HomeMy WebLinkAbout8216RESOLUTION NO. 8216
that:
SECTION 1:
A RESOLUTION APPROVING AN AGREEMENT FOR PROFESSIONAL
DESIGN AND CONSULTING SERVICES BETWEEN PUEBLO, A
MUNICIPAL CORPORATION, AND KIMLEY -HORN & ASSOCIATES, INC.,
RELATING TO THE GUIDELINES FOR ENHANCEMENT AND
PRESERVATION OF DOWNTOWN PUEBLO AND AUTHORIZING THE
PRESIDENT OF COUNCIL TO EXECUTE SAME
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PUEBLO, COLORADO,
An agreement dated August 25, 1997, between the City of Pueblo, a Municipal Corporation,
and Kimley -Horn & Associates, Inc., of which a copy is attached hereto and on file at the office of the City
Clerk, having been approved as to form by the City Attorney, is hereby approved.
SECTION 2:
The President of the City Council is hereby authorized to execute and deliver said Agreement
on behalf of the City of Pueblo, a Municipal Corporation, and the City Clerk shall affix the Seal of the City
thereto and attest same.
SECTION 3
Funds not to exceed $30,000 for said professional services shall be paid from the State
Historical Fund Grant # 96 -02 -027 in the amount $25,000 and matching funds in the amount of $5,000
from the Planning Department Professional Services Account # 001 - 0100 - 111 - 000 - 030 -0020.
SECTION 4
This resolution shall become effective upon final passage.
INTRODUCED: AUGUST 25, 1997
BY: Al Gurule
COUNCIL PERSON
APPROVED: u I
PRESID T OF / ,-CITY COUNCIL
ATTEST: `tom
C)5Y CLERK
Rev. 8/20/97
AGREEMENT
FOR PROFESSIONAL DESIGN AND CONSULTING SERVICES
THIS AGREEMENT is made and entered this 25th day of August, 1997, by and between
the City of Pueblo, a Municipal Corporation ( "Client ") and Kimley -Horn & Associates, Inc.
( "Consultant") for Consultant to render professional design and architectural services for Client in
order to develop preservation guidelines and design enhancement for four districts within downtown
Pueblo, Colorado, hereinafter referred to as the "Project." In consideration of the mutual covenants
hereinafter set forth, the parties agree as follows:
SECTION 1. GENERAL AND SCOPE OF SERVICES
(a) Consultant shall satisfactorily perform the professional design and consulting services
for the Project described in more detail in Schedule 1 attached hereto and incorporated herein by
reference (the "Basic Services "). Such services shall include all usual and customary professional
architectural services incident to the Basic Services.
(b) To the extent Consultant performs any of the Basic Services or other authorized work
through subconsultants or subcontractors, Consultant shall be and remain as fully responsible for
the full performance and quality of services performed by such subconsultants or subcontractors as
it is for services performed directly by Consultant.
(c) To the extent Consultant requires access to private property to perform its services
hereunder, Consultant shall be required to make arrangements to obtain such access. However, in
the event Client has already secured access for Consultant to any such property through a right of
entry agreement, access agreement, letter of consent or other instrument, Consultant shall fully
comply with and be subject to the terms and conditions set forth therein. A copy of any such
instrument will be provided to Consultant upon request.
SECTION 2. CONSULTANT'S RESPONSIBILITIES
(a) Consultant shall be responsible for the professional quality, technical accuracy and
timely completion of Consultant's work, including that performed by Consultant's sub - consultants
and subcontractors, and including plans, designs, drawings, reports, sampling, testing and other
services, irrespective of Client's approval of or acquiescence in same.
(b) Consultant shall be responsible, in accordance with applicable law, to Client for all
loss or damage to Client caused by Consultant's negligent act or omission; except that Consultant
hereby irrevocably waives and excuses Client and Client's attorneys from compliance with any
requirement to obtain a certificate of review as a condition precedent to commencement of an action,
including any such requirements set forth in Section 13 -20 -602, C.R.S. or similar statute, whether
now existing or hereafter enacted.
(c) Consultant shall be completely responsible for the safety of Consultant's employees
in the execution of work under this Agreement and shall provide all necessary safety and protective
equipment for said employees.
