HomeMy WebLinkAboutPR 19897: EDC CONTRACT WITH HADDON + COWAN ARCHITECTS COLLABORATIVE P.R. No. 19897
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RESOLUTION NO.
A RESOLUTION AUTHORIZING THE PORT ARTHUR
ECONOMIC DEVELOPMENT CORPORATION TO ENTER
INTO A PROFESSIONAL SERVICE CONTRACT WITH
HADDON + COWAN ARCHITECTS COLLABORATIVE, OF
AUSTIN, TEXAS, WITH VINCE HAUSER AS THE DESIGN
TEAM MANAGER IN AN AMOUNT NOT TO EXCEED
$31,500.00 PLUS REIMBURSABLE EXPENSES NOT TO
EXCEED $5,000.00.
WHEREAS, it is deemed in the best interest of the citizens of Port Arthur to enhance the
appearance of the downtown area and to create an environment conductive to business and
entertainment activities for the community; and
WHEREAS, per Resolution No. 12-614, the city Council approved the Port Arthur
Economic Development Corporation entering into a Professional Service contract with Haddon+
Cowan Architects collaborative, of Austin, Texas, with Vince Hauser as the design team
manager; and
WHEREAS, Haddon+ Cowan Architects Collaborative (HCAC) proposed to design and
manage the tenant improvements on the Second floor of 501 Procter under the terms and
condition as governed by the original Owner-Architect Agreement dated 28 January 2013; and
WHEREAS, the Scope of Additional Services for the services to be render is listed on
EXHIBIT"A"; and
WHEREAS, at the Board of Directors meeting on September 11, 2017 the Board of
Directors of the Port Arthur Economic Development Corporation voted to enter into a
Professional Service contract with Haddon + Cowan Architects Collaborative, of Austin, Texas,
with Vince Hauser as the Design Team Manager.
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF PORT ARTHUR, TEXAS:
Section 1. That the facts and opinions in the preamble are true and correct.
Section 2. That the City Council authorizes the Port Arthur Economic Development
Corporation to enter into a Professional Service contract with Haddon + Cowan Architects
Collaborative, of Austin, Texas, with Vince Hauser as the design team manager under the terms
and condition of the original contract date 28 January 2013.
Section 3. That the City Council authorizes the amount of this contract shall not
exceed $31,500.00, plus reimbursable expenses not to exceed $5,000.00.
Section 4. That a copy of the caption of this Resolution be spread upon the Minutes
of the City Council.
READ, ADOPTED AND APPROVED on this day of A.D., 2017,
at a Meeting of the City Council of the City of Port Arthur, Texas, by the following vote:
AYES:
Mayor
Councilmembers
NOES:
Derrick Freeman, Mayor
Page 2
ATTEST:
Sherri Bellard, City Secretary
APPROVE,
i
Floyd Batiste,PAED C 0
APPROV` 0 AS TV •RM:
Guy N. Goodson, 'AE IC At i •
APPROVED AS TO FORM:
g) i ' .0
Valecia R. Tizen City Attorney
#1425248 Page 3
EXHIBIT "k'
HADDON COWAN
August 30,2017
2301 E.Riverside Drive
Bldg A,Suite 80
Mr.Floyd Batiste Austin,TX 78741
Port Arthur Economic Development Corporation (512)374-9120
501 Procter St haddoncowan.com
Suite C
Port Arthur,Texas 77640
Re: Proposal for Second Floor Tenant Improvements
Dear Floyd:
1;A 0 0 f►N+C 0 W A N Architects(HCA)is pleased to present this proposal("Proposal")to the Port Arthur Economic
Development Corporation (PAEDC) ("Owner")for Tenant Improvements on the second floor of approximately 3,500 sf.
This proposal includes a fee for the proposed work.
SCOPE OF SERVICES
The scope of Additional Services for the Architect is as follows:
1. Meet with Owner and Client to discuss priorities,decisions,goals,and program. Develop conceptual
plans based on Owner sketches for review and approval.
2. After approval of the project program,HCA will proceed with Schematic Design. Schematic Design will
identify the project concept and project scope.
