HomeMy WebLinkAboutRes 2022-12-1338 Wayfinding Program, Professional Services Agreement with Lee Engineering, LLC.CITY OF ANNA, TEXAS
RESOLUTION NO. '�,G 2�2 — 12 — )
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ANNA, TEXAS APPROVING
AN ANNA COMMUNITY DEVELOPMENT CORPORATION PROJECT FOR PHASE I OF
CITY OF ANNA WAYFINDING PROGRAM AND APPROVING THE ANNA COMMUNITY
DEVELOPMENT CORPORATION ENTERING INTO A PROFESSIONAL SERVICES
AGREEMENT WITH LEE ENGINEERING, L.L.C.
WHEREAS, the Anna Community Development Corporation (the "CDC') approved and
authorized the expenditure of funds for Phase I of the City of Anna Wayfinding Program (the
"Project') at its special called meeting on November 9, 2022; and
WHEREAS, the City Council of the City of Anna, Texas (the "City Council") has reviewed
the content of the Project as well as the proposed Professional Services Agreement
between the CDC and Lee Engineering, L.L.C. to provide professional services in relation to
the Project; and
WHEREAS, the City Council is in favor of the Project and has found and determined that
the Project will promote new or expanded business development; and
WHEREAS, the City Council adopts this resolution after two separate readings of same at a
duly noticed public meeting on December 13, 2022;
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
ANNA, TEXAS, THAT:
Section 1. Recitals Incorporated
The recitals set forth above are incorporated herein for all purposes as if set forth in full.
Section 2. Approval of Project and Professional Services Agreement
The City Council approves the Project and further approves the CDC and Lee Engineering,
L.L.C. entering into a Professional Services Agreement to provide professional services in
relation to the Project.
PASSED AND APPROVED by the City Council of the City of Anna, Texas this 131h day of
December 2022.
F-ITIM000714-81
Nate Pi
1913
L. Land, City Secretary
ANNA COMMUNITY DEVELOPMENT CORPORATION
RESOLUTION NO.01. h,Og1.CA6�
A RESOLUTION OF THE ANNA COMMUNITY DEVELOPMENT CORPORATION
APPROVING AND AUTHORIZING THE EXPENDITURE OF FUNDS FOR PHASE I OF
CITY OF ANNA WAYFINDING PROGRAM AND APPROVING A PROFESSIONAL
SERVICES AGREEMENT WITH LEE ENGINEERING, L.L.C.
WHEREAS, the Anna Community Development Corporation (the "CDC") wishes to expend
funds for Phase I of the City of Anna Wayfinding Program (the "Project"); and
WHEREAS, the CDC Board of Directors included funds for such a program in its current
fiscal year budget; and
WHEREAS, the CDC desires to engage Lee Engineering, L.L.C. to provide professional
services in relation to the Project; and
WHEREAS, the CDC Board of Directors has found and determined that the Project will
promote new or expanded business development; and
WHEREAS, the CDC Board of Directors held a public hearing on the Project at a duly
noticed public meeting on November 9, 2022;
NOW THEREFORE, BE IT RESOLVED BY THE ANNA COMMUNITY DEVELOPMENT
CORPORATION, THAT:
Section 1. Recitals Incorporated
The recitals set forth above are incorporated herein for all purposes as if set forth in full.
Section 2. Approval of Project and Professional Services Agreement
The CDC Board of Directors hereby approves and authorizes the expenditure of funds for
the Project in the amounts set forth in the Professional Services Agreement attached to this
resolution as Exhibit " l" and further approves said Professional Services Agreement and
authorizes the CDC's President or Vice President to execute same on behalf of the CDC.
PASSED AND APPROVED by the Anna Community Development Corporation this 91h day
of November 2022.
':•
Bruce N rwood, CDC President
ATTEST:
Rocio Gonzalez, C Secretary
rIEnanr:r::inc
October 19, 2022
Kimberly Garduno
Economic Development Coordinator
City of Anna
120 W. 7th St.
�A1.1�01kiTa1
NEW MEXICO
OKLAHOMA
Anna, TX 75409
RE: PROPOSAL FOR THE CITY OF ANNA WAYFINDING PROGRAM — Phase I — Wayfinding Assessment and
Schematic Design
Dear Ms. Garduno:
Thank you for contacting Lee Engineering and MERJE team for the development of a wayfinding program for
the City of Anna. MERJE focuses exclusively on wayfinding and signage projects, with specific expertise in
Community Wayfinding programs.
Lee Engineering and MERJE have previously worked on various projects, including the City of Denton
Wayfinding Program, LBJ /TEXpress Wayfinding Study, and a Communications Audit for DART.
MERJE has worked with cities, towns, and communities of all sizes and aspirations. We work with
organizations, local stakeholders, and approving agencies daily, helping them establish wayfinding programs.