(d) Consultant acknowledges that time is of the essence with respect to the performance
and completion of its services under this Agreement; provided however that Consultant's time for
performance shall be extended in the event of delay attributable to Acts of God, Client, or other
circumstances beyond the reasonable control of Consultant. Consultant shall substantially adhere
to and commence and complete its work in accordance with any schedule incorporated into this
Agreement, or any schedule attached hereto, and, with respect to any work beyond or in addition
to the Basic Services, Consultant shall expeditiously perform such additional work according to any
schedule therefor agreed to by the parties. In the event any schedule is incorporated into this
Agreement or attached to this Agreement, Consultant acknowledges that such schedule has
accounted for all reasonably anticipated delays, including those inherent in the availability of tools,
sampling equipment, supplies, labor, testing agencies and utilities required for the work, the avail-
ability of information which must be obtained from any third parties, and all conditions to access
any property required in performing the Project and other public or private facilities, including any
restrictions set forth in any right of entry agreement, access agreement, letter of consent or other
instrument granting the City and /or Consultant access to any property involved in the work.
(e) Before undertaking any work or incurring any expense which Consultant considers
beyond or in addition to the Scope of Work described in Schedule 1 or otherwise contemplated by
the terms of this Agreement, Consultant shall advise Client in writing that (i) Consultant considers
the work beyond the scope of this Agreement, (ii) the reasons that Consultant believes the out of
scope or additional work should be performed, and (iii) a reasonable estimate of the cost of such
work. Consultant shall not proceed with any out of scope or additional work until authorized in
writing by Client. The compensation for such authorized work shall be negotiated, but in the event
the parties fail to negotiate or are unable to agree as to compensation, then Consultant shall be
compensated for its direct costs and professional time at the rates set forth in Schedule 2 attached
hereto.
SECTION 3. FEES FOR SERVICES; PAYMENT
(a) Client will pay to Consultant as compensation for all services required to be
performed by Consultant under this Agreement, except for services for additional work or work
beyond the scope of this Agreement, an amount not to exceed $ 3 0 , 0 0 0 computed as set forth
in Schedule 2.
(b) Consultant shall submit periodic, but not more frequently than monthly, applications
for payment, aggregating to not more than the maximum amount set forth in subparagraph (a) of
this Section, for actual professional services rendered and for reimbursable expenses incurred.
Applications for payment shall be submitted based upon the hourly rates and expense reimbursement
provisions set forth in Schedule 2 attached hereto, and shall contain appropriate documentation that
such services have been performed and such expenses incurred. Thereafter, Client shall pay
Consultant for the amount of the application within 40 days of the date such application is received.
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(c) No separate or additional payment shall be made for profit, overhead, local telephone
expenses, lodging, routine photocopying, computer time, secretarial or clerical time or similar
expenses unless otherwise provided and listed in Schedule 2.
(d) No compensation shall be paid to Consultant for services required and expenditures
incurred in correcting Consultant's mistakes or negligence.
(e) Compensation for authorized work beyond the scope of this Agreement shall be
governed by the provisions of Section 2(e).
(f) In the event services under this Agreement are phased and to be performed in more
than one fiscal year or are subject to annual appropriation, Consultant acknowledges that funds only
in the amount of initial appropriation are available and it shall confirm availability of funds before
proceeding with work exceeding initial and subsequent annual appropriations.
SECTION 4. CLIENT'S RESPONSIBILITIES
(a) Client agrees to advise Consultant regarding Client's Project requirements and to
provide all relevant information, surveys, data and previous reports accessible to Client which
Consultant may reasonably require.
(b) Client shall designate a Representative to whom all communications from Consultant
shall be directed and who shall have limited administrative authority on behalf of Client to receive
and transmit information and make decisions with respect to the Project and activities for which
Consultant is to provide services. Said representative shall not, however, have authority to bind
Client as to matters of governmental policy or fiscal policy, nor to contract for additions or
obligations exceeding a value which is the lesser of $2,500 or 5% of the maximum contract price.
(c) Client shall examine all documents presented by Consultant, and render decisions
pertaining thereto within a reasonable time. The Client's approval of any drawings, specifications,
reports, documents, applications or other materials or product furnished hereunder shall not in any
way relieve Consultant of responsibility for the professional adequacy of its work.
(d) Client shall perform its obligations and render decisions within a reasonable time
under the circumstances presented. Based upon the nature of Client and its requirements, a period
of 20 days shall be presumed reasonable for any minor decision not involving policy decision or
significant financial impact. A period of 46 days shall be presumed reasonable for Client to act with
respect to any matter involving policy or significant financial impact. The above periods of
presumed reasonableness shall be extended where information reasonably required by Consultant
or Client is not within the custody or control of Client but must be procured from others.
