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HomeMy Public PortalAbout041-2021 - I&D - RUAW Architecture - Feasibility Study For Police & Fire Department PROFESSIONAL SERVICES AGREEMENT AGREEMENT made and entered into this 2.VI'day of /11a '/ , 2021, and referred to as Contract No. 41-2021,by and between the City of Richmond, Indiana, a municipal corporation acting by and through its Board of Public Works and Safety (hereinafter referred to as the "City") and RQAW Corporation, 8770 North Street, Suite 110, Fishers, Indiana, 46038 (hereinafter referred to as the "Contractor"). SECTION I. STATEMENT AND SUBJECT OF WORK City hereby retains Contractor to provide professional services in connection with the completion of a feasibility study to determine the best means to address the immediate and long-term space needs of the Richmond Police Department and the Richmond Fire Department (the"Project") as more fully described in Contractor's Proposal. Contractor shall perform all services described in Contractor's proposal,which proposal is dated January 29, 2021, marked as "Exhibit A" and which Exhibit consists of six (6) pages, and which is attached hereto and made a part hereof. Contractor agrees to abide by the same. Should any provisions, terms, or conditions contained in any of the documents attached hereto as Exhibits, or in any of the documents incorporated by reference herein, conflict with any of the provisions, terms, or conditions of this Agreement, this Agreement shall be controlling. This Agreement shall be controlling over any individual cost proposals,terms,or invoices submitted by Contractor. Contractor shall perform all work herein in a timely manner, conforming to all applicable professional standards. The Contractor shall furnish all labor, material, equipment, and services necessary for the proper completion of all work specified. No performance of services shall commence until the following has been met: 1. The City is in receipt of any required certificates of insurance; 2. The City is in receipt of any required affidavit signed by Contractor in accordance with Indiana Code 22-5-1.7-11(a)(2); and 3. A purchase order has been issued by the Purchasing Department. SECTION II. STATUS OF CONTRACTOR • Contractor shall be deemed to be an independent contractor and is not an employee or agent of the City of Richmond. The Contractor shall provide, at its own expense, competent supervision of the work. SECTION III. COMPENSATION City shall pay Contractor a total amount not exceed Fifteen Thousand Dollars and Zero Cents ($15,000.00)for the complete and satisfactory performance of this Agreement. Contract No.41-2021 Page 1 of 6 SECTION IV. TERM OF AGREEMENT This Agreement shall be effective when signed by all parties and shall continue in effect until June 30, 2021. Notwithstanding the term of this Agreement, City may terminate this Agreement in whole or in part, for cause, at any time by giving at least five(5)working days written notice specifying the effective date and the reasons for termination which shall include but not be limited to the following: a. failure,for any reason of the Contractor to fulfill in a timely manner its obligations under this Agreement; b. submission of a report,other work product, or advice,whether oral or written,by the Contractor to the City that is incorrect,incomplete, or does not meet reasonable professional standards in any material respect; c. ineffective or improper use of funds provided under this Agreement; d. suspension or termination of the grant funding to the City under which this Agreement is made; or e. unavailability of sufficient funds to make payment on this Agreement. In the event of such termination,the City shall be required to make payment for all work performed prior to the date this Agreement is terminated,but shall be relieved of any other responsibility herein. This Agreement may also be terminated, in whole or in part, by mutual Agreement of the parties by setting forth the reasons for such termination,the effective date, and in the case of partial termination,the portion to be terminated. This Agreement may also be terminated by the City if a force-majeure event occurs and the results or aftereffects of said event causes the performance of this Agreement to become impossible or highly impracticable. Said event or results or aftereffects of said event would include events or effects which the parties to this Agreement could not have anticipated or controlled. Examples of a force-majeure event, or its results,would include,but would not be limited to, events such as an Act of God, an Act of Nature, an Act of Law, or an Emergency Act of Executive Enforcement of the Federal government, the State of Indiana, or local government. SECTION V. INDEMNIFICATION AND INSURANCE Contractor agrees to obtain insurance and to indemnify the City for any damage or injury to person or property or any other claims which may arise from the Contractor's conduct or performance of this Agreement, either intentionally or negligently; provided, however, that nothing contained in this Agreement shall be construed as rendering the Contractor liable for acts of the City, its officers, agents, or employees. Contractor shall as a prerequisite to this Agreement, purchase and thereafter maintain such insurance as will protect it from the claims set forth below which may arise out of or result from the Contractor's operations under this Agreement, whether such operations by the Contractor or by any sub- Page 2 of 6 contractors or by anyone directly or indirectly employed by any of them, or by anyone for whose acts the Contractor may be held responsible. Coverage Limits A. Worker's Compensation& Statutory Disability Requirements B. Employer's Liability $100,000 C. Comprehensive General Liability Section 1. Bodily Injury $1,000,000 each occurrence $2,000,000 aggregate Section 2. Property Damage $1,000,000 each occurrence D. Comprehensive Auto Liability Section 1. Bodily Injury $1,000,000 each person $1,000,000 each occurrence Section 2. Property Damage $1,000,000 each occurrence E. Comprehensive Umbrella Liability $1,000,000 each occurrence $2,000,000 each aggregate F. Malpractice/Errors&Omissions Insurance $1,000,000 each occurrence $2,000,000 each aggregate SECTION VI. COMPLIANCE WITH WORKER'S COMPENSATION LAW Contractor shall comply with all provisions of the Indiana Worker's Compensation law, and shall,before commencing work under this Agreement, provide the City a certificate of insurance, or a certificate from the industrial board showing that the Contractor has complied with Indiana Code Sections 22-3-2-5, 22-3- 5-1 and 22-3-5-2. If Contractor is an out of state employer and therefore subject to another state's worker's compensation law, Contractor may choose to comply with all provisions of its home state's worker's compensation law and provide the City proof of such compliance in lieu of complying with the provisions of the Indiana Worker's Compensation Law. SECTION VII. COMPLIANCE WITH INDIANA E-VERIFY PROGRAM REQUIREMENTS Pursuant to Indiana Code 22-5-1.7,Contractor is required to enroll in and verify the work eligibility status of all newly hired employees of the contractor through the Indiana E-Verify program. Contractor is not required to verify the work eligibility status of all newly hired employees of the contractor through the Indiana E-Verify program if the Indiana E-Verify program no longer exists. Prior to the performance of this Agreement, Contractor shall provide to the City its signed Affidavit affirming that Contractor does not knowingly employ an unauthorized alien in accordance with IC 22-5-1.7-11 (a) (2). In the event Page 3 of 6 Contractor violates IC 22-5-1.7 the Contractor shall be required to remedy the violation not later than thirty (30) days after the City notifies the Contractor of the violation. If Contractor fails to remedy the violation within the thirty(30) day period provided above, the City shall consider the Contractor to be in breach of this Agreement and this Agreement will be terminated. If the City determines that terminating this Agreement would be detrimental to the public interest or public property, the City may allow this Agreement to remain in effect until the City procures a new contractor. If this Agreement is terminated under this section, then pursuant to IC 22-5-1.7-13 (c) the Contractor will remain liable to the City for actual damages. SECTION VIII. IRAN INVESTMENT ACTIVITIES Pursuant to Indiana Code(IC) 5-22-16.5, Contractor certifies that Contractor is not engaged in investment activities in Iran. In the event City determines during the course of this Agreement that this certification is no longer valid, City shall notify Contractor in writing of said determination and shall give contractor ninety (90) days within which to respond to the written notice. In the event Contractor fails to demonstrate to the City that the Contractor has ceased investment activities in Iran within ninety(90) days after the written notice is given to the Contractor, the City may proceed with any remedies it may have pursuant to IC 5-22-16.5. In the event the City determines during the course of this Agreement that this certification is no longer valid and said determination is not refuted by Contractor in the manner set forth in IC 5-22-16.5, the City reserves the right to consider the Contractor to be in breach of this Agreement and terminate the agreement upon the expiration of the ninety(90)day period set forth above. SECTION IX. PROHIBITION AGAINST DISCRIMINATION A. Pursuant to Indiana Code 22-9-1-10, Contractor, any sub-contractor, or any person acting on behalf of Contractor or any sub-contractor shall not discriminate against any employee or applicant for employment to be employed in the performance of this Agreement, with respect to hire, tenure, terms, conditions or privileges of employment or any matter directly or indirectly related to employment, because of race, religion, color, sex, disability, national origin, or ancestry. B. Pursuant to Indiana Code 5-16-6-1,the Contractor agrees: 1. That in the hiring of employees for the performance of work under this Agreement of any subcontract hereunder, Contractor, any subcontractor, or any person acting on behalf of Contractor or any sub-contractor, shall not discriminate by reason of race, religion, color, sex,national origin or ancestry against any citizen of the State of Indiana who is qualified and available to perform the work to which the employment relates; 2. That Contractor, any sub-contractor, or any person action on behalf of Contractor or any sub-contractor shall in no manner discriminate against or intimidate any employee hired for the performance of work under this Agreement on account of race, religion, color, sex,national origin or ancestry; 3. That there may be deducted from the amount payable to Contractor by the City under this Agreement, a penalty of five dollars ($5.00) for each person for each calendar day during Page 4 of 6 which such person was discriminated against or intimidated in violation of the provisions of the Agreement; and 4. That this Agreement may be canceled or terminated by the City and all money due or to become due hereunder may be forfeited, fora second or any subsequent violation of the terms or conditions of this section of the Agreement. C. Violation of the terms or conditions of this Agreement relating to discrimination or intimidation shall be considered a material breach of this Agreement. SECTION X. RELEASE OF LIABILITY Contractor hereby agrees to release and hold harmless the City and all officers, employees, or agents of the same from all liability for negligence which may arise in the course of Contractor's performance of its obligations pursuant to this Agreement. SECTION XL MISCELLANEOUS This Agreement is personal to the parties hereto and neither party may assign or delegate any of its rights or obligations hereunder without the prior written consent of the other party. Any such delegation or assignment, without the prior written consent of the other party, shall be null and void. This Agreement shall be controlled by and interpreted according to Indiana law and shall be binding upon the parties,their successors and assigns. This document constitutes the entire Agreement between the parties, although it may be altered or amended in whole or in part at any time by filing with the Agreement a written instrument setting forth such changes signed by both parties. By executing this Agreement the parties agree that this document supersedes any previous discussion, negotiation, or conversation relating to the subject matter contained herein. This Agreement may be simultaneously executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. The parties hereto submit to jurisdiction of the courts of Wayne County, Indiana, and any suit arising out of this Contract must be filed in said courts. The parties specifically agree that no arbitration or mediation shall be required prior to the commencement of legal proceedings in said Courts. By executing this Agreement, Contractor is estopped from bringing suit or any other action in any alternative forum,venue, or in front of any other tribunal, court, or administrative body other than the Circuit or Superior Courts of Wayne County, Indiana, regardless of any right Contractor may have to bring such suit in front of other tribunals or in other venues. Any person executing this Contract in a representative capacity hereby warrants that he/she has been duly authorized by his or her principal to execute this Contract. In the event of any breach of this Agreement by Contractor, and in addition to any other damages or remedies, Contractor shall be liable for all costs incurred by City in its efforts to enforce this Agreement, including but not limited to, City's reasonable attomey's fees. In the event that an ambiguity, question of intent, or a need for interpretation of this Agreement arises, this Agreement shall be construed as if drafted jointly by the parties, and no presumption or burden of Page 5 of 6 • proof shall arise favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement. IN WITNESS WHEREOF,the parties have executed this Agreement at Richmond, Indiana, as of the day and year first written above, although signatures may be affixed on different dates. "CITY" "CONTRACTOR" THE CITY OF RICHMOND, RQAW CORPORATION INDIANA by and through its 8770 North Street, Suite 110 Board of Public Works and Safety Fishers,IN 46038 • 'C6/( By: /� By: Vicki Robinson,President f By: 004(2 Printed: j2cv - Ifv "l.� Emily P er, ember By: Title: P(lL A�-�i h irw�-tom Matt Evans,Member APPROVED: Date: l 1 3 / 2-1 id M. S ayor Date: 03 Z 497zoat Page 6 of 6 Fishers,IN-Corporate II UAW 8770 North St.,Ste 110 Fishers,IN 46038 ARCHITECTURE 317.588.1798 January 29,2021 Beth Fields, Director Department of Infrastructure and Development City of Richmond 50 North Fifth Street Richmond, IN 47374 Re: Public Safety Facility- Feasibility Study Proposal Dear Beth: RQAW is pleased to have the opportunity to offer our proposal for the Public Safety Facility - Feasibility Study.We trust this proposal meets with your approval. A. Scope of Services -The following items make up the scope of services anticipated for the study. 