3. Once the Schematic Design Package is approved by the Owner,HCA will work with their consutants to
provide a Design Development Package.The Design Development Package drawings shall il'ustrate and
describe the refinement of the design of the Project,establishing the scope,relationship,forms,size and
appearance of the Project by means of plans,section and elevations,typical construction details,and
equipment layouts. HCA will coordinate with the Owner's consultants.
4. After approval of the Design Development Package,HCA will work with their consultants to provide a
Construction Document package for the construction of the above reference project. The Construction
Documents shall include drawings and specifications for those portions of the Project designed by the
design team and that establish the quality levels of materials and systems required for the Project HCA
will coordinate with the Owner's consultants.
5. Conduct a design review meeting at the completion of each phase.
6. HCA or their consultants will not be responsible for providing cost estimates or evaluations.
7. HCA will not be responsible for Zoning and/or permitting. HCA will support the Owner with required
information,but the Owner is responsible for obtaining permits.
8. HCA will provide Construction Administration services to include project meeting/site visits,responses
to RFI's,review of submittals,and project closeout.
9. The proposal includes(2)site visits. Additional site visits beyond these will be billed as additional services.
DELIVERY of SERVICE
The Architect's services will be performed as expeditiously as is consistent with professional practice. Architect will develop
a reasonable schedule for the project. This scnedule shall allow an appropriate amount of time for each phase. Architect,
however,shall not have any liability In the event of any deviations from the schedule.
HADDON COWAN n RCHI IECTS
ADDITIONAL SERVICES
Any services beyond the Basic Services outlined above shall be considered Additional Services,and subject to additional
compensation. Additional Services include,but are not limited to;significant changes to previously approved Drawings or
Specifications;changes in applicable codes,laws or regulations subsequent to the Clients approval of the Drawings and
Specifications. Additional Services shall be billed at$135.00 per hour or proposed on at the request of the Client. Approval
in writing of all additional services will be required.
REIMBURSABLE EXPENSES
Reimbursable expenses are in addition to the Professional Fees. Reprographics(excluding internal plots and printing),
courier services,travel beyond the City of Austin limits and other normal out-of-pocket costs directly associated with
Architect's services are considered reimbursable expenses. Reimbursable expenses will be billed at 1.10 times their cost.
PROFESSIONAL FEES
For the Architect's services noted above we propose and fee based on the hourly rates below with a not to exceed number
of$31,500.00.
Architectural Rates:
Principal $135.00
Project Manager $110.00
Interior Designer $100.00
Production $ 85.00
MEP Engineering Rates
Principal 5175.00
Engineer $150.00
Engineering Technician $ 90.00
The reimbursable expenses are exclusive of the professional fee. Invoices for professional services and reimbursable
expenses shall be billed the end of each month,based on percent complete. Invoices are due within 30 day of receipt.
SUPPLEMENTAL CONDITIONS
Signatures below authorize ; +COWAN architects to proceed with the scope of work outlined above.
We appreciate the opportunity to provide architectural services on the Project. If there are any questions regarding the
Proposal,please do not hesitate to call.
Cordially, Accepted By Client:
11‘1(:\.
Michael Haddon,AIA Mr.Floyd Batiste
Haddon+Cowan Architects Port Arthur EDC
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HADDON+COWAN ARHICTECTS
PROFESSIONAL SERVICES AGREEMENT
PART I1—TERMS AND CONDITIONS
This Professional Services Agreement is made and entered into between Port Arthur Economic Development Corporation("Client")and Haddon
+Cowan Architects.("Architect")2301 E.Riverside Dr,Building A,Suite 80,Austin,Texas 78741. This Agreement consists of two parts:Part
I Proposal-Scope of Services and Compensation;and Part 11-Terms and Conditions.
ARTICLE 1: PROFESSIONAL SERVICES subsequent Proposals shall be reflected in an appropriate Proposal
Amendment.
