Loading...
WLC Architects - Architects for new Police Station JAN 1 6 200j AGREEMENT FOR SERVICES This AGREEMENT made this 15 day of December. 2000, between: CITY: City of Gilroy, having a principal place of business at 7351 Rosanna Street, Gilroy, California and CONSULTANT: WLC Architects, having,a principal place of business at 10470 Foothill Boulevard. Rancho Cucamomm. CA 91730 ARTICLE 1. TERM OF AGREEMENT This Agreement will become effective on December 15. 2000 and will continue in effect through AU2ust 31. 2001 unless terminated in accordance with the provisions of Article 7 of this Agreement. ARTICLE 2. INDEPENDENT CONTRACTOR STATUS It is the express intention of the parties that CONSULTANT is an independent contractor and not an employee, agent, joint venturer or partner of CITY. Nothing in this Agreement shall be interpreted or construed as creating or establishing the relationship of employer and employee between CITY and CONSULTANT or any employee or agent of CONSULTANT. Both parties acknowledge that CONSULTANT is not an employee for state or federal tax purposes. CONSULTANT shall not be entitled to any of the rights or benefits afforded to CITY'S employees, including, without limitation, disability or unemployment insurance, workers' compensation, medical insurance, sick leave, retirement benefits or any other employment benefits. CONSUL T ANT shall retain the right to perform services for others during the term of this Agreement. ARTICLE 3. SERVICES TO BE PERFORMED BY CONSULTANT Specific Services CONSULTANT agrees to: Perform the services as outlined in Exhibit "A" ("Specific Provisions") and Exhibit "B" ("Scope of Services"), within the time periods described in Exhibit "c" ("Payment Schedule") and Exhibit "D" ("Milestone Schedule"). Method of Performing Services CONSULTANT shall determine the method, details and means of performing the above- described services. CITY shall have no right to, and shall not, control the manner or determine the method of accomplishing CONSULTANT'S services. lLACI322432.04 85-072904706002 -1- Employment of Assistants CONSULTANT may, at the CONSULTANT'S own expense, employ such assistants as CONSULTANT deems necessary to perform the services required of CONSULT ANT by this Agreement, subject to the prohibition against assignment and subcontracting contained in Article 5 below. CITY may not control, direct, or supervise CONSULTANT'S assistants in the performance of those services. CONSULT ANT assumes full and sole responsibility for the payment of all compensation and expenses of these assistants and for all state and federal income tax, unemployment insurance, Social Security, disability insurance and other applicable withholding. Place of Work CONSULT ANT shall perform the services required by this Agreement at any place or location and at such times as CONSULTANT shall determine is necessary to properly and timely perform CONSULTANT'S services. ARTICLE 4. COMPENSATION In consideration for the services to be performed by CONSULTANT, CITY agrees to pay CONSULTANT: [as provided for in Exhibit "C", "Payment Schedule"]. Invoices CONSULTANT shall submit invoices for all services rendered. Payment Payment shall be due within thirty (30) days after receipt of invoice describing the work performed and approved direct expenses as provided for in Exhibit "A" I.v. incurred during the preceding period. If CITY objects to all or any portion of any invoice, CITY shall notify CONSULTANT of the objection within thirty (30) days from receipt of the invoice, give reasons for the objection, and pay that portion of the invoice not in dispute. It shall not constitute a default or breach of this Agreement for CITY not to pay any invoiced amounts to which it has objected until the objection has been resolved by mutual agreement of the parties. Expenses CONSULTANT shall be responsible for all costs and expenses incident to the performance of services for CITY, including but not limited to, all costs of equipment used or provided by CONSULTANT, all fees, fines, licenses, bonds or taxes required of or imposed against CONSULTANT and all other of CONSULTANT'S costs of doing business. CITY shall not be responsible for any expenses incurred by CONSULTANT in performing services for CITY, except for those expenses constituting "direct expenses" referenced on Exhibit "A" lLACI322432.04 85-072904706002 -2- ARTICLE 5. OBLIGATIONS OF CONSULTANT Tools and Instrumentalities CONSULTANT shall supply all tools and instrumentalities required to perform the services under this Agreement at its sole cost and expense. CONSULT ANT is not required to purchase or rent any tools, equipment or services from CITY. Workers' Compensation CONSULT ANT agrees to. provide workers' compensation insurance for CONSULTANT'S employees and agents and agrees to hold harmless, defend with counsel acceptable to CITY and indemnify CITY, its officers, representatives, agents and employees from and against any and all claims, suits, damages, costs, fees, demands, causes of action, losses, liabilities and expenses, including without limitation attorneys' fees, arising out of any injury, disability, or death of any of CONSULTANT'S employees. Indemnification of Liability, Duty to Defend A As Respects Professional Liability: To the fullest extent permitted by law, CONSULTANT shall defend through counsel approved by CITY (which approval shall not be unreasonably withheld), indemnify and hold harmless CITY, its officers, representatives, agents and employees against any and all suits, damages, costs, fees, claims, demands, causes of action, losses, liabilities and expenses, including without limitation attorneys' fees, to the extent arising or resulting directly or indirectly from any willful or negligent acts, errors or omissions of CONSULTANT or CONSULT