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HomeMy WebLinkAboutR-2023-136 Approving an Agreement for Architectural/Engineering Services Between the City of Riverside and Dake Wells Architecture, Inc. RESOLUTION NO. R-2023-136 A RESOLUTION APPROVING AN AGREEMENT FOR ARCHITECTURAL / ENGINEERING SERVICES BETWEEN THE CITY OF RIVERSIDE MISSOURI AND DAKE WELLS ARCHITECTURE, INC. WHEREAS, the City of Riverside, Missouri, (the "City") desires to retain the services of an architecture firm whose duties and responsibilities would include architecture and engineering; and WHEREAS, Missouri law establishes a policy that selection of an architectural / engineering firm is to be based upon competence and qualification, followed by negotiation of fair and reasonable prices; and WHEREAS, the City issued a Request for Qualifications for the Public Works Needs Assessment; and WHEREAS, the City received eight (8) Statements of Qualifications in response; and WHEREAS, Dake Wells Architecture, Inc., ("Dake Wells"). a Missouri corporation registered in Missouri, submitted a Statement of Qualification; and WHEREAS, the Public Works Director, Assistant Public Works Director, City Administrator, City Engineer, & Capital Projects and Parks Manager, reviewed the statements and conducted interviews with three firms and determined that Dake Wells was qualified; and WHEREAS, an Agreement for Architectural / Engineering Services (the "Agreement") ("Attachment 1" attached hereto and incorporated herein) was then prepared that is structured so that the base agreement provides for generalized services, while more specific services required, will be authorized in the form of a Task Order which will be individually approved by the Board of Aldermen, and they set forth specific scope of services. compensation, scheduling; and other necessary terms as dependent upon the nature of the project and work requested; and WHEREAS, the staff recommends to the Board the passage and approval of this resolution approving the Agreement and; WHEREAS, the AGREEMENT fulfills a public purpose, will further the growth of the City, facilitate the orderly development of the City, improve the environment of the City, foster increased economic activity within the City, increase employment opportunities within the City, enable the City to direct development and otherwise is in the best interest of the City by furthering the health, safety, and welfare of its residents and taxpayers. NOW THEREFORE, BE IT RESOLVED BY THE BOARD OF ALDERMEN OF THE CITY OF RIVERSIDE, MISSOURI, AS FOLLOWS: SECTION 1. AGREEMENTS APPROVED. It is in the best interest of the City, in order to further the objectives of industrial and economic development of the City, and to further the health, safety, and welfare of its residents, businesses and taxpayers to APPROVE the Agreement for Architectural / Engineering Services (the `Agreement") ("Attachment 1" attached hereto and incorporated herein). SECTION 2. AUTHORITY TO EXECUTE. The Mayor. City Administrator; and all other required city officials are authorized to execute the AGREEMENT authorized herein together RESOLUTION NO. R-2023-136 with any and all documents necessary or incidental to the performance thereof and to take such other actions as may be deemed lawful, necessary and/or convenient to carry out and comply with the intent of this Resolution. SECTION 3. SEVERABILITY CLAUSE. The provisions of this resolution are severable and if any provision hereof is declared invalid, unconstitutional or unenforceable, such determination shall not affect the validity of the remainder of this resolution. SECTION 4. EFFECTIVE DATE. This Resolution shall be in full force and effect from and after the date of its passage and approval. BE IT REMEMBERED that the above was PASSED AND APPROVED by a majority of the Board of Aldermen, and APPROVED by the Mayor of the City of Riverside, Missouri, this 19th day of September 2023. 1• • • K hleen L. Rose, Mayor ATTEST:'--) ^r: • Robin Kincaid ity Clerk AGREEMENT FOR ARCHITECTURAL/ENGINEERING SERVICES THIS AGREEMENT is entered into as of the 19th day of September, 2023 (the "Effective Date"), by and between Dake Wells Architecture, Inc., a Missouri corporation having an office at 2100 Central St, Suite Olc Kansas City, MO 64108 (the "Consultant") and the City of Riverside, Missouri, a Missouri municipal corporation(the"City"). WHEREAS, the City desires to engage the Consultant to provide services to the City regarding architectural / engineering services as more fully described in Exhibit A, entitled "Project Services"attached hereto and incorporated herein by reference. NOW, THEREFORE, in consideration of the promises and mutual covenants between the parties and for other good and valuable consideration the receipt of which is acknowledged by the parties,they agree as follows. 