1.1 Services. In connection with the property described in
the Proposal ("Property"), Architect shall render the professional ARTICLE 4: THE TERM
services ("Services") for the project described in the Proposal
("Project")as outlined in the Proposal and any Amendments. 4.1 Term. Architect shall be retained by Client as of the date
Client executes the attached Proposal until the Services have been
1.2 Agreement. The Professional Services Agreement fully performed or until the Architect's Services are terminated
includes the Proposal, Amendments to the Proposal, and these under provisions of the Agreement. Architect will pursue
Terms and Conditions(collectively,the"Agreement') completion of Services in accordance with the timely completion
specified in the Proposal and any amendments thereto. Architect
ARTICLE 2: PROPOSALS shall not be liable or responsible for any delays caused by
circumstances beyond Architect's control.
2.1 Scone. The Proposal(s) shall identify the specific scope
of Services to be performed by Architect and those subconsultants ARTICLE 5: DUTIES
specifically identified as having a direct contractual relationship
with Architect ("Subconsultants") in the Proposal. The Proposal 5.1 Access. Client will provide Architect with access to the
shall also identify the amount and type of compensation for the Property or to any other site as required by Architect for
Services. Any services not specifically identified in the Proposal performance of the Services.
are excluded unless added as additional services with additional
compensation to Architect. 5.2 Client-furnished Data. Client shall provide all criteria
and full information as to Client's requirements for the Project,
2.2 Acceptance of Agreement. Client shall authorize and designate a person to act with authority on Client's behalf in
Architect shall commence work upon Architect's receipt of the respect to all aspects of the Project,examine and respond promptly
properly executed and signed Proposal(s),as may be amended from to Architect's submissions, and give prompt written notice to
time to time. If the Agreement is not executed by Client within Architect whenever he observes or otherwise becomes aware of any
thirty(30)days of the date tendered,it shall become invalid unless: defect in the work.
(1)Architect extends the time in writing;or(2)at the sole option of
Architect, Architect accepts Client's oral authorization to proceed Client shall also do the following and pay all costs incident thereto:
with the services,in which event the terms of the oral authorization Furnish to Architect core borings, probings and subsurface
shall include all the terms of this Agreement. Architect's exploration,hydrographic surveys,laboratory tests and inspections
performance of the services under the oral authorization shall be in of samples, materials and equipment and similar data; appropriate
reliance on the inclusion of all the terms of this Agreement. professional interpretations of all of the foregoing; environmental
assessment and impact statements; architectural or other
ARTICLE 3: CHANGES engineering design documents, and any other information
previously made available to the Client,which may be required by
3.1 Changes. The Architect and Client may at any time,by Architect, all of which Architect may rely upon in performing its
written amendment, make changes within the general scope of Services.
individual Proposal(s) or relating to services to be performed. If
such changes cause an increase or decrease in the Architect's cost Client shall provide such legal, accounting, independent cost
of, or time required for, performance of any services under estimating and insurance counseling services as may be required
individual Proposals, an equitable adjustment shall be made and for the Project, any auditing service required in respect of
reflected in a properly executed Amendment. contractor(s)'applications for payment,and any inspection services
to determine if contractor(s)are performing the work.
3.2 Regulatory Changes. In the event that there are
modifications or additions to regulatory requirements relating to the 5.3 Other Information. Architect will rely upon commonly
services to be performed under this Agreement after the date of used sources of data, including database searches and agency
execution of this Agreement, the increased or decreased cost of contacts. Architect does not warrant the accuracy of the
performance of the services provided for in this Agreement and information obtained from those sources and has not been
requested to independently verify such information.
conditions at a later date. This paragraph does not obligate
5.4. Ownership of Documents. All designs, drawings, Architect to visit the site.
specifications,documents,and other work products of the Architect
(collectively,the"Documents"),whether in hard copy or electronic 5.9 Opinions of Cost. Should Architect provide any cost
form,are instruments of service for the services and are owned by opinions, it is understood that those opinions are based on the
the Architect regardless of whether or not services are completed. experience and judgment of Architect and are merely opinions.
Reuse, change or alteration of the Documents by the Client or by Architect does not warrant that actual costs will not vary from those
others acting through or on behalf of the Client is not permitted opinions because, among other things, Architect has no control
without the written consent of Architect. The Architect grants to over market conditions.
