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1998-061-RES WHEREAS, CITY COUNCIL DID HERETOFORE ON THE 14TH DAY RESOLUTION NO. 98-061 WHEREAS, the City Council of the City of Paris did heretofore, on the 14th day of December, 1981, by motion reflected in the minutes, approve the Comprehensive Master Plan for the City of Paris; and, WHEREAS, the City Council of the City of Paris did heretofore, on the 26th day of September, 1997, in Ordinance No. 97-047, adopt a budget for the 1997-1998 fiscal year, which budget included therein funding for the development of an updated Comprehensive Master Plan; and, WHEREAS, the City of Paris did heretofore request Statements of Qualifications from consultants and conduct interviews with the top four (4) candidates; and, WHEREAS, after conducting said interviews, the City Engineer recommends the selection of Bucher, Willis & Ratliff Corporation to provide planning services related to the preparation of a Comprehensive Master Plan; and, WHEREAS, the form of the Agreement for Planning Services, attached hereto as Exhibit A, should, in all things, be approved, and the Mayor, Charles H. Neeley, should be authorized to execute the same; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PARIS, that the form of the Agreement for Planning Services with Bucher, Willis & Ratliff Corporation for the development of a Comprehensive Master Plan, attached hereto as Exhibit A, should, in all things, be approved; and, BE IT FURTHER RESOLVED, that the Mayor, Charles H. Neeley, be, and he is hereby, authorized and directed to execute, on behalf of the City of Paris, the Agreement for Planning Services with Bucher, Willis &Ratliff Corporation, under the terms and conditions and in the form shown in Exhibit A, attached hereto. PASSED AND ADOPTED this lIth day of May, 199 . ATTEST: ~ ~~~~" wJ Mattie Cunningham, City Clerk APPROVED AS TO FORM: cott P. Foster, City Attorney MAY II '98 11:33 FROM:8WR KCMO 81636300Z7 r-Z34 P,OZ/15 F-S7Z ~~ , It 0-- AGREEMENT FOR PLANNING SERVICES THIS ACREBMENT, made this Hundred and Ninety4Eight; day 01 in the year Ninetetn BY AND BETWEEN the City of l'ari~, Texas, hereinafter called the "Client,n and Bucher, Willis & Ratliff Corporation of Dallas, Texas, hereinafter called the ~Consultant;" WHEREAS, the Client desires to secure professional services to prepare a comprehensive plan for the City of Paris, hereinafter called the "Projecti" and WHEREAS, the Client has selected the Consultant to provide professional selVices for assisting with the completion of the Project; NOW, THEREFORE, the Client and the Consultant, in consideration of their mutual covenants herein, agree in matters pertaining to the performance or furnishing of professional consulting services by the Consultant with respect to the Projed and the payment for those services by the Client as set forth below. ARTICLE I CONSULTANT AND SUBCONSULT ANT RESPONSIBILITIES The Consultant shall perform lor or furnish to the Client professional planning and related services in all phases of the Project to which this Agreement applies as hereinafter provided. The Consultant shall serve as the Client's prime planning professional on this Project. The standard of care for all professional planning and re~a ted services performed or furnished by the Consultant under thb Agreement will be the care And skill ordinArily used by members of the Consultant's profession, practicing under similar conditions at the same time and in the same locality. The Consultant makes no warranties, expressed or implied, under this Agreement or otherwise, in connection with the Consultant's services. ARTICLE n SCOPE OF SERVICES Phue 1 D~b Collection - Ba~ map preparation: coordmation ~ith TxDOT mapping; demographics; existing land use trends identification and analysis; environmental review of the utilization and conservation of natural resources. Phase 2 Planning Goals and Objectives -- Background studies; stakeholder and participant organi2ation; focus sessions: goals, objectives and policies. Phase 3 Community Opinion SurvaylPublic beiliti.. - Survey of 100% of City utility billing households, and sample survey of remaining E'Ij; Parks and recreation; community facilitie!; utilities; selected trllffic plan; major thoroughfare plan update. ~IMI"lPI\lm.'AC\WIlC'IIOfOlAlMOUll.lrr -1- EXHIBIT A , ~y 11 '~8 11 :33 fR~:BWR KCMO 81t3630027 T-234 P.03/15 f-5TZ ..' ~; ,14..... _, Phase 4 Land Use Plan Element - Land use policy; future land use plan map; regulatory update; procedures manual; recommended individual &tudy updates; report reproduction. Additional Services Phase 5 Economic Development -. Business district plans; conunerdal urban design; public infrastructure needs; commercial redevelopment options; industrial park site selection. Phase 1- Data Collection Task 1.1- Base Mapping: The Consultant will coordinate with the City