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13 - Contract with Archer Construction for new northwest EMS StationItem No. 13 TO: Mayor & City Council FROM: John Godwin, City Manager SUBJECT: EMS STATION DATE: March 2, 2018 BACKGROUND. In October 2016 the council voted to hire Paul Denney as the architect for a new EMS station to be located on 19"' NW to serve the northwest part of the city and county (we provide EMS service county -wide). In 2017, we bid the construction proJect, but received only two bids, both ot' which were significantly over budget. We did not believe a re -bid would appreciably affect the cost, at least not enough to make the project aff'ordable. Therefore, we took a new approach by which we redesigned the project in conjunction with the architect and a certified builder (design -build). The city council approved membership several meetings ago in The Inter -local Purchasing System (TIPS), a national purchasing cooperative that pre - competitively procures purchasing contracts for its members. This operates very Much like other governmental purchasing pools, though this one also includes services, not just goods, and was originally created for school systems. TIPS is 110LIsed and managed by the Region 8 Education Service Center located in Pittsburg, Texas. It does all the legally required solicitations, including advertising. s'rATUS OF ISSUE: It was our goal to move into the facility in fall 2017, but repeated delays have Pushed Lis back by very many months. The attached contract with Archer Construction & Design, a pre -qualified TIPS bidder with whom we have been meeting weekly for months, will finally get us started, hopefully as soon as March 19, ifthe council approves the agreement. The negotiated price is approximately $479,000, almost $300,000 less than the original low bid, submitted last year by Archer. We will ask for approval of an amount not to exceed $500,000 to cover any minor change orders that might arise, so the project is not delayed still more while awaiting council agendas. In the meantime, PRMC has indicated they want us to move ftorn our long-standing quarters at the hospital by April 1, since they may have a construction project beginning there. If the hospital does not allow Lis more time, we will have to, rent a trailer for the approximately six months during which Construction occurs. BUDGET: Current funding is $300,000; an additional $200,000 will become available oil October 1. RECOMMENDATION: Award a construction contract to Archer Construction & Design in an amount not to exceed $500,000, and authorize the city manager to execute the attached agreement. PROJECT NAME: CITY OF PARIS NORTHWEST EMS STATION AS OF: BETWEEN: CITY OF PARIS, hereinafter "Owner" AND ARCHER CONSTRUCTION & DESIGN, hereinafter "Contractor" WHEREAS, the'"Fexas Education Code pen -nits regional education service centers, at the direction of the Commissioner of Education, to enter into inter -local agreements to provide cooperative purchasing services to municipalities; and WHEREAS, the City of Paris has entered into such an agreement with the Region VIII Service Center in Pittsburg, Texas; and WHEREAS, the Service Center has assurned (through The Inter -local Purchasing Systern ('TIPS), a national purchasing cooperative offering access to pre - competitively -procured purchasing contracts) responsibility for advertising RFPs and RFQs to assist its members in procuring educational and governmental goods and services, including construction; and WHEREAS, after due notice and review, TIPS has pre -qualified Archer Construction & Design to perforin construction services in Paris, Texas; NOW, THEREFORE, in consideration of the recitals set forth above and the, mutual covenants and agreements contained herein and for other good and valuable consideration, the receipt and sufficiency of which are acknowledged and confessed by each of the parties hereto, the parties hereto have agreed and, intending to be legally bound, do hereby agree as follows: Owner and the Contractor shall: ARTICLE I - THE OR 1.1 Contractor shall perform all the work required by the Contract Documents, including all design drawings and renderings, as described herein below, and consistent with approved architectural and engineering plans. 1.2 Scope of work includes all materials, labor, and equipment necessary to complete construction of the project as described and approved. CONTRACT - ARTICLE 2 - TIME OF COMMENCEMENT AND COMPLETION: 2.1 The work to be performed under this Contract shall commence as directed by owner's representative. The term of this agreement shall remain in full force and effect until all work is completed, subject to early termination as described herein below. 