HomeMy WebLinkAboutC2023-255 - 6/27/2023 - Approved DocuSign Envelope ID:3A864C1 C-7898-4C18-8A73-OFD591 E45EDO
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MASTER SERVICE AGREEMENT FOR
N`.1852 GENERAL ARCHITECTURAL SERVICES
This Agreement is between 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 and SolkaNavaTorno, LLC, 6262 Weber Road, Suite 310, Corpus Christi,
Texas (Consultant).
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 .................................5
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
Pagel Rev. 22-11
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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. The general scope for these Task Orders is outlined in
Exhibit A. More specific scopes of work will be issued for pricing when a task order is needed.
Task Orders shall become a 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. Consultant will
perform the Services in accordance with the approved Scope of Services and with Consultant's response
to the Request for Qualifications related to this project, which response is incorporated by reference into
this Agreement as if set out here in its entirety.
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 issued the fully executed Task Order 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 Exhibit D 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.
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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 31d
party owners/operators.
1.10 For project with potential utility conflicts:
1.10.1 The Consultant agrees to coordinate the verification and resolution of all potential utility conflicts.
1.10.2 The Consultant agrees to prepare and submit a monthly Utility Coordination Matrix to the City.
ARTICLE II —COMPENSATION
2.1 The Compensation for all services included in this Agreement by Task Orders shall not exceed
$500,000.00.
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 price Task Orders in accordance with Exhibit B, Rate Schedule, subject to approval by
the City.
2.4 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.
2.5 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.
2.6 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.
2.7 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.
Page 3 Rev. 22-11
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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, included in the indemnification above 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.
Page 4 Rev. 22-11
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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).
6.2 This Agreement shall be applicable to Task Orders issued hereunder from the Effective Date of the
Agreement until Task Orders are complete.
6.3 The term of this Agreement shall be for a period of 1 year beginning on the Effective Date, unless
extended by authority of the City Manager or designee. The Agreement may be renewed for up to 1
renewal option upon mutual agreement of the parties to be evidenced in writing prior to the expiration
of the prior term. Any renewals shall be at the same terms and conditions, plus any approved changes.
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.
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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 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 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,
Page 6 Rev. 22-11
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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.
9.3 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:
(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 11.
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 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 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 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
Page 7 Rev. 22-11
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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, 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 mediation. If the parties' senior
management representatives cannot resolve the dispute within 30 calendar days after a Party delivers a
written notice of such dispute,then the Parties shall proceed with the mediation 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 30 or more than 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 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 calculating the amount of any Claim or any measure of damages for breach of contract, the following
standards shall apply both to claims by Consultant and to claims by City:
11.3.1 In no event shall either Party be liable, whether in contract or tort or otherwise, to the other Party
for loss of profits, delay damages or for any special incidental or consequential loss or damage of any
nature arising at any time or from any cause whatsoever;
11.3.2 Damages are limited to extra costs specifically shown to have been directly caused by a proven
wrong for which the other Party is claimed to be responsible.
11.4 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.
11.5 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
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subsequently agree otherwise in writing.
11.6 No Waiver of Governmental Immunity. This Agreement is to perform a governmental function
solely for the public benefit. Nothing in this Agreement 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.
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.
Page 9 Rev. 22-11
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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—forml295.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.
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
httg://www.cctexas.com/government/city-secretary/conflict-disclosure/index
12.11 Provisions Required by Law. Each applicable provision and clause required by law to be inserted into
the Agreement shall be deemed to be enacted herein, and the Agreement shall be read and enforced as
though each were physically included herein.
12.12 Public Information. The requirements of Subchapter J, Chapter 552, Government Code, may apply to
this contract and the Consultant agrees that the contract can be terminated if the Consultant knowingly
or intentionally fails to comply with a requirement of that subchapter.
12.13 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.
12.14 Severability. If, 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.
12.15 Conflict Resolution Between Documents. Consultant hereby agrees and acknowledges if anything
contained in any documents prepared by Consultant and included herein is in conflict with Articles I - XI I
of this Agreement (Articles) and/or an approved Task Order, the Articles and/or the Task Order shall take
precedence and control to resolve said conflict.
12.16 Title VI Assurance. The Consultant shall prohibit discrimination in employment based upon race, color,
religion, national origin, gender, disability or age.