oiParis to assist the Client in providing base maps of the uPlanning Area" for the Comprehensive Plan project. The Planning Area shall be determined in consultation with the Client. The extraterritorial jurisdiction (ETJ) area beyond the corporate Unlits shall be mapped by the Consultant using center line Tiger File maps to plan for growth areas, such as where municipal services may be extended in the future to support annexation. The Consultants will negotiate with the Client to create an electronic lot and block base map update of the City of Paris and its ID1 environs, as an extension of this agreement if directed by the Client. The Consultants will work closely with the staff to identify any potential AMexanon areas. Exiflting land use data will be obtainid &om city, county and ..ta~ 5ource~ to the extent that they are available as identified by the CUent. Tuk 1.2 . Demographics: CeMus dAta will be summarized by censu, troet, as it remte, to the City of Paris and the surrounding region. Socia-economic data will be analyzed and reported. Comparisons will be made with previous census reports to identify changes in trends in the population characteristics of the City and the region. Population projections will be made by the Consultant based on linear regression of past trends and regional projections from existing secondary sources. Findings will be presented in five-year increments to the year 20201 accounting for various aMexation and redevelopment scenarios. Task 1.3 - Existing Conditions: The Col'lSultant, in eonsultation with City staff, will identify and describe in report form the past growth trends of the City. The Consultant will coordinate with at}' planning staff to assess existing land uses. The plan should also investigate the physical and environmental characteristics of the plaMing area and map significant features or land use constraints. Consideration must be given to both natural and man-made features of the area that will influence development in the City of Paris. -2- MAY 11 '9811:34 FROM:8WR KCMO 816363COZT T-234 P.04/15 F-S7Z Phase 2 · Planning Goals and Objectives. Task 11- Project Kick-Off: The B'WR Consultant Team proposes to work closely with the staff, the Planning Conmtission, and interested participants in forming a ~Steering Committee," The Steering Committee would be comprised of elected officials, staff, business and community leaders, and interested oMens. The Steering CommitteA would he charged with specific tasks. The consultant will assist the staff in drafting a "letter of conunitmenf' for committee members, clarifying their lO-month involvement with the plan, pledging th~ir support through the process. Task 2.2 - Key.person Interviews: Key-person interviews will be conducted in order to estabUsh de taUs about neighborhood and citywide issues. Up to eight persons will be interviewed from the business community as well as trom the neighborhoods and wards in the City of Paris to record detailed insights into past trends and future opportunities and constraints. Based upon the insights from the interviews and the data collected to date, the Consultant will meet with representative groups from various neighborhoods ill order to relate tncUvtdual Insights with group perspectives on development trends and oppOrtun1ties. The issues of redevelopment, infill development, residential stability, residential growth, public amenities, school districts and tax base enhancement will be discussed from the perspective of the various neighborhoods in the City. Task 2.3 - Goals, Objectives and PoliciiS: Goals, objectives and policies for the comprehensive plan will be prepared as a result of broadwbased participation from the entire community. The Action steps, which Are ultim~tely selected by the CUent from the goals and objectives, are statements that reflect the local community's aspirations fOT the future. A NfoctlS session" will be held with invited members of the public based upon the input from the neighborhood meetings and the lcey.person interviews, Tha focus ~~on will be a highly structured and carefully facilitated process. A ranking of the most critical issues facing the City will be facilitated by the Consultant Team. Planning issues will be organized by a variety of topics-after careful consultation with stakeholder participants--incJuding: · Residential stability in established neighborhoods; · Residential and commercial development design standards; · Public services and extension of infrastructure, for example into annexed areas; , Finandng of public improvements; · Quality of life issues; · Auto circulation, particularly toward downtown from the loop highway; · Land use compatibility and aMexationj -3. MAY 11 '98 11 :35 FROM:6YiR KCMO 81E36~C02r r-234 P.05/IS F-57Z · Balancing commercial investment with downtown development needs; · Parig' pla~e in the North~afit