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2002-08-21-Minutes 795 MINUTES OF THE PARIS ECONOMIC DEVELOPMENT CORPORATION REGULAR MEETING AUGUST 21, 2002 The Paris Economic Development Corporation met in a regular session on Wednesday, August 21, 2002, 4:00 P. M. at Paris Junior College, Applied Technology Building, Room 1016, 2400 Clarksville Street. President Jay Guest called the meeting to order with the following Directors present: Curtis Fendley, Richard L. Severson, Don Wall and Mike Dunn. Also present were ex-officio Board Members BObby Walters, Executive Director Gary Vest, City Manager Michael E. Malone, City Attorney Larry W. Schenk, Mayor Michael J. Pfiester, and City Clerk Mattie Cunningham. President Guest called for the approval of the minutes from the July 31, 2002, meeting. A motion was made by Director Fendley, seconded by Director Wall, for approval of the minutes as presented. The motion carried unanimously. President Guest advised the Directors that Mr. Anderson was not able to attend the meeting, and the financial report for July had been furnished. He asked if there were any additions or corrections to be made to the financial report, and there were none. .,A motion was made by Director Severson, seconded by Director Dunn, for approval of the financial report. The motion carried unanimously. Director Guest called for the Executive Director's report. Gary Vest, Executive Director, reported that since the last meeting they have had eleven inquiries from the PEDC ad campaign. He advised that the summer months are normally slow and that response rate is not uncommon. Mr. Vest said there were three referrals from the Texas Department of Economic Development and one of those is called "Project Wayne", and oddly enough, they need an airport. We are submitting some information to TDED, and this is not a large project. He stated that two other referrals were "Project Star Bright" and "Project Amphibious", and TDED would not accept the PEDC's 796 proposal on either one of those because we did not meet the criteria that the prospect identified. Mr. Vest presented a copy of a full color tri-fold brochure that he has been working on regarding the airport. He said it should be finished in a few weeks. Mr. Vest advised that he, Curtis Fendley, and Dick Amis had a meeting in Dallas with Eldon Fulgham and Dave Hickerson with Paris Packaging. He said the reason for the meeting was to talk about refinancing the four million dollar bond issue that PEDC has with Paris Packaging. Gene Anderson also met with them regarding the bonds. Mr. Vest advised that they cannot do anything on the bonds until the year 2008. At that point in time, the bonds could be paid off. The bonds cannot be paid off early. They are looking at possibly expanding Paris Packaging by adding equipment. Mr. Vest advised that they may need the PEDC's help with some financing if they get some new accounts. They have two possible accounts that they are getting at this time. If they get one, they are going to need about $700,000.00. Mr. Vest proposed to Paris Packaging that the PEDC do a bank guaranty and use a local bank. Mr. Vest said that if they get the other account, it is going to be about two million. Mr. Vest told them if they got into that situation to bring him a proposal telling him what they wanted and what the job impact will be. Mr. Vest advised the Board that he talked with Dwayne Burch at Silgan and they have added more equipment and with the new equipment being added they are having to get a new air permit from TNRCC, so we may need to help them out. Mr. Vest volunteered Mayor Pfiester and himself to go with the Silgan people to Austin to meet with TNRCC. Mr. Vest reported that they had a new ad in Outlook Magazine and passed it around so the Board could see it. President Guest said the PEDC might have missed a good opportunity to hop on Dell's coattails on their big campaign where they are giving away $50,000.00 a day or you can either go to Paris, France, or Paris, Texas. It is not over yet, so he encouraged Mr. Vest to make a phone call to their advertising department. Mr. Vest gave the Board a supplement of an ad that they did in a special section in a Trade Commerce Magazine. Mr. Vest told the Board that next Tuesday, Max Sandlin will be at the Love Civic Center at 11:00. He will be discussing economic development issues. Mr. Vest would appreciate it if the PEDC directors could attend. Mr. Vest said that next Tuesday, AugUst 27, 2002, they are going to be working with Oncor on a display with the Commercial Realtors®. in Dallas, which is a mini trade show for all the Commercial Realtors. They will be touting the Oliver Rubber and K-Mart Buildings and talking about Paris as a location for new business. Commercial real estate persons have the opportunity to bring business and industry to Paris. Director Dunn