ANT'S assistants, employees or agents, including all claims relating to the injury or death of any person or damage to any property. B. the fullest extent permitted by law, CONSULTANT shall defend through counsel y CITY (which approval shall not be unreasonably withheld), indemnify and hold TY, its officers, representatives, agents and employees against any and all suits dama s, costs, fees, claims, demands, causes of action, losses, liabilities and expenses, including without limitation attorneys' fees, to the extent arising or resulting directly or indirectly from any act or omission of CONSULTANT or CONSULTANT'S assistants, employees or agents, including all claims relating to the injury or death of any person or damage to any property. Insurance In addition to any other obligations under this Agreement, CONSULTANT shall, at no cost to CITY, obtain and maintain throughout the term of this Agreement: (a) Comprehensive Liability Insurance, including coverage for owned and non-owned automobiles, with a minimum lLAC\322432.04 85-072904706002 -3- combined single limit coverage of $1,000,000 per occurrence for all damages due to bodily injury, sickness or disease, or death to any person, and damage to property, including the loss of use thereof; and (b) Professional Liability Insurance (Errors & Omissions) with a minimum coverage of $1,000,000 per occurrence and aggregate. As a condition precedent to CITY'S obligations under this Agreement, CONSULT ANT shall furnish evidence of such coverage (naming CITY, its officers and employees as additional insureds on the Comprehensive Liability insurance policy referred to in (a) immediately above) and requiring thirty (30) days written notice of policy lapse or cancellation, or of a material change in policy, terms. Assignment Notwithstanding any other provision of this Agreement, neither this Agreement nor any duties or obligations of CONSULTANT under this Agreement may be assigned or subcontracted by CONSULTANT without the prior written consent of CITY, which CITY may withhold in its sole and absolute discretion. State and Federal Taxes As CONSULTANT is not CITY'S employee, CONSULTANT shall be responsible for paying all required state and federal taxes. Without limiting the foregoing, CONSULTANT acknowledges and agrees that: *CITY will not withhold FICA (Social Security) from CONSULTANT'S payments; *CITY will not make state or federal unemployment insurance contributions on CONSULTANT'S behalf; *CITY will not withhold state or federal income tax from payment to CONSULTANT; *CITY will not make disability insurance contributions on behalf of CONSULTANT; * CITY will not obtain workers' compensation insurance on behalf of CONSULTANT. ARTICLE 6. OBLIGATIONS OF CITY Cooperation of City CITY agrees to respond to all reasonable requests of CONSULT ANT and provide access, at reasonable times following receipt by CITY of reasonable notice, to all documents reasonably necessary to the performance of CONSULTANT'S duties under this Agreement. Assignment CITY may assign this Agreement or any duties or obligations thereunder to a successor governmental entity without the consent of CONSULTANT. Such assignment shall not release CONSULT ANT from any of CONSULTANT'S duties or obligations under this Agreement. lLACI322432.04 85-072904706002 -4- ARTICLE 7. TERMINATION OF AGREEMENT Termination on Occurrence of Stated Events This Agreement shall terminate automatically on the occurrence of any of the following events: 1. Bankruptcy or insolvency of either party; 2. Sale of the business of either party; 3. Death of either party. Termination by City for Default of Consultant Should CONSULTANT default in the performance of this Agreement or materially breach any of its provisions, CITY, at CITY'S option, may terminate this Agreement by giving written notification to CONSULTANT. For the purposes of this section, material breach of this Agreement shall include, but not be limited to the following: 1. CONSULTANT'S failure to professionally and/or timely perform any of the services contemplated by this Agreement. 2. CONSULTANT'S breach of any of its representations. warranties or covenants contained in this Agreement. CONSULTANT shall be entitled to payment only for work satisfactorily completed through the date of the termination notice, as reasonably determined by CITY, provided that such payment shall not exceed the amounts set forth in this Agreement for the tasks described on Exhibit C" which have been fully, competently and timely rendered by CONSULTANT. Notwithstanding the foregoing, if CITY terminates this Agreement due to CONSULTANT'S default in the performance of this Agreement or material breach by CONSULTANT of any of its provisions, then in addition to any other rights and remedies CITY may have, CONSULT ANT shall reimburse CITY, within ten (10) days after demand, for any and all costs and expenses incurred by CITY in order to complete the tasks constituting the scope of work as described in this Agreement, to the extent such costs and expenses exceed the amounts CITY would have been obligated to pay CONSULTANT for the performance of that task pursuant to this Agreement. Termination for Failure to Make Agreed-Upon Payments Should CITY fail to pay CONSULT ANT all or any part of the compensation set forth in Article 4 of this Agreement on the date due, then if and only if such nonpayment constitutes a default under this Agreement, CONSULTANT, at the CONSULTANT'S option, may terminate this Agreement if such default is not remedied by CITY within thirty (30) days after demand for such payment is given by CONSULTANT to CITY. \LAC\32243204 . 