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HomeMy Public PortalAboutmuldrow.pdfAGREEMENT FOR PLANNING SERVICES THIS AGREEMENT is entered into between the City of Tybee Island (Client) with Arnett Muldrow & Associates Ltd. (Planner), for the following reasons: 1. The Client intends to conduct a place Downtown and Community Master Plan for Tybee Island. 2. The Client requires certain planning, economic development, marketing and urban planning services in connection with the Project; and, 3. The Planner is prepared to provide the Services. In consideration of the promises contained in this Agreement, the Client and the Planner agree as follows: ARTICLE 1 - EFFECTIVE DATE The effective date of this Agreement shall be ARTICLE 2 - GOVERNING LAW This Agreement shall be governed by the laws of the State of Georgia. ARTICLE 3 - SCOPE OF SERVICES The Planner shall provide the services described in Attachment A, Scope of Work included herewith and made part of this agreement. ARTICLE 4 - SCHEDULE The Planner shall exercise its reasonable efforts to perform the Services according to the Schedule set forth in Attachment A, Scope of Services. ARTICLE 5 - COMPENSATION The Client shall pay The Planner in accordance with Attachment A, Scope of Services. Invoices shall be due and payable upon receipt. The Client shall give prompt written notice of any disputed amount and shall pay the remaining amount. Invoice amounts not paid within 30 days after receipt shall accrue interest at the rate of 1.5% per month (or the maximum rate permitted by law, if less), with payments applied first to accrued interest and then to unpaid principal. ARTICLE 6 -- CLIENT'S RESPONSIBILITIES The Client shall be responsible for all matters described as Client responsibilities in Attachment A, Scope of Services. ARTICLE 7 - STANDARD OF CARE The Planner shall exercise the same degree of care, skill, and diligence in the performance of the Services as is ordinarily possessed and exercised by a member of the Planner's profession, currently practicing, under similar circumstances. No other warranty, express or implied, is included in this Agreement or in any drawing, specification, report, opinion, or other instrument of service, in any form or media, produced in connection with the Services. ARTICLE 8 - INDEMNIFICATION AND LIABILITY General. Having considered the potential liabilities that may exist during the performance of the Services, the relative benefits and risks of the Project, and the Planner's fee for the Services, and in consideration of the promises contained in this Agreement, The Client and The Planner agree to allocate and limit such liabilities in accordance with this Article to the Contract Amount. Consequential Damages. To the fullest extent permitted by law, The Planner shall not be liable to the Client for any consequential damages resulting in any way from the performance of the Services. Survival. The terms and conditions of this Article shall survive completion of the Services, or any termination of this Agreement. ARTICLE 9 - INSURANCE During the performance of the Services under this Agreement, The Planner shall maintain the following insurance: (a) General Liability Insurance, with a combined single limit of $1,000,000 per occurrence and $2,000,000 aggregate. (b) Professional Liability Insurance, with a limit of $1,000,000 annual aggregate. The Planner shall, upon written request, furnish the Client certificates of insurance which shall include a provision that such insurance shall not be canceled without at least thirty days' written notice to the Client. The Planner and the Client waive all rights against each other and their directors, officers, partners, commissioners, officials, agents, and employees for damages covered by property insurance during and after the completion of the Services. ARTICLE 10 - LIMITATIONS OF RESPONSIBILITY The Planner shall not be responsible for the failure of any contractor, subcontractor, vendor, or other Project participant, not under contract to The Planner, to fulfill contractual responsibilities to the Client or to comply with federal, state, or local laws, regulations, and codes. ARTICLE 11 - OWNERSHIP OF DOCUMENTS AND INTELLECTUAL PROPERTY Except as otherwise provided herein, The documents, drawings, and specifications prepared by the Planner and furnished to the Client as part of the Services shall become the property of the Client; provided, however, that the Planner shall have the unrestricted right to their use in marketing material with the understanding that no endorsement on the part of the Client is implied in such use. The Planner shall retain its copyright and ownership rights in its databases, computer software, and other proprietary property. Intellectual property developed, utilized, or modified in the performance of the Services shall remain the property of the Planner with the exception of any branding or marketing materials. The Planner shall grant to the Client all intellectual rights to the branding and marketing materials developed during the project. ARTICLE 12 - TERMINATION AND SUSPENSION This Agreement may be terminated by either party upon written notice in the event of substantial failure by the other party to perform in accordance with the terms of this Agreement; provided, however, the nonperforming party shall have 14 calendar days from the receipt of the termination notice to