2.2 Subject to authorized adjustments, which must be approved in writing as required in Article 17, "Changes in the Work", Substantial Completion shall be achieved no later than . Contract duration may be extended if inclement weather exceeds the average number of such days for the time period of the contract, if requested in writing within thirty days. ARTICLE 3 - CONTRACT SUM: 3.1 Owner shall pay the Contractor in current funds for the performance of the work, subject to additions and deductions by Change Order as provided in the Contract Documents, the Contract Sum of Dollars ($ including applicable Sales or Use Taxes, if any. 3.2 The Contract Sum is determined as follows: Lump Sum 33 Workweek shall be Monday through Friday 8:00 AM to 5:00 P,M, throughout the duration of this agreement, excluding inclement weather or city holidays. Work may be conducted after 5,00 P'M and on certain otherwise restricted days at Contractors s discretion and with Owner's written permission. ARTICLE 4 - PROGRESS PAYMENTS: 4,1 Based upon Applications for Payment submitted by the Contractor and Certificates for Payment, Owner shall make progress payments on account of the Contract Sum to the Contractor as provided in the Contract Documents each month in the amount of ninety-five percent (95%) of the proportional amount of the approval. Application for Payment. Approved Application for Payment submitted by the 10"' of each month shall be paid within thirty days from the date of invoice, ARTICLE 5 - FINAL, PAYMENT: 5.1 Final Payment, constituting the entire unpaid balance of the Contract Surn, shall be paid to the Contractor when the work has been completed, the Contract is fully performed, payment of all subcontractors has been certified, any and all liens released, and a Final Application for Payment has been approved by the: owner's representative. CONTRACT - 2 ARTICLE 6 - ENUMERATION OF CONTRACT DOCUMENTS: 6. i The Contract Documents including executed bid form, which constitute the entire agreement between the owner and the Contractor, are described in Article 7 and, except for any Modifications issued after execution of this Contract, are enumerated as follows: Drawings and Specifications Addenda ARTICLE 7 - CONTRACT DOCUMENTS: TI The Contract Documents consist of this Contract and General Conditions, Supplementary and other Conditions, the Drawings, the Specifications, all Addenda issued prior to the execution of this Contract, and all Modifications issued by the owner after execution of the Contract such as Change Orders, Supplemental Instructions such as written interpretations and written orders for minor changes in the work. The intent of the Contract Documents is to include all items necessary for the proper execution and completion of the work. The Contract Documents are complementary, and what is required by one shall be as binding as if required by all. Work not covered in the Contract Documents will. not be required unless it is consistent therewith and reasonably inferable therefrom as being necessary to produce the intended results. 7.2 By executing the Contract, the Contractor represents that he has visited the site and familiarized himself with the: local conditions under which the work is to be performed, 7.3 The work comprises the completed construction required by the Contract Documents and includes all labor necessary to produce such construction, and all materials and equipment, and insurance incorporated in such construction. 7.4 This contract shall prevail in the event any contract documents conflict. ARTICLE 8 - ADMMISTRATION: 8.1 Owners' authorized representatives are: Carla Easton, City Engineer, City of Paris John Godwin, City Manager, City of Paris CONTRACT - 3 or such person(s) designated in writing by same as authorized representative(s) who will provide administration of the Contract and shall at all times have access to the work. 8.2 If the Contractor fails to correct defective work or persistently fails to carry out the work in accordance with the Contract Documents, owner by a written order may order the Contractor to stop the work, or any portion thereof, until the cause for such order has been eliminated. 