Client a nonexclusive license to reproduce the Documents solely
for the purpose of constructing and maintaining the Project. Any 5.10 Construction Observation. If construction phase
termination of the Agreement prior to final completion of services are included in the Services,the Architect will periodically
construction of the Project shall terminate this license. Upon such visit the Project during construction on the number of occasions
termination, and unless otherwise agreed by Architect in writing, indicated in the Proposal,or as Architect determines in Architect's
the Client (and any third party who received copies of the sole opinion, to become generally familiar with the progress and
Documents from Client) shall refrain from making further quality of the contractors' work and to determine if the work is
reproductions of the Documents and shall return to the Architect proceeding in general accordance with the Contract Documents.
within seven days of termination all originals and reproductions in The Client has not retained the Architect to make detailed
the Client's possession, custody and control. ANY REUSE, inspections or to provide exhaustive or continuous Project review
CHANGE OR ALTERATION BY THE CLIENT OR THIRD and observation services. The Architect does not guarantee the
PARTIES IS AT THEIR OWN RISK AND CLIENT AGREES TO performance of, and shall have no responsibility for, the acts or
HOLD HARMLESS AND INDEMNIFY THE ARCHITECT,ITS omissions of any contractor, subcontractor, supplier or any other
OFFICERS, PARTNERS, EMPLOYEES, AND entity furnishing materials or performing any work on the Project.
SUBCONTRACTORS FROM ALL CLAIMS, DAMAGES, Client acknowledges that Architect is not responsible for any
LOSSES, EXPENSES AND COSTS (INCLUDING failure of any contractor,subcontractor,supplier or any other entity
ATTORNEYS' FEES), INCLUDING, BUT NOT LIMITED TO, furnishing materials or performing any work on the Project to
CLAIMS FOR ARCHITECT'S ALLEGED NEGLIGENCE, construct the Project or manufacture materials in accordance with
ARISING OUT OF OR RELATED TO SUCH AUTHORIZED OR the Documents or any applicable legal requirements. Architect
UNAUTHORIZED REUSE,CHANGE OR ALTERATION. shall not be responsible for the means, methods, techniques,
sequences or procedures of construction selected by contractors)
5.5. Reporting Obligations. Client has responsibility for or the safety precautions and programs incident to the work of
complying with all legal reporting obligations. Nothing in the contractor(s).
Agreement precludes Architect from providing any notices or
reports that it may be required by law to give to governmental 5.11 Permits. Client is responsible for obtaining and
entities. complying with all required permits or other approvals of,and for
giving any required notices to, all governmental and quasi-
5.6 Laboratory Services. In performing services,Architect governmental authorities having jurisdiction over the Services or
may request that Client provide independent testing laboratory the Property. Before Architect performs the Services, Client will
services. Architect will rely on the accuracy of the testing provide Architect evidence satisfactory to Architect that all
laboratory services. Architect will not, and Client shall not rely required permits or other approvals have been obtained and that all
upon Architect to, check the quality or accuracy of the testing required notices have been given. Client will provide to Architect
laboratory's services. copies of any such permits or any such notices,together with any
other relevant information that will alert Architect to the
5.7. changed Conditions. The Client shall rely on the requirements of such permits,approvals,or notifications.
Architect's judgment as to the continued adequacy of the
Agreement in light of occurrences or discoveries that were not ARTICLE 6: COMPENSATION OF SERVICES
originally contemplated by or known to the Architect. Should
Architect call for contract renegotiation,the Architect shall identify 6.1 Compensation of Services. Architect's compensation
the changed conditions necessitating renegotiation and the for services shall be set forth in individual Proposal(s).
