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HomeMy WebLinkAbout4.09 Senior Ctr Architectural Svcs 4 CITY OF DUBLIN AGENDA STATEMENT CITY COUNCIL MEETING DATE: April 27, l98_7__) SUBJECT Revised Agreement for Architectural Services Senior Citizens Center EXHIBITS ATTACHED A) Agreement for Architectural Services dated November 10, 1986 B) Revised Agreement for Architectural Services RECOMMENDATION 1 . Approve Revised Agreement 2 . Authorize Mayor to Execute Agreement FINANCIAL STATEMENT : Approximately $5, 350 (based on 10% of the estimated construction cost of $53, 500) . Sufficient funds were budgeted for acquisition which will not be necessary and therefore are available for design services. 2 DESCRIPTION • At the November 10, 19 7 )ieeting of the Dublin City Council, the Councir approved an Agreement for Architectural Services for the Senior Citizens Center between the City and Grossmann, Stoller & Associates (Exhibit A) . Shortly after the Council had approved the Agreement, and before staff had the opportunity to have the Agreement executed, the entire project was put on hold as the State Department of Local Assistance denied the Lease Agreement for Fallon School, the site of the proposed Senior Center. After a delay of approximately four months, the City received notification that the Lease Agreement was approved. Staff therefore made arrangements to execute the Agreement for Architectural Services . Upon review by John Grossmann, Principal of Grossmann Design Group (formerly Grossmann, Stoller & Associates) , Mr. Grossmann asked that the following revisions be made to the Agreement: Page 1 - Section II A. For professional services described in Paragraph I, compensation shall be as follows: ARCHITECTS fee for professional services described in Attachment A shall not exceed ten percent of the estimated construction cost. The estimated construction cost is $53, 500 . Page 1 - Section III A. Payments for professional services described in Paragraph I shall be as described in Paragraph II . Payment will be due no later than 30 days from the date of the invoices . Invoices will be mailed on the 1st day of each month. Ten percent ( 10% ) retention shall be made on each progress payment until the design portion of the project is completed. At the completion of the design phase as defined by Attachment A, Items 1, 2 and 3 and acceptance of the design by the CITY, the ARCHITECT shall be paid all monies retained ( 10 % retention) . ITEM NO 0 AGENDA STATEMENT Revised Agreement for Architectural Services Page Two B. If the Scope of the Project is changed materially, compensation for professional services shall be subject to re-negotiation. After completion of preliminary design, preparation of a preliminary construction cost estimate, and acceptance of the preliminary design by the CITY, the ARCHITECT'S fees for professional services as described in Paragraph II shall be adjusted as required by the revised estimate of construction costs to accurately reflect a revised not to exceed fee. The revised fee shall be ten percent (10%) of the estimated construction cost as outlined in the ARCHITECT' S preliminary design submittal to the CITY and accepted by the CITY. Page 3 - Section VIII, B b. Professional liability insurance, including errors and omissions coverage, in an amount not less than $1 million. Evidence of this insurance, by certificate from the insurer or insurers, shall be given to CITY. The policy or policies shall provide that no cancellation or material change shall be made in them unless at least thirty days' prior notification thereof shall have been given to CITY. The City Attorney has reviewed these revisions and feels that since they materially change the substance of the agreement as previously drafted, it is necessary for the Council to approve them. Exhibit B is the Revised Agreement for Architectural Services incorporating the changes as outlined above. It is the recommendation of staff that the Council take the following action: 1 . Approve Revised Agreement 2 . Authorize Mayor to Execute Agreement • .t. EXHIBIT A CITY OF DUBLIN AGREEMENT FOR ARCHITECTURAL SERVICES SENIOR CITIZENS CENTER AGREEMENT is made this day of in the year Nineteen Hundred and Eighty-Six by and between the Architect: GROSSMANN, STOLLER & ASSOCIATES Architects and Planners 448 Bryant Street San Francisco, California 94107 hereinafter called "ARCHITECT" and; City of Dublin 6500 Dublin Blvd. , Suite 205 Dublin, California 94568 hereinafter called "CITY" . The ARCHITECT and the CITY agree as set forth below: I. The ARCHITECT shall provide the following professional