HomeMy WebLinkAboutC2016-624 - 12/7/2016 - NA .• • f r
CITY OF CORPUS CHRISTI
CONTRACT FOR PROFESSIONAL SERVICES
FOR PROJECT E16449 - Bike Boulevard Branding and Wayfinding Standards
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 Perkins + Will, Inc., 10100 North Central Expressway, Suite 300, Dallas TX 75231
(Consultant), hereby agree as follows:
TABLE OF CONTENTS
ARTICLE NO. TITLE PAGE
ARTICLE I — SCOPE OF SERVICES 2
ARTICLE II — QUALITY CONTROL 2
ARTICLE III — COMPENSATION 3
ARTICLE IV—TIME AND PERIOD OF SERVICE 4
ARTICLE V— OPINIONS OF COST 4
ARTICLE VI — INSURANCE REQUIREMENTS 5
ARTICLE VII — INDEMNIFICATION 5
ARTICLE VIII —TERMINATION OF AGREEMENT 5
ARTICLE IX— RIGHT OF REVIEW AND AUDIT 6
ARTICLE X— OWNER REMEDIES 7
ARTICLE XI — CONSULTANT REMEDIES 8
ARTICLE XII — CLAIMS AND DISPUTE RESOLUTION 8
ARTICLE XIII — MISCELLANEOUS PROVISIONS 9
EXHIBITS
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2016-624
12/07/16
Perkins +Will,Inc.
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ARTICLE I —SCOPE OF SERVICES
1.1 The Consultant shall provide Branding,Wayfinding&Signage Design Services its Scope of Services,to be
incorporated herein and attached to this Agreement as Exhibit A. 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 that would normally be required by law or common due diligence in accordance with the standard of care
defined in Article XIII of this Agreement.
1.2 Consultant shall comply with City standards,as specified in the Unified Development Code(UDC)or Code
of Ordinances at the time of the execution of the contract,throughout the duration of the Project,unless specifically
and explicitly excluded from doing so in the approved Scope of Services attached as Exhibit A. A request made by
either party to deviate from City standards after the contract is executed must be in writing.
1.3 Consultant shall provide labor,equipment and transportation necessary to complete all services agreed to
hereunder 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 subconsultant and the%of work performed
by subconsultant. Changes in Consultant's team that provides services under this Agreement must be agreed to by
the City in writing.
1.4 Consultant shall not begin work on any phase/task authorized under this Agreement until they are briefed on
the scope of the Project and are notified in writing to proceed. If the scope of the Project changes, either
Consultant or City may request a review of the changes with an appropriate adjustment in compensation.
1.5 Consultant will provide monthly status updates(project progress or delays) in the format requested by the
City with each monthly invoice.
1.6 For desian services, Consultant agrees to render the professional services necessary for the advancement
of the Project through Final Completion of the Branding Design Study. Consultant acknowledges and accepts its
responsibilities,as defined and described in City's General Conditions for Construction Contracts,excerpt attached
ac. Exhibit C
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1.6.1 The Consultant agrees to serve as the City's Designer as defined in the General Conditions and will
consult and advise the City on matters related to the Consultant's Scope of Services during the performance
of the Consultant's services.
1.6.2 The Consultant agrees to prepare a Branding Design Study.
1.7 Following its good faith evaluation of the information provided,the Consultant shall be entitled to rely on the
accuracy and completeness of services and information furnished by the City and the City's consultants. The
Consultant shall provide prompt written notice to the City if the Consultant becomes aware of any error,omission
or inconsistency in such services or information.
ARTICLE II—QUALITY CONTROL
2.1 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.
2.2 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 the Opinion of Probable Cost (OPC), as
needed.
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2.3 - - - ' - - -- - • - - -
ARTICLE III —COMPENSATION
3.1 The Compensation for all services (Basic and Additional) included in this Agreement and in the Scope
of Services for this Agreement shall not exceed $49,500.00
3.2 The Consultant's fee will be on a lump sum basis as detailed in Exhibit A and
will be full and total compensation for all services and for all expenses incurred in performing these services.
Consultant shall submit a Rate Schedule,as shown in Exhibit B-1,with their proposal. City and Consultant agree
that the Rate Schedule is considered confidential information that may be excluded from public disclosure under
Texas Government Code Chapter 552 as determined by the Texas Attorney General.
