HomeMy WebLinkAbout400 East Parking Lot Study 2007AGREEMENT FOR
PROFESSIONAL CONSULTING SERVICES
FOR
AGREEMENT FOR DESIGN SERVICES
FOR THE
400 EAST PARKING LOTS DESIGN STUDY
CITY OF OSHKOSH, WISCONSIN
THIS AGREEMENT, made and entered into by and between the City of Oshkosh, Winnebago
County, Wisconsin, a municipal corporation, hereinafter referred to as the "Client" and Crispell-
Snyder, Inc., of Lake Geneva, Wisconsin, a corporation, hereinafter referred to as "CSI ".
WITNESSETH:
WHEREAS, the Client proposes to employ CSI for the purpose of designing parking lots,
hereinafter referred to as the "Project ", which is described in Article I, below; and
WHEREAS, it is the desire of the Client to employ CSI for the purpose of providing professional
consulting services for the Project in accordance with the Standard Terms and Conditions of
Service as attached.
NOW, THEREFORE, in consideration of the premises, covenants, agreements, and payments
hereinafter mentioned, the Client and CSI hereby mutually agree as follows:
ARTICLE I - DESCRIPTION OF PROJECT
The Project will consist of CSI working closely with the Client to develop and design six
different parking scenarios for two Client -owned parking lots.
ARTICLE II - PROFESSIONAL CONSULTING SERVICES TO BE PERFORMED BY CSI
Under this Article, CSI agrees, in general, to perform professional consulting services for the
preparation of design plans and more particularly agrees to provide as follows:
WORK ELEMENT I
The development of preliminary design for six different general parking scenarios for two
Client -owned parking lots. Using Client- supplied aerial photo and cadastral information, site
visits, and photographs CSI shall prepare a design alternative in CARD format for each scenario.
The scenarios include, but are not limited to:
Redesign of the existing Jefferson Street and Main Street Lot including providing
landscape and pedestrian amenities while maximizing parking capacity.
Redesign of the existing lots and alleyway, including providing rear fayade improvement
recommendations for. buildings that back into the alley, and other general site
improvements in this area. Designs to include specific visual recommendations, in hand -
drawn sketch form, for the rear fagade and rear building entrances of each building, or
group of buildings in the study area. General design guidelines, that codify the
recommendations as noted above, shall be developed to guide the future re- development
of the rear lots and alley.
• Redesign of the existing lots to include the entire Jefferson Street right -of -way as part of
the parking lot. Propose recommendations to provide landscape, open space, and
pedestrian improvements while maximizing parking capacity.
• Redesign of the existing lots to include a portion of the Jefferson Street right -of -way
resulting in a one -way traffic pattern from north to south on Jefferson Street. Landscape
and pedestrian recommendations for improvements shall also be provided.
• Redesign of the existing parking lots to include the Anchor Bank property located south
of the Jefferson Street Lot. Design to maximize parking capacity while offering
landscape, open space and pedestrian improvements.
• Redesign of the existing lots to include the conversion of Jefferson Street to one -way
traffic with angle parking to be accessed from the street. Landscape and pedestrian
improvements shall be included.
WORK ELEMENT II
Upon review by Client, the six preliminary design scenarios shall be modified per comments. A
final set of designs shall be prepared for review and approval by Client.
WORK ELEMENT III
Upon Review and approval of the final designs, that may include additional modifications per
Client review, the approved design scenarios and design guidelines shall be incorporated into the
final document for presentation to the Client.
2
WORK ELEMENT IV
Preliminary and final cost estimates shall be prepared for each approved design scenario.
WORK ELEMENT V
Meeting attendance and presentation including:
• Site walk - through or kick -off meeting with Client to discuss the site opportunities and
constraints, and stakeholder and staff design priorities and preferences.
• Presentation of preliminary design scenario alternatives and preliminary cost estimates to
Client for review and approval.
• Presentation of final design scenario alternatives and final costs estimates to Client for
review.
• Presentation of final design scenario alternatives, recommended guidelines, and cost
estimates to the Plan Commission or Board, if requested.
WORK ELEMENT VI
Presentations at public open houses, downtown business or neighborhood group meetings, or
other public participation meetings are not included in this scope but can be provided on a time
and materials basis.
WORK ELEMENT VII
As an optional work element, CSI is able to ' prepare a parking survey to solicit input from
business owners and their patrons regarding downtown parking infrastructure, parking
perceptions, and top issues and concerns. As an opportunity to save cost, the brief survey could
be distributed/administered and collected the Client. CSI would be responsible for compiling
and reporting the results to the Client and incorporating the results into the final report.
WORK ELEMENT VIII
Deliverables to include up to fifty print copies of the original final approved document. CD-
ROM with a digital copy of the final approved document in its original software format, and one
high resolution PDF copy for reproduction.