asked about the K-Mart Building. Mr. Vest advised that there was a group of investors that were going to purchase the building, but they backed out. He advised that they were out of Dallas and they kept saying that they did not have a user, but he thought they had some users in mind, and they were never able to sell it. He advised that they were going to do more direct mail on the building by sending letters to light manufacturing people. They are also sending it to Commercial Realtors®. Mr. Vest said he was asked to come down and testify before the Economic Development Committee by Representative Jim Solis, but he is unable to go, because they are looking at the retail issue. Mark Homer is going to introduce legislation to take retail completely out in order to clear that language up. Mr. Vest explained that the legislators were criticizing the economic development corporations for doing retail, but the other thing that they are fighting about is this pirating, moving a company from Plano to Frisco and that type of thing. Plano, Richardson, and Addison are the ones that have been raising cane and they have been putting pressure on the legislators about this matter. He said it was really funny that Plano had a big announcement and they lured a company out of Dallas. They gave them all kinds of tax abatements and went into Chapter 380, giving them tax refunds. This is another thing that Solis wants to talk about as the legislature is considering it. Mr. Walters advised that it would be a good idea to provide the information needed to the new members of the legislature, as well as those on the committee and that it is important to sell the program on its positive merits. Director Wall reported that he and Mr. Vest attended the annual meeting of the East Texas Gulf Highway Association in Pittsburg last Monday. There were six people from Paris and a total of 33 present. He said that TxDOT has a tremendous shortfall and the group was informed that TxDOT has funding for only 33 to 35% of the projects. Director Wall said Highway 271 was the major topic of this group and the report from the local Paris District Engineer said that the bridges are federally funded and they are still going to stay in and Hwy. 271 bridges are going to be let in the year 2004. Director Wall is hopeful that they will still get funding to start the four lane highway from Paris to Pattonville. The Atlanta District advised them that their bridges, White Oak Creek and the three bridges that will be in Titus County on 271, are moved back to letting in 2009. The Atlanta District is going before the Texas Highway Commission in Austin in February and they have committed to being there to support Mt. Pleasant in that. They are going down for highway funding to fund their S. W. Loop, which is a four-lane bypass around Mt. Pleasant on 271. They want to work that direction coming back this way, but the bridges will be a holdup until 2009. He remarked that this project is going to take several years before it is completed. Director Wall said they were going before the Commission in Tyler January 3, 2003, and they are not going as a delegation, to give a presentation this year, but as a part of the Atlanta District with District Engineer Mary Owens. We will still support the three projects on Hwy. 271, but they are going to lead in her support of getting a four-lane, divided highway section on Hwy. 135 from Calgary and Gladewater, which has been their third priority up until now. Mr. Wall said the reason it is being done in Ms. Owens District she wants the support because this project is so critical right now to them. She has offered all of her money for about three and one-half years of eight million dollars of her discretionary funds toward that project if the Commission will Come up with the other thirteen million. Mr. Wall said they do have a new category and they have a Commission meeting internally with TxDot. The emphasis of the Commission now is corridor closings and corridor completions, not new projects. The Commission has said that 271 and 19/24 fit in those categories perfectly. Mr. Wall said the two men in the Tyler District are on that committee and they are using those two projects in every one of their committee meetings because they are perfect projects for the direction the Commission wants to go. Mr. Wall said they have a Commissioner, Rick Williams, that got on the Commission last fall and he said that with the Governor's new plan of Tran-Texas Corridors may follow where we want to go, and we have one running across north Texas, south of Paris, then we may not need to fund 271. He said they were hitting that with everything they can because he is talking about something that will be built 40 years from now, and 271 still needs to be completed now. The Highway Department does not think that the funding for 271 will go at this