3.3 The Consultant agrees to complete the Scope of Services in accordance with the approved project schedule
and budget as defined in Exhibit A, including completing the work in phases defined therein.
3.4 The Director of Engineering Services may request the Consultant to undertake additional services or tasks
provided that no increase in fee is required. Services or tasks requiring an increase of fee will be mutually agreed
and evidenced in writing as an amendment to this contract. Consultant shall notify the City within three(3)days of
notice if tasks requested requires an additional fee.
3.5 Monthly invoices will be submitted in accordance with the Payment Request as shown in Exhibit B. 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.
3.6 Principals may only bill at the agreed hourly rate for Principals (as defined in the Rate Schedule) when
acting in that capacity. Principals acting in the capacity of staff must bill at applicable staff rates.
3.7 Consultant certifies that title to all services covered by a Payment Request shall pass to City no later than
the time of full payment. Consultant further certifies that, upon submittal of a Payment Request, all services for
which Payment Requests have been previously issued and payments received from City shall, to the best of
Consultant's knowledge, information and belief, be free and clear of liens, claims, security interests or
encumbrances in favor of Consultant or other persons or entities making a claim by reason of having provided labor
or services relating to this Agreement. CONSULTANT SHALL INDEMNIFY AND HOLD CITY HARMLESS FROM
ANY LIENS, CLAIMS, SECURITY INTERESTS OR ENCUMBRANCES FILED BY ANYONE CLAIMING BY,
THROUGH OR UNDER THE ITEMS COVERED BY PAYMENTS MADE BY CITY TO CONSULTANT.
3.8 The final payment due hereunder shall not be paid until all reports, data and documents have been
submitted, received, accepted and approved by City. Final billing shall indicate "Final Bill — no additional
compensation is due to Consultant."
3.9 City may withhold compensation to such extent as may be necessary, in City's opinion,to protect City from
damage or loss for which Consultant is responsible, because of:
3.9.1 delays in the performance of Consultant's work;
3.9.2 failure of Consultant to make payments to subconsultants or vendors for labor,materials or equipment
for which City has paid Consultant;
; or
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3.9.4 persistent failure by Consultant to carry out the performance of its services in accordance with this
Agreement.
3.10 When the above reasons for withholding are removed or remedied by Consultant, compensation of the
amount withheld shall be made within 30 days. City shall not be deemed in default by reason of withholding
compensation as provided in accordance with Section 3.9 of this Agreement.
3.11 In the event of any dispute(s) between the Parties regarding the amount properly compensable for any
phase 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
as required by the terms of this Agreement, any such claim shall be waived.
3.12 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.
3.13 All funding obligations of the City under this Agreement are subject to the appropriation of funds in its annual
budget. The City may direct the Consultant to suspend work pending receipt and appropriation of funds.
ARTICLE IV—TIME AND PERIOD OF SERVICE
4.1 This Agreement shall be effective upon the signature of the City Manager or designee (Effective Date).
4.2 - - - - . . •_ • _ .._ .
4.3 The Consultant agrees to begin work on those authorized Services for this contract upon receipt of the
Notice to Proceed from the Director of Engineering Services. Work will not begin on any phase or any Additional
Services until requested in writing by the Consultant and written authorization is provided by the Director of
Engineering Services.
4.4 •..- • - • - ---- • -- - -• _ -- •• - • . Consultant shall perform and complete its obligations under this
Agreement in a prompt and continuous manner so as to not delay the Work for the Project, in accordance with the
schedules approved by City. The Consultant and City are aware that many factors may affect the Consultant's
ability to complete the services to be provided under this agreement. The Consultant must notify the City within
three business days of becoming aware of a factor that may affect the Consultant's ability to complete the services
hereunder.
4.5 City shall perform its obligations of review and approval in a prompt and continuous manner so as to not
delay the project.
4.6 This Agreement shall remain in force for a period which may reasonably be required for completion of the
Project, including any extra work and any required extensions thereto, unless terminated as provided for in this
Agreement. For construction design services, "completion of the Project" refers to acceptance by the City of the
construction phase of the Project, i.e., Final Completion.