SECTION 5. TERMINATION
(a) Client reserves the right to terminate this Agreement and Consultant's performance
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hereunder, at any time upon written notice, either for cause or for convenience. Upon such
termination, Consultant and its sub - consultants and subcontractors shall cease all work and stop
incurring expenses, and shall promptly deliver to Client all data, drawings, specifications, reports,
plans, calculations, summaries and all other information, documents and materials as Consultant
may have accumulated in performing this Agreement, together with all finished work and work in
progress.
(b) Upon termination of this Agreement for events or reasons not the fault of Consultant,
Consultant shall be paid at the rates specified in Schedule 2 for all services rendered and reasonable
costs incurred to date of termination; together with any reasonable costs incurred within 10 days of
termination provided such latter costs could not be avoided or were incurred in mitigating loss or
expenses to Consultant or Client. In no event shall payment to Consultant upon termination exceed
the maximum compensation provided for complete performance in Section 3(a) of this Agreement.
(c) In the event termination of this Agreement or Consultant's services is for breach of
this Agreement by Consultant, or for other fault of Consultant including but not limited to any
failure to timely proceed with work, or to pay its employees and consultants, or to perform work
according to professional standards, or to perform work in a manner deemed satisfactory by Client's
Representative, then in that event, Consultant's entire right to compensation shall be limited to the
lesser of (a) the reasonable value of completed work or (b) payment at the rates specified in
Schedule 2 for services satisfactorily performed and reimbursable expenses reasonably incurred,
prior to date of termination.
(d) Consultant's professional responsibility for its completed work and services shall
survive any termination.
SECTION 6. SITE ACCESS
In the event the Project will require access to property not under the control of Client,
Consultant and Consultant's employees and consultants shall, at Consultant's expense, obtain all
additional necessary approval and clearances required for access to such property. Client shall assist
Consultant in obtaining access to such property at reasonable times but makes no warranty or
representation whatsoever regarding access to such property. Notwithstanding the foregoing,
Consultant understands and agrees that entry to some property by Consultant may be subject to
compliance by Consultant with the terms and conditions of an access agreement in accordance with
section 1(c) of this Agreement.
SECTION 7. USE OF DOCUMENTS
(a) The Client acknowledges that plans, designs, reports, written recommendations, and
other documents prepared or made by Consultant are instruments of professional service.
Nevertheless, plans, drawings, designs, specifications, data, sampling analysis, reports and all other
documents prepared, obtained or provided by Consultant hereunder shall become the sole property
of Client, subject to any applicable grant or funding contract requirements, and Client shall be
M
vested with all rights therein of whatever kind and however created, whether by common law,
statute or equity. Client shall have access at all reasonable times to inspect and make copies of all
notes, designs, drawings, specifications, and all other technical data or other documents pertaining
to the work to be performed under this Agreement. In no event shall Consultant publish work
product developed pursuant to this Agreement except (i) with advance written consent of Client and
(ii) in full compliance with the requirements of this Agreement.
(b) (Reserved)
SECTION 8. INSURANCE AND INDEMNITY
(a) Consultant agrees that it shall procure and will maintain during the term of this
Agreement, such insurance as will protect it from claims under workers' compensation acts, claims
for damages because of personal injury including bodily injury, sickness or disease or death of any
of its employees or of any person other than its employees, and from claims or damages because of
injury to or destruction of property including loss of use resulting therefrom; and such insurance will
provide for coverage in such amounts as set forth in subparagraph (b) of this Section.
(b) The minimum insurance coverage which Consultant shall obtain and keep in force
is as follows:
(i) Workers' Compensation Insurance complying with statutory requirements in
Colorado and in any other state or states where the work is performed.
(ii) Comprehensive General and Automobile Liability Insurance with limits not
less than Six Hundred Thousand and No /100 Dollars ($600,000.00) per person and occurrence for
personal injury, including but not limited to death and bodily injury, and Six Hundred Thousand and
No /100 Dollars ($600,000.00) per occurrence for property damage.
(iii) Professional Liability Insurance with coverage of not less than $1,000,000,
and with a deductible acceptable to Client.
(c) Consultant agrees to hold harmless and indemnify Client from and against any
liability to third parties, arising out of negligent acts or omissions of Consultant, its employees,
subcontractors and consultants, together with all costs of defense, including reasonable attorney fees
incurred by Client in defending against claims arising out of such negligent acts or omissions.
SECTION 9. SUBCONTRACTS
(a) Client acknowledges that Consultant is the prime contractor and the only party with
whom Client has a contractual relationship under this Agreement. To the extent Consultant
performs any Project activities through subconsultants or subcontractors, Consultant shall
contractually bind each of its subconsultants and subcontractors by subcontract agreement to all of
the terms of this Agreement which are for the benefit of Client, and Client shall be a third party
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beneficiary of those subcontract provisions.
(b) Consultant shall indemnify and defend Client from all claims and demands for
payment for services provided by subcontractors of Consultant.
(c) Consultant acknowledges that, due to the nature of the services to be provided under
this Agreement, the Client has a substantial interest in the personnel and consultants to whom
Consultant assigns principal responsibility for services performed under this Agreement.
Consequently, Consultant represents that it has selected and intends to employ or assign the key
personnel and consultants identified in its proposal submitted to Client prior to execution of this
Agreement, if any, to induce Client to enter this Agreement. Consultant shall not change such
consultants or key personnel except after giving notice of a proposed change to Client and receiving
Client's consent thereto. Consultant shall not assign or reassign Project work to any person to whom
Client has reasonable objection.
SECTION 10. REQUIRED GRANT COMPLIANCE PROVISIONS
(a) Consultant understands that Client may be funding the Project in whole or part with
funds provided pursuant to a Colorado Historical Society contract 96 -02 -027, "Preservation
Guidelines for Downtown Pueblo," dated July 14, 1997 and applicable regulations. Consultant
agrees it is subject to and shall comply with all applicable provisions of said contract, the Act under
which the contract award has been made, and applicable regulations.
(b) Contractor shall comply with all applicable Federal, State, and local laws applicable
to its activities.
(c) All records with respect to any matters covered by this Agreement shall be available
for inspection by Client, the Colorado Historical Society, and the State of Colorado at any time
during normal business hours and as often as Client, the Society or the State deems necessary, to
audit, examine and make excerpts or transcripts of relevant information, and otherwise to perform
its official functions or duties.
SECTION 11. MISCELLANEOUS
(a) Notices Any and all notices or other communications required or permitted by this
Agreement or by law to be served on or given to either Consultant or Client by the other party shall
be in writing and shall be deemed duly served and given when personally delivered to the party to
whom it is directed, or in lieu of such personal service, when deposited in the United States mail,
first -class postage prepaid, addressed to the Client, Attention: William J. Zwick, Pueblo Dept. of
Planning, 211 E. "D" Street, Pueblo, Colorado, 81003, or to Consultant at: Kimley -Horn &
Associates, Inc., Attention: Sara Jane Maclennan, Suite 500, 1515 Arapahoe Street, Tower 1,
Denver, Colorado, 80202. Either party may change its address for the purpose of this paragraph by
giving written notice of such change to the other party in the manner provided in this paragraph.
I on
(b) Entire Agreement This instrument contains the entire agreement between Consultant
and Client respecting the work to be performed by Consultant, and any other written or oral
agreement or representation respecting such work or the duties of either Client or Consultant in
relation thereto not expressly set forth in this instrument and its attachments is null and void.
(c) Successors and Assigns This Agreement shall be binding on the parties hereto and
on their successors and assigns; provided, however, neither this Agreement, nor any part thereof,
nor any moneys due or to become due hereunder to Consultant may be assigned by it without the
written consent of Client.
(d) Amendments No amendment to this Agreement shall be made nor be enforceable
unless made by written amendment signed by an authorized representative of Consultant and by
Client in accordance with the requirements of Section 4(b) of this Agreement or upon authorization
of Client's governing board.
(e) Choice of Law This Agreement shall be governed and interpreted in accordance
with the laws of the State of Colorado. Any unresolved dispute arising from or concerning any
breach of this Agreement shall be decided in a state court of competent jurisdiction located in
Pueblo, Colorado.
(f) Equal Employment Opportunity In connection with the performance of this
Agreement, neither Consultant nor its consultants shall discriminate against any employee or
applicant for employment because of race, color, religion, sex, national origin, disability or age.
Consultant shall endeavor to insure that applicants are employed, and that employees are treated
during employment without regard to their race, color, religion, sex, national origin, disability or
age.
