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HomeMy WebLinkAboutRes 2017-03-295 Pachecho Koch Landscape Architect Services CITY OF ANNA, TEXAS RESOLUTION NO. 40 19-o5-aRg' A RESOLUTION OF THE CITY OF ANNA, TEXAS APPROVING A PROFESSIONAL SERVICES AGREEMENT WITH PACHECHO KOCH LLC, AND AUTHORIZING THE CITY MANAGER TO EXECUTE SAME WHEREAS, the City Council of the City of Anna, Texas (the "City Council") has adopted a strategic goal to improve the curb/aesthetic appeal of our community; and WHEREAS, The Texas Department of Transportation (TxDOT) green ribbon program is a cooperative (City/TxDOT) program that funds landscape improvements along TxDOT roadways; and WHEREAS, in December 2016, Staff issued a Request for Proposals (RFP) for landscape architecture services to assist the City in developing a schematic design for green ribbon projects along FM 455 and US 75; and WHEREAS, five (5) firms responded and after review of the various responses, Staff is recommending the selection of Pacheco Koch to provide the landscape architecture services outlined in the RFP; and WHEREAS, the City Council has determined that approval of a Professional Services Agreement with Pacheco Koch to provide landscape architectural services for the TxDOT green ribbon program and other related projects will benefit the residents of the City of Anna, Texas; NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ANNA, TEXAS, THAT: Section 1. Recitals Incorporated. The recitals above are incorporated herein as if set forth in full for all purposes. Section 2. Approval of Professional Services Agreement The City Council hereby approves the Professional Services Agreement attached hereto as Exhibit 1, and ratifies and approves the City Manager's execution of the same. The City Manager is hereby authorized to execute all documents and to take all other actions necessary to act under and enforce the Agreement. PASSED AND APPROVED by the City Council of the City of Anna, Texas, on this 14th day of March, 2017. ATTEST: APPROVED: Carrie L. Smith, City Secretary Mayor, Mike Crist PROFESSIONAL SERVICES AGREEMENT FOR LANDSCAPE ARCHITECT SERVICES STATE OF TEXAS § COUNTY OF COLLIN § THIS AGREEMENT is made and entered into as of the 30th day of March, 2017, by and between the City of Anna, Texas, a Texas municipal corporation, with its principal office at 111 North Powell Parkway, Anna, Collin County, Texas 75409, hereinafter called "OWNER" and Pacheco Koch, LLC with address being 7557 Rambler Road, Suite 1400, Dallas, Texas 75231- 2388, hereinafter called "LANDSCAPE ARCHITECT," 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 LANDSCAPE ARCHITECT OWNER hereby contracts with LANDSCAPE ARCHITECT, as an independent contractor, and LANDSCAPE ARCHITECT hereby agrees to perform the services herein in connection with the Project as stated in the sections to follow, with diligence and in accordance with the highest professional standards customarily obtained for such services in the State of Texas. The professional services set out herein are in connection with the following described project: LANDSCAPE ARCHITECT SERVICES FOR THE TXDOT GREEN RIBBON PROGRAM ARTICLE 2 SCOPE OF SERVICES A. LANDSCAPE ARCHITECT shall perform all those services as necessary and as Described in the Landscape Architect Proposal which is attached hereto as "Exhibit "A" and made a part of this Agreement. B. 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 PERIOD OF SERVICE This Agreement shall become effective upon execution of this Agreement by OWNER and LANDSCAPE ARCHITECT and upon issue of a notice to proceed by OWNER, and shall PROFESSIONAL SERVICES AGREEMENT FOR LANDSCAPE ARCHITECT SERVICES Page 1 of 7 e?. ntrl- 0 L-;)VQ%5 remain in force for the period which may reasonably be required for the completion of the Project, 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. LANDSCAPE ARCHITECT shall make all reasonable efforts to complete the services set forth herein as expeditiously as possible and to meet the schedule(s) established by OWNER, acting through its City Manager or his designee. ARTICLE 4 COMPENSATION A. BILLING AND PAYMENT: For and in consideration of the professional services to be performed by LANDSCAPE ARCHITECT herein, OWNER agrees to compensate LANDSCAPE ARCHITECT the amounts and in the manner described in the Landscape Architecting Proposal which is attached hereto as Exhibit "A" and made a part of this Agreement. Nothing contained in this Article shall require OWNER to pay for any work which is unsatisfactory, as reasonably determined by the City Manager 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 LANDSCAPE ARCHITECT when LANDSCAPE ARCHITECT is in default under this Agreement. It is specifically understood and agreed that LANDSCAPE ARCHITECT 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 within the Landscape Architect Proposal (Exhibit "A")without first having obtained written authorization from OWNER. B. PAYMENT: If OWNER fails to make payments due LANDSCAPE ARCHITECT for services and expenses within 60 days after receipt of LANDSCAPE ARCHITECT's undisputed statement thereof, the amounts due LANDSCAPE ARCHITECT will be increased by the rate of one percent (1%) per month from the said 60th day, and, in addition, LANDSCAPE ARCHITECT may, after giving seven days' written notice to OWNER, suspend services under this Agreement until LANDSCAPE ARCHITECT 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 4, "Compensation." ARTICLE 5 INDEPENDENT CONTRACTOR LANDSCAPE ARCHITECT shall provide services to OWNER as an independent contractor, not as an employee of the OWNER. LANDSCAPE ARCHITECT shall not have or claim any right arising from employee status. OWNER shall not control the means, methods, PROFESSIONAL SERVICES AGREEMENT FOR LANDSCAPE ARCHITECT SERVICES Page 2 of 7 sequences, procedures, or techniques utilized by LANDSCAPE ARCHITECT to perform work or services under this Agreement or any associated task order. ARTICLE 6 INDEMNITY AGREEMENT LANDSCAPE ARCHITECT shall indemnify, defend, and save and hold harmless OWNER and its officers, agents, and employees from and against any and all liability, claims, demands, damages, losses, and expenses, including, but not limited to court costs and reasonable attorney fees incurred by the OWNER, that 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 the LANDSCAPE ARCHITECT or the LANDSCAPE ARCHITECT'S agent, another LANDSCAPE ARCHITECT under contract, or another entity over which the LANDSCAPE ARCHITECT exercises control. 