1. Term of Agreement. This non-exclusive Agreement shall begin as of the Effective Date and shall continue until terminated as provided herein. 2. Scope of Services. A. General. The Consultant shall provide the Project Services described in Exhibit A. The Consultant is solely responsible for payment of wages, salaries, fringe benefits and other compensation of, or claimed by, the Consultant's personnel in the performance of the Project Services, including, without limitation, contributions to any employee benefit plans and all payroll taxes. B. Project Specific. In addition to the Project Services to be provided pursuant to this Agreement, the City may task the Consultant to provide additional professional architectural / engineering services on a project-specific basis. In the event the Consultant is tasked to provide such services, the City and the Consultant shall acknowledge a separate Task Order in the form attached hereto as Exhibit C in its substantial form, which describes the scope of services to be provided by the Consultant and the City, providing for compensation for services to be provided by the Consultant, and providing completion times for said services, and any other necessary matters. The compensation to be paid the Consultant pursuant to any supplemental agreement shall be at the rates set forth in Exhibit B attached hereto and incorporated herein by reference unless otherwise agreed in the Task Order. In no event is any work in excess of that described in Exhibit A authorized by this Agreement without the City and the Consultant first entering into a Task Order. 3. Compensation and Invoices. A. The City agrees to compensate the Consultant in accordance with the Compensation Schedule contained in Exhibit B. B. The City will pay all proper invoices within thirty (30) days of receipt. The following establishes the invoice procedure: 1 1. All invoices shall contain a narrative entry sufficient to describe the work or task performed and an indication of the person and job classification who performed the work. 2. The Consultant shall not charge the City more than $0.10 per page (for 8 'V2 x 11" paper). If an outside copying job (e.g., FedEx Office) is required, Consultant shall only bill the actual cost incurred for photocopying with no markup. 3. All other out-of-pocket expenses will be for actual cost only with no markup (includes meals, hotels, courier, printing of plan sheets, special delivery, etc.). C. The Architect shall perform its services consistent with the professional skill and care ordinarily provided by architects practicing in the same or similar locality under the same or similar circumstances. The Architect shall perform its services as expeditiously as is consistent with such professional skill and care and the orderly progress of the Project. The City shall have the right to withhold payment to Consultant for any work not abiding by this Standard of Care until such time as Consultant modifies such work to the satisfaction of the City. 4. The City's Responsibilities. The City shall give prompt notice to the Consultant of any matters of which the City becomes aware that may affect the Project Services of the Consultant. The City shall cooperate with the Consultant in performing the Project Services by making available at reasonable times and places relevant City documents and pertinent City officers and employees to advise, assist, consult and direct the Consultant. The City shall examine documents submitted by the Consultant and render decisions promptly as may be required. 5. Insurance. A. General Provisions. Consultant shall file (by the Effective Date) with the City evidence of liability insurance that is consistent with the amounts set forth below. B. Limits and Coverage. I. A policy of insurance for Commercial General Liability Coverage shall be provided in the aggregate amount of not less than $2,000,000 for all claims and $1,000,000 per occurrence. A policy of insurance for Automobile Liability Coverage shall also be provided in the amount of not less than $1,000,000 on a combined single limit. The City shall be listed as an additional insured as respects both policies. Neither policy shall not be cancelled, or materially modified so as to be out of compliance with the requirements of this section, or not renewed without thirty (30) days advance written notice of such event being given to the City. 2. The Consultant shall obtain and maintain Workers' Compensation Insurance for a limit of$500,000 for all of their respective