Texaf; region, such as tourism and regional commercial growthi and · Other issues that emerge from the community focus session process. Task 2.4 . Policy Plan and Action Steps: The visioning and goals phase will include a policy plan process, summarized in a draft planning report. The report will identify the action steps to be taken, and what group is responsible for implementing the action steps. The report will detail when the action steps should be undertaken. The fiNlly adopted plan will document the understandings made, the agreements reached, and the responsibilities taken- on by all parties. Such a carefully drawn plan will help eliminate misunderstandings and help ASSure implementation. Caltndar, for implementation cmd other grAphic: meAns of portraying plan responsibilities will be prepared, as well. Phase 3 · Community Facilities and Infrastructure Task 3.1 · Individual Studies Review and Update: The Consultant will review the CityOs individual studies including the following: · Stonn Drainage Plan; · Water Service Plan; · Sewer Service Plan; and · Airport Master Plan. The Consultant will prepare a report that interrelates these individual plans based upon (a) potential annexation and (b) anticipated future growth. Lists of plan deficiencies will be presented in a detailrd memorandum including alternative solutions and/or action steps. Task 3.2 - Public Facilities/Community Opinion Smvey: The Consultant Team will review shtdies and plans for primary public facilities, including extension of public utilities. Coordination with future growth will b~ ilia focus of the facilities element, including expansion of services to the north. Selected impro\'ements will be ranked and incorporated into the City's Capital Improvement Program budgeting process. Adopted plans of the school district will be summarized and noted on the Future Land Use Plan map. Based upon the background data, the Consultant Team will prepare memoranda addressing the opportunities and constraints of providing the following: . A serv1ces analysts focusing on capltallmprovements and budget constraints. . Alternative financing sources to match local resources. . Cooperative agreements with neighboring jurisdictions. Community Opinion Survey. The COnGultant will draft an opinion survey for the city to distribute to all households on the city utility mailing list, as well as limited numbers of ~4. ~lAY 11 ' ~8 11 :35 ~ROM:6~ KCMO mmcozr r-234 P.C6/1~ ~-57Z additional households in the E1J. The four-page survey will be written and tabulated by the consultant to address the "critical issuesP that were identified in the Phase 2 goals section and in the community focus session. As a result, the survey will test the ideas and opinions 01 the public on the specific issues important to the city, rather than on general issues, The consultant will cross-tabulate the results by place of residence for more discrete analysis by the city. A sununary report of major findings from the survey will be submitted as an appendix to the comprehensive plan. Task 3.3 - Parks ilnd Recreation P1~n: The park and recreation component of the Paris Comprehensive Plan will be integrated into other land use elements and public facility components of the overall planning document, including coordination with the school districts' plans. . Existing Facilities - The consultant will list the types, locations, quantities and conditions of cuneI'lt resources. In addition to City of Paris facilities, this review will indud~ open space And fac:ilitie!5 in the ET] and county. . Existing Programs. The consultant will generally describe existing programs by service factors including populations served, facilities used, attendance, and user fee~ from data provided by the Client. The description will include a review of existing intergovernmental agreements for facility usage and existing records indicating residency of users. . Unmet and Future Demand - Based upon an analysis of information gathered, community meetings, existing city studies, and comparison of facilities with national standards, a determination of unmet and future demand for parks and recreation facilities will be determined. Task 3.4. Street System Analysis: An overlay will be prepared which will identify the existing hierarchy of arterial and collector streets in the Paris area street 9ystem. Street segments that exhibit a constraint (e.g., pavement width, right-oi-way width, or other) to the existing functional classification will be noted. Appropriate graphics will also be prepared to relate the city street system to the adjacent freeway/arterial systems that provide access to the Paris neighborhood. The most receney available ADT counts for the adjacent freeway/arterial systems will also be indicated, as available from the Texas Department of Transportation (TXDOT).Possible revisions to the existing functional street hierarchy will ba idmtifiQd and bailed on the following objectives: . Improved internal circulation and efficiency; . Improved access from the regional highway system to commercial areas; and . Improved auto parking in multifamily and retail commercial areas. -5- ~lAY 11 . S8 11 :36 FROM:6WR KCMO 81 f363002T T-234 P.OT/15 F-5T2 Regional traffic demands on the U.S. Highway 271 and U.s. Highway 82 will be obtained from the TXOOT. Future year traffic forecasts from TxDOT will be summarized for major intersections of the highway with local arterial roads. 