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Ordinance No. 15,338 ORDINANCE NO. 15,338 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS, AUTHORIZING A PROFESSIONAL SERVICES AGREEMENT WITH KIMLEY- HORN AND ASSOCIATES, INC., FOR PREPARATION OF CONSTRUCTION DOCUMENTS AND ASSISTANCE IN BID PHASE AND CONSTRUCTION PHASE SERVICES FOR THE WAYNE GRAY SPORTS COMPLEX, TURF AND PARKING IMPROVEMENTS CONSTRUCTION PROJECT; AUTHORIZING PAYMENT BY THE CITY OF BAYTOWN IN AN AMOUNT NOT TO EXCEED ONE HUNDRED NINETEEN THOUSAND AND NO/100 DOLLARS ($119,000.00); MAKING OTHER PROVISIONS RELATED THERETO; AND PROVIDING FOR THE EFFECTWE DATE THEREOF. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN,TEXAS: Section 1: That the City Council of the City of Baytown,Texas,hereby authorizes and directs the City Manager to execute and the City Clerk to attest to a Professional Services Agreement with Kimley- Horn and Associates, Inc., for preparation of construction documents and assistance in bid phase and construction phase services for the Wayne Gray Sports Complex, Turf and Parking Improvements Construction Project. A copy of said agreement is attached hereto as Exhibit "A" and incorporated herein for all intents and purposes. Section 2: That the City Council of the City of Baytown authorizes payment to Kimley-Horn and Associates, Inc., in an amount not to exceed ONE HUNDRED NINETEEN THOUSAND AND NO/100 DOLLARS ($119,000.00) for professional services in accordance with the agreement authorized in Section I hereinabove. Section 3: That the City Manager is hereby granted general authority to approve a decrease or an increase in costs by FIFTY THOUSAND AND NO/100 DOLLARS ($50,000.00) or less. Section 4: This ordinance shall take effect immediately from and after its passage by the City Council of the City of Baytown. INTRODUCED, READ and PASSED by the aff ve vote o the City mcil of the City of Baytown this the 121h day of January, 2023. �cinnflr" C.SD6��p6 `-1 DON CAPETILLO, Nfayor T EST: 47 l 4, L' ANGELA 'C SON, Cie y APPROVED T SCOTT LEM D,City Attorney RAKaren Anderson',()RDINANCESU02312023.01,121PSAwithKimleyliom-WayneGrnySporisComplex.docx EXHIBIT "A" AGREEMENT FOR CONSULTING SERVICES STATE OF TEXAS § COUNTY OF HARRIS § This Agreement (this "Agreement") is entered into by and between Kimley-Horn and Associates, Inc. (hereinafter "Consultant") and the City of Baytown, a home-rule municipality located in Harris and Chambers Counties, Texas (the "City"). 1. Scope of Services/Consultant Fees This Agreement authorizes Consultant to perform Professional services for Wayne Gray Sports Complex, Turf and Parking Improvements Project (the "Work") for and on behalf of the City. The scope of the Work is detailed in Exhibit "A." The compensation and professional fees for Consultant and its subconsultants is more particularly described in Exhibit "B" and shall not exceed ONE HUNDRED NINETEEN THOUSAND AND ZERO/100 DOLLARS ($119,000.00). The time schedules for the Work are specified in Exhibit "C." Each of these Exhibits "A" through "C" are incorporated into this Agreement by reference for all purposes. 2. Compensation and Professional Fees a. The City shall pay Consultant in installments based upon monthly progress reports and detailed invoices submitted by the Consultant based upon the following: 1. Design Phase Services - Construction Documents (Lump Sum).......$68,000.00 2. Bid Phase Services (Hourly Not to Exceed)........................................$9,000.00 3. Construction Phase Services (Hourly Not to Exceed).......................$32,000.00 4. Additional Services—Project Management(Lump Sum).................$10,000.00 (These services require independent and specific advance,written authorization) 5. Reimbursable Expenses (Not to Exceed)....................................................$0.00 6. Total................................................................................................$119,000.00 b. For an agreed contract amount identified as "Lump Sum," "Not to Exceed" and "Reimbursable," Consultant shall not exceed the fixed contractual amount without written authorization in the form of a Contract amendment. C. Reimbursable Expenses, as shown in Exhibit "B," are itemized by work category. Reimbursable Expenses shall be invoiced AT COST, without subsequent markup by Consultant. All invoices containing a request for Reimbursable Expenses shall include copies of the original expense receipts itemized per allowable category. (1) Allowable reimbursable Expenses include: (a) Hard copy reproductions, copies, and/or binding costs; (b) Postage; Agreement for Consulting Services,Page I (c) Mileage, for travel from Consultant's local office (within a 25-mile radius) to meetings at the City or jobsite. Mileage shall be charged at the current IRS rates; (d) Travel Expenses, mileage from local office to state or federal regulatory agency office beyond 100 miles; and (e) Lodging expenses for destinations beyond 100 miles from Consultant's local office AND when business hours exceed eight hours within one business day OR when Consultant's services require more than one eight-hour day at the destination; provided such expenses has been approved in writing by the City. (2) Disallowed Expenses include travel expenses for professional expertise traveling into the Greater Houston Area from Consultant's office outside the Greater Houston Area. d. Consultant shall invoice based upon total services actually completed during the applicable month. Invoices and all required or requested backup information shall be tendered no more often than once a month. Consultant shall not invoice the City for services or expenses that were incurred more than sixty (60) days before the date of the invoice. Failure to timely invoice the City for services or expenses shall result in Consultant's invoice being denied. e. In the event of a disputed or contested invoice, the City may withhold from payment that portion so disputed or contested, and the undisputed portion will be paid. 3. Personnel of Consultant a. Consultant's Project Manager Consultant shall designate Kristina Malek, to serve as Project Manager for the Work performed under this Agreement. Any change of Project Manager shall require thirty (30) days advance written approval from the City's Representative. b. Licensed and Registered Architects/Engineers Consultant shall keep full-time registered architects and/or engineers licensed in the State of Texas on staff and assigned to the Work for the duration of its performance of the Work. C. Data on Consultant's Employees Prior to commencement of the Work, Consultant shall forward to the City a detailed resume of the personnel that will be assigned to the Work. Such personnel shall include, but not be limited to, architects and/or engineers as applicable. d. Rejection of Consultant's Employees The City reserves the right to approve or reject from the Work any employees of Consultant. Aereement for Professional Services,Page 2 4. Designation and Duties of the City's Representative a. The City's Director of Public Works and Engineering or their designee shall act as the City's Representative. b. The City's Representative shall use his best efforts to provide nonconfidential City records for Consultant's usage on the Work and to provide access to City's property and easements. However, the City does not guarantee the accuracy or correctness of the documents so provided. Notwithstanding the foregoing, Professional shall be entitled to use and rely upon information provided by the City in performing the services required under this Agreement only to the extent and level specified by the City in writing for each document provided. Nothing contained herein shall be construed to require the City to provide such records in any certain format. The format in which the existing data and documentation will be provided shall be at the sole discretion of the City. 5. Standards of Performance a. Consultant shall perform all services under this Agreement with the care and skill ordinarily used by members of Consultant's profession practicing under the same or similar circumstances, time and locality. Opinion of probable cost shall be based upon the Consultant's experience and represent its best judgment as an experienced and qualified professional. Each submittal of opinion of probable cost shall be commensurate with the project design. Consultant shall be responsible for the technical accuracy of its services and documents resulting therefrom, and the City shall not be responsible for discovering design errors, omissions, or deficiencies therein. Consultant shall correct such design errors, omissions, or deficiencies without additional compensation. b. Codes and Standards (1) All references to codes, standards, environmental regulations and/or material specifications shall be to the latest revision, including all effective supplements or addenda thereto, as of the date that the order for any necessary equipment is made by the City or that the construction specified is bid by the City. (2) If any such equipment is specially manufactured, it shall be identified to the City, and the Contractor and the Seller shall present sufficient data to the City to support the design and the suitability of the equipment. (3) All materials specified on any City project shall be in accordance with City, ASTM, ACI, and AASHTO specifications, and with other recognized standards. Proprietary material or other materials for which no generally recognized standards exist may be used provided there has been at least five (5) years of proven experience in the field, and such satisfactory documentation has been approved by the City's Representative. Agreement for Professional Services, Page 3 (4) The Work shall be designed and furnished in accordance with the most current codes and/or standards adopted by city, state, or federal government or in general custom and usage by the profession and shall comply with Texas Department of Licensing and Regulation's rules and regulations, including the Texas Accessibility Standards. (5) The codes and standards used in the profession set forth minimum requirements. These may be exceeded by the Contractor or Consultant if superior methods are available for successful operation of equipment and/or for the constriction project on which the Work is performed. Any alternative codes or regulations used shall have requirements that are equivalent or better than those in the above-listed codes and regulations. Consultant shall state the alternative codes and regulations used. (6) Consultant agrees the services it provides as an experienced and qualified architect/engineer will reflect the professional standards, procedures and performances common in the industry for this project. Consultant further agrees that any analysis, reports, preparation of drawings, the designation or selection of materials and equipment, the selection and supervision of personnel and the performance of other services under this contract will be pursuant to the standard of performance common in the profession. (7) Consultant shall promptly correct any design or analytical errors, omissions, or deficiencies caused by Consultant at no cost to City. The City's approval, acceptance, use of or payment for all or any part of Consultant's services hereunder or of the Work itself shall in no way alter Consultant's obligations or the City's rights under this Agreement. As applicable, Consultant shall provide the City with record "as-built" drawings relating to the Work in an electronic format that is acceptable to the City. City shall be in receipt of record drawings, if applicable, prior to final payment. (8) Consultant has no control over the cost of labor, materials, equipment or services furnished by others, other than its subconsultants. Data projections and estimates are based upon Consultant's opinion based on experience and judgment. Consultant cannot and does not guarantee that actual costs and/or quantities realized will vary from the data projections and estimates prepared by Consultant. (9) Consultant shall submit all final construction documents in both hard copy and electronic format. Plans shall be AutoCAD compatible and all other documents shall be Microsoft Office compatible. The software versions used shall be compatible to current City standards. Other support documents, for example, structural calculations, drainage reports and geotechnical reports, shall be submitted in hard copy only. All Record Drawings electronic files shall be submitted to the City in PDF/TIF format. Agreement for Professional Services,Page 4 6. Schedule Consultant shall not proceed with the Work or any stage thereof until written notice to proceed is provided by the City's Representative. Consultant's obligation to render services specified in Exhibit "B" will be for the entire period necessary for the final completion of the construction of the Work. If the Consultant contributes to any delay in the schedule, Consultant will have no right to seek and shall not be entitled to any additional compensation. 