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CITY OF CORPUS CHRISTI
CONTRACT FOR PROFESSIONAL SERVICES
Project: 19069A Greenwood Pool Facility Improvements
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 WKMC Architects, Inc., a Texas corporation, 909 S. Tancahua Street, Corpus Christi,
Nueces County, Texas 78404, (Consultant), hereby agree as follows:
TABLE OF CONTENTS
ARTICLE NO. TITLE PAGE
ARTICLE I SCOPE OF SERVICES 2
ARTICLE II QUALITY CONTROL 3
ARTICLE III COMPENSATION 3
ARTICLE IV TIME AND PERIOD OF SERVICE 4
ARTICLE V OPINIONS OF COST 5
ARTICLE VI INSURANCE REQUIREMENTS 5
ARTICLE VII INDEMNIFICATION 5
ARTICLE VIII TERMINATION OF AGREEMENT 6
ARTICLE IX RIGHT OF REVIEW AND AUDIT 7
ARTICLE X OWNER REMEDIES 7
ARTICLE XI CONSULTANT REMEDIES 8
ARTICLE XII CLAIMS AND DISPUTE RESOLUTION 8
ARTICLE XIII MISCELLANEOUS PROVISIONS 10
EXHIBITS
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ARTICLE I —SCOPE OF SERVICES
1.1 The Consultant shall provide to Engineering 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. The approved Scope of Services defines the services to be performed by Consultant under this
Agreement.
1.2 Consultant shall follow City Codes and Standards effective at the time of the execution of the contract.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 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. Upon request, Consultant
must provide City with a list of all subconsultants that includes the services performed by subconsultant and the%
of work performed by subconsultant(in dollars). Changes in Consultant's proposed team as specified in the SOQ
or Scope of Services 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 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 City's General Conditions for Construction Contracts,excer attached
as-Exhibit-D.
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 plans, specification, bid and contract documents and to analyze
bids and evaluate the documents submitted by bidders.
1.6.3 The Consultant agrees to assist the City in evaluating the qualifications of the prospective
contractors, subcontractors and suppliers.
1.7 For projects that require subsurface utility investigation:
1.7.1 The Consultant agrees to prepare and submit to the City prior to the 60% submittal a signed and
sealed report identifying all utilities within the project area at the Quality Level specified in Exhibits A and A-
4-. It is assumed that all utilities will be identified using Quality Level A exploratory excavation unless stated
otherwise.
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1.7.2 Utilities that should be identified include but are not limited to utilities owned by the City, local
franchises, electric companies, communication companies, private pipeline companies and 3rd party
owners/operators.
1.8 For project with potential utility conflicts:
1.8.1 The Consultant agrees to coordinate the verification and resolution of all potential utility conflicts.
1.8.2 The Consultant agrees to prepare and submit a monthly Utility Coordination Matrix to the City.
1.9 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.
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.
2.3 Final construction documents that do not meet City standards in effect at the time of the execution of
this Agreement may be rejected. If final construction documents are found not to be in compliance with this
Agreement, Consultant will not be compensated for having to resubmit documents.
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 $25,000.00.
3.2 The Consultant's fee will be on a lump sum or time and materials(T&M)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.
-. • . _ _ _ . - - _ - -.•-. . - • • • - . _ ._ - . 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 in compliance with the Texas Prompt Payment Act.
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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 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;
3.9.3 damage to City; or
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 under 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. The right
to suspend work under this provision does not relieve the City of its obligation to make payments in accordance with
section 3.5 above for services provided up to the date of suspension.
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).
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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 Time is of the essence for this Agreement. 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 ten
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.
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.
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 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,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,
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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
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.
8.2 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&
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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 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 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;
10.1.2 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.
10.1.3 Losses are incurred because of 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 errors and/or omissions in the
documents.
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10.2 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.
10.3 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.
10.4 The City may withhold or nullify the whole or part of any payment as detailed in Article III.
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.
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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
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. 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.
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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 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 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 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 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.
13.6 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.
13.7 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.
agreement. Form 1295 must be electronically filed with the Texas Ethics Commi:Sion at
filed with the City. For more information, please review the Texas Ethics• Commission Rules at
13.10 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
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need to file a Form CIO, please review the information on the City Secretary's website at
http://www.cctexas.com/govern ment/city-secretary/conflict-disclosure/index.
