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HomeMy WebLinkAboutC05-009 Kenney Associates to5 - 00 r.. 1f1 AGREEMENT REGARDING PROVISION OF ARCHITECTURAL SERVICES FOR THE FAIRGROUNDS MULTIUSE EVENT CENTER This Agreement Regarding Provision of Architectural Services for Eagle County for the Fairgrounds Multiuse Event Center ("Agreement") dated this ~ay of January, 2005, is between the County of Eagle, State of Colorado, a body corporate and politic, by and through its Board of County Commissioners (hereinafter "County"), and Kenney Associates, LLC, a Colorado Limited Liability Company with a business address of 209 East Fourth Street, Loveland, Colorado 80537 (hereinafter "Architect"). Recitals A. County desires to construct a Multiuse Event Center and Exhibit Hall Facility (hereinafter "Facility") at the Eagle County Fairgrounds. The County desires, in connection therewith, architectural services for the design and construction of this facility. B. Architect is a corporation authorized to do business in the State of Colorado, the principal of which is Roger Kenney, whose expertise is in architecture and who is a professional Architect authorized to act as such in the State of Colorado. C. Architect has submitted to County a proposal for performing the Services (defined below) and represented that it has the expertise and personnel necessary to properly and timely perform the Services. D. Architect and County intend by this Agreement to set forth the scope of the responsibilities ofthe Architect, in connection with the Services, and related terms and conditions to govern the relationship between Architect and County. Agreement Therefore, based upon the representations by Architect set forth in the foregoing recitals incorporated herein, for good and valuable consideration, including the promises set forth herein, the parties agree to the following: 1. Scope ofthe Services: The Scope of Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by this reference ("Services"). To the extent that any provision in this Agreement conflicts with a term or condition of the proposal, this Agreement shall control. The Architect's Services consists of those services performed by the Architect, Architect's employees and Architect's sub-consultants. The Services are generally described as preparing design and complete construction ready- documents, including grading and drainage improvements, as well as construction administration, for the Facility as further described in, and according to the Design and Construction Schedule contained in Exhibit "B" attached hereto and incorporated herein by this reference. Architect shall design the Project within a total estimated cost of design and construction in the amount of One Million Nine Hundred Thousand Dollars ($1,900,000) for the Facility as detailed in the final construction-ready documents, assuming a construction period as set forth in the Design and Construction Schedule attached hereto as Exhibit "B." County may increase the fixed limits in its sole discretion after approving the Schematic Design. If the lowest bona fide construction bid or negotiated proposal exceeds the fixed limit by more than ten percent (10%), County may (1) give written approval of an increase in such fixed limit, or (2) authorize rebidding or renegotiating ofthe Project within a reasonable time, or (3) abandon or terminate, or (4) cooperate in revising the scope and quality ofthe project as required to reduce the construction cost to within the fixed limit. In the case of (4), Architect shall, without additional cost, modify the drawings and specifications as necessary to comply with the fixed limit. The Architect shall provide the Services as required by the County. The parties hereto recognize that the scope ofthe Services may be changed. County may, without invalidating this Agreement, order additions, deletions, or revisions in the Services. All such additions or revisions to the scope of Services that cause an increase in the contract price shall be reflected in an equitable adjustment as agreed to by the parties. All such deletions or revisions to the scope of Services that cause a decrease shall be reflected in a reduction to the contract price in an amount corresponding to that particular service as set forth in Exhibit "A" or as otherwise agreed to by the parties. If additions, deletions, or revisions in the Services result in partially completed work, the County shall be liable only for Services completed in a satisfactory manner. All additions, deletions, or revisions to the scope of Services that significantly alter the Design and Construction Schedule shall be reflected in an equitable adjustment to Exhibit "B" as agreed to by the parties. Those Services identified as "Additional Services" in Exhibit "A" may be procured by the County upon written notice to Architect subject to the terms