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HomeMy WebLinkAboutAgr 2002-06-19 (Bull Stockwell Associates BSA) 14 Architects 350 Pacific Avenue, San Francisco, CA 94111 /415-781-1526/415-982-1551 dross@bsaarchitects.com Transmittal PROJECT: Tiburon Town Hall Remodel DISTRIBUTION: PROJECT NO: P02-212 DA TE: June 19, 2002 [R] Client: Alex McIntyre, Town Manager Town of Tiburon 1505 Tiburon Boulevard Tiburon, CA 94920 415-435-7373 FAX: 415-435-2438 D Other: D Other: TRANSMITTED VIA: [R] Mail D Courier D Hand D Overnight D FAX NO. OF PAGES COPIES DATE 6/17/02 DESCRIPTION Interior Remodel Agreement Message I have signed the attached agreement and have provided clean originals of the BSA Scope and Fee for your use. Please return a signed copy of this agreement for our files once you have completed the agreement. I look forward to working with you on this project. Give me a call once the agreement is finalized so we can schedule our next meeting. David By David D. Ross X:\OO-Pfiles\2002\P02-212 - Tiburon Town Hall Rel11odel\Proposals\T020619amdoc AGREEMENT GENERAL ARCHITECTURAL & DESIGN SERVICES Ct 1"- THIS AGREEMENT, made and entered this LdayofJune, 2002, by and between the TOWN OF TIBURON, a political subdivision of the State of California, hereinafter called "Town," and BSA ARCHITECTS, hereinafter referred to as "Consultant." RECITALS A. The Town desires to retain a qualified professional to provide those services described under "Scope of Services," which is attached hereto as Exhibit A and incorporated herein by reference ("Services"). Consultant is fully qualified and possesses all necessary licenses and credentials to provide the Services. B. The parties wish to contract for the Consultant to provide the Services as set forth herein. AGREEMENT 1. Scope of Consultant Services. Consultant shall perform those Services described in the Scope of Services. Any Additional Services must be authorized by the Town in writing. 2. Compensation. Consultant shall submit monthly invoices for payment based on the percentage of Services completed. All invoices shall be paid within 30 days of submission to the Town. Consultant's fee for any Additional Services shall be compensated on a time and materials basis up to a maximum amount that shall be established in the document in which the Town authorizes the Additional Services. 3. Standard of Work; Indemnitv. Consultant shall perform the Services in a skillful and professional manner compatible with the usual, customary standard of Consultant's profession. Consultant shall indemnify, defend and hold Town harmless from and against claims, liabilities, suits, loss, cost, expense and damages (collectively, "Claims and Losses") to the extent that such Claims and Losses arise from Consultant's negligence or willful misconduct in performing the Services pursuant to this Agreement. In the event that other parties are found to share responsibility for the Claims and Losses due to their negligence or willful misconduct, Consultant's liability under this paragraph shall not exceed its proportionate share of responsibility for the Claims and Losses relative to such other parties. 4. Consultant as 11dependent Contractor. Consultant (including its agents and employees) is not an agent or employee of the Town but is an independent contractor not subject to the direction and control of the Town. Without limiting the foregoing, Consultant shall maintain complete control of its operations and personnel and shall be solely liable and responsible to pay all required salaries, wages, expenses, taxes and other obligations, including, but not limited to, withholding and Social Security. 1 5. Audit of Books and Records. Town may, in its sole discretion, undertake an independent audit and/or evaluation of the Consultant's records and accounts of expenditures and program activities at its own expense. Consultant shall furnish all items necessary in the Town's discretion to complete said audit and/or evaluation. 6. Insurance. Consultant shall maintain insurance as set forth below. A. Comprehensive General Liability: Combined single limit of $1,000,000 for each single occurrence and $2,000,000 annual aggregate. B. Comprehensive Automobile Liability: Combined single limit of$I,OOO,OOO for each single occurrence for bodily injury and property damages; $2,000,000 annual aggregate. C. Engineers Professional Liability: For an amount of at least $1,000,000 on a claims made basis. D. Workers' Compensation Coverage: As required by the laws of the State of California. E. The insurance required under paragraphs A and B, above, shall be endorsed with language covering the Town, its officials, officers, employees, agents and volunteers. Such coverage shall be primary insurance to the Town, its officials, officers and employees and shall act as though a separate policy had been written for each. Any failure to comply with the reporting requirements of the policies shall not affect coverage provided to the Town, its officials, officers and employees. F. The insurance required by this Paragraph shall not be suspended, voided, canceled or reduced in coverage or in limits except after thirty days written notice has been received by the Town. G. Evidence of compliance with the insurance and endorsement requirements of this Paragraph shall be subject to the approval of the Town Attorney. 7. Ownership of Documents. All plans, studies, documents and other writings prepared for and by Consultant, its officers, employees and agents and subcontractors in the course of performing the Services shall be the property of Town and Town shall have the sole right to use such materials in its discretion without further compensation to Company or to any other party. Consultant shall, upon request, provide such materials to Town. Unless otherwise provided, this paragraph shall not apply to formulae, modes of analyses or other instruments used by Consultant to develop the plans, studies, documents and other writings prepared in the course of performing the Services. Town acknowledges that such documents are prepared for use only in connection with particular projects. Consultant makes no representation that said documents are suitable 2 for re-use on any other project or on any expansion of the original project. Any such re- use by Town without specific written approval by Consultant shall be at Town's sole risk. 8. Stop Work Order. Town may at any time, by written notice to Consultant ("Stop Work Order"), require Consultant to stop or suspend performance of the Services, in whole or in part, for a period of up to ninety days after such notice is delivered to Consultant. Upon receipt of the Stop Work Order, Consultant shall immediately comply therewith and take all reasonable steps to minimize the incurrence of costs allocable to the Services covered by the Stop Work Order during the period of work stoppage. Within ninety days of the delivery of the Stop Work Order, or such later time as may be agreed to by the parties, Town shall either cancel the Stop Work Order or terminate this Agreement as provided in Paragraph 11. Consultant shall resume work upon the cancellation of the Stop Work Order. To the extent that the Stop Work Order results in a documentable increase in the cost of performing the Services or the time required for such performance, Consultant shall receive an equitable adjustment in compensation or an extension of time for performance, as appropriate. 9. Delinquency. In the event that a proper invoice remains unpaid for more than 30 days after submittal, Consultant may commence to charge interest of the unpaid amounts at the lesser of 1.5% per month or the maximum rate allowed under applicable usury laws. In addition, Consultant may suspend the performance of the Services after giving Town 10 days notice of its intent to do so. In the event of such suspension, the Base Fee shall be increased to include Consultant's reasonable costs of suspending and restarting the Services. 10. Termination of Contract. It is expressly understood that either party shall have the right to terminate this agreement within five (5) days written notice to the other party. In such event, Consultant shall deliver to the Town copies of all finished and unfinished surveys, studies, documents, computer disks, and/or reports pertaining to the contract, and Consultant shall be entitled to receive just and equitable compensation for any satisfactory work completed as determined by the Town. 11. Discrimination. In the performance of the terms of this Agreement, Consultant shall not engage in nor permit others he may employ to engage in discrimination in the employment of such persons based on race, color, religion, sex, sexual preference, age, or handicapped conditions. 12. Dispute Resolution. In the event that a dispute arises between the parties relating to this Agreement, the parties shall attempt in good faith to resolve the dispute through direct negotiation. In the event that direct negotiation is unsuccessful, the parties will attempt to resolve the dispute through mediation. Neither party shall have the right to institute litigation to resolve the dispute until they have tried in good faith to settle the matter through mediation without success. 3 13. Miscellaneous. A. Other Contract Provisions. Other provisions may be set forth in Exhibit A. To the extent that there are any inconsistencies with such Exhibit and the other portions of this Agreement, the latter shall prevail. B. Governing Law. This Agreement shall be governed by the laws of the State of California. C. Severability. If any provIsIon of this Agreement is found to be invalid or unenforceable, the validity and enforceability of the remaining portions shall not be affected unless the effect thereof would materially change the economic burden on either party. D. Successors in Interest; Assignment. This Agreement shall be binding on the assigns and successors in interest to both parties. Neither party may assign their obligations under this Agreement without the written consent of the other party. E. Entire Agreement Amendment. This Agreement represents the entire Agreement between the parties. This Agreement may only be amended in writing. IN WITNESS WHEREOF the parties hereto have caused their duly authorized representatives to execute this Agreement the day and year above written. CONSULTANT TO rOJQf~ By: DAvlO o. Ross Its: VlLe p(tE,<&lO~ttT TOWN OF TmURON Alex McIntyre, Town APPROVED AS TO FORM: 4'//d/---- Ann R. Danforth, Town Attorney 4 Tiburon Town Hall Interior Remodel Tiburon, California SCOPE OF WORK STATEMENT June 10, 2002 BSA Architects 350 Pacific Avenue I SanFrancisco,CA 941111 (415)781-15261 FAX (415) 982-1551 A. BASIC SERVICES 1 . Design Development BSA will review work completed to date and make any recommendations for revisions to the design. These recommendations will be presented to city staff for review and discussion. Final layout will be prepared based on staff review and comments. BSA will meet on site with selected Contractor to review design prior to final construction documentation. 2. Construction Documents BSA will prepare construction documents for permit submittal, and construction by selected Contractor. These will not be intended for public bid. These will be Architectural Drawings only. We will show revisions to electrical fixtures, lighting, switches, data and telephone locations. It is the intent is that the existing circuits will be rerouted and reused for this scope. BSA will prepare an outline specification for materials and finishes in this scope. The City should prepare a general conditions section to establish their expectations of the Contractor for duration and hours of work, access, dust protection, limitations and extent of work area, access to be maintained for city staff or public, and any other limitations or criteria. 3. Permit Submittal and Contractor Selection BSA will submit documents for permit review with the City. Plan check comments will be incorporated in construction set and one set of reproducible documents will be made available for use by the City and their selected Contractor. All applications and fees associated with permitting and construction of the project are the Owners responsibility. BSA will assist the City in identifying potential Contractors and evaluating qualifications. 4. Construction Administration BSA will participate in project kick-off meeting and occasional site visitations during construction. BSA will review Contractors construction schedule, schedule of values and submittal schedule at the beginning of the project. Tiburon Town Hall- Interior Remodel June 10,2002 Page 2 BSA will review Contractor submittals, RFl's, necessary change order proposals and payment applications. BSA has assumed Contractor will treat final resolution of casework, electrical scope, doors, glazing and finishes as \\ design/build" to reflect architects design intent and match similar existing conditions wherever possible. BSA has not allowed extensive hours towards coordination of this type of resolution. B. ADDITIONAL SERVICES 1. Design changes to approved design drawings can be provided as an additional service. 2. Any additional engineering or consulting services can be provided as an additional service. 3. Any presentation tools or methods beyond black & white plans and elevations can be provided as an additional service. 4. Additional presentations and workshops for client group or public representatives can be provided as an additional service. 5. Construction documentation beyond typical architectural scope (with exception of electrical fixture, data and telephone locations) required by City can be provided as an additional service. 6. Modifications to the scope of work during construction by owner can be documented and administered as an additional expense. 7. Evaluation of Contractor substitution requests can be performed as an additional expense. 8. Extensive on-site coordination of Contractor's work can be provided as an additional service. c. SCHEDULE BSA is capable of starting work immediately and will work to keep progress moving forward efficiently. Should the project substantially delay or stop for reasons beyond our control, eventual resumption and completion may necessitate additional fees. BSA will work with the client to prepare an agreeable schedule for completion of the design and documentation portion of this scope. Selection of the Contractor should begin immediately and construction can follow once construction documents are complete. Tiburon Town Hall Interior Remodel Tiburon, California FEE SCHEDULE June 10, 2002 BSA Architects 350 Pacific Avenue I San Francisco, CA 94111 I (415) 781-1526 I FAX (415) 982-1551 A. FEE SCHEDULE Phase Design Construction Plan Construction TOTAL Development Documents Check Administration Architectural Fees $1, 750 $ 2,750 $500 $1, 500 $6,500.00 B. CHARGES FOR SERVICES Charges for Basic or Additional Services will be billed monthly on a time and materials basis as the project proceeds with payment due upon receipt. The Architect reserves the right to stop work. A finance charge will be applied to all unpaid balances, commencing 30 days after the date of the original invoice and computed at 1 % per month (annual percentage rate of 12%). Hourly rates for BSA are as follows: David Ross $135.00 Winnie Chen $80.00 Other BSA Staff (in proportion to salary) $55.00-$110.00 C. ADDITIONAL SERVICES Additional Services will be negotiated with either a fixed fee, or on a time and materials basis. BSA will not proceed with additional services without written authorization. BSA has not included services of any additional subconsultants for this project. Should the city need the services of additional consultants, this will be as an additional service. D. REIMBURSABLES Reimbursable costs will be billed in addition to the fees outlined above, and will be marked up at the rate of 10% above direct costs. Reimbursable expenses include travel and parking costs, reproduction of drawings, FAX charges and delivery or federal express charges. Cost of Business License for the City of Tiburon to be billed as a reimbursable expense if required for this project.