'The results of the traffic analysis will be used to: · Develop design guidelines for the roadways, (e.g., intersection spacing, width of streets, turn bay lengths, etc.); and , Plan for future studies ot me desJgn capacity to accommodate future traffic demand. Finally, a report will recommend street standards and specific criteria and guidelines relating to the restriction of traffic, such as access control guidelines. Phase 4 · Future Land Use Plan Task 4.1- Future Land Use Plan: Based upon the final set of goal statements and strategic action steps defined in Phase 2, existing land use factorsl physical features, facility and infrastructure plans, the economic market and industrial sector plan and the Consultant's ~)(perience, a future land lue c;omponent of the plan will be developed. The "Future Land Use Plan" will indicate the category, location, extent, and intensity of land use projected through the year 2020. The plan will be presented in both narrative and graphic means and will focus On establishing sound land use policy for the planning commission and city to follow in making future zoning and annexation decisions. The plan will focus on establishing sound land use poliey for the planning eOnurU!I9ion Rnd the city to follow in mAking future zoning recommendations, annexation decisions, and other land use policy. Task 4.2 - ZonJng and Subdivision Regulation Updates: The Consultant will review the City's objectives for land use regulations as they relate to: . Land use development and density policies; . Comprehensive plan goals; and . Compliance with state statutes, Innovative updates of existing regulations will be presented in (a) a detailed memorandum and (b) draft regulatory amendment language. Changing market demands, tor example for development of mixed-use business and office parks, require up-to-date regulations that can accommodate development trends. Options for new regulatory schemes will be drafted, including an update of the zoning district regulations and Site Plan Review procedures, the creation of Planned DevQlopment dandarck, Open Space ~bnd.\rds and Adult EnterbinInGlnt .6- ~IAY 11 '9811:37 FR~:SWR KCMO 8163630027 T-234 P.08/15 F-572 regulations. In addition, a complete Procedures Manual for staff administration will be created. Zoning and subdivision regulation amendments will be drafted for thorough discussion and revision. All regulatory text will be supplied by the City in WordPerfect or Microsoft Word software. The work element will place the City in a position to adopt updates of regulations to implement the plan policies. Task 4.3 - Report Reproduction: Preliminary display maps and illustrations will be prepared in color for each meeting, including graphics for effective communication with the public. The maps will be reduced for printing in the final report. Appropriate preliminary reports will be sent prior to each meeting if requested by the Client. FollowinS the required public hearing, the Consultant will prepare camera-ready artwork fOT the Client to reproduce the final report. Phase 5 - Additional Service: Economic Development Task 5.1 - Commercial Development: The Cjty must be made fully aware of the size and economic strength of the market for commercial development in ilnd adjacent to the City of Paris. Land use planning must he based in part on market considerations. The Consultant will provide market research and economic development study in association with an economic development subconsultant. Sub -Task 5.1.1- Local and Area Business Market Research: To research market factors, the Consultant team will conduct the foUowing within one or two select business districts/such as discrete Stctor5 of downtown and/or the loop highway: . Inventory current businesses land uses, vacancy rates by type, building conditions, zoning, juxtaposition, sales/revenues, employ- ment, and market areas. This will assure that recommended future changes fully accOWlt for historical patterns of development and shopping habits. . Interview key business leaders together with other expert obsetvers of the commercial development market in Paris. Such people have valuable experience and insight about the realistic future of the com- munity. They also reveal important Impediments to redevelopment (physical, political, financial, etc.) which an outsider may not readily recognize. . Inventory and analY~1!! cunent and known future shopping and business locations that serve Paris and, in turn, are routinely .7- ~~y 11 '98 11 :38 FPQM:BWR KCMO 81 ~mC027 T-234 P.09/15 F-57Z , . ..