85-072904706002 -5- Transition After Termination Upon termination, CONSULTANT shall immediately stop work, unless cessation could potentially cause any damage or harm to person or property, in which case CONSULTANT shall cease such work as soon as it is safe to do so. CONSULTANT shall incur no further expenses in connection with this Agreement. CONSULTANT shall promptly deliver to CITY all work done toward completion of its services, and shall act in such a manner as to facilitate any new CONSULTANT'S assumption of duties. ARTICLE 8. GENERAL PROVISIONS Amendment & Modification No amendments, modifications, alterations or changes to the terms of this Agreement shall be effective unless and until made in a writing signed by both parties hereto. Americans With Disabilities Act of 1990 Throughout the term of this Agreement, the CONSULTANT shall comply fully with all applicable provisions of the Americans With Disabilities Act of 1990 ("the Act") in its current form and as it may be amended from time to time. CONSULTANT shall also require such compliance of all subcontractors performing work under this Agreement, subject to the prohibition against assignment and subcontracting contained in Article 5 above. The CONSULTANT shall defend with counsel acceptable to CITY, indemnify and hold harmless the CITY OF GILROY, its officers, employees, agents and representatives from and against all suits, claims, demands, damages, costs, causes of action, losses, liabilities, expenses and fees, including without limitation attorneys' fees, that may arise out of any violations of the Act by the CONSULTANT, its subcontractors, or the officers, employees, agents or representatives of either. Attorneys' Fees If any action at law or in equity, including an action for declaratory relief, is brought to enforce or interpret the provisions of this Agreement, the prevailing party will be entitled to reasonable attorneys' fees, which may be set by the court in the same action or in a separate action brought for that purpose, in addition to any other relief to which that party may be entitled. Captions The captions and headings of the various sections, paragraphs and subparagraphs of the Agreement are for convenience only and shall not be considered nor referred to for resolving questions of interpretation. \LAC\322432 04 85-072904706002 -6- Compliance With Laws The CONSULTANT shall keep itself informed of all State and National laws and all municipal ordinances and regulations of the CITY which in any manner affect those engaged or employed in the. work, or the materials used in the work, or which in any way affect the conduct of the work, and of all such orders and decrees of bodies or tribunals having any jurisdiction or authority over the same. Without limiting the foregoing, CONSULT ANT agrees to observe the provisions of the Municipal Code of the CITY OF GILROY, obligating every contractor or subcontractor under a contract or subcontract to the CITY OF GILROY for public works or for goods or services to refrain from discriminatory employment or subcontracting practices on the basis of the race, color, sex, religious creed, national origin or ancestry of any employee, applicant for employment, or any potential subcontractor. Conflict of Interest CONSULTANT certifies that to the best of its knowledge, no CITY employee or office of any public agency interested in this Agreement has any pecuniary interest in the business of CONSULT ANT and that no person associated with CONSULTANT has any interest that would constitute a conflict of interest in any manner or degree as to the execution or performance of this Agreement. Entire Agreement This Agreement supersedes any and all prior agreements, whether oral or written, between the parties hereto with respect to the rendering of services by CONSULTANT for CITY and contains all the covenants and agreements between the parties with respect to the rendering of such services in any manner whatsoever. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other agreement, statement or promise not contained in this Agreement shall be valid or binding. No other agreements or conversation with any officer, agent or employee of CITY prior to execution of this Agreement shall affect or modify any of the terms or obligations contained in any documents comprising this Agreement. Such other agreements or conversations shall be considered as unofficial information and in no way binding upon CITY. Governing Law This Agreement will be governed by and construed in accordance with the laws of the State of California. Notices Any notice to be given hereunder by either party to the other may be effected either by personal delivery in writing or by mail, registered or certified, postage prepaid with return receipt lLAC\322432,04 85-072904706002 -7- requested. Mailed notices shall be addressed to the parties at the addresses appearing in Exhibit "A", Section V.I. Notices, but each party may change the address by written notice in accordance with this paragraph. Notices delivered personally will be deemed delivered as of actual receipt; mailed notices will be deemed delivered as of three (3) days after mailing. Partial Invalidity If any provision in this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions will nevertheless continue in full force without being impaired or invalidated in any way. Time of the Essence All dates and times referred to in this Agreement are of the essence. Waiver CONSULTANT agrees that waiver by CITY of anyone or more of the conditions of performance under this Agreement shall not be construed as waiver( s) of any other condition of performance under this Agreement. Executed at Gilroy, California, on the date and year first above written. CONSULTANT: CITY: By: /111/~/ Soc' u 'ty or Taxpayer Identificati n Number 952983869 c/Jh~ City Attorney ATTEST: }~ Approved as to Form "-.