• , -. . d Date
Chief of Staff President
801 Navigation, Suite 300
Corpus Christi, TX 78414
(361) 883-1984 Office
dant@Inginc.com
cforsythe@Invinc.com
APPROVED AS TO LEGAL FORM
Aimee Alcorn-Reed
L ^�" 2020.01.0314:59:08-06'00'
Assistant City Attorney (Date)
for City Attorney
Funding shall be provided per task order.
Contract Maximum Amount is $300,000.
EST
.,‘
ebecca Huerta, City SecretaryU'
'1 cAAUTHUKIS
W CIL l — — Master Services Agreement
Page 10 of 10
SF .TFT
EXHIBIT A
SAMPLE TASK ORDER
This Task Order pertains to a Master Services Agreement for Professional Services by and between City of
Corpus Christi, Texas (City) and "Company Name" (Consultant) dated , 2019
(Agreement). Consultant shall perform services on the project described below as provided in this Task Order
and in the Agreement. This Task Order shall not be binding until it has been properly signed by both parties.
Upon execution, this Task Order shall supplement the Agreement as it pertains to the project described below.
TASK ORDER NO.:
PROJECT NAME:
1. PROJECT DESCRIPTION
2. SCOPE OF SERVICES
3. COMPENSATION
This Task Order is approved and Consultant may proceed. All other terms and conditions of the Agreement
remain in full force and effect.
CITY OF CORPUS CHRISTI COMPANY NAME, INC.
Jeff Edmonds, P.E. Date Authorized Signer Date
Director of Engineering Services Title
Address
City, State, Zip
(xxx) xxx-xxxx
name@email.com
EXHIBIT A
SAMPLE TASK ORDER
PAGE 1 OF 1
• •
LW
SOLUTIONS TODAY WITH
engineers I architects I surveyors A VISION FOR TOMORROW
December 09, 2019
City of Corpus Christi
Engineering Department
1201 Leopard St.
Corpus Christi,TX 78469
Attn: Mr.Jeff Edmonds
Sr. Project Manager
RE: Letter of Interest
RFQ 2018-10,Group F
Feasibility Studies for Bond 2020 and Future CIP Projects(Public Buildings, Parks,and Facilities)
Mr. Edmonds:
LNV, Inc.would like to express our interest in the above referenced Master Service Agreement with the City
of Corpus Christi. This agreement will focus on Professional Services directly related to the items noted
above. It is our understanding that this list currently includes various public buildings and facilities,along with
various items and facilities associated with City parks. We will provide a Feasibility Report for each of the
assigned projects,following the City of Corpus Christi's Report Format Requirements.
We understand LNV's total fees for these various projects shall not exceed $300,000.00. We will provide a
Task Order for each project, identified by the city, that will be in the form of a "lump sum fee". When or if
the$300,000.00 fee cap is reached, and there are still additional projects that require professional services,
LNV, Inc. reserves the right to renegotiate with the City prior to providing any additional services.
We have a very knowledgeable and capable staff that is well versed in this type of work. I am confident that
we can serve your needs in the coming months and provide you with successfully completed projects.
We appreciate the opportunity to work with you on these varied projects. Please feel free to contact me if
you have any questions.
Sincerely,
LNV, In
.7,‘
raig p6r he, RA,AIA
Vice President
801 NAVIGATION I SUITE 300 I CORPUS CHRISTI,TEXAS 78408
OFFICE 361.883.1984 I FAX 361.883 1986 ! WWW.LNVINC.COM
EXHIBIT B
Page 1 of 3
• • •
LNV
SCHEDULE OF HOURLY CHARGES BY
PERSONNEL CLASSIFICATION
EFFECTIVE through DECEMBER, 2020
The per diem and miscellaneous expense charges for Engineering, Architecture, Drafting, Surveying,
and Planning Services are based on the following hourly rates:
Engineering, Planning:
Principal $265.00/hr.
Senior Project Manager III $240.00/hr.
