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Ordinance No. 16,060 ORDINANCE NO. 16,060 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS. AUTHORIZING A PROFESSIONAL SERVICES AGREEMENT WITH SAFEBUILT TEXAS, LLC TO PROVIDE CIVIL ENGINEERING PLAN REVIEW AND INSPECTION, PLANNING REVIEW, BUILDING PLAN REVIEW AND BUILDING INSPECTION SERVICES IN CONNECTION WITH THE SAN JACINTO MARKETPLACE DEVELOPMENT PROJECT; AUTHORIZING PAYMENT BY THE CITY OF BAYTOWN IN AN AMOUNT NOT TO EXCEED SIX HUNDRED EIGHTY- THREE THOUSAND TWO HUNDRED SIXTY-TWO AND NOI100 DOLLARS ($683,262.00); MAKING OTHER PROVISIONS RELATED THERETO; AND PROVIDING FOR THE EFFECTIVE 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 SAFEbuilt Texas, LLC to provide civil engineering plan review and inspection, planning review, building plan review and building inspection services in connection with the San Jacinto Marketplace Development 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 SAFEbuilt Texas, LLC in an amount not to exceed SIX HUNDRED EIGHTY-THREE THOUSAND TWO HUNDRED SIXTY-TWO AND NOI100 DOLLARS($683,262.00)for professional services in accordance with the agreement authorized in Section 1 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 affirmative v e oft City ouncil of the City of Baytown this the 23'day of January, 2025. ` U� °°•«<,;a3{. ARLES O N, Mayor e � 0 ' o ANGEL. OF� , APPROVED S O FO SCOTT LEM ND, City Attorney RAOrdinances an ResolutionslOrdinance Drafts\2025-01-23\PSA with Safebuilt for Engineering Services.San Jacinto Marketplace Project.kh.docx EXHIBIT "A" AGREEMENT FOR CONSULTING SERVICES STATE OF TEXAS § COUNTY OF HARRIS § This Agreement (this "Agreement") is entered into by and between SAFEbuilt Texas, LLC, a wholly owned subsidiary of SAFEbuilt, LLC (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 a. This Agreement authorizes Consultant to perform Civil Engineering Plan Review and Inspections; Planning Review; and Building Plan Review and Building Inspections services for Fidelis Realty Partners, San Jacinto Marketplace at Interstate 10 and Garth Road in Baytown, Texas (the "Work") for and on behalf of the City as specified in the Scope of Work attached as Exhibit "A." b. This Agreement shall commence on the date of execution by the City Manager and (if not terminated in accordance with paragraph 10) shall terminate: © upon completion of the Work in accordance with this Agreement, including Exhibits; number of months.days (spelled out) (number of months days [numerical]) months/days following execution by the City Manager, allowing for up to number of renewals (spelled out) annual renewals; the earlier of (a) completion of the Work in accordance with this Agreement, including Exhibits; (b) number of months days (spelled out) (number of months.days [numerical]) months days following execution by the City Manager, allowing for up to number of renewals (spelled out) annual renewals. C. The scope of the Work is detailed in Exhibit "A" through Exhibit"C." d. The time schedules for the Work are specified in Exhibit "A." e. Each of these Exhibits "A" through "C" is 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: i. Exhibit A - Phase#1 - Remaining Civil Eng Services ..............$205,748.00 ii. Exhibit A - Phase #2 - Building Plan Review and Inspections..$328,350.00 Agreement for Consulting Services, Page 1 iii. Exhibit A - Phase#3 -Tenant Finish-Out Plan Rev & Inspect.$149,164.00 iv. Total Not to Exceed..................................................................$683,262.00 b. Consultant shall not exceed the fixed contractual amount without written authorization in the form of a Contract amendment. C. Reimbursable Expenses 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; (c) Mileage, for travel from Consultant's office to meetings at the City or jobsite only if Consultant does not have a local office within a fifty (50) mile radius of Baytown. 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. d. Disallowed Expenses If Consultant has an office in Harris or Chambers Counties, Texas, Disallowed Expenses shall include travel expenses for professionals traveling into Harris or Chambers Counties from Consultant's offices outside of Harris or Chambers Counties. e. 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. f. 