\ \LAC\322432.04 85-072904706002 -8- EXHffiIT "A" SPECIFIC PROVISIONS I. PROJECT MANAGER CONSULTANT shall provide the services indicated on the attached Exhibit "B" - Scope of Services. (All exhibits referenced are incorporated herein by reference.) To accomplish that end, CONSULTANT agrees to assign Larrv WoUT, who will act in the capacity of Project Manager, and who will personally direct such services. Except as may be specified elsewhere in this Agreement, CONSULTANT shall furnish all technical and professional services including labor, material, equipment, transportation, supervision and expertise to perform all operations necessary and required to satisfactorily complete the services required herein. II. NOTICE TO PROCEED/COMPLETION OF SERVICE A NOTICE TO PROCEED CONSULTANT shall commence services upon delivery to CONSULTANT of written Notice to Proceed. Notice shall be deemed to have been delivered as provided in the Section in Article 8 entitled "Notices." B. COMPLETION OF SERVICES When CITY determines that CONSULTANT has satisfactorily completed all of the services defined under this Agreement, CITY shall give CONSULTANT written Notice of Final Acceptance, and CONSULTANT shall not incur any further costs hereunder. CONSULTANT may request this determination of completion when, in its opinion, it has satisfactorily completed all of the services under this Agreement, and if so requested, CITY shall make this determination within two (2) weeks of such request, or if CITY determines that CONSULTANT has not satisfactorily completed all of such services, CITY shall so inform CONSULTANT within this two (2) week period. III. PROGRESS SCHEDULE The Progress Schedule will be as set forth in the attached Exhibit "D" entitled "Milestone Schedule. " IV. PAYMENT OF FEES AND DIRECT EXPENSES Payments shall be made to CONSULTANT as provided for in Article 4 "Payment" and based on Exhibit C, "Payment Schedule." \LACI322432.04 85-072904706002 -1- Direct expenses are charges and fees not included in Exhibit B, "Scope of Services." CITY shall be obligated to pay only for those direct expenses which have been previously approved in writing by CITY. CONSULT ANT shall obtain written approval from CITY prior to incurring or billing of direct expenses. Copies of pertinent financial records, including InVOiCeS, will be included with the submission ofbilling(s) for all direct expenses. V. OTHER PROVISIONS A CONSULTANT'S SERVICES TO BE APPROVED BY A REGISTERED PROFESSIONAL ENGINEER All reports, costs estimates, plans and other documents which may be submitted or furnished by CONSULT ANT shall be approved and signed by a qualified registered professional architect in the State of California. The title sheet for specifications and reports, and each sheet of plans, shall bear the professional seal, certificate number, registration classification, expiration date of certificate and signature of the professional engineer responsible for their preparation. B. STANDARD OF WORKMANSHIP CONSULTANT represents and warrants that it has the qualifications, skills and licenses necessary to perform the services, and its duties and obligations, expressed and implied, contained herein, and CITY expressly relies upon CONSULTANT'S representations and warranties regarding its skills, qualifications and licenses. CONSULTANT shall perform such services and duties in conformance to and consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. The plans, designs, specifications, estimates, calculations, reports and other documents furnished under this Agreement shall be of a quality acceptable to CITY. The minimum criteria for acceptance shall be a product of neat appearance, well-organized, technically and grammatically correct, checked and having the maker and checker identified. The minimum standard of appearance, organization and content of the drawings shall be that used by CITY for similar purposes. C. RESPONSillILITY OF CONSULTANT CONSULTANT shall be responsible for the professional quality, technical accuracy, and the coordination of the services furnished by it under this Agreement. The CITY'S review, acceptance or payment for any of the services required under this Agreement shall not be construed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement, and CONSULTANT shall be and remain liable to CITY in accordance with applicable law for all damages to CITY caused by CONSULT ANT'S negligent performance of any of the services furnished under this Agreement. \LAC\32243204 85-072904706002 -2- D. RIGHT OF CITY TO INSPECT RECORDS OF CONSULTANT CITY, through its authorized employees, representatives or agents, shall have the right, at any and all reasonable times, to audit the books and records (including, but not limited to, invoices, vouchers, canceled checks, time cards, etc.) of CONSULT ANT for the purpose of verifying any and all charges made by CONSULTANT in connection with this Agreement. CONSULTANT shall maintain for a minimum period of three (3) years (from the date of final payment to CONSULT ANT), or for any longer period required by law, sufficient books and records in accordance with standard California accounting practices to establish the correctness of all charges submitted to CITY by CONSULTANT, all of which shall be made available to CITY at the CITY's offices within five (5) business days after CITY's request. E. CONFIDENTIALITY OF MATERIAL All ideas, memoranda, specifications, plans, manufacturing procedures, data (including, but not limited to, computer data and source code), drawings, descriptions, documents, discussions or other information developed or received by or for CONSULT ANT and all other written and oral information developed or received by or for CONSULTANT and all other written and oral information submitted to CONSULTANT in connection with the performance of this Agreement shall be held confidential by CONSULTANT