services for the CITY in accordance with the Terms and Conditions of this Agreement. A. Project Scope of Work: See Attachment A. II. The CITY shall compensate the ARCHITECT in accordance with the Terms and Conditions of this Agreement. A. For professional services described in Paragraph I, compensation shall be as follows: ARCHITECT' S fee as submitted shall not exceed ten percent of the construction ' cost. The estimated construction cost is $53 , 500. B. Compensation for the ARCHITECT'S reimbursable expenses and for compensation' for professional services not described in Attachment A shall be on the basis of the ARCHITECT' S standard hourly rates as outlined in Attachment B, and expenses, including expense of transportation and living when traveling, long distance telephone calls and telegrams, expense of reproductions, postage and handling of written material and drawings shall be reimbursed at cost. III. The ARCHITECT and the CITY agree in accordance with the Terms and Conditions of this Agreement that: A. Payments for professional services described in Paragraph I shall be based on a percentage of completion of the basic services described in Paragraph I at the end of each month. Payment will be due no later than '30 days from the date of the invoices. Invoices will be mailed on the 1st day of each month. Ten percent ( 10% ) retention shall be made on each progress payment until the entire project is completed. B. If the Scope of the Project is changed materially, compensation for professional services shall be subject to renegotiation. C. The CITY shall have the right to stop the ARCHITECT'S work at any time by notifying the ARCHITECT in writing to stop work on the professional services described in Paragraph I . The CITY shall be liable for payment for all invoices previously rendered and for any work performed by the ARCHITECT during the time that elapses between the last invoice and the notice to stop work. D. If the CITY objects to any invoice submitted by the ARCHITECT, he shall so advise the ARCHITECT in writing, giving his reasons and shall pay that portion of the invoice which has been accepted by the CITY. • E. If the CITY fails to pay the ARCHITECT as described in this Section, the ARCHITECT may, after giving written notice to the CITY, suspend services under this Agreement until his outstanding invoices have been paid in full, with the exception of the retention identified in "A" above. IV. ARCHITECT shall be the project administrator. ARCHITECT hereby agrees to provide the professional skills necessary to perform the work contemplated under this Agreement; and recognizes that the CITY, not being skilled in such matters, relies upon ARCHITECT to perform the required work in a skillful and professional manner. The acceptance by CITY of all or any portion of the work performed shall not operate as a release of ARCHITECT from said Agreement. Furthermore, ARCHITECT agrees that all architectural services to be 'provided under the terms of this Agreement will be accomplished by or under the direct supervision of ARCHITECT'S licensed to practice in the State of California. V. THE CITY' S RESPONSIBILITIES A. Shall provide all available information regarding the requirements of the project to the ARCHITECT including topographic and site survey information, and as-built drawings of existing buildings and shall assist in obtaining other pertinent information. B. Shall designate, when necessary, a representative authorized to act on their behalf with respect to the project. The CITY shall examine documents submitted by the ARCHITECT and shall render decisions pertaining thereto promptly, to avoid unreasonable delay in the progress of the ARCHITECT'S services. C. The CITY shall advise the ARCHITECT of the identity of other consultants participating in the project and the scope of their services. VI . TERMINATION OF AGREEMENT A. This Agreement may be terminated by either party upon seven days ' written notice should the other part fail substantially to perform in accordance with its terms through no fault of the party initiating the termination. VII . OWNERSHIP OF DOCUMENTS A. Drawings, Reports and Specifications prepared by the ARCHITECT as instruments of service are and shall become the property of the CITY, whether the Project for which they are made is executed or not. They are not to be used on other projects except by agreement in writing. ARCHITECT shall not assume liability for any alterations in final approval unless said alteration is approved in writing. VIII . INDEMNITY AND INSURANCE A. ARCHITECT shall be solely responsible and hold CITY harmless for all matters relating to the payment of ARCHITECT' S employees, including compliance with Social Security, Worker ' s Compensation laws, tax withholding, and all regulations governing such matters. -9- ARCHITECT shall indemnify and hold CITY harmless from liability for personal injury, property damage and/or death proximately caused by the negligent acts or omissions or willful misconduct of ARCHITECT or anyone acting on ARCHITECT'S behalf in connnection with this Agreement. B. INSURANCE - ARCHITECT shall obtain, and keep in full force and effect, at all times during the term of this Agreement, the following insurance and bonding: a. Compensation insurance necessary in connection with the performance of this Agreement to protect all of ARCHITECT' S employees under the Workmen' s Compensation Insurance and Safety Act. Such insurance shall relieve CITY from all responsibility therefore. b. Professional liability insurance, including errors and omissions coverage, in an amount not less than $1 million. Evidence of this insurance, by certificate from the insurer or insurers, shall be given to CITY. CITY shall be an additional named insured on the policy or policies . The policy or policies shall provide that no cancellation or material change shall be made in them unless at least thirty days ' prior notification thereof shall have been given to CITY. IX. NON-EMPLOYMENT A. Neither the ARCHITECT nor any of its employees shall by virtue of this Agreement be an employee of CITY for any purpose whatsoever, nor shall it or they be entitled to any of the rights, privileges, or benefits of CITY employees . ARCHITECT shall be deemed at all times an independent contractor and shall be wholly responsible for the manner in which it performs services required by the terms of this Agreement. ARCHITECT assumes exclusively the responsibility for the acts of its employees as they relate to the services to be provided during the course and scope of their employment. X. COMPLIANCE WITH LAWS A. ARCHITECT shall comply with all applicable laws, ordinances, and codes of federal, state, and local governments in performing any of the work embraced by this Agreement. XI . SUCCESSORS AND ASSIGNS A. Neither the CITY nor the ARCHITECT shall assign, sublet or transfer his interest in this Agreement without the written consent of the other. XII. ARBITRATION A. All claims, disputes and other matters in question arising out of, or relating to this Agreement, or the breach thereof, shall be decided by arbitration in accordance with the Rules of the American Arbitration Association then obtaining unless the parties mutually agree otherwise. This agreement to arbitrate shall be specifically enforceable under the prevailing arbitration law. -3- B. Notice of the demand for arbitration shall be filed in writing with the other party to this Agreement and with the American Arbitration Association. The demand shall be made within a reasonable time after the claim, dispute or other matter in question has arisen. In no event shall the demand for arbitration be made after the date when institution of legal or equitable proceedings based on such claim, dispute or other matter in question would be barred by the applicable statute of limitations . C . The award rendered by the arbitrators shall be final, and judgment may be entered upon it in accordance with applicable law in any court having jurisdiction thereof . XIII . EXTENT OF AGREEMENT A. This Agreement including Attachments A and B represent the entire and integrated agreement between the CITY and the ARCHITECT and supersedes all prior negotiations, representations or agreements, either written or oral . This Agreement may be amended only by written instrument signed by both the CITY and the ARCHITECT. XIV. GOVERNING LAW A. Unless otherwise specified, this Agreement shall be governed by the laws of the State of California. This Agreement executed the day and year first written above. GROSSMANN, STOLLER & ASSOCIATES CITY: By: (Signature) • (Signature) John P. Grossmann Peter W. Snyder Principal Mayor ATTEST: City Clerk -A- CITY OF DUBLIN R E V I S E D AGREEMENT FOR ARCHITECTURAL SERVICES SENIOR CITIZENS CENTER AGREEMENT is made this day of in the year Nineteen Hundred and Eighty-Seven by and between the Architect: GROSSMANN DESIGN GROUP Architects and Planners 151 Townsend Street San Francisco, California 94107 hereinafter called "ARCHITECT" and; City of Dublin 6500 Dublin Blvd. , Suite 205 Dublin, California 94568 hereinafter called "CITY" . The ARCHITECT and the CITY agree as set forth below: I. The ARCHITECT shall provide the following professional