ARTICLE V—OPINIONS OF COST
5.1 The Opinion of Probable Cost(OPC) is computed by the Consultant and includes the total cost for
construction of the Project.
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5.2 The OPC does not include the cost of the land, rights-of-way or other costs which are the responsibility
of the City.
5.3 Since Consultant has no control over a construction contractor's cost of labor, materials or equipment,
or over the contractor's methods of determining prices, or over competitive bidding or market conditions,
Consultant's opinions of probable Project Cost or Construction Cost provided herein are to be made on the
basis of Consultant's experience and qualifications and represent Consultant's best judgment as a design
professional familiar with the construction industry, but Consultant cannot and does not guarantee proposals,
bids or the construction cost shall not vary from the OPC prepared by Consultant.
5.4 The OPC must be validated and/or updated with each deliverable. If construction bids exceed the OPC,
the Consultant will redesign the project to be consistent with the OPC at no additional cost to City.
ARTICLE VI — INSURANCE REQUIREMENTS
6.1 Consultant must not commence work under this Agreement until all insurance required has been obtained
and such insurance has been reasonably approved by the City. Consultant must not allow any subcontractor to
commence work until all similar insurance required of any subcontractor has been obtained.
6.2 Insurance Requirements are shown in EXHIBIT C.
ARTICLE VII— INDEMNIFICATION
Consultant shall fully indemnify and hold harmless the City of Corpus Christi and its officials,
officers, agents, employees or other entity, 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 VIII —TERMINATION OF AGREEMENT
8.1 By Consultant:
8.1.1 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
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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.
8.1.2 The Consultant must follow the Termination Procedure outlined in this Agreement.
8.1.3 If the City fails to make payments to the Consultant in accordance with this Agreement and 60 days
have passed since payment was due, such failure shall be considered cause for termination or, at the
Consultant's option, cause for suspension of performance of services under this Agreement. If the
Consultant elects to suspend services,the Consultant shall give seven days'written notice to the City before
suspending services. In the event of a suspension of services, the Consultant shall have no liability to the
City for delay or damage caused the City because of such suspension of services. Before resuming
services, the Consultant shall be paid all sums due prior to suspension. The Consultant's fees for the
remaining services and the time schedules shall be equitably adjusted.
8.2 By City:
8.2.1 The City may terminate this agreement for convenience upon seven days' written notice to the
Consultant at the address of record.
8.2.2 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.
8.3 Termination Procedure
8.3.1 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.
8.3.2 Consultant shall submit all completed and/or partially completed work under this Agreement,
including but not limited to specifications, designs, plans and exhibits.
8.3.3 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.
8.3.4 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 IX— RIGHT OF REVIEW AND AUDIT
9.1 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
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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.
9.2 Consultant's records include any and all information, materials and data of every kind and character
generated as a result of and relevant to the Work under this Agreement(Consultant's Records). 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,and
any and all other agreements, sources of information and matters that may, in City's and Consultant's reasonable
judgment, have any bearing on or pertain to any matters, rights, duties or obligations under or covered by any
Agreement Documents.
9.3 City agrees that it shall exercise the right to audit, examine or inspect Consultant's Records only during
Consultant's regular business hours. Consultant agrees to allow City's designee access to all of Consultant's
Records,Consultant's facilities and Consultant's current 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.
9.4 Consultant shall include this audit clause in any subcontractor, supplier or vendor contract.
ARTICLE X—OWNER REMEDIES
10.1 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:
10.1.1 Negligent failure of the Consultant to make adequate progress and endanger timely and successful
completion of the Project,which includes negligent failure of subconsultants to meet contractual obligations;
10.1.2 Negligence 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.
10.1.3 Losses are incurred because of negligent errors and/or 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 negligent errors and/or omissions in the
documents.
10.3 When the City incurs non-value added work costs for change orders due to design errors and/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.
10.5 The City may withhold or nullify the whole or part of any payment as detailed in Article III.
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ARTICLE XI—CONSULTANT REMEDIES
11.1 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.
11.2 The City agrees that the Consultant is not responsible for damages arising from any cause beyond
Consultant's reasonable control.
11.3 If Consultant requests a remedy for a condition not specified above, Consultant must file a Claim as
provided in this Agreement.
ARTICLE XII —CLAIMS AND DISPUTE RESOLUTION
12.1 Filing of Claims
12.1.1 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.