~",.....,....l '... patronized by a large segment of Paris residents, This includes nearby centers for shopping. }u'development will not take place in a vacuum; it is important to understand the comparable and competitive locations so that recommended strategies fully consider the realities of the market. Sub-Task 5.1.2 - Stabiliution Plan: The results of this analysis will identify where significant retail sales leakages exist in the marketl quantify their size in terms of potential square footage, the type and expected timing of potential new retail development which may reasonably he expected to be attracted to the area. These projections will also consider both historic data and projected populations and demographic dAta And trend!. Sub-Task 5.1.3 " Development Alternatives: Based on the findings of the study the Consultant will recommend preferred alternatives for redevelopment of the studied districts in Paris. The districts will be ranked by the relative redevelopment potential of each. Differing approaches may be detailed for various districts. The preferred redevelopment option will be presented on base maps. Coordination with local economic development programs will be acsured. The plan will identify where there may be a finding of "blighted conditions.. Such a finding will position the City for implementing future redevelopment plans through TIF districts and state and\or federal grant programs, should those responses be selected. It is important for the City to involve the property owners and stakeholders in the final plan recommendations; and to integrate the plan findings in a c:omprehemive redevelopment Gtrategy. Task 3.3 - Camera-Ready Artwork For Printing: The Consultant will prepare the plan report in camera-reAdy artwork for printing by the city. Alternative printing-"$uch 415 in it large brochure format.-may be considered as an additional selVice. ARTICLE III SCHEDULE The schedule for the plan is ten months. The Consultant will commence work within 30 days of an agreement for services. Seven meetings will he focilitAted by the ConsultAnt with the Client and the "Steering Committee" during the coW'se of the Project, in addition to variable numbers of interviews with private sedor ~presentatives and conference calls with the Client staff. Included as meetings shall be one public hearing and one meeting of the Governing Body will be a ttended by the Consultant for adoption of the plan. -8- MAY 11 'S8 II :38 FROM:6~ KCMO Products: Phase 1 Phase 2 Phase ,3 Phase 4 8163630027 T-234 P,10/15 F-572 A. One Initiation Meeting B. Key-person Interviews and Background Information Report C. Twenty (20) Preliminary Reports, A. One Steering Committee Meeting B. One Steering Committee Focus Session C. Draft Goals and Action Steps Summary Report, Including Ranking of Critical Issues. D. Twenty (20) Copies of Preliminary Reports. A. Assessment of Public Facilities/Conununity Opinion Survey B, Parks and Recreation Plan C. Street Thoroughfare Analysis D. Water/Sewer Service Phm E. Twenty (20) Preliminary Reports Prior to Meetings F. One Work Session Meeting. A. Future Land Use Plan B. Regulatory Updates C. Procedures MAnual D. Three Meetings: a final work session; a public hearing with the planning commission; and a meeting with the governing body when considering plan adoption. ARTICLE IV FEE Compensation shall be a lump sum of $73,290.00 for the scope of services of Phases 1004. Monthly payments shall be based on an estimate of work completed provided by the consultant. The Client shan make payment within 30 days of the date of the statement. The additional services in Phase 5 shall be provided only at the direction of the Client, for a lump sum fee of $13, 600.00. Services that are beyond the scope of this Agreement shall be provided only at the direction of the Client and shall be provided by the Consultant at the following hourly rates: Classification BUCHER, WILLIS It RA TLlFF CORPORATION HOURLY RATES THROUGH DECEMBER 31,1998 Hourly Rate Prirlcipal ot If....... ..,..."..".." ,n...." "'''1' ".. """,,, "1'"'' .,,, 11'1 t., IhO" """ ,S 120.00 -9- 1\lCI:.uo2\I".II""I"I.~7I'7,'~e\~~nl'(l~I\IMo~q lIT IUllary a, ,,~. MAY 11'S8 11:39 FROM:8WR KCMO 8163630027 T-23~ P.11/15 F-572 ~ Hourly Rate _.......11.._ Project Manager .................................,........................................$ 90.00 Senior Engineer ............................................................................$ 90.00 Design Engineer 1\'.............................................................,........$ 75.00 Design Engineer III ......................................................................