(g) Severability If any provision of this Agreement is determined to be directly contrary
to and prohibited by law or the requirements of any federal grant or other Project funding source,
then such provision shall be deemed void and the remainder of the Agreement enforced.
(h) Signatures The persons signing this Agreement on behalf of each party represent
and warrant that such persons and their respective party have the requisite power and authority to
enter into, execute and deliver this Agreement and that this Agreement is a valid and legally binding
obligation of such party enforceable against it in accordance with its terms.
IN WITNESS WHEREOF, the parties hereto have made and executed this Agreement as of
the day and year first above written.
CITY OF PUEBLO,
ATTEST: A MUNICIPAL CORPORATION
By
City Clerlb President of#le City ouncil
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CONSULTANT:
KIML ORN & ASSOCIATES, INC.
By
MIPA I '
I:\ CITY\PLANNING\DOWNTOWN \PROFSRVS.WPD -o
Pueblo: Development Guidelines
Schedule 1
Within the four downtown districts - Union Avenue Historic Commercial District, the
Historic Arkansas Riverwalk of Pueblo (HARP), the Civic District, and the Historic
Central Business District - create guidelines to preserve and enhance each
district's individual character as it develops, new construction occurs, and existing
buildings are rehabilitated or demolished. These include guidelines for the
rehabilitation of designated and eligible historic buildings, renovation or
remodeling of existing noneligible buildings, and now construction which
contributes to the historic character ofeach district. The guidelines will also
address maintenance, neglect, and demolition.
In four defined districts of Downtown - Union Avenue Historic Commercial District,
HARP, the Civic District, and the Historic Central Business District (extended north
to 13� Street) - identify individual building features which combine to contribute to
the character of the districts. Identify existing architectural patterns, scale,
massing, fenestration, and articulation of the buildings collectively. Determine how
these patterns can be used to guide future development and redevelopment of
historic non - designated buildings such that the districts' individual characters are
enhanced and preserved. List this information on survey inventory forms.
In each district, create guidelines to preserve the district character as the area is
developed, new construction occurs, and buildings are renovated. This includes
guidelines for historic and eligible buildings, new construction, and those
noneligible buildings which contribute to the character of the district. The
guidelines will balance the needs of the developer or owner with the desires of the
greater community and promote concepts which are fair to both. The guidelines
should be crafted to promote sustainable development that promotes growth that is
in concert with the character of Downtown Pueblo and each identified district.
Deliverable: Survey Inventory Forms
Date: 1 October 1997
2. Conduct 3 public meetings, one each in the Union Avenue Historic District, Civic
District, and the Central Business District to solicit ideas and concerns, answer
questions, promote discussion, and seek public guidance for the project. Create a
brochure that explains the project and directs the public in how to submit their
ideas. Working with Pueblo City Staff, design public meetings to get the maximum
benefit out of each meeting by conducting workshop - style exercises, discussion of
forum topics, and other techniques that engage the public in directing the
guidelines.
Deliverable: Brochure (500 copies of 8 1/2 x 11, three -fold brochure)
Date: 1 October 1997
Deliverable: Workshop Documentation
Date: 1 November 1997
3. Create a draft document for review. The document should be clear, concise, and
"user-friendly." Conduct a fourth area -wide meeting to present the guidelines.
Deliverable: Draft Report
Date: 1 December 1997
4. Revise the document and create a camera -ready original as a final product. This
should include photographs, examples, drawings, and guidelines for the overall
area and the four identified districts.
Deliverable: Camera -ready original document
Date: 31 December 1997
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H a ll;
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PUEBLO: DEVELOPMENT GUIDELINES
SCHEDULE 2
FIEW
PRICE HOURS
TASK
Initial protect set up
$1,476
24
Initial field review
$2,568
36
Research (local and national)
$1,156
18
Collect and Review sim(lar guidelines
$1,404
22
Develop initial principals for 4 areas
$2,289
35
Conduct 3 public meetings
$5,436
98
Create guideline sets for tour dlstricts
$1,912
28
trait guideline document
$4,064
94
HUI% document to Camera Ready
$1,165
19
TOTAL HOURS
324
TOTAL LABOR
$21,490
KHA DIRECT EXPENSES $1,310
OUTSIDE SERVICI~S (Sr. Architect) $5,000
TOTAL $27,800
Travel and expenses $2,200
FINAL TOTAL $30,000
Additional services available at the following hourly rates,
Project Manager $105
Pro{esslonal $70
Analyst $55
Clerical $43