employees, and in case any work is sublet, the Consultant shall require any subcontractors to provide Workers' Compensation insurance for all subcontractor's employees, in compliance with Missouri law. The Consultant hereby indemnifies the City for any damage resulting to it from failure of either the Consultant or any contractor or subcontractor to obtain and maintain such insurance. The Consultant shall 2 provide the City with a certificate of insurance indicating Workers' Compensation coverage by the Effective Date. 3. Professional Liability Insurance covering claims resulting from engineering and surveying errors and omissions with a limit of $1,000,000 per occurrence and $2,000,000 aggregate. 6. Termination. Any party may terminate this Agreement at any time, with or without cause, by giving thirty(30) days' notice to the other party in writing. In the event of termination, all finished or unfinished reports, or other material prepared by the Consultant pursuant to this Agreement, shall be provided to the City. Upon termination the City shall pay Consultant for all services rendered and costs incurred up through the termination date for any satisfactory work completed on the project prior to the date of termination. 7. Relationship of Parties. It is the intent of the parties that the Consultant shall be an independent contractor in its capacity hereunder. Nothing herein shall be construed to create an employer-employee relationship. All services performed pursuant to this Agreement shall be performed by the Consultant as an independent contractor. The Consultant shall not have the power to bind or obligate the City except as set forth in this Agreement or as otherwise approved by the City in writing. 8. Notices. Any notice, approval or other communication between the City and the Consultant pursuant to this Agreement shall be made in writing and shall be deemed to be effective upon receipt or refusal of service and may be given by personal delivery, courier, reliable overnight delivery or deposit in the United States mail, postage prepaid, registered or certified, return receipt requested, to the address specified below or to such other address as may later be designated by written notice of the other party: The City: The Consultant: City of Riverside Dake Wells Architecture, Inc. Attn: Travis Hoover, City Engineer Attn: Dan Maginn 2950 NW Vivion Road 2100 Central St, Suite 01c Riverside, Missouri 64150 Kansas City, MO 64108 thoover@riversidemo.com dmaginn@dake-wells.com Nothing contained in this section shall be construed to restrict the transmission of routine communications between representatives of the City and the Consultant. 9. Disputes. In the event of a dispute between the City and the Consultant arising out of or related to this Agreement, the aggrieved party shall notify the other parties of the dispute within a reasonable time after such dispute arises in an effort to resolve the dispute by direct negotiation or mediation. During the pending of any dispute, the parties shall continue diligently to fulfill their respective obligations hereunder. 3 10. Waiver. A waiver by any party of any breach of this Agreement by any other party shall only be in writing. Such a waiver shall not affect the waiving party's rights with respect to any other or further breach or the same kind of breach on another occasion. 11. Severability. The invalidity, illegality, or unenforceability of any provision of this Agreement or the occurrence of any event rendering any portion or provision of this Agreement void shall in no way affect the validity or enforceability of any other portion or provision of this Agreement. Any invalid, illegal or unenforceable provision shall be deemed severed from this Agreement, and the balance of this Agreement shall be construed and enforced as if it did not contain the particular portion or provision held to be invalid, illegal or unenforceable. The parties further agree to amend this Agreement to replace any stricken provision with a valid, legal and enforceable provision that comes as close as possible to the intent of the stricken provision. The provisions of this Section shall not prevent this entire Agreement from being invalidated should a provision which is of the essence of this Agreement be determined to be invalid, illegal or unenforceable. 12. Entire Agreement; Governing Law. This Agreement constitutes the entire and integrated agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements and negotiations with respect thereto. This Agreement may be amended only by a written instrument signed by all parties. This Agreement shall be governed by the laws of the State of Missouri. In the event this Agreement is litigated, venue shall be proper only in the Circuit Court of Platte County, Missouri. 