and conditions ofthis Agreement and any amendments as required hereunder. Such additional services shall be compensated in the amount set forth in the attached Exhibit "A." No other additional services shall be performed prior to the direction of County to proceed following the execution of a written amendment to this Agreement. When the Architect believes that the scope of the Services has been changed, or by reason of a decision of the County, it will be required to redo properly completed Services, the Architect shall immediately advise the County of such belief and shall also provide a statement of the maximum additional charges for such services. Architect shall not be entitled to be paid for any such services unless and until County agrees in writing that the scope of the Services has changed and accepts the statement of the maximum additional charges. Nothing herein is intended to or constitutes a representation by County that it will construct the proposed improvements or that it will do so at a particular time. 2 Architect shall be responsible for having taken steps reasonably necessary to ascertain the nature and location of the Services, and the general and local conditions which can affect the Services or the cost thereof. Any failure by Architect to do so will not relieve him from responsibility for successfully performing the Services without additional expense to the County. 2. Architect's Professional Level of Care: Architect shall be responsible for the completeness and accuracy of the Services, including all supporting data and other documents prepared or compiled in performance ofthe Services by Architect's sub-consultants, and shall correct, at his sole expense, all significant errors and omissions therein. Architect shall be responsible for and shall coordinate the efforts of the engineers and other sub-consultants relative to the Services. The fact that the County has accepted or approved Architect's Services shall not relieve Architect of any of his responsibilities. Architect shall perform the Services in a skillful, professional, and competent manner and in accordance with the highest standards of care, skill, and diligence applicable to Architects with respect to similar services. Architect shall not be responsible for the content or accuracy of any reports or studies provided by the County or its representatives. 3. Time of Performance and Termination: Architect shall commence the Services no later than five (5) business days after the date of this Agreement. Architect shall complete the individual task of the Services in conformity with the completion dates set forth in Exhibit "B," provided that completion dates for anyone or more of the tasks identified in the proposed schedule may be extended by the County in its sole discretion. This Agreement may be terminated by either party for any reason at any time, with or without cause, and without penalty whatsoever therefore, on at least seven (7) days prior written notice to that effect to the other party. Notwithstanding the foregoing, if Architect defaults or neglects to carry out the Services in accordance with this Agreement, the County may terminate this Agreement immediately. Upon any termination, the County shall be liable only for Services satisfactorily completed prior to the notice. At its sole option, the County may require that the Architect complete particular portions of the Services on an hourly rate consistent with the Architect's standard fees. Upon termination, the Architect shall deliver to County all data and other documents entirely or partially completed, together with all material supplied to the Architect by the County. Payment will be due within thirty (30) days after Architect has delivered the last of the partially or wholly completed documents, together with any records that may be required to determine the amount due. 4. Compensation and Payment: In consideration of its performance of the Services, County shall pay Architect for its time and expenses actually and directly spent on or incurred in performing the Services, provide that the total payment for each service item shall not exceed the amount set forth in the fee proposal in the attached Exhibit "A." For the purposes ofthis Agreement, the term "expenses" shall include all out-of-pocket expenses reasonably incurred by Architect in connection with the Services. Expenses shall include telephone, postal charges, air 3 freight charges, blueprint/plan printing (sufficient copies as directed by County for bid package preparation and distribution, County use, building inspection use, and the General Contractors use), fax charges, photo-reproduction costs, travel costs, as well as any other expenses identified in Exhibit "A." Expenses are specifically included in the fee proposal in the attached Exhibit "A." The funds currently appropriated for this project