8.3, Owner will be the interpreter of the requirements of the Contract Documents and have: the sole authority to rqJect work or dictate the method of correction for deficient work. ARTICLE 9 - APPROVAL: 9.1 Owner will review and approve or take appropriate action upon the Contractor's submittals such as Shop Drawings, Product Data and Samples. Owner reserves the right to reject any product solely on the basis of preference. ARTICLE 10 - CONTRACTOR: 10.1 Contractor shall supervise and direct the work, using his best skill and attention and lie shall be solely responsible for all construction means,, methods, techniques, sequences and procedures and for coordinating all portions of the work Linder the Contract, 10.2 Unless otherwise specifically provided in the Contract Documents, the Contractor shall provide and pay for all labor, materials, equipment, tools, construction equipment and machinery, transportation, and other facilities and services necessary for the proper execution and completion of the work, whether temporary or perinarient and whether or not incorporated or to be incorporated in the work, 10.3 Contractor shall at all times enforce strict discipline and good order among his employees and the employees of any and all subcontractors and shall not employ on the work any unfit person or anyone not skilled in the task assigned to him. Obscene language or gestures, "cat -calling", etc. will not be tolerated. Contractor shall at all times enforce these requirements for all within his Contract by causing said to be brought into conformance or removed frorn the project. 10.4 Contractor warrants that all materials and equipment incorporated in the work will be new unless otherwise specified, and that all work will be of good quality, free from faults and defects, and in conformance with the Contract Documents,, All work not conforming to these requirements shall be considered defective, CONTRACT - 4 1 O�5 Contractor warrants that all materials and equipment incorporated in the work shall be ftee of asbestos. All work not conforming to this requirement shall be considered defcctive. 1 O.6 Unless otherwise provided in the Contract Documents, the Contractor shall pay all sales, consumer, use and other sinillar taxes which are legally enacted at the time bids are received, and shall secure and pay for the permits and governmental fees, licenses and inspections necessary for the proper execution and completion of the work. 10.7 Contractor shall give all notices and comply with all laws, ordinances, rules, regulations, and lawful orders of any public authority bearing on the performance of the work, and shall promptly notify Owner if the Drawings and Specifications are at variance therewith. 10.8 Contractor shall fully comply with all OSHA regulations, 10.9 Contractor shall be responsible to owner for the acts and omissions of his employees, subcontractors and their agents and employees, and other persons performing any of the work under a contract with the Contractor. 10,10 Contractor shall review, approve and submit all Shop Drawings, Product Data and Samples required by the Contract Documents. The work shall be in accordance with approved submittals. 10.11 Contractor at all times shall keep the premises free from accumulation of waste materials or rubbish caused by his operations and shall properly restrain materials and trash frorn being blown away from its proper location, including prevention of mud, rock, and/or other debris from being situated on any public street. At the completion of the work he shall remove all his waste materials and rubbish from and about the Project, In addition, Contractor is responsible for proper disposal of waste and containers. Contractor will save: Owner harmless from any liability as it relates to proper disposal of waste, containers or any other hazardous material used or created by Contractor. At completion of the work he shall remove tools, construction equipment, machinery and surplus materials. If in the opinion of Owner, the Contractor fails to satisfy clean-up requirements, or if there is a dispute as to who is responsible for clean-up, Owner has the right, but not the obligation, to do so and deduct the amount for such from whom General considers to be responsible for said clean-up, 10.12 Contractor shall pay all royalties and license fees. He shall defend all suits or claims for infringement of any patent rights and shall save Owner harmless from loss on account thereof, 10,13 INDEMNITY: TO THE FULLEST EXTENT PERMITTED BY LAW, THE CONTRACTOR SHALL INDEMNIFY AND HOLD HARMLESS THE OWNER AND THEIR AGENTS AND EMPLOYEES FROM AND AGAINST ALI, CLAIMS, CONTRACT - 5 DAMAGES, LOSSES AND EXPENSES, INCLUDING BUT NOT LIMITED TO ATTORNEYS' FEES ARISING OCT OF OR RESULTING FROM THE PERFORMANCE OF THE WORK, PROVIDED THAT ANY SUCH CLAIM, DAMAGE, LOSS OR EXPENSE (1) IS ATTRIBUTABLE TO BODILY INJURY, SICKNESS, DISEASE OR DEATH, OR TO INJURY TO OR DESTRUCTION OF TANGIBLE PROPERTY (OTHER THANTHE WORK ITSELF) INCLUDING THE LOSS OF USE RESULTING THEREFROM, AND (2) IS CAUSED IN WHOLE OR IN PART BY ANY NEGLIGENT' OR GROSSLY NEGLIGENT ACT OR OMISSION OF THE CONTRACTOR, ANY SUBCONTRACTOR, ANYONE DIRECTLY OR INDIRECTLY EMPLOYED BY ANY OF THEM OR ANYONE FOR WHOSE ACTS ANY OF THEM MAY BE LIABLE. SUCH OBLIGATION SHALL NOT BE CONSTRUED TO NEGATE, ABRIDGE, OR OTHERWISE REDUCE ANY OTHER RIGHT OR OBLIGATION OF INDEMNITY WHICH WOULD OTHERWISE EXIST AS TO ANY PARTY OR PERSON DESCRIBED, IN THIS PARAGRAPH, IN ANY AND ALL CLAIMS AGAINST OWNER OR ANY OF THEIR AGENTS OR EMPLOYEES BY ANY EMPLOYEE OF THE CONTRACTOR, ANY SUBCONTRACTOR, ANYONE DIRECTLY OR INDIRECTLY EMPLOYED BY ANY OF THEM OR ANYONE FOR WHOSE ACTS ANY OF THEM MAY BE LIABLE, THE INDEMNIFICATION OBLIGATION UNDER PARAGRAPH 10.1 I SHALL NOT BE LIMITED IN ANY WAY BY ANY LIMITATION ON THE AMOUNT OR TYPE OF DAMAGES, COMPENSATION OR BENEFITS PAYABLE BY OR, FOR THE CONTRACTOR OR ANY SUBCONTRACTOR UNDER WORKERS' OR WORKERS' COMPENSATION ACTS, DISABILITY BENEFIT ACTS OR OTHER EMPLOYEE BENEFIT ACTS. ARTICLE 11 - SUBCONTRACTS: 11.1 A subcontractor is a person or entity who has a direct contract with the Contractor to perform any of the work at the site. 11.2 Contractor, as soon as practicable after the award of the Contract, shall furnish to Owner in writing the names of subcontractors for each of the principal portions of the work. Contractor shall not employ any Subcontractor to whom Owner may have reasonable objection. Contractor shall not be required to contract with anyone to whom he has a reasonable objection. Contracts between the Contractor and subcontractors shall require each Subcontractor, to the extent of the work to be performed by the Subcontractor, to be bound to the Contractor by the terms of this Contract, and to assume toward the Contractor all the obligations and responsibilities which the Contractor, by this Contract, assumes toward Owner and allow to the subcontractor the benefit of all rights, remedies and redress afforded to the Contractor by this Contract. CONTRACT - 6 ARTICLE 12 - MISCELLANEOUS PROVISIONS: 12.1 Contractor shall maintain a copy of the Material Safety Data Sheets (MEDS) for all materials and processes necessary for the execution of this Contract, The MEDS shall be placed in a 3 -ring binder and be kept on the project site at all times, for the duration of this contract. Prior to commencement of the work, the contractor shall provide the Owners Agent with an index to the MEDS workbook. 112 Contractor shall provide the owner with a pedestrian safety plan to be review and approved before commencement of work. 12.3 Contractor shall provide portable toilets to be used by their employees throughout the project. Use of the bathrooms inside the facility will not be allowed. ARTICLE 13 -TIME: 111 All time limits stated in the Contract Documents are of the essence of the Contract. Contractor shall expedite the work and achieve Substantial Completion within the Contract Time. 13.2 If the Contractor is delayed at any time in the progress of the work by changes ordered in the work, by labor disputes, fire, unusual delay in transportation, adverse weather conditions not reasonably anticipatable, unavoidable casualties, or any causes beyond Contractor's control, or by any other cause which Owner determines may Justify the delay, then the Contract Time shall be extended by Change Order for such reasonable time as Owner may determine. ARTICLE 14 - PAYMENTS AND COMPLETION: 14,1 Payments shall be made as provided in Article 4 and Article 5 of this Agreement. Application for Payment shall be made on standard AIA payment application docurnent. Contractor shall furnish completed form Partial Release of Lien for prior month as an attachment to current month's Application for Payment. 14.2 Payments may be withheld on account of (1) defective work not remedied, (2) claims filed, (3) failure of the Contractor to make payments properly to subcontractors or for labor, materials, or equipment, (4) damage to Owner, property, or another Contractor, or (5) persistent failure to carry out the work in accordance with the Contract Documents, 14.3 Final payment shall not be due until the contractor has delivered to Owner a complete release of all liens arising out of this Contract or receipts in full covering all labor, materials, and equipment for which a lien could be filed, or a payment bond CONTRACT - 7 satisfactory to Owner indemnifying him against any lien, If any lien remains unsatisfied after all payments are made, the Contractor shall refund to Owner all moneys the latter may be compelled to pay in discharging such lien, including all costs and reasonable attorneys' fees. 14.4 Contractor shall furnish completed forms AIA G706, 1970, Contractor's Affidavit of Payment of Debts and Claims; AIA G706A, 1970, Contractor's Affidavit of Release of Liens; and Affidavit of Payment of all state and local taxes on all materials related to this project, as an attachment to the Request for Final Payment. 