13. Counterparts. This Agreement may be executed in separate counterparts. 14. Assignment. Neither the City nor the Consultant shall assign any rights or duties under this Agreement without the prior written consent of the other party, which consent may be granted or withheld in such other party's absolute discretion. Nothing contained in this Section shall prevent the Consultant from engaging independent consultants, associates, and subcontractors to assist in performance of the Project Services, provided however, in the event Consultant employs independent consultants, associates, and subcontractors to assist in performing the Project Services, Consultant shall be solely responsible for the negligent performance of the independent consultants, associates, and subcontractors so employed. Each party binds itself and its successors and assigns to all provisions of this Agreement. 15. No Third Party Rights. The provisions of this Agreement shall not be deemed to create any third party benefit hereunder for any member of the public or to authorize any one, not a party hereto, to maintain suit pursuant to the terms of this Agreement. 4 16. Opinions of Cost. Consultant's opinion of probable construction costs shall be made on the basis of experience and qualification as a professional engineer, but Consultant does not warrant or guarantee that proposals, bids, or actual costs will not vary from Consultant's costs estimates. 17. Good Faith Efforts and Cooperation. The parties agree to use good faith efforts in a professional manner in the performance of their services and covenants in this Agreement and to cooperate at all times and coordinate their activities as necessary during the Term of this Agreement to assist in performance of the Project Services and to ensure performance of the Project Services in an efficient and timely manner. 18. Authority. Each party represents to the other parties that it has the power and authority to enter into this Agreement and that the person(s) executing it on its behalf has the power to do so and to bind it to the terms of this Agreement. The Consultant represents that it has taken all action necessary or appropriate to authorize it to execute, deliver and perform this Agreement and to cause it to be binding upon the Consultant. 19. Covenant Against Contingent Fees. The Consultant warrants that the Consultant has not employed or retained any company or person, other than a bona fide employee working for the Consultant,to solicit or secure this Agreement,and that Consultant has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gifts, or any other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, the City shall have the right to annul this Agreement without liability or, at its discretion, to deduct from the contract price or consideration, or otherwise recover, the full amount of such fee,commission,percentage,brokerage fee,gift,or contingent fee. 20. Ownership of Documents. Payment by City to Consultant as provided herein shall vest in City title to all drawings, sketches, studies, analyses, reports, models, and other paper, documents, computer files, and material produced by Consultant exclusively for the Project Services performed pursuant to this Agreement up to the time of such payments, and the right to use the same without other or further compensation, provided that any use for another purpose shall be without liability to the Consultant. Upon completion of the Project Services, Consultant shall deliver to City possession of all records pertaining to the Project Services. 21. Compliance with Laws. Consultant shall comply with all federal, state, and local laws, ordinances, and regulations applicable to the Project Services. Consultant shall secure all licenses,permits,etc. from public and private sources necessary for the fulfillment of its obligations under this Agreement. 22. Consultant's Endorsement. Consultant shall endorse as necessary all plans, specifications, estimates, and engineering data furnished by it. 5 23. Indemnification and Hold Harmless. Consultant shall indemnify and hold harmless City and its officers, employees, elected or appointed officials, and attorneys, each in their official and individual capacities, from and against judgments, damages, losses, expenses, including reasonable attorneys' fees, to the extent caused by the negligent acts, errors, omissions, or willful misconduct of Consultant, or its employees, or subcontractors, in the performance of Consultant's duties under this Agreement, or any supplements or amendments thereto. 