are equal to or in excess ofthe contract amount. Notwithstanding anything to the contrary contained in this Agreement, no charges shall be made to County nor shall any payment be made to Architect in excess of the above amounts for any work done without the written approval of the County in accordance with a budget adopted by the Board of County Commissioners in accordance with the provisions of the Colorado Revised Statutes. The parties recognize that the County is a governmental entity and that all financial obligations beyond the current fiscal year are subject to funds being budgeted and appropriated. Payment shall be made in accordance with the following: a. Architect shall submit to the County progress invoices for payment not more than once a month regarding one or more of the tasks identified in the Services. Such invoices shall describe the Services performed and shall segregate the charges for work done by task, including the percentage of completion Architect contends was accomplished during the month. Upon request, the Architect shall provide the County with such other supporting information as the County may request. County shall review and pay proper and documented invoices based on the percentage of work accomplished during the month. b. Architect shall maintain comprehensive, complete and accurate records and accounts of his performance relating to this Agreement for a period of three (3) years following final payment hereunder, which period shall be extended at County's reasonable request. County shall have the right within such period to inspect such books, records and documents upon demand, with reasonable notice and at a reasonable time, for the purpose of determining, in accordance with acceptable accounting and auditing standards, compliance with the requirements of this Agreement and the law. 5. Independent Contractor: It is expressly acknowledged and understood by the parties hereto that nothing contained in this Agreement shall result in, or be construed as establishing, an employment relationship. Architect shall be, and shall perform as, an independent contractor. No agent, sub consultant, subcontractor, employee, or servant of Architect shall be, or shall be deemed to be, the employee, agent or servant of County. Architect shall be solely and entirely responsible for its acts and for the acts of Architect's agents, employees, servants and subcontractors during the performance ofthis Agreement. 6. Personnel: Architect understands and hereby acknowledges that County is relying primarily upon the Architect's expertise and professional abilities. Roger Kenney is the project manager and shall communicate directly with the County on this project. This Agreement is conditioned upon the continuing direct involvement in the Services of Roger Kenney of Kenney 4 Associates, LLC. Architect may not subcontract or delegate any part ofthe Services or substitute subcontractors without County's written consent, which consent County may exercise in its sole discretion. In the event this individual is unable to remain involved in the Services, Architect shall immediately notify County and County shall have the option to terminate this Agreement immediately. 7. Ownership of Documents: All documents (including electronic files) which are obtained during or prepared, partially or wholly, in the performance of the Services shall remain the property of the County and are to be delivered to County before final payment is made to Architect or upon earlier termination of this Agreement. 8. No Assignment: The parties to this Agreement recognize that the services to be provided pursuant to this Agreement are professional in nature and that in entering into this Agreement County is relying upon the professional services and reputation of Architect. Therefore, Architect may not assign its interest in the Agreement, including the assignment of any rights or delegation of any obligations provided therein, without the prior written consent of County, which consent County may withhold in its sole discretion. Except as so provided, this Agreement shall be binding on and inure to the benefit of the parties hereto, and their respective successors and assigns, and shall not be deemed to be for the benefit of or enforceable by any third party. Unless specifically stated to the contrary in any written consent to an assignment, no assignment will release or discharge the assignor from any duty or responsibility under the Agreement. 9. Conflicting Employment: The Architect agrees that Architect will not enter into any employment arrangements with third parties that will conflict in any manner with the Services herein. 10. Insurance: At all times during the term of this Agreement, Architect shall maintain the following insurance: Tvne of Insurance Coverage Limits Professional Liability $1,000,000 minimum Workers' Compensation Statutory limits All insurance required hereby shall be issued by an insurance company or companies authorized to do business in the State of Colorado. Architect shall deliver certificates of required insurance to the County within fifteen (15) calendar days of execution of this Agreement by the Board. 11. Indemnification: Architect shall indemnify County for, and hold and defend the County and its officials, boards, officers and employees, harmless from, all costs, claims and expenses, including reasonable attorney's fees, arising from claims of any nature whatsoever made by any person in connection with the negligent acts, omissions or representations by Architect in the performance of this Agreement. This indemnification shall not apply to claims by third parties 5 against the County to the extent that the County is liable to such third party for such claim without regard to the involvement ofthe Architect. 12. Notices: Any notice and all written communications required under this Agreement shall be given in writing by personal delivery, facsimile or mail to the other party at the following addresses: Architect: Kenney Associates, LLC attn: Roger Kenney 209 East 4th Street Loveland, Colorado 80537 tel. 970-663-0548 fax 970-669-2384 County: Facilities Manager P.O. Box 850 500 Broadway Eagle, CO 81631 tel. 970-328-8880 fax.970-328-8899 With a copy to: Eagle County Attorney's Office P.O. Box 850 500 Broadway Eagle, Colorado 81631 tel. 970-328-8685 fax. 970-328-8699 Notices shall be deemed given on the date of delivery; on the date a fax is transmitted and confirmed received or, iftransmitted after normal business hours, on the next business day after transmission, provided that a paper copy is mailed the same date; or three days after the date of deposit, first class postage prepaid, in an official depositary of the U.S. Postal Service. 13. Miscellaneous: Architect shall not discriminate against any employee or applicant for employment to be employed in the performance of this Agreement on the basis of race, color, religion, national origin, sex, ancestry, physical handicap, age, political affiliation or family responsibility. The making, execution and delivery of this Agreement by the parties hereto has not been induced by any prior or contemporaneous representation, statement, warranty or agreement as to any matter other than those herein expressed. This Agreement embodies the entire understanding and agreement ofthe parties, and there are no further or other agreements or understandings, written or oral, in effect between them relating to the subject matter hereof. This Agreement may not be 6 amended, including by any modification of, deletion from or addition to the scope of the Services, except by a written document of equal formality executed by both parties hereto. This Agreement shall be governed by and construed in accordance with the internal laws of the State of Colorado, without reference to choice of law rules. The parties agree that venue in any action to enforce or interpret this Agreement shall be in the District Court in the 5th Judicial District for the State of Colorado. This Agreement does not and shall not be deemed to confer upon or grant to any third party any right enforceable at law or equity arising out of any term, covenant, or condition herein or the breach thereof. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first above written. COUNTY OF EAGLE, STATE OF COLORADO, By and Through Its ATTEST: BOARD OF COUNTY COMMISSIONERS County Commissioners KENNEY ASSOCIATES, LLC STATE OF COLORADO ) '0 ) ss: County ) On this~dayofUecf'~r , 2004, came before me, a notary public, Roger Kenney, known to me to be an officer of Kenney Associates, LLC who acknowledged to me that he executed the foregoing document, that he executed it in that capacity, and that the same was the act of the corporation. 7 EXHIBIT" A" SCOPE OF SERVICES PHASE I Exhibit "A" known as Scope of Services Phase I, is hereby attached to and made part of the agreement regarding Provision of Professional Services for Eagle County Fairgrounds. The Scope of Services shall include, but not be limited to the following: 1. Pre Architectural: a. Interview potential contractors. b. Make recommendations to County for selection of contractor. 