Having developed programs for more than 125 communities nationwide, we can share with you the best
practices for designing a regional wayfinding program and the strategies associated with obtaining funding,
long-term maintenance, and DOT regulations.
METHODOLOGY
Based on our discussions, we understand the best way to get the project off the ground is to start with a
Wayfinding Assessment and Schematic Design. This will help the City and the design team establish
appropriate wayfinding tools that are based on community priorities, wayfinding needs, and available
funding. This design process provides a basic structure for advancing through the project and offers
opportunities to address individual project issues that are unique to the City of Anna.
3030 LBJ Freeway, Suite 1660, Dallas, TX 75234
(972) 248-3006 1 www.leeengineering.com Page 1 of 5
PHASE 1: DISCOVERY & DESIGN
Task 1 Wayfinding Assessment
TASK 1.1 Virtual Kick -Off meeting with Steering Committee.
The Consultant will conduct a virtual meeting with the City of Anna within one week of receiving a Notice to
Proceed and a signed contract.
• Discuss the project work plan and schedule
• The City will identify stakeholders and steering committee members
• Obtain existing relevant documents (i.e., Comprehensive Plan, Downtown Master Plan, branding
studies, tourism/marketing initiatives, etc.)
TASK 1.2 INFORMATION GATHERING (MERGE Trip #1)
The Consultant will:
• Conduct a field visit to tour and photograph critical features.
• Review existing relevant documents and planning work accomplished to date. (i.e., Comprehensive
Plan, Downtown Master Plan, branding studies, tourism/marketing initiatives, etc.)
• Identify city gateways, districts, primary routes, major areas, points of interest, and destinations
(cultural, business, shopping, education, parking, recreation, neighborhoods, etc.).
TASK 1.3 INTERVIEWS (MERGE Trip #1)
To provide the design team with an understanding of the issues, the Consultant will conduct a series of brief
working meetings with wayfinding participants and user groups to review program criteria.
Conduct Stakeholder Interviews: The Consultant will conduct working meetings (interviews) with wayfinding
participants and user groups to review program criteria: primary and secondary routes, circulation, State &
County roadways, assigned speed limits, parking facilities, pedestrian requirements, districts/zones,
transition points, decision points, information hierarchy, create a general menu of sign types,
terminology/nomenclature, audience considerations, daytime vs. evening travel, design criteria, image,
marketing goals, functional requirements, flexibility, vandal resistance, and maintenance. Interviews will be
held over a maximum of 3-day period, in small groups of 4-5 participants, typically for 45 min —1 hour each.
(TRIP #1)
TASK 1.4 Summarize the information gathered and set design and planning criteria for the project
moving forward.
Confirm traffic engineering and design criteria with DOT and approving agencies. Identify a preliminary
budget based on information gathered to date.
TASK 1.5 ADMINISTRATIVE STRATEGY
Finalize the Destination list and determine the terminology (or abbreviations) necessary for each
destination/attraction.
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Develop a project budget and identify public and private financial resources for the fabrication, installation,
and maintenance of the wayfinding program. Outline potential Phasing plans if necessary.
TASK 1.5 DIGITAL STRATEGY REPORT (Optional)
Wayfinding Tools: Review requirements for digital and interactive tools, including wayfinding, mapping,
transit, and other informational content and websites. Also, review available data feeds, formats, and existing
capabilities (hardware, software, and connectivity). Finally, make recommendations on the types of digital
wayfinding tools that may be considered.
Outline what digital content should be considered in the information architecture and user experience
sequence. We will also identify the user interface information architecture and interactions. This step allows
all stakeholders to understand how information is organized at all levels. It also serves as a diagrammatic
map of how the information is stored and how the user accesses it. The resulting outline is a rich wireframe
of the entire application structure, as well as the overall wayfinding strategy, including the potential use of
electronic signage
TASK 1.7 Prepare a Summary Wayfinding Assessment Presentation.
TASK 1.8 Present Summary Wayfinding Report to Steering Committee (1), Stakeholders (1), and (1)
Public Open House. (MERGE TRIP #2 - see Schematic Design Presentation also)
Task 1 Deliverable: WAYFINDINGASSESSMENT PRESENTATION: We will provide recommendations in the form
of a presentation.
TASK 2.0 SCHEMATIC DESIGN
TASK 2.1 Schematic Design (3 options)
GATEWAYS: Based on the information gathered during stakeholder interviews, the Consultant team will
identify 2-3 typical gateway locations and, through the use of case study images, present potential
approaches, materials, and overall design intent. This will include a plan view, photographs of existing
conditions, and visual examples of solutions from other places with similar situations. Note that these are
not formal concepts, simply examples that show design intent to build consensus for placement and overall
aesthetic direction. (See Task 4.0 for concepts).
This would also include an outline of "opportunities" and "challenges" associated with each type of gateway
presented.
WAYFINDING SIGNAGE: Analyze tourism initiatives, historic elements, imagery, local architecture and culture,
and additional information needed to formulate sign design concepts. Develop a conceptual menu of sign
types and other elements. This would include typical designs and systems, location, size, shape, and colors.
Three design options will be included.
LEE manac:inc Page of
TASK 2.2 Develop Preliminary Budgets based on design options presented.
TASK 2.3 Prepare Schematic Design Presentations:
• Preview presentation (virtual) with the City of Anna Project Manager. (at least one week
before the Steering Committee presentation)
The following presentations/meetings will be conducted during the design team's Trip # 2
and will be conducted on the same or consecutive days)
• Presentation to Steering Committee to receive feedback on proposed design concepts.
• Meet with DOT to review signage concepts/wayfinding on State roadways.
• Present Design Concepts to Stakeholders and/or General Public/Community Review
ASK 2.6
Task 2 Deliverable: A maximum of 3 formal presentations (Steering Committee, Stakeholders, and Public Open
House). Note: All presentations shall be coordinated on the same or consecutive days.
Phase 1 recommendations will assist the City in determining which wayf<nding initiatives and elements they
may move forward with for Phase 11.
Fee
Thank you for considering the Lee Engineering team for Phase I of the City of Anna Wayfinding Program
development. Based on the scope of the project, your requirements, and the services outlined in our Project
Approach, we propose the following Fee:
Phase I: Wayf nurng Assessment and Schematic Design
Fee
Task
Fee
1. Wayfinding Analysis
$14,000 Lump Sum
2. Schematic Design
$17,960
3. Reimbursable
$4,000 (Not to Exceed) Bases on 2 Trips for MERGE
Phase 1 Total Fee
$35,960
Optional Services
Digital Strategy Report - $8,500
Additional In -Person Meetings / Trips for MERGE (based on 2 days) $ 4,640 (per person)
Additional In -Person Meetings for Lee Engineering — Hourly based on the attached hourly rate schedule
LEE EnCoMEERM6 Page 4 of 5
Phase II: Planning And Design Development (Not In Contract / Future Tasks)
The following tasks will be required for Phase IL The level of effortfor each task (simple vs. complex) will be
determined by Phase 1 recommendations, priorities, and budgets.
Task 3
Programming
Prepare sign location plans and messages.
Task 4
Design Development
Refine and expand the selected design.
Task 5
Documentation
Prepare documentation drawings (Bid Package)
Task 6
Construction Admin.
Review shop drawings, samples, etc.
REIMBURSABLE EXPENSES
Reimbursable expenses, not to exceed the amounts identified per Phase, without prior written approval, are
in addition to the basic compensation outlined above and will be billed to the client at the cost as incurred
by the Consultant in the interest of the project. These expenses include but are not limited to: CADD machine
plots, photocopies, travel, airfare, lodging, meals, fares, tolls, auto rental, parking, art materials, foam -core
mock-ups, first-class mail, special overnight mail, and delivery services, and messenger services.
ADDITIONAL SERVICES
The following items are potential additional services, and if authorized by the client, a separate proposal will
be developed to address a specific project requirement.
• Programming, Design Development, and/or Documentation
• Bidding Assistance and Construction Administration.
• Additional Meeting Per Diem ($ 1,320+Travel Expenses)
• Structural, electrical or civil engineering
• Interpretive signage for historic areas
• Historic markers or special historic walking tour
• Design of wall murals, super graphics, or other sign types outside the agreed -upon menu.
• Landscape or lighting design.
• Orientation map design and artwork.
• Trail or Bicycle Signage
• Mobile phone applications and any other digital wayfinding tools.
We appreciate you considering the Lee Engineering team to provide professional services for this project. If
you have any questions regarding the above, do not hesitate to get in touch with me at (972) 9481009.
Thank you very much for the opportunity. We look forward to working with you on this project.
Sincerely,
Dharmesh Shah, PE, PTOE
Lee Engineering, LLC
LEE rina ai:v a Page 5 of 5
Lee Engineering
Terms and Conditions
March 31, 2022
Hourly and additional services as authorized by you will be performed at the following rates:
Principal
$285.00 per hour
Senior Project Manager
$240.00 per hour
Project Manager
$185.00 per hour
Senior Program Manager
$240.00 per hour
Program Manager
$185.00 per hour
Senior Engineer
$175.00 per hour
Project Engineer
$150.00 per hour
Sr. Engineering Designer
$125.00 per hour
Engineering Designer
$115.00 per hour
Engineering Designer I
$ 75.00 per hour
Senior ITS System Designer
$185.00 per hour
ITS System Designer
$130.00 per hour
CAD Designer
$ 95.00 per hour
Senior Technician
$120.00 per hour
Technician
$ 75.00 per hour
Data Collector
$ 80.00 per hour
Accountant
$ 75.00 per hour
Admin Assistant
$ 50.00 per hour
Intern
$ 60.00 per hour
Highway travel IRS Allowable Rate
Meals, lodging, air fares out-of-pocket costs
Other Direct Expenses at cost
TERMS AND CONDITIONS:
1. This proposal is valid for 60 days. After 60 days we reserve the right to modify the
proposed fee and/or schedule.
2. Invoices will be submitted monthly and are due and payable when received.
3. Interest at the rate of 1.5% per month will be applied to invoices not paid within 30 days
of initial billing date.
4. We reserve the right to cease work on delinquent accounts.
5. We reserve the right to bill for expenses related to delays caused by contracting party.
6. Contracting party is responsible for paying all fees and expenses associated with all
activities related to an engagement, regardless of the outcome of the project. Credit will
be given for payments received directly from clients of the contracting party or from
others.
7. The retainer fee will be credited against fee with the final invoice.
8. In addition to invoices rendered and interest thereon, contracting party agrees to pay any
and all legal fees and costs incurred in collecting overdue accounts.
9. Rates are subject to change annually. Work performed in subsequent years will be
charged at the adjusted rates.
10. Draft reports are for review purposes only and are not to be released to any entity that is
not party to this agreement.
11. Extra copies of reports will be billed at $10.00 per copy.
12. All contracts shall be subject to the laws of the State of Texas.
s:smadard mce2o22.doc
Anna, TX Wayfinding Program Menthe 1 2 3 4 s 6 7 8 9 10
Project Schedule Weeks
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Project Coordination (December 2022)
•
Kick- Off Meeting (January 2023)
r
Stakeholder Interviews / Public Meetings / Tour
•
LUDevelop
Wayfinding Analysis / Recommendations
=
Develop Schematic Design Options
a
Prepare Order of Magnitude Budget
Prepare Presentation
Presentation: Wayfinding Analysis / Schematic Design
A;
Key
Steering Committee •
Stakeholders / Public •
Site Checks •
MERJE Tasks
Client Review / Approvals
Stage Complete 4
Phase 1: Analysis and Schematic Design Schedule:
Schedule shown illustrates typical time frames for
tasks provide by Lee Enginoerg and MERJE. Client reviews and
approvals, including State, County and City are difficult to predict
and generally have a effect on the final completion date
We will work with you to develop a revised project schedule
once we have a better understanding of the project and your
internal approval requirements and protocols.
PROFESSIONAL SERVICES AGREEMENT
STATE OF TEXAS
COUNTY OF COLLIN
THIS AGREEMENT is made and entered into as of the 9"' day of November 2022, by and
between the Anna Community Development Corporation, a Texas Type B Corporation with its
corporate office at 120 W. 71h Street, Anna, Texas 75409, hereinafter called "OWNER" and Lee
Engineering, L.L.C., an Arizona limited liability company, with its corporate office at 3030 LBJ
Freeway, Suite 1660, Dallas, TX 75234, hereinafter called "CONSULTANT," acting herein, by and
through their duly authorized representatives.
WITNESSETH, that in consideration of the covenants and agreements herein contained, the
parties hereto do mutually agree as follows:
ARTICLE 1
ENGAGEMENT OF CONSULTANT
OWNER hereby contracts with CONSULTANT, as an independent contractor, and
CONSULTANT hereby agrees to perform the services described herein in connection with the project(s)
as stated herein: (1) with the professional skill and care ordinarily provided by competent engineers
practicing under the same or similar circumstances and professional license; and (2) as expeditiously as
is prudent considering the ordinary professional skill and care of a competent engineer. The
professional services set out here are in connection with the following described project(s) (the "Project"
whether one or more):
CITY OF ANNA WAYFINDING PROGRAM — Phase I — Wayfinding Assessment and Schematic Design
The Project shall include the professional services described under Article 2.A. of this
Agreement and/or individual task orders which shall be governed by the terms of this Agreement.
ARTICLE 2
SCOPE OF SERVICES
CONSULTANT shall perform the following services in a professional manner:
A. CONSULTANT shall perform all those services as necessary and as described under "Scope of
Services" as set forth in Exhibit "A" which is attached hereto and made part hereof as if written
word for word herein.
PROFESSIONAL SERVICES AGREEMENT
Page 1 of 11
B. CONSULTANT may perform firrther services set forth in individual task orders which shall be
signed by the parties and governed by the terms of this Agreement.
C. If there is any conflict between the terms of this Agreement and the exhibits attached to this
Agreement or any task orders, the terms and conditions of this Agreement will control over the
terms and conditions of the attached exhibits or task orders.