Senior Project Manager II $230.00/hr.
Senior Project Manager I $225.00/hr.
Project Manager III $210.00/hr.
Project Manager II $205.00/hr.
Project Manager I $200.00/hr.
Senior Engineer II $200.00/hr.
Senior Engineer I $195.00/hr.
Project Engineer IV $190.00/hr.
Project Engineer III $180.00/hr.
Project Engineer II $170.00/hr.
Project Engineer I $160.00/hr.
Project Architect III $190.00/hr.
Project Architect II $175.00/hr.
Project Architect I $160.00/hr.
Engineer V $155.00/hr.
Engineer IV $145.00/hr.
Engineer III $135.00/hr.
Engineer II $120.00/hr.
Engineer I $110.00/hr.
Senior Designer III . $160.00/hr.
Senior Designer II .$150.00/hr.
Senior Designer I $140.00/hr.
Designer III $125.00/hr.
Designer II $120.00/hr.
Designer I $110.00/hr.
Senior CADD Technician III $115.00/hr.
Senior CADD Technician II $110.00/hr.
Senior CADD Technician I $105.00/hr.
CADD Technician IV $100.00/hr.
CADD Technician III $ 95.00/hr.
CADD Technician II $ 90.00/hr.
CADD Technician I $ 85.00/hr.
801 NAVIGATION I SUITE 300 I CORPUS CHRISTI,TEXAS 78408
OFFICE 361.883.1984 I FAX 361.883 1986 I WWW.LNVINC.COM EXHIBIT B
Page 2 of 3
. . . .
LNV
Professional Geoscientist $140.00/hr.
Safety/Environmental Technician II $110.00/hr.
Safety/Environmental Technician I $100.00/hr.
Construction Observer IV $145.00/hr.
Construction Observer III $125.00/hr.
Construction Observer II $115.00/hr.
Construction Observer I $105.00/hr.
Clerical III $ 95.00/hr.
Clerical Il $ 85.00/hr.
Clerical I $ 70.00/hr.
Survey :
Professional Surveyor II $210.00/hr.
Professional Surveyor I $185.00/hr.
Field Crew(2-Man) $190.00/hr.
Reproduction work - Prevailing commercial rates; Mileage - current IRS rate per mile; Per diem—current
IRS rate; Subcontractors, Consultants, etc. - Cost plus 10%; All other expenses - Cost plus 10%
Charges are due and payable within thirty(30) days after receipt of the invoice. Late payment may be
charged an interest rate of 1.5% per month of the unpaid balance.
801 NAVIGATION I SUITE 300 I CORPUS CHRISTI,TEXAS 78408 EXHIBIT B
OFFICE 361.883.1984 I FAX 361.883.1986 I WWW.LNVINC.COM
Page 3 of 3
s ,. Facility Feasibility (Bond 2020)
'At!!V Report Format Requirements
Prepare a Feasibility Report for each of the assigned projects. Each Facility Project shall be bound
individually and Include the Project Title in the header. These reports should be very brief; use
bullets and concise lists as much as possible. Include the following information in the order listed:
A. Cover Sheet
1. Project Title
2. Photo—small, image showing facility main entrance
1) For parks include Park's Sign
3. Submittal Date
4. Engineer's Note/Seal (as required by TBPE 137.33)
B. Executive Summary (1 to 2 pages; standalone document but bound in report after cover
sheet)—The Executive Summary should be written with minimal technical references so
the general public will understand what is stated.
1. Project Title
2. Submittal Date
3. Project Description (very brief explanation of existing conditions and proposed
improvements; approximately 1-2 paragraph)
4. Opinion of Probable Cost Summary Table—include construction cost only
5. Estimated construction duration—assume$500k/mo. execution
6. Location Map- small image
C. Table of Contents
D. Project Report —This should be written as if the Executive summary is not a part of the
report. Items listed should not be duplicated between sections.
1. Project Description — This section can provide additional information to what is
provided in Executive Summary and should still be brief.
2. Location Map- small image
3. Existing Conditions and Proposed Improvements
1) Facility
a) HVAC,Controls,and Plumbing/Lighting, Power,and Fire Alarm(low voltage)
/ Roof Replacement/OTHER
• (For facility projects this will be the area where we add the
building component the feasibility will be focusing on.
Example, in Bond 2018 we did a report that included
Mechanical, Electrical and Fire Alarm Systems. For Bond
2020 I recommend we group reports with the following
systems: (1) HVAC, Controls, and Plumbing, (2) Lighting,
Power, and Fire Alarm (low voltage). HVAC, Controls,
Lighting, and Roofing are the systems the city's facilities need
the most.)
EXHIBIT B-1
Page 1 of 6
• Existing
1) Approximate age of system (if multiple items, list them all)
2) Impact of existing condition
• Proposed
1) Proposed upgrades/replacements by divisions
2) The goal is to protect the assets; example roof improvement protects
from possible water infiltration which could cause additional damage of
the gypsum, insulation, office equipment, etc.
3) Agency/Permit Coordination Requirements
4) Engineer's Recommendation for Improvements - Based on the
Engineer's review of the Project, site visits, maps, records, etc., provide
any additional engineering observations or recommendations to discuss
or consider for the proposed Project that would improve efficiency,save
costs, reduce public impact, or provide a better end project and/or use
of funds. Provide potential alternatives on this Project that could be
considered if the budget comes up short from the OPCC during the
future design phase.
5) Opinion of Probable Cost
a. Table of construction costs divided by building standard
divisions(Division 1—33)
• Construction estimates only — include appropriate
contingency for current level of design—how should this be
added?
• Construction estimates should focus on the system as a
whole and components will be impacted by the
construction of the proposed work. Example, if replacing a
roof with roof top units (RTUs) and units have a remaining
service life of 5 years or less. The construction estimate
should include the cost for replacing/upgrading the RTUs/
HVAC components.
• Construction estimates should not include any upgrades
planned for 5 years out.
b) Assumptions for Opinion of Probable Cost
1) Project Timetable/Schedule
a. Estimated design phase duration — include justification for
proposed duration for City consideration
b. Estimated construction duration (assume $500k/mo). Include
any considerations for longer or shorter time estimate for City
consideration. Include list of assumptions.
c. Follow format provide below:
Design Phase: XX months
Construction Phase: XX months
EXHIBIT B-1
Page 2 of 6
•
Considerations for shorter/longer design:
• 1
• 2
• 3
Considerations for shorter/longer construction:
• 1
• 2
• 3
Appendices: Appendices must be tabbed for quick reference.
A. Location and Vicinity Maps
a. Use attached file template (see examples)
b. 1 page each, 8.5"x 11"
A.1 — Location Map
A.2 —Vicinity Map
a. Vicinity with aerial background
B. Strip Map
1) Project Title
2) North Arrow
3) Sized to 11" x XX"—fold out and bound with report
4) Aerial Photograph as Background
5) Relevant street names
C. Project evaluation check list (template and example attached)
D. Photo key map and photographs with descriptions (include key item(s) to note in photo)
Submittal Requirements:
1. 1 Draft Report (2 hard copy and 1 electronic)
2. 1 Final Report (1 hard copy and 1 electronic)
NOTE: if an element is not present on a project, do not skip the section. Include in the report
that the element is not present/does not exist in the project limits. Also include recommendation
(i.e. add or no improvements)
Examples:
- No building automation controls for the building. Recommendation include adding
controls for HVAC and Lighting Systems.
- No downspouts on the building roof system. Recommendation includes adding
downspouts to the roof/scuppers and splash pads along with ensuring positive drawings
away from the building.
EXHIBIT B-1
Page 3 of 6
Facility Cover Photos Sample:
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Art Center
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Beach Operations Building
EXHIBIT B-1
Page 4 of 6
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ismiioio/01°lg°°°°°°..._AaigagllIllii,liMIIIIIIIIIIIll%".114.11iklkftwmmm
Animal Control Building
.. . al GARDEN SENIOR .. _,,,k ,_,...,__.....0, .,,,,. -
-__ 5325 GREELV DRIVE lit
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Garden Senior Center
EXHIBIT B-1
Page 5 of 6
Park's Sign Sample:
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WEST GUTH
PARK .
9725 UPRIVER ROAD
West Guth Park
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PHILIP DIMITT MUNICIPAL --
FISHING PIER
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Philip Dimitt Municipal Fishing Pier
EXHIBIT B-1
Page 6 of 6
Sample form for:
Payment Request
COMPLETE PROJECT NAME AE Contract
Project No. XXXX Revised 02/01/17
Invoice No. 12345
Invoice Date 01/01/2017
Total Current Previous Total Remaining Percent
Basic Services: Contract Amd No. 1 Amd No. 2 Contract Invoice Invoice Invoice Balance Complete
Preliminary Phase $1,000.00 $0.00 $0.00 $1,000.00 $0.00 $1,000.00 $1,000.00 $0.00 100.0%
Design Phase $2,000.00_ $1,000.00 $0.00 $3,000.00 $1,000.00 $500.00 $1,500.00 $1,500.00 50.0%
Bid Phase $500.00_ $0.00 $250.00 $750.00 $0.00 $0.00 $0.00 $750.00 0.0%
Construction Phase $2,500.00 $0.00 $1,000.00 $3,500.00 $0.00 $0.00 $0.00, $3,500.00 0.0%
Subtotal Basic Services $6,000.00 $1,000.00 $1,250.00 $8,250.00 $1,000.00 $1,500.00 $2,500.00 $5,750.00 30.3%
Additional Services:
Permitting $2,000.00 $0.00 $0.00 $2,000.00 $500.00 $0.00 $500.00 $1,500.00 25.0%
Warranty Phase $0.00 $1,120.00 $0.00 $1,120.00 $0.00 $0.00 $0.00 $1,120.00 0.0%,
Inspection $0.00 $0.00 $1,627.00 $1,627.00 $0.00 $0.00 $0.00 $1,627.00 0.0%
Platting Survey TBD TBD TBD TBD TBD TBD TBD TBD TBD
0 & M Manuals TBD TBD TBD TBD TBD TBD TBD TBD TBD
SCADA TBD TBD TBD TBD TBD TBD TBD TBD TBD
Subtotal Additional Services $2,000.00 $1,120.00 $1,627.00 $4,747.00 $500.00 $0.00 $500.00 $4,247.00 10.5%
Summary of Fees:
Basic Services Fees $6,000.00 $1,000.00 $1,250.00_ $8,250.00 $1,000.00 $1,500.00 $2,500.00 $5,750.00 30.3%
Additional Services Fees $2,000.00 $1,120.00 $1,627.00 $4,747.00 $500.00 $0.00 $500.00 $4,247.00 10.5%
Total of Fees $8,000.00 $2,120.00 $2,877.00 $12,997.00 $1,500.00 $1,500.00 $3,000.00 $9,997.00 23.1%
Notes:
If needed, update this sample form based on the contract requirements.
If applicable, refer to the contract for information on what to include with time and materials (T&M).
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EXHIBIT D
Insurance Requirements
1.1 Consultant must not commence work under this agreement until all required
insurance has been obtained and such insurance has been approved by the City.
Consultant must not allow any subcontractor to commence work until all similar insurance
required of any subcontractor has been obtained.
1.2 Consultant must furnish to the Director of Contracts and Procurement with the
signed agreement a copy of Certificates of Insurance (COI) with applicable policy
endorsements showing the following minimum coverage by an insurance company(s)
acceptable to the City's Risk Manager. The City must be listed as an additional
insured on the General liability and Auto Liability policies, and a waiver of
subrogation is required on all applicable policies. Endorsements must be
provided with COI. Project name and or number must be listed in Description
Box of COI.
TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE
30-written day notice of cancellation, Bodily Injury and Property Damage
required on all certificates or by Per occurrence - aggregate
applicable policy endorsements
Commercial General Liability including: $1 ,000,000 Per Occurrence
1. Commercial Broad Form $2,000,000 Aggregate
2. Premises — Operations
3. Products/ Completed Operations
4. Contractual Liability
5. Independent Contractors
6. Personal Injury- Advertising Injury
AUTO LIABILITY (including) $500,000 Combined Single Limit
1 . Owned
2. Hired and Non-Owned
3. Rented/Leased
PROFESSIONAL LIABILITY $1 ,000,000 Per Claim
(Errors and Omissions)
If claims made policy, retro date must be
prior to inception of agreement, have
extended reporting period provisions
1 Rev 09/19
and identify any limitations regarding
who is insured.
1.3 In the event of accidents of any kind related to this agreement, Consultant must
furnish the City with copies of all reports of any accidents within 10 days of the accident.
1 .4 Consultant shall obtain and maintain in full force and effect for the duration of this
Contract, and any extension hereof, at Consultant's sole expense, insurance coverage
written on an occurrence basis, by companies authorized and admitted to do business in
the State of Texas and with an A.M. Best's rating of no less than A- VII. Consultant is
required to provide City with renewal Certificates.
1.5 In the event of a change in insurance coverage, Consultant shall be required to
submit a copy of the replacement certificate of insurance to City at the address provided
below within 10 business days of said change. Consultant shall pay any costs resulting
from said changes. All notices under this Article shall be given to City at the following
address:
City of Corpus Christi
Attn: Contracts and Procurement
P.O. Box 9277
Corpus Christi, TX 78469-9277
1.6 Consultant agrees that with respect to the above required insurance, all
insurance policies are to contain or be endorsed to contain the following required
provisions:
1.6.1 List the City and its officers, officials, employees and elected
representatives as additional insured by endorsement, as respects
operations, completed operation and activities of, or on behalf of, the named
insured performed under contract with the City with the exception of the
professional liability/Errors & Omissions policy;
1.6.2 Provide for an endorsement that the "other insurance" clause shall not apply
to the City of Corpus Christi where the City is an additional insured shown
on the policy;
1 .6.3 If the policy is cancelled, other than for nonpayment of premium, notice of
such cancellation will be provided at least 30 days in advance of the
cancellation effective date to the certificate holder;
1.6.4 If the policy is cancelled for nonpayment of premium, notice of such
cancellation will be provided within 10 days of the cancellation effective
date to the certificate holder.
1.7 Within five (5) calendar days of a suspension, cancellation or non-renewal of
2 Rev 09/19
coverage, Consultant shall notify City of such lapse in coverage and provide a
replacement Certificate of Insurance and applicable endorsements to City. City shall have
the option to suspend Consultant's performance should there be a lapse in coverage at
any time during this contract. Failure to provide and to maintain the required insurance
shall constitute a material breach of this contract.
1.8 In addition to any other remedies the City may have upon Consultant's failure to
provide and maintain any insurance or policy endorsements to the extent and within the
time herein required, the City shall have the right to withhold any payment(s) if any, which
become due to Consultant hereunder until Consultant demonstrates compliance with the
requirements hereof.
1.9 Nothing herein contained shall be construed as limiting in any way the extent to
which Consultant may be held responsible for payments of damages to persons or
property resulting from Consultant's or its subcontractor's performance of the work
covered under this agreement.
1.10 It is agreed that Consultant's insurance shall be deemed primary and non-
contributory with respect to any insurance or self-insurance carried by the City of Corpus
Christi for liability arising out of operations under this agreement.
1 .11 It is understood and agreed that the insurance required is in addition to and
separate from any other obligation contained in this agreement.
3 Rev 09/19
SUPPLIER NUMBER
TO BE ASSIGNED BY CII Y
PURCHASING DIVISION
i..............