1. Complete a feasibility study to determine the best means to address the immediate and long-term space needs (20 years) of the Richmond Police and Fire Departments in a Public Safety Facility. 2. Develop a 20-year space needs architectural program for all functions within the departments. 3. Develop a phased implementation plan which will serve as the City's future facility building program. 4. Develop conceptual facility blocking and stacking plans that would be developed into actual building designs at a future date. 5. Develop construction costs and project costs estimates for building program developed in the masterplan. B. Assumptions-The following assumptions have been made in the preparation of this proposal: 1. The RQAW Planning Team will work very closely with the Department Chiefs and/or their designated committee throughout the project. 2. The City Council and other elected officials/groups will be involved/informed on a regular basis throughout this work effort as requested by the City. C. Anticipated Work Elements: LEXHIBIT A- PAGE ( OF La I FISHERS VINCENNES LA PORTE WWW.RQAW.COM January 29,2021 R RAW City of Richmond Paget ARCHITECTURE 1. Strategic Planning: a. Conduct a "Kick-Off" Meeting with all users, elected officials and decision- makers. b. Clearly define all goals and objectives of the masterplan. c. Identify all components (divisions)that will be a part of the masterplan. d. Analyze growth influences and develop projections for future growth. e. Analyze component organization and operations. f. Conduct interviews with each division head and/or designated representative for all user groups. g. Determine space standards for each division. h. Inventory/summarize existing spatial conditions for all components. i. Inventory existing parking availability and determine current and future parking needs. j. Complete staffing, space and parking projection models. k. Summarize strategic planning phase and any conclusions reached. 2. Space Programming: a. Define philosophies of each division's operation, analyze personality- driven issues and compare to state-wide standards. b. Summarize departmental staffing projections. c. Develop a detailed space program for each area in every component. d. Define staffing, equipment and storage needs in the space program. e. Define final projected parking requirements. f. Define technology/records/computer needs for each component. g. Prepare a detailed architectural programming document. 3. Conceptual Design Phase: a. Identify strategic conceptual options to meet space needs,operational and functional requirements. b. Define philosophies for all facilities operations. c. Develop conceptual occupancy scenarios/blocking and stacking diagrams for all functions and combination of occupancy groupings. d. Develop conceptual site utilization, parking and traffic diagrams. e. Develop image concepts for each of the potential components to be constructed for the facility. f. Prepare a detailed phasing plan for execution of all potential projects in the masterplan. g. Prepare a final Conceptual Statement of Probable Construction Cost. h. Develop an anticipated project implementation schedule. `EXHIBIT PAGE 2-OF_k_ R UAW January 29,2021 City of Richmond Page3 ARCHITECTURE Prepare and present final masterplan report. D. Owner Responsibilities: 1. Provide a designated representative as a point person for the duration of this study. 2. Provide review and approval of each phase before authorization to proceed to the next phase. 3. Complete the programming questionnaire(s) provided by RQAW. 4. Staff shall be available for interviews and input at the appropriate intervals throughout the process. 5. Provide existing plans(electronic format, if possible)of all the facilities included in the study. E. Project Schedule - RQAW is prepared to begin work immediately following your authorization to proceed and proposes to complete the work per the following schedule: 1. Phase I: Strategic Planning Thirty(30) Days 2. Phase II: Space Programming Thirty(30) Days 3. Phase Ill: Conceptual Design Thirty(30) Days F. Project Fee: 1. With consideration of the above-mentioned items as the Scope of Work and schedule, RQAW proposes to perform consulting services as required for the above-mentioned Scope of Work as indicated in Item 3 below.This fee includes all professional fees and some reimbursable expenses. 2. The fee shall be invoiced monthly in proportion to the work completed. All invoices not paid within thirty(30) days shall bear interest at 1-1/2% monthly. 3. Fee Schedule: a. Phase I: Strategic Planning $ 5,000 b. Phase II: Space Programming. $ 5,000 c. Phase Ill: Conceptual Design $ 5,000 Total Professional Fee $15,000 ** If the project moves forward and RQAW is retained as the Project Architect & Engineer,the feasibility study fees shall be credited back to the owner as a deduct from the Professional Services fees. J EXHIBIT, A PAGE 3 OF 1 January 29,2021 RRAW City of Richmond Page4 ARCHITECTURE 4. Reimbursable Expenses - Reimbursable expenses are in addition to the compensation outlined above and include actual expenditures made by RQAW and RQAW's employees in the interest of the project for the following expenses: a. Expense of transportation in connection with the project $500.00 (Estimated) G. Additional Services -The following services and others are available at additional cost on an hourly charge basis: 1. Full Architectural design services. 