14.5 The making of Final Payments shall constitute a waiver of all clairns by Owner except those arising from (1) unsettled liens, (2) faulty or defective work, (3) failure of the work to comply with the requirements of the Contract Documents, or (4) terms of any special warranties required by the Contract Documents, The acceptance of final, payment shall constitute a waiver of all claims by the Contractor except those previously made in writing and identified by the Contractor as unsettled at the time of the Final Application for Payment. 14.6 ARTICLE 15 - PROTECTION CSF PERSONS AND PROPERTY: 15.1 Contractor shall be responsible for initiating, maintaining, and supervising all safety precautions and programs in connection with the work. fie shall take all reasonable precautions for the safety of, and shall provide all reasonable protection to prevent damage, injury or loss to (1) all employees on the work and other persons who may be affected thereby, (2) all the work and all materials and equipment to be incorporated therein, and (3) other property at the site or adjacent thereto. He shall give all notices and comply with all applicable laws, ordinances, rules, regulations and orders of any public authority bearing on the safety of persons and property and their protection from dar nage, injury or loss. Contractor shall promptly remedy all damage or loss to any property caused in whole or in part by the Contractor, any subcontractor, any sub -subcontractor, or anyone directly or indirectly employed by any of them, or by anyone for whose acts any of them may by liable, except damage or loss attributable to the acts or omissions of Owner or anyone directly or indirectly employed by either of them or by anyone for whose acts either of them may be liable, and not attributable to the fault or negligence of the Contractor. The foregoing obligations of the Contractor are in addition to his obligations under Paragraph 111.13. ARTICLE 16 - INSURANCE: 16.1 Contractor's liability insurance shall be purchased and maintained by the Contractor in a company or companies licensed to do business in the state in which the Project is CONTRACT - 8 located to protect him frorn clairns under worker's or workmen's compensation acts and other employee benefit acts, claims for darnages because of bodily injury, including death, and from claims for darnages, other than to the work itself, to property which may arise out of or result from the Contractor's operations under this Contract, whether such operations be by himself or by any subcontractor or anyone directly or indirectly employed by any of thein. This insurance shall be written for not less than the limits of liability stated within this Contract, or required by law, whichever is the greater, and shall include contractual liability insurance applicable to the Contractor's obligations. 16.2 Certificates of such insurance shall be filed with Owner prior to the commencement of the work. Certificate(s) shall be on AIA 01705, 1978, Certificate of Insurance or other foram containing same information. Contractor must also provide actual insurance contracts to owner. 163 Contractor shall from the date of commencement until date of final acceptance include Owner as an "Additional Insured" on all Contractor's insurance policies required by this Contract 16.4 Owner and Contractor waive all rights against each other for darnages caused by fire or other perils to the extent covered by insurance obtained pursuant to this Article or any other property insurance applicable to the work, except such rights as they may have to the proceeds of such insurance held by Owner as trustee. Contractor shall require similar waivers in favor of Owner and the Contractor by subcontractors and sub -subcontractors. 16.5 Contractor shall provide owner an irrevocable perfon-nance bond in an amount equal to the contract arnount to ensure all work is completed. ARTICLE 17 - CHANGES IN THE WORK: 17.1 Owner, without invalidating the Contract, may order changes in the work consisting of additions, deletions, or modifications, the Contract Sum and the Contract Time being adjusted accordingly. All such changes in the work shall be authorized by written Change Order signed by Owners representative. 17.2 The Contract Sum and the Contract Time may be changed only by Change Order. 