time. Mr. Vest passed out a professional proposal to do the design work on the Industrial Park from Grabber, Simmons & Cowan from Austin. Their proposal is in five sections. The first is the overall master plan at a cost of $8,000. The second section would be the development of the standards, writing the greenbelt ordinance and developing standards for all buildings and structures in the park, at a cost of $5,000. The third section would be for phasing the plans and getting them implemented for $3,500. The fourth would be for obtaining permits at a cost of $2,500. And the final is for the design of the entryway, including the design of a logo, at a cost of $16,800. The total contract is $35,800.00. Mr. Vest stated that he would like to work with this firm. He has seen several parks that this finn has done as well as the assistance that they give the economic- development corporation in marketing. They do a first class job. 800 Mr. Vest advised that the Industrial Foundation has set aside $60,000.00 for this project. Most of that will go toward dozer work, clearing the land and things of that nature. Mr. Vest advised that there will be a contract with a tree contractor who does it for firewood and he is going to pay the PEDC so much a cord, and hopefully the PEDC will get back some money that can be put back into this project. Mr. Vest stated that one of the things that the PIF wanted was to get this site secured by a fence, once the boundaries are cleared and identified, so we will not have any more squatters. He said there may be an opportunity to expand the park back toward Campbell Street though the City's Code Enforcement. Mr. Vest discussed the companies that want to locate in the Industrial Park. When there is not a construction project going on, then that is when the PEDC needs to start the spec building, so that there will always be something going on in the park. If people see construction and progress it will help build a positive attitude in our community. People are going to say that Paris is growing. Mr. Vest said the 143 acre site for the Industrial Park has almost ten thousand trees. Under the city ordinance protected trees have a diameter of 60" or greater at 4.5 feet above the ground. There are 78 protected trees on this site. He said the bulk of the trees are mature trees, which are ten inches to sixty inches. Mayor Pfiester advised that this does not mean you cannot remove the trees, but you would have to replace them. Mr. Vest advised that they would not have to replace them all, in fact, you do not have to have a permit unless you take 75% of the trees out, but the problem is, 75% of the trees will probably be removed. Mr. Vest said that part of the things he wanted the Board to consider as they proceed with this contract with Graeber, Simmons & Cowan, is the fact he has contacted Jackie Chennault who is a certified arborist, as the city ordinance refers to the use of a certified arborist. Mr. Chennault has been out to the site and looked at the project. He works for a company called Trees Systems and they will identify all of the protected trees, stake all of the protected trees where the drip line is, because if you get into the drip line of a tree with construction, you 801 will kill it. Mr. Chennault is proposing a contract to do all of the trees on the site at $75.00 per hour and when he uses an assistant, it will cost $35.00 an hour for the assistant. Mr. Vest estimated the cost would probably be approximately $6,000.00 to $8,000.00 for tree services. Resolution No. 2002-005, accepting the proposal of Grabber, Simmons & Conan, Professional Architects, to provide master planning services for a business park in the City of Paris, was presented. Mr. Vest advised that there is a problem with part of this contract that City Attorney Schenk pointed out to him. Mr. Vest said the problem is Item No. 7(b), which provides for non-binding arbitration with the architect. Mr. Vest explained that the City Attorney said that they would not go non-binding arbitration with anyone except the architect, and if they go to arbitration, it will be Paris, Texas, and not in Austin, Texas, as it was specified in the original agreement. The City Attorney also specified that the PEDC would not go to non-binding arbitration with contractors or subcontractors. Mr. Vest advised that Jim Shackelford has responded to these items and he has submitted the changes to him. Mr. Vest said Mr. Shackelford did not have a problem with changing the point of mitigation to Paris, Texas, but he did leave the contractor and subcontractors in the contract. Mr. Vest stated that the City Attorney wanted:that removed. Another item that the City Attorney had a problem with is in Item No. 7 concerning the limits of liability of the architect, which is really for his protection. Since there areno structures under his plan, this is