12.1.2 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.
12.1.3 The responsibility to substantiate a claim rests with the party making the Claim.
12.1.4 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 Mediation.
12.1.5 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.
12.2 Mediation
12.2.1 All negotiations pursuant to this clause are confidential and shall be treated as compromise and
settlement negotiations for purposes of applicable rules of evidence.
12.2.2 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 thirty (30) calendar days after a Party
delivers a written notice of such dispute, then the Parties shall proceed with the mediation process
contained herein.
12.2.3.1 In the event that City or Consultant shall contend that the other has committed a material
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breach of this Agreement,the Party alleging such breach shall,as a condition precedent to
filing any lawsuit, request mediation of the dispute.
12.2.3.2 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.
12.2.3.3 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.
12.2.3.4 The parties shall share the mediator's fee. Venue for mediation shall be Nueces County,
Texas. The parties shall select a neutral third-party professional mediation service
experienced in handling construction disputes or some other mediation method or service
acceptable to the parties. 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.
12.3 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:
12.3.1 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;
12.3.2 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.
12.4 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 between the parties to this
Agreement.
12.5 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.
ARTICLE XIII — MISCELLANEOUS PROVISIONS
13.1 Assignability. Neither party will assign, transfer or delegate any of its obligations or duties under this
Agreement contract 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.
13.2 Ownership of Documents. Consultant agrees that upon full 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.
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Consultant may make a copy for its files.Consultant shall solely and exclusively retain all rights,title,and interest in,
and to,all intellectual property rights of the Consultant's background technology, information, materials,drawings,
documents, methods,and other property that was not created and developed in connection with the Services,and
that all such property ("Proprietary Standards") shall remain the sole, absolute, and exclusive property of the
Consultant and the City shall acquire no right,title,or interest in such Proprietary Standards.Any reuse by the City,
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 licensed professional prior to re-use of modified plans.
13.3 Standard of Care. Services provided by Consultant under this Agreement shall be performed with the
professional skill and care ordinarily provided by competent licensed professionals practicing in the same or similar
locality and 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.
13.4 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.
13.5 Entire Agreement. This Agreement 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.
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Form 1295 must be electronically filed with the Texas Ethics Commission at
13.8 Conflict of Interest. Consultant agrees, in compliance with Chapter 176 of the Texas Local Government
Code,to complete and file Form CIQ with the City Secretary's Office. 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
http://www.cctexas.com/govern ment/city-secretary/conflict-disclosure/index.
13.9 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. Cases must be filed and tried in
Nueces County and cannot be removed from Nueces County.
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13.10 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.
13.11 Conflict Resolution Between Documents. Consultant hereby agrees and acknowledges if anything
contained in the Consultant-prepared Exhibit A, Consultant's Scope of Services, or contained in any other
document prepared by Consultant and included herein,is in conflict with this Agreement,this Agreement shall take
precedence and control to resolve said conflict.
13.12 Photographic Representations. The Consultant shall have the right to include photographic or artistic
representations of the design of the Project among the Consultant's promotional and professional materials.The
Consultant shall be given reasonable access to the completed Project to make such representations.
CITY OF CORPUS CHRISTI PERKINS+WILL, INC.
itivid :7 f •
Margie C. Rose Date I
City Manager
November 18, 2016
Ron Stelmarski,AIA, NCARB, LEED,AP
Design Director, Principal
Perkins +Will, Inc.
10100 North Central Expressway
RECOMMENDED Dallas, TX 75231
/
(214) 283-8776 Office
0 //s 4 /2-A
/A Ron.Stelmarski@perkinswill.com
Mark n Vleck ate
Assistant ity Mana,er 9
ail I I ...._ / ). ii / it 16/ it,v.mi H. Gray, '.E. 11 iii Ko Date
Ex=•utive Directo 'f Pu•lic Warks II
APPROVED AS TO LEGAL FORM
/1 Aimee Alcorn-Reed
I( ,{r(wv� 2016.11.22 09:02:08-06'00'
Assistant City Attorney Date
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Project Number E16449
Accounting Unit 3549-051
Account 550950
Activity E16449013549EXP
Account Category 50950
Fund Name Street 2013 GO Bond 12
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PERKINS+WILL
04 SCOPE OF SERVICES /
The City of Corpus Christi is implementing a regional Bicycle Mobility Plan intended to foster cycling as a
safe and viable transportation alternative for riders of diverse abilities. The plan identifies approximately
290 miles of network connections linking residents to key destinations (such as schools, grocery stores,
and transit stops) prescribing the types of infrastructure that should be installed on each segment of the
network to uphold the leve of safety that the community seeks.
