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Item 4B - Agreement Page 1 AGREEMENT FOR PROFESSIONAL SERVICES THIS AGREEMENT is made this 16th day of April, 2024 by and between the City of Southlake, Texas (hereinafter referred to as “CITY”), and Tate Snyder Kimsey Architects (hereinafter referred to as “CONSULTANT”). WHEREAS, CITY contemplates the need to renovate Rustin and Family Park located in Southlake Town Square to accommodate the needs of community-based events and residents at large. This project is to be known as the Town Hall Plaza Park Renovation project and hereinafter referred to as the “Project”. WHEREAS, CONSULTANT is qualified to provide Professional Services in accordance with Texas Gov’t Code Ch. 2254, and CONSULTANT is able and desirous to perform the necessary work upon which the Project is based and is willing and able to work with CITY staff to organize and coordinate the professional services necessary to complete the Project. NOW, THEREFORE, CITY engages CONSULTANT to perform, and CONSULTANT agrees to perform, the consulting work for the Project, as more fully described herein below, and CITY agrees to pay as compensation, and CONSULTANT agrees to accept as compensation, the payments on the dates and in the amounts herein specified, all in accordance with the terms more fully set out below and as provided in Attachment A (“Proposal of Work”), which is attached hereto and incorporated by reference as if fully set forth herein. I. ARTICLE PROFESSIONAL SERVICES A. Scope of Work CONSULTANT will provide the supervision, direction, personnel and equipment to perform the consulting Services outlined in Attachment A in accordance with the terms set forth in this Agreement and in Attachment A. B. Definitions “Services” refer to the professional services performed by CONSULTANT pursuant to this Agreement. C. Changes CITY, without invalidating the Agreement, may order changes within the general scope of the work, as described in Attachment A, required by the Agreement by altering, adding to and/or deducting from the work to be performed. If any change causes an increase or decrease in CONSULTANT’s cost of, or the time required for, the Page 2 performance of any part of the Services under the Agreement, an equitable adjustment will be made by mutual agreement and this Agreement shall be modified in writing accordingly. D. Coordination with Owner The CITY shall make available to CONSULTANT for use in performing Services hereunder all existing plans, maps, field notes, statistics computations and other data in the CITY’s possession relative to existing facilities and to the Project. CONSULTANT shall be entitled to rely on the provided information and will not be held responsible for any errors or omissions that may arise as a result of erroneous or incomplete information provided by the CITY and/or the CITY’s consultants and contractors; provided, however, that CONSULTANT must, within a reasonable time of learning of any erroneous or incomplete information, disclose in writing to the CITY the existence of any known erroneous or incomplete information that is discovered by CONSULTANT, or that reasonably should have been discovered by CONSULTANT using ordinary diligence, during the term of this AGREEMENT. E. Site and Local Conditions CONSULTANT has the right to examine the site in order to become acquainted with local conditions and accepts conditions at the site unless otherwise noted in writing to the CITY. Any coordination or scheduling of work by CITY shall not relieve CONSULTANT from its responsibilities specified hereunder. Necessary arrangement for access to any site by CONSULTANT’s employees will be made with CITY. F. Assignment and Subcontractors/Third Party Rights The rights and obligations covered herein are personal to each party hereto and not to any third party and for this reason neither this Agreement nor any contract hereunder shall be assigned by either party in whole or in part; nor shall CONSULTANT subcontract any of its obligations under this Agreement without the prior written consent of CITY. G. Independent Contractor CONSULTANT covenants and agrees that it will perform the work hereunder as an independent contractor, and not as an officer, agent, servant, or employee of CITY; that CONSULTANT shall have exclusive control of and exclusive right to control the details of the work performed hereunder, and all persons performing same, and shall be solely responsible for the acts and omissions of its officers, agents, employees, contractors, subcontractors, and consultants; that the doctrine of respondent superior shall not apply as between CITY and CONSULTANT, its officers, agents, employees, contractors, subcontractors, and consultants, and nothing herein shall be construed as creating a partnership or joint enterprise between CITY and CONSULTANT. H. Disclosure Page 3 By signature of this contract, CONSULTANT warrants to CITY that it has made full disclosure in writing of any existing conflicts of interest or potential conflicts of interest, including personal financial interests, direct or indirect, in property abutting the proposed Project and business relations with abutting property owners. CONSULTANT further warrants that it will make disclosure in writing of any conflicts of interest that develop subsequent to the signing of this contract and prior to final payment under the contract. Finally, CONSULTANT warrants that it has submitted to the City a completed Conflicts of Interest Questionnaire as required by Chapter 176 of the Texas Local Government Code. I. Approval by CITY Approval by CITY of this Agreement shall not constitute or be deemed to be a release of the responsibility and liability of CONSULTANT, its officers, agents, employees, and subcontractors for the accuracy and competency of the Services performed under this Agreement, including but not limited to surveys, designs, working drawings and specifications and other engineering documents. Such approval shall not be deemed to be a waiver or an assumption of such responsibility and liability by CITY for any negligent act, error, or omission in the performance of CONSULTANT’s professional Services or in the conduct or preparation of the subsurface investigations, surveys, designs, working drawings and specifications or other consulting documents by CONSULTANT, its officers, agents, employees and subcontractors, it being the intent of the parties that approval by CITY signifies the CITY’s approval of only the general design concept of the Improvements to be constructed. J. Indemnification CONSULTANT SHALL AND DOES HEREBY AGREE TO INDEMNIFY AND HOLD HARMLESS CITY, ITS OFFICERS, AGENTS, AND EMPLOYEES FROM ANY AND ALL DAMAGES, LOSS OR LIABILITY OF ANY KIND WHATSOEVER, BY REASON OF DEATH OR INJURY TO PROPERTY OR PERSON CAUSED BY ANY OMISSION OR NEGLIGENT ACT OF CONSULTANT, ITS OFFICERS, AGENTS, EMPLOYEES, INVITEES, OR OTHER PERSONS FOR WHOM IT IS LEGALLY LIABLE, WITH REGARD TO THE PERFORMANCE OF THIS CONTRACT, AND CONSULTANT WILL, AT ITS COST AND EXPENSE, DEFEND, PAY ON BEHALF OF, AND PROTECT CITY AND ITS OFFICERS, AGENTS, AND EMPLOYEES AGAINST ANY AND ALL SUCH CLAIMS AND DEMANDS. THE PROVISIONS OF THIS SECTION ARE SUBJECT TO THE LIMITATIONS OF TEXAS LOCAL GOVERNMENT CODE SECTION 271.904 AND SHALL BE CONSTRUED TO THAT EFFECT. K. No Third Party Beneficiary For purposes of this Agreement, including its intended operation and effect, the parties specifically agree and contract that: (1) this Agreement only affects matters/disputes between the parties to this Agreement, and is in no way intended by the parties to benefit or otherwise affect any third person or entity (except the indemnitees Page 4 identified or described in Article I, Section J., above), notwithstanding the fact that such third person or entities may be in a contractual relationship with CITY and CONSULTANT, or both; and (2) the terms of this Agreement are not intended to release, either by contract or operation of law, any third person or entity from obligations they owe to either CITY or CONSULTANT. L. Successors and Assigns CITY and CONSULTANT each bind themselves and their successors, executors, administrators and assigns to the other party to this Agreement and to the successors, executors, administrators and assigns of such other party with respect to all covenants of this Agreement. Neither CITY nor CONSULTANT shall assign or transfer its interest in this Agreement without prior written consent of the other. II. ARTICLE CITY’S RESPONSIBILITIES CITY will: 1. Provide full information as to CITY’s requirements for the Project; 2. Assist CONSULTANT by placing at CONSULTANT’s disposal all information in CITY’s control or knowledge which is pertinent to the Project, including executed right-of-way easements and final field survey data; 3. Examine all work presented by CONSULTANT and respond within reasonable time and in writing to the material submitted by CONSULTANT; 4. Pay all costs incident to advertising for obtaining bids or proposals from Contractors; 5. Give prompt written notice to CONSULTANT whenever CITY observes or otherwise becomes aware of any defect in CONSULTANT’s work or in Contractor’s work; 6. Designate in writing a person to act as its representative with respect to this Agreement, such person having complete authority to transmit instructions, receive information, and make or interpret the CITY’s decisions; 7. Provide all information and criteria as to the CITY’s requirements, objectives, and expectations for the Project including all numerical criteria that are to be met and all standards of development, design, or construction. 8. Provide to the CONSULTANT all previous studies, plans, or other documents pertaining to the Project and all new data reasonably necessary Page 5 in the CONSULTANT’s opinion, such as site survey and engineering data, environmental impact assessments or statements, zoning or other land use regulations, etc., upon all of which the CONSULTANT may rely; 9. Arrange for access to the site and other private or public property as required for the CONSULTANT to provide its Services; and 10. Provide any other information or assistance as may be necessary for additional CONSULTANT Services as provided in Article V, hereof, and Attachment A hereto. The CONSULTANT shall not be held responsible for any errors or omissions that may arise as a result of erroneous or incomplete information provided by the CITY and or the CITY’s consultants and contractors; provided, however, that CONSULTANT must, within a reasonable time of learning of any erroneous or incomplete information that is discovered by CONSULTANT, or that reasonably should have been discovered by CONSULTANT using ordinary diligence, during the term of this Agreement. III. ARTICLE COMPENSATION FOR ENGINEERING SERVICES The CITY shall compensate CONSULTANT for Services rendered under this Agreement, in accordance with the following: For the completion of the work contemplated in Article I, the CONSULTANT shall be paid on a lump sum basis that includes all Reimbursable Expenses, with a total not to exceed cost ceiling of $145,800.00 as billed monthly by CONSULTANT. IV. ARTICLE TIMES OF BILLING AND PAYMENT The CONSULTANT shall bill CITY monthly for any services and expenses incurred in accordance with the work performed subject to the limits set out in Article III. Payment shall be due within thirty (30) days of receipt by CITY of a properly prepared and correct invoice from CONSULTANT. CONSULTANT’s invoices shall be accompanied by such records or other written proof as CITY deems necessary to verify the billings. Invoices shall be made to City Finance Department’s office at 1400 Main Street, Suite 440, Southlake, Texas 76092. If CITY fails to make payment due CONSULTANT within thirty (30) days of the day when payment for services and expenses is due under the terms of this Agreement, CONSULTANT shall be entitled to interest on such unpaid sums at the rate provided in Page 6 Chapter 2251 of the Texas Government