13.11 Title VI Assurance. The Consultant shall prohibit discrimination in employment based upon race, color,
religion, national origin, gender, disability or age.
13.12 Controlling Law. This Agreement is governed by the laws of the State of Texas without regard to its conflicts
of laws. Venue for legal proceedings lies exclusively in Nueces County, Texas. Cases must be filed and tried in
Nueces County and cannot be removed from Nueces County.
13.13 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.
13.14 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 Articles l-XIII of this Agreement(Articles),
the Articles shall take precedence and control to resolve said conflict.
CITY OF CORPUS CHRISTI WKMC ARCHITECTS,INC.
Digitally signed by William S.McCord,AIA
DN:CeUS,Eovmccord@wkmcarchitecls.com.
William S. McCord, AIAcwwxiA°Architects,Inc',CN-*w'°iams
MCCg1d,AIA'
Q Reeser:I am approving this document
/ggrip. V iZ if Dido:2018.07.30162025-05'00'
Date
Mark Van Vleck D to William S. McCord
Assistant City M. age President
tt. 909 S. Tancahua Street
Corpus Christi,TX 78404
(361) 887-6696 Office
wmccord@wkrncarcMects.com
H. Edmonds, '. E. e
Director of Engineering Services
APPROVED AS TO LEGAL FORM
' 2019.08.02
09:09:59 -05'00'
Assistant City Attorney Date
Contract for Professional Services
Page 11 of 12
K:\Engineering Projects Data Management\19069A Greenwood Pool Facility Improvements(FMAC)13.AE Agreement,Contracts&FMAC Task
Orders\AE Agreement
Accounting Unit: 1020-12910-141
Account: 530000
Activity: 19069-A-1020-EXP
Account Category: 30000
Fund Name: General Fd
Amount: $25,000.00
Contract for Professional Services
Page 12 of 12
K:\Engineering Projects Data Management\19069A Greenwood Pool Facility Improvements(FMAC)\3.AE Agreement,Contracts&FMAC Task
Orders\AE Agreement
•
\A664ITECTS
July 23, 2019, REV. 2 (July 29, 2019)
City of Corpus Christi
Engineering Services
ATTN: Joe Johnson, FMAC Program Manager
1201 Leopard Street
Corpus Christi, Texas 78401
RE: Fee/Scope Proposal for Professional Services for City of
William S.McCord,AIA Corpus Christi, 19069A Greenwood Pool Facility Upgrades
Bill T.Wilson,II,FAIA
Thank you for the opportunity to provide a proposal for professional WE services for
Robert Conolly,AIA the City of Corpus Christi Greenwood Pool Upgrades Project.
Naomi Corley,RID
Jodi Smith Goings,RID Based on correspondence with city representatives and a site visit Friday, July 19, 2019
Jennifer Hilliard,AIA with city staff, we understand that the proposed project will include architectural,
Herbert Morrison,Ill,AIA mechanical, electrical and plumbing design. Our proposal has been divided into three
Connie Rivera,AIA
parts.
Frank Trimble,Ill,AIA
• Part 1- Scope of Work and Deliverables
• Part 2- Fee Proposal
• Part 3- Project Team
Please find Parts 1, 2, and 3 attached. Thank you for the opportunity to provide a
proposal on your upcoming project. Please let me know what questions I may answer.
We look forward to working with you.
Sincerely,
Jodi Smith Goings, RID
Program/ Project Manager
Exhibit A
Page 1 of 4
•
FRIT
PART 1: Scope of Work and Deliverables
The Scope of Work includes Architectural and MEP Design Services to perform the necessary field
investigations,technical assessments and design to provide the following:
• Architectural design services for replacement of existing flooring and security fencing, sealed by a
licensed architect.
• Mechanical and Plumbing design services for replacement of all pool piping systems and
addition of pump room ventilation.
• Electrical design services for replacement of site lighting and addition of lighting timer controls
system.
• Mechanical, Electrical and Plumbing design as required, sealed by licensed State of Texas PE,
including necessary field trips.
• Bidding assistance.
• Construction Administration services.
• Project Close-Out.
• Project Management.
Our Scope of Work does not include:
• Mechanical and Plumbing design services for renovations/upgrades to restroom and shower
areas.