The Metropolitan Planning Organization (developers of the Bicycle Mobility Plan) have identified 33 miles
of priority Bicycle Boulevards on the basis of adjacency to existing (or pending) bicycle facilities, segment
length and direction, and location in terms of acces to key destinations/uses in the community.
The Bicycle Boulevards program is distinguished by streets on which low traffic volumes and speeds allow
bikes and cars to safely co-mingle if the right signage and lane markings are in place to effectively guide
cyclists and motorists. Bicycle Boulevards are bike-priority corridors.
The City of Corpus Christi has been awarded a TAP grant and will utilize "in kind match" funding to
finance hiring a distinguished service provider with experience in branding, identity development,
wayfinding, and signage system design to develop a Branding Design Study. This study is intended to yield
three related sign type standards to guide the implementation fo the city's Bicycle Mobility Network. The
three sign type standards are:
1. Bicycle Mobility Network Identification/Branding Sign Standard (including Logo)
2. Bicycle Mobility Network Directional Wayfinding Sign Standard
3. Bicycle Boulevards Designation/Identitfication Sign Standard
It is understood that this work is limited to the establishment of the logo and three sign standards listed
above, and that design and implementation of full sign type families based upon of those standards will be
covered as project(s) under separate scope and fee proposal(s).
Exhibit A
Page 1 of 8
PERKINS+WILL
04 SCOPE OF SERVICES /
Our team will utilize a two phase project process to deliver a well-crafted Brand Design Study related to the City
of Corpus Christi's (CCC) Bicycle Mobility Network. This work will include assessment of existing conditions;
creation of a project strategy; development of a logo; and establishment of three sign type standards. The following
describes our proposed process and deliverables for this project.
PHASE I: ORIENTATION + STRATEGY
Step 1:Project Kick Off
Perkins+Will shall initiate the project through a discussion with key CCC (Brian Bressler) and Metropolitan Planning
Organization (Jeff Pollack) representatives to establish a collaborative working relationship between all members
of the project team. This session will overview preliminary information, insights and general input to deepen our
understanding of the important aspects forming this project, covering topics such as:
• Project Issues& Objectives
• Existing Brand Identity& Signage Standards
• Federal, State, & Local Signage Code Requirements
• Bicycle Mobility Network/Bicycle Boulevard User Groups (existing&future demographics)
• Bicycle Mobility Network/Bicycle Boulevard Nomenclature, Destinations& Information/data
• Project Schedule& Budget Parameters
CCC will be asked to provide any available project information relevant to use with the project, which may include:
• City of Corpus Christi/Portland/Gregory brand identity standards & electronic files
• Bicycle Mobility Network pathway plans (engineering, landscaping&topographic survey, etc.)
• City of Corpus Christi/Portland/Gregory existing signage standards (plans, sign family, details)
Step 2:Stakeholder Interviews
Our team will conduct interviews with representatives of up to (5) key project Stakeholder groups. These discussions
will be utilized to understand key issues and requirements from the point of view of each entity, as well as to obtain
additional information concerning the project.CCC will be asked to help identify Stakeholder group representatives,as
well as coordinate scheduling of the interviews.The following have been preliminarily identified as Stakeholder groups:
• City of Corpus Christi
• Corpus Christi Metropolitan Planning Organization
• City of Portland/City of Gregory
• Regional Transportation Authority
• Downtown Management District/Port of Corpus Christi
Following completion of the interviews, we will notify CCC of any significant conflicts in Stakeholder information,
input or points of view. CCC will be asked to formally resolve and provide final direction to our team concerning
those conflicts so that we may move forward with the project development process.