7. Instruments of Service Upon execution of this Agreement, Consultant grants to the City an ownership interest in the Instruments of Service. Consultant shall obtain similar interests from the City and Consultant's consultants consistent with this Agreement. As noted in Articles 5 and 11, Consultant shall be required to tender to City all Instruments of Service. With such ownership interest, it is expressly understood by the parties hereto that the City may use the Instruments of Service for any purposes which the City sees fit, including, but not limited to, subsequent construction, reconstruction, alteration, and/or repairs of the Project. As a condition to the City's use of the Instruments of Service, the City hereby expressly agrees to remove Consultant's name and all references to Consultant and its consultants from the Documents. Provided that this Agreement is not terminated for cause by the City, the City shall release any and all claims which the City could make arising out of or in connection with any reuse of the documents by the City. S. Insurance Consultant shall procure and maintain at its sole cost and expense for the duration of the Agreement, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Work hereunder by Consultant, its agents, representatives, volunteers, employees or subconsultants. a. Consultant's General and Automobile insurance coverage shall be primary insurance with respect to the City, its officials, employees and agents. Any insurance or self-insurance maintained by the City, its officials, employees or agents shall be considered in excess of Consultant's insurance and shall not contribute to it. Further, Consultant shall include all subconsultants, agents and assigns as additional insureds under its umbrella policy or shall furnish separate certificates and endorsements for each such person or entity. All coverages for subconsultants and assigns shall be subject to all of the requirements stated herein. The following is a list of standard insurance policies along with their respective minimum coverage amounts required in this Agreement: I. Commercial General Liability ■ General Aggregate: $2,000,000 ■ Products & Completed Operations Aggregate: $2,000,000 IN Personal & Advertising Injury: $1,000,000 ■ Per-Occurrence: $1,000,000 ■ Fire Damage $500,000 ■ Waiver of Subrogation required ■ Coverage shall be broad form ■ No coverage shall be deleted from standard policy without notification of individual exclusions being attached for review and acceptance. Aereement for Professional Services,Page 5 2. Business Automobile Policy ■ Combined Single Limits: $1,000,000 ■ Coverage for "Any Auto" ■ Waiver of Subrogation required. 3. Errors and Omissions ■ Limit: $1,000,000 for this project ■ For all architects, engineers, and/or design companies ■ Claims-made form is acceptable ■ Coverage will be in force for one (1) year after completion of the Project. ■ Waiver of Subrogation required. 4. Workers' Compensation ■ Statutory Limits ■ Employer's Liability$500,000 ■ Waiver of Subrogation required. b. The following shall be applicable to all policies of insurance required herein. 1. Insurance carrier for all liability policies must have an A.M. Best Rating of A(-): VII or better. 2. Only insurance carriers licensed and admitted to do business in the State of Texas will be accepted. 3. Liability policies must be on occurrence form. Errors and Omissions can be on claims-made form. 4. Each insurance policy shall be endorsed to state that coverage shall not be canceled in coverage or in limits except after thirty (30) days prior written notice by mail, return receipt requested, has been given to the City. 5. The City, its officers, agents and employees are to be added as Additional Insureds to all liability policies, with the exception of the Workers' Compensation and Errors and Omissions Policies required herein. 6. Upon request and without cost to the City, certified copies of all insurance policies and/or certificates of insurance shall be furnished to the City. 7. Upon request and without cost to the City, loss runs (claims listing) of any and/or all insurance coverages shall be furnished to the City. 8. All insurance required herein shall be secured and maintained in a company or companies satisfactory to the City, and shall be carried in the name of Consultant. Consultant shall provide copies of insurance policies and endorsements required hereunder to the City on or before the effective date of this Agreement. Agreement for Professional Services, Page 6 9. Indemnification and Release (For architectural and engineering services ONLY) CONSULTANT AGREES TO AND SHALL INDEMNIFY AND HOLD HARMLESS AND DEFEND THE CITY, ITS OFFICERS, AGENTS, AND EMPLOYEES (HEREINAFTER REFERRED TO AS THE "CITY") FROM AND AGAINST ANY AND ALL CLAIMS, LOSSES, DAMAGES, CAUSES OF ACTION, SUITS AND LIABILITY OF EVERY KIND, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, AND ATTORNEY'S FEES, FOR INJURY TO OR DEATH OF ANY PERSON, FOR DAMAGE TO ANY PROPERTY OR FOR ANY BREACH OF CONTRACT TO THE EXTENT ARISING OUT OF OR IN CONNECTION WITH AN ACT OF NEGLIGENCE, INTENTIONAL TORT, INTELLECTUAL PROPERTY INFRINGEMENT, OR FAILURE TO PAY A SUBCONTRACTOR OR SUPPLIER COMMITTED BY THE PROFESSIONAL OR THE CONSULTANT'S AGENT, CONSULTANT UNDER CONTRACT, OR ANOTHER ENTITY OVER WHICH THE CONSULTANT EXERCISES CONTROL (COLLECTIVELY, CONSULTANT'S PARTIES). IT IS THE EXPRESS INTENTION OF THE PARTIES HERETO, BOTH CONSULTANT AND THE CITY, THAT THE INDEMNITY PROVIDED FOR IN THIS PARAGRAPH IS INDEMNITY BY CONSULTANT TO INDEMNIFY AND PROTECT THE CITY FROM THE CONSEQUENCES OF CONSULTANT'S PARTIES' OWN WILLFUL MISCONDUCT, JOINT OR SOLE NEGLIGENCE AS WELL AS THE CONSULTANT'S PARTIES' INTENTIONAL TORTS, INTELLECTUAL PROPERTY INFRINGEMENTS, AND FAILURES TO MAKE PAYMENTS ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT. SUCH INDEMNITY SHALL NOT APPLY, HOWEVER, TO LIABILITY ARISING FROM THE PERSONAL INJURY, DEATH, OR PROPERTY DAMAGE OF PERSONS THAT IS CAUSED BY OR RESULTS FROM THE NEGLIGENCE OF ANY PERSON OTHER THAN THE CONSULTANT'S PARTIES. IN THE EVENT THAT ANY ACTION OR PROCEEDING IS BROUGHT AGAINST THE CITY FROM WHICH THE CITY IS INDEMNIFIED, CONSULTANT FURTHER AGREES AND COVENANTS TO DEFEND THE ACTION OR PROCEEDING BY LEGAL COUNSEL ACCEPTABLE TO THE CITY. THE INDEMNITY PROVIDED HEREINABOVE SHALL SURVIVE THE TERMINATION AND/OR EXPIRATION OF THIS AGREEMENT, SUBJECT TO THE LIMITATIONS IN TEXAS Agreement for Professional Services,Page 7 LOCAL GOVERNMENT CODE SECTION 271.904 AND TEXAS CIVIL PRACTICE AND REMEDIES CODE SECTION 130.002. By this Agreement, the City does not consent to litigation or suit, and the City hereby expressly revokes any consent to litigation that it may have granted by the terms of this Contract or any other contract or agreement, any charter, or applicable state law. Nothing herein shall be construed so as to limit or waive the City's sovereign immunity. Consultant assumes full responsibility for its services performed hereunder and hereby releases, relinquishes and discharges the City, its officers, agents, and employees from all claims, demands, and causes of action of every kind and character, including the cost of defense thereof, for any injury to or death of any person (whether they be either of the parties hereto, their employees, or other third parties) and any loss of or damage to property (whether the property be that of either of the parties hereto, their employees, or other third parties) that is caused by or alleged to be caused by, arising out of, or in connection with Consultant's services to be performed hereunder. This release shall apply with respect to Consultant's services regardless of whether said claims, demands, and causes of action are covered in whole or in part by insurance. 10. Subcontractors and Subconsultants Consultant shall receive written approval of the City's Representative prior to the use of any subcontractors or subconsultants. A copy of all proposed contracts with subconsultants and/or subcontractors shall be given to the City before execution of such contracts. 11. Termination of Consultant The City, besides all other rights or remedies it may have, shall have the right to terminate this Agreement without cause upon written notice from the City Manager to Consultant of the City's election to do so. Furthermore, the City may immediately and without notice terminate this Agreement if Consultant breaches this Agreement. A breach of this Agreement shall include, but not be limited to, the following: (a) failing to pay insurance premiums, liens, claims or other charges; (b) failing to pay any payments due the city, state, or federal government from Consultant or its principals, including, but not limited to, any taxes, fees, assessments, liens, or any payments identified in this Agreement; (c) the institution of voluntary or involuntary bankruptcy proceeding against Consultant; (d) the dissolution of Consultant; (e) refusing or failing to prosecute the Work or any separable part with the diligence that will ensure its completion within the time specified in this Agreement; (f) failing to complete Work within the time period specified in this Agreement; and/or (g) the violation of any provision of this Agreement. Upon delivery of any notice of termination required herein, Consultant shall discontinue all services in connection with the performance of the Agreement. Within ten (10) days after receipt Agreement for Professional Services, Page 8 of the notice of termination, Consultant shall submit a final statement showing in detail the services satisfactorily performed and accepted and all other appropriate documentation required herein for payment of services. At the same time that the final statement is tendered to the City. Consultant shall also tender to the City's Representative all of Consultant's instruments of service, including all drawings, special provisions, field survey notes, reports, estimates, and any and all other documents or work product generated by Consultant under this Agreement, whether complete or not, in an acceptable form and format together with all unused materials supplied by the City. No final payment will be made until all such instruments of service and materials supplied are so tendered. If this Agreement is terminated for cause, Consultant shall be liable for any damage to the City resulting therefrom. This liability includes any increased costs incurred by the City in completing Consultant's services. The rights and remedies of the City in this section are in addition to any other rights and remedies provided by law or under this Agreement. 12. Records Within ten (10) days of the City's request and at no cost to the City, the City will be entitled to review and receive a copy of all documents that indicate work on the Project that is subject to this Agreement. 13. Supervision of Consultant Consultant is an independent contractor, and the City neither reserves nor possesses any right to control the details of the Work performed by Consultant under the terms of this Agreement. 14. Billing The City shall have thirty (30) days to pay Consultant's invoices from the date of receipt of such invoices and necessary backup information. All invoices must identify with specificity the work or services performed and the date(s) of such work or services. In the event of a disputed or contested invoice, the parties understand and agree that the City may withhold the portion so contested, but the undisputed portion will be paid. Consultant shall invoice the City for work performed no more than once a month and may not invoice the City for work not performed. Invoices shall be received by the City no later than sixty (60) calendar days from the date Consultant and/or its subconsultants perform the services or incur the expense. Failure by Consultant to comply with this requirement shall result in Consultant's invoice being denied and the City being relieved from any liability for payment of the late invoice. 