Architect and the Client shall promptly and in good faith enter into
renegotiation of this Agreement. If the terms cannot be agreed to, 6.2 Compensation. Client agrees to pay Architect for
the parties agree that either party has the right to terminate the Services in accordance with the Agreement. Expenses directly
Agreement. related to these Services, including reproduction, travel, long
distance telephone bill, express mail, special deliveries and
5.8 Site Visit. All conclusions, opinions and subcontractor expenses shall include a ten percent (10%) markup
recommendations relating to site issues will be based upon site on cost.
conditions at the Property as they existed at the time of Architect's
site visit,if any. Any report should not be relied upon to represent 6.3 Payments. Architect will invoice Client monthly in
accordance with the terms and conditions of the Proposal, and
l
amendment(s) for Services and reimbursables. Client agrees to ARTICLE 8: RELATIONSHIP OF PARTIES
promptly pay Architect the full amount of each such invoice upon
receipt. In no event shall Architect's failure to bill monthly 8.1 Independent Contractor. It is understood that the
constitute default under the terms and conditions of this relationship of Architect to Client shall be that of an independent
Agreement. contractor. Neither Architect nor employees of Architect shall be
deemed to be employees of Client.
6.4 Right to Stop Performance. If Client does not pay any
amount due to Architect within thirty (30) days after the invoice ARTICLE 9: LIMITATIONS OF LIABILITY
date, Architect may, upon three (3) additional days verbal or
written notice to Client, stop performance of the Services until 9.1 Limitation of Liability. TO THE FULLEST EXTENT
payment of the amount owed has been received. PERMITTED BY LAW, THE TOTAL LIABILITY OF
ARCHITECT, ITS EMPLOYEES, OFFICERS,
6.5 Interest. Payments due and unpaid to Architect under SUBCONSULTANTS AND SUBCONTRACTORS, TO CLIENT
the Agreement shall bear interest at the rate of twelve percent OR ANY PARTY CLAIMING BY, THROUGH OR UNDER
(12%)per annum,or lesser if required by law,calculated from the CLIENT,FOR ANY AND ALL INJURIES, CLAIMS, LOSSES,
date of the invoice, if the payment is not made within thirty(30) EXPENSES, OR DAMAGES WHATSOEVER FROM ANY
days of the date of the invoice. CAUSE OR CAUSES, INCLUDING, BUT NOT LIMITED TO,
STRICT LIABILITY,BREACH OF CONTRACT, BREACH OF
6.6 Attorney's Fees. In the event Architect's invoices for WARRANTY, NEGLIGENCE, OR ERRORS OR OMISSIONS
Services are given to any attorney for collection, or if suit is SHALL NOT EXCEED THE ARCHITECT'S TOTAL FEE.
brought for collection, or if they are collected through probate, NOTWITHSTANDING ANY OTHER PROVISION OF THE
bankruptcy, or other judicial proceeding, then Client shall pay AGREEMENT,NEITHER PARTY SHALL BE LIABLE TO THE
Architect all cost of collection, including the maximum attorney's OTHER FOR ANY PUNITIVE, SPECIAL, INCIDENTAL, OR
fees allowed by law and court costs, in addition to other amounts CONSEQUENTIAL DAMAGES INCURRED DUE TO THE
due. FAULT OF THE OTHER PARTY, REGARDLESS OF THE
NATURE OF THIS FAULT OR WHETHER IT WAS
ARTICLE 7: TERMINATION OF SERVICES COMMITTED BY THE CLIENT OR BY ARCHITECT, THEIR
EMPLOYEES, AGENTS, SUBCONSULTANTS, OR
7.1 Termination. This Agreement may be terminated,either SUBCONTRACTORS. CONSEQUENTIAL DAMAGES
by Client or by Architect, without cause, at any time prior to INCLUDE,BUT ARE NOT LIMITED TO,LOSS OF USE AND
completion of Architect's services, upon seven (7) days written LOSS OF PROFIT.
notice to the other at the address of record. Upon receipt of written
notice from Client to discontinue work, the Architect shall 9.2 No Certification. Architect shall not be required to sign
discontinue work under this Agreement. Such termination shall any documents,no matter by whom requested,that would result in
release Architect from any further obligation to provide Services to Architect having to certify, guarantee,or warrant the existence of
Client on this Agreement, but all obligations of Client shall conditions whose existence Architect cannot ascertain. The Client
continue. In the event Client terminates the Agreement based on also agrees not to make resolution of any dispute with Architect or
Client's reasonable opinion the Architect has failed or refused to payments of any amount due to Architect in any way contingent
prosecute the work efficiently, promptly or with diligence, the upon Architect's signing any such certification.
Architect shall have at least ten (10) days, from the receipt of
written notification by Client, to cure such failure to perform in 9.3 Asbestos or Hazardous Materials. It is acknowledged
accordance with the terms of this Agreement or Proposal(s). by both parties that Architect's scope of services does not include
any services related to asbestos or hazardous or toxic materials. In
Client waives any and all claims it has against Architect arising out the event Architect or any other party encounters asbestos or
of termination of this Agreement by Architect. Client waives any hazardous or toxic materials at the Property, or should it become
and all claims,causes of action,or damages that it has or may have known in any way that such materials may be present at the
against Architect for failure to perform further services under this Property or any adjacent areas that may affect the performance of
or any other Agreement with Client. Architect's Services, Architect may, at its option and without
liability for consequential or other damages, suspend performance
7.2 Compensation in Event of Termination. Upon of Services on the Project until the Client retains appropriate
termination by either Client or Architect,Client shall pay Architect specialist consultant(s) or contractor(s) to identify, abate, and/or
with respect to all contracted Services rendered and expenses remove the asbestos or hazardous or toxic materials and warrant
incurred before termination an amount fixed by applying the that the Property is in full compliance with applicable laws and
Architect's standard hourly rates, in force at the time of regulations.
termination, to all Services performed to date, in addition to
termination settlement costs the Architect reasonably incurs 9.4 Delays. Architect is not responsible for delays caused by
relating to commitments which had become firm before the factors beyond Architect's reasonable control, including but not
termination. limited to delays because of strikes, lockouts,work slowdowns or
stoppages, accidents, acts of God, failure of any governmental or
other regulatory authority to act in a timely mariner, failure of the drafting party shall not be employed in the interpretation of the
Client to furnish timely information or approve or disapprove of Agreement or any amendments or exhibits.
Architect's Services or work product promptly,or delays canted by
faulty performance by the Client or by contractors of any level. 10.7 Successor and Assiens: No Third Part Beneficiaries.
When such delays beyond Architect's reasonable control occur,the Client, for himself and partners, if any, and Architect, for itself,
Client agrees Architect is not responsible for damages, nor shall each binds himself or itself and its successors, executors,
Architect be deemed to be in default of this Agreement. In the administrators and assigns to the other party to this Agreement and
event such delay exceeds ninety (90) days, Architect shall be to partners, successors, executors, administrators and assigns of
entitled to an extension of time equal to the delay and an equitable such other party in respect to all covenants of this Agreement.
adjustment in compensation. In the event Architect is delayed by Neither Client nor Architect shall assign, sublet, or transfer his
the Client and_such delay exceeds thirty (30)days,Architect shall interest in this Agreement without the written consent of the other.
be entitled to an extension of time equal to the delay and an Nothing herein shall be construed as giving any rights or benefits
equitable adjustment in compensation. hereunder to anyone other than Client and Architect. Client and
Architect agree that there are no third party beneficiaries to this
9.5 Project Enhancement. If, due to Architect's error or Agreement. Client's representative signing below warrants that he
omission,any required item or component of the Project is omitted or she has full authority to bind Client to this Agreement and
from Architect's documents,Architect shall not be responsible for further warrants that Client has an ownership interest in the real
paying the cost to add such item or component to the extent that property that is part of the Project. Client's representative signing
such item or component would have been otherwise necessary to below agrees to indemnify, save, and hold Architect harmless for
the Project or otherwise adds value or betterment to the Project. In any and all claims, causes of action, and damages that may arise
no event will Architect be responsible for any cost or expense that against Architect if the representations contained in this Paragraph
provides betterment,upgrade,or enhancement of the Project. are not correct.
ARTICLE 10: MISCELLANEOUS Nothing in the Agreement restricts Architect's ability to hire
subconsultants or others in connection with the Services.
10.1 Entire Aereement. The Agreement contains the entire Notwithstanding anything to the contrary in this Agreement,
agreement between Architect and Client,and no oral statements or Architect shall have no obligation to hire any subconsultants unless
prior written matter shall be of any force or effect. The Agreement the services of subconsultants are specifically included in the
may be modified only by written document executed by both Proposal. The Services and any reports or other documents
parties. prepared under this Agreement are for the sole benefit and sole use
of Client and are not for the use of any other person. Only Client
10.2 Modifications. No one has authority to make variations may rely upon the Agreement and the Services,unless the Architect
in, or additions to, the terms of this Agreement on behalf of gives Client prior and specific written approval.
Architect other than one of its officers, and then only in writing
signed by him. 10.8 Not Used
10.3 Governine Law. The Agreement shalt be governed by 10.9 Mediation. Any claim, dispute or other matter in
and construed in accordance with the laws of the State of Texas. question arising out of or related to this Agreement shall be subject
to non-binding mediation as a condition precedent to the institution
10.4 Venue. Architect and Client agree that the services will of legal proceedings by either party. If such matter relates to or is
be performed or partially performed in Jefferson County, Texas, the subject of a lien arising out of the Architect's services, the
and the venue of any action under the Agreement shall be Architect may proceed in accordance with applicable law to
exclusively in Jefferson County,Texas. comply with the lien notice or filing deadlines prior to resolution of
the matter by mediation or other legal proceedings.
10.5 Severabilit.. If any provision of the Agreement is held
to be illegal,invalid or unenforceable under present or future laws, Each party agrees to include a similar mediation provision in all
such provision shall be fully severable and the Agreement shall be agreements with independent contractors and consultants retained
construed and enforced as if such illegal, invalid or unenforceable for the Project and to require all independent contractors and
provision is not a party hereof, and the remaining provisions shall consultants also to include similar mediation provisions in all
remain in full force and effect. In lieu of any illegal, invalid or agreements with their respective subcontractors, suppliers, and
unenforceable provision, there shall be added automatically as a Subconsultants, thereby providing for mediation as the initial
part of the Agreement, a provision as similar in terms to such method for dispute resolution between the parties to all those
illegal, invalid or unenforceable provision as may be possible and agreements.
be legal,valid and enforceable.
The parties shall share the mediator's fee and any filing fees
10.6 Construction of Agreements. The parties acknowledge equally. The mediation shall be held in the county where the
that each party and, if it so chooses, its counsel have reviewed and Project is located,unless another location is mutually agreed upon.
revised the Agreement and that the normal rule of construction to Agreements reached in mediation shall be enforceable as settlement
the effect that any ambiguities are to be resolved against the agreements in any court having jurisdiction thereof.
•
any provision of the Agreement relating to any such right or
10.10 No Warrant. Architect makes no warranty, either obligation shall be deemed to survive the termination of the
expressed or implied,as to Architect's findings, recommendations, Services or(b)any continuing obligation,liability or responsibility
Documents, or professional advice. Any warranties or guarantees of Architect and of Client which would otherwise survive
contained in any purchase orders, contracts, certifications, termination of the Services.
requisitions, or notices to proceed issued by the Client are
specifically objected to and excluded. Client recognizes that 10.13 Texas Board of Architectural Examiners. The Texas
neither Architect nor any of Architect's Subconsultants or Board of Architectural Examiners has jurisdiction over complaints
subcontractors owes any fiduciary responsibility or duty to Client. regarding the professional practices of persons registered as
Architects in Texas.
10.11 Corporate Liability. Client understands and agrees that
Architect is a business entity that has contracted to perform Texas Board of Architectural Examiners
services, and any services provided by Architect's employees, Hobby Building
agents or officers are not provided in their individual capacity. 333 Guadalupe Street,Suite 2-350
Client will not make any claim or demand against any of Austin,Texas 78711
Architect's employees, agents or offices in their individual Ph#512-305-9000
capacity.
10.12 Survival of Provisions. Termination of the Services for
any reason whatsoever shall not affect(a)any right or obligation of
any party that is accrued or vested prior to such termination, and
Architect Client:
itik\r .11\)
Haddon+Cowan Architects Port Arthur Economic Development Corporation
Name: Mr.Floyd Batiste
Name: Mike Haddon,AIA Title:Chief Executive Officer
"Iitle: Principal Date:
Date: 30 August 2017 w — —
Address: 4173 39 Street
Prot Arthur,Texas 77642