• Changes to chemical injection system currently in place.
• Electrical design services for lighting renovations/upgrades to restroom and shower areas.
• Structural design for light pole foundation(s).
WKMC's Deliverables include:
• 90%Approval Design Submittal: Opinion of Probable Cost. Executive Summary, Drawing Review
and Project Submittal Checklist, Construction Drawings,Technical Specifications, Owner
Provided Front End Documents.
• 100% (Pre-ATA) Design Submittal: Opinion of Probable Cost. Executive Summary, Drawing
Review and Project Submittal Checklist, Comment Responses to Previous Review, Construction
Drawings,Technical Specifications, Owner Provided Front End Documents.
• Final (Bid Set) Design Submittal: Opinion of Probable Cost. Executive Summary, Comment
Response to Previous Review, Sealed Construction Drawings, Sealed Technical Specifications,
Owner Provided Front End Documents.
• Construction Administration and Bidding documentation as required.
• Project Close-Out documentation.
Exhibit A
Page 2 of 4
•
PART 2: Fee Proposal
Our fee proposal is provided as lump sum pricing, based on man-hours.
Fee Breakdown
Architectural $6,308
Architectural Misc. Expenses (Printing) $100
MEP Engineering $16,902
Consultant 10%Mark-Up $1,690
TOTAL $25,000
Please Note:
• TDLR review, registration, and inspection is not required for this project type.
• Asbestos and Lead Containing Sampling,Survey& Report was omitted. If this service is
required by the city, WKMC will request a proposal from our consultant.
• A Summary of Fees will be submitted once a verbal Notice to Proceed is received from the
owner representative.
Proposed Schedule:
We understand that this will be a fast-track construction project. The design services stated in our Fee
Proposal (up to Bidding) shall be completed within (4)weeks of Notice to Proceed. A/E will be available
to perform work immediately upon receipt of the Notice to Proceed. The proposed schedule hinges on
information required from the owner and owner comment review time.
Deliverable Duration Target Date
90% Design Submittal 10 business days July 25-August 7, 2019
100% Design Submittal 3 business days August 8-August 12, 2019
Final (Bid Set) 4 business days August 13-August 16, 2019
PART 3: Proposed Team
WKMC Architects- Architectural
Jodi Smith Goings - Project Management
Herb Morrison, AIA - Project Architect
Bath Engineering- Mechanical, Electrical, and Plumbing Engineering
Charlie Coffer - Project Management
Chris Garcia, PE - Project Engineer
Exhibit A
Page 3 of 4
GREENWOOD POOL FACILITY IMPROVEMENTS
CITY PROJECT NO. 19069A
SUMMARY OF FEES
Original Total Contract
Basic Services: Contract
Preliminary Phase $0.00 $0.00
Design Phase $15,000.00 $15,000.00
Bid Phase $5,000.00 $5,000.00
Construction Admin Phase $5,000.00 $5,000.00
Subtotal Basic Services $25,000.00 $25,000.00
Additional Services:
Permit Prepartion $0.00
Topographic Survey $0.00
ROW Acquisition Survey $0.00
Environmental Issues $0.00
Public Meetings $0.00
Construction Observation $0.00
Traffic Control $0.00
Signalization Improvements $0.00
Warranty Phase $0.00
Construction Inspection (T&M) $0.00
Platting Survey $0.00
O& M Manuals $0.00
SCADA $0.00
Subtotal Additional Services $0.00 $0.00
Summary of Fees:
Basic Services Fees $25,000.00 $25,000.00 .
Additional Services Fees $0.00 $0.00 .
Total Authorized Fees $25,000.00 $25,000.00
Admin Approval
Pending
Exhibit A
Page 4 of 4
Sample form for.
Payment Request
Company Name COMPLETE PROJECT NAME AE Contract
Billing Contact Info City Project No.XXXX Revised 07/29/19
Invoice No.12345
Invoice Date:MM/DD/YYYY
Billing Period:From XXXXX to YYYYY
Original Amend Amend Total Current Previous Total Remaining Percent
Basic Services: Contract No.1 No.2 Contract Invoice Invoice Invoiced Balance Complete
Preliminary Phase $0.00 $0.00 $0.00 #DIV/0!