2. Architectural: SCHEMATIC DESIGN a. Facilitate user group meeting to firm up building design. b. Revise existing schematic design as required. c. Present schematic design to County for approval. DESIGN DEVELOPMENT a. Provide design development drawings based upon approved schematic design to also include structural, mechanical, plumbing and electrical. b. Present design development drawings to County for approval. CONSTRUCTION DOCUMENTS a. Provide construction documents based upon approved design development drawings. Construction documents shall include but not be limited to: *architectural, (site plan, floor plans, elevations, sections, details, schedules, etc.), structural, (foundation plan, structural details, etc.) as required to bid and construct building #9 as shown on the master plan. CONSTRUCTION ADMINISTRATION a. Provide traditional construction administration services to include but not be limited to: site observations, verification of payment requests, punch lists and close out of project, etc. * Kenney & Associates, LLC has assumed that we would be working closely with the selected contractor from the onset of this project. We have anticipated that because of the simplicity, the M P & E engineering would be provided by the contractor through a design/build delivery. The mechanical, plumbing, and electrical engineering will be included in the contractor's, subcontractor's proposals. 3. Soils and Foundation Investigation: Based on the drilling of five (5) borings, it is anticipated that boulders and or cobbles will be encountered at 10-15 feet. If other methods are required, the fee would increase the drilling costs. 8 4. Civil: a. Engineering: 1) Prepare civil site and drainage plan for the proposed building #9. 2) Prepare a deep and shallow utility plan to serve the proposed building. 3) Prepare a temporary erosion control plan for the site. 4) Meetings with shallow utility providers, Greater Eagle Fire District, Eagle County and the Town of Eagle. 5) Drainage study. b. Expansion of Deep Utilities: 1) Upgrade existing sewer system, run a parallel pipe next to the existing sewer main. 2) Upgrade water system with a new main line. 3) Eagle County 1041 permit application for expansion of main lines. 5. Additional Services: As requested, we have included fees for the following services. a. Performa: To the best of our ability, estimate the potential income / loss this building could generate. We would use historical data from your facility as well as other buildings of this nature, including all maintenance, utilities, etc. Costs to generate an estimate only. b. Master Plan Public Process: Attend additional public meetings to present, incorporate input, and revise as required the existing master plan. c. F. F. & E.: Estimate the cost of all furniture, fixtures and equipment necessary to purchase at the time to properly operate the facility. d. Special use permit or L & E: Attend meetings and prepare the required documents for submittal to the County and or City for one of the two processes indicated above. e. Fees for the above scope of services shall be as follows: Item #: 1. Pre Architectural $ 850 2. Architectural (also includes Structural) $56,070 3. Soils $ 2,365 4. Civil a. $19,000 b. $49,500 9 5. Additional Services a. $ 2,600 b. $ 3,900 c. $ 2,600 d. $ 3,900 We have solicited proposals from a minimum of two consultants in each of the following areas; structural, civil and geotechnical. If you would like us to solicit further quotes, please let us know. When we have further, more complete information as to the magnitude of some of these services, particularly the civil, we may be able to renegotiate some of those fees. Any savings will be returned to the County. 10 EXHIBIT "B" EAGLE COUNTY PAVILION SCHEDULE Design and Pre-Construction Schedule January 5 A ward Design Contract January 5 - 10 Select Contractor January 10 Provide S.D. to Contractor January 15 Provide D.D. to Contractor January 15 Contractor to order P .E.M.B. February 7 Contractor to provide G.M.P. February 7 Complete C.D. and apply for permit March 7 Permit Proposed Construction Schedule March 14 - 25 Site work and foundation excavation March 28 - April 15 Foundation footings and stem walls April 4 - May 2 Extension of utilities to site April 18 - 27 Backfill and finish grade May 2 - June 10 Steel erection May 9 June 10 C.M.D. veneer and interior partitions May2-June 17 Plumbing May 16 - July 1 Fire sprinkler installation, if necessary May 16 - July 1 Electrical May 16 - July 1 Mechanical (heating and venting) June 15 - July 1 Interior finish work June 15 - July 1 Painting June 15 - July 1 Stationary glass installed July 5 - 11 Arena floor final grading July 11 - 15 Final cleanup and inspections July 11 - 15 Completion of punchlists July 18 Temporary certificate of occupancy July Eagle County Fair begins 11 e-~>ooq-)f1- "- OFFICE OFTHE COUNTY ATTORNEY (970) 328-8685 FAX: (970) 328-8699 www.eaglecounty.us EAGLE COUNlY January 5,2005 Roger Kenney Kenny Associates, LLC 209 East Fourth Street Loveland, CO 80537 VIA US Postal Service Dear Roger: Enclosed for your records is an original Agreement between Eagle County and Kenney Associates regarding architectural services for the Fairgrounds Multiuse Event Cener. Please do not hesitate to contact me if you have any questions. Very truly yours, ----z- ~ Bryan Treu Assistant County Attorney BRT:pn Enclosures Eagle County Building, 500 Broadway, P.o. Box 850, Eagle, Colorado 81631-0850