and shall not, without the prior written consent of CITY, be used for any purposes other than the performance of the PROJECT services, nor be disclosed to an entity not connected with the performance of the PROJECT services. Nothing furnished to CONSULTANT which is otherwise known to CONSULTANT or is or becomes generally known to the related industry (other than that which becomes generally known as the result of CONSULTANT'S disclosure thereof) shall be deemed confidential. CONSULTANT shall not use CITY'S name or insignia, or distribute publicity pertaining to the services rendered under this Agreement in any magazine, trade paper, newspaper or other medium without the express written consent of CITY. F. NO PLEDGING OF CITY'S CREDIT. Under no circumstances shall CONSULTANT have the authority or power to pledge the credit of CITY or incur any obligation in the name of CITY. G. OWNERSHIP OF MATERIAL. All material including, but not limited to, computer information, data and source code, sketches, tracings, drawings, plans, diagrams, quantities, estimates, specifications, proposals, tests, maps, calculations, photographs, reports and other material developed, collected, prepared (or caused to be prepared) under this Agreement shall be the property of CITY, but CONSULTANT may retain and use copies thereof subject to Paragraph E immediately above. CITY shall not be limited in any way in its use of said material at any time for any work, whether or not associated with PROJECT. However, CONSULTANT shall not be responsible \LAC\322432,04 85-072904706002 -3- for damages resulting from the use of said material for work other than PROJECT, including, but not limited to, the release of this material to third parties for work other than on PROJECT. H. NO THIRD PARTY BENEFICIARY. This Agreement shall not be construed or deemed to be an agreement for the benefit of any third party or parties, and no third party or parties shall have any claim or right of action hereunder for any cause whatsoever. I. NOTICES. Notices are to be sent as follows: CITY: Rick Smelser, City Engineer City of Gilroy 7351 Rosanna Street Gilroy, CA 95020 Phone: (408) 846~0450 Phone: (408) 846~0500 CONSULTANT: Larry WoUT, Principal WLC Architects 10470 Foothill Boulevard Rancho Cucamonga, CA 91730 Phone: (909) 987~0909 Fax: (909) 980-9980 1. FEDERAL FUNDING REQUIREMENTS. 1. DBE Program CONSUTL.JTANT shall comply with the requirements of Title 19, Part 23, Code of Federal Regulations (49 CFR 23) and the City adopted Disadyantaged Business Enterprise programs, and agrees to subcontract designated portions of the work to Caitrans' oertified DBE's (see Looal Program Manual Vol. I, Section 11, page 27, attached). 2. Cost Principles F cderal Acquisition Regulations in Title 18, CFR 31, shall be used to determine the allm:vable cost for indi',idual items. 3. Covenant Against Contingent Fees The CONSULTANT warrants that he/she has not employed or retained any company or person, other than a bona fide employee working for the CONSULTANT, to solicit or secure this Agreement, and that he/she has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift or any other consideration, contingent lLACI322432,04 85-072904706002 -4- lLAC\322432,04 85-072904706002 upon or resulting from the award or formation of this Agreement. For breach or violation of this warranty, the Local Agency shall have the right to annul this Agreement without liability, or at its discretion to deduct from the agreement price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift or contingent fee. -5- Exhibit "B" Scope of Services New Gilroy Police Facility Phase 1.0 - Pre-Design Services A. Updated Needs Assessment Using the City's current Needs Assessment and Architectural Program prepared in 1997, an updated Needs Assessment shall be prepared to define and confirm all staff projections, space allocations, site and building components, support areas, and parking requirements for all Police Facility spaces and functions projected to the year 2023. WLC shall identify the method and basis for identifying City and Police Department project goals, establish City and Police Department relationships, presentation formats and milestones, and develop final critical path schedule for the project. The future use of the entire Civic Center site shall be reviewed with the City to determine development opportunities and constraints. Initial needs assessment services establish general requirements for the project, and provide a basis for the architectural program, conceptual master planning, and schematic design. Work Tasks 1. Identify design objectives, limitations and criteria. 2. Prepare and review Police Department questionnaires. 3. Detail project goals. 4. Review and update prior needs assessment. 5. Complete site analysis to include preparation of base map, geotechnical, and soils investigation. 6. Prepare site environmental review support for expanded initial study. 7. Evaluate best future use of site. 8. Prepare project schedule. 9. Prepare conceptual project cost estimate. 10. Confirm project milestones and project phases. 11. Conduct Executive Design Team meetings. 12. Conduct Police Design Team meetings. 