Code. V. ARTICLE ADDITIONAL ENGINEERING SERVICES In addition to performing the consulting services set out in this Agreement, CONSULTANT agrees to perform additional Services as requested by CITY from time to time and CITY agrees to compensate CONSULTANT for such additional Services in accordance with CONSULTANT’s standard hourly fee and expenses (see Attachment A) for actual time expended and actual out-of-pocket sums expended, such additional Services to be one or more of the following: 1. Make or prepare detailed description of sites, maps, or drawings related thereto and outside the scope of the Project; 2. Appearances before courts or boards on matters of litigation or hearings related to the Project; 3. Preparation of environmental impact assessments or statements for any governmental agency; 4. Miscellaneous engineering work for CITY not related to the Project; 5. To provide resident project construction inspection, unless such inspection is not required, in writing, by the CITY; or 6. Other additional Services agreed to by the parties in writing and incorporated herein. VI. ARTICLE STANDARD OF CARE In performing its professional Services, the CONSULTANT will use that degree of care and skill ordinarily exercised, under similar circumstances, by reputable members of its profession in the same locality at the time the Services are provided and in accordance with any applicable governmental laws, regulations and ordinances. Notwithstanding any other provision of this Agreement, if engineering or architectural services are provided by CONSULTANT, or its subconsultant(s) in any manner pursuant to this Agreement, then the standard of care provided in Texas Local Gov’t Code Sec. 271.904 shall be applicable as it relates to those engineering or architectural services. VII. ARTICLE PERIOD OF SERVICE Page 7 This Agreement shall be effective upon execution by CITY and CONSULTANT, and shall remain in force until work is completed on the Project or until terminated under the provisions hereinafter provided in Article VIII. VIII. ARTICLE TERMINATION The CITY may terminate this Agreement at any time for convenience, with or without cause by giving written notice to the CONSULTANT. Such termination may be made effective on such future date as agreed by the parties, but absent such agreement shall be immediate. Upon receipt of such notice the CONSULTANT shall immediately discontinue all Services and work and the placing of all orders or the entering into contracts for supplies, assistance, facilities, and materials in connection with the performance of this Agreement and shall proceed to cancel promptly all existing contracts insofar as they are chargeable to this Agreement. The CONSULTANT, upon termination, shall be paid for all Services rendered through the date of termination together with any additional reimbursable expense then due and allowable under this Agreement. IX. ARTICLE OWNERSHIP OF DOCUMENTS 1. All completed or partially completed reports prepared under this Agreement, including the original drawings in both paper and electronic formats, shall become the property of CITY if this Agreement is terminated. Upon completion and payment of this Agreement, the final design, drawings, specifications and documents in both paper and electronic formats shall be owned by CITY. 2. Reuse, change or alteration by CITY or others acting by or on behalf of CITY of such documents without the permission of CONSULTANT shall be at CITY’s sole risk. X. ARTICLE INSURANCE ENGINEER shall carry and maintain at all times during design and construction, at CONSULTANT’s expense, insurance of the type and of minimum coverage limits as follows: 1. Workers Compensation - Statutory Employer’s Liability - Limits as required by the State of Texas. 2. Comprehensive General Liability, Bodily Injury and Property Damage Page 8 including contractual liability in a combined single limit - $500,000 per occurrence. 3. Comprehensive Automotive Liability, Bodily Injury and Property Damage in a combined single limit - $1,000,000 per accident. Certificates of insurance for the above coverage in a form acceptable to CITY, evidencing the coverage required above, shall be provided to CITY within ten (10) business days after execution of this Agreement and prior to issuing Notice to Proceed. Such certificates shall provide that the insurer will give CITY not less than ten (10) days notice of any material changes in or cancellation of coverage. In the event any subcontractor of CONSULTANT, with or without CITY’s consent, provides or renders Services under this Agreement, CONSULTANT shall ensure that the subcontractor’s Services are covered by the same insurance limits as set forth above. CONSULTANT shall not commence work under this Agreement until it has obtained Professional Liability (Errors and Omissions) Insurance as required hereunder and such insurance coverage has been approved by CITY. Such insurance shall be in the minimum amount of $1,000,000 and shall include coverage of Contractually Assumed Liability. The insurance coverage prescribed herein shall be maintained until three (3) years after CITY’s acceptance of the construction project and shall not be canceled without prior written notice to CITY. In this connection, upon the signing and return of this Agreement by CONSULTANT, a Certificate of Insurance shall be furnished to CITY as evidence that the insurance coverage required herein has been obtained by CONSULTANT, and such certificate shall contain the provision that such insurance shall not be cancelled or modified without thirty (30) days prior written notice to CITY. CONSULTANT shall notify CITY within ten (10) days of any modification or alteration in such Professional Liability (Errors and Omissions) Insurance. XI. ARTICLE AUTHORIZATION, PROGRESS AND COMPLETION CITY and CONSULTANT agree that the Project is planned to be completed by September 30, 2025. CONSULTANT shall employ manpower and other resources, and use professional skill and diligence in a manner consistent with that degree of care and skill ordinarily exercised by members of the same profession currently practicing under similar circumstances at the same time and in the same or similar locality, to meet the schedule; however, CONSULTANT shall not be responsible for schedule delays resulting from conditions beyond its control. By mutual agreement, CITY and CONSULTANT may modify the Project schedule during the course of the Project and if such modifications affect CONSULTANT’s compensation, it shall be modified accordingly, subject to CITY’s approval. For additional CONSULTANT Services, the authorization by CITY shall be in writing and shall include the definition of the additional Services to be provided, the schedule for commencing and completing the additional Services, and the basis for Page 9 compensation as agreed upon by CITY and CONSULTANT. XII. ARTICLE NOTICE Any notice required under this Agreement will be in writing and given either personally, by registered or certified mail, return receipt requested, or by a nationally recognized overnight courier service, addressed to the parties as follows: If to CITY: Alison Ortowski City Manager City of Southlake 1400 Main Street, Suite 460 Southlake, Texas 76092 Phone: 817-748-8400 Fax: 817-748-8010 If to CONSULTANT: Erica Bish, AIA, NCARB, CSI Dallas Office Director TSK 5830 Granite Parkway, Suite 750 Plano, Texas 75024 Phone: (972) 292-7670 All notice shall be effective upon the date of receipt. XIII. ARTICLE SEVERABILITY In the event that any provision of this Agreement shall be found to be void or unenforceable, such finding shall not be construed to render any other provisions of this Agreement either void or unenforceable. All provisions, which are void or unenforceable, shall not substantially affect the rights or obligations granted to or undertaken by either party. XIV. ARTICLE VENUE-LAW Venue of any suit or cause of action under this Agreement shall lie exclusively in Tarrant County, Texas. This Agreement shall be construed in accordance with the laws of the State of Texas, without regard for conflict of laws principles. Page 10 XV.ARTICLE MISCELLANEOUS Texas Boycott Prohibitions. To the extent required by Texas law, CONSULTANT verifies that: (1) it does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association, as defined in Texas Government Code § 2274.001, and that it will not during the term of this Agreement discriminate against a firearm entity or firearm trade association; (2) it does not “boycott Israel” as that term is defined in Texas Government Code § 808.001 and it will not boycott Israel during the term of this Agreement; and (3) it does not “boycott energy companies,” as those terms are defined in Texas Government Code §§ 809.001 and 2274.001, and it will not boycott energy companies during the term of this Agreement. Texas Public Information Act. Notwithstanding any other provision to the contrary in this Agreement, all information, documents, and communication relating to this Agreement may be subject to the Texas Public Information Act and any opinion of the Texas Attorney General or a court of competent jurisdiction relating to the Texas Public Information Act. The requirements of Texas Gov’t Code Sec. 2252.907 and Subchapter J, Chapter 552, Government Code, may apply to this Agreement and each Party agrees that this Agreement may be terminated if a Party knowingly or intentionally fails to comply with a requirement of Subchapter J, if applicable. Texas Ethics Disclosure. To the extent required by Texas law, CONSULTANT represents that it has completed a Texas Ethics Commission (“TEC”) form 1295 (“Form 1295”) generated by the TEC electronic filing application in accordance with the provisions of Texas Government Code 2252.908 and the rules promulgated by the TEC. The Parties agree that, with the exception of the information identifying the CITY and the contract identification number, the CITY is not responsible for the information contained in the Form 1295. IN WITNESS WHEREOF the parties have caused this Agreement to be executed in two equal originals on the date and year first above mentioned. CITY OF SOUTHLAKE: By: _________________________________ John Huffman, Mayor ATTEST: By: _________________________________ Amy Shelley, City Secretary Page 11 TSK By: _________________________________ Erica Bish, Dallas Office Director THE STATE OF TEXAS § COUNTY OF TARRANT § Before me on this day personally appeared ______________ known to me [or proved to me on the oath of _______________ or through ___________________ (description of identity card or other document)] to be the person whose name is subscribed to the foregoing instrument and that he/she is the duly authorized ______________________ of _____________________________, and acknowledged to me that he/she executed the same for the purposes and consideration therein expressed. Given under my hand and seal of office this _____ day of __________, A.D.______. ______________________________________ (SEAL) Notary Public, State of Texas ____________________________________ Notary’s Name Printed Project Proposal City of Southlake Town Square Plaza Concepts Tailored to Mr. Estepa City of Southlake, TX Project Manager – Public Works March 20, 2024 tsk March 20, 2024 City of Southlake Public Works 1400 Main St. Southlake, TX 76092 Attention: Mamerto (Mo) Estepa Subject: Southlake, TX Town Hall Plaza Concepts - TSK Proposal Dear Mr. Estepa, Thank you for inviting us to submit this project proposal. Your proposal has been tailored to your specific requests with thoughtful consideration to the project approach, schedule, and execution. We recognize the importance of this project to you and a desire to have a quality concept package to achieve approvals with an expedient timeline for completion. Please find enclosed our Proposal for this effort specific to the City of Southlake Town Hall Plaza. We certainly hope this proposal meets your expectations and are open to any further discussions you believe may be of value in your evaluation of it. Please do not hesitate to let us know if you have any questions or comments. For TSK Architects, Erica Bish, AIA, NCARB, CSI | Office Director - Dallas tsk PROJECT UNDERSTANDING This proposal is prepared for the following project: City of Southlake architectural, landscape and engineering services to prepare a feasibility study, three (3) conceptual designs, phasing plans, renderings, rough order of magnitude costs (ROM), and engineering due diligence for the renovation to Southlake Town Hall Plaza located between Main Street, E Southlake Blvd, State Street, and Grand Avenue. This proposal is for three (3) architectural and landscape design concepts. Civil, mechanical, electrical, plumbing, structural, AV/IT shall be narratives supporting the design concepts. Services include coordination with the consultants for an integrated feasibility and concept booklet. The project is further developing concepts for the redesign and construction of the Town Hall area, Family Park, and Rustin Pavilion areas. The intent is to ensure the continued success of the Town Square Plaza environment, meet the needs of the multiple community-based events, provide a unique and functional park and open space for citizens and visitors, and continue to serve as a focal point for the community. SCOPE OF WORK Conceptual Design and Feasibility Package Task 1 – Coordination & Due Diligence • Obtain existing documentation for Southlake Town Hall Plaza (in original software format if available). • Project Kickoff meeting to walk site and confirm scope of work. • Coordinate with consultants on responsibilities and schedules • Two (2) Review meetings with Southlake to review preliminary concepts • Final concept review meeting with Southlake • Documentation of meetings, objectives, and reviews • Field verification as required Task 2 – Conceptual Design Options • Provide preliminary concepts to Southlake for approval. o Gazebo/Stage o Restrooms w/ Visitor Amenities o Park Layout/ Landscaping/ Hardscape o Traffic/ Perimeter Accessibility o Infrastructure & Technology o Existing Condition Considerations • Coordination with landscape architects for architectural element locations. • Coordination with consultants for written narratives to be included in final deliverable. • Provide three (3) concepts ranging in ROM values (low/medium/high) Task 3 – Conceptual Design Booklet • Provide three (3) concepts ranging in ROM values (low/medium/high) o Conceptual Plans o Conceptual Elevations with material callouts o Provide two (2) renderings per concept. Six (6) total renderings. • Additional consultants to provide a written narrative of systems. • Consultant scope of work provided in attachments. tsk • Provide a total of three (3) cost estimates based on each concept. • Provide final digital (PDF) concept and feasibility booklet. PROJECT TEAM The following consultants are included in the proposal. Landscape Kimley-Horn Civil Kimley-Horn Mechanical, Plumbing, Electrical: IEG Structural IEG AV/ IT WJHW SCHEDULE The proposal is based on the following schedule and reflects our understanding of the project timeline while incorporating our work plan to accomplish. NTP April 2024 Preliminary Concepts April 2024 Final Concept Package May 2024 Southlake Workshop June 2024 COMPENSATION Design Team Fee TSK proposes to complete the work as defined by this proposal as a Lump Sum Fixed Fee for Design Development, Construction Documents & Permitting Phase, Bidding, and Construction Administration services. Lump Sum, Fixed Fee Phase Fee by Phase TSK $ 45,000.00 Kimley-Horn $ 110,000.00 IEG $ 15,000.00 WJHW $ 24,800.00 Sub-total $ 194,800.00 Less PSA dated 3/12/24 ($ 49,000.00) Expense Allowances: Reimbursable Expense included in lump sum fixed fee Total Fee with Allowances: $145,800.00 tsk EXCEPTIONS / CLARIFICATIONS A. Agreement for Professional Services All general Terms and Conditions shall be per the industry standard American Institute of Architects B103 Standard Form of Agreement Between Owner and Architect or other mutually agreed upon Terms and Conditions established prior to the commencement of our professional services for this project. TSK will prepare this agreement in conjunction with you. B. Additional Services All other services that are considered additional services (beyond the scope of work noted herein) will be billed on an hourly basis per our standard hourly rates. Please refer to our current hourly rate schedule. C. Insurance TSK carries the following insurance and will provide the Owner with certificates: • Comprehensive General Liability $1,000,000 for each occurrence and in the aggregate for bodily injury and property damage • Automobile Liability - $1,000,000 combined single limit and aggregate for bodily injury and property damage • Workers’ Compensation - $1,000,000 • Professional Liability - $2,000,000 per claim and in the aggregate for Architect’s negligent acts, errors, and omissions All general Terms and Conditions shall be per the industry standard American Institute of Architects B103 Contract or other mutually agreed upon Terms and Conditions established prior to the commencement of our professional services for this project. D. Exclusions • Fire sprinkler and alarm engineering. • Geotechnical Engineering and Soils Testing. • Asbestos Testing at existing structures • Asbestos or Lead-Based Paint design documents. • Payment and Performance Bonds. • Systems or consultants other than described under scope of services above . • Boundary Verification and Platting. • Site Plan Application. • Taxes/fees: city state and federal • Signage design, engineering and permitting E. Attachments • Exhibit A, “TSK and Consultant Hourly Rates” • Exhibit B, “Kimley-Horn Proposal” • Exhibit C, “IEG Proposal” • Exhibit D, “WJHW Proposal” TBAE COMPLIANCE The Texas Board of Architectural Examiners, P.O. Box 12337, Austin, Texas 78711 -2337 or 333 Guadalupe, Suite 2- 350, Austin, Texas 78701-3942, (512) 305-9000 (www.tbae.state.tx.us), has jurisdiction over complaints regarding the professional practices of persons registered as architects in Texas. www.tska.com 2023 STANDARD BILLING RATES Senior Principal $340.00 Principal $290.00 Sr. Project Manager $235.00 Senior Project Architect $210.00 Sr. Project Designer $210.00 Project Manager $185.00 Construction Site Manager $158.00 Project Architect $170.00 Project Designer $136.00 Project Coordinator $126.00 Specifications $126.00 Job Captain $126.00 Technical Support $105.00 Design Support $105.00 Administrative Support $95.00 Exhibit BExhibit A EXHIBIT 'A' kimley-horn.com 801 Cherry Street, Unit 11, Suite 1300, Fort Worth, Texas 76102 817-339-2280 February 14, 2024 Erica Bish, AIA, NCARB, CSI Director of Operations tsk Architects 5830 Granite Parkway, Suite 750 Plano, TX 75024 Re:Letter Agreement for Professional Services for Southlake Town Square Plaza in Southlake, Texas Dear Ms. Bish: Kimley-Horn and Associates, Inc. (“Professional” or “Consultant”) is pleased to submit this letter agreement to tsk Architects (“Client”) for providing a conceptual design package for the improvements at Southlake Town Square Plaza. Our project understanding, scope of services, schedule, and fee are below. Project Understanding This project consists of preparing a feasibility report, conceptual designs, phasing plan, perspective renderings, preliminary cost estimates, and civil engineer due diligence for the improvements to Southlake Town Square Plaza located between Main Street, Grand Avenue, E Southlake Boulevard, and State Street. Scope of Services The following task outlines in the Scope of Services area anticipated to be completed as part of this project. Task 1 Project Management and Design Coordination The Consultant will manage the contract, document project meetings, and monitor the deliverables. Consultant will provide timely invoicing and reporting of project progress to the Client. The effort included in this task relates to project meetings, design coordination, correspondence with Client and team, and preparing for and attending review meetings. If requested, a kick-off call between the Client and Consultant shall be conducted once we receive Notice to Proceed (NTP) to discuss any modifications or updates to the project. The call will occur within two (2) weeks of the Notice to Proceed (NTP). The preliminary agenda for the kick-off call will consist of: ·Scope of Services and responsibilities ·Project objectives ·Information needs ·Schedule milestones Note: Consultant will be responsible for meeting logistics such as in-person meetings, online hosting (MS Teams or Zoom), and will document calls with meeting notes. Notes will be submitted to the Client EXHIBIT 'B' kimley-horn.com 801 Cherry Street, Unit 11, Suite 1300, Fort Worth, Texas 76102 817-339-2280 for review. Meetings: ·One (1) project kick-off meeting ·Two (2) meetings to discuss preliminary concept design package ·One (1) meeting to discuss final concept design package Deliverables: ·One (1) project kick-off meeting notes (PDF) ·Two (2) progress meeting notes (PDF) ·One (1) final concept design meeting notes (PDF) Task 2 Conceptual Design Development The Consultant will prepare one (1) conceptual design package with reference imagery and cost estimates. The package will consist of the following: ·Three (3) illustrative concept plans with reference imagery (20’ scale min.) for the plaza o One low option o One medium option o One high option ·Two (2) perspective renderings for each of the three (3) concept plans – six (6) perspective renderings total ·Three (3) Opinion of Probable Construction Cost (OPCC) for each concept plan Consultant will submit the package to the Client for review. The Client will provide one (1) set of comments for the Consultant to address. Consultant will facilitate two (2) meetings with the Client to review the conceptual design package. Based upon input from the Client documented during the review session, the Consultant will update materials into one (1) final conceptual design package including the three (3) concepts, OPCC, and six (6) perspective renderings. The OPCC will be submitted one (1) time for Client review and comment. Consultant will incorporate Client comments into a final Cost Estimate. Because the Consultant does not control the cost of labor, materials, equipment or services furnished by others, methods of determining prices, or competitive bidding or market conditions, any options rendered as to costs, including but not limited to opinions as to the costs of construction and materials, shall be made on the basis of its experience and represent its judgement as an experienced and qualified professional, familiar with the industry. The Consultant cannot and does not guarantee that proposals, bids, or actual costs will not vary from its opinions of cost. Deliverables: ·Three (3) concept plans with reference imagery (PDF) kimley-horn.com 801 Cherry Street, Unit 11, Suite 1300, Fort Worth, Texas 76102 817-339-2280 ·Six (6) perspective renderings (PDF) ·Three (3) opinion of probable construction costs (PDF) · Task 3 Feasibility Report One (1) site visit will be performed to review base map, inventory elements, site and adjacent property uses, transportation (roadway and greenway) connectivity, and area vicinity map. Consultant will rely on all material provided by the Client to be accurate and complete. Additional work due to incomplete or inaccurate information provided by the Client may be revised or corrected for additional services upon authorization by Client. As a derivative of the planning process to-date, Consultant will prepare one (1) feasibility plan package, highlighting the park improvements based upon site analysis and inventory and program definition. The feasibility report will consist of the following items: ·Acknowledgements ·Project Process, Purpose, and Next Steps ·Map development ·Programmatic functional diagram ·Opportunities and challenges ·Comparable facilities ·Concept Design package ·Architecture, electrical package ·Cost estimates ·Phasing diagram ·Closing Consultant will submit the package to the Client for review. The Client will provide one (1) set of comments for the Consultant to address. Consultant will facilitate two (2) meetings with the Client to review the conceptual design package. Based upon input from the Client documented during the review session, the Consultant will update materials into one (1) single, preferred final conceptual design package. Deliverables: ·One (1) feasibility report (PDF) Task 4 Civil Engineering Due Diligence and Narrative Consultant will work to obtain Record Drawings for existing water, sanitary sewer, storm drainage, and roadway improvements on or immediately adjacent to the site. Record Drawings and design guidelines will be utilized to write a civil engineering narrative describing the anticipated improvements and how the grading and utilities will be modified to meet the concepts presented by the landscape architect. It is anticipated that no more than three (3) concepts will be presented. kimley-horn.com 801 Cherry Street, Unit 11, Suite 1300, Fort Worth, Texas 76102 817-339-2280 Task 5 Topographic Survey Consultant will prepare a topographic survey for 2 acres including the site to be used for site planning and civil engineering design purposes. The topographic survey is to be used in-house and will not be issued as a stand-alone survey document. The survey will consist of: Elevations around the immediate perimeter of the site; Contour lines representing the surface of the existing ground at one foot intervals based on a survey grid system and tied to existing control points; Observed (only if clearly visible from the surface) locations of existing water, sewer, storm drain, and franchised utility facility appurtenances; Dig Tess markings of subsurface utilities that are in place at the time our field work is being done; and two benchmarks established with the survey. TBPELS Firm Numbers: Dallas: 10115500; Frisco: 10193822; Fort Worth: 10194040; San Antonio: 10193973; Austin: 10194624; Celina: 10194503 Task 6 Tree Survey Consultant will draft a tree survey showing approximate locations of trees, their likely species, and estimate of their size. We will endeavor to locate all trees meeting the minimum requirements of the local tree protection ordinance. Additional Services Any services not specifically provided for in the above scope will be billed as additional services and performed at our then current hourly rates. Additional services we can provide include, but are not limited to, the following: ·Geotech services ·Subsurface utility investigation ·Drainage analysis or flood study ·Construction documents ·Bidding phase services ·Construction contract services ·Additional conceptual designs and renderings ·Any permitting ·Any services not listed in the Scope of Services Information Provided By Client We shall be entitled to rely on the completeness and accuracy of all information provided by the City or the City’s consultants or representatives. The City shall provide all information requested by Professional during the project, including but not limited to the following: ·GIS data of project area ·Survey or CAD files of project area ·Existing utility data or information of project area ·As-built drawings kimley-horn.com 801 Cherry Street, Unit 11, Suite 1300, Fort Worth, Texas 76102 817-339-2280 ·Architecture design and specifications Schedule Professional will provide these services within a mutually agreed upon schedule. Professional anticipates receiving the Notice to Proceed in March 2024 . The Professional will prepare the preliminary concept design package from March 2024 to April 2024. Professional will prepare the final concept design package end of April 2024 to May 2024. The Professional will meet the anticipated workshop scheduled in May 2024 or June 2024. Fee and Expenses Professional will perform the services in Tasks 1 for the total lump sum fee below. Task 1 Project Management and Design Coordination $ 11,000 Task 2 Conceptual Design Package $ 60,000 Task 3 Feasibility Report $ 20,000 Task 4 Civil Engineering Due Diligence and Narrative $ 6,000 Task 5 Topographic Survey $ 10,000 Task 6 Tree Survey $ 3,000 Total Lump Sum Fee $110,000 Lump sum fees will be invoiced monthly based upon the overall percentage of services performed. Payment will be due within 25 days of your receipt of the invoice and should include the invoice number and Professional project number. Closure In addition to the matters set forth herein, our Agreement shall include and be subject to, and only to, the attached Standard Provisions, which are incorporated by reference. As used in the Standard Provisions, "Kimley-Horn" shall refer to Kimley-Horn and Associates, Inc., and "Client" shall refer to tsk Architects. Professional, in an effort to expedite invoices and reduce paper waste, submits invoices via email in a PDF. We can also provide a paper copy via regular mail if requested. Please include the invoice number and Kimley-Horn project number with all payments. Please provide the following information: ____ Please email all invoices to ___________________________ ____ Please copy _______________________________________ We appreciate the opportunity to provide these services. Please contact me if you have any questions. Sincerely, KIMLEY-HORN AND ASSOCIATES, INC. kimley-horn.com 801 Cherry Street, Unit 11, Suite 1300, Fort Worth, Texas 76102 817-339-2280 Katherine Utecht, PLA, LI Bradley J. Hill Project Manager Regional Contract Lead tsk Architects SIGNED: PRINTED NAME: _______________________ TITLE:_________________________________ DATE: _______________________________ Attachment – Standard Provisions 1 KIMLEY-HORN AND ASSOCIATES, INC. STANDARD PROVISIONS 1)Kimley-Horn's Scope of Services and Additional Services. Kimley-Horn will perform only the services specifically described in this Agreement. If requested by the Client and agreed to by Kimley-Horn, Kimley-Horn will perform Additional Services, which shall be governed by these provisions. Unless otherwise agreed to in writing, the Client shall pay Kimley-Horn for any Additional Services an amount based upon Kimley-Horn’s then-current hourly rates plus an amount to cover certain direct expenses including telecommunications, in-house reproduction, postage, supplies, project related computer time, and local mileage. Other direct expenses will be billed at 1.15 times cost. 2)Client's Responsibilities. In addition to other responsibilities herein or imposed by law, the Client shall: a. Designate in writing a person to act as its representative, such person having complete authority to transmit instructions, receive information, and make or interpret the Client's decisions. b. Provide all information and criteria as to the Client's requirements, objectives, and expectations for the project and all standards of development, design, or construction. c. Provide Kimley-Horn all available studies, plans, or other documents pertaining to the project, such as surveys, engineering data, environmental information, etc., all of which Kimley-Horn may rely upon. d. Arrange for access to the site and other property as required for Kimley-Horn to provide its services. e. Review all documents or reports presented by Kimley-Horn and communicate decisions pertaining thereto within a reasonable time so as not to delay Kimley-Horn. f. Furnish approvals and permits from governmental authorities having jurisdiction over the project and approvals and consents from other parties as may be necessary. g. Obtain any independent accounting, legal, insurance, cost estimating, and feasibility services required by Client. h. Give prompt written notice to Kimley-Horn whenever the Client becomes aware of any development that affects Kimley-Horn's services or any defect or noncompliance in any aspect of the project. 3)Period of Services. Unless otherwise stated herein, Kimley-Horn will begin work after receipt of a properly executed copy of this Agreement. This Agreement assumes conditions permitting continuous and orderly progress through completion of the services. Times for performance shall be extended as necessary for delays or suspensions due to circumstances that Kimley-Horn does not control. If such delay or suspension extends for more than six months, Kimley-Horn’s compensation shall be renegotiated. 4)Method of Payment. Client shall pay Kimley-Horn as follows: a. Invoices will be submitted periodically for services performed and expenses incurred. Payment of each invoice will be due within 25 days of receipt. The Client shall also pay any applicable sales tax. All retainers will be held by Kimley-Horn and applied against the final invoice. Interest will be added to accounts not paid within 25 days at the maximum rate allowed by law. If the Client fails to make any payment due under this or any other agreement within 30 days after Kimley-Horn's transmittal of its invoice, Kimley-Horn may, after giving notice to the Client, suspend services and withhold deliverables until all amounts due are paid. b. If the Client relies on payment or proceeds from a third party to pay Kimley-Horn and Client does not pay Kimley-Horn’s invoice within 60 days of receipt, Kimley-Horn may communicate directly with such third party to secure payment. c. If the Client objects to an invoice, it must advise Kimley-Horn in writing giving its reasons within 14 days of receipt of the invoice or the Client’s objections will be waived, and the invoice shall conclusively be deemed due and owing. If the Client objects to only a portion of the invoice, payment for all other portions remains due. d. If Kimley-Horn initiates legal proceedings to collect payment, it may recover, in addition to all amounts due, its reasonable attorneys' fees, reasonable experts' fees, and other expenses related to the proceedings. Such expenses shall include the cost, at Kimley- Horn's normal hourly billing rates, of the time devoted to such proceedings by its employees. e. The Client agrees that the payment to Kimley-Horn is not subject to any contingency or condition. Kimley-Horn may negotiate payment of any check tendered by the Client, even if the words “in full satisfaction” or words intended to have similar effect appear on the check without such negotiation being an accord and satisfaction of any disputed debt and without prejudicing any right of Kimley-Horn to collect additional amounts from the Client. 5)Use of Documents. All documents and data prepared by Kimley-Horn are related exclusively to the services described in this Agreement and may be used only if the Client has satisfied all of its obligations under this Agreement. They are not intended or represented to be suitable for use or reuse by the Client or others on extensions of this project or on any other project. Any modifications by the Client to any of Kimley-Horn’s documents, or any reuse of the documents without written authorization by Kimley- Horn will be at the Client's sole risk and without liability to Kimley-Horn, and the Client shall indemnify, defend and hold Kimley-Horn harmless from all claims, damages, losses and expenses, including but not limited to attorneys' fees, resulting therefrom. Kimley- Horn’s electronic files and source code remain the property of Kimley-Horn and shall be provided to the Client only if expressly provided for in this Agreement. Any electronic files not containing an electronic seal are provided only for the convenience of the Client and use of them is at the Client’s sole risk. In the case of any defects in the electronic files or any discrepancies between them and the hardcopy of the documents prepared by Kimley-Horn, the hardcopy shall govern. 