17.3 The cost or credit to Owner from a change in the work shall be either of the following methods: • Lump -Sura Amount signed by both Owner's and Contractor's representatives, • An agreed Scope of Work signed by both Owner and Contractor with the Compensation Amount to be determined by "Actual Cost" of the work plus 15% Percent unless it involves a unit price stipulated on the bid form. CONTRACT - 9 ARTICLE 18 - CORRECTION OF WORK: Contractor shall promptly correct any work rejected by Owner as defective or as failing to conforin to the Contract Documents whether observed before or after Substantial Completion and whether or not fabricated, installed or completed, and shall correct any work found to be defective or nonconforining within a period of one year from the Date of Substantial Completion of the Contract or within such longer period of time as may be prescribed by law or by the terms of any applicable special. warranty required by the Contract Documents. The provisions of this Article 18 apply to work done by subcontractors as well as to work done by direct employees of the: Contractor. ARTICLE 19 - TERMINATION OF THE CONTRACT: 19.1 If Owner fails to make payment for a period of forty-five days without contractual cause provided in writing, Contractor may, upon seven additional days' written notice to Owner, terminate the Contract and recover from Owner payment for all work executed and for any proven loss sustained upon any materials, equipment, tools, and construction equipment and machinery, including reasonable profit and damages applicable to the Project. 19.2 If Contractor defaults or persistently fails or neglects to carry out the work, in accordance with the Contract Documents or falls to perforin any provision of the Contract, Owner, after three days' written notice to the Contractor and without prejudice to any other remedy he may have, may make good such deficiencies and may deduct the cost thereof made necessary thereby, frorn the payment then or thereafter due the Contractor or, at his option, may terminate the Contract and take possession of the site and of all materials,, equipment, tools, and construction equipment and machinery thereon owned by the Contractor and may finish the work by whatever method he may deem expedient, and if the unpaid balance of the Contract Sum exceeds the expense of finishing the work, such excess shall be paid to the Contractor, but if such expense exceeds unpaid balance, the Contractor shall pay the difference to Owner. 19.3 This agreement will be governed and construed in accordance with the laws of the State of Texas; the venue for any legal cause of action under this contract shall be the County of Lamar, Texas. 19.4 This agreement shall inure to the benefit of and be binding on the parties and their respective heirs, executors, administrators, and permitted successors and assigns. CONTRACT' - 10 19.5 In the event that any of the provisions of this agreement are held invalid or unenforceable in whole or in part, all other provisions will nevertheless continue to be valid and enforceable with the invalid or unenforceable parts severed frorn the remainder of this agreement. 19,6 The waiver by either party of a breach, default, delay, or ornission of any of the provisions of this agreement by either party shall not be construed as a waiver ol�'any subsequent breach of the same or other provisions. This Contract entered into as of the day and year first written above. By: _ John Godwin, City Manager Date For: City of Paris By: Brad Archer, President Date For: Archer Construction & Design This Contract is a modification of AIA Document A107 - Abbreviated General - Conti -actor Agreement 1,978 Edition and does repeat some clauses verbatim; however, it is in no way represented to be an exact duplicate, CONTRACT - I I PARTnITIM. 111111 IiIII[Ill I'll ll■ City of Pal -is The undersigned hereby certifies that to the best of his knowledge, inforination and belief all subcontractors,, all suppliers of material and equipment, and all performance of work, labor or services who have or may have liens against any property of the, Owner arising in any manner out of the performance; of the contract referenced above has been satisfied. Furthermore, the undersigned certifies that he has paid in full or has otherwise satisfied all obligations for all material and equipment furnished for all work, labor and services perfortned for the month of. 201 The undersigned hereby certifies he has paid in full or has otherwise satisfied all known indebtedness and clairns against the Owner for damages arising in any manner in connection with the performance of the contract referenced above for which the Owner or his property might in any way be held responsible, Company Narne: Address: By: Printed Name: Title: Subscribed and sworn to before me this day of 19 Notary Public: My Commission Expires. CON], I RACT - 12