really not a big issue. Mr. Vest said that he and the City Attorney need to work this out with Mr. Shackelford. The final problem was Item No. 7(g). The original contract states that all plans and specifications would belong to the architectural firm. Mr. Vest advised that after discussing this with Mr. Shackelford, he is willing to amend the contract to give all rights to the plans and documents to the PEDC, except some things that they have the copyrights to and those stay with the firm. Mr. Vest said that the City Attorney has asked that if the Board approves this contract, that they approve the contract subject to City Attorney Schenk and Mr. Shackelford getting together and working these items out. After discussion, a motion was made by Director Fendley for approval of the resolution subject to the approval of the City Attorney's recommendations. The motion was seconded by Director Wall, and carried unanimously. 803 PARIS ECONOMIC DEVELOPMENT CORPORATION RESOLUTION NO. 2002-005 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE PARIS ECONOMIC DEVELOPMENT CORPORATION ACCEPTING THE PROPOSAL OF GRAEBER; SIMMONS & COWAN FOR MASTER PLANNING RELATED TO A BUSINESS PARK IN PARIS AND AUTHORIZING A PROFESSIONAL SERVICES CONTRACT; MAKING OTHER FINDINGS AND PROVISIONS RELATED TO THE SUBJECT; AND DECLARING AN EFFECTIVE DATE. WHEREAS, the Paris Economic Development Corporation is in need of master planning services related to a business park in Paris; and, WHEREAS, Graeber, Simmons & Cowan has made a proposal to perform such services, and' the Board of Directors finds and determines that said proposal is acceptable and Graeber, Simmons & Cowan should be awarded a professional services contract for the same; NOW, THEREFORE, BE IT RESOLVED BY THE PARIS ECONOMIC DEVELOPMENT CORPORATION: Section 1. That the findings set out in the.preamble to this resolution are hereby in all things approved. Section 2. That the proposal of Graeber, Simmons & Cowan, attached hereto as Exhibit A, be, and the same is hereby, accepted. Section 3. That the President of the Board be, and he is hereby, authorized and directed to execute, on behalf of the Paris Economic Development Corporation, a professional services contract with Graeber, Simmons & Cowan, under the terms and conditions and in a form approved by the City Attorney, for master planning related to a business park in Paris. Section 4. That this resolution shall be effective from and after its date of passage. PASSED AND APPROVED this 21st day August, 2002. Jay Guest, President ATTEST: Curtis Fendley, Secretary-Treasurer APPROVED AS TO FORM: Larry W. Schenk, City Attorney 804 Jim Shackelford, AIA Vice President Advanced Technology Group Graeber August 9, 2002 Simmons & Cowall Mr. Gary Vest, Director Paris Economic Development Corporation 1651 Clarksville Street Paris, Texas 75460 Re: Paris Business Park Paris, Texas SUBJECT: Professional Services Proposal for Master Planning Dear Gary: Pursuant to our discussions and your request, this letter and its attachment represent our proposal to provide professional services to the Paris Economic Development Corporation for master planning a business park in Paris. As we discussed, this proposal is a menu of services that our team can provide to your group to supplement your economic development activities. We have included all of the services you requested in our earlier conversation, and have indicated the associated fees with each service. You may choose the services you deem most appropriate to complement your efforts. We are pleased to submit our planning services proposal, which is organized in the following manner: I. PROJECT SCOPE II. PROJECT TEAM III. OWNER'S RESPONSIBILITIES IV. MENU OF BASIC SERVICES V. ADDITIONAL SERVICES Vl. COMPENSATION VII. TERMS AND CONDITIONS This proposal includes specific criteria discussed in previous conVersations, as well as typical master planning services encountered in this type of project. The Menu of Basic Services provides a description of the services, deliverables, time required, and associated fees for each. of the activities we believe to be appropriate for your project. EXHIBIT A 805 We are most enthusiastic about working with you and the City of Paris. This is reflected in our fee structures and reinforced by our commitment to support your recruiting efforts. Please review the enclosed proposal at your convenience and, if you haVe any comments or questions, please contact me. With Warmest Regards, Jim Shackelford, AIA Attachment cc: A.M. Simmons Jim Shackelford Brian Ott, TBG Kelly Halls Donald Redmon 806 Mr. Gary Vest Proposal for Master Planning Services Paris Business Park August 9, 2002 PAGE 1 I. PROJECT SCOPE This planning services proposal has been prepared for Paris Economic Development Corporation (PEDC) for the 145 acre business park site located in Paris, Texas. It is our understanding that the project consists of providing planning services as outlined below for the business park. This proposal is based on the following assumptions, which are based on earlier discussions with PEDC: · The project consists of the master planning of a 145 acre site in Paris, Texas for the purposes of establishing a business park for industry. · Graeber, Simmons & Cowan will not be responsible for securing or providing payment for any required permits. Graeber, Simmons & Cowan will be responsible for assisting PEDC in responding to building official's comments related directly to the design and construction of the new amenities. · PEDC will contract with a local contractor for the construction of the project. · Preparation of record documents at the completion of the project will be addressed in a separate proposal as an additional service. I h PROJECT TEAM Graeber, Simmons & Cowan is organized to integrate the combined skills of its staff into a responsible and dedicated problem-solving group, supported by the remaining professional staff. The project must be well organized so that costs are controlled and deadlines are met; therefore, listed below are the individuals to be involved with the project and their responsibilities. Gary Vest - Authorized Client Representative Serves as a decision maker for the approval of design presentation. Gary's input is crucial for coordination and continuity, and for this reason, it is critical that he be present at all meetings. All information from PEDC should flow through Gary, who is the only person authorized to approve additional expenses. A.M. Simmons - Principal-In-Charge, Graeber, Simmons & Cowan Attends internal project review meetings and participates in the conceptual design and planning stages of the project. Also available as required throughout all phases of the project. Jim Shackelford - Project Manager, Graeber, Simmons & Cowan Provides direction and coordination for all consultants and team members. Manages team members for schedule, budget and design issues. Attends all meetings and serves as liaison with PEDC. 807 Mr. Gary Vest Proposal for Master Planning Services Paris Business Park August 9, 2002 PAGE 2 L III. OWNER'S RESPONSIBILITIES A. PEDC will provide full information regarding requirements of the project, including PEDC's design objectives, constraints and criteria, and project scope requirements. B. PEDC will designate a representative authorized to act in the Owner's behalf with respect to the project. The representative shall be responsible for all Owner-provided information, data and decisions, including examination of the GS&C Team's work product submitted, and render decisions pertaining thereto promptly to avoid unreasonable delays. C. PEDC will provide record documents of existing conditions at the proposed site, including a certified property survey indicating the property boundaries, topography, trees, rights-of-way, streets and roadways adjacent to the site, easements, encroachments, deed restrictions, zoning, and utility plans of all utilities located on or adjacent to the proposed site, including location, size and depth above or below grade. The Owner-provided information shall also include locations, dimensions and complete data pertaining to existing buildings or parts thereof, foundations, pipelines, driveways, sidewalks, and other improvements. PEDC will provide copies of all environmental surveys and assessments that have been performed related to the site. D. PEDC shall furnish other services, information, surveys and reports as may be considered within the standards of the industry, if required in order for the project to be accomplished. Such information and services, and approvals and decisions, shall be rendered as expeditiously as possible for the orderly progress of the project. IV. MENU OF BASIC SERVICES - Following is an outline of specific proposed master planning services, time required, deliverables and associated fees. A. BUSINESS PARK MASTER PLAN 1. Consult with PEDC to determine the goals, objectives, and requirements of the project and projected budgets. 2. Review existing land development ordinances, deed restrictions and other restrictions or limitations to development and, in general, become familiar with the pertinent development regulations. 3. Review the requirements for elements such as existing and proposed future roadways, planned subdivision lots and utility infrastructure, both existing and future. We anticipate that consultation and review for items 1 and 2 above will consist of one two-hour meeting with Paris Economic Development Corporation. .4. Determine the feasibility of achieving PEDC's requirements by examining drawings and specifications of existing conditions or conducting site visits of the proposed site. 5. Prepare, for approval by PEDC, plans, sketches and other documentation as may be deemed necessary to indicate the proposed land uses, lot sizes and locations, and roadway and utility locations. The proposed plan will be reviewed with PEDC during one two-hour meeting to finalize all plans. 808 Mr. Gary Vest Proposal for Master Planning Services Paris Business Park August 9, 2002 PAGE 3 6. This activity will be completed within thirty days of receiving Notice to Proceed and all record documents from Paris Economic Development Corporation. 7. The fee for this activity is: Graeber, Simmons & Cowan: $8,000 B. BUSINESS PARK DEVELOPMENT STANDARDS 1. Consult with PEDC to determine the desired business types to be recruited to the new park. 2. Based on the stated goals, objectives, requirements and desired business types to be recruited, review and select appropriate limitations and standards for building and site design for future developments to be located within the park. Typical elements such as floor: area ration (FAR), building heights and setbacks, exterior material selections, parking and loading requirements, storage yard screening, landscaping, and signage will be included in the development standards. The standards will complement the proposed zoning for the property. Included in this activity is the development of by-laws and covenants for the establishment of a property owners' association to govern the maintenance and perpetual preservation of the common areas of the park. It is anticipated that consultation and review for items 1 and 2 will consist of one two-hour meeting with Paris Economic Development Corporation. 3. Prepare, for approval by PEDC, a written outline of standards to be enforced and imposed on all future development in the park. 4. This activity will be completed within forty-five days of receiving Notice to Proceed from PEDC. .5. The fee for this activity is: Graeber, Simmons & Cowan: $5,000 C. BUSINESS PARK ENTRANCE IMAGE/SITE IDENTIFICATION DESIGN With the approval of the Business Park Master Plan, the new park entrance image/site identification design can be completed. This activity includes the following operations: 1. Prepare studies to establish the design concept of the site identification, indicating the size, location, types and quality of materials. It is anticipated that the entry plan will include landscaping, lighting and irrigation systems. 2. Prepare, for approval by PEDC, plans, sketches and other documentation as may be deemed necessary to indicate the proposed site identification elements. The proposed design will be reviewed with PEDC during one two-hour meeting to finalize all plans. 3. Complete, based on approval from PEDC, construction documents including plans and specifications for the construction of the approved park entrance and site identification elements. 809 Mr. Gary Vest Proposal for Master Planning Services Paris Business Park August 9, 2002 PAGE 4 4. Provide a color rendering of the park entrance for use by PEDC in future recruitment activities. 5. This activity will be completed within forty-five days of receiving Notice to Proceed from PEDC. 6. The fee for this activity is: Graeber, Simmons & Cowan: $ 9,000 Landscape Architect: $ 6,000 Color Rendering: $ 1,800 Total for Entrance Design: $16,800 D. PHASING PLANS Approval of the Business Park Master Plan will permit PEDC to consider phasing the installation of infrastructure improvements and development of individual lots within the park. If desired, assistance can be provided for determining optimum phasing of the development of the park. This activity includes the following operations: 1. Prepare, for approval by PEDC, drawings to indicate the number and location of two or more phases of improvements to be installed or constructed at the project. 2. This activity will be completed within fourteen days of completion of the Master Plan and authorization to proceed from PEDC. 3. The fee for this activity is: Graeber, Simmons & Cowan: $3,500 E. PERMITS Following completion of the construction documents for the park entrance image/site identification, Graeber, Simmons & Cowan will assist PEDC with the Owner's responsibility for filing documents required for the approval of governmental authorities having jurisdiction over the project. This activity includes the following: 1. Provide copies of construction documents and submit such documents to the authorities having jurisdiction for permitting. 2. Respond to inquiries from authorities having jurisdiction as necessary to obtain required permits. 3. Graeber, Simmons & Cowan will not be responsible for providing payment for any required permits. PEDC will provide payment for all necessary permits, and all fees associated with permits, including plan review and plan filing fees. 4. This activity will be completed as expeditiously as possible upon authorization to proceed from PEDC. Given the uncertain time required to obtain the necessary permits, it is not possible to assign a fixed timeframe to this activity. 