$ 65.00 Design Engineer II ...................,................................,..................$ 55.00 Design Engineer 1........"."............."........."................................,,$ 50.00 Senior PlaNlef '1' I.,.,... II.. f II t "'" ..._ 'I fl. I.', '....1.1.11'... """.It '"" .".'.." I. ,.$ 90.00 Planner n .....".....,............"............................,..........."..................$ 70.00 Planner I..... ............. .......,...............................,......................... ......$ 55.00 Senior Architect ................ ..........................".....................".. .......$ 95.00 Architect n..... ..."...." .....,,,.............................,....... ......... ......... ......$ 65.00 Architect I............. ................................ .........,............:..................$ 50.00 Senior Landscape Architect ."....."..............."............................$ 85.00 Landscape .A..rchitect n ................................................................$ 55.00 Landscape Architect 1..,............................................,..................$ 45.00 Senior Technician ..................... ........................,......."..................$ 55.00 Technician n....., ........... .................. ...... ..... ..........., ............... ...... ...$ 50.00 Technician I.......................................... .........................................$ 45.00 Word PrOCeSS(lr ..."...'...1'.."......11....,.........1'''.....'1'''.1........,1,..,.,.fll$ 40.00 Clerical....... ............. ........................ ............. .... .............. ................$ 35.00 Traffic Studies Equipm~nt.,......................,..............,............,.....$ 25.00/Unit/Day Computer p..4 ....." II""U" Ill' t'." U .'H ,.t "'1'.'_ HUh' I. I. uI' ,.t- ...4..........,.'.0.$ 8.00 /Hour Intergraph Workstation ........................................................,.....$ 17.00 /Hour Mileage....... ............................ ........................ .... ....................... .....$ 0.31/Mile ARTICLE V CLIENT'S RBSPONSIBILITIES The Client shall do the following in a timely maMer so as not to delay the services of the Consultant and shall bear all costs thereto: 1. Designate in writing a person and/or a department or agency to act as the Client's representative with respect to the services to he performed or furnished by the Comult~nt under thi, Agreement. Such per:.lon, department or agency $hall have complete authority to transmit instructions, receive information, interpret and define ""'t'oVC'Z'lCla~1 '''\l'''rI\,.m,PA<;\~lIl'O:l~\,'^Il~U.l~T -10- '1II1.lIl!,lP'K MAY 11 '~811:3~ ~ROM:S~ KCMO 81m3C02T T-234 P.12/15 F-57Z Client's policies and decisions with respect to the Consultant's services for the Project and to coordinate citizen meetings and focus sessions. 2. Make ~v4ilAble to the COn.!ultnnt All existing dat4 and records relev4nt to plan work elements, disks of electronic base maps from the city electronic mapping files and other infonnation possessed by tlle Client which are relevant to the Consultant in the completion of th@ work under this Agreement; and negotiate a fee with the Consultant for updating electronic base maps of the ETJ at the direction of the Client. 3. Approve all criteria and information as to Client's requirements for the Project, including planning objectives and constraints, performance requirements, any budgetary limitations, and furnish copies of aU standard fonns in use by the Client relative to the plaMing area or Project. 4. Furnish to the Consultant, upon the request of Consultant for performing the services, data prepared by or services of others, including without limitation, electronic base maps, drawings of physical conditions in or relating to existing surface or subsurface utilities or structures within the planning area, hydrographic surveys, environmental assessments, impact statements and other relevant environmental or cultural studies pertaining to the Prl':)ject, the planning area and adjacent areas. 5. Provide for distribution and coUection of the community opinion survey from the public and the responses to and nom the consultant for tabulation, ARTICLE VI MISCELLANEOUS PROVISIONS 1. Times for Renderins Services: The Co~ultantl, ~rvices and compemdion under this Agreement have been agreed to in anticipation of orderly and continuous progress of the Project through completion of all Phases. Specific periods of time for rendering servIces are set forth In Artlc:le ill, Schedule, in this Agreement, by which times defined services are to be completed. If such periods of time are changed through no fault of the Consultant, the rates and amounts of compensation provided for therein shall be subject to equitable adjustment. H the Client fails to give prompt written authorization to proceed with any phase of services after completion of the immediately preceding phase, the Consultant shall be entitled to equitable adjustment of rates and amounts of compensations to reflect reasonable costs incurred by Consultant as a result of the delay or changes in the various elements that comprise such rates and amounts of compensation. 