3
ARTICLE III - COMPENSATION
The Client shall pay CSI for professional consulting services described in Article II as follows:
Professional Services (Work Elements I - VIII)
$ 13,400 (Not to Exceed)
IN WITNESS WHEREOF, the parties herein have caused this agreement to be duly executed by
their officers as of the date and year shown below.
CRISPELL- SNYDER, INC.
OF OSHKOSH
12/6
rn �M.F it zp t i Date
Acting Ci t anag r l
Pamela . i.
Clerk
!'U�
LynVAJ Lorent" tingCity Attornej
Attachments: Standard Terms and Conditions of Service
h o b hrl,r3 lei 6� _. i� i' ,1. C 51, 3) &.�i lb3
have been made to pay the liability which rill
accrue under this contract.
City Comptroller
4
Crispell — Snyder Inc. (CSI)
Standard Terms and Conditions of Service
These Standard Terms and Conditions of Service, including any Supplemental Terms and Conditions of Service
which are or may become applicable to the services outlined in CSI's Agreement, are incorporated by reference into
the foregoing Agreement, and shall also be incorporated by reference into any amendment to such Agreement under
which CSI shall perform professional services for the Client.
1. STANDARD OF CARE. CSI represents it will perform its services in conformance with the standard of
professional practice ordinarily exercised by the applicable profession under similar conditions at the same time
and within the same locality where services are performed. CSI does not make any other warranty or guaranty,
of any kind, expressed or implied by performing professional consulting services or the furnishing of oral
and/or written opinions.
2. BILLINGS AND PAYMENTS. CSI will bill Client monthly based on the fee terms as outlined in the
Agreement. The Client shall pay the invoice amount within thirty (30) calendar days of the invoice date. CSI
reserves the right to charge a finance charge of 1 percent per month, 12 percent annually, on any amounts not
paid within thirty days of the invoice date. If there is any objection to an invoice, or any portion thereof, the
Client shall provide written notice of such objection within thirty (30) calendar days of the invoice date. Failure
to provide written notice of such objection shall constitute a waiver of any such objection and acceptance of the
invoice as submitted. The Client further agrees to pay CSI any and all expenses incurred in recovering any
delinquent amounts due.
3. SCOPE OF WORK. The scope of work and associated fees constitute the best estimate of fees and tasks
required to perform the services as defined in the Agreement. In the event additional services beyond the scope
of services indicated in the Agreement are required of CSI as a result of investigations carried out under this
Agreement, changes in regulatory agency requirements or upon the direction of the regulatory agencies or
Client, CSI reserves the right to renegotiate the Agreement. At CSI's sole discretion, the additional services
may or may not be undertaken until approved by the Client by written amendment to the Agreement.
4. DELAYS. If events beyond control of CSI, including but not limited to, fire, flood, explosion, riot, strike, war,
act of God or the public enemy, or an act or regulation of any public agency, result in delay to any schedule
established in the Agreement, such schedule shall be amended to compensate for such delay. If in the event
such delay exceeds sixty (60) calendar days, CSI shall be entitled to an equitable adjustment in compensation.
5. TERMINATION. Either party may terminate this Agreement upon issuing written notice to the other party. In
the event the Client terminates the Agreement, the Client agrees to pay for all services rendered prior to
termination, plus any expenses incurred for termination.
6. OPINIONS OF CONSTRUCTION COST. Any opinion of construction costs prepared by CSI is supplied for
the general guidance of the Client only. Since CSI has no control over competitive bidding or market
conditions, CSI makes no warranty, expressed or implied, regarding the accuracy of such opinions as compared
to contract bids or actual costs to clients.
7. RELATIONSHIP WITH CONTRACTORS. If this Agreement provides for any construction related services,
CSI shall serve as Client's professional consultant for those services identified in the Agreement. CSI may
make recommendations to Client concerning actions relating to Client's contractors, but CSI specifically
disclaims any authority or responsibility to direct or supervise the means, methods, techniques, sequences,
procedures of construction or safety measures utilized by the Client's contractors.
8. INSURANCE. CSI will maintain insurance coverage for professional, comprehensive general, automobile,
worker's compensation, and employer's liability in amounts in accordance with law and CSI's business
requirements. Certificates evidencing such coverage will be provided to the Client upon request. For projects
involving construction related services, Client agrees to require its contractor(s) of every tier to include CSI as
an additional insured on its policies relating to the project on a primary and non - contributing basis. CSI's
coverages for comprehensive general liability and automobile, in such case, shall be excess over the
contractor's primary coverage.
9. INDEMNIFICATIONS. Client and CSI each agree to indemnify and hold the other harmless, and their
respective officers, directors and employees, from and against liability for all claims, losses, damages and
expenses, including reasonable attorney's fees, to the extent such claims, losses, damages, or expenses are
caused by the indemnifying party's negligent acts, errors or emissions, or failure to adhere to the standard of
care described above. In the event claims, losses damages or expenses are caused by the joint or concurrent
negligence of Client and CSI, they shall be borne by each party in proportion to its negligence.
10. LIMITATIONS ON LIABILITY. No employee or agent of CSI shall have individual liability to Client. Client
agrees that to the fullest extent permitted by law, CSI's total liability to Client for any and all injuries, claims,
losses, expenses or damages whatsoever arising out of or in any way related to the project or this Agreement
from any causes including, but not limited to, CSI's negligence, errors, omissions, strict liability, or breach of
contract and whether claimed directly or by way of contribution shall not exceed the total compensation
received by CSI under this Agreement. If Client desires a limit of liability greater than provided above,. Client
and CSI shall include as part of the Agreement the amount of such limit and the additional compensation to be
paid to CSI for assumption of such additional risk.
11. HAZARDOUS MATERIAL. It is acknowledged by Client that CSI's scope of services does not include any
services related to the presence at the project site of asbestos, PCBs, petroleum, hazardous waste, toxic waste,
radioactive materials, or any substance which may cause a danger to persons or property. Client further
acknowledges that CSI is performing professional services for Client and CSI is not and shall not be required to
become an "arranger ", "operator ", "generator" or "transporter" of hazardous substances, as defined in the
Comprehensive Environmental Response, Compensation, and Liability Act of 1990 (CERCLA).
12. ACCESS. Client shall provide safe and legal access to any premises necessary for CSI to provide services
identified in the Agreement.
13. OWNERSHIP OF INSTRUMENTS OF SERVICE. All reports, drawings, specifications, computer files, notes
or other data prepared or furnished by CSI pursuant to this Agreement are instruments of CSI's professional
service, and CSI shall retain all ownership and interest therein, including all copyrights. CSI grants Client a
license to use instruments of CSI's professional service for the purpose of constructing, occupying or
maintaining the project. Reuse of or modifications to any such documents by Client, without CSI's written
permission, shall be at Client's sole risk, and Client agrees to indemnify and hold CSI harmless from all claims,
damages, expenses, including reasonable attorneys' fees, arising out of such reuse by Client or by others acting
through Client.
14. AMENDMENT. This Agreement, upon execution by both parties hereto, can only be amended by a written
instrument signed by both parties.
15. ASSIGNMENT. Except for assignments (a) to entities which control, or are controlled by, the parties hereto or
(b) resulting from operations of law, the rights and obligations of this Agreement cannot be assigned by either
party without written permission of the other party. This Agreement shall be binding upon and inure to the
benefit of any permitted assigns.
16. DISPUTE RESOLUTION. Parties shall attempt to settle any disputes arising out of this Agreement by
discussions between the parties senior representatives of management. If any dispute cannot be resolved in this
manner, within a reasonable length of time, parties agree to attempt non - binding mediations or any other
method of alternative dispute resolution prior to filing any legal proceedings
17. CHOICE OF LAW. This Agreement shall be governed by the law of the State of Wisconsin.
18. STATUTES OF LIMITATION. To the fullest extent permitted by law, parties agree that, except for claims of
indemnification, the time period for bringing claims under this Agreement shall expire one year after fulfillment
of services outlined in the Agreement or one year after termination of the Agreement.
19. NO WAIVER. No wavier by either party of any default by the other party in the performance of any particular
section of this Agreement shall invalidate any other section of this Agreement or operate as a waiver of any
future default, whether like or different in character.
20. NO THIRD PARTY BENEFICIARY. Nothing contained in this Agreement, nor the performance of the parties
hereunder, is intended to benefit, nor shall inure to the benefit of, any third party, including Client's contractors,
if any.
21. SEVERABILITY. The various terms, conditions and covenants herein contained shall be deemed to be
separate and severable, and the invalidity or unenforceability of any of them shall not effect or impair the
validity of enforceability of the remainder.
22. SHOP DRAWING REVIEW. In the event that services performed under this Agreement include the review of
and comment on shop drawings or other data which Client's contractor(s) are required to submit, CSI's review
and comment will be only for conformance with the design concept of the project, and for compliance with
information required by the project plans and specifications, and shall not extend to the means, methods,
techniques, sequences, or procedures of construction, or to safety precautions or programs incidental thereto.
23. SURVIVAL. All obligations arising out of this Agreement, and all provisions of this Agreement allocating
responsibility or liability between the parties shall survive the completion of services and the termination of this
Agreement.
24. AUTHORITY. The persons signing this Agreement warrant that they have the authority to sign as, or on behalf
of, the party for whom they are signing.
2`