15. Indebtedness If Consultant, at any time during the term of this Agreement, incurs a debt, as the word is defined in section 2-662 of the Code of Ordinances of the City of Baytown, it shall immediately notify the City's Director of Finance in writing. If the City's Director of Finance becomes aware that Consultant has incurred a debt, the City's Director of Finance shall immediately notify Consultant in writing. If Consultant does not pay the debt within thirty (30) days of either such notification, the City's Director of Finance may deduct funds in an amount equal to the debt from any payments owed to Consultant under this Agreement, and Consultant waives any recourse therefor. Agreement for Professional Services,Page 9 16. Verifications The Consultant makes the following verifications in accordance with Chapters 2271 and 2274 of the Texas Government Code: a. the Consultant does not boycott Israel and will not boycott Israel during the term of the contract to be entered into with the City of Baytown; b. the Consultant does not boycott energy companies and will not boycott energy companies during the term of the contract to be entered into with the City of Baytown; and c. the Consultant does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or fireann trade association and will not discriminate during the term of the contract against a firearm entity or firearm trade association. 17. Reputation in the Community Consultant shall retain a high reputation in the community for providing professional architectural/engineering services. Consultant shall forward a copy of any current petition or complaint in any court of law which (a) asserts a claim for $50,000 or more for errors or omissions in providing architectural/engineering services and/or (b) seeks to deny Consultant the right to practice architecture/engineering or to perform any other services in the state of Texas. 18. Payroll and Basic Records a. Consultant shall maintain payrolls and basic payroll records during the course of the work performed under this Agreement and shall preserve them for a period of three (3) years from the completion of the work called for under this Agreement for all personnel working on such work. Such records shall contain the name and address of each such employee, social security number, correct classification, hourly rates of wages paid, daily and weekly number of hours worked, deductions made and actual wages paid. b. Consultant shall make the records required to be maintained under the preceding subsection (a) of this section available at no cost to the City for inspection, copying or transcription or its authorized representatives within fifteen (15) days of the City's request therefor. Consultant shall permit such representatives to interview Consultant's employees during working hours on the job. 19. Governing Law This Agreement has been made under and shall be governed by the laws of the State of Texas. The parties further agree that performance and all matters related thereto shall be in Harris County, Texas. 20. Notices Unless otherwise provided in this Agreement, any notice provided for or permitted to be given must be in writing and delivered in person or by depositing same in the United States mail, postpaid and registered or certified, and addressed to the party to be notified, with return receipt requested, or by delivering the same to an officer of such party. Notice deposited in the mail as Agreement for Professional Services, Page 10 described above shall be conclusively deemed to be effective, unless otherwise stated in this Agreement, from and after the expiration of three (3) days after it is so deposited. For the purpose of notice, the addresses of the parties shall be as follows unless properly changed as provided for herein below: For the City: CITY OF BAYTOWN Attn: City Manager P. O. Box 424 Baytown, Texas 77522-0424 For Consultant: KIMLEY-HORN AND ASSOCIATES, INC. 11700 Katy Freeway Suite 800 Houston, Texas 77079 Each party shall have the right from time to time at any time to change its respective address and each shall have the right to specify a new address, provided that at least fifteen (15) days written notice is given of such new address to the other party. 21. No Third-Party Beneficiary This Agreement shall not bestow any rights upon any third party, but rather, shall bind and benefit Consultant and the City only. No person or entity not a signatory to this Agreement shall be entitled to rely on Professional's performance of its services hereunder, and no right to assert a claim against Professional by assignment of indemnity rights or otherwise shall accrue to a third party as a result of this Agreement or the performance of Professional's services hereunder. 22. No Right to Arbitration Notwithstanding anything to the contrary contained in this Agreement, the City and Consultant hereby agree that no claim or dispute between the City and Consultant arising out of or relating to this Agreement shall be decided by any arbitration proceeding. including, without limitation, any proceeding under the Federal Arbitration Act (9 U.S.C. Sections 1-14), or any applicable State arbitration statute, including, but not limited to, the Texas General Arbitration Act, provided that in the event that the City is subjected to an arbitration proceeding notwithstanding this provision, Consultant consents to be joined in the arbitration proceeding if Consultant's presence is required or requested by the City of complete relief to be recorded in the arbitration proceeding. 23. Waiver No waiver by either party to this Agreement of any term or condition of this Agreement shall be deemed or construed to be a waiver of any other term or condition or subsequent waiver of the same term or condition. Aereement for Professional Services, Page I I 24. Complete Agreement This Agreement represents the entire and integrated agreement between the City and Consultant in regard to the subject matter hereof and supersedes all prior negotiations, representations or agreements, either whether written or oral, on the subject matter hereof. This Agreement may only be amended by written instrument approved and executed by both of the parties. The City and Consultant accept and agree to these terms. 25. No Assignment Consultant may not sell or assign all or part interest in this Agreement to another party or parties without the prior express written approval of the City Manager of such sale or assignment. The City may require any records or financial statements necessary in its opinion to ensure such sale or assignment will be in the best interest of the City. 26. Headings The headings used in this Agreement are for general reference only and do not have special significance. 27. Severability All parties agree that should any provision of this Agreement be determined to be invalid or unenforceable, such determination shall not affect any other term of this Agreement, which shall continue in full force and effect. 28. Ambiguities In the event of any ambiguity in any of the terms of this Agreement, it shall not be construed for or against any party hereto on the basis that such party did or did not author the same. 29. Authority The officers executing this Agreement on behalf of the parties hereby represent that such officers have full authority to execute this Agreement and to bind the party he/she represents. IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiple copies, each of which shall be deemed to be an original, but all of which shall constitute but one and the same Agreement on the day of 20 the date of execution by the City Manager of the City of Baytown. CITY OF BAYTOWN JASON REYNOLDS, City Manager ATTEST: ANGELA JACKSON, City Clerk Agreement for Professional Services, Page 12 APPROVED AS TO FORM: SCOTT LEMOND,City Attorney CONSULTANT: Kitnley-Holm and Associates,Inc. (Company Name) (Signature) Bradley J. Hill (Printed Name) Regional Contract Lead (Title) STATE OF TEXAS § § COUNTY OF HARRIS § Before me on this day personally appeared Bradley J. Hill in his/her capacity as Regional Contract Lead of max,on behalf of such Corporation ® known tome; Kimley-Horn and Associates,Inc. ❑ proved to me on the oath of ; or ❑ proved to me through his/her current {description of identification card or other document issued by the federal government or any state government that contains the photograph and signature of the acknowledging person} (check one) to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that he/she executed the same for the purposes and consideration therein expressed. SUBSCRIBED AND SWORN before me this 310 p5j 1of December 2022. VICKY BREWER r f `' No ary Pub c ' and for the State of Texas :: °_Notary Public,State of Texes Comm.Expires 05-16.2026 Notary ID 129821969 Agreement for Professional Services,Page 13 EXHIBIT A — SCOPE OF SERVICES PROJECT BACKGROUND Consultant understands the City would like to improve the Wayne Gray Sports Complex, shown in Map 1, in an effort to better serve the community's needs for recreation and tournament facilities. Proposed improvements include converting the existing turf infields (fields #548) to synthetic turf, adding additional parking throughout the east half of the site, addressing drainage impacts due to the proposed improvements, and adding other site improvements such as new fencing, netting and backstops as identified in the approved PER. This scope of work includes preparation of construction documents, assistance in bid phase and construction phase services only. Consultant will perform the following tasks: TASK 1.1 —PROJECT MANAGEMENT a. Data Collection i. Consultant will work with various City departments and County to collect the following available data: Record Drawings, GIS data, flood maps, existing plans/policies/standards,drainage model, and information regarding facilities, roadway and public improvements both existing and proposed. b. Staff Meetings with Capital Projects and Parks Department c. Communication i. Coordination with City Project Manager and various departments (Capital Projects and Parks). Coordination will include email correspondence, phone calls and meetings. ii. Communicate project status with the City with the monthly invoice and with bi- weekly project status updates. TASK 2.1 —CONSTRUCTION DOCUMENTS Based on the City approved P.E.R., the Consultant will develop the construction document package for the project. The development of the construction document package includes the following: A. Cover Sheet B. Index C. General Notes The Consultant will prepare general construction notes and specifications for the project in addition to the City's standard general notes (provided by the City). D. Plan Sheets The Construction documents package will include the plan sheets for the scope of work described. The design for the sheets will be created as part of the design tasks in this scope. This effort is forthe creation of the sheets to communicate the design intent and illustrate the design to the contractor for construction. a. Existing Conditions/Demolition Plan b. Site Layout, Field Striping, and Paving Plan c. Grading Plan d. Utility Plan e. Drainage Plan f. Erosion Control Plan and SWPPP g. Landscape Plan h. Irrigation Plans—outfields only. i. Lighting Plans—Parking lot and pedestrian path only. E. Details The Consultant will include detail sheets showing elements included in the Plan Sheets, consisting of details, sections, and elevation views. Certain submittals, shop drawings, samples, cut sheets and mockups will be listed for approval. Structural details will be provided for the fence footings only. F. Proiect Manual The Consultant will prepare a bid form and technical specifications to be included in the project manual as part of this task and provide the bid form to the City to be included with the project manual. The City will provide the City's preferred front-end documents and procurement language to the Consultant to be included in the project manual. Kimley-Horn will compile the technical specifications, the bid form, and the City's front-end contract documents into the project manual for the project bid. The Consultant will provide the project manual as part of the 90% and 100% submittals to the City. G. Opinion of Probable Construction Cost The Consultant will prepare an opinion of probable construction cost for the 60%, 90%,and 100%submittals. 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 opinions 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 judgment 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. H. Revise per City Comment The Consultant will revise the Construction Documents after the 60% & 90% submittals based on one round of reasonable comments for each submittal. It is understood that minor revisions will be incorporated into 100% construction documents without additional review. Deliverables: A. Two 24"x36" copies of the 60%, 90%, and 100% Submittal including Items A through E noted above. For 100%, one copy is intended for City use and one copy is a courtesy copy for the Contractor. B. An electronic(PDF) of the 60%, 90%, and 100% Construction Plans. C. An electronic(PDF)of the 60%, 90% and 100% opinion of probable construction cost(Item G)for items described in Task 2.2. D. An electronic (PDF)of the 90%, and 100% Technical Specifications and Bid Form(Item F). TASK 3.1 —BID PHASE SERVICES The Consultant will provide bid phase services to the City during bidding of this project. The budgeted fees are based upon approximately thirty five (35) hours of effort. Any additional effort beyond the specified amount will be billed according to the current Kimley-Horn rates, as authorized by the City or its representatives. Kimley-Horn will provide the following professional services under this task: A. Prepare a PDF of the Project Manual and Plan Set to be uploaded to the City's website to be downloaded by prospective bidders. B. Prepare for and conduct a pre-bid meeting with prospective bidders. C. Issue addenda as appropriate to interpret, clarify, or expand the bidding documents. D. Attend the bid opening. E. Tabulate the bids received and evaluate the compliance of the bids received with the bidding documents. F. Prepare a written summary of this tabulation and evaluation together with a letter addressing the award of the construction contract. G. Final construction documents will consist of the following: 1. Provide PDF's of the"Issued for Construction" Conformance Plans and Specifications to the City. 2. Print two (2)full-size sets"Issued for Construction" Conformance Plans and Specifications to Contractor upon award of contract. 3. Print two (2) half-size sets"Issued for Construction' Conformance Plans for City's use. 4. Furnishing additional copies of review documents and/or bid documents in excess of the number of the same identified above will be considered as Additional Services. H. As part of this task, the City will: 5. Advertise the bidding per City bidding procedures. 6. Upload the bid document to the City website per the advertisement. 7. Provide the location for the pre-bid meeting and bid opening. TASK 4.1 —CONSTRUCTION PHASE SERVICES The Consultant will provide up to one hundred (100) hours of professional construction phase services as specifically stated below: A. Pre-Construction Conference: Consultant will attend the Pre-Construction Conference prior to commencement of Work at the Site as requested by the client. B. Visits to Site and Observation of Construction: Consultant will provide on-site construction observation services during the construction phase. Consultant will make visits at intervals as directed by Client in order to observe the progress of the Work. Such visits and observations by Consultant are not intended to be exhaustive or to extend to every aspect of Contractor's work in progress. Observations are to be limited to spot checking, selective measurement, and similar methods of general observation of the Work based on Consultant's exercise of professional judgment.Based on information obtained during such visits and such observations, Consultant will evaluate whether Contractors work is generally proceeding in accordance with the Contract Documents, and Consultant will keep Client informed of the general progress of the Work. The purpose of Consultant's site visits will be to enable Consultant to better carry out the duties and responsibilities specifically assigned in this Agreement to Consultant, and to provide Client a greater degree of confidence that the completed Work will conform in general to the Contract Documents. Consultant shall not, during such visits or as a result of such observations of Contractor's work in progress, supervise, direct, or have control over Contractor's work, nor shall Kimley-Horn have authority over or responsibility for the means, methods, techniques, equipment choice and usage, sequences, schedules, or procedures of construction selected by Contractor, for safety precautions and programs incident to Contractor's work, nor for any failure of Contractor to comply with laws and regulations applicable to Contractors furnishing and performing the Work. Accordingly, Consultant neither guarantees the performance of any Contractor nor assumes responsibility for any Contractor's failure to furnish and perform its work in accordance with the Contract Documents. C. Recommendations with Respect to Defective Work: Consultant will recommend to Client that Contractor's work be disapproved and rejected while it is in progress if, on the basis of such observations, Consultant believes that such work will not produce a completed Project that conforms generally to Contract Documents. D. Clarifications and Interpretations: Consultant will respond to reasonable and appropriate Contractor requests for information and issue necessary clarifications and interpretations of the Contract Documents to Client as appropriate to the orderly completion of Contractor's work. Any orders authorizing variations from the Contract Documents will be made by Client. E. Change Orders: Consultant may recommend Change Orders to Client, and will review and make recommendations related to Change Orders submitted or proposed by the Contractor. F. Shop Drawings and Samples: Consultant will review and approve or take other appropriate action in respect to Shop Drawings and Samples and other data which Contractor is required to submit, but only for conformance with the information given in the Contract Documents. Such review and approvals or other action will not extend to means, methods, techniques, equipment choice and usage, sequences, schedules, or procedures of construction or to related safety precautions and programs. G. Final Notice of Acceptability of the Work: Consultant will conduct a final site visit to determine if the completed Work of Contractor is generally in accordance with the Contract Documents and the final punch list so that Consultant may recommend, in writing, final payment to Contractor. Accompanying the recommendation for final payment, Consultant shall also provide a notice that the Work is generally in accordance with the Contract Documents to the best of Consultant's knowledge, information, and belief based on the extent of its services and based upon information provided to Consultant upon which it is entitled to rely. H. Limitation of Responsibilities: Consultant shall not be responsible for the acts or omissions of any Contractor,or of any of their subcontractors,suppliers,or of any other individual or entity performing or furnishing the Work. Consultant shall not have the authority or responsibility to stop the work of any Contractor. I. Record Drawings: Based upon contractor provided field notes, construction records, and as-built drawings, Kimley-Horn will prepare the required project record drawings for submittal to the City. J. TDLR As part of the Services provided, the Consultant shall obtain the Notice of Substantial Compliance for the Project from the Texas Department of Licensing and Regulation ("TDLR"). a. Submission of Construction Documents to TDLR —The Consultant shall mail, ship, or hand-deliver the Construction Documents to TDLR not later than five (5) calendar days after the Consultant issues the Construction Documents for the Project. b. Completion of Registration Form to TDLR—The Consultant shall complete an Elimination of Barriers Project Registration Form ("Form")for each subject building or facility within the Scope of the Project, and submit the registration form(s)along with the applicable fees not later than fourteen (14) calendar days after the Consultant completes the submittal of the Construction Documents to TDLR. c. TDLR Approval of Construction Documents—After review of the Construction Documents by TDLR, The Consultant shall be notified in writing of the results; however, it is Consultant's responsibility to obtain TDLR's written comments. The Consultant shall address all comments that prevent TDLR approval of the Construction Documents, including comments relating to conditional approval that must be addressed in the design and construction of the Project. The Consultant shall resubmit Construction Documents to TDLR for review prior to the completion of construction of the Project. d. TDLR Project Inspection — The Consultant shall request an inspection from TDLR or a TDLR locally approved RAS no later than thirty(30)calendar days after the completion of construction of the Project.The Consultant shall advise City in writing of the results of each Project inspection. City reserves the right to verify the written results with TDLR at any time during design, construction, or at the completion of the Project. e. Corrective Modifications following TDLR Project Inspection — When corrective modifications to achieve substantial compliance are required, the TDLR inspector or the RAS shall provide the Consultant a list of deficiencies and a deadline for completing the modifications. The Consultant shall provide City with this list within five (5) calendar days of receipt. It is the sole responsibility of Consultant to completely address the deficiencies by the stated deadline or to obtain a written notice of extension from the TDLR. When the corrective measures have been completed, the Consultant shall provide the TDLR(and/or the RAS who completed the inspection) and City with written verification of the corrective measures completed. K. Warranty Period Review: Kimley-Horn will provide 1 site observation that is coordinated with the end of the subject one year warranty period. As a follow-up to this site visit, a summary memorandum will be provided. The City will provide the following items during the construction phase services: A. Pre-Construction Conference. The City will hold a Pre-Construction Conference prior to commencement of Work at the Site. The City will coordinate the date, time, and location of the pre- construction conference with the Consultant and the Contractor. B. Inspections and Testing. ADDITIONAL SERVICES Consultant can provide additional services, if needed, upon the City's issuance of a written change in scope. Any additional amounts paid to Consultant as a result of the material change to the Scope of the Project shall be agreed upon in writing by both parties before the services are performed. Kimleyol-iorn EXHIBIT B Wayne Gray Sports Complex-Construction Documents,Bid and CPS(PK2108) Task Task Name Fee Fee Type 1.1 Project Management $ 1 $10,000LS ?.I Construction Document $ 1 $68,000 LS 3.1 Bid Phase Services 5 I $9,000 HR 4,1 Construction Phase Services $ 1 $32,000HR Total Contract Fee S 119,000.00 Printed on 11/13/2022 at 1:19 PM Page 1 of 1 Kimley,))Horn CXKI BIT B Wayne Gray SFor13 Co.,le3-Ca.,Wr ,tion Ooeumen5s,Bid and CPS(PKE108) LEVEL OF EFFORT SUMpURY nynr me linvipN CumNx wme: apCln. laA'k.P.t.\. Ilin�r l.alnrll'rnav-14. G W.I ,r.11,n rawrr.ex mm,a In K'r.x,.n.r.n.kam. sscw R.L Sm.r Ra. ..rhrn Nrmrin'r Wbrh Nvmen]n.^yNu Ev Iv.•r IA PmI.Lk Eu Iwv Sa n .\Dalr.r 5ra11 Total In•'.uri rk uP JGDY INnrni SlOnl -BASESCOPELEVQSOFEFVORT r•I•<r.v=..g.n..r sa 5.n l.. 5 1`.5 N) 5 94A I! 5 5.5]6 S!55 5 5]•)I Ft Al+upnmllunrmo l6 e+etrl 5 5 129 nl • SU $U SLAnI 52'116 SSW S9b91 SIP 30 N13 SI n.116 P6v I..—\-Elmm 1 11 )S 5U 1., 3 ]9,1]0 Slllrvv SI'9v S ,OVV g1AYwm111km 11 ]0 10 3 I.F pO 1\Ifi S ljlp UIYCIlam 41 5 IU IU S i3l .2 5 v.11N p firy[ruumlllam 111 IV 15 IU 5 11 A!5 IRS! 5 5 RI 95 II1 10 SIJ 511 52Mr "'Mr, 5111,fiFl1 a,YSU fStnli Sll,wu NmlVm nal S S\t S LivlNmrl rnmmr n s Sni s^ s emunan �V s s s.6ou sJA s s1 7111 6, 1. hmW umv�nv bJs 5 V 0 RI 5V IS�SNI 51]N SI IXXI 1"'I" 511 SSAAV 339v SX.N70N.Wv f.l I'rtu'ovarvtw Nvnv 5 I,vA'S SM19 5 I,551 vc,un.w Alatwtx UxmmaS mnvW.wraNlYl i 5 )AN $IS] 3 1511 urrSn 151�1 0 S :9fn SI LS 3 Wla 5 IV S RV]5 f`l9 5 L.nS, v..{+arN,r s s Inlr np s S\ IMawu{avrl FWuilnlPpra 5 5 L.S IU 5!99 3 5MNvlvl avnFwlVrwhrvaN 10 ),A fO Slt+ 5 _ NurW Unv x]. 5 5 S 51 11LR i i i 5 SI SSv N2 S 36 5 511 IS'IW 516.f fA S6`.irl SI OW SII 30 Sn SI.R9 SIIAt9 S)S,Wv yr • un SN.MY 31.650 S In 1.1 n6 119,000 BIRSQOO Total lice RrnYE m I1II Y[OR a11'.M PM Pape l cr r m on Hans Duration Sun From ok'a eoza Do l.m Dr,a mn D.,i.2av Do2n, n Da nc. p., ,... tiro m„ :p, row o,., ae ap9 or oa «P... Wayne Cray Svo Bid d Construction Documents, and Construction Phase E PER Complete ]day? Mon 31/211/22 Mon 11/28/22 1 3 HCFCO Reviews No Impact Stud, 12 wks Toe 11/29/22 Mon 2/20123 l -. a Council Appmml ]day' no 32/9/22 Thu 12/6/22 5 C1ry Pmresies Contract 3wks Fri 12/9122 Thu 12/29/22 6 NET lacy? Fri 12/30/22 Fri12/30/22 E Task 1.1 Prokrl Management a Pmjp,I Management 60 days M041/2/23 Ed4121/23 1 , 9 Task 2.1 Construction Documents 10 Prepare 60%Plans 4wks Mon 1/2/23 Fri 1/2E/23 31 Cily Review 3wks Man 1130/23 Fi 2N/23 12 Prepare 90%Plans <wki Man E/20/23 Fri 3/12/E3 i3 Gly Review 3wks Mon 3/20/23 Fri 4/2/23 la Prepare 100%plans 2wk5 Mon 4/10/23 Fri 4/21/23 a 15 Task 2.1 aid Phase Services I6 Advertise 4wks Mon 4/24/23 Fn 5/19/23 Nara^.ams 11 Bid Opening lurk Mon 5/22/23 Fri 5126123 16 Id City Processes Contract 3wks Mon 5/29/23 Fn 6/16123 �¢az 19 Awartl al Council lurks Mon Si Fri 6/30/23 Ztoa 20 NTP 1 k Mon 2/3/23 Fri 2/3/23 L 21 Tad 3.1 Construction Phase Services 22 HCFCD Emulate of IFC Plans kcit ele 6wks Man 4/24/23 Fri 6/2123 Too9wJ{AEA"e-0m prior lO Contraction) 23 Construction 20 wks Man 2/10123 Fr.1112.123 b-F:,......,s'� ,s ma aro 3 Mmw1TaM1 SYnu, C soa Pmjen:2022110?Schedutem sqn some.ins ry Oncom a, �1 Fn —, 3 wegrm Data Sun II/13122 111 • na—Mammy samoulu M.nw mpn mery Pe&p 4,emaliaY, .^./3YOn:3Yf!.:-i Summary E-1 ...'s, a may 1��1 fhmn Wleawv Pagel �. t � LEGEND: A. SYNTHETIC TURF IN FIELDS B. ADDED NE TING AT BACKSTOPS LEI _ 1N 1•H C. ADDED N ET TING AT OUTFIELDS > k" W, tiL 0 STEEL FENCE AT THE REPUBLIC OF TEXAS E ADDED DETENTION 3.1 SLOPE Tt \ (OPTION 1 IN BLUE) • 1 (OPTION 2 IN RED( III ^ F 10'WALH CONNEC PION 1 H DROP OFF AREA G�I, i w- y ® I_,d yy I ACCESSIBLE PARKING SPACES-T S ^, II(I Cy, J ADDITIONAL PARKING SPACES-209 }{fp{{�I K STAFF PARKING YI �i L EXPANDEDACCESS DRIVE c Y ' M ADDITIONAL ACCESS DRIVE F ,' if, 'LF N EXISTING CRICKET FIELD AND KRHL STANDS 0. VEHICULAR MAINTENANCE GATE � 1 . 1 it t Kimley»Horn OVERALL SITE PLAN October 2022 AGREEMENT FOR CONSULTING SERVICES STATE OF TEXAS § COUNTY OF HARRIS § This Agreement (this "Agreement") is entered into by and between Kimley-Horn and Associates, Inc, (hereinafter "Consultant") and the City of Baytown, a home-rule municipality located in Harris and Chambers Counties, Texas (the "City"). 1. Scope of Services/Consultant Fees This Agreement authorizes Consultant to perform Professional services for Wayne Gray Sports Complex, Turf and Parking Improvements Project (the "Work") for and on behalf of the City. The scope of the Work is detailed in Exhibit "A." The compensation and professional fees for Consultant and its subconsultants is more particularly described in Exhibit "B" and shall not exceed ONE HUNDRED NINETEEN THOUSAND AND ZERO/100 DOLLARS ($119,000.00). The time schedules for the Work are specified in Exhibit "C." Each of these Exhibits "A" through "C" are incorporated into this Agreement by reference for all purposes. 2. Compensation and Professional Fees a. The City shall pay Consultant in installments based upon monthly progress reports and detailed invoices submitted by the Consultant based upon the following: . Design Phase Services - Construction Documents (Lump Sum).......$68,000.00 2. Bid Phase Services (Hourly Not to Exceed).............. ....$9,000.00 3. Construction Phase Services (Hourly Not to Exceed).......................$32,000.00 4. Additional Services—Project Management (Lump Sum).................$10,000.00 (These services require independent and specific advance,written authorization) 5. Reimbursable Expenses (Not to Exceed)....................................................$0.00 6. Total................................................................................................$119,000.00 b. For an agreed contract amount identified as "Lump Sum," "Not to Exceed" and "Reimbursable," Consultant shall not exceed the fixed contractual amount without written authorization in the form of a Contract amendment. C. Reimbursable Expenses, as shown in Exhibit "B," are itemized by work category. Reimbursable Expenses shall be invoiced AT COST, without subsequent markup by Consultant. All invoices containing a request for Reimbursable Expenses shall include copies of the original expense receipts itemized per allowable category. (1) Allowable reimbursable Expenses include: (a) Hard copy reproductions, copies, and/or binding costs; (b) Postage; Aareenient for Consulting Services, Page 1 (c) Mileage, for travel from Consultant's local office (within a 25-mile radius) to meetings at the City or jobsite. Mileage shall be charged at the current IRS rates; (d) Travel Expenses, mileage from local office to state or federal regulatory agency office beyond 100 miles; and (e) Lodging expenses for destinations beyond 100 miles from Consultant's local office AND when business hours exceed eight hours within one business day OR when Consultant's services require more than one eight-hour day at the destination; provided such expenses has been approved in writing by the City. (2) Disallowed Expenses include travel expenses for professional expertise traveling into the Greater Houston Area from Consultant's office outside the Greater Houston Area. d. Consultant shall invoice based upon total services actually completed during the applicable month. Invoices and all required or requested backup information shall be tendered no more often than once a month. Consultant shall not invoice the City for services or expenses that were incurred more than sixty (60) days before the date of the invoice. Failure to timely invoice the City for services or expenses shall result in Consultant's invoice being denied. e. In the event of a disputed or contested invoice, the City may withhold from payment that portion so disputed or contested, and the undisputed portion will be paid. 3. Personnel of Consultant a. Consultant's Project Manager Consultant shall designate Kristina Malek, to serve as Project Manager for the Work performed under this Agreement. Any change of Project Manager shall require thirty(30) days advance written approval from the City's Representative. b. Licensed and Registered Architects/Engineers Consultant shall keep full-time registered architects and/or engineers licensed in the State of Texas on staff and assigned to the Work for the duration of its performance of the Work. C. Data on Consultant's Employees Prior to commencement of the Work, Consultant shall forward to the City a detailed resume of the personnel that will be assigned to the Work. Such personnel shall include, but not be limited to, architects and/or engineers as applicable. d. Rejection of Consultant's Employees The City reserves the right to approve or reject from the Work any employees of Consultant. Agreement for Professional Services,Page 2 4. Designation and Duties of the City's Representative a. The City's Director of Public Works and Engineering or their designee shall act as the City's Representative. b. The City's Representative shall use his best efforts to provide nonconfidential City records for Consultant's usage on the Work and to provide access to City's property and easements. However, the City does not guarantee the accuracy or correctness of the documents so provided. Notwithstanding the foregoing, Professional shall be entitled to use and rely upon information provided by the City in performing the services required under this Agreement only to the extent and level specified by the City in writing for each document provided. Nothing contained herein shall be construed to require the City to provide such records in any certain format. The format in which the existing data and documentation will be provided shall be at the sole discretion of the City. 5. Standards of Performance a. Consultant shall perform all services under this Agreement with the care and skill ordinarily used by members of Consultant's profession practicing under the same or similar circumstances, time and locality. Opinion of probable cost shall be based upon the Consultant's experience and represent its best judgment as an experienced and qualified professional. Each submittal of opinion of probable cost shall be commensurate with the project design. Consultant shall be responsible for the technical accuracy of its services and documents resulting therefrom, and the City shall not be responsible for discovering design errors, omissions, or deficiencies therein. Consultant shall correct such design errors,omissions, or deficiencies without additional compensation. b. Codes and Standards (1) All references to codes, standards, environmental regulations and/or material specifications shall be to the latest revision, including all effective supplements or addenda thereto, as of the date that the order for any necessary equipment is made by the City or that the construction specified is bid by the City. (2) If any such equipment is specially manufactured, it shall be identified to the City, and the Contractor and the Seller shall present sufficient data to the City to support the design and the suitability of the equipment. (3) All materials specified on any City project shall be in accordance with City, ASTM, ACI, and AASHTO specifications, and with other recognized standards. Proprietary material or other materials for which no generally recognized standards exist may be used provided there has been at least five (5) years of proven experience in the field, and such satisfactory documentation has been approved by the City's Representative. Agreement for Professional Services, Page 3 (4) The Work shall be designed and furnished in accordance with the most current codes and/or standards adopted by city, state, or federal government or in general custom and usage by the profession and shall comply with Texas Department of Licensing and Regulation's rules and regulations, including the Texas Accessibility Standards. (5) The codes and standards used in the profession set forth minimum requirements. These may be exceeded by the Contractor or Consultant if superior methods are available for successful operation of equipment and/or for the construction project on which the Work is performed. Any alternative codes or regulations used shall have requirements that are equivalent or better than those in the above-listed codes and regulations. Consultant shall state the alternative codes and regulations used. (6) Consultant agrees the services it provides as an experienced and qualified architect/engineer will reflect the professional standards, procedures and performances common in the industry for this project. Consultant further agrees that any analysis, reports, preparation of drawings, the designation or selection of materials and equipment, the selection and supervision of personnel and the performance of other services under this contract will be pursuant to the standard of performance common in the profession. (7) Consultant shall promptly correct any design or analytical errors, omissions, or deficiencies caused by Consultant at no cost to City. The City's approval, acceptance, use of or payment for all or any part of Consultant's services hereunder or of the Work itself shall in no way alter Consultant's obligations or the City's rights under this Agreement. As applicable, Consultant shall provide the City with record "as-built" drawings relating to the Work in an electronic format that is acceptable to the City. City shall be in receipt of record drawings, if applicable, prior to final payment. (8) Consultant has no control over the cost of labor, materials, equipment or services furnished by others, other than its subconsultants. Data projections and estimates are based upon Consultant's opinion based on experience and judgment. Consultant cannot and does not guarantee that actual costs and/or quantities realized will vary from the data projections and estimates prepared by Consultant. (9) Consultant shall submit all final construction documents in both hard copy and electronic format. Plans shall be AutoCAD compatible and all other documents shall be Microsoft Office compatible. The software versions used shall be compatible to current City standards. Other support documents, for example, structural calculations, drainage reports and geotechnical reports, shall be submitted in hard copy only. All Record Drawings electronic files shall be submitted to the City in PDF/TIF format. Agreement for Professional Services,Page 4 6. Schedule Consultant shall not proceed with the Work or any stage thereof until written notice to proceed is provided by the City's Representative. Consultant's obligation to render services specified in Exhibit "B" will be for the entire period necessary for the final completion of the construction of the Work. If the Consultant contributes to any delay in the schedule, Consultant will have no right to seek and shall not be entitled to any additional compensation. 7. Instruments of Service Upon execution of this Agreement, Consultant grants to the City an ownership interest in the Instruments of Service. Consultant shall obtain similar interests from the City and Consultant's consultants consistent with this Agreement. As noted in Articles 5 and 11, Consultant shall be required to tender to City all Instruments of Service. With such ownership interest, it is expressly understood by the parties hereto that the City may use the Instruments of Service for any purposes which the City sees fit, including, but not limited to, subsequent construction, reconstruction, alteration, and/or repairs of the Project. As a condition to the City's use of the Instruments of Service, the City hereby expressly agrees to remove Consultant's name and all references to Consultant and its consultants from the Documents. Provided that this Agreement is not terminated for cause by the City, the City shall release any and all claims which the City could make arising out of or in connection with any reuse of the documents by the City. S. Insurance Consultant shall procure and maintain at its sole cost and expense for the duration of the Agreement, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Work hereunder by Consultant, its agents, representatives, volunteers, employees or subconsultants. a. Consultant's General and Automobile insurance coverage shall be primary insurance with respect to the City, its officials, employees and agents. Any insurance or self-insurance maintained by the City, its officials, employees or agents shall be considered in excess of Consultant's insurance and shall not contribute to it. Further, Consultant shall include all subconsultants, agents and assigns as additional insureds under its umbrella policy or shall furnish separate certificates and endorsements for each such person or entity. All coverages for subconsultants and assigns shall be subject to all of the requirements stated herein. The following is a list of standard insurance policies along with their respective minimum coverage amounts required in this Agreement: I. Commercial General Liability ■ General Aggregate: $2,000,000 ■ Products & Completed Operations Aggregate: $2,000,000 ■ Personal & Advertising Injury: $1,000,000 ■ Per Occurrence: $1,000,000 ■ Fire Damage $500,000 ■ Waiver of Subrogation required ■ Coverage shall be broad form ■ No coverage shall be deleted from standard policy without notification of individual exclusions being attached for review and acceptance. Agreement for Professional Services,Page 5 2. Business Automobile Policy ■ Combined Single Limits: $1,000,000 ■ Coverage for "Any Auto" ■ Waiver of Subrogation required. 3. Errors and Omissions ■ Limit: $1,000,000 for this project ■ For all architects, engineers, and/or design companies ■ Claims-made form is acceptable ■ Coverage will be in force for one (1) year after completion of the Project. ■ Waiver of Subrogation required. 4. Workers' Compensation ■ Statutory Limits ■ Employer's Liability$500,000 ■ Waiver of Subrogation required. b. The following shall be applicable to all policies of insurance required herein. I. Insurance carrier for all liability policies must have an A.M. Best Rating of A(-): VII or better. 2. Only insurance carriers licensed and admitted to do business in the State of Texas will be accepted. 3. Liability policies must be on occurrence form. Errors and Omissions can be on claims-made form. 4. Each insurance policy shall be endorsed to state that coverage shall not be canceled in coverage or in limits except after thirty (30) days prior written notice by mail, return receipt requested, has been given to the City. 5. The City, its officers, agents and employees are to be added as Additional Insureds to all liability policies, with the exception of the Workers' Compensation and Errors and Omissions Policies required herein. 6. Upon request and without cost to the City, certified copies of all insurance policies and/or certificates of insurance shall be furnished to the City. 7. Upon request and without cost to the City, loss runs (claims listing) of any and/or all insurance coverages shall be furnished to the City. 8. All insurance required herein shall be secured and maintained in a company or companies satisfactory to the City, and shall be carried in the name of Consultant. Consultant shall provide copies of insurance policies and endorsements required hereunder to the City on or before the effective date of this Agreement. Agreement for Professional Services, Page 6 9. Indemnification and Release (For architectural and engineering services ONLY) CONSULTANT AGREES TO AND SHALL INDEMNIFY AND HOLD HARMLESS AND DEFEND THE CITY, ITS OFFICERS, AGENTS, AND EMPLOYEES (HEREINAFTER REFERRED TO AS THE "CITY") FROM AND AGAINST ANY AND ALL CLAIMS, LOSSES, DAMAGES, CAUSES OF ACTION, SUITS AND LIABILITY OF EVERY KIND, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, AND ATTORNEY'S FEES, FOR INJURY TO OR DEATH OF ANY PERSON, FOR DAMAGE TO ANY PROPERTY OR FOR ANY BREACH OF CONTRACT TO THE EXTENT ARISING OUT OF OR IN CONNECTION WITH AN ACT OF NEGLIGENCE, INTENTIONAL TORT, INTELLECTUAL PROPERTY INFRINGEMENT, OR FAILURE TO PAY A SUBCONTRACTOR OR SUPPLIER COMMITTED BY THE PROFESSIONAL OR THE CONSULTANT'S AGENT, CONSULTANT UNDER CONTRACT, OR ANOTHER ENTITY OVER WHICH THE CONSULTANT EXERCISES CONTROL (COLLECTIVELY, CONSULTANT'S PARTIES). IT IS THE EXPRESS INTENTION OF THE PARTIES HERETO, BOTH CONSULTANT AND THE CITY, THAT THE INDEMNITY PROVIDED FOR IN THIS PARAGRAPH IS INDEMNITY BY CONSULTANT TO INDEMNIFY AND PROTECT THE CITY FROM THE CONSEQUENCES OF CONSULTANT'S PARTIES' OWN WILLFUL MISCONDUCT, JOINT OR SOLE NEGLIGENCE AS WELL AS THE CONSULTANT'S PARTIES' INTENTIONAL TORTS, INTELLECTUAL PROPERTY INFRINGEMENTS, AND FAILURES TO MAKE PAYMENTS ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT. SUCH INDEMNITY SHALL NOT APPLY, HOWEVER, TO LIABILITY ARISING FROM THE PERSONAL INJURY, DEATH, OR PROPERTY DAMAGE OF PERSONS THAT IS CAUSED BY OR RESULTS FROM THE NEGLIGENCE OF ANY PERSON OTHER THAN THE CONSULTANT'S PARTIES. IN THE EVENT THAT ANY ACTION OR PROCEEDING IS BROUGHT AGAINST THE CITY FROM WHICH THE CITY IS INDEMNIFIED, CONSULTANT FURTHER AGREES AND COVENANTS TO DEFEND THE ACTION OR PROCEEDING BY LEGAL COUNSEL ACCEPTABLE TO THE CITY. THE INDEMNITY PROVIDED HEREINABOVE SHALL SURVIVE THE TERMINATION AND/OR EXPIRATION OF THIS AGREEMENT, SUBJECT TO THE LIMITATIONS IN TEXAS Agreement for Professional Services,Page 7 LOCAL GOVERNMENT CODE SECTION 271.904 AND TEXAS CIVIL PRACTICE AND REMEDIES CODE SECTION 130.002. By this Agreement, the City does not consent to litigation or suit, and the City hereby expressly revokes any consent to litigation that it may have granted by the terms of this Contract or any other contract or agreement, any charter, or applicable state law. Nothing herein shall be construed so as to limit or waive the City's sovereign immunity. Consultant assumes full responsibility for its services performed hereunder and hereby releases, relinquishes and discharges the City, its officers, agents, and employees from all claims, demands, and causes of action of every kind and character, including the cost of defense thereof, for any injury to or death of any person (whether they be either of the parties hereto, their employees, or other third parties) and any loss of or damage to property (whether the property be that of either of the parties hereto, their employees, or other third parties) that is caused by or alleged to be caused by, arising out of, or in connection with Consultant's services to be performed hereunder. This release shall apply with respect to Consultant's services regardless of whether said claims, demands, and causes of action are covered in whole or in part by insurance. 10. Subcontractors and Subconsultants Consultant shall receive written approval of the City's Representative prior to the use of any subcontractors or Subconsultants. A copy of all proposed contracts with Subconsultants and/or subcontractors shall be given to the City before execution of such contracts. 11. Termination of Consultant The City, besides all other rights or remedies it may have, shall have the right to terminate this Agreement without cause upon written notice from the City Manager to Consultant of the City's election to do so. Furthermore, the City may immediately and without notice terminate this Agreement if Consultant breaches this Agreement. A breach of this Agreement shall include, but not be limited to, the following: (a) failing to pay insurance premiums, liens, claims or other charges; (b) failing to pay any payments due the city, state, or federal government from Consultant or its principals, including, but not limited to, any taxes, fees, assessments, liens, or any payments identified in this Agreement; (c) the institution of voluntary or involuntary bankruptcy proceeding against Consultant; (d) the dissolution of Consultant; (e) refusing or failing to prosecute the Work or any separable part with the diligence that will ensure its completion within the time specified in this Agreement; (f) failing to complete Work within the time period specified in this Agreement; and/or (g) the violation of any provision of this Agreement. Upon delivery of any notice of termination required herein, Consultant shall discontinue all services in connection with the performance of the Agreement. Within ten (10) days after receipt Agreement for Professional Services,Page 8 of the notice of termination, Consultant shall submit a final statement showing in detail the services satisfactorily performed and accepted and all other appropriate documentation required herein for payment of services. At the same time that the final statement is tendered to the City, Consultant shall also tender to the City's Representative all of Consultant's instruments of service, including all drawings, special provisions, field survey notes, reports, estimates, and any and all other documents or work product generated by Consultant under this Agreement, whether complete or not, in an acceptable form and format together with all unused materials supplied by the City. No final payment will be made until all such instruments of service and materials supplied are so tendered. If this Agreement is terminated for cause, Consultant shall be liable for any damage to the City resulting therefrom. This liability includes any increased costs incurred by the City in completing Consultant's services. The rights and remedies of the City in this section are in addition to any other rights and remedies provided by law or under this Agreement. 12. Records Within ten (10) days of the City's request and at no cost to the City, the City will be entitled to review and receive a copy of all documents that indicate work on the Project that is subject to this Agreement. 13. Supervision of Consultant Consultant is an independent contractor, and the City neither reserves nor possesses any right to control the details of the Work performed by Consultant under the terms of this Agreement. 14. Billing The City shall have thirty (30) days to pay Consultant's invoices from the date of receipt of such invoices and necessary backup information. All invoices must identify with specificity the work or services performed and the date(s) of such work or services. In the event of a disputed or contested invoice, the parties understand and agree that the City may withhold the portion so contested, but the undisputed portion will be paid. Consultant shall invoice the City for work performed no more than once a month and may not invoice the City for work not performed. Invoices shall be received by the City no later than sixty (60) calendar days from the date Consultant and/or its subconsultants perform the services or incur the expense. Failure by Consultant to comply with this requirement shall result in Consultant's invoice being denied and the City being relieved from any liability for payment of the late invoice. 15. Indebtedness If Consultant, at any time during the term of this Agreement, incurs a debt, as the word is defined in section 2-662 of the Code of Ordinances of the City of Baytown, it shall immediately notify the City's Director of Finance in writing. If the City's Director of Finance becomes aware that Consultant has incurred a debt, the City's Director of Finance shall immediately notify Consultant in writing. If Consultant does not pay the debt within thirty (30) days of either such notification, the City's Director of Finance may deduct funds in an amount equal to the debt from any payments owed to Consultant under this Agreement, and Consultant waives any recourse therefor. Agreement for Professional Services,Page 9 16. Verifications The Consultant makes the following verifications in accordance with Chapters 2271 and 2274 of the Texas Government Code: a. the Consultant does not boycott Israel and will not boycott Israel during the term of the contract to be entered into with the City of Baytown; b. the Consultant does not boycott energy companies and will not boycott energy companies during the term of the contract to be entered into with the City of Baytown; and c. the Consultant does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association and will not discriminate during the term of the contract against a firearm entity or firearm trade association. 