5. The fee for this activity is: Graeber, Simmons & Cowan: $2,500 810 Mr. Gary Vest Proposal for Master Planning Services Paris Business Park August 9, 2002 PAGE 5 V. ADDITIONAL SERVICES Unless otherwise noted in this proposal, services described in this section are not included in basic planning services and will be billed on an hourly basis to PEDC. Optional Additional Services should first be approved by PEDC. If Contingent Additional Services are required because of circumstances beyond Graeber, Simmons & Cowan's control, Graeber, Simmons & Cowan will notify PEDC prior to commencing such Services. If PEDC deems that such services described as Contingent Additional Services are not required, PEDC will provide prompt written notice to Graeber, Simmons & Cowan and thereby release Graeber, Simmons & Cowan from any obligation to provide those services. A. CONTINGENT ADDITIONAL SERVICES 1. Providing services to verify the accuracy of drawings or other information furnished by PEDC. 2. Making revisions in drawings, schedules, specifications, or other documents based on programming or design changes when such revisions are inconsistent with written approval or instructions previously given, or are required because of revisions in codes, laws, or regulations subsequent to the preparation of such documents, or required as a result of PEDC's failure to render decisions in a timely manner. 3. Preparing drawings, specifications, and other documentation and supporting data, evaluate the contractor's proposals, and provide other services in connection with change orders and construction change directives. 4. Providing services related to evaluating substitutions proposed by the contractor and to revising drawings, specifications, and other documentation resulting therefrom. 5. Preparing documents for alternate, separat.e-or sequential bids and providing out-of-sequence services requested by PEDC. 6. Providing consultation concerning replacement of work damaged by fire or other causes during construction, and providing services required in connection with the replacement of such work. B. OPTIONAL ADDITIONAL SERVICES 1. Providing financial feasibility or other special studies. 2. Providing planning surveys, evaluations or comparative studies of prospective sites or buildings. 3. Providing services involving travel for the purpose of evaluating systems or materials proposed for the project. 4. Coordinating construction performed by separate contractors or by PEDC's own - forces, and coordinating services required in connection with construction performed and equipment supplied by PEDC. Mr. Gary Vest Proposal for Master Planning Services Paris Business Park August 9, 2002 PAGE 6 5. Preparing reproducible record drawings showing significant changes made during the performance of the work based on marked-up prints, drawings, and other data furnished by the construction contractor. 6. Providing consultant services or special design services other than those listed in earlier sections of the proposal for basic design services. 7. Providing services for post-occupancy evaluation, maintenance programs, or warranty review. 8. Providing 3-D computer models, perspectives, renderings, mock-ups, models and videos. 9. Providing detailed estimates of construction costs. 10. Providing any other services not included in earlier sections of this proposal Or not' customarily furnished in accordance with generally accepted architectural practice. VI. COMPENSATION A. The following expenses will be reimbursed to Graeber, Simmons & Cowan at cost, plus five (5) percent, excluding in-house services, which will be billed at standard rates. 1. Airfare, mileage and approved out-of-town expenses authorized by PEDC. 2. Plots, drawing reproductions, and/or photocopying services. 3. Film, developing, and design presentation materials. 4. Facsimiles and/or long-distance calls. 5. Courier, delivery, postage and express mail services. 6. Professional consultants needed to complete the project (e.g., engineers, life safety code consultant, traffic consultant, etc.). 7. Fees incurred through application for any code variances (e.g., fire, health safety). 