Page 10 Rev. 22-11
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CITY OF CORPUS CHRISTI SolkaNavaTorno, LLC
DocuSigned by: DocuSigned by:
l��e 12/6/2023 V'&%b N4WkA. 12/5/2023
e 'L `r'>34�s; P.E. (Date) Erasmo'Ka (Date)
Director of Engineering Services President
6262 Weber Road, Suite 310
Corpus Christi, Texas, 78413
(361) 854-1471 Office
enava@sntarchitects.com
APPROVED AS TO LEGAL FORM
DocuSigned by:
12/6/2023 M2023-098
AUTHORIZED
ssls an I y Attorney (Date)
for City Attorney BY COUNCIL 6/27/2023
DS
ATTEST
"ecca
12/8/2023
erta, City Secretary
Page 11 Rev. 22-11
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so
0Va
EXHIBIT A
SCOPE OF SERVICES
NCQ*RpP'O 11
�yF.0
1852
The consultant shall assist the City in a wide range of issues including, but not limited to, site
investigations, analysis with recommendations for developing project scopes, cost estimating, design
and constructability peer review, cost and schedule controls, design management, and support
services as required by the City.
Master Services Agreement
DocuSign Envelope ID:3A864C1 C-7898-4C1 8-8A73-OFD591 E45EDO
MITI p Ra WITCONM
6262 Weber Rd. Suite 310 Corpus Christi,Texas 78413-4031 p: 361-854-1471 f: 361-854-1470 www,sntarchitects.com
Consulting Billing Rates
January 2023
Principals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 150.00
Staff Architect . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 120.00
Intern Architect . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 85.00
Clerical . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 75.00
Consultants (Actual Cost) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1.0 times cost
Reimbursable Expenses/ Mileage . . . . . . . . . . . .
(Reproduction, Postage and Shipping, Travel Related Expenses and
Miscellaneous at Direct Project Costs)
Erasmo Nava,AIA Glen Ray Torno,AIA Jay Porterfield,AIA
DocuSign Envelope ID:3A864C1C-7898-4C18-8A73-OFD591E45EDO
Sample form for:
COMPLETE PROJECT NAME Payment Request
Task Order No.
Project No.XXXX
Invoice No. 12345
Invoice Date:
Total Current Previous Total Remaining Percent
Basic Services: Contract Amd No. 1 Contract Invoice Invoice Invoice Balance Complete
Design Services $1,000 $0 $1,000 $1,0001 $0 $1,000 $0 100%
Subtotal Basic Services $1,000 $0 $1,000 $1,000 $0 $1,000 100%
Additional Services:
None $0 $0 $0 $0 $0 $0 0%
Subtotal Additional Services $0 $0 $0 $0 $0 $0 0%
Summary of Fees
Basic Services Fees $1,000 $0 $1,000 $1,000 $0 $1,000 100%
Additional Services Fees0 0 0 0 0 0 0%
Total of Fees $1,000 $0 $1,000 $1,000 $0 $17000 100%
Notes:
A PURCHASE ORDER NUMBER MUST BE INCLUDED ON ALL INVOICES AND INVOICE
CORRESPONDENCE.FAILURE TO COMPLY WILL RESULT IN DELAYED PAYMENT OF
INVOICES.
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).
EXHIBIT"C"
Page 1 of 1
DocuSign Envelope ID:3A864C1 C-7898-4C1 8-8A73-OFD591 E45EDO
Client#: 156336 SOLKALLC
ATE(M1WDDNYYY)
ACORD,,, CERTIFICATE OF LIABILITY INSURANCE 0 2/16/2023
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
BELOW.THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED
REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER.
IMPORTANT:If the certificate holder is an ADDITIONAL INSURED,the policy(ios)must have ADDITIONAL INSURED provisions or be endorsed.
If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement.A statement on
this certificate does not confer any rights to the certificate holder in lieu of such endorsement(s).
PRODUCER NAME:CONTACT Callie Renaud
FAX,
USI Southwest Ext; 490-4600 (AX No): 713-490-4700
9811 Katy Freeway,Suite 500 ADDRESS: callie.ronaud@usi.com
Houston,TX 77024 INSURER(S)AFFORDING COVERAGE NAIC 0
713 490-4600 INSURER A:Aspen Specialty Insurance Company 10717
INSURED INSURER B
SolkaNavaTorno,LLC :
6262 Weber Road,Suite 310 INSURERC:
Corpus Christi,TX 78413 INSURER D
INSURER E:
INSURER F
COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
INSR ADDLISUBR POLICY EFF POLICY EXP
LTR TYPE OF INSURANCE IINSR WVQ POLICY NUMBER (MMIDDYYY)L11AIMIDDIYYYY) —LIMITS
N
COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $
Rofflj�?eENTED
CLAIMS-MADE [--]OCCUR cc..... ) $
MED EXP(Any one person) $
_PERSONAL&ADVINJURY $
GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $
PRO- F I Loc
7 POLICYF—]JECT PRODUCTS-COMP/OP AGG $
OTHER: $
AUTOMOBILE LIABILITY (COMBINED SINGLE LIMIT
Ea accident) $
ANY AUTO BODILY INJURY(Per person) $
OWNED SCHEDULED BODILY INJURY(Per accident) $
AUTOS ONLY AUTOS
HIRED NON-OWNED PROPERTY DAMAGE $
AUTOS ONLY AUTOS ONLY Per accident)
UMBRELLA LIAB OCCUR EACH OCCURRENCE $
EXCESS LIAB CLAIMS-MADE AGGREGATE $
DED RETENTION$ $
WORKERS COMPENSATION PERH-
AND EMPLOYERS'LIABILITY TATUT
YIN , T—lEoRT
ANY PROPRIETORIPARTNER/EXECUTIVE E.L.EACH ACCIDENT $
OFFICERIMEMBER EXCLUDED? ❑ N/A
(Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $
If yes,describe under
DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $
A Professional AAAE30014003 0212012023 02/20/2024 $1,000,000 per claim
Liability $2,000,000 anni aggir.
DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached If more space is required)
CERTIFICATE HOLDER CANCELLATION
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
City of Corpus Christi THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
P.O.Box 9277 ACCORDANCE WITH THE POLICY PROVISIONS.
Corpus Christi,TX 78469-9277
AUTHORIZED REPRESENTATIVE
@ 1988-2015 ACORD CORPORATION.All rights reserved.
ACORD 25(2016/03) 1 of The ACORD name and logo are registered marks of ACORD
#S39068056/M39067749 SAJZP
DocuSign Envelope ID:3A864C1 C-7898-4C18-8A73-OFD591 E45EDO
CITY OF CORPUS CHRISTI
DISCLOSURE OF INTEREST
>1 RFQ No. 4489
c Professional Architectural Services for
pqFY 2023 and Bond 2022
1852
Corpus Christi Code § 2-349, as amended, requires all persons or firms seeking to do business with
the City to provide the following information. Every question must be answered. If the question
is not applicable, answer with "NA". See next page for Filing Requirements, Certification and
Definitions.
COMPANY NAME: SolkaNavaTorno, LLC
P. O. BOX: STREET ADDRESS: 6262 Weber Road, Suite 310
CITY: Corpus Christi STATE: Texas ZIP: 78413 -
FIRM IS: 1. Corporation 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"
constituting 3% or more 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
RFQ No.4489 Professional Architectural Services for FY 2023 and Bond 2022
DocuSign Envelope ID:3A864C1 C-7898-4C18-8A73-OFD591 E45EDO
FILING REQUIREMENTS
If a person who requests official action on a matter knows that the
� o 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
1852 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: Erasmo Nava Title: President
Signature of
e&40�
Certifying Person: Date: 08/14/2023
DEFINITIONS
a. "Board member." A member of any board, commission, or committee of the city,
including the board of any corporation created by the city.
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, whether under civil service or not, including
part-time employees and employees of any corporation created by the city.
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.
RFQ No.4489 Professional Architectural Services for FY 2023 and Bond 2022
DocuSign Envelope ID:3A864C1 C-7898-4C18-8A73-OFD591 E45EDO
EXHIBIT F
Excerpt from FORM 00 72 00 GENERAL CONDITIONS
for Construction Projects related to design services is
NULL to this Agreement.
EXHIBIT F
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