13. Conduct Community Design workshop. Work Products ~ Needs Assessment Report. ~ Site Analysis Report. ~ Expanded Initial Study. ~ (3) Site Study Development Options. ~ Project Schedule. ~ Conceptual Project Cost Estimate. ~ Police Department questionnaire analysis. ~ Police Department Workshop Meeting Minutes. ~ Community Design Workshop Report. ~ Monthly Status Report in Newsletter Format -1- B. Updated Architectural Program The updated Architectural Program shall be developed based upon the updated Needs Assessment to identify all project elements and spaces to be designed and constructed based upon the City approved conceptual cost estimate. Architectural program elements shall be prioritized based upon direct City and Police Department consultation and decision making. Where total space requirements and development recommendations may exceed available budget requirements for the project, the Architectural Program shall identify options and alternatives to include future phases and expansion, deferred development to other City facilities, value engineering, interim government/tenant space for lease-back, and shared space options. The updated Architectural Program shall include the following work and task components. Work Tasks I. Identify optimum development strategy based upon City/Police design objectives, limitations and criteria 2. Prepare analysis of operating functions. 3. Determine final space requirements and allocations. 4. Prepare area diagrams to identify required space relationships and adjacencies. 5. Finalize number and functional requirements of end user personnel. 6. Explore program functional relationships 7. Identify user, vehicular and material flow patterns. 8. Identify flexibility & expansion requirements. 9. Identify special equipment and systems. 10. Document site development requirements. II. Conduct Executive Design Team meetings. 12. Conduct Police Design Team meetings. 13. Conduct Community Design workshop. Work Products ~ Final Architectural Program. ~ Basis of Design Report. ~ Floor plan area diagrams. ~ Staffing and organizational profile. ~ Circulation and flow diagrams. ~ Conceptual Site Development Plan. C. Facility Schemes Three alternate facility site schemes for the proposed Police Facility shall be determined based upon the City's proposed site characteristics and development opportunities. To the level of detail possible, potential facility configurations and building plan arrangements shall be developed to create different design schemes. Sketch studies shall be prepared depicting relationships of functional areas, building utilization, and the primary interior activity relationships related to the building and program adjacencies. Based upon direct review, consultation, and evaluation by the Project Team, optimum relationships and resulting configurations shall be established and selected for further refinement. The best direction for project development shall be established. A conceptual plan study shall be prepared for each option with sketches, alternati ves for phasing, and cost estimates required for implementation. Requirements for future expansion and alteration of existing -2- improvements shall be defined. The site options shall establish the basic size, needs, and amenities of each design scheme. I. Confirm presentation and coordination methods. 2. Prepare site scheme options. 3. Determine architectural style and character. 4. Complete final traffic, parking, and circulation studies. 5. Complete utilities systems research and assessment. 6. Identify soils and geotechnical conditions. 7. Identify environmental mitigation requirements. 8. Identify zoning and land use conditions for approval. 9. Develop landscape concepts and forms. 10. Prepare building floor level configuration and massing studies. 11. Determine phasing requirements of the project. 12. Update conceptual cost estimate and development schedule. 13. Conduct Executive Design Team meetings. 14. Conduct Police Design Team meetings. 15. Conduct Community Design workshop. Work Products ~ (3) Site Scheme Options. ~ Traffic, Parking, and Circulation Studies. ~ Topographical and Boundary Survey. ~ Soils and Geotechnical Study. ~ Conceptual Master Plan. ~ Conceptual Facility Site Plan. ~ Conceptual Floor Plans. ~ Architectural Concept Sketches. ~ Massing Model. ~ Conceptual Project Cost Estimate. ~ Project Schedule. D. Preliminary Design & Master Planning Phase Preliminary Design studies shall be developed based upon the results of the Architectural Program and the preferred Facility Scheme selected for development and refinement. Community input shall affect the preparation of the Final Civic Center and Police Facility Master Plan, while Police Department workshops will guide the development of the building architecture. Schematic site and floor plans, building elevations, building sections, and preliminary landscape plans shall be prepared. Schematic site studies shall also be prepared in order to create schematic plans to indicate functional site requirements, vehicle/pedestrian circulation, utilities, security considerations, and signage. A master plan for the project shall be prepared for the project indicating all major program elements for a completed project with any requirements for future phasing and/or expansion. Specific schematic studies shall be prepared to define parking concepts, alternatives, and efficiencies related to the best layout for circulation, access, and parking. -3- The Preliminary Design documents shall be evaluated for the purposes of value engineering and to explore cost efficiency options. Criteria shall be established for all major engineering systems, and shall be compared to consider architectonic, security, environmental, programmatic, and operational/maintenance characteristics. Reviews shall be established with the immediate Project Team and with applicable City departments and outside governing agencies. A preliminary building code analysis shall be reviewed at this time. A preliminary estimate of construction costs shall be prepared based upon costs per square foot methodology. At the conclusion of the Preliminary Design Phase, a final design concept shall be presented for aOpproval. Completion of preliminary design documents, sketches, studies, and analysis shall occur. A preliminary exterior color board shall be prepared based upon the final design concept. Schematic design documents shall be submitted for formal City review and approval at 100% completion. Work Tasks 1. Prepare final master plan. 2. Prepare schematic landscape plan. 3. Prepare schematic floor plans.. 4. Prepare schematic exterior elevations.. 5. Prepare schematic building and site sections.. 6. Prepare interior design concepts and furniture plan.. 7. Identify basic engineering and environmental systems. 8. Identify preliminary color and material concepts.. 9. Prepare schematic equipment schedule. 10. Prepare schematic parking facility plans. 1 I. Prepare schematic basis of design manual. 12. Prepare and submit California Environmental Quality Act initial assessment. 13. Prepare and submit documentation for City Planning Department review and approval. 14. Identify value engineering options. 15. Prepare schematic design cost estimate. 16. Update project schedule. 17. Conduct Executive Design Team meetings. 18. Conduct Police Design Team meetings. 19. Conduct Community Design Team meeting. Work Products ~ Master Site Plan. ~ Landscape Plan. ~ Floor Plans. ~ Exterior Building Elevations. ~ Building and Site Sections. ~ Interior Design and Furniture Plan. ~ Schematic Cost Estimate. ~ Development Schedule. ~ Preliminary Color and Material Board. ~ Primary Equipment and Systems Schedule. ~ Parking Facility Plan. ~ Schematic Structural plans -4- ~ Schematic Mechanical, Plumbing and Electrical plans ~ Schematic Telecommunications and Technology Systems plans. ~ Preliminary Civil Engineering plans. ~ Preliminary Landscape plans. ~ Preliminary Furniture plans. -5- Exhibit "C" Fee Proposal for New Gilroy Police Facility Fee Proposal WLC Project Team Members/ Hours Participation New Gilroy Police Station Wolff Coumo Louie Ingels! Zafra Wassink Hunter Totals 1.0 Pre-Design Services Principal Project Project VonHelf Project Project Word WLC Task Item/Description Archi tect Architect Manager Technical Team Team Process Team A. Updated Needs Assessment Identify design objectives, and criteria, 4 a a a a a I 5 Prepare & review Police Dept. questionnaires. 2 a a 32 a a 4 38 Review & update previous needs assessment. "J a a a a a a '') J~ ,,- Prepare site analysis a 4 a a 8 2 15 Prepare site planning base map. a 4 a 12 a a 17 Review geotechnical and soils investigation. I ] a a a I -1- Prepare environmental review & initial study. 8 2 a a a I 12 Evaluate best approach to future use of site. 2 2 2 a a a a 6 Update Project Pchedule. 4 a a a a a a -I- Prepare Conceptual Project Cost Estimate, -1- a a a a a 2 6 Prepare Needs Assessment Report. 8 a a a 0 a 4 12 Prepare Site Analysis Report. 8 a a a -1-' -I- 8 2-1- Conduct Executive Design Team meetings. 8 8 8 a 0 a 0 2-1- Conduct Police Design Team meetings. 6 6 6 a a a a 18 Plan & Conduct Community Design Workshops. 12 4 4 a -I- -1- 4 '') J_ Prepare Meeting Minutes (all meetings), 4 8 8 a 0 0 12 32 Publish Monthly Status ReportlNewsletter. 8 a a a 0 18 4 3a Subtotal Hours 106 37 39 32 2a 34 43 311 WLC Standard Hourly Rates $165.00 $95.00 $115.00 $95.00 575.00 $65.00 $45.00 Subtotal Fees $17.490 $3,515 $4,485 $3.a40 51.500 $2.21 a $1.935 Total Updated Needs Assessment $34,175 B. Architectural Program Identify City/Police development strategies. 2 a a a 0 0 0 2 Prepare analysis of operating functions. 4 0 0 0 0 0 0 4 Determine final space requirements & allocations. 8 0 0 0 a 0 0 8 Prepare area diagrams for space relationships. 2 4 0 a 32 0 0 38 Finalize functional requirements of end users. 8 0 a 0 a a 0 8 Explore program functional relationships 4 0 0 0 0 0 0 4 Prepare circulation and flow diagrams. I 4 0 0 8 a a 13 Identify flexibility & expansion requirements. 2 0 0 0 a 0 0 2 Identify special equipment & systems. 4 0 0 0 0 0 0 4 Document site development requirements. 4 0 0 0 0 0 0 4 Prepare final Architectural Program. 12 0 0 0 a a 8 20 Prepare Basis of Design Report. 8 0 0 0 0 0 4 12 Complete final floor plan area diagrams. I 8 0 0 16 16 0 41 Prepare staffing & organizational profiles. I 0 0 0 0 0 0 I Prepare Concep Site Development Plans. 4 8 16 0 40 40 0 108 Conduct Executive Design Team meetings. 8 8 8 0 0 a a 2-1- Conduct Police Design Team meetings. 6 6 6 0 0 a 0 ] 8 Plan & Conduct Community Design Workshops. 12 4 4 0 4 -I- 4 "') J~ Prepare Meeting Minutes (all meetings). 4 8 8 0 a a a 20 Publish Monthly Status ReportlNewsletter. 6 0 a a 0 12 4 22 Subtotal Hours 101 50 42 0 100 72 20 385 WLC Standard Hourly Rates $165.00 $95.00 $115.00 $95.00 575. 00 $65.00 $45.00 Subtotal Fees $16.665 $4,750 $4.830 $0 $7.500 $4.680 $900 Total Architectural Program $39,325 Page 1 C. Facility Schemes Confirm presentation and coordination methods. 2 2 2 0 0 0 0 6 Determine architectural style & character. .+ 16 16 0 0 0 0 36 Complete final traffic & parking studies. 2 0 2 0 0 16 0 20 Complete utilities systems research & assessment. 2 0 12 0 0 0 0 14 Identify soils & geotechnical conditions. ~ 2 2 0 0 0 0 6 - Identify environmental mitigation requirements. 2 0 4 0 0 0 0 6 Identify zoning & land use conditions. 2 0 4 0 0 0 0 6 Develop landscape concepts & forms. 2 0 8 0 16 16 0 42 Prepare building configuration & massing studies. .+ "') 8 0 2.+ 2.+ 0 92 .J_ Determine phasing requirements of the project. 2 2 2 0 0 0 0 6 Prepare (3) Site Scheme Options. 2 .+ 4 0 72 72 0 154 Complete project Master Plan. 2 2 0 0 "') 0 37 .J_ Complete Facility Site Plan. 2 2 0 0 40 0 45 Prepare Floor Plans. 2 8 2 0 .+8 0 0 60 Prepare Architectural Concept Sketches. 32 0 0 0 0 24 0 56 Prepare Massing Model. 0 0 0 0 'J 0 0 32 .J_ Update Project Cost Estimate. 6 0 0 0 0 0 0 6 Update Project Schedule, .+ 0 0 0 0 0 0 4 Conduct Executive Design Team meetings. 8 8 8 0 0' 0 0 24 Conduct Police Design Team meetings. 6 6 6 0 0 0 0 18 Plan & Conduct Community Design Workshops. 12 .+ 4 0 .+ .+ 4 32 Prepare Meeting Minutes (all meetings), .