ARTICLE 3
ADDITIONAL SERVICES
Additional services to be performed by CONSULTANT, if authorized in writing by OWNER,
whether included in the above -described Scope of Services, are described as follows:
A. During the course of the Project, as requested by OWNER, CONSULTANT will be available to
accompany OWNER's personnel when meeting with or having dealings with the Texas
Commission on Environmental Quality, U.S. Environmental Protection Agency, or other
regulatory agencies. CONSULTANT will assist OWNER's personnel on an as -needed basis in
preparing compliance schedules, progress reports, and providing general technical support for
OWNER's compliance efforts.
B.. Assisting OWNER or contractor in the defense or prosecution of litigation in connection with or
in addition to those services contemplated by this Agreement. Such services, if any, shall be
furnished by CONSULTANT on a fee basis negotiated by the respective parties outside of and in
addition to this Agreement.
C. Sampling, testing, or analysis beyond that specifically included in the above -described Scope of
Services.
D. Preparing copies of computer aided drafting (CAD) electronic data bases, drawings, or files for
OWNER's use in a future CAD system.
E. Preparing applications and supporting documents for government grants, loans, or planning
advances and providing data for detailed applications.
F. Appearing before regulatory agencies or courts as an expert witness in any litigation with third
parties or condemnation proceedings arising from the development or construction of the Project,
including the preparation of engineering data and reports for assistance to OWNER.
ARTICLE 4
PERIOD OF SERVICE
This Agreement shall become effective upon execution of this Agreement by OWNER and
CONSULTANT and upon issue of a notice to proceed by OWNER, and shall remain in force for the
period which may reasonably be required for the completion of the Project, including Additional
Services, if any, and any required extensions approved by OWNER. This Agreement may be sooner
terminated in accordance with the provisions hereof. Time is of the essence in this Agreement.
PROFESSIONAL SERVICES AGREEMENT
Page 2 of 11
CONSULTANT shall make all reasonable efforts to complete the services set forth herein as
expeditiously as possible and to meet the following schedule for completion:
See Exhibit "B" attached hereto. CONSULTANT shall provide written notice to OWNER if
CONSULTANT anticipates any change to the schedule and in such event shall supply a new written
schedule to replace Exhibit "B".
ARTICLE 5
COMPENSATION
A. COMPENSATION TERMS:
The amount of compensation paid to CONSULTANT shall be a not to exceed amount of
$35,960, except for option services including: Digital Strategy Report - $8,500; Additional In -
Person Meetings / Trips for MERGE (based on 2 days) $ 4,640 (per person); and Additional In -
Person Meetings for Lee Engineering — Hourly based on the attached hourly rate schedule.
B. BILLING AND PAYMENT: Partial payments to CONSULTANT will be made on the basis of
detailed monthly (or agreed upon periodic) statements rendered to and approved by OWNER;
however, under no circumstances shall any monthly statement for services exceed the value of
the work performed at the time a statement is rendered.
Nothing contained in this Article shall require OWNER to pay for any work which is
unsatisfactory, as reasonably determined by the OWNER'S Project representative or his
designee, or which is not submitted in compliance with the terms of this Agreement. OWNER
shall not be required to make any payments to CONSULTANT when CONSULTANT is in
default under this Agreement.
It is specifically understood and agreed that CONSULTANT shall not be authorized to undertake
any work pursuant to this Agreement which would require additional payments by OWNER for
any charge, expense, or reimbursement above any maximum not -to -exceed fee as stated herein
(including without limitation any applicable exhibits) within any specified task order, without
first having obtained written authorization from OWNER. CONSULTANT shall not proceed to
perform any services without obtaining prior written authorization from the OWNER'S Project
representative or his designee.
C. ADDITIONAL SERVICES: For additional services authorized in writing by OWNER in Article
3, CONSULTANT shall be paid based on the Schedule of Charges at an hourly rate shown in
Exhibit "A". Payments for additional services shall be due and payable upon submission by
CONSULTANT and shall be in accordance with subsection B hereof. Statements shall not be
submitted more frequently than monthly.
D. PAYMENT: If OWNER fails to make payments due CONSULTANT for services and expenses
within 30 days after receipt of CONSULTANT's undisputed statement thereof, the amounts due
CONSULTANT will be increased by the rate of one percent (1%) per month from the said 30''
PROFESSIONAL SERVICES AGREEMENT
Page 3 of 11
day, and, in addition, CONSULTANT may, after giving seven days' written notice to OWNER,
suspend services under this Agreement until CONSULTANT has been paid in full all amounts
due for services, expenses, and charges, provided, however, nothing herein shall require
OWNER to pay the late charge of one percent (1%) set forth herein if OWNER reasonably
determines that the work is unsatisfactory, in accordance with this Article 5, "Compensation."