Design Phase $0.00 $0.00 $0.00 #DIV/0!
Bid Phase $0.00 $0.00 $0.00 #DIV/0!
Construction Admin Phase $0.00 $0.00 $0.00 #DIV/0! _
Subtotal Basic Services $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 #DIV/0! '
•
Additional Services:
Permit Prepartion $0.00 $0.00 $0.00 #DIV/0!
Topographic Survey $0.00 $0.00 $0.00 #DIV/0!
ROW Acquisition Survey $0.00 $0.00 $0.00 #DIV/0!
Environmental Issues $0.00 $0.00 $0.00 #DIV/0!
Public Meetings $0.00 $0.00 $0.00 #DIV/0!
Construction Observation $0.00 $0.00 $0.00 #DIV/0!
Traffic Control $0.00 $0.00 $0.00 #DIV/0!
Signalization Improvements $0.00 $0.00 $0.00 #DIV/0!
Warranty Phase $0.00 $0.00 $0.00 #DIV/0!
Construction Inspection(T&M) $0.00 $0.00 $0.00 #DIV/0!
Platting Survey TBD TBD TBD TBD
O&M Manuals TBD TBD TBD TBD
SCADA TBD TBD TBD TBD
Subtotal Additional Services $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 #DIV/0!
Summary of Fees:
Basic Services Fees $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 #DIV/0!
Additional Services Fees $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 #DIV/0!
Total of Fees $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 #DIV/0!
+
Notes:
If needed, update this sample form based on the contract requirements. EXHIBIT"B"
If applicable,refer to the contract for information on what to include with time and materials(T&M). 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 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. Endorsements must be provided with COI. Project name
and or number must be listed in Description Box of COI.
TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE
30-written day notice of cancellation, Bodily Injury and Property Damage
required on all certificates or by Per occurrence - aggregate
applicable policy endorsements
PROFESSIONAL LIABILITY $1,000,000 Per Claim
(Errors and Omissions)
If claims made policy, retro date must be
prior to inception of agreement, have
extended reporting period provisions and
identify any limitations regarding who is
insured.
1.3 In the event of accidents of any kind related to this agreement, Consultant must furnish the City
with copies of all reports of any accidents within 10 days of the accident.
1.4 Consultant shall obtain and maintain in full force and effect for the duration of this Contract, and
any extension hereof, at Consultant's sole expense, insurance coverage written on an occurrence basis,
by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's
rating of no less than A- VII. Consultant is required to provide City with renewal Certificates.
1.5 In the event of a change in insurance coverage, Consultant shall be required to submit a copy of
the replacement certificate of insurance to City at the address provided below within 10 business days
of said change. Consultant shall pay any costs resulting from said changes.
Exhibit C
Page 1 of 2
•
•
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 If the policy is cancelled, other than for nonpayment of premium, notice of such
cancellation will be provided at least 30 days in advance of the cancellation effective date
to the certificate holder.
1.6.2 If the policy is cancelled for nonpayment of premium, notice of such cancellation will be
provided within 10 days of the cancellation effective date to the certificate holder.
1.7 Within five (5)calendar days of a suspension, cancellation or non-renewal of coverage, Consultant
shall notify City of such lapse in coverage and provide a replacement Certificate of Insurance and
applicable endorsements to City. City shall have the option to suspend Consultant's performance should
there be a lapse in coverage at any time during this contract. Failure to provide and to maintain the
required insurance shall constitute a material breach of this contract.
1.8 In addition to any other remedies the City may have upon Consultant's failure to provide and
maintain any insurance or policy endorsements to the extent and within the time herein required,the City
shall have the right to withhold any payment(s) if any, which become due to Consultant hereunder until
Consultant demonstrates compliance with the requirements hereof.
1.9 Nothing herein contained shall be construed as limiting in any way the extent to which Consultant
may be held responsible for payments of damages to persons or property resulting from Consultant's or
its subcontractor's performance of the work covered under this agreement.
1.10 It is agreed that Consultant's insurance shall be deemed primary and non-contributory with respect
to any insurance or self-insurance carried by the City of Corpus Christi for liability arising out of
operations under this agreement.
1.11 It is understood and agreed that the insurance required is in addition to and separate from any
other obligation contained in this agreement.
Exhibit C
Page 2 of 2