24. Professional Responsibility. Consultant will exercise reasonable skill, care, and diligence in the performance of its services in accordance with customarily accepted professional architectural / engineering practices. If Consultant fails to meet the foregoing standard,Consultant will perform at its own cost, and without reimbursement from City, the professional architectural /engineering services necessary to correct errors and omissions that are caused by Consultant's failure to comply with above standard. 25. Tax Exempt. City and its agencies are exempt from State and local sales taxes. Sites of all transactions derived from this Agreement shall be deemed to have been accomplished within the State of Missouri. 26. Safety. In the performance of the Project Services, Consultant shall comply with the applicable provisions of the Federal Occupational Safety and Health Act, as well as any pertinent federal, state and/or local safety or environmental codes. 27. Anti-Discrimination Clause. Consultant and its agents, employees, or subcontractors shall not in any way, directly or indirectly, discriminate against any person because of age, race, color, handicap, sex, national origin, or religious creed. 28. Force Majeure. Neither party will be liable for inadequate performance to the extent caused by a condition (for example, natural disaster, act of terrorism, riot, labor condition) that was beyond the parry's reasonable control. IN WITNESS WHEREOF, the Consultant and the City have executed this Agreement as of the Effective Date. (rest of page intentionally left blank) 6 DAKE WELLS ARCHITECTURE,INC.: CITY OF RIVERSIDE, MISSOURI: By: `1�a By: ��? Name: Dan Maginn Name: Kathleen L. Rose Title:Director Title: Mayor Dated: 13 Sept 2023 Dated:NSQ/Q124,x"" /7/ a0.23 • Robin.Kincaid, City Clerk 1 By: _� 41a, Name: g rian K. al Title: Ci • • dministrator Dated: k.�¢ , D1 DJ3 7 WORK AUTHORIZATION AFFIDAVIT PURSUANT TO 285.530, RSMo STATE OF MISSOURI ) &Lic._ o ) ss. COUNTY OF rt,.t4 s5, ,t ) BEFORE ME, the undersigned authority, personally appeared L}4,1,111/t !t• t, yY4,who, being duly sworn, states on his oath or affirmation as follows: C 1. My name is ic'. ()IAA !N and I am currently the 01( ,r of k( LA'l l IS P f/i I-E(,4- '-( (hereinafter"Contractor"), whose business address is 2(�-)0 ( e, - - � ( � , , Kl ( end I am authorized to make this Affidavit. ittA0 Le ii / e8 2. I am of sound mind and capable of making this Affidavit,and am personally acquainted with the facts stated herein. 3. Consultant is enrolled in and participates in a federal work authorization program with respect to the employees working in connection with the provision of Architectural/Engineering Services. 4. Consultant does not knowingly employ any person who is an unauthorized alien in connection with the contracted services set forth above. Affiant • 11 V\ rnp ()I ✓\✓1 Printed Name Subscri sworn to before me this -4 day of �jZ - . ,2023. No Public () Ken Renee Maginn Notary Public Notary Seal I • Staffs of Wasoun ' Jacson County • I Yy Commission Expires N12r2026 Comm.sson a 15573124 8 Staterann STATE FARM DATE OF NOTICE: SEP 22 2023 PO Box 2368 CODE Bloomington IL 61702-2368 17A AT1 14 A 001307 0093 CITY OF RIVERSIDE NOTE: PLEASE NOTIFY STATE FARM AT THE 2950 NW VIVION RD ADDRESS LISTED AT THE TOP, LEFT CORNER RIVERSIDE MO 64150-1502 OF THIS PAGE REGARDING ANY CHANGE OF BY ADDRESS INFORMATION. II'I'I"III"IIIIIIII'III'I'III1'III'III'II11"I'llll'lllll'I'I'I 0 0 s 0 ADDITIONAL INSURED'S NOTICE OF COVERAGE State Farm Mutual Automobile Insurance Company 6005-FA3B-A NAMED INSURED: POLICY NO: 240 6344-A22-25N COVERAGE: DAKE, BRANDON YR/MAKE/MODEL: 2023 CHEVROLET SPORT WG BI AND PD LIABILITY DBA DAKE WELLS ARCHITECTURE VIN/CAMPER: 1GNSKRKD2PR391883 $8 MIL $500 DED.COMP. 61 134 PARK CENTRAL SQ STE 300 AGENT NAME: CHARLES A MEDLEY INS AGCY INC $500 DED.LOLL. o SPRINGFIELD MO 65806-1343 AGENT PHONE: (417)890-1813 ENDORSEMENT NO: 6028BN POLICY EFFECTIVE SEP 14 2023 UNTIL TERMINATED c POLICY MESSAGES: This policy shown above supersedes policy#2406344-25M. W The policy includes a loss payable clause protecting the additional insured's interest in the described car to the extent of the insurance o provided and subject to all policy provisions.The additional insured will be given 10 days notice if the policy is terminated. Until such notice co is provided,it shall be presumed that the required renewal premiums have been paid. The additional insured must notify us within 10 days of 8 any change of interest or ownership coming to their attention. Failure to do so will render this policy null and void. N ADDITIONAL INSURED'S NOTICE OF COVERAGE State Farm Mutual Automobile Insurance