Step 3:Selected Site Conditions Review
We will tour selected Bicycle Mobility Network/Bicycle Boulevard areas to to obtain a general understanding of
the project site conditions and requirements. First hand observation and a limited photographic survey will be
used to gather information concerning traffic circulation pathways/nodes, existing signage system(s), existing sign
locations, general sightlines and physical/man-made topography and elements impacting development of the three
sign type standards. (NOTE: This does NOT include a comprehensive tour& assessment of the entire system. We
ask CCC to identify "typical" and "unique" site conditions for our team's potential review.)
Exhibit A
Page 2 of 8
•
PERKINS+WILL
04 SCOPE OF SERVICES /
Step 4: Research&Assessment
Based on information gathered in Steps 1, 2 and 3 our team will analyze, consolidate and document all data
reviewed and received. We will also conduct independent research as related to the development of the Bicycle
Mobility Network logo and three sign type standards. The research and assessment nformation will be organized
by topic into a Report of Findings, which will form the foundation by which appropriate project strategies will be
developed via a Work Session with CCC.
Step 5:Project Work Session
Our team will facilitate (1) Work Session with the CCC (and other Stakeholders if desired by CCC)to review our
Research &Assessment process findings, as well as to interactively dialog concerning brand, wayfinding and
signage standard design strategies. Work session topics/activities may include:
• Report of Findings
• "Visual Listening" Exercise
• "Homework" Assignment Review
• Brand Identity& Differentiation
• Destinations, Nomenclature & Message Identification
• Cultural Interpretation & Impacts
• Refined Goals & Objectives
• Strategies for Success
• Project Schedule & Budget Parameters
Exhibit A
Page 3 of 8
PERKINS+WILL
04 SCOPE OF SERVICES /
PHASE II: LOGO+ SIGN TYPE STANDARDS
Step 1:Schematic Design
Based on input received and strategies developed in Phase I, our team will proceed with the development of
alternative Schematic Design approaches that will establish the appropriate brand expression, look/feel and
language of the Bicycle Mobility Network network, as well as the three sign type standards. Careful attention will
be paid to establishing designs that reflect the regional community's character and language, while also being cost
effective, maintainable and flexible in order to maximize value for the City of Corpus Christi and its partners.
We will present those alternates to the CCC (and other Stakeholders if desired by CCC)for review and input. (For
expediency, the presentation may be face-to-face or via video-conference, TBD). This work will include:
• Application of Brand Identity Strategy to Logo Development
• (3) Alternate Logo Concepts
• Brand Tone of VoiceNisual
• Concept Imagery
• Graphic Style, Look & Feel
• Design Conventions, Texture/Pattern
• Color Palette, Primary& Secondary Colors
• Brand Font(s) &Typeface(s)
• Application of Wayfinding Strategy to Sign Type Development
• (2) Alternate Sign Type Standards
• Nomenclature, Terminology& Destinations Information/Data
• Graphic Conventions Development
• Fonts, Ttype Size, Relationships & Kerning
• Layout Proportions, Relationships&Clear Space
• Branded and/or Color-Coding System
• Sign Standard Development
• Form, Shape, General Sizing& Proportion
• Materials, Finishes, Colors&Textures
• Typical Support Placement & Mounting Methods
• Maintenance & Security Features
• Conformance to Governmental Regulations& Code Requirements
• Opinions of Probable Cost-Range (via qualified signage vendors)
• Prepare and facilitate (1) Schematic Design Presentation
We will request that CCC provide input as well as select one preferred Schematic Design alternate for the logo and
three sign type standards, which our team will refine in Design Development.