City ofCITY OF CORPUS CHRISTI
corpus DISCLOSURE OF INTEREST
Chnsti
City of Corpus Christi Ordinance 17112,as amended,requires all persons or firms seeking to do business
with the City to provide the following information. Every question must be answered. It the question is
not applicable, answer with "NA". See reverse side for Filing Requirements, Certifications and
definitions.
COMPANY NAME: LNV,Inc.
P. O.BOX:
STREET ADDRESS: 801 Navigation Blvd.,Suite 300 CITY: Corpus Christi ZIP: 78408
FIRM IS: I. Corporation X 2. Partnership _ 3. Sole Owner ❑
4. Association _ 5. Other _
DISCLOSURE QUESTIONS
If additional space is necessary,please use the reverse side of this page or attach separate sheet.
1. State the names of each "employee" of the City of Corpus Christi having an "ownership interest"
constituting 3%or more of the ownership in the above named"firm."
Name Job Title and City Department(if known)
N/A
2. State the names of each "official" of the City of Corpus Christi having an "ownership interest"
cotistitutillg 3%or inure of the ownership in the above named"firm."
Name Title
N/A
3. State the names of each "board member" of the City of Corpus Christi having an "ownership interest"
constituting 3%or more of the ownership in the above named"firm."
Name Board,Commission or Committee
N/A
4. State the names of each employee or officer of a "consultant" for the City of Corpus Christi who
worked on any matter related to the subject of this contract and has an "ownership interest"
constituting 3%or more of the ownership in the above named"firm."
Name Consultant
N/A
EXHIBIT"E"
Page 1 of 2
FILING REQUIREMENTS
If a person who requests official action on a matter knows that the requested action will confer an
economic benefit on any City official or employee that is distinguishable from the effect that the action
will have on members of the public in general or a substantial segment thereof,you shall disclose that fact
in a signed writing to the City official, employee or body that has been requested to act in the matter,
unless the interest of the City official or employee in the matter is apparent. The disclosure shall also be
made in a signed writing filed with the City Secretary. [Ethics Ordinance Section 2-349(d)]
CERTIFICATION
I certify that all information provided is true and correct as of the date of this statement,that I have not
knowingly withheld disclosure of any information requested; and that supplemental statements will be
promptly submitted to the City of Corpus Christi,Texas as changes occur.
Certifying Person: Dan S.Leyendecker Title: President
(Type or Print)
1.1:Signature of Certifying -, Date: December 30, 2019
Person: :� %�i►_ �tG �
• 7s•
'�
DEFINITIONS
a. "Board member." A member of any board, commission, or committee appointed by the City
Council of the City of Corpus Christi,Texas.
b. "Economic benefit". An action that is likely to affect an economic interest if it is likely to have an
effect on that interest that is distinguishable from its effect on members of the public in general or a
substantial segment thereof.
c. "Employee." Any person employed by the City of Corpus Christi, Texas either on a full or part-
time basis, but not as an independent contractor.
d. "Firm." Any entity operated for economic gain, whether professional, industrial or commercial,and
whether established to produce or deal with a product or service, including but not limited to, entities
operated in the form of sole proprietorship, as self-employed person, partnership, corporation,joint
stock company,joint venture, receivership or trust, and entities which for purposes of taxation are
treated as non-profit organizations.
e. "Official." The Mayor, members of the City Council, City Manager, Deputy City Manager,
Assistant City Managers, Department and Division Heads,and Municipal Court Judges of the City of
Corpus Christi,Texas.
f. "Ownership Interest." Legal or equitable interest, whether actually or constructively held, in a
firm, including when such interest is held through an agent, trust, estate, or holding entity.
"Constructively held" refers to holdings or control established through voting trusts, proxies, or
special terms of venture or partnership agreements."
g. "Consultant."Any person or firm, such as engineers and architects, hired by the City of Corpus
Christi for the purpose of professional consultation and recommendation.
EXHIBIT "E"
Page 2 of 2