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 the defense of governmental immunity, which defenses are hereby expressly reserved. ARTICLE 7 INSURANCE During the performance of the services under this Agreement, LANDSCAPE ARCHITECT 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. LANDSCAPE ARCHITECT shall furnish insurance certificates or insurance policies at OWNER's request to evidence such coverages. The insurance policies shall name OWNER as an additional insured on all such policies, and shall contain a provision that PROFESSIONAL SERVICES AGREEMENT FOR LANDSCAPE ARCHITECT SERVICES Page 3 of 7 such insurance shall not be canceled or modified without 30 days' prior written notice to OWNER and LANDSCAPE ARCHITECT. In such event, LANDSCAPE ARCHITECT shall, prior to the effective date of the change or cancellation, serve substitute policies furnishing the same coverage. ARTICLE 8 TERMINATION OF AGREEMENT A. Notwithstanding any other provision of this Agreement, either party may terminate by giving 30 days' advance written notice to the other party. B. If the Agreement is terminated prior to completion of the services to be provided hereunder, LANDSCAPE ARCHITECT 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 LANDSCAPE ARCHITECT 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 LANDSCAPE ARCHITECT for the continuation of services on the Project, LANDSCAPE ARCHITECT shall cooperate in providing information. LANDSCAPE ARCHITECT shall turn over all documents prepared or furnished by LANDSCAPE ARCHITECT pursuant to this Agreement to OWNER on or before the date of termination, but may maintain copies of such documents for its use. ARTICLE 9 RESPONSIBILITY FOR CLAIMS AND LIABILITIES Approval by the OWNER shall not constitute, nor be deemed a release of the responsibility and liability of LANDSCAPE ARCHITECT, its employees, associates, agents, and subcontractors, 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 LANDSCAPE ARCHITECT, its employees, subcontractors, agents, and LANDSCAPE ARCHITECTs. ARTICLE 10 NOTICES All notices, communications, and reports required or permitted under this Agreement shall be personally delivered or 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 communicated as of three days after mailing: PROFESSIONAL SERVICES AGREEMENT FOR LANDSCAPE ARCHITECT SERVICES Page 4 of 7 To LANDSCAPE ARCHITECT: To OWNER: Wade C. Peterson, R.L.A., LEEDOAP City Manager Principal, Director of Landscape Architecture City of Anna Pacheco Koch, LLC 111 North Powell Parkway 7557 Rambler Road, Suite 1400 _ P.O. Box 776 Dallas, Texas 75231-2388 Anna, Texas 75409 All notices shall be deemed effective upon receipt by the party to whom such notice is given, or within three days after mailing. ARTICLE 11 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 12 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 13 COMPLIANCE WITH LAWS LANDSCAPE ARCHITECT 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 14 DISCRIMINATION PROHIBITED In performing the services required hereunder, the LANDSCAPE ARCHITECT shall not discriminate against any person on the basis of race, color, religion, sex, national origin or ancestry, age, or physical handicap. PROFESSIONAL SERVICES AGREEMENT FOR LANDSCAPE ARCHITECT SERVICES Page 5of7 ARTICLE 15 PERSONNEL A. LANDSCAPE ARCHITECT 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. LANDSCAPE ARCHITECT 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 LANDSCAPE ARCHITECT 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 16 ASSIGNABILITY LANDSCAPE ARCHITECT 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 17 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 18 MISCELLANEOUS A. 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. B. For the purpose of this Agreement, the key persons who will perform most of the work hereunder shall be Pacheco Koch, LLC. However, nothing herein shall limit LANDSCAPE ARCHITECT from using other qualified and competent members of its firm to perform the services required herein. C. LANDSCAPE ARCHITECT 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, LANDSCAPE PROFESSIONAL SERVICES AGREEMENT FOR LANDSCAPE ARCHITECT SERVICES Page 6 of 7 ARCHITECT shall take such steps as are appropriate to ensure that the work involved is properly coordinated with related work being carried on by OWNER. D. OWNER shall assist LANDSCAPE ARCHITECT by placing at LANDSCAPE ARCHITECT'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 LANDSCAPE ARCHITECT to enter in or upon public and private property as required for LANDSCAPE ARCHITECT to perform services under this Agreement. E. LANDSCAPE ARCHITECT 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. Any disclosure of privileged or confidential information by OWNER to LANDSCAPE ARCHITECT 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. F. The captions of this Agreement are for informational purposes only, and shall not in any way affect the substantive terms or conditions of this Agreement. IN WITNESS HEREOF, the City of Anna, Texas has caused this Agreement to be executed by its duly authorized City Manager, and LANDSCAPE ARCHITECT has executed this Agreement through its duly authorized undersigned officer on this the 30th day of March 2017. OF NA, TEXAS i LIP DERS, CITY ANA ER ATTEST: CARRIE L. SMITH, ITY CReT ` j� e�\A `tee "` ti.• LA AP RC C Wade C. Peterson, R.L.A., LEEDOAP �'' ®°•�. •°`• * Principal, Director of Landscape Architecture WITNESS: Kate L. Overall, Administrative'�(I3sisfaMt" BY: PROFESSIONAL SERVICES AGREEMENT FOR LANDSCAPE ARCHITECT SERVICES Page 7 of 7