8. Fees as required for review of construction documents by Texas Accessibility Standards. D. Charges for services are based upon the hourly rates listed below. Principal $125.00 Project Manager $105.00 Project Architect $ 95.00 Architect V $ 90.00 Architect IV $ 80.00 Architect III $ 75.00 Spec Writer $ 70.00 Architect II $ 65.00 Architect I $ 60.00 Tech $ 58.00 Clerical $ 50.00 Mr. Gary Vest Proposal for Master Planning Services Paris Business Park August 9, 2002 PAGE 7 VII. TERMS AND CONDITIONS Graeber, Simmons & Cowan will perform the services outlined in this agreement for the stated fee arrangement as an additional service, subject to the conditions of our original agreement with PEDC. A. Unless otherwise stated, Graeber, Simmons & Cowan will have access to the site for activities necessary for the performance of the services. The firm will take precautions to minimize damage that could possibly result from these activities, but has not included in the fee the cost of restoration of any resulting damage. B. Any claims or disputes made during design, construction Or post-construction between PEDC and Graeber, Simmons & Cowan will be submitted to non-binding mediation in Austin, Texas prior to the commencement of any litigation. PEDC and Graeber, Simmons & Cowan agree to include a similar mediation agreement with all contractors, sub-consultants, suppliers, and fabricators, thereby providing for mediation as the primary method for dispute resolution among all parties. C. Invoices for Graeber, Simmons & Cowan's services will be submitted, at our option, either upon completion of such services or on a monthly basis. Invoices will be payable within thirty (30) days after the invoice date. No deductions will be made without itemized exceptions presented to Graeber, Simmons & Cowan within ten (10) days of receipt of the invoice. Payment will not be delayed due to deductions, errors or insufficient detail. Invoices not paid within thirty (30) days may be subject to a monthly services charge of 1.5% (or the maximum legal rate, if less) and will allow Graeber, Simmons & Cowan, without waiving any claim or right against PEDC, and without liability whatsoever to PEDC, to terminate or withhold the performance of services. In the event any portion or all of an invoice remains Unpaid ninety (90) days after billing, PEDC will pay all costs of collection, including actual attorney fees. D. Graeber, Simmons & Cowan will not be required to execute any documents that would result in our certifying, guaranteeing or warranting the existence of conditions that Graeber, Simmons & Cowan cannot ascertain exist. E. Notwithstanding any other provision of this agreement, Graeber, Simmons & Cowan shall not be liable for incidental, indirect, special or consequential damages or for lost profits, savings or revenues of any kind, regardless of whether Graeber, Simmons & Cowan has been advised of the possibility of such damages. F. This agreement may be terminated by PEDC or by Graeber, Simmons & Cowan upon thirty (30) calendar day's written notice. All fees for services rendered, all reimbursable expenses and reimbursable termination expenses Will be paid to Graeber, Simmons & Cowan at the time of termination. G. All documents produced by Graeber, Simmons & Cowan under this agreement will remain the property of Graeber, Simmons & Cowan and may not be used by PEDC for any endeavor without the written consent of Graeber, Simmons & Cowan. H. Opinions of probable cost or evaluations by third parties will represent Graeber, Simmons & Cowan's best judgment as professionals familiar with architecture and interior design and do not imply that actual costs will not vary. I. Graeber, Simmons & Cowan reserves the right to re-negotiate this proposal if it is not accepted and activated within thirty (30) calendar days. Project completion is estimated 813 Mr. Gary Vest Proposal for Master Planning Services Paris Business Park August 9, 2002 PAGE 8 on or before December 2002. Should the scope of the project be substantially increased or decreased or the project be significantly delayed or extended, Graeber, Simmons & Cowan reserves the right to re-negotiate the fees set forth herein or invoice for services on an hourly basis as previously outlined. K. All drawings, specifications, information, reports, sources, etc. provided to Graeber, Simmons & Cowan must document the space accurately and will be furnished at your expense. Corrections to documents and/or site measurements resulting from inaccurate drawings supplied to Graeber, Simmons & Cowan will be billed as additional services. L. If for some reason your authorized, representative should change, Graeber, Simmons & Cowan will be compensated based on the hourly rates in 'Section V, Compensation to update the new representative. If this proposal is acceptable, please sign and return both copies to Graeber, Simmons & Cowan. A copy of the fully executed agreement will be sent to you. Thank you. OFFERED BY: ACCEPTED BY: GRAEBER, SIMMONS & COWAN PARIS ECONOMIC DEVELOPMENT CORP. Signature Signature Title Title Date Date The Texas Board of Architectural Examiners, 333 Guadalupe, Suite 2-350, Austin, Texas 78701-3942, telephone (512) 305-9000, has jurisdiction over individuals licensed under the Architects' and Interior Designers' Registration Law, Texas Civil Statute, Article 249A. There being no further business, the meeting was adjourned. JAY GUEST, PRESIDENT ATTEST: MATTIE CUNNINGHAM, CITY CLERK