services for the CITY in accordance with the Terms and Conditions of this Agreement. A. Project Scope of Work: See Attachment A. II. The CITY shall compensate the ARCHITECT in accordance with the Terms and Conditions of this Agreement. A. For professional services described in Paragraph I, compensation shall be as follows: ARCHITECT' S fee for professional services described in Attachment A shall not exceed ten percent of the estimated construction cost. The estimated construction cost is $53, 500. B. Compensation for the ARCHITECT' S reimbursable expenses and for compensation for professional services described in Attachment A shall be on the basis of the ARCHITECT' S standard hourly rates as outlined in Attachment B, and expenses, including expense of transportation and living when traveling, long distance telephone calls and telegrams, expense of reproductions, postage and handling of written material and drawings shall be reimbursed at cost. III. The ARCHITECT and the CITY agree in accordance with the Terms and Conditions of this Agreement that: A. Payments for professional services described in Paragraph I shall be as described in Paragraph II. Payment will be due no later than 30 days from the date of the invoices . Invoices will be mailed on the 1st day of each month. Ten percent ( 10% ) retention shall be made on each progress payment until the design portion of the project is completed. At the completion of the design phase as defined by Attachment A, Items 1, 2 and 3 and acceptance of the design by the CITY, the ARCHITECT shall be paid all monies retained (10% retention) . -1- B. If the Scope of the Project is changed materially, compensation for professional services shall be subject to re-negotiation. After completion of preliminary design, preparation of a preliminary construction cost estimate, and acceptance of the preliminary design by the CITY, the ARCHITECT' S fees for professional services as described in Paragraph II shall be adjusted as required by the revised estimate of construction costs to accurately reflect a revised not to exceed fee. The revised fee shall be ten percent (10%) of the estimated construction cost as outlined in the ARCHITECT' S preliminary design submittal to the CITY and accepted by the CITY. C. The CITY shall have the right to stop the ARCHITECT' S work at any time by notifying the ARCHITECT in writing to stop work on the professional services described in Paragraph I . The CITY shall be liable for payment for all invoices previously rendered and for any work performed by the ARCHITECT during the time that elapses between the last invoice and the notice to stop work. If the CITY objects to any invoice submitted by the ARCHITECT, he shall so advise the ARCHITECT in writing, giving his reasons and shall pay that portion of the invoice which has been accepted by the CITY. E. If the CITY fails to pay the ARCHITECT as described in this Section, the ARCHITECT may, after giving written notice to the CITY, suspend services under this Agreement until his outstanding invoices have been paid in full, with the exception of the retention identified in "A" above. IV. ARCHITECT shall be the project administrator. ARCHITECT hereby agrees to provide the professional skills necessary to perform the work contemplated under this Agreement; and recognizes that the CITY, not being skilled in such matters, relies upon ARCHITECT to perform the required work in a skillful and professional manner. The acceptance by CITY of all or any portion of the work performed shall not operate as a release of ARCHITECT from said Agreement. Furthermore, ARCHITECT agrees that all architectural services to be provided under the terms of this Agreement will be accomplished by or under the direct supervision of ARCHITECT' S licensed to practice in the State of California. V. THE CITY' S RESPONSIBILITIES A. Shall provide all available information regarding the requirements of the project to the ARCHITECT including topographic and site survey information, and as-built drawings of existing buildings and shall assist in obtaining other pertinent information. B. Shall designate, when necessary, a representative authorized to act on their behalf with respect to the project. The CITY shall examine documents submitted by the ARCHITECT and shall render decisions pertaining thereto promptly, to avoid unreasonable delay in the progress of the ARCHITECT' S services. C. The CITY shall advise the ARCHITECT of the identity of other consultants participating in the project and the scope of their services. VI. TERMINATION OF AGREEMENT A. This Agreement may be terminated by either party upon seven days ' written notice should the other part fail substantially to perform in accordance with its terms through no fault of the party initiating the termination. -2- VII. OWNERSHIP OF DOCUMENTS A. Drawings, Reports and Specifications prepared by the ARCHITECT as instruments of service are and shall become the property of the CITY, whether the Project for which they are made is executed or not. They are not to be used on other projects except by agreement in writing. ARCHITECT shall not assume liability for any alterations in final approval unless said alteration is approved in writing. VIII. INDEMNITY AND INSURANCE A. ARCHITECT shall be solely responsible and hold CITY harmless for all matters relating to the payment of ARCHITECT'S employees, including compliance with Social Security, Worker' s Compensation laws, tax withholding, and all regulations governing such matters. ARCHITECT shall indemnify and hold CITY harmless from liability for personal injury, property damage and/or death proximately caused by the negligent acts or omissions or willful misconduct of ARCHITECT or anyone acting on ARCHITECT'S behalf in connnection with this Agreement. B. INSURANCE - ARCHITECT shall obtain, and keep in full force and effect, at all times during the term of this Agreement, the following insurance and bonding: a. Compensation insurance necessary in connection with the performance of this Agreement to protect all of ARCHITECT'S employees under the Workmen' s Compensation Insurance and Safety Act. Such insurance shall relieve CITY from all responsibility therefore. b. Professional liability insurance, including errors and omissions coverage, in an amount not less than $1 million. Evidence of this insurance, by certificate from the insurer or insurers, shall be given to CITY. The policy or policies shall provide that no cancellation or material change shall be made in them unless at least thirty days ' prior notification thereof shall have been given to CITY. IX. NON-EMPLOYMENT A. Neither the ARCHITECT nor any of its employees shall by virtue of this Agreement be an employee of CITY for any purpose whatsoever, nor shall it or they be entitled to any of the rights, privileges, or benefits of CITY employees. ARCHITECT shall be deemed at all times an independent contractor and shall be wholly responsible for the manner in which it performs services required by the terms of this Agreement. ARCHITECT assumes exclusively the responsibility for the acts of its employees as they relate to the services to be provided during the course and scope of their employment. X. COMPLIANCE WITH LAWS A. ARCHITECT shall comply with all applicable laws, ordinances, and codes of federal, state, and local governments in performing any of the work embraced by this Agreement. -3- XI . SUCCESSORS AND ASSIGNS A. Neither the CITY nor the ARCHITECT shall assign, sublet or transfer his interest in this Agreement without the written consent of the other. XII. ARBITRATION A. All claims, disputes and other matters in question arising out of, or relating to this Agreement, or the breach thereof, shall be decided by arbitration in accordance with the Rules of the American Arbitration Association then obtaining unless the parties mutually agree otherwise. This agreement to arbitrate shall be specifically enforceable under the prevailing arbitration law. B. Notice of the demand for arbitration shall be filed in writing with the other party to this Agreement and with the American Arbitration Association. The demand shall be made within a reasonable time after the claim, dispute or other matter in question has arisen. In no event shall the demand for arbitration be made after the date when institution of legal or equitable proceedings based on such claim, dispute or other matter in question would be barred by the applicable statute of limitations. C. The award rendered by the arbitrators shall be final, and judgment may be entered upon it in accordance with applicable law in any court having jurisdiction thereof. XIII. EXTENT OF AGREEMENT A. This Agreement including Attachments A and B represent the entire and integrated agreement between the CITY and the ARCHITECT and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by written instrument signed by both the CITY and the ARCHITECT. XIV. GOVERNING LAW A. Unless otherwise specified, this Agreement shall be governed by the laws of the State of California. This Agreement executed the day and year first written above. GROSSMANN DESIGN GROUP CITY: By: (Signature) (Signature) John P. Grossmann Linda J. Jeffery Principal Mayor ATTEST: City Clerk -4- a