+ 8 8 0 0 0 16 36 Publish Monthly Status ReportlNewsletter. 6 0 0 0 () 12 4 22 Subtotal Hours 98 78 64 () ]96 22.+ 24 684 WLC Standard Hourly Rates 5165.00 595.00 $115,00 595.00 575.00 565,00 545.00 Subtotal Fees 516.170 57.410 $7.360 $0 $14.700 $14.560 $1.080 Total Facility Schemes $61,280 Page 2 D. Preliminary Design & Master Planning Phase Prepare final Master Plan. 2 0 8 0 15 25 0 50 Prepare schematic Floor Plans. 6 34 0 0 58 0 0 98 Prepare schematic Exterior Elevations. 16 40 0 0 24 0 0 SO Prepare schematic Building and Site Sections. 4 16 0 0 16 18 0 5-+ Prepare Interior Design and Furniture Plan. 2 0 0 0 16 0 0 18 Preliminary Color and Material Board. ~ 0 0 0 0 8 0 10 - Identify basic engineering & enviro. systems. 2 2 2 0 0 0 0 6 Prepare schematic equipment schedule. 2 2 2 0 0 0 0 6 Prepare schematic Basis of Design Manual. 8 0 0 0 0 0 5 13 Prepare CEQA initial assessment. I 0 4 0 0 0 2 7 Submittal for Planning Dept. review & approval. I 0 4 0 0 0 0 5 Identify Value Engineering options. 2 2 2 0 0 0 1 Prepare Schematic Cost Estimate. 8 0 0 0 0 0 0 8 Update Project Schedule. 2 0 0 0 0 0 0 - Prepare schematic Parking Facility Plans. 0 0 16 0 0 0 0 100 Prepare schematic Structural plans. 0 0 0 0 0 0 0 120 Prepare schematic ~1PE plans. 0 0 0 0 0 0 0 180 Prepare Telecom. & Technology plans. 0 0 0 0 0 0 0 32 Prepare preliminary Civil Engineering plans, 0 0 0 0 0' 0 0 64 Prepare Preliminary Landscape plans. 0 0 0 0 0 0 0 -lD Prepare Preliminary Furniture plans. 2 2 0 0 20 0 0 24 Conduct Executive Design Team meetings. 12 12 12 0 0 0 0 36 Conduct Police Design Team meetings. 8 8 8 0 0 0 0 24 Plan & Conduct Community Design Workshops. 8 4- 0 0 0 0 0 12 Prepare Meeting Minutes (all meetings). 8 16 ]6 0 0 0 18 58 Publish Monthly Status ReportfNewsletter. 6 0 0 0 0 12 4- ...,..., Subtotal Hours 102 138 74 0 149 63 30 1,076 WLC Standard Hourly Rates 5165.00 595.00 5115.00 595.00 575,00 565.00 $45.00 590.00 Subtotal Fees 516.830 513.110 58.510 50 511.175 $4.095 $1,350 $48,240 Total Fee Pre-Design Phase 1.0 $103,310 PRE-DESIGN PHASE TOTAL BASI SERVICES $238,090 WLC Standard Hourly Rates Principal Architect, Larry Wolff, AlA $165.00 Associate Principal. Bill Louie, AIA $115.00 Project ArchitectlManager, Frank Coumo AlA $95.00 Project Team, Intern I, Rowell Zafra $75.00 Project Team, Intern 2, Bernhard Wassink $65.00 Word Processingffechnical Resources, Jeanette Hunter $45.00 WLC Consulting Team Hourly Rates Principal Design or Engineering Professional $135.00 Associate/Senior Design or Engineering Professional $115.00 Licensed Design or Engineering Professional $90.00 Project Manager $85.00 Project Team, Intern I $75.00 Project Team, Intern 2 $65.00 Word ProcessingfTechnical Resources $45,00 Page 3 Estimated Reimbursable Expenses Reimbursbale expenses shall be billed at direct cost without any mark-up. expendi tures. l. Topographical Survey 2. Geotechnical and Soils Investigation 3. Airfare 4 .Paper Copy 5. Photography and Reprographics 6. Computer Plotting 7. Express Mail 8. Courier Services 9. Architectural Models 10. Computer Animation & 3D Modeling 11. Renderings These consist typicall of the following (Use available City aerial survey for this phase of work.) 50.00 55.750.00 56.750,00 51.750.00 56.500.00 51.600.00 52.350.00 51.000,00 57.500.00 517.500.00 S4 ~ ()() ()() $55,200.00 Expenses Normally Included Within Overhead The following exspenses shall be included as part of the Architect's overhead and shall not be billed to the project. 1. Meals and Lodging 2. Car Rental 3. Telephone Services 4. Standard Postal Services 5. Standard Insurance Coverage Overhead Rate WLCs current overhead rate is approximately 2.95 times direct salary and payroll amount. \VLC standard hourly rates identified in this proposal include all overhead factors. Overhead is charged when compensation is based upon direct hourly plus cost times negotiated multiple amount for profit and overhead. ?otal Cost~:$293,290.00 Page 4 Exhibit "D" Project Schedule Gilroy Police Facility 12/15/00 Friday Pre-Agreement Coordination Meeting. 1 :00 - 3:30 p.m. WLC/City 01/08/01 Monday Approve WLC Professional Services Agreement. City Council 01/09/01 Tuesday Begin Needs Assessment Update scope of work. WLC 01/12/01 Friday Update Needs Assessment matrix, send to WLC.. 5:00 p.m. PD 01/17/01 Wednesday Executive Design Team Meeting. Noon - 3:00 p.m. WLC/City/PD 02/07/01 Wednesday Executive Design Team Meeting. Noon - 3:00 p.m. WLC/City/PD 02/16/01 Friday Complete Needs Assessment. 5:00 p.m. WLC 02/19/01 Monday Begin Architectural Programming. WLC 02/21/01 Wednesday Executive Design Team Meeting. Noon - 3:00 p.m. WLC/City/PD 02/24/01 Saturday Community Design Workshop Session No.1 9:30 a.ill. - noon WLC/City/PD 03/07/01 Wednesday Executive Design Team Meeting. Noon - 3:00 p.m. WLC/City/PD 03/21/01 Wednesday Executive Design Team Meeting. Noon - 3:00 p.m. WLC/City/PD 03/21/01 Wednesday Community Design Workshop Session No.2 5:30 p.m. - 8:00 WLC/City/PD p.m. 03/23/01 Friday Complete Architectural Programming. 5:00 p.m. 03/26/01 Monday Begin Facility Schemes. WLC 04/04/0 I Wednesday Executive Design Team Meeting. Noon - 3:00 p.m. WLC/City/PD 04/18/01 Wednesday Executive Design Team Meeting. Noon - 3:00 p.m. WLC/City/PD 04/27/01 Friday Complete Facility Schemes. 5:00 p.m. 04/30/0 1 Monday Begin Preliminary Design & Master Planning. WLC 05/02/01 Wednesday Executive Design Team Meeting. Noon - 3:00 p.m. WLC/City/PD 05/16/01 Wednesday Executive Design Team Meeting. Noon - 3:00 p.m. WLC/City/PD 06/06/01 Wednesday Executive Design Team Meeting. Noon - 3:00 p.m. WLC/City/PD 06/08/01 Friday Complete Preliminary Design & Master Planning. 5:00 p.m. WLC 06/18/01 Monday Approve Phase 1.0 Pre-Design work and City Council authorize WLC to proceed with Phase 2.0 Design and Construction Drawings.