6)Intellectual Property. Kimley-Horn may use or develop its proprietary software, patents, copyrights, trademarks, trade secrets, and other intellectual property owned by Kimley-Horn or its affiliates (“Intellectual Property”) in the performance of this Agreement. Unless explicitly agreed to in writing by both parties to the contrary, Kimley-Horn maintains all interest in and ownership of its Intellectual 2 Property and conveys no interest, ownership, license to use, or any other rights in the Intellectual Property to Client. Any enhancements of Intellectual Property made during the performance of this Agreement are solely owned by Kimley-Horn and its affiliates. If Kimley-Horn’s services include providing Client with access to or a license for Kimley-Horn’s (or its affiliates’) proprietary software or technology, Client agrees to the terms of the Software License Agreement set forth at https://www.kimley-horn.com/khts- software-license-agreement (“the License Agreement”) which terms are incorporated herein by reference. 7)Opinions of Cost. Because Kimley-Horn does not control the cost of labor, materials, equipment or services furnished by others, methods of determining prices, or competitive bidding or market conditions, any opinions rendered as to costs, including but not limited to the costs of construction and materials, are made solely based on its judgment as a professional familiar with the industry. Kimley-Horn cannot and does not guarantee that proposals, bids or actual costs will not vary from its opinions of cost. If the Client wishes greater assurance as to the amount of any cost, it shall employ an independent cost estimator. Kimley-Horn's services required to bring costs within any limitation established by the Client will be paid for as Additional Services. 8)Termination. The obligation to provide further services under this Agreement may be terminated by either party upon seven days' written notice in the event of substantial failure by the other party to perform in accordance with the terms hereof, or upon thirty days’ written notice for the convenience of the terminating party. Kimley-Horn shall be paid for all services rendered and expenses incurred to the effective date of termination, and other reasonable expenses incurred by Kimley-Horn as a result of such termination. 9)Standard of Care.The standard of care applicable to Kimley-Horn’s services will be the degree of care and skill ordinarily exercised by consultants performing the same or similar services in the same locality at the time the services are provided. No warranty, express or implied, is made or intended by Kimley-Horn's performance of services, and it is agreed that Kimley-Horn is not a fiduciary with respect to the Client. 10)LIMITATION OF LIABILITY. IN RECOGNITION OF THE RELATIVE RISKS AND BENEFITS OF THE PROJECT TO THE CLIENT AND KIMLEY-HORN, THE RISKS ARE ALLOCATED SUCH THAT, TO THE FULLEST EXTENT ALLOWED BY LAW, AND NOTWITHSTANDING ANY OTHER PROVISIONS OF THIS AGREEMENT OR THE EXISTENCE OF APPLICABLE INSURANCE COVERAGE, THAT THE TOTAL LIABILITY, IN THE AGGREGATE, OF KIMLEY-HORN AND KIMLEY-HORN'S OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND SUBCONSULTANTS TO THE CLIENT OR TO ANYONE CLAIMING BY, THROUGH OR UNDER THE CLIENT, FOR ANY AND ALL CLAIMS, LOSSES, COSTS OR DAMAGES WHATSOEVER ARISING OUT OF OR IN ANY WAY RELATED TO THE SERVICES UNDER THIS AGREEMENT FROM ANY CAUSES, INCLUDING BUT NOT LIMITED TO, THE NEGLIGENCE, PROFESSIONAL ERRORS OR OMISSIONS, STRICT LIABILITY OR BREACH OF CONTRACT OR ANY WARRANTY, EXPRESS OR IMPLIED, OF KIMLEY-HORN OR KIMLEY-HORN'S OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND SUBCONSULTANTS, SHALL NOT EXCEED TWICE THE TOTAL COMPENSATION RECEIVED BY KIMLEY- HORN UNDER THIS AGREEMENT OR $50,000, WHICHEVER IS GREATER. HIGHER LIMITS OF LIABILITY MAY BE NEGOTIATED FOR ADDITIONAL FEE. THIS SECTION IS INTENDED SOLELY TO LIMIT THE REMEDIES AVAILABLE TO THE CLIENT OR THOSE CLAIMING BY OR THROUGH THE CLIENT, AND NOTHING IN THIS SECTION SHALL REQUIRE THE CLIENT TO INDEMNIFY KIMLEY-HORN. 11)Mutual Waiver of Consequential Damages. In no event shall either party be liable to the other for any consequential, incidental, punitive, or indirect damages including but not limited to loss of income or loss of profits. 12)Construction Costs. Under no circumstances shall Kimley-Horn be liable for extra costs or other consequences due to unknown conditions or related to the failure of contractors to perform work in accordance with the plans and specifications. Kimley-Horn shall have no liability whatsoever for any costs arising out of the Client’s decision to obtain bids or proceed with construction before Kimley- Horn has issued final, fully approved plans and specifications. The Client acknowledges that all preliminary plans are subject to substantial revision until plans are fully approved and all permits obtained. 13)Certifications. All requests for Kimley-Horn to execute certificates, lender consents, or other third-party reliance letters must be submitted to Kimley-Horn at least 14 days prior to the requested date of execution. Kimley-Horn shall not be required to execute certificates, consents, or third-party reliance letters that are inaccurate, that relate to facts of which Kimley-Horn does not have actual knowledge, or that would cause Kimley-Horn to violate applicable rules of professional responsibility. 14)Dispute Resolution. All claims arising out of this Agreement or its breach shall be submitted first to mediation in accordance with the American Arbitration Association as a condition precedent to litigation. Any mediation or civil action by Client must be commenced within one year of the accrual of the cause of action asserted but in no event later than allowed by applicable statutes. 15) Hazardous Substances and Conditions. Kimley-Horn shall not be a custodian, transporter, handler, arranger, contractor, or remediator with respect to hazardous substances and conditions. Kimley-Horn's services will be limited to analysis, recommendations, and reporting, including, when agreed to, plans and specifications for isolation, removal, or remediation. Kimley- Horn will notify the Client of unanticipated hazardous substances or conditions of which Kimley-Horn actually becomes aware. Kimley-Horn may stop affected portions of its services until the hazardous substance or condition is eliminated. 3 16)Construction Phase Services. a. If Kimley-Horn prepares construction documents and Kimley-Horn is not retained to make periodic site visits, the Client assumes all responsibility for interpretation of the documents and for construction observation, and the Client waives any claims against Kimley- Horn in any way connected thereto. b. Kimley-Horn shall have no responsibility for any contractor's means, methods, techniques, equipment choice and usage, equipment maintenance and inspection, sequence, schedule, safety programs, or safety practices, nor shall Kimley-Horn have any authority or responsibility to stop or direct the work of any contractor. Kimley-Horn's visits will be for the purpose of endeavoring to provide the Client a greater degree of confidence that the completed work of its contractors will generally conform to the construction documents prepared by Kimley-Horn. Kimley-Horn neither guarantees the performance of contractors, nor assumes responsibility for any contractor’s failure to perform its work in accordance with the contract documents. c. Kimley-Horn is not responsible for any duties assigned to it in the construction contract that are not expressly provided for in this Agreement. The Client agrees that each contract with any contractor shall state that the contractor shall be solely responsible for job site safety and its means and methods; that the contractor shall indemnify the Client and Kimley-Horn for all claims and liability arising out of job site accidents; and that the Client and Kimley-Horn shall be made additional insureds under the contractor’s general liability insurance policy. 17)No Third-Party Beneficiaries; Assignment and Subcontracting. This Agreement gives no rights or benefits to anyone other than the Client and Kimley-Horn, and all duties and responsibilities undertaken pursuant to this Agreement will be for the sole benefit of the Client and Kimley-Horn. The Client shall not assign or transfer any rights under or interest in this Agreement, or any claim arising out of the performance of services by Kimley-Horn, without the written consent of Kimley-Horn. Kimley-Horn reserves the right to augment its staff with subconsultants as it deems appropriate due to project logistics, schedules, or market conditions. If Kimley- Horn exercises this right, Kimley-Horn will maintain the agreed-upon billing rates for services identified in the contract, regardless of whether the services are provided by in-house employees, contract employees, or independent subconsultants. 18)Confidentiality. The Client consents to the use and dissemination by Kimley-Horn of photographs of the project and to the use by Kimley-Horn of facts, data and information obtained by Kimley-Horn in the performance of its services. If, however, any facts, data or information are specifically identified in writing by the Client as confidential, Kimley-Horn shall use reasonable care to maintain the confidentiality of that material. 19)Miscellaneous Provisions. This Agreement is to be governed by the law of the State of Texas. This Agreement contains the entire and fully integrated agreement between the parties and supersedes all prior and contemporaneous negotiations, representations, agreements, or understandings, whether written or oral. Except as provided in Section 1, this Agreement can be supplemented or amended only by a written document executed by both parties. Any conflicting or additional terms on any purchase order issued by the Client shall be void and are hereby expressly rejected by Kimley-Horn. If Client requires Kimley-Horn to register with or use an online vendor portal for payment or any other purpose, any terms included in the registration or use of the online vendor portal that are inconsistent or in addition to these terms shall be void and shall have no effect on Kimley-Horn or this Agreement. Any provision in this Agreement that is unenforceable shall be ineffective to the extent of such unenforceability without invalidating the remaining provisions. The non-enforcement of any provision by either party shall not constitute a waiver of that provision nor shall it affect the enforceability of that provision or of the remainder of this Agreement. 1301 Solana Blvd, Bldg. 1 Suite 1420 +1 817 410 2858 Westlake, Texas 76262 info@iegmep.com WWW.IEGMEP.COM PROPOSAL February 13, 2024 Erica Bish TSK 5830 Granite Pkwy., Ste. 750 Plano, TX 75024 972-292-7670 Re: Proposal for City of Southlake – Town Hall Plaza Renovation 15% Conceptual Design Narratives Pursuant to your recent request, Mechanical, Electrical, Plumbing, Structural, Fire Alarm/Fire Protection Conceptual Narrative Design Services for the above referenced project, we are pleased to offer the following: We propose a lump sum fee of $15,000 (Fifteen Thousand Dollars) Additional Services Additional services shall be negotiated based on the nature and scope of the additional services. A proposal requesting authorization for additional services will be sent to TSK prior to commencing work. IEG will not proceed with such services without an executed contract or written approval by TSK for the additional services. Additional services can be provided on an hourly basis or as a lump sum fee depending on the nature of the services and the desires of the client. Where additional services are to be provided on an hourly fee basis, refer to Appendix 2. Mechanical Services · Mechanical conceptual design narrative for the proposed Amenity and Restroom facility. The design narrative will include multiple options for consideration to heat, cool, and ventilate the facility. · Opinion of probable cost for each mechanical conceptual design option for the Amenity and Restroom facility. Electrical Services · Electrical conceptual design narrative for the proposed Amenity and Restroom facility. The design narrative will include design intent for power and interior lighting of the facility, the facilities exterior lighting, and include site power and site lighting. · Opinion of probable cost for the electrical conceptual design for the Amenity and Restroom facility, site power, and site lighting. · Review and assess existing power services for the plaza and make recommendations in the electrical conceptual design narrative based on the future desires for the plaza. Plumbing Services · Plumbing conceptual design narrative for the proposed Amenity and Restroom facility. · Opinion of probable cost for the plumbing conceptual design for the Amenity and Restroom facility. Structural Services · Proposed Materials with minimum properties such as yield and compressive strength. · Proposed Design Analysis Methods to include applicable governing codes and standards, structural design loads for gravity and lateral forces. EXHIBIT 'C' 1301 Solana Blvd, Bldg. 1 Suite 1420 +1 817 410 2858 Westlake, Texas 76262 info@iegmep.com WWW.IEGMEP.COM · Proposed Superstructure to include the typical primary and secondary elements for each of the major structural systems, i.e., foundation, wall structure, elevated floor structure (if any), and roof structure. · Proposed lateral stability concept. Fire Alarm/Fire Protection Services · Fire Alarm/Fire Protection performance narrative describing expected fire alarm/fire protection system for the proposed Amenity and Restroom facility. Basic Services during Design · 15% Conceptual Design narratives produced in PDF format. · Attend 2 (two) conceptual design meetings as required. · Response to specific job questions as they pertain to the MEP, FA/FP, and structural portions of work. Exclusions to Scope of Work · Any engineering design services other than the narrative scope of work described above. MEP, FA/FP, and Structural 15% Conceptual Narrative Schedule Expectations · IEG will complete each design deliverable at the proposed design schedule below: City of Southlake – Town Hall Plaza Renovation Milestones Schedule Start Finish 15% Conceptual Narrative March 2024 May 2024 This schedule shall include reasonable allowances for review and approval times required by TSK, performance of services by TSK's consultants, and review and approval times required by public authorities having jurisdiction over the Project. This schedule shall be equitably adjusted as the project progresses, allowing for changes in scope, character or size of the Project requested by TSK, or for delays or other causes beyond the IEG’s reasonable control. · MEP, FA/FP, and structural design deliverable expectations will be agreed upon (in written form) between IEG and TSK at each milestone prior to project kickoff and each milestone deliverable. · Changes to the conceptual design, changes by TSK or any subconsultant which results in additional services outside of the original scope or require rework by IEG, IEG may call for renegotiation of appropriate portions of this Agreement with respect to schedule and/or fees and will request approval from TSK prior to proceeding. · Owner requested MEP, FA/FP, and/or structural changes made within 4 weeks of the next upcoming deliverable may result in milestone deliverables being incomplete and TSK and IEG will address the changed conditions and impact on the agreed upon schedule. · IEG will provide documentation at each significant conceptual design change regarding impact on MEP, FA/FP, and/or structural systems and design schedule, as well as documentation at each deliverable regarding the completeness as it relates to the milestone checklist. Schedule of Fee Payment as Follows: 100% - through 15% Conceptual Design Narrative 1301 Solana Blvd, Bldg. 1 Suite 1420 +1 817 410 2858 Westlake, Texas 76262 info@iegmep.com WWW.IEGMEP.COM General Conditions: 1. TSK to provide all printing and reproduction of CADD/REVIT drawings and printed media. 2. TSK to furnish CADD background, REVIT model, or PDFs indicating the proposed conceptual plan for the Plaza Renovation. 3. TSK to furnish 12 months of utility usage documentation for use in analyzing the existing power service on site. 4. Additional Service charges for redraw/redesign would be an hourly rate pending client approval. 5. All delivery, copying and other office overhead-related expenses are considered reimbursable and are not included in lump sum fee above. TSK shall provide a delivery account number for all overnight deliveries sent from IEG. TSK shall deliver all Shop Drawings/Documents to our office; we shall return Shop Drawings/Documents to TSK office. Any additional travel related costs due to travel schedule changes caused or requested by the client occurring after travel arrangements have already been secured by IEG, will be the responsibility of and be billed to the client if applicable. 6. Terms of payment would be within 30 working days after TSK receives invoice. 7. This document expires 90 days from date of the proposal. 8. Refer to Appendix 1. By: ______________________________ Derek Jones, P.E., President of MEP Engineering Innovative Engineering Group A MOREgroup Brand, LLC ACCEPTED this day of , 2024. By: ______________________________ Erica Bish, Office Director TSK 1301 Solana Blvd, Bldg. 1 Suite 1420 +1 817 410 2858 Westlake, Texas 76262 info@iegmep.com WWW.IEGMEP.COM APPENDIX 1 STANDARD TERMS AND CONDITIONS FOR ENGINEERING SERVICES 1. ENTIRE AGREEMENT This Agreement is the offer of Innovative Engineering Group A MOREgroup Brand, LLC (herein referred to as "the Engineer"), to perform the professional engineering services described in the attached Proposal. Acceptance by TSK (herein referred to as “the Client”) “is strictly limited to the attached Proposal and these Terms and Conditions for Engineering Services, which when acknowledged in writing, is authorization to proceed. The Client is defined as the person or business entity signing the Agreement authorizing the Engineer to proceed. This Agreement supersedes all prior written proposals and/or negotiations not referenced herein between the parties and is expressly conditioned upon the Client’s agreement of the Terms and Conditions hereof. This Agreement may only be modified in writing executed by both parties. 2. SERVICES TO BE PERFORMED The services to be performed are described in the preceding Proposal. Unless otherwise specified in the Proposal or the Terms and Conditions, the Engineer shall furnish technical and professional services, including labor, materials, supplies, equipment, transportation, and supervision to perform the tasks listed in the Proposal and in accordance with the target schedule. 3. COMPENSATION Fee. The attached Proposal describes the tasks, phases, and compensation terms. Terms of Payment. Invoices shall be submitted on a monthly basis. Payments are due within (30) days upon the Client’s receipt of invoice. Amounts that are unpaid ninety (90) days after the invoice date may bear interest at the rate of one and one-half percent (1-1/2%) per month. Payments Withheld. No deductions shall be made from the Engineer’s compensation on account of penalty, liquidated damages or other sums withheld from payments to the contractor(s) or any other party, or on account of the costs of changes in the contractor's services. Suspension. If any payment is more than thirty (30) days past due, the Engineer may, after giving seven (7) days written notice to the Client, suspend services under this Agreement until the Engineer is paid in full all amounts due for services, expenses, and other charges. Additionally, in the event of suspension, the Client shall waive all rights, claims, etc. which it might otherwise have against the Engineer as a direct or indirect result of such suspension. 4. ADDITIONAL SERVICES All Additional Services shall be approved by the Client and the Engineer in writing prior to proceeding. The following are Additional Services that are not specified above and are considered beyond the basic Scope of Services. Planning. The Engineer may assist the Client in developing and preparing a plan or program for the Project. All work associated with developing a plan or program, including all preliminary design work, shall be considered an Additional Service. Construction Phase Services. The Engineer may perform periodic site visits for the purpose of endeavoring to provide the Client a greater degree of confidence that the completed work of its contractors will generally conform to the construction documents prepared by Engineer. Engineer neither guarantees the performance of contractors, nor assumes responsibility for any contractor’s failure to perform its work in accordance with the contract documents. Redesign to meet Project Budget Costs. The Client is responsible to establish Project Budget Costs and obtain required cost estimates. If the Engineer is not contracted to provide cost estimating services, the Engineer shall not be liable to redesign to meet the project budget costs. If redesign is required due to revised or miscalculated project 1301 Solana Blvd, Bldg. 1 Suite 1420 +1 817 410 2858 Westlake, Texas 76262 info@iegmep.com WWW.IEGMEP.COM budget costs furnished by a party other than the Engineer, the time required shall be considered Additional Services. Public Hearings / Municipal Filings. In the event a Public Hearing is required for a municipal agency (Zoning Board of Appeals, Planning Board, Architectural Review Board, etc.), the Engineer shall invoice the Client on an hourly basis for both the preparation and time spent at the meeting. The Engineer shall not be required to file drawings with the Building Department or pay any municipal fees. Other Engineering. Based upon the particular needs of the Client, additional engineering services may be required. Any engineering services other than those identified in the Proposal are not included in this Agreement. Coordination of Consultants' and/or Client’s Work. Any coordination of Work performed directly by the Client, Owner, or work performed by consultants hired by the Client or Owner or any other party, including but not limited to architects, structural engineers, mechanical engineers, kitchen designers, landscape designers, interior design consultants, audio/video consultants, lighting designers, etc., shall be considered Additional Services. Fees for Additional Services. The Engineer may provide Additional Services beyond those listed in the Scope of Services by a negotiated sum or on an hourly basis. Reimbursable Expenses. Reimbursable expenses shall include, but not be limited to, printing, reproductions, bulk copying, photographic services, postage, shipping, delivery, long distance travel expenses, and/or other project related out-of-pocket expenses. Items shall be reimbursed to the Engineer at cost plus ten percent (10%). 5. CLIENT’S RESPONSIBILITIES Project Budget. The Client shall establish a budget with reasonable contingencies that meets the project requirements. The project budget shall be established by the Client prior to the Engineer proceeding with the services under the Proposal Base Building Drawings and/or Surveys. Unless otherwise specified, Base Building Drawings and/or Surveys are not included in the Proposal. The Engineer shall assume that the Base Building Drawings and Surveys, if required, shall be readily available. The Engineer assumes all information on these documents is accurate and is not responsible for any information completed by others. Project Representative. The Client shall appoint and authorize a Project Representative to answer field questions and make timely decisions. The Engineer assumes that the Client shall be the Project Representative unless the Client notifies the Engineer, in writing, that another Project Representative has been appointed. If the Client replaces or selects a new Project Representative, any time spent by the Engineer to bring the new Project Representative current shall represent Additional Services. 7. OWNERSHIP OF DOCUMENTS All documents prepared or furnished by the Engineer pursuant to this Agreement are instruments of the Engineer’s professional service, and the Engineer shall retain an ownership and property interest therein. The Engineer grants the Client a license to use instruments of the Engineer’s professional service for the purpose of designing, constructing, occupying, and maintaining this specific Project. Reuse and/or modification of any such documents, without the Engineer’s written permission, shall be at the Client’s sole risk, and the Client agrees to indemnify and hold the Engineer harmless from all claims, damages, and expenses, including attorney's fees, arising out of such reuse and/or modification by the Client’s or by others acting through the Client. Notice of Copyright. All ideas, designs, arrangements and/or plans indicated or represented by the Engineer’s drawings will be created, evolved, and developed for use on this specific Project. None such ideas, designs, arrangements and/or plans shall be used by or disclosed to any purpose whatsoever without the written permission of the Engineer. 8. PUBLICITY The Engineer and its consultants shall have the right to photograph the Project and to use the photographs in the promotion of its professional service through publication, advertising, public relations, brochures. websites, or other marketing media. 1301 Solana Blvd, Bldg. 1 Suite 1420 +1 817 410 2858 Westlake, Texas 76262 info@iegmep.com WWW.IEGMEP.COM 9. INSURANCE, IMDEMNITY AND LIMITATIONS Insurance. The Engineer shall maintain Professional Liability Insurance throughout the period of this Agreement. Certificates of insurance are available on request. The expense of any additional insurance coverage or increased policy limits of liability beyond, including professional liability insurance, requested by the Client in excess of the standard coverage of the Client’s and its consultants shall be borne by the Client. Indemnity. To the fullest extent permitted by law, Client shall indemnify and hold harmless Engineer and its respective owners, agents, and employees from and against all claims, causes of action, suits of any nature, demands, judgments, damages, losses, costs, expenses (including reasonable attorneys’ fees), fines, or penalties, (“Loss”), arising out of or related to Client’s or any of its employees, or subconsultants’ actual or alleged negligence, misconduct, or breach of the Proposal. LIMITATION OF LIABILITY. ENGINEER AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND THE ENGINEER’S SUBCONSULTANTS, SHALL NOT BE RESPONSIBLE FOR THE ACTS OR OMISSIONS OF THE CLIENT, OWNER, ARCHITECT, OTHER CONSULTANTS, CONTRACTOR, SUBCONTRACTORS, OR OTHER PERSONS PERFORMING ANY OF THE WORK. TO THE MAXIMUM EXTENT PERMITTED BY LAW, CLIENT AGREES TO LIMIT ENGINEER’S LIABILITY, AND THAT OF I TS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND THE ENGINEER’S SUBCONSULTANTS, FOR CLAIMS ARISING FROM THE AGREEMENT TO THE SUM OF $50,000 OR ENGINEER’S PAID FEE, WHICHEVER IS GREATER. THIS LIMITATION SHALL APPLY REGARDLESS OF THE CAUSE OF ACTION OR LEGAL THEORY PLED OR ASSERTED. Waiver of Consequential Damage. The Engineer and the Client waive consequential damage for claims, disputes and other matters in question arising out of or relating to this Agreement. This mutual waiver is applicable, without limitation, to all consequential damages due to either party's termination in accordance with the provisions defining termination. Hazardous Substances. The Engineer shall not be responsible for the identification, removal, testing and/or certification of removal relative to any hazardous substance including, but not be limited to, PCB, petroleum, mold infestation, hazardous waste, asbestos, lead, and any other similar substances. The Engineer and the Client acknowledge that the Proposal does not include any items related to a Hazardous Environmental Condition. Unforeseen, Latent or Hidden Conditions. Unforeseen, latent, or hidden conditions may not be readily ascertainable regardless of the extent of the investigation. Such conditions may impact the design and necessitate extensive revisions to the design. When engineering services are required to address these conditions, those services shall be deemed Additional Services. 10. STANDARD OF PRACTICE Services performed by the Engineer under this Agreement shall be conducted in a manner consistent with the level of care and skill ordinarily exercised by members of their respective professions practicing in the same locality under similar conditions. No other representation expressed or implied, and no warranty or guarantee is included or intended in this Agreement, or any report, opinion, document, or otherwise. 11. DISPUTE RESOLUTION Mediation and Arbitration. It is mutually agreed that the terms of this Agreement shall be binding upon both parties and their successors, executors, administrators, and assigns. Any dispute or claim arising in connection with this Agreement shall be submitted to Mediation for resolution in accordance with the Construction Industry Mediation Rules for the American Arbitration Association currently in 1301 Solana Blvd, Bldg. 1 Suite 1420 +1 817 410 2858 Westlake, Texas 76262 info@iegmep.com WWW.IEGMEP.COM effect. If not resolved, then the dispute or claim shall be subject to Construction Industry Arbitration Rules of the American Arbitration Association currently in effect. The Mediation and Arbitration shall take place in Tarrant County, Texas. 12. MISCELLANEOUS PROVISIONS Engineer’s Representative. The Engineer shall identify a representative authorized to act on behalf of the Engineer with respect to the Project. Termination. Either party may elect to terminate this Agreement with not less than seven (7) days’ notice should either party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. The Client shall hold the Engineer harmless for delays, clarifications, or nonconformance with the Contract Documents if the Engineer has been terminated prior to the Construction Administration portion or phase of the work. In the event of termination, the Client shall pay the Engineer only to the percentage of work completed at the time of termination of this agreement. Proposal Validity. This Proposal shall remain in effect for thirty (30) days from the Proposal Date. If not executed within this period of time, this Proposal may be deemed null and void by the Engineer, Method and Means of Construction. The Engineer and its consultants are not responsible for the method, means or sequencing of construction unless this is arranged contractually (in writing) executed by both parties. Storage of Materials. The Contractor is responsible for the storage and proper protection of materials. Materials shall be stored in an area that is adequately ventilated and free from excessive moisture and condensation that may be conducive to mold contamination. 13. DEFINITIONS A. ENGINEER - shall mean Innovative Engineering Group A MOREgroup Brand, LLC and its independent professional associates or consultants. B. CLIENT - shall mean the party with whom this contract is executed by Engineer C. OWNER - shall mean the OWNER and/or MAJOR TENANT of the Project, if different than the CLIENT. D. CONTRACTOR - shall mean a third party, if any, engaged to provide construction services based on the Work provided by Engineer Client(s) Initials: ___________ 1301 Solana Blvd, Bldg. 1 Suite 1420 +1 817 410 2858 Westlake, Texas 76262 info@iegmep.com WWW.IEGMEP.COM APPENDIX 2 IEG HOURLY BILLING RATE TABLE A. Standard Hourly Rates: 1. Standard Hourly Rates are set forth in this Appendix 1 and include salaries and wages paid to personnel in each billing class plus the cost of customary and statutory benefits, general and administrative overhead, non-project operating costs, and operating margin or profit. 2. The Standard Hourly Rates apply only as specified in the Proposal and are subject to annual review and adjustment. B. Schedule of Hourly Rates: Billing Class Rate Administrative Assistant $ 75/hour Non-Licensed Designer $ 135/hour Construction Observer $ 175/hour Project Manager $ 180/hour Director/Professional Engineer $ 250/hour Vice President Professional Engineer $ 280/hour President Professional Engineer $ 335/hour Chief Operations Officer $ 350/hour 3424 Midcourt Road, Suite 124, Carrollton, TX 75006 972.934.3700 voice 972.934.3720 fax WRIGHTSON | JOHNSON | HADDON | WILLIAMSDesigners and Planners for Sound, Video, Multi-MediaTelecommunications, Broadcast, Theatre & AcousticsDallas • San Antonio • Denver February 13, 2024 Erica Bish, AIA, NCARB, CSI Director of Operations TSK Architects 5830 Granite Parkway, Suite 750 Plano, TX 75024 VIA EMAIL: erica.bish@tska.com Subject: City of Southlake; Town Hall Plaza Renovation Project – Phase 1 Proposal for Specialty Design and Consulting Services Dear Erica: Thank you for requesting this proposal for specialty design and consulting services. Wrightson, Johnson, Haddon and Williams, Inc. is pleased to have the opportunity to work with you on this project. This proposal represents our current understanding of the project. If you feel we have misunderstood the requirements or scope of work, we would be pleased to revise this proposal upon request. Our proposal includes specialty design and consulting services for the City of Southlake; Town Hall Plaza Renovation Project – Phase 1 as described below. These services are hereinafter known as the "Base Services." It is prepared and offered by Wrightson, Johnson, Haddon & Williams, Inc. hereinafter known as "WJHW", to TSK Architects, hereinafter known as "Architect". Our proposal is intended to form the basis of an agreement between Architect and WJHW for the services and fees as described. PROJECT UNDERSTANDING Design of the park and support infrastructure renovations is ongoing, and the Owner would like to review 3 options for possible improvements to the facilities. WJHW will be providing Concept Design level support and narratives for the following areas and scopes: • Gazebo/ Stage – Architectural Acoustics, Environmental Acoustics, Theatre Consulting, Performance Lighting and Rigging Systems, and Sound and AV Systems • Restroom/ Visitor Amenities Center – Sound and AV Systems • Park-Wide Upgrades - Structured Cabling Systems, Physical Security Systems, and Wi-Fi Systems SCOPE OF SERVICES PHASE 1 - CONCEPT DESIGN & PROGRAMMATIC VERIFICATION/ SCHEMATIC DESIGN WJHW will: • Meet with the Owner and Architect to develop an understanding of the design requirements which are unique to this project. • Develop concept sketches for review with the Architect and Owner. • Develop a written report/narrative for each technical system and building area (for which we are responsible) that outlines the design options selected by the Owner and the Architect. • Pre-design opinions of probable cost will be included in the report. EXHIBIT 'D' Erica Bish, AIA, NCARB, CSI WJHW Proposal - City of Southlake; Town Hall Plaza Renovation Project – Phase 1 February 13, 2024 Page 2 of 6 Wrightson, Johnson, Haddon & Williams, Inc. Designers and Planners for Sound, Video, Multi-Media, Telecommunication, Broadcast, Theatre & Acoustics SCOPE OF EFFORTS WJHW will provide consultative recommendations and designs based on the program approved by the Owner and noted above. As part of WJHW’s scope of services, we will: ENVIRONMENTAL NOISE ASSESSMENT Utilizing design documents and proposed noise sources, WJHW develop an environmental noise model to predict sound transmission from the facilities to the surrounding community. WJHW will: • Establish potential noise sources, locations, and levels associated with the facilities. • Using SoundPlan (software), provide noise contours to describe facilities’ propagation to the surrounding community. • Develop concept solutions to address noise reduction as required to meet the City’s obligations. • Following our review and analysis, WJHW will provide a report in letter format discussing our methodology, results of the analysis and noise level calculations, along with any recommendations for any architectural or operational noise