cure or to submit a plan for cure acceptable to the other party. The Client may terminate or suspend performance of this Agreement for the Client's convenience upon written notice to the Planner. The Planner shall terminate or suspend performance of the Services on a schedule acceptable to the Client, and the Client shall pay the Planner for all the Services that have been performed in accordance with this Agreement as of the date of termination or suspension. Upon restart of suspended Services, an equitable adjustment shall be made to the Planner's compensation and the Project schedule. ARTICLE 14 - DELAY IN PERFORMANCE Neither the Client nor The Planner shall be considered in default of this Agreement for delays in performance caused by circumstances beyond the reasonable control of the nonperforming party. For purposes of this Agreement, such circumstances include, but are not limited to, abnormal weather conditions; floods; earthquakes; fire; epidemics; war, riots, and other civil disturbances; strikes, lockouts, work slowdowns, and other labor disturbances; sabotage; judicial restraint; and delay in or inability to procure permits, licenses, or authorizations from any local, state, or federal agency for any of the supplies, materials, accesses, or services required to be provided by either the Client or the Planner under this Agreement. The Planner shall be granted a reasonable extension of time for any delay in its performance caused by any such - 2 - circumstances. Should such circumstances occur, the nonperforming party shall, within a reasonable time of being prevented from performing, give written notice to the other party describing the circumstances preventing continued performance and the efforts being made to resume performance of this Agreement. ARTICLE 15 - RELATIONSHIP OF PARTIES The Planner and the Client hereby agree that their relationship is that of independent contractors, and nothing in this Agreement shall create nor be deemed to create a joint venture, partnership, principal/agent, employer/employee, or any other form of relationship other than that of independent contractors. ARTICLE 16 - NOTICES Any notice required by this Agreement shall be made in writing to the address specified below: The Planner: Arnett Muldrow & Associates, Ltd. Post Office Box 4151 Greenville, SC 29608 864.233.0950 tripp(c�arnettmuldrow.com The Client: City of Tybee Island P.O. Box 2749 403 Butler Avenue Tybee Island, GA 31328 912-786-4573 cassidi.kendrick@cityoftybee.gov Nothing contained in this Article shall be construed to restrict the transmission of routine communications between representatives of the Client and the Planner. ARTICLE 17 - DISPUTES In the event of a dispute between the Client and The Planner arising out of or related to this Agreement, the aggrieved party shall notify the other party of the dispute within a reasonable time after such dispute arises. If the parties cannot thereafter resolve the dispute, each party shall nominate a senior officer of its management to meet to resolve the dispute by direct negotiation or mediation. Should such negotiation or mediation fail to resolve the dispute, either party may pursue resolution in accordance with the addendum attached. During the pendency of any dispute. work stop would occur until all disputes were resolved. ARTICLE 18 - WAIVER A waiver by either the Client or the Planner of any breach of this Agreement shall be in writing. Such a waiver shall not affect the waiving party's rights with respect to any other or further breach. ARTICLE 19 - SEVERABILITY The invalidity, illegality, or unenforceability of any provision of this Agreement or the occurrence of any event rendering any portion or provision of this Agreement void shall in no way affect the validity or enforceability of any other portion or provision of this Agreement. Any void provision shall be deemed severed from this Agreement, and the balance of this Agreement shall be construed and enforced as if it did not contain the particular portion or provision held to be void. The parties further agree to amend this Agreement to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. The provisions of this Article shall not prevent this entire Agreement from being void should a provision which is of the essence of this Agreement be determined void. ARTICLE 20 - INTEGRATION This Agreement, including Attachment A incorporated by this reference, represents the entire and integrated agreement between the Client and The Planner. It supersedes all prior and contemporaneous communications, representations, and agreements, whether oral or written, relating to the subject matter of this Agreement. -3- ARTICLE 21 - SUCCESSORS AND ASSIGNS To the extent permitted by law, the Clieont and the Planner each binds itself and its successors, executors, administrators, permitted assigns, legal representatives and, in the case of a partnership, its partners, to the other party to this Agreement and to the successors, permitted assigns, legal representatives, and partners of such other party in respect to all provisions of this Agreement. ARTICLE 22 - ASSIGNMENT Neither the Client nor the Planner shall assign any rights or duties under this Agreement without the prior written consent of the other party, which consent shall not be unreasonably withheld; provided, however, The Planner may assign its rights to payment without the Client's consent. Unless otherwise stated in the written consent to an assignment, no assignment will release or discharge the assignor from any obligation under this Agreement. Nothing contained in this Article shall prevent the Planner from engaging independent consultants, associates, and subcontractors to assist in the performance of the services. ARTICLE 23 - NO THIRD PARTY RIGHTS The Services provided for in this Agreement are for the sole use and benefit of the Client and the Planner. Nothing in this Agreement shall be construed to give any rights or benefits to anyone other than the Client and the Planner. IN WITNESS WHEREOF, the Client and the Planner have executed this Agreement. THE CITY OF TYBEE ISLAND /2 f Ia2/ Date: %U✓c v� IJ-fJ c ARNETT MULDROW &,ASSOCIATES, LTD. Tripp Muldrow, President Date: November 7, 2022 -4- Attachment A Project Understanding Projects must contribute to the quality of life for the people who use them and are affected by them. They should beregenerative, seeking to repair damage to the community fabric where it exists and lifting up the lives of those whoare influenced by this fabric. The design of the built environment should foster connections and interaction among families, groups, Citys, cities and nations. The City of Tybee Island's commercial districts, its corridors, its connection to the streets, and pedestrian networks, and its connections to the water should foster a stronger community; aesthetically, socially, and economically. Projects of lasting value achieve the highest level of planning approaching to coordinate design, traffic, parking, public spaces, pedestrians, and the experience economy. We know how to design Downtown Districts and Commercial Corridors that will reinforce the unique character of Tybee Island acknowledging that increased visitors, coastal locations, and the interface of full-time residents and visitors are of utmost concern. We are well versed in the "tools of the trade" with funding, incentives, and implementation strategies specific to Georgia. The streetscapes throughout the City should be more than a ribbon of pavement to maintain, they can emerge again as the heart and soul of the City, linking residents and visitors alike to parks, retail centers, Downtown, schools, and the remarkable natural environment. Our team understands these connections may expand past the core Downtown, as Tybee Island already has commercial nodes throughout the island. We understand that deploying cohesive consistent branded wayfinding and communication strategies is key for the user experience where thousands of visitors come to the community in season. Our Design Team sees tremendous opportunity to enhance the current conditions. We will bring our wealth of expertise to ultimately enhance the user experience, improve streetscape treatments for safety, and draw interest tothe commercial districts. Pr'n ect Scopr' Task One: Information Gathering and Background Review We will work closely with the Tybee Island to gather all relevant material related to the communities including but not limited to the following: City histories; prior plans; current initiatives; regulations; promotional publications that involve the communities; attractions and event information including annual festivals; economic development and tourism publications; website and social media information; and any other related information. Task Two: Reconnaissance and Steering Committee Kick Off The project team will travel to Tybee Island for a meeting with a steering committeeestablished by the Tybee Island Main Street Program in conjunction with the City of Tybee Island. The steering committee will guide us through the process and serve as a sounding board and organizing entity for the Master Plan Process. Task Three: Community Master Plan Work Session The Community Master Plan process is designed to immerse the project team in the community in a rapid way to produce a conceptual plan, wayfinding concepts, street furniture and lighting improvements, parking and circulation, and public realm improvements for the commercial districts of Tybee Island. We have conducted these resource visits in many communities that have gone on to implement the plans in creative ways. The resource visit also affords us the opportunity to gather qualitative information from the public about the community that augments the market study conducted in Task Three. The resource visit will involve an intensive three-day process, as described below. DAY ONE AND DAY TWO: Stakeholder Engagement and Tour The first day will concentrate on a series of roundtable and individual meetings with key groups in the community. These will likely include: • City officials; • Business representatives; • County Parks and other representatives; • Visit Tybee; • Key destination, attraction, and quality -of -life representatives; • Property owners and neighborhood residents; • Other stakeholders as selected by the Client; and • A facilitated public input session The input sessions will be facilitated group sessions that will concentrate on the future of the community as well as the physical image of the commercial districts of Tybee Island individually and collectively. We will work closely with the Main Street and the City to determine how to organize the sessions for broad based input and are used to working in dual- community initiatives. We will also conduct a detailed tour and reconnaissance of the City. Day Two, Afternoon: Progress Report By the end of the second day, we will have worked with the public and community stakeholders to develop some preliminary concepts that will explore the following: • Streetscape improvements after review of GDOT plans for US80 with a focus on pedestrian and bicycle enhancements. • Parking and circulation strategie • Up to three detailed small area plans (such as the Park of Seven Flags and Memorial Park) that illustrate public and private improvement opportunities. • Art and creative place making • Wayfinding mapping and preliminary design concepts. This day will focus on exploring these concepts into more refined plans as well as production of wayfinding design concepts and brand extension that may manifest itself in the public realm. Tybee Island has already implemented quality signage at key locations in the community that may serve as inspiration for these improvements.. At the middle of the second -day we will have a small roundtable meeting with the steering committee to review the progress on the plan's development. Day Two Evening and Day Three: Continued Refinement During the course of the workshop, we will focus not only on developing the plans which will include conceptual diagrams, illustrative plans, before and after photo renderings of key sites, corridors, trails, and development opportunities; we will also develop the wayfinding concepts that will include MUTCD compliant vehicular signage, pedestrian signs, kiosks, and other information that can be deployed in the improvements. Day Three, Midday -Afternoon: Presentation The Project Team will present all of the concepts in an exciting "plan reveal" presentation to the client at the end of the resource team visit on the third day (these meetings can be as open ended as you desire, we prefer to invite anyone to attend as the stakeholders get to value seeing their input put into concepts within days of their initial input). We believe that this presentation is a critical element in the process because while we will develop the plan, it will belong to the communities. The presentation will provide Main Street and the City with a solid direction for the plan and we will garner feedback for further refinement to come after the workshop. Task Four; Plan Refinment and Implementation Strategy The Project Team will refine these plans based on feedback, add alternatives if necessary, and embark on the implementation strategy that will identify the short, medium, and long-term recommendations that would populate the implementation strategy board. The Strategy Board is a one -page implementation matrix that indicates thematic recommendations, goals, first, next and long-term steps, and responsible parties. The strategy board condenses the entire plan to one easy -to -use sheet that will prioritize the tools and tactics for implementation. The strategy board will also provide an accountability matrix for implementation partners. This is of critical importance as the City of Tybee Island and Main Street will be working with partners at the County Level. Task Five: Implementation Workshop The Project Team will return to Tybee Island to present these plans to the steering committee and other stakeholders as desired. The implementation workshop is designed to vet the recommendations with timing, funding sources while coordinating responsible parties. Final Report Summary Poster and Annotated Presentation Within six weeks of the final "sign off' during the visit in Task 5, The Project Team will deliver the final product for the plan. This will include a detailed summary poster of all recommendations and an annotated presentation that will allow the partners to share the findings in a clear and concise format. The summary poster will serve as the executive document for a more detailed plan document. DELIVERABLES • Streetscape improvement recommendations in accordance with designs underway by GDOT and for Tybri Street. • Enhanced pedestrian and bike connection strategies. • Park and public space designs. • Parking strategies and improvement recommendations. • Before and after photo simulations illustrating the improvements. • Conceptual connectivity plans between commercial districts. • Wayfinding Design Concepts • Wayfinding routing strategies. • Wayfinding implementation strategies • Potential identity system for key districts and amenities as needed. • Master Plan Presentation and Final Report PLAN STAFFING Tripp Muldrow of Arnett Muldrow and Associates will serve as the plan contact for the effort. He will be closely coordinating with Blake Sanders of Studio Main who will serve as design directorforthe planning effort. Shawn Terpack of Arnett Muldrow will work with the team on the wayfinding strategies and any branded concepts that may be required. Each staff member on this effort is a senior employee with their respective firms and will work on the project from start to finish. SCHEDULE AND FEES In total, the process will take 12 to 16 weeks including refinement and follow-up. The lump sum fee for the plan and all deliverables would be $36,000 plus expenses billed at cost for three trips to Tybee Island (expected not to exceed $3,500). The project team will rely on the client to coordinate all meetings, provide up to date base mapping files for the communities, and assemble the project steering committee.