Step 2:Design Development
During Design Development, our team will refine the preferred Schematic Design alternate and apply input
received to final Design Development. We will present that work to the CCC (and other Stakeholders if desired by
CCC)for their review and input. (For expediency, the presentation may be face-to-face or via video-conference,
TBD). This work will include:
• Final Logo Design
• Final Sign Type Standard Design
• Prepare and facilitate (1) Design Development Presentation
Exhibit A
Page 4 of 8
PERKINS+WILL
04 SCOPE OF SERVICES /
Step 3: Branding Design Study Turnover
We will update our Design Development presentation based on CCC input and issue this final version in Adobe
Acrobat PDF format to the City of Corpus Christi for its information and use. This document will represent the final
Branding Design Study and include the following:
1. Bicycle Mobility Network Logo (including electronic file)
2. Bicycle Mobility Network Identification/Branding Sign Standard
3. Bicycle Mobility Network Directional Wayfinding Sign Standard
4. Bicycle Boulevards Designation/Identification Sign Standard
Exhibit A
Page 5 of 8
•
•
PERKINS+WILL
04 PRELIMINARY PROJECT SCHEDULE TIMEFRAMES /
The following Preliminary Project Schedule Timeframes have been provided for City of Corpus Christi general
information. Upon CCC Letter of Intent and coordination of Kick Off/Stakeholder Interviews, Perkins+Will shall
issue a date-specific project schedule
PHASE I: ORIENTATION + STRATEGY NOV- DEC 2016
• Step 1:Project Kick Off(1 Day)
• Step 2:Stakeholder Interviews(1 -2 Days)
• Step 3:Selected Site Conditions Review(1 -2 Days)
• Step 4:Research&Assessment(2-3 Weeks)
• Step 5:Project Work Session (1 Day)
PHASE II: LOGO+ SIGN TYPE STANDARDS JAN - MAR 2017
• Step 1:Schematic Design (3-4 Weeks)
• SSchematic Design Work Session(1 Day)
• Step 2: Design Development(3-4 Weeks)
• Step 1: Schematic Design (1 Day)
• Step 3: Branding Design Study Turnover(1 Week)
Exhibit A
Page 6 of 8
•
PERKINS+WILL
05 COMPENSATION /
Professional Services Fee
Perkins+Will is pleased to propose professional services to the City of Corpus Christi for their Bicycle Mobility
Network Branding Design Study project, per the scope and deliverables noted above.
Professional Service Fees & Project Expenses $49,500
Phase I —Orientation + Strategy
Phase II — Logo+ Sign Type Standards
Fee/Expenses Breakdown
Perkins+Will $46,499 (93%)
Urban Engineering $3,500 (07%)
Project Expenses Included in Fees
Project Expenses are in included in the Professional Service Fees. These expenses include expenditures made by
Perkins+Will & Consultants in the interest of the project, such as: Transportation, living expenses& meals when
traveling in connection with the project; reproduction of drawings, specifications, and reports; prints and copies;
presentation boards& materials; research & reference materials (example: books, magazines, etc.); sample fees;
photographic and model materials/production; postage, messenger & handling/delivery charges.
The costs for any other project-related expenditures requested/approved by the Client shall be reimbursed to
Perkins+Will in addition to the Professional Service Fees listed above.
Fonts & Photography/Illustration
Selection, coordination and/or use-rights fees for fonts, photography, illustration or camera-ready art are not
included in the Professional Fees. If it is determined that the project requires such items, Perkins+Will shall
estimate the cost of these items for Client approval prior to proceeding with work or purchase.
Consultants
Perkins+Will is pleased to partner with Urban Engineering, a Corpus Chrisi-based engineering firm with previous
project experience with the City of Corpus Christi. This group will add value to the project by attending key
project meetings as well as assisting our team with its access to, and knowledge of the local conditions.
Invoicing
Invoices for Professional Fees and Reimbursable Expenses will be issued monthly, based upon percentage of
work completed and expenses incurred in that timeframe. Payments shall be due thirty (30) days from the date
invoiced.
Hourly Rates
Principal $325
Associate Principal $275
Sr. Project Manager/Designer $240
Project Designer $205
Designer III $170
Designer II $130
Designer I $120
Exhibit A
Page 7 of 8
PERKINS+WILL
05 COMPENSATION /
General Notes
It is presumed that the City of Corpus Christi (CCC) will provide referential information to our team such as CCC
brand identity standards, signage system standards, Bicycle Mobility Network plans, etc. (in electronic format)
It is presumed that CCC will provide all information concerning nomenclature, destinations, landmarks, streets,
addresses, distances, and other data that will be used with the signage system. CCC will be responsible for any
final proof review and approval of all signage graphics content/copy, names, dates, etc. for informational accuracy.
It is presumed that CCC will provide governmental (such as NATCO, TDOT, county and city) code and regulations
information for our team's use in project development.
It is presumed that CCC will establish a budget range an approximate sign quantity for the project no later than the
conclusion of Phase I, so that design can proceed within that context and our team's use in soliciting Opinions of
Probable Cost-Range Estimates from signage vendors. If a budget range or quantity is not established at that time,
revisions due to higher than desired cost estimates shall be done on an Hourly Additional Service.