2. Site evaluations and comparative studies of additional sites. AUTHORIZATION RQAW appreciates the opportunity to offer our services to you. RQAW's goal is to establish and retain long-term relationships with our clients by meeting both their current and future needs. Upon your consideration, RQAW is hopeful that you will find this proposal to be satisfactory. If this proposal and the attached terms and conditions are acceptable,your authorization to proceed can be given by returning a signed copy of the proposal or by issuing a purchase order referencing this proposal. This proposal is valid fora period of sixty(60) days from the date of issuance. Very truly yours, R ORP RA ION. ric Weflen,AIA Director of Architecture EXHIBIT PAGE OF I Accepted by: Accepted Eric Weflen,AIA Beth Fields, Director Director of Architecture City of Richmond Date: Date: EXHIBIT PAGE OF to RgAw ARCHITECTURE: General Terms and Conditions These terms are agreed to by RQAW Corporation, 8770 North Street, Suite 100, Fishers, IN 46038 (RQAW) and the City of Richmond ("Client") and apply to the project described in RQAW's fee proposal dated January 29, 2021 ("Project"). 1. Standard of Care. RQAW shall perform its services consistent with the professional skill and care ordinarily provided by professionals practicing in the same or similar locality under the same or similar circumstances. RQAW shall perform its services as expeditiously as is consistent with such professional skill and care and the orderly progress of the Project. 2. Payment. RQAW shall submit invoices to Client on a monthly basis. Invoices are due and payable within 30 days of receipt. If Client fails to make any payment due RQAW for services within 30 days after receipt of RQAW's invoice,then RQAW may, after giving seven days'written notice, suspend services until RQAW has been paid in full all amounts due on the Project. If Client disputes an invoice, either as to amount or entitlement, Client shall promptly advise RQAW in writing of the specific basis for doing so, may withhold only that portion so disputed, and must pay the undisputed portion. 3. Insurance. RQAW shall maintain general, automobile,workers compensation, and professional liability policies throughout the duration of the project. If requested, RQAW will provide proof of insurance to the Client. 4. Jobsite Safety. RQAW shall not at any time supervise, direct, control, or have authority over any constructor's work, nor shall RQAW have authority over or be responsible for the means, methods,techniques, sequences, or procedures of construction selected or used by any Constructor, or the safety precautions and programs incident thereto,for security or safety at the Project site, nor for any failure of a constructor to comply with laws and regulations applicable to such constructor's furnishing and performing of its work. RQAW shall not be responsible for the acts or omissions of any constructor. 5. Ownership of Documents. All documents prepared or furnished by RQAW are instruments of service, and RQAW retains an ownership and property interest (including the copyright and right of reuse) in such documents,whether or not the Project is completed. Upon receipt by RQAW of full payment for services provided on the Project, Client shall have a limited license to use the documents on the Project and extensions of the Project, subject to the following limitations: a. Client acknowledges that such documents are not intended or represented to be suitable for use on the Project unless completed by RQAW, or for use or reuse by Client or others on extensions of the Project, on any other FISHERS VINCENNES LA PORTE W.WW.RCAW.C©M EXHIBIT A PAGE_3_6 (, RUAW ARCHITECTURE project, or for any other use or purpose,without written verification or adaptation by RQAW. b. Any such use or reuse, or any modification of the documents,without written verification, completion, or adaptation by RQAW, as appropriate for the specific purpose intended,will be at Client's sole risk and without liability or legal exposure to RQAW or to its officers, directors, members, partners, agents, employees,and consultants. 6. Limit of Liability.To the fullest extent permitted by law, Client and RQAW(1)waive consequential damages for claims, disputes, or other matters in question, arising out of or relating to this Agreement and (2) agree that RQAW's total liability to Client for this Project,for any claim, damages, liability, or cost arising in any way from the Project, including those arising from negligence, shall be limited to $50,000 or the total amount of compensation received by RQAW for the Project,whichever is greater. 7. These terms are governed by the law of the state in which the Project is located. EXHIBIT Pc PAGE (a OF (P FISHERS VINCENNES LA PORTE WWW.RQAW.COM