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HomeMy WebLinkAboutRitland+Kuiper Landscape Architects-8/5/2013AGREEMENT BETWEEN CLIENT AND LANDSCAPE ARCHITECT This Agreement, effective as of June 7, 2013, is between the following parties: CLIENT: City of Waterloo, Iowa LANDSCAPE ARCHITECT: RITLAND+KUIPER Landscape Architects (RKLA) for the following PROJECT: U.S. 63 Corridor Enhancement Design Development - Franklin to Newell ARTICLE 1: LANDSCAPE ARCHITECTS BASIC AND ADDITIONAL SERVICES A. Project Understanding 1. The project scope and design intent will be guided by the U.S. 63 Corridor Enhancement Master Plan and subsequent design development as part of the Newell to Donald section of the corridor. 2. The Landscape Architect agrees to provide its professional services in accordance with generally accepted standards of its profession. B. Scope of Services 1. Design Development a. Utilize site topographic and utility survey information provided by the Client (via AECOM) and develop a basemap for our drawings. b. Create a Enhancement Design Development Plan for the Franklin to Newell section of U.S. 63 based upon further development of the corridor enhancement concept as described in the Project Understanding above. c. Attend coordination and design review meetings for discussion of design concepts with Client and other consultants as required. d. Refine Enhancement Design Development Plan based upon design review discussions. e. Develop preliminary cost opinions for Enhancement Design Development Plan. f. Provide two (2) colored perspective drawings illustrating a view of the final enhancement concept. C. Services Not Included 1. Site Surveying: Our fees do not include the .performance of any topographic or utility surveys for the project. 2. Construction Documents: The scope of construction documents will be determined at the time the services are needed and defined under a future agreement. These services may include: a. Attend coordination meetings with the Client, adjacent property owners, and consultants. b. Coordinate design development and construction documents from other connected work along the U.S. 63 Corridor. c. Develop a set of construction plans, details, and specifications for the Franklin to Newell section of U.S. 63. d. Provide a revised cost opinion for the proposed construction based upon approved final design. e. Assist the Client through the bid process in the selection of the lowest appropriately qualified bidder. 3. Construction Related Services: The scope of construction related services will be determined at the time the services are needed and defined under a future agreement. Construction related services may include: a. Attend coordination meetings prior to and during construction. b. Provide clarification of construction documents throughout the construction process. c. Coordination of site visits during construction to evaluate the progress of the work and adherence to the project drawings and specifications. Although the RKLA or its consultant may observe and discuss potential problems, these visits are not construction inspections or a guarantee that there will not be construction deficiencies. d. Review required contractor submittals, such as shop drawings and samples, for conformance with project drawings and specifications. e. Review contractor's payment applications to determine if the amount of work represented as complete is generally consistent with the Landscape Architect's observations during its site visits. Landscape Architect's review shall be subject to any noted qualifications by the Landscape Architect. Client understands that the frequency of the Landscape Architect's site visits may limit Landscape Architect's ability to review certain payment applications. Landscape Architect's review shall not be a representation that Landscape Architect has supervised the work, or that Landscape Architect has reviewed how or for what purpose contractor has used or intends to use Owner's payments. f. Perform punch list inspection of the site upon completion of the work to assure satisfactory compliance with construction documents. D. Additional Services 1. We will identify services not included in our proposed scope of work if they are requested. We will advise your office of the impact on our work, and propose an increase to the fee amount before any work is undertaken that is outside our scope of services. 2. Extra services will be provided on an hourly basis at the billing rates listed below or the current hourly rates prevailing when services are rendered. ARTICLE 2: CLIENTS RESPONSIBILITIES A. Client agrees to provide Landscape Architect with all information, surveys, reports, and professional recommendations and any other related items requested by Landscape Architect in order to provide its professional services. Landscape Architect may rely on the accuracy and completeness of these items. B. Client agrees to advise Landscape Architect of any known or suspected contaminants at the Project site. Client shall be solely responsible for all subsurface soil conditions. C. Client will obtain and pay for all necessary permits from authorities with jurisdiction over the Project. D. Client agrees to provide the items described in Article 2.A and to render decisions in a timely manner so as not to delay the orderly and sequential progress of Landscape Architect's services. ARTICLE 3: COMPENSATION AND PAYMENTS A. Client agrees to pay Landscape Architect as follows: Based on the complexity of the project and the amount of services anticipated, RITLAND+KUIPER Landscape Architects will provide the services described in Article 1, and in accordance with the conditions outlined in this contract, for a sum not to exceed $19,000. 1. Billing for services will be hourly, at the rates listed below, and submitted monthly as the work progresses. 2. Billing rates effective through November, 2013: Craig Ritland, FASLA, Principal $110.00/hr. Mark Kuiper, ASLA, Project Manager $85.00/hr. B. Landscape Architect shall bill Client for Basic and Additional Services (if requested and agreed to) monthly as the work progresses. All payments are due Landscape Architect upon receipt of invoice. ARTICLE 4: TERMINATION A. Either Client or Landscape Architect may terminate this Agreement upon seven days written notice. B. If terminated, Client agrees to pay Landscape Architect for all Basic and Additional Services rendered and Reimbursable Expenses incurred up to the date of termination. C. Upon not less than seven days' written notice, Landscape Architect may suspend the performance of its services if Client fails to pay Landscape Architect in full for services rendered or expenses incurred. Landscape Architect shall have no liability because of such suspension of services or termination due to Client's nonpayment. ARTICLE 5: DISPUTE RESOLUTION A. Client and Landscape Architect agree to mediate claims or disputes arising out of or relating to this Agreement before initiating litigation. The mediation shall be conducted by a mediation service acceptable to the parties. A party shall make a demand for mediation within a reasonable time after a claim or dispute arises, and the parties agree to mediate in good faith. In no event shall any demand for mediation be made after such claim or dispute would be barred by applicable law. Mediation fees shall be shared equally. ARTICLE 6: USE AND OWNERSHIP OF LANDSCAPE ARCHITECT'S DOCUMENTS A. Upon the parties signing this Agreement, Landscape Architect grants Client a nonexclusive license to use Landscape Architect's documents as described in this Agreement, .provided Client performs in accordance with the terms of this Agreement. No other license is implied or granted under this Agreement. All instruments of professional service prepared by Landscape Architect, including but not limited to, drawings and specifications, are the property of Landscape Architect. These documents shall not be reused on other projects without Landscape Architect's written permission. Landscape Architect retains all rights, including copyrights, in its documents. Client or others cannot use Landscape Architect's documents to complete this Project with others unless Landscape Architect is found to have materially breached this Agreement. ARTICLE 7: MISCELLANEOUS PROVISIONS A. This Agreement is governed by the law of Landscape Architect's principal place of business. B. This Agreement is the entire and integrated agreement between Client and Landscape Architect and supersedes all prior negotiations, statements or agreements, either written or oral. The parties may amend this Agreement only by a written instrument signed by both Client and Landscape Architect. C. In the event that any term or provision of this Agreement is found to be unenforceable or invalid for any reason, the remainder of this Agreement shall continue in full force and effect, and the parties agree that any unenforceable or invalid term or provision shall be amended to the minimum extent required to make such term or provision enforceable and valid. D. Neither Client nor Landscape Architect shall assign this Agreement without the written consent of the other. E. Irrespective of any other term in this Agreement, Landscape Architect shall not control or be responsible for construction means, methods, techniques, schedules, sequences or procedures; or for construction safety or any other related programs; or for another parties' errors or omissions or for another parties' failure to complete their work or services in accordance with Landscape Architect's documents. F. To the greatest extent permitted by Iowa law, the Client agrees to indemnify, defend and hold Landscape Architect harmless from and against any and all claims, liabilities, suits, demands, losses, costs and expenses, including, but not limited to, reasonable attorneys' fees and all legal expenses and fees incurred through appeal, and all interest thereon, accruing or resulting to any and all persons, firms or any other legal entities on account of any damages or losses to property or persons, including injuries or death, or economic losses,. arising out of the Project and/or this Agreement, except that the Landscape Architect shall not be entitled to be indemnified to the extent such damages or losses are found by a court or forum of competent jurisdiction to be caused by Landscape Architect's negligent errors or omissions. G. Should any legal proceeding be commenced between the parties to this Agreement seeking to enforce any of its provisions, including, but not limited to, fee provisions, the prevailing party in such proceeding shall be entitled, in addition to such other relief as may be granted, to a reasonable sum for attorneys' and expert witnesses' fees, which shall be determined by the court or forum in such a proceeding or in a separate action brought for that purpose. For purposes of this provision, "prevailing party" shall include a party that dismisses an action for recovery hereunder in exchange for payment of the sum allegedly due, performance of covenants allegedly breached, or consideration substantially equal to the relief sought in the action or proceeding. H. Client and Landscape Architect waive consequential damages for any claims, disputes or other matters in question arising out of or relating to this Agreement. Landscape Architect's waiver of consequential damages, however, is contingent upon the Client requiring contractor and its subcontractors to waive all consequential damages against Landscape Architect for claims, disputes or other matters in question arising out of or relating to the Project. I. To the extent damages are covered by property insurance during construction, Client and Landscape Architect waive all rights against each other and against the contractors, consultants, agents and employees of the other for such damages. Client or Landscape Architect, as appropriate, shall require of the contractors, consultants, agents and employees of any of them similar waivers in favor of the other parties described in this paragraph. J. Client acknowledges and agrees that proper Project maintenance is required after the Project is complete. A lack of or improper maintenance may result in damage to property or persons. Client further acknowledges and agrees that, as between the parties to this Agreement, Client is solely responsible for the results of any lack of or improper maintenance. K. Nothing in this Agreement shall create a contractual relationship for the benefit of any third party. LANDSCAPE ARCHITECT Craig Ritland, FASLA, Principal Signature Dated: June 7, 2013 License/Certificate No. IOWA 095 Renewal Date: June 30, 2015 CLIENT: City of Waterloo Title (/&4::;,,Z,'" Dated azi9a.",��%