mitigation measures to achieve compliance with applicable noise level regulations. ARCHITECTURAL ACOUSTICS • Work with the Owner and design team to set acoustical criteria based on user needs and expectations for room acoustics, speech intelligibility, and other noise control requirements. • Assist in the determination of the quantity, type and location of acoustical finishes within the areas listed above. ACOUSTICAL DELIVERABLES • WJHW will provide verbal and written recommendations, as appropriate, with detail drawings in sketch form and manufacturer's cut sheets for use by the design team in developing working drawings for acoustical treatments as well as partition design recommendations, etc. between sensitive spaces. • WJHW will review documents prepared by others to ensure the acoustical recommendations are included and meet design intent. • A written report will be provided indicating areas requiring attention as well as updates for products, details, and other items needed. SOUND, AV & INTERCOMMUNICATION SYSTEMS • Plan and provide initial design options for sound, AV, and intercommunications systems as part of the project. • Coordinate locations of controls for the systems with the Owner and appropriate members of the design team, depending on available space and user requirements. • Provide infrastructure, power, and HVAC requirements for each of the systems listed in this section. • Work with the Owner and Architect for the integration of the required system components into the architectural design and coordinate them with the interior design. THEATRE PLANNING/CONSULTING Erica Bish, AIA, NCARB, CSI WJHW Proposal - City of Southlake; Town Hall Plaza Renovation Project – Phase 1 February 13, 2024 Page 3 of 6 Wrightson, Johnson, Haddon & Williams, Inc. Designers and Planners for Sound, Video, Multi-Media, Telecommunication, Broadcast, Theatre & Acoustics • Assist in the development and facility planning for the performance spaces and associated support spaces. • Review and recommend front-of-house traffic patterns, box office requirements, public restrooms, and other audience amenities. • Provide recommendations on issues concerning the design of the performance venues as it relates to performance and operational requirements. • Aid in the development of control rooms, stage configurations , power requirements, stage rigging support infrastructure, and other facility production requirements. • Coordinate theatre requirements with the project engineering consultants, including the location, and routing of building systems, such as HVAC, plumbing, fire protection, and electrical. PERFORMANCE LIGHTING AND CONTROLS SYSTEMS DESIGN • Plan and provide initial design options for design of a lighting control system for the performance spaces including permanently installed systems and infrastructure for rental systems. • Coordinate load (power and heat) requirements with the MEP Engineer. • Provide distribution circuit and low voltage control network diagrams. PERFORMANCE RIGGING SYSTEMS, DRAPERY, AND STAGE EQUIPMENT DESIGN • Assist in the coordination and design of temporary rigging system infrastructure and stage equipment systems for the outdoor concert venue and main room in the Event Space. • Work in close coordination with the Structural Engineer and Architect to verify all associated structure and for access and service of the rigging system when necessary. STRUCTURED CABLING SYSTEM (TEL/DATA) • Plan and provide initial design options for design of a structured cabling plant that will serve the facility. • Confirm the quantity, type, and location of drops throughout the new facility. • Provide equipment rack elevations identifying rack mounted equipment to be provided by Owner or as part of the contract. • Develop a design package consisting of design drawings and technical specifications for issuance as part of a general bid package. WI-FI INFRASTRUCTURE SYSTEMS DESIGN • Determine the prerequisite requirements for the Wireless LAN solution to develop the concept designs. Establish minimum and recommended performance criteria for the solution to inform the concept options. • Develop the Wireless LAN Concept Design, which will include high-level configuration for the solution. This will include 100% patron uptake rates. • iBwave Modelling: Utilize iBwave to develop a 3D Model of the recommended solution, including design of network with access points, cabling and network equipment. • Submit predicative modeling to the Client for review/markups/approval to proceed to detailed design. Erica Bish, AIA, NCARB, CSI WJHW Proposal - City of Southlake; Town Hall Plaza Renovation Project – Phase 1 February 13, 2024 Page 4 of 6 Wrightson, Johnson, Haddon & Williams, Inc. Designers and Planners for Sound, Video, Multi-Media, Telecommunication, Broadcast, Theatre & Acoustics • Develop the Wireless LAN design, which will include detailed configuration and specific details for the solution. The relevant dependencies, integration, security and access control requirements will be established. These may include: o Controllers (virtual or otherwise) o Integration requirements o Physical Connectivity o Implementation Approach • Develop an opinion of probable cost to present to the Owner. SECURITY SYSTEMS DESIGN CONSULTATION • Plan and provide initial design options for design for the video surveillance and access control systems • Design these systems based on the input and direction from the development team, project operations and Owner’s security consultants/staff, and past project experience. VIDEO SURVEILLANCE SYSTEM/ MOTION DETECTION • Meet with all appropriate parties to review the video surveillance requirements of the project. • Utilize this program to develop the systems designs to meet the goals and requirements of the program. • Includes the design of: Motion detectors, Beam detection, Exterior camera surveillance and Interior camera surveillance (at Owner designated sensitive points). • Identification, location and interconnection of cameras throughout the facility. ACCESS CONTROL SYSTEMS DESIGN • Meet with Owner security and operations staff or the development team’s representatives to determine their security goals and assess their security program. • Develop an access control system based on the outcome of the Owner's goals and approved program. • Address the following security design issues: o Site access, staff and public access and egress o Amenity locations o Admin access and egress o Office and Security operations o Parking areas • Develop systems to monitor and control the facility, coordinated with the architectural design elements. SCHEDULE WJHW has the staff and technical resources available to provide consulting and design services within the current project schedule. Narrative documents are scheduled to be issued on May 1, 2024. Erica Bish, AIA, NCARB, CSI WJHW Proposal - City of Southlake; Town Hall Plaza Renovation Project – Phase 1 February 13, 2024 Page 5 of 6 Wrightson, Johnson, Haddon & Williams, Inc. Designers and Planners for Sound, Video, Multi-Media, Telecommunication, Broadcast, Theatre & Acoustics DESIGN AND CONSULTING FEES We propose to perform the design efforts described in this proposal for the fixed fee shown below. This fee indicates a level of professional service which is consistent with our past work on similarly sized facilities. WJHW’s fees assume that all services shall be accepted as part of this proposal. WJHW reserves the right to renegotiate our fee estimates should the project’s final program, design direction and scope differ from what is outlined within this proposal. Discipline Fees Phase 1 Services $24,800 PROJECT TRIPS WJHW does not limit design team meetings at the Owner’s or Architect’s office; however, we anticipate participating in video or phone conferences for most coordination meetings associated with the project as we do not foresee our in-person attendance will be required at all meetings. We request that we only be asked to participate in person at those meetings when our scope of efforts is being discussed or our technical expertise is required. EXCLUSIONS Any services not specifically described in our scope of services as basic services are specifically excluded from the services that WJHW will provide on this assignment. The following services are not a part of our basic services but can be addressed in an addendum to this proposal if deemed necessary: • Any design/redesign of systems that may become necessary to accommodate changes in the approved program after release of the CD documents. • Electrical or Structural Engineering that may be required for review • Attendance at regularly scheduled, i.e., weekly design or construction meetings. • Staggered commissioning of any of the technical systems. • Preparation/incorporation of contractor redlines into as-built drawings BIM DOCUMENTATION WJHW has the capability of preparing our documents in Revit for the design development and construction document phases as directed. If utilizing Revit, models will be produced up to a Level of Development (LOD) of 300 during the construction document phase. Elements and details not modeled under an LOD of 300 will be conveyed through 2D drawings. Additionally, conduits will not be modeled; rather conduit quantity and size requirements will be annotated throughout the drawing set. OTHER PROJECT PROVISIONS STANDARD OF CARE WJHW will endeavor to perform our services in accordance with generally accepted standards of practice in effect at the time of performance. WJHW owes no fiduciary responsibility to any party involved in this agreement. Erica Bish, AIA, NCARB, CSI WJHW Proposal - City of Southlake; Town Hall Plaza Renovation Project – Phase 1 February 13, 2024 Page 6 of 6 Wrightson, Johnson, Haddon & Williams, Inc. Designers and Planners for Sound, Video, Multi-Media, Telecommunication, Broadcast, Theatre & Acoustics PROFESSIONAL SEAL WJHW will not be producing documents for bidding or permit; therefore, the contract documents produced will not be sealed by WJHW. RE-DESIGN WJHW will perform programming, analysis and design work one time. If we are requested to provide re-design or value engineering changes, after our design is issued for bid and/or incorporated, due to something beyond our control (change in overall project budget, changes based on Owner’s request, etc.), we would be pleased to comply on an additional services basis, either hourly or for a negotiated fee. VALUE ENGINEERING: If “value engineering” (cost reduction through eliminating, reducing or substitution) recommendations are made by any party that are contrary to WJHW’s recommendations or accepted practice and WJHW objects to any of these recommendations, WJHW will so state in writing. If Architect or Owner requires the incorporation of changes to the project documents to which WJHW has objected, Architect and Owner agree, to the fullest extent permitted by law to waive all claims against WJHW and to indemnify and hold harmless WJHW from any damages, liabilities, or costs, including reasonable attorney’s fees and the cost of defense, which arise in connection with or as a result of the incorporation of such changes required by Architect or Owner. LIMITATIONS OF CONSTRUCTION RESPONSIBILITIES: WJHW shall not have control over, or charge of, and shall not be responsible for, construction, means, methods, schedules, or delays, or for safety precautions and programs in connection with the Work. These fees are based on our best assessment of the needs of the project. If our understanding of the scope requires modification, please let us know; we will work with you on a changed scope of services and fee structure. Thank you for the opportunity to be of service. Please let me know if you have any questions or need further information. Best Regards, WRIGHTSON, JOHNSON, HADDON & WILLIAMS, INC. David Vieira, ASTC Principal ACCEPTED: ____________________________________ By ____________________________________ Title ____________________________________ Date