Company 6005-FA3B-A NAMED INSURED: POLICY NO: W09 7544-D26-25V COVERAGE: DAKE, BRANDON YR/MAKE/MODEL: 2023 TOYOTA PICKUP BI AND PD LIABILITY DBA DAKE WELLS ARCHITECTURE VIN/CAMPER: 5TFPC5DBXPX013385 $3 MIL 134 PARK CENTRAL SQ STE 300 AGENT NAME: CHARLES A MEDLEY INS AGCY INC $500 DED.COMP. SPRINGFIELD MO 65806-1343 AGENT PHONE: (417)890-1813 $soo DED.COLL. ENDORSEMENT NO: 60288N POLICY EFFECTIVE SEP 14 2023 UNTIL TERMINATED POLICY MESSAGES: This policy shown above supersedes policy#W097544-25U. The policy includes a loss payable clause protecting the additional insured's interest in the described car to the extent of the insurance provided and subject to all policy provisions.The additional insured will be given 10 days notice if the policy is terminated. Until such notice is provided,it shall be presumed that the required renewal premiums have been paid. The additional insured must notify us within 10 days of any change of interest or ownership coming to their attention. Failure to do so will render this policy null and void. 8 w FRT EXHIBIT A Project Services Perform architectural/engineering services, including but not limited to: • Participate in discussions and meetings with City Staff, Board of Aldermen and other boards or commissions; • Perform functions that are project specific as directed by the City Administrator or his designee. 9 DAKE I WELLS architecture EXHIBIT B : 2023 SCHEDULE OF HOURLY RATES + REIMBURSABLE EXPENSES Position Rate ($/hr) Director $200 Sr. Project Manager $180 Project Manager $160 Sr. Project Architect $150 Project Architect $140 Design Manager $135 Design Associate/Architect $125 Designer $120 Architectural Intern $100 Administrative $100 Reimbursable Expenses Cost Postage, Delivery, Courier, etc. Direct Cost Travel Local travel $0.655/mile Out-of-town travel (includes bill rates] $2.50/mile Airfare Direct Cost Hotel Direct Cost Meals Direct Cost Copies &Prints Letter size-black and white $0.10 ea. Letter size-color $0.20 ea. or Direct Cost 11"x 17" -black and white $0.25 ea. or Direct Cost 11"x 17"-color $0.50 ea. or Direct Cost Greater than 11"x 17" black and white $5.00 ea. or Direct Cost Greater than 11"x 17" color $7.50 ea. or Direct Cost Mountings Direct Cost Digital Files $100 per file The above hourly rates and reimbursable expenses are subject to change without notice. 134 park central sq, ste 300, springfield, mo. I www.dake-wells.com I 2100 Central St.Suite 01 c,kansas city,mo Exhibit C Form of Task Order For Architectural/Engineering Services This Task Order is entered into as of the day of , 2023 (the"Effective Date"), by and between Dake Wells Architecture, Inc., a Missouri corporation having an office at 2100 Central St, Suite Olc, Kansas City, MO 64108 (the"Consultant") and the City of Riverside, Missouri, a Missouri municipal corporation(the"City"). WHEREAS, the City has engaged Consultant to provide architectural / engineering services pursuant to the Agreement for Architectural /Engineering Services dated September 19, 2023 pursuant to which the City may task the Consultant to provide additional professional architectural /engineering services on a project-specific basis by acknowledging a separate Task Order. NOW, THEREFORE, in consideration of the promises and mutual covenants between the parties and for other good and valuable consideration the receipt of which is acknowledged by the parties,they agree as follows: 1. Incorporation of Base Agreement. This Task Order is subject to all terms and conditions contained in the Agreement for Architectural / Engineering Services dated September 19, 2023, that are not inconsistent with the specific terms contained herein, and the Agreement for Architectural / Engineering Services dated September 19, 2023, between the parties is incorporated herein as if set forth in full by this reference. 2. Scope of Services. The Scope of Services pursuant to this Task Order are as contained in Exhibit A. 3. Term. Consultant shall begin work pursuant to this Task Order No. 1 upon its Effective Date and shall continue until the Public Works Needs Assessment 539-023 ("Project") Task Order 1 is completed. 4. Compensation. Unless compensation is set forth in this Task Order, compensation shall be as provided in the Agreement for Architectural / Engineering Services dated September 19, 2023, between the parties. 5. Project Schedule. 11 IN WITNESS WHEREOF,the Consultant and the City have executed this Agreement as of the Effective Date. DAKE WELLS ARCHITECTURE, INC.: CITY OF RIVERSIDE,MISSOURI: By: By: Name: Name: Kathleen L. Rose Title: Title: Mayor Dated: Dated: ATTEST: Robin Kincaid,City Clerk By: Name: Brian Koral Title: City Administrator Dated: 12