This scope &fee are based on the development of all elements (logo and three sign type standards) as a singular
project process. Separate or phased development of any elements will require additional compensation.
It is recommended that a qualified signage vendor be enlisted to develop signage design prototype mock ups for
evaluation. This is integral to the design process, in order to provide an evaluation of production quality, detailing,
color, form, scale and graphic layout. (NOTE: Perkins+Will's time to create mock up documentation or coordinate
the mock up process is not included in the scope/fee of this proposal. The signage vendor's cost to fabricate or
install signage design prototype mock ups is also not included in this proposal.)
Supplemental Services
The services listed below are not included in the proposed project scope, but can be provided to the project as an
Additional Service. Upon Client request, Perkins+Will shall prepare a proposal defining a specific scope and fees
for these (or any other) services.
• Detailed site conditions survey documentation or database development
• Meetings or site visits/reviews beyond those specified in this proposal
• Photography/illustration art direction, non-CCC image search and/or fonts use-rights purchase coordination
• Electronic or interactive signage design, communication content, programming or technology selection
• Design mock-up/prototype development documentation and/or coordination
• Lighting design and/or on-site aiming/set-up
• Branded and/or custom fonts development
• Multi-lingual communications design or translation
• Development of "fly-thru" animations, video, print or electronic/website graphics & content
• Logo or signage system use guidelines/standards manual
• Signage system fabrication detailing/production files
• Structural, electrical or communications systems engineering services
• Logo trademark research or copyright documentation/submittal
• Documentation for bid or fabrication/installation
• Documentation for, submittal to, or attendance at govermental review& approval meetings
Exhibit A
Page 8 of 8
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EXHIBIT B-1
CONFIDENTIAL RATE SHEET
Rate sheets are confidential pursuant to section 552.104 of the Texas Government
Code since release of this information would give advantage to a competitor or bidder.
In addition, section 552.110 of the TX Govt. Code protects third party commercial and
financial information if release of the information would cause the third party substantial
competitive harm. Final determination of confidentiality will be made by the Texas
Attorney General.
DOCUMENTATION OF PROVISIONAL / OVERHEAD RATES: Overhead rate
documentation has been provided to the City of Corpus Christi and was utilized in
reviewing and approving the loaded hourly rates below.
PRINCIPALS: The Consultant must provide documentation with each payment request
that clearly indicates how a Principal's time is allocated and the justification for that
allocation.
PRINCIPAL(S): HOURLY RATE TX REGISTRATION #:
($/h r)
Project Consultant:
CAD Technician:
Clerical:
Other—specify:
SUBCONSULTANT(S):
(firm)
Principal(s):
Project Consultant:
CAD Technician:
Clerical
Other—specify:
Add additional subconsultants as needed.
Exhibit B-1
Confidential Rate Sheet
Page 1 of 1
EXHIBIT C
Insurance Requirements
Pre-Design, Design and General Consulting Contracts
1.1 Consultant must not commence work under this agreement until all required
insurance has been obtained and such insurance has been reasonably 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 Engineering Services 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. A waiver of subrogation is required on all applicable policies
except Professional Liability. 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,
required on all certificates or by
applicable policy endorsements
PROFESSIONAL LIABILITY $1,000,000 Per Claim and aggregate
(Errors and Omissions)
If claims made policy, retro date must be
prior to inception of agreement, have
extended reporting period provisions
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 Consultant shall be required to submit a copy of the replacement certificate of
Rev 07/16
Exhibit C
Page 1 of 2
insurance to City at the address provided below within 30 days of the change or renewal.
Consultant shall pay any costs incurred resulting from said changes. All notices under
this Article shall be given to City at the following address:
City of Corpus Christi
Attn: Engineering Services
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 Provide thirty (30) calendar days advance written notice directly to City of
any suspension, cancellation or non-renewal of coverage, and not less than
ten (10) calendar days advance written notice for nonpayment of premium.
1.7 Within five (5) calendar days of a suspension, cancellation or non-renewal of
coverage, Consultant shall 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 order Consultant to remove the exhibit
hereunder, and/or 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.
Rev 07/16
Exhibit C
Page 2 of 2