ARTICLE 6
OBSERVATION AND REVIEW OF THE WORK
CONSULTANT will exercise reasonable care and due diligence in discovering and promptly
reporting to OWNER any defects or deficiencies in the work of CONSULTANT or any subcontractors
or subconsultants of CONSULTANT or of any other party providing construction services or related
services in furtherance of the Project.
ARTICLE 7
OWNERSHIP OF DOCUMENTS
All documents prepared or furnished by CONSULTANT (and CONSULTANT's subcontractors
or subconsultants) pursuant to this Agreement* are instruments of service and shall become the property
of OWNER upon the termination of this Agreement. CONSULTANT is entitled to retain copies of all
such documents. The documents prepared and furnished by CONSULTANT are intended only to be
applicable to the Project, and OWNER's use of these documents in other projects shall be at OWNER's
sole risk and expense. In the event OWNER uses any of the information or materials developed
pursuant to this Agreement in another project or for other purposes than specified herein and by
CONSULTANT at the time such information and materials are delivered, CONSULTANT is released
from any and all liability relating to such use in that project.
ARTICLE 8
INDEPENDENT CONTRACTOR
CONSULTANT shall provide services to OWNER as an independent contractor, not as an
employee of the OWNER. CONSULTANT shall not have or claim any right arising from employee
status. OWNER shall not control the means, methods, sequences, procedures, or techniques utilized by
CONSULTANT to perform work or services under this Agreement or any associated task order.
ARTICLE 9
AUDITS AND INSPECTION
OWNER shall have the right to audit and make copies of CONSULTANT'S books, records and
computations pertaining to this agreement. CONSULTANT shall retain such books, records, documents
and other evidence pertaining to this agreement during the contract period and five years thereafter,
except if an audit is in progress or audit findings are yet unresolved, in which case records shall be kept
until all audit tasks are completed and resolved. These books, records, documents and other evidence
shall be available, within 10 business days of written request. Further, CONSULTANT shall also
require all Subcontractors, material suppliers, and other payees to retain all books, records, documents
PROFESSIONAL SERVICES AGREEMENT
Page 4 of 11
and other evidence pertaining to this agreement, and to allow OWNER similar access to those
documents. All books and records will be made available within a 50 mile radius of the City of Anna.
The cost of the audit will be borne by OWNER unless the audit reveals an overpayment of 1 % or
greater. If an overpayment of 1 % or greater occurs, the reasonable cost of the audit, including any travel
costs, must be borne by CONSULTANT which must be payable within five business days of receipt of
an invoice.
Failure to comply with the provisions of this section shall be a material breach of this contract
and shall constitute, in OWNER's sole discretion, grounds for termination thereof. Each of the terms
"books", "records", "documents" and "other evidence", as used above, shall be construed to include
drafts and electronic files, even if such drafts or electronic files are subsequently used to generate or
prepare a final printed document.
ARTICLE 10
INDEMNITY AGREEMENT
A. This Article 10A. applies solely to claims related to, arising from or growing out of professional
services rendered by CONSULTANT. The Consultant shall indemnify and hold and save the
OWNER and the OWNER's officers, directors, members, and employees harmless from and
against damages, losses and judgments including without limitation reasonable attorney's fees
and related expenses, and expert and consultant fees and related expenses arising from claims by
third parties, but only to the extent they are caused by the willful misconduct or negligent acts,
errors, or omissions of CONSULTANT, its employees and its consultants, or anyone for whose
acts any of them may be legally liable, in the performance of professional services under this
Agreement. CONSULTANT is not obligated to indemnify OWNER in any manner whatsoever
for the OWNER's own negligence.
B. This Article 10B. applies to any and all claims for which OWNER is not indemnified by
CONSULTANT under Article 10A., above. CONSULTANT shall indemnify, defend and hold
harmless OWNER from any and all liabilities, claims, demands, causes of action, loss, cost,
damages and expenses, including without limitation reasonable attorney's fees and related
expenses, and expert and consultant fees and related expenses to the extent caused by the willful
misconduct or negligent acts or omissions of CONSULTANT and those of its employees and its
consultants, or anyone for whose acts any of them may be legally liable. CONSULTANT is not
obligated to indemnify or defend OWNER in any manner whatsoever for the OWNER's own
negligence.
C. Nothing in this Agreement shall be construed to create a liability to any person who is not a party
to this Agreement, and nothing herein shall waive any of the parties' defenses, both at law or
equity, to any claim, cause of action, or litigation filed by anyone not a party to this Agreement,
including without limitation the defense of governmental immunity, which defenses are hereby
expressly reserved.