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 Getsy Suthan, PE and Scott Williams, BO, to serve as Project Manager for the Work performed under this Agreement. Any change of Agreement for Professional Services,Page 2 revised 6.12.24 Project Manager shall require thirty (30) days advance written approval from the City's Representative. b. Licensed and Registered Professional Engineer and Building Official Consultant shall keep full-time registered Professional Engineer and Building Official_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. d. Rejection of Consultant's Employees The City reserves the right to approve or reject from the Work any employees of Consultant. 4. Designation and Duties of the City's Representative a. The Director of Planning and Development Services or his.her 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 use. However, the City does not guarantee the accuracy or correctness of the documents so provided. Notwithstanding the foregoing, Consultant 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 deficiencies therein. Consultant shall correct such deficiencies without additional compensation. b. Codes and Standards Agreement for Professional Services, Page 3 revised 6.12.24 i. All references to codes, standards, environmental regulations andi or material specifications shall be to the latest revision, including all effective supplements or addenda thereto, as of the date that the requestor for Work is made by the City. ii. The Work shall be designed and fiirnished 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. iii. The codes and standards used in the profession set forth minimum requirements.These may be exceeded by the Consultant if superior methods are available for successful completion of the Work. 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. iv. Consultant agrees the services it provides as an experienced and qualified Professional Engineer and Building Official 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. V. Consultant shall promptly correct any defective analysis 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. 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. 7. 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 insurance coverage shall be primary insurance with respect to the City, its officials, employees and agents. Any insurance or self-insurance maintained by Agreement for Professional Services,Page 4 revised 6.12.24 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 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. ii. Business Automobile Policy ■ Combined Single Limits: $1,000,000 ■ Coverage for "Any Auto" ■ Waiver of Subrogation required. iii. Errors and Omissions ■ Limit: $1,000,000 for this project ■ Claims-made form is acceptable ■ Coverage will be in force for one (1) year after completion of the Project. ■ Waiver of Subrogation required. iv. 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:V III or better. ii. Only insurance carriers licensed and admitted to do business in the State of Texas will be accepted. Ap_reement_for Professional Services, Page 5 revised 6.12.24 iii. Liability policies must be on occurrence form. Errors and Omissions can be on claims-made form. iv. Each insurance policy shall be endorsed to state that coverage shall not be suspended, voided, canceled or reduced in coverage or in limits except after thirty (30) days prior written notice by snail, return receipt requested, has been given to the City. V. 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. vi. 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. vii. 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. viii. 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. 8. Indemnification and Release 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 Agreement for Professional Services,Page 6 revised 6.12.24 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. 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. 9. 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. Agreement for Professional Services, Page 7 revised 6.12.24 10. 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 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. 11. 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. Except for proprietary data, which we are enjoined from sharing. 12. 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. Agreement for Professional Services, Page 8 revised 6.12.24 13. 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. The City shall pay Consultant the maximum rate permitted by Chapter 2251 of the Texas Government Code on any past due payment not received within thirty(30) days after the payment due date. In accordance with § 2251.043, in a formal administrative or judicial action to collect an invoice payment or interest due under this chapter, the opposing party, which may be the City or Consultant, shall pay the reasonable attorney fees of the prevailing party. 14. 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. 15. Verifications If Consultant has ten(10) or more full-time employees and Consultant's total compensation under this Agreement has a value of One-Hundred Thousand Dollars ($100,000.00) or more, 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. 16. 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. Agreement for Professional Services, Page 9 revised 6.12.24 17. 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 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: SAFEbuilt, LLC Joe DeRosa, CRO 444 North Cleveland, Suite 444 Loveland, CO 80537 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. Agreement for Professional Services, Page 10 revised 6.12.24 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. 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 frill 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. Agreement for Professional Services,Page 11 revised 6.12.24 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 APPROVED AS TO FORM: SCOTT LEMOND, City Attorney CONSULTANT: SAFEbuilt Texas, LLC -•.r t S& (Signature) Gary Amato (Printed Name) Chief Administrative Officer (Title) A¢reement for Professional Services,Page 12 revised 6.12.24 STATE OF TEXAS § COUNTY OF HARRIS § Before me on this day personally appeared Gary Amato in his/her capacity as Chief Administrative Officer, on behalf of such SAFEbuilt Texas, LLC [i] known to me; ❑ 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 17th day of January 202, Notary Public State of Florida Gladys O Zubirl My commission HH 377688 Its Expires 07/28/2026 Naiary �J tc in andiN the State of Florida R:Scott Contracts Professional Sen ices Template-Non Grant.docx Agreement for Professional Services, Page 13 revised 6.12.24 Exhibit A-San Jacinto Marketplace—SAFEbuilt Proposal January 10,2025 (Rev#6) V SAFEbuilt® Client: City of Baytown Texas 2401 Market Street Baytown,Texas 77520 Attn: Brant Gary and Martin Scribner RE: San Jacinto Marketplace(Fidelis Realty Partners) Interstate 10 and Garth Road Baytown,TX VIA Email: Brant.Garyi@baytown.org/ martin.scribnerliibaytown.org Re:Turnkey Services for Planning,Civil Plan Review,Building Plan Review and Construction Inspections for San Jacinto Marketplace a new project for development at 1-10 and Garth Road in Baytown,Texas Dear Mr Gary and Mr Scribner This letter is in response to a request for a proposal for our services on the development and construction of the new project currently referred to as San Jacinto Marketplace to be located at Interstate 10 and Garth Road. The proposal is based on information and preliminary plans provided thru September 30,2024. The current preliminary plans define this project as approximately 55 acres,consisting of approximately 515,000 square feet of building space currently being depicted as 3 anchor tenant buildings,5 full dining restaurants,and 14 minor tenant buildings. The scope and fees contained within this proposal are binding per the definitions contained within this proposal,the attached Exhibit B — Individual Building Fee Assessment and the attached Exhibit C — Preliminary Site Plan — San Jacinto Marketplace. Should the scope or preliminary site plan deviate by more than 10%, increase or decrease,from the scope defined in this proposal,our scope and fees are subject to an amendment. This proposal is broken into three phases of work as follows: ♦ Phase#1) Planning, Civil Engineering Review and Inspection Services per attached Exhibit C ♦ Phase#2) Building, Mechanical, Electrical Plumbing, Energy and Fire Plan Review and Inspections for all shell buildings per attached Exhibit C ♦ Phase#3)Tenant Finish-out Plan Review and Inspection Services along with Health Plan Review and Inspection Services for applicable buildings needing Health Services. Core scope of work thru all phases include: ♦ SAFEbuilt direct coordination and communication with Fidelis Realty Partners("Fidelis")and Baytown as necessary to ensure the smooth development process for this project from beginning to final completion. ♦ SAFEbuilt consulting in advance of submission to Baytown to assist in coordination for strategy,processing, obtaining appropriate permits, and completing construction in an efficient and appropriate manner. ♦ SAFEbuilt code interpretation assistance to identify issues as early as possible in the planning,design,and construction document phases of theproject. ♦ Phases#1 and#2 services will be performed at a flat rate fee as defined herein. ♦ Phase#3 will be performed per the fee table based on the occupancy/size of the tenant building as defined herein. Phase#3 services are considered optional and maybe requested by individual building with mutual consent of both SAFEbuilt Texas, LLC("SAFEbuilt")and the City of Baytown Texas("Baytown"). Exhibit A-San Jacinto Marketplace—SAFEbuilt Proposal Phase #1 Services for Planning and Civil Engineering Scope of Work SAFEbuilt will provide the following Services to Baytown during the design and construction phases of this project: ♦ Turnkey Development services for Civil Engineering Plan Review, Planning Review,Civil Permitting Review and Civil Construction Inspections. ♦ SAFEbuilt Planning Review Service includes review and confirmation of conformance to Development Service Agreement and Planned Unit Development(PUD)agreement between Baytown and Fidelis. ♦ SAFEbuilt Civil Engineering Plan Review Service includes review of all planning documents, plat documents, and Civil construction permit documents for this project. SAFEbuilt Civil Engineering team will coordinate with Baytown City Engineer and Public Works teams during the review process. This proposal is based on three(3) planned phases of civil/site development. ♦ SAFEbuilt Civil Engineering Inspections(CEI)will be sub-contracted out to a third party to include twenty(20) hours per week on-site for an anticipated four(4) month duration. A monthly fee will be included in the Secondary Service fee's in the event that the Civil Inspection work is shorter or longer than the estimated duration. Third party services contract will be owned and managed by SAFEbuilt. ♦ These Phase#1 Services are based on the Exhibit C—Preliminary Site Plan—San Jacinto Marketplace attached to this proposal. Phase #1 Services - Fee SAFEbuilt fees are based on the size and scope of the project as defined within Exhibit C—Preliminary Site Plan - San Jacinto Marketplace. SAFEbuilt Fees for this phase will be invoiced based on the following general structure: ♦ Planning,Civil Plan Review,and Civil Engineering Inspection Phases are billed monthly on an estimated percent complete basis as the work is being performed thru to 100%completion. ♦ Fee below includes fee's invoiced by SAFEbuilt to Baytown thru October 31, 2024. San Jacinto Marketplace—Fidelis Realty Partners Plan Review Inspections PHASE#1 —COMPLETED SERVICES thru Oct 31,2024 Fee Fee Civil Engineering Plan Review — Already Invoiced $85,140 $0 Total Fee's already incurred for services completed:j $85,140 San Jacinto Marketplace—Fidelis Realty Partners Plan Review Inspections PHASE#1 —REMAINING SERVICES Fee Fee Planning Services $13,688 n/a Civil Engineering Plan Review& Inspections $112,860 $79,200 (4 months of site development construction) Total Remaining Fee's for services on-going: $205,748 Exhibit A-San Jacinto Marketplace—SAFEbuilt Proposal Phase #2 Services for Shell Building Plan Review and Inspections Scope of Work SAFEbuilt will provide the following Services to Baytown during the design and construction phases of this project: ♦ Turnkey Development services for Building, Mechanical, Electrical, Plumbing, Energy,and Fire("BMEPEF") Construction Plan Review and Inspections for shell buildings. ♦ SAFEbuilt BMEPEF Construction Plan Review Service is done in lieu of Baytown building department staff. ♦ SAFEbuilt will determine compliance with applicable building codes as adopted by Baytown during this plan review process. ♦ SAFEbuilt BMEPEF Plan Review team will coordinate with Baytown Building Department teams during the review process as needed. ♦ SAFEbuilt Fire Services Plan Review and Inspections will be performed by SAFEbuilt in-house Fire Services Manager to include Fire Code/life Safety plan review and inspections per codes adopted by Baytown. SAFEbuilt Fire Services Manager will coordinate with Baytown Fire Marshal for plan review coordination and inspections. ♦ SAFEbuilt Plan Review processes for each service line will include up to three(3)rounds of review comments. SAFEbuilt reviews required beyond a third review cycle will