17. Reputation in the Community Consultant shall retain a high reputation in the community for providing professional architectural/engineering services. Consultant shall forward a copy of any current petition or complaint in any court of law which (a) asserts a claim for $50,000 or more for errors or omissions in providing architectural/engineering services and/or(b) seeks to deny Consultant the right to practice architecture/engineering or to perform any other services in the state of Texas. 18. Payroll and Basic Records a. Consultant shall maintain payrolls and basic payroll records during the course of the work performed under this Agreement and shall preserve them for a period of three (3) years from the completion of the work called for under this Agreement for all personnel working on such work. Such records shall contain the name and address of each such employee, social security number, correct classification, hourly rates of wages paid, daily and weekly number of hours worked, deductions made and actual wages paid. b. Consultant shall make the records required to be maintained under the preceding subsection (a) of this section available at no cost to the City for inspection, copying or transcription or its authorized representatives within fifteen (15) days of the City's request therefor. Consultant shall permit such representatives to interview Consultant's employees during working hours on the job. 19. Governing Law This Agreement has been made under and shall be governed by the laws of the State of Texas. The parties further agree that performance and all matters related thereto shall be in Harris County, Texas. 20. Notices Unless otherwise provided in this Agreement, any notice provided for or permitted to be given must be in writing and delivered in person or by depositing same in the United States mail, postpaid and registered or certified, and addressed to the party to be notified, with return receipt requested, or by delivering the same to an officer of such party. Notice deposited in the mail as Agreement for Professional Services,Page 10 described above shall be conclusively deemed to be effective, unless otherwise stated in this Agreement, from and after the expiration of three (3) days after it is so deposited. For the purpose of notice, the addresses of the parties shall be as follows unless properly changed as provided for herein below: For the City: CITY OF BAYTOWN Attn: City Manager P. O. Box 424 Baytown, Texas 77522-0424 For Consultant: KIMLEY-HORN AND ASSOCIATES, INC. 11700 Katy Freeway Suite 800 Houston, Texas 77079 Each party shall have the right from time to time at any time to change its respective address and each shall have the right to specify a new address, provided that at least fifteen (15) days written notice is given of such new address to the other party. 21. No Third-Party Beneficiary This Agreement shall not bestow any rights upon any third party, but rather, shall bind and benefit Consultant and the City only. No person or entity not a signatory to this Agreement shall be entitled to rely on Professional's performance of its services hereunder, and no right to assert a claim against Professional by assignment of indemnity rights or otherwise shall accrue to a third party as a result of this Agreement or the performance of Professional's services hereunder. 22. No Right to Arbitration Notwithstanding anything to the contrary contained in this Agreement, the City and Consultant hereby agree that no claim or dispute between the City and Consultant arising out of or relating to this Agreement shall be decided by any arbitration proceeding, including, without limitation, any proceeding under the Federal Arbitration Act (9 U.S.C. Sections 1-14), or any applicable State arbitration statute, including, but not limited to, the Texas General Arbitration Act, provided that in the event that the City is subjected to an arbitration proceeding notwithstanding this provision, Consultant consents to be joined in the arbitration proceeding if Consultant's presence is required or requested by the City of complete relief to be recorded in the arbitration proceeding. 23. Waiver No waiver by either party to this Agreement of any term or condition of this Agreement shall be deemed or construed to be a waiver of any other term or condition or subsequent waiver of the same term or condition. Agreement for Professional Services,Page 11 24. Complete Agreement This Agreement represents the entire and integrated agreement between the City and Consultant in regard to the subject matter hereof and supersedes all prior negotiations, representations or agreements, either whether written or oral, on the subject matter hereof. This Agreement may only be amended by written instrument approved and executed by both of the parties. The City and Consultant accept and agree to these terms. 25. No Assignment Consultant may not sell or assign all or part interest in this Agreement to another party or parties without the prior express written approval of the City Manager of such sale or assignment. The City may require any records or financial statements necessary in its opinion to ensure such sale or assignment will be in the best interest of the City. 26. Headings The headings used in this Agreement are for general reference only and do not have special significance. 27. Severability All parties agree that should any provision of this Agreement be determined to be invalid or unenforceable, such determination shall not affect any other term of this Agreement, which shall continue in full force and effect. 28. Ambiguities In the event of any ambiguity in any of the terms of this Agreement, it shall not be construed for or against any party hereto on the basis that such party did or did not author the same. 29. Authority The officers executing this Agreement on behalf of the parties hereby represent that such officers have Rill authority to execute this Agreement and to bind the party he/she represents. IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiple copies, each of which shall be deed to be original, but all of which shall constitute but one and the same Agreement on the day q Q11�Wri 20 0�� , the date of execution by the City Manager of the City of Baytown. V 1 CITY OF BAYTOWN Jr z-'t��d S NYT0W/y 9JAREYNOLpK-Q1y_WaWager ATTEST: �pF•,.••......,�T� ANGELA JACKS. City Clerk ^� ;rr Agreement for Professional Services,Page 12 APPROVED AS TO FORM: SCOTT LEM ND,City Attorney CONSULTANT: Kimley-Horn and Associates,Inc. (Company Name) (Signature) Bradley J.Hill (Printed Name) Regional Contract Lead (Title) STATE OF TEXAS § COUNTY OF HARRIS § Before me on this day personally appeared Bradley J.Hill in his/her capacity as Regional Contract known to me; Lead of a .on behalf of suchgMoration IR Kimley-Hom and Associates,Inc. ❑ proved to me on the oath of ; or ❑ proved to me through his/her current (description of identification card or other document issued by the federal government or any state government that contains the photograph and signature of the acknowledging person) (check one) to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that he/she executed the same for the purposes and consideration therein expressed. SUBSCRIBED AND SWORN before me this 30 la'}lof December 2022. oun„ r>',,, 'VICKY BREWER ° ` No ary Pub c ' and for the State of Texas ,�:Notery Public,State of Texes R+ ` c Comm.Expires 5-79-2020 Notary ID 129821969 Agreement for Professional Services,Page 13 EXHIBIT A — SCOPE OF SERVICES PROJECT BACKGROUND Consultant understands the City would like to improve the Wayne Gray Sports Complex, shown in Map 1, in an effort to better serve the community's needs for recreation and tournament facilities. Proposed improvements include converting the existing turf infields (fields#548) to synthetic turf, adding additional parking throughout the east half of the site, addressing drainage impacts due to the proposed improvements, and adding other site improvements such as new fencing, netting and backstops as identified in the approved PER. This scope of work includes preparation of construction documents, assistance in bid phase and construction phase services only. Consultant will perform the following tasks: TASK 1.1 —PROJECT MANAGEMENT a. Data Collection i. Consultant will work with various City departments and County to collect the following available data: Record Drawings, GIS data, flood maps, existing plans/policies/standards,drainage model,and information regarding facilities, roadway and public improvements both existing and proposed. b. Staff Meetings with Capital Projects and Parks Department c. Communication i. Coordination with City Project Manager and various departments (Capital Projects and Parks). Coordination will include email correspondence, phone calls and meetings. ii. Communicate project status with the City with the monthly invoice and with bi- weekly project status updates. TASK 2.1 —CONSTRUCTION DOCUMENTS Based on the City approved P.E.R.,the Consultant will develop the construction document package for the project. The development of the construction document package includes the following: A. Cover Sheet B. Index C. General Notes The Consultant will prepare general construction notes and specifications for the project in addition to the City's standard general notes(provided by the City). D. Plan Sheets The Construction documents package will include the plan sheets for the scope of work described. The design for the sheets will be created as part of the design tasks in this scope. This effort is forthe creation of the sheets to communicate the design intent and illustrate the design to the contractor for construction. a. Existing Conditions/Demolition Plan b. Site Layout, Field Striping, and Paving Plan c. Grading Plan d. Utility Plan e. Drainage Plan f. Erosion Control Plan and SWPPP g. Landscape Plan h. Irrigation Plans—outfields only. I. Lighting Plans—Parking lot and pedestrian path only. E. Details The Consultant will include detail sheets showing elements included in the Plan Sheets, consisting of details, sections, and elevation views. Certain submittals, shop drawings, samples, cut sheets and mockups will be listed for approval. Structural details will be provided for the fence footings only. F. Proiect Manual The Consultant will prepare a bid form and technical specifications to be included in the project manual as part of this task and provide the bid form to the City to be included with the project manual. The City will provide the City's preferred front-end documents and procurement language to the Consultant to be included in the project manual. Kimley-Horn will compile the technical specifications, the bid form, and the City's front-end contract documents into the project manual for the project bid. The Consultant will provide the project manual as part of the 90%and 100% submittals to the City. G. Ooinion of Probable Construction Cost The Consultant will prepare an opinion of probable construction cost for the 60%, 90%,and 100%submittals. Because the Consultant does not control the cost of labor, materials, equipment or services fumished by others, methods of determining prices, or competitive bidding or market conditions, any opinions 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 judgment 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. H. Revise Per City Comment The Consultant will revise the Construction Documents after the 60% & 90% submittals based on one round of reasonable comments for each submittal. It is understood that minor revisions will be incorporated into 100% construction documents without additional review. Deliverables: A. Two 24"x36" copies of the 60%, 90%, and 100% Submittal including Items A through E noted above. For 100%, one copy is intended for City use and one copy is a courtesy copy for the Contractor. B. An electronic(PDF) of the 60%, 90%, and 100% Construction Plans. C. An electronic(PDF) of the 60%, 90% and 100%opinion of probable construction cost(Item G)for items described in Task 2.2. D. An electronic (PDF) of the 90%, and 100%Technical Specifications and Bid Form (Item F). TASK 3.1 —BID PHASE SERVICES The Consultant will provide bid phase services to the City during bidding of this project. The budgeted fees are based upon approximately thirty five (35) hours of effort. Any additional effort beyond the specified amount will be billed according to the current Kimley-Horn rates, as authorized by the City or its representatives. Kimley-Horn will provide the following professional services under this task: A. Prepare a PDF of the Project Manual and Plan Set to be uploaded to the City's website to be downloaded by prospective bidders. B. Prepare for and conduct a pre-bid meeting with prospective bidders. C. Issue addenda as appropriate to interpret, clarify, or expand the bidding documents. D. Attend the bid opening. E. Tabulate the bids received and evaluate the compliance of the bids received with the bidding documents. F. Prepare a written summary of this tabulation and evaluation together with a letter addressing the award of the construction contract. G. Final construction documents will consist of the following: 1. Provide PDF's of the"Issued for Construction" Conformance Plans and Specifications to the City. 2. Print two (2)full-size sets"Issued for Construction' Conformance Plans and Specifications to Contractor upon award of contract. 3. Print two (2)half-size sets"Issued for Construction" Conformance Plans for City's use. 4. Furnishing additional copies of review documents and/or bid documents in excess of the number of the same identified above will be considered as Additional Services. H. As part of this task, the City will: 5. Advertise the bidding per City bidding procedures. 6. Upload the bid document to the City website per the advertisement. 7. Provide the location for the pre-bid meeting and bid opening. TASK 4.1 —CONSTRUCTION PHASE SERVICES The Consultant will provide up to one hundred (100) hours of professional construction phase services as specifically stated below: A. Pre-Construction Conference: Consultant will attend the Pre-Construction Conference prior to commencement of Work at the Site as requested by the client. B. Visits to Site and Observation of Construction: Consultant will provide on-site construction observation services during the construction phase. Consultant will make visits at intervals as directed by Client in order to observe the progress of the Work. Such visits and observations by Consultant are not intended to be exhaustive or to extend to every aspect of Contractor's work in progress. Observations are to be limited to spot checking, selective measurement, and similar methods of general observation of the Work based on Consultant's exercise of professional judgment. Based on information obtained during such visits and such observations,Consultant will evaluate whether Contractor's work is generally proceeding in accordance with the Contract Documents, and Consultant will keep Client informed of the general progress of the Work. The purpose of Consultant's site visits will be to enable Consultant to better carry out the duties and responsibilities specifically assigned in this Agreement to Consultant, and to provide Client a greater degree of confidence that the completed Work will conform in general to the Contract Documents. Consultant shall not, during such visits or as a result of such observations of Contractor's work in progress, supervise, direct, or have control over Contractor's work, nor shall Kimley-Horn have authority over or responsibility for the means, methods, techniques, equipment choice and usage, sequences, schedules, or procedures of construction selected by Contractor, for safety precautions and programs incident to Contractor's work, nor for any failure of Contractor to comply with laws and regulations applicable to Contractor's furnishing and performing the Work. Accordingly, Consultant neither guarantees the performance of any Contractor nor assumes responsibility for any Contractor's failure to furnish and perform its work in accordance with the Contract Documents. C. Recommendations with Respect to Defective Work: Consultant will recommend to Client that Contractor's work be disapproved and rejected while it is in progress if, on the basis of such observations, Consultant believes that such work will not produce a completed Project that conforms generally to Contract Documents. D. Clarifications and Interpretations: Consultant will respond to reasonable and appropriate Contractor requests for information and issue necessary clarifications and interpretations of the Contract Documents to Client as appropriate to the orderly completion of Contractor's work. Any orders authorizing variations from the Contract Documents will be made by Client. E. Change Orders: Consultant may recommend Change Orders to Client, and will review and make recommendations related to Change Orders submitted or proposed by the Contractor. F. Shop Drawings and Samples: Consultant will review and approve or take other appropriate action in respect to Shop Drawings and Samples and other data which Contractor is required to submit, but only for conformance with the information given in the Contract Documents. Such review and approvals or other action will not extend to means, methods, techniques, equipment choice and usage, sequences, schedules, or procedures of construction or to related safety precautions and programs. G. Final Notice of Acceptability of the Work: Consultant will conduct a final site visit to determine if the completed Work of Contractor is generally in accordance with the Contract Documents and the final punch list so that Consultant may recommend, in writing, final payment to Contractor. Accompanying the recommendation for final payment, Consultant shall also provide a notice that the Work is generally in accordance with the Contract Documents to the best of Consultant's knowledge, information, and belief based on the extent of its services and based upon information provided to Consultant upon which it is entitled to rely. H. Limitation of Responsibilities: Consultant shall not be responsible for the acts or omissions of any Contractor, or of any of their subcontractors,suppliers,or of any other individual or entity performing or furnishing the Work. Consultant shall not have the authority or responsibility to stop the work of any Contractor. I. Record Drawings: Based upon contractor provided field notes, construction records, and as-built drawings, Kimley-Horn will prepare the required project record drawings for submittal to the City. J. TDLR As part of the Services provided, the Consultant shall obtain the Notice of Substantial Compliance for the Project from the Texas Department of Licensing and Regulation ("TDLR"). a. Submission of Construction Documents to TDLR — The Consultant shall mail, ship, or hand-deliver the Construction Documents to TDLR not later than five (5) calendar days after the Consultant issues the Construction Documents for the Project. b. Completion of Registration Form to TDLR—The Consultant shall complete an Elimination of Barriers Project Registration Form ("Form')for each subject building or facility within the Scope of the Project, and submit the registration form(s)along with the applicable fees not later than fourteen (14) calendar days after the Consultant completes the submittal of the Construction Documents to TDLR. c. TDLR Approval of Construction Documents—After review of the Construction Documents by TDLR, The Consultant shall be notified in writing of the results; however, it is Consultant's responsibility to obtain TDLR's written comments. The Consultant shall address all comments that prevent TDLR approval of the Construction Documents, including comments relating to conditional approval that must be addressed in the design and construction of the Project.The Consultant shall resubmit Construction Documents to TDLR for review prior to the completion of construction of the Project. d. TDLR Project Inspection —The Consultant shall request an inspection from TDLR or a TDLR locally approved RAS no later than thirty(30)calendar days after the completion of construction of the Project.The Consultant shall advise City in writing of the results of each Project inspection. City reserves the right to verify the written results with TDLR at any time during design, construction, or at the completion of the Project. e. Corrective Modifications following TDLR Project Inspection — When corrective modifications to achieve substantial compliance are required, the TDLR inspector or the RAS shall provide the Consultant a list of deficiencies and a deadline for completing the modifications. The Consultant shall provide City with this list within five (5) calendar days of receipt. It is the sole responsibility of Consultant to completely address the deficiencies by the stated deadline or to obtain a written notice of extension from the TDLR. When the corrective measures have been completed, the Consultant shall provide the TDLR(and/or the RAS who completed the inspection)and City with written verification of the corrective measures completed. K. Warranty Period Review: Kimley-Horn will provide 1 site observation that is coordinated with the end of the subject one year warranty period. As a follow-up to this site visit, a summary memorandum will be provided. The City will provide the following items during the construction phase services: A. Pre-Construction Conference. The City will hold a Pre-Construction Conference prior to commencement of Work at the Site. The City will coordinate the date,time, and location of the pre- construction conference with the Consultant and the Contractor. B. Inspections and Testing. ADDITIONAL SERVICES Consultant can provide additional services, if needed, upon the City's issuance of a written change in scope. Any additional amounts paid to Consultant as a result of the material change to the Scope of the Project shall be agreed upon in writing by both parties before the services are performed. KimleylMorn EXHIBIT B Wayne Cray Sports Complex-Construction Documents,Bid and CPS(PK2108) Task Task Name Fee Fee Type 1.1 Project Management $ S10,000 LS 2.1 Construction Document $ S68,000 LS 3.1 Bid Phase Services S S9,000 HR 4.1 Construction Phase Services S $32,000 HR Total Contract Fee S 119,000.00 Printed on 11/13/2022 at 1:19 PM Page 1 of 1 Kimleyl»Horn EKII I BIT B Wayne Cray Spoels complex-Conslrucl ion Documents,old and cps(PK2108) 1 E\FL OF EFFORT SIIMSURI' 'velar W (' 5 N ai.pml'mvi IIYY_`YL Im vM xl l I:rcIDl ahkt P L A 14nr I�bvlhno�IMvnl vW1YWv1 m4tlJlen SOWYIO I:Im4]YYn TVJ hry 6r Pvl. hJ. SULvini. \vgvn Lw.r [epee A4vLLv Tml TvrY TVYTW N na SWYY WmrWynm nl.\ Ia v IeIY dNr MaWfIWI "-BASESEOPELEI'®,OP...1••r 1.1 �Sh�vSSJS CSy S J.TJNI Iw.py almrxmnl l a,.umn lf.�1 16 5 { .!zll SIIi 1.1lA' Sp 1n 5`HM1 ix5 W SSW f9p1 N sU 51J5 i1o.116 514mY LI TVM1m S flmlam5.1i1 M 5 IU v5 tY z9.VU SILM sI NJ xm AYwI11M Flr lu 5 6XMU SSIR S Jl.l'r� np't'Mcr, 5 1U 4 IO3 514J I dJl1 PevrclatINt'ommmlllav 111 _ 55 IA 9:f 569_ 1 Ia Su] 5 IU J! la slaw .,a SIU+6w 111.11, 1IJ.9W M. 5H.W5 SII.We m S1J51 Y1351 yLmo ].1 va5m Na]14 by \n[eJ l'mnY 5 ]111 [r5 S 15l t«.arlm,r,.om.,Y s IxY 'wv\yyya:v 5 5 J 5 S.W i'S6 S SSJ9 YIIA91u1 4 izU DS S ]51 IHH"ml mow aW _ t d.911 Lz f 5111 IKpre Ylm.n.Yem>dlwYa]mm _ s s„ s so` Y w m sS SY Ona 0... w t5.ao vm il.pY y 5 y I.dxS 569 5 I.SSJ IU y SIS] S 5 WI Howl'Iwnl�I� i d 1 5 !9V SDJ 3 Jn] 5 1Y t LAH CT S 4JN �a,avYbfi _ J IY Sh I]ra�mlW3ehnlNlxmvm _ 5 5 631n S*A s S.XYI YvrYrl ,.YPm-0vm6 to z s !am su: s s.m: WmdlTnIDp J S slab S 2M 3 SIW C! z5J` nnx '- 1 9 S11W 1516J(n fh'.W 0.[W W al 51650o SIAH N5)I.fla LSWO O n.lu6 51265e So H651 s11a.10] SIIO uw IvWv I..IY Wu Scope Total Pa PLLmmi 111320IIY I. _ ID is4Nma Ouraoon ,an Is. pay ptt .,I AE3 Cr,I I'llqra All On N. 0er. tan lee rn r aer Wavne Gnv SeoRS Comolea eY I.n li,l n,,,r 51 _ sinds."I ,Omseem.n.Bld and ConslruRlanldnie ] PER Complete Iday? Mon 1,/"/22 Mon 11/29/E2 1 3 HCFCD Reviews No Impact Study 12"a iue 11/E9/22 Mon 2/20123 Counal Approval 1 day? no 12/8/22 Thu 1219/22 S city Praasses Coninct 3wks Fri 1219/22 no 12/29/22 ITS 6 NIP tday? Fri 12/30/22 Fri 12J30/22 Task 11 Pro M Management 9 Project Management 80 days Mon 1/2/23 Fri 4/21/23 �— 9 lack 2.1 Construction 0otuments ID Prepare Plans 4wkc Man 1/2123 Fri U27/23 Lty Review 3wks Mon V30/23 FriLV/23 Prepare 9M Plans awts Mon 2/20/23 Ed 3127/23 13 Clly,Review 3wks Man3/20/23 Ed 4n/23 Prepare lW%Plans 2wks Man 4110/23 Fn 4121/23 L 15 Taski2 Bid Photo Services I6 Advertise <wks Mono/2a/23 Fri 5/19/23 laaaaaaae, 11 Bid 0penin8 Iwk Mon 5/22123 Fn5/26123 4. I9 Csy Pne.—I Contract 3wks Mon 5129/23 Fd6/16/23 j- 5 Award at Cimmll 2wks Man 6/19121 Ed 6/30/23 T� 20 NTP lwk Mon?/3/23 Fit 3n/23 21 Talk sN 22 HCFCD Review of 11 Plans templet, 6wks Mon4/24/23 Ed 6n/23 Prior to Construction) 23 Construction 20 wks Man?/10/23 Ftlu/24/23 m•xusw.mw Maa sumen, C DeadlinePmjeou202RTmlot Int ousame F.." 3 ggovDote Sn I n.vm NanwlmIs., yeamvll. aYnwlN grew ry de—,S., uldemow 9 Page 1 CITY OF BAYTOWN Wayne Gray Sports Complex LEGEND: A. SYNTHETIC TURF INFIELDS B. ADDED NETTINGAT BACKSTOPS C. ADDED NETTING AT OUTFIELDS D. STEEL FENCE AT THE REPUBLIC OF TEXAS d }!' E. ADDED DETENTION 3:I SLOPE (OPTION T:IN BLUE) (OPTION 2:IN RED( F. 10'WALK CONNECTION G, GATHERING AREA . I H. DROP OFF AREA I. ACCESSIBLE PARKING SPACES-7 J. ADDITIONAL PARKING SPACES-209 K. STAFF PARKING L. EXPANDED ACCESS DRIVE Y r, ► M. ADDITIONAL ACCESS DRIVE K R EXISTING CRICKET FIELD AND STANDS 0. VEHICULAR MAINTENANCE GATE �1 KimleyoHorn OVERALL SITE PLAN October 2022