ARTICLE 11
INSURANCE
PROFESSIONAL SERVICES AGREEMENT
Page 5 of 11
During the performance of the services under this Agreement, CONSULTANT shall maintain
the following insurance with an insurance company licensed to do business in the State of Texas by the
State Insurance Commission or any successor agency that has a rating with Best Rate Carriers of at least
an A- or above:
A. Comprehensive General Liability Insurance with bodily injury limits of not less than $500,000
for each occurrence and not less than $500,000 in the aggregate, and with property damage limits
of not less than $100,000 for each occurrence and not less than $100,000 in the aggregate.
B. Automobile Liability Insurance with bodily injury limits of not less than $500,000 for each
person and not less than $500,000 for each accident, and with property damage limits of not less
than $100,000 for each accident.
C. Worker's Compensation Insurance in accordance with statutory requirements, and Employers'
Liability Insurance with limits of not less than $100,000 for each accident.
D. Professional Liability Insurance with limits of not less than $1,000,000 annual aggregate.
E. CONSULTANT shall furnish insurance certificates or insurance policies at OWNER's request to
evidence such coverages. Except for workers compensation and professional liability, the
insurance policies shall name OWNER as an additional insured and shall contain a provision that
such insurance shall not be canceled or reduced with respect to by coverages or endorsements
without 30 days' prior written notice to OWNER and CONSULTANT. In such event,
CONSULTANT shall, prior to the effective date of the change or cancellation, serve substitute
policies furnishing the same coverage.
ARTICLE 12
TERNIINATION OF AGREEMENT
A. Notwithstanding any other provision of this Agreement, OWNER may terminate by giving 30
days' advance written notice to the CONSULTANT.
B. If the Agreement is terminated prior to completion of the services to be provided hereunder,
CONSULTANT shall immediately cease all services and shall render a final bill for services to
OWNER within 30 days after the date of termination. OWNER shall pay CONSULTANT for
all services properly rendered and satisfactorily performed and for reimbursable expenses to
termination incurred prior to the date of termination, in accordance with Article 5
"Compensation." Should OWNER subsequently contract with a new consultant for the
continuation of services on the Project, CONSULTANT shall cooperate in providing
information. CONSULTANT shall turn over all documents prepared or furnished by
CONSULTANT pursuant to this Agreement to OWNER on or before the date of termination but
may maintain copies of such documents for its use.
ARTICLE 13
RESPONSIBILITY FOR CLAIMS AND LIABILITIES
PROFESSIONAL SERVICES AGREEMENT
Page 6 of 11
Approval by the OWNER shall not constitute, nor be deemed a release of the responsibility and
liability of CONSULTANT, its employees, associates, agents, subcontractors, and subconsultants for the
accuracy and competency of their designs or other work; nor shall such approval be deemed to be an
assumption of such responsibility by OWNER for any defect in the design or other work prepared by
CONSULTANT, its employees, subcontractors, agents, and consultants.
ARTICLE 14
NOTICES
All notices, communications, and reports required or permitted under this Agreement shall be
mailed to the respective parties by depositing same in the United States mail to the address shown
below, certified mail, return receipt requested, unless otherwise specified herein. Mailed notices shall be
deemed delivered as of three days after mailing:
To CONSULTANT: To OWNER:
Attn: Dharmesh Shah, PE, PTOE Attn: Kimberly Garduno
Lee Engineering, L.L.C. Anna CDC
3030 LBJ Freeway, Suite 1660 120 W. 7" St.
Dallas, TX 75234 Anna, Texas 75409
ARTICLE 15
ENTIRE AGREEMENT
This Agreement constitutes the complete and final expression of the agreement of the parties and
is intended as a complete and exclusive statement of the terms of their agreements, and supersedes all
prior or contemporaneous offers, promises, representations, negotiations, discussions, communications,
and agreements which may have been made in connection with the subject matter hereof.
ARTICLE 16
SEVERABILITY
If any provision of this Agreement is found or deemed by a court of competent jurisdiction to be
invalid or unenforceable, it shall be considered severable from the remainder of this Agreement and
shall not cause the remainder to be invalid or unenforceable. In such event, the parties shall reform this
Agreement to replace such stricken provision with a valid and enforceable provision which comes as
close as possible to expressing the intention of the stricken provision.
ARTICLE 17
COMPLIANCE WITH LAWS
CONSULTANT shall comply with all federal, state, and local laws, rules, regulations, and
ordinances applicable to the work covered hereunder as they may now read or hereinafter be amended.
ARTICLE 18
PROFESSIONAL SERVICES AGREEMENT
Page 7 of I I
DISCRIMINATION PROHIBITED
In performing the services required hereunder, the CONSULTANT shall not discriminate against
any person on the basis of race, color, religion, sex, national origin or ancestry, age, or physical
handicap.
ARTICLE 19
PERSONNEL
A. CONSULTANT represents that it has or will secure, at its own expense, all personnel required to
perform all the services required under this Agreement. Such personnel shall not be employees
or officers of or have any contractual relations with OWNER. CONSULTANT shall inform
OWNER of any conflict of interest or potential conflict of interest that may arise during the term
of this Agreement.
B. All services required hereunder will be performed by CONSULTANT or under its supervision.
All personnel engaged in work shall be qualified and shall be authorized and permitted under
state and local laws to perform such services.
ARTICLE 20
ASSIGNABILITY
CONSULTANT shall not assign any interest in this Agreement and shall not transfer any interest
in this Agreement (whether by assignment, novation, or otherwise) without the prior written consent of
OWNER.
ARTICLE 21
MODIFICATION
No waiver or modification of this Agreement or of any covenant, condition, or limitation herein
contained shall be valid unless in writing and duly executed by the party to be charged therewith, and no
evidence of any waiver or modification shall be offered or received in evidence in any proceeding
arising between the parties hereto out of or affecting this Agreement, or the rights or obligations of the
parties hereunder, and unless such waiver or modification is in writing and duly executed; and the
parties further agree that the provisions of this section will not be waived unless as set forth herein.
ARTICLE 22
MISCELLANEOUS
A. The following exhibits are attached to and made a part of this Agreement:
Exhibit A — PROPOSAL FOR THE CITY OF ANNA WAYFINDING PROGRAM
B. Venue of any suit or cause of action under this Agreement shall lie exclusively in Collin County,
Texas. This Agreement shall be construed in accordance with the laws of the State of Texas.
PROFESSIONAL SERVICES AGREEMENT
Page 8 of 1 I
C. For the purpose of this Agreement, the key persons who will perform most of the work
hereunder shall be Dharmesh M. Shah. However, nothing herein shall limit CONSULTANT
from using other qualified and competent members of its firm to perform the services required
herein.
D. CONSULTANT shall commence, carry on, and complete any and all projects with all applicable
dispatch, in a sound, economical, and efficient manner and in accordance with the provisions
hereof. In accomplishing the projects, CONSULTANT shall take such steps as are appropriate
to ensure that the work involved is properly coordinated with related work being carried on by
OWNER.
E. OWNER shall assist CONSULTANT by placing at CONSULTANT's disposal all available
information pertinent to the Project, including previous reports, any other data relative to the
Project, and arranging for the access thereto, and make all provisions for CONSULTANT to
enter in or upon public and private property as required for CONSULTANT to perform services
under this Agreement.
F. CONSULTANT shall at all times maintain OWNER'S confidential or proprietary information in
confidence and shall disclose same to third parties only as specifically instructed by OWNER,
unless disclosure is compelled by law, court, or other compulsory legal process. Any disclosure
of privileged or confidential information by OWNER to CONSULTANT is in furtherance of
OWNER's purposes and is not intended to and does not waive any privileges that may exist with
regard to such information.
G. The captions of this Agreement are for informational purposes only, and shall not in any way
affect the substantive terns or conditions of this Agreement.
IN WITNESS HEREOF, the OWNER has caused this Agreement to be executed by its duly
authorized undersigned officer, and CONSULTANT has executed this Agreement through its duly
authorized undersigned officer.
PROFESSIONAL SERVICES AGREEMENT
Page 9 of 11
ANNA COMMUNITY DEVELOPMENT CORPORATION,
a Texas Type B corporation
By:
Bruce orwood, its President
IN WITNESS WHEREOF:
STATE OF TEXAS §
COUNTY OF COLLIN §
Before me, the undersigned notary public, on the day of ( 2022, personally
appeared Bruce Norwood, known to me to be the person whose name is subscribed to the foregoing
instrument, and acknowledged to me that he executed the same in his capacity as President of Anna
Community Development Corporation.
EE�,
JEOVANNA RUBIO
Notary Public, State of Texas
Camm. Expires 10-03-2026 Notary ID 13399567,
(SEAL)
otaly Public, State of Texas
PROFESSIONAL SERVICES AGREEMENT
Page 10 of 11
LEE ENGINEERING, L.L.C.,
an Arizona limited liability company
dpuP,Ue^� Mex�'mN•fNh
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By:
Dhannesh Shah, its Vice President
IN WITNESS WHEREOF:
STATE OF TEXAS
COUNTY OF DALLAS
Before me, the undersigned notary public, on the _,L4pday ofA0141 'tby"022, personally
appeared Dharmesh Shah, known to me to be the person whose name is subscribed to the foregoing
instrument, and acknowledged to me and verified under oath that he/she executed the same for the
Purposes and consideration therein expressed and in his/her capacity as Vice President of Lee
Engineering, L.L.C., an Arizona limited liability company.
e.Y'P i JULIE SHORT
4°...�s
Texas
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i?•'�in=Notary Public, State of
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Public, State of Texas
Notary ID 131842915
(SEAL)
PROFESSIONAL SERVICES AGREEMENT
Page I I or I I