be performed at an hourly rate and charged above the lump sum service fee of Phase#2. This additional hourly rate,if required,will be invoiced monthly as the service is rendered. ♦ SAFEbuilt Building Construction Inspection Service is being done in lieu of Baytown building department inspection staff to determine compliance during construction with BMEPEF Codes as adopted by Baytown. Re-inspections are expected to occur during a project of this size. SAFEbuilt will have no additional charges for re-inspections. ♦ Permit Fee's and Permit Application Processing services will be handled directly between Baytown building department staff and Fidelis. ♦ These Phase#2 services are based on the Exhibit C—Preliminary Site Plan—San Jacinto Marketplace attached to this proposal. Phase #2 Services - Fee SAFEbuilt fees are based on the size and scope of the project as defined within Exhibit C—Preliminary Site Plan San Jacinto Marketplace. SAFEbuilt Fees for this phase will be invoiced based on the following general structure: ♦ BMEPEF Plan Review will be billed 100%at the time of plan review approval per building completed. ♦ BMEPEF Building Inspections will be billed 100%at the time first inspection is called for per building. ♦ SAFEbuilt services for Phase#2 are for the lump sum defined below, but will be invoiced per Exhibit B— Individual Building Fee Assessment monthly as building plan review is completed or inspections are requested for the individual building identified in Exhibit B. San Jacinto Marketplace—Fidelis Realty Partners Plan Review Inspections PHASE#2—Services Fee Fee Building (Vertical) Plan Review&Inspections,25 buildings $129,275 $199,075 (560,000 SF of building at an average of$156.65 per SF) Total Phase#2 Fee's: $328,350 Exhibit A-San Jacinto Marketplace—SAFEbuilt Proposal Phase #3 Services for Tenant Finish-Out Plan Review and Inspections Scope of Work SAFEbuilt will provide the following Services to Baytown,at the direct request of Baytown per building, during the design and construction phases of this project: ♦ All services in this phase are on an "AS REQUESTED"basis by Baytown, per building. ♦ Tenant Finish-Out Plan Review and Inspections(BMEPEF) ♦ Health Code Services Plan Review and Inspections for restaurants and food handling establishments ♦ SAFEbuilt Tenant Finish-Out Plan Review and Inspection services will follow the same scope and processes as defined within the Phase#2 Services for MPEPEF Building Plan Review and Inspections ♦ SAFEbuilt Health Plan Review and Inspections will be performed by SAFEbuilt in-house Texas Sanitarian for any buildings meeting the criteria of food service or handling. ♦ These Phase#3 services are based on the Exhibit C—Preliminary Site Plan—San Jacinto Marketplace attached to this proposal. Phase #3 Services - Fee SAFEbuilt fees are based on the size and scope of the project as defined within Exhibit C—Preliminary Site Plan-San Jacinto Marketplace. SAFEbuilt Fees for this phase will be invoiced based on the following general structure: ♦ Tenant Finish-Out Plan Review or Health Plan Review will be billed 100% at the time of plan review approval per building completed. ♦ Tenant Finish-Out Building Inspections or Health Building Inspections will be billed 100% at the time first inspection is called for per building. ♦ SAFEbuilt services for Phase#3 are on an individual,AS REQUESTED, basis per Exhibit B—Individual Building Fee Assessment as building plan review is completed or inspections are requested for the individual building identified in Exhibit B. San Jacinto Marketplace—Fidelis Realty Partners Plan Review Inspections SECONDARY SERVICES Avg. Fee Avg. Fee Tenant Finish-Out per Building (Anchor Tenant) $8,550 $19,800 Tenant Finish-Out per Building (Restaurant/ Dining) $1,980 $3,150 Tenant Finish-Out per Building (Out Parcels) $650 $1,500 Health Services — PER BUILDING, if applicable $250 $375 Total Phase#3 Fee's(all buildings per Exhibit C): $149,164 Exhibit A-San Jacinto Marketplace—SAFEbuilt Proposal SAFEbuilt Team SAFEbuilt Texas, LLC understands that timeliness is paramount in a construction project.Our Planning,Civil Engineering, Plan Review,and Building Inspection teams will be available on an as-needed basis and can be scheduled for a specific time if necessary.We have assigned the following Main Points of Contact for this project as follows: ♦ Texas Account Manager—Craig Rush ♦ Operations Director of Services—Tracy Rodriguez ♦ Civil Engineering Project Manager—Getsy Suthan ♦ Planning Manager—Evan Duvall ♦ Plan Review Manager—Wade Cain ♦ Building Official/Project Manager—Scott Williams ♦ Fire Services Manager—Cliff Nevins NOTE: Resumes of these individuals are available upon request by Baytown. Plan Review Process The first review of each set of building plans will be completed within 15 working days of submission to SAFEbuilt.At the conclusion of those 15 days,there will be an addition of up to 5 working days for coordination with the appropriate Baytown departments. At the conclusion of the coordination effort,any corrections required will be communicated by way of a summary letter and marked-up plans with corrections and notes to the Architect/Engineer of Record. In addition,the corrections letter will be copied to Baytown and Fidelis. Resubmitted plans will be reviewed within 5 working days of receipt of re-submittal to determine whether revisions have been successfully accomplished.Again, a coordination step of up to 5 working days will take place with the appropriate Baytown departments. The same communication and resubmittal process will take place until the approval of the plans has been achieved. Inspection Process During construction, required inspections will be performed for compliance with Civil Engineering, building, energy, mechanical, plumbing,electrical,energy,and fire codes by qualified SAFEbuilt staff,or their contracted third-party Civil Inspectors. Partial inspections may be called. In addition,if the inspector notes an item for correction that can be quickly fixed, he will wait at the job site for the re-inspection to expedite your construction schedule.All inspections will be provided with a maximum next day turnaround from request for inspections received by 4pm the business day prior. Insurance SAFEbuilt has Commercial General Liability Insurance and Workers Comp Insurance.We also carry Professional Liability Insurance,written exclusively for plan review and building code compliance inspection services,which covers all agents and employees of WSI.Certificates of insurance will be provided upon request. SAFEbuilt looks forward to working with you on your project. If you have any questions about this proposal, please call Craig Rush at 469.836.7587 or via email at crush@safebuilt.com. Craig A Rush, PMP SAFEbuilt Texas Client Development Manager 469.836.7587 crush@safebuilt.com Exhibit B - Individual Building Fee Assessment PROJECT DATA PHASE#2 PHASE#3 BLDG OCC COST EST CONSTR Bldg&Fire Bldg&Fire SF TYPE GROUP PER SF VALUATION Plan Rev Inspects TI PR TI BI THREE(3)MAJOR TENANTS m 1 A 164,532 111-A M $163.28 $26,864,785 $30,053 $45,862 $9,917 $22,931 3A 60,000 111-A M $163.28 $9,796,800 $26,461 $40,474 $8,732 $20,237 3B 40,011 111-A M $163.28 $6,532,996 $21,072 $32,391 $6,954 $16,196 FIVE(5)FULL SERVICE DINING LOT8-1 8,951 V-A A-2 $209.57 $1,875,861 $3,960 $6,293 $1,980 $3,147 LOT8-2 7,383 V-A A-2 $209.57 $1,547,255 $3,960 $6,293 $1,980 $3,147 LOT5-1 8,200 V-A A-2 $209.57 $1,718,474 $3,960 $6,293 $1,980 $3,147 LOT5-2 8,000 V-A A-2 $209.57 $1,676,560 $3,960 $6,293 $1,980 $3,147 LOT4-1 5,050 V-A A-2 $209.57 $1,058,329 $3,078 $4,839 $1,539 $2,420 FOURTEEN(17)MINOR OUT-PARCELS 2A 25,004 V-A M $142.09 $3,552,818 $2,265 $3,497 $747 $1,749 2B 25,004 V-A M $142.09 $3,552,818 $2,265 $3,497 $747 $1,749 2C 18,001 V-A M $142.09 $2,557,762 $2,265 $3,497 $747 $1,749 2D 15,004 V-A M $142.09 $2,131,918 $1,882 $2,886 $621 $1,443 2E 12,500 V-A M $142.09 $1,776,125 $1,882 $2,886 $621 $1,443 2F 9,042 V-A M $142.09 $1,284,778 $1,882 $2,886 $621 $1,443 2G 22,022 V-A M $142.09 $3,129,106 $1,882 $2,886 $621 $1,443 6 5,600 V-A M $142.09 $795,704 $1,882 $2,886 $621 $1,443 7A 13,520 V-A M $142.09 $1,921,057 $1,882 $2,886 $621 $1,443 7B 13,520 V-A M $142.09 $1,921,057 $1,882 $2,886 $621 $1,443 7C 13,280 V-A M $142.09 $1,886,955 $1,882 $2,886 $621 $1,443 7D 13,520 V-A M $142.09 $1,921,057 $1,758 $2,700 $580 $1,350 9A 13,105 V-A M $142.09 $1,862,089 $1,758 $2,700 $580 $1,350 10A 13,105 V-A M $142.09 $1,862,089 $1,758 $2,700 $580 $1,350 Add 23 15,004 V-A M $142.09 $2,131,918 $1,882 $2,886 $621 $1,443 Add 24 15,004 V-A M $142.09 $2,131,918 $1,882 $2,886 $621 $1,443 Add 25 15,004 V-A M $142.09 $2,131,918 $1,882 $2,886 $621 $1,443 Total SF Total Value 559,366 $156.65 $87,622,149 1$129,275.00 $199,075.00 $45,876.81 $99,537.50 0vQ yzIL 0 W aZ � " M Ell Y o0�� J119F W LU LU II I rr �i ....`......rt .... s .... ; �� ` Z Z57- 91 LU h o W 3' W =_ _ ter_ r- rtr►•