2. Change in Scope~ The Scope of the work de;cribed in Article D, Scope of Serviceg, shall be subject to modification or supplemtnt upon the written agreement of the \\\(CNO"l\lO"l""I++.mm.p^"~O""^lMQUlIlIS'l' -11- ,~ ~~y 11 '~8 II :40 ~P.OM:BWR KCMO 8163630027 r-234 P. 13/15 ~-57Z Client and the Consultant. At the time of such modification of scopej equitable adjustments, agreeable to both parties, shall be made in the time of performance and the compensation to be paid for the services. 3. Ownership of Documents: Upon completion of the scope of work and final printing of all documents, maps and the brochure, all original documents, plans design and survey notes, camera-ready artwork and mylar map originals developed in rOMection with the services performed under this A~p.m@nt will he delivered to, and remain the property of, the Client. Consultant may retain reproducible copies of the documents. 4. huurance: The Consultant shall procure and maintain insurance for protection from claims under workers' compensation acts, claims for damages because of bodily injury including personal injury, Sickness or disease or death of any and all employees, and from claims or damages because of injury to or destruction of property including loss of use resulting therefrom. The Consultant shall list the Client as an additional insured on the Consultant's general liability insurance policy. 5. Indemnification: The Consu.ltant agrees, to the fullest extent pennitted by law, to indemnify and hold the Client harmless from any damage, liability or cost (including reasonable attomeys' fees and ~osts of defense) to the extent caused by the Consultant's negligent acts, errors or omissions in the performance of professional services under this Agreement and those of his or her subconsultants or anyone for whom the Consultant is legally liable. The Client agrees, to the fullest extent permitted by law, to indemnify and hold the Consultant harmless from any damage, liability or cost (including reasonable Attorneys' fees and costs of defeme) to the extent c~U$~d by the CUentts negligent acts, errors or omissions and those of his or her contractors, subcontractors or consultants or anyone for whom the Client is legally liable, and arising from the project that is the subject of this Agreement. The Consultant is not obligated to indemnify the Client in any manner whatsoever lot the Oienfs own negligence. 6. Termination: nlis Agreement may be tenninated by either party upon seven (7) days written notice in the event of substantial failure by the other party to perform in accordance with the terms hereof through no fa ult of the terminating party; proVided, however, that in any such case, the Consultant shall be paid the reasonable value of the services rendered up to the time of termination on tht basis of the payment provisions of this Agreement. Copies of aU completed or partially completed reports, maps, designs and plans prepared under this Agrtltment shall he deUvered to the Client when and if this Agreement is terminated. 1IlCCNCn\IOllSI"8\IWS'I\S'/It. 'AClI\'PCItIlOtOSIILMOI\!I. I 31' -12. IIIIMI1", 1"* MAY 11 '~8 13:52 ~ROM:BWR K~ro 81636~0027 T-248 P.02/0S ~-585 7. Controlling Llw: This Agreement is to be governed by the law of the principal place of business of the Consultant, which is Dallas! Texas. Venue shall lie in Lamar County, Texas. 8. Dispute Resolution: In an effort to resolve any conflicts that arise during the design or construction of the project or following the completion of the project! tht Owner and tht Consultant agree that all disputes between them arising out of or relating to this Agreement shall be submitted to mediation! unless the parties mutually agree otherwise. The Owner and the Consultant further agree to include a similar mediation provision in all agreements with independent contractors and consultants retained for the project and to require all independent contractors and consultants also to include a similar mediation provision in all agreements with subcontractors, subconsultants, suppliers or fabricators so retained, thereby providing for mediation as the primary method for dispute resolution between the parties to those agreements. 9. Severability: Any provision or part of the Agreement held to be void or unenforceable under any law or regulation shall be deemed stricken and all remaining provisions shall continue to be val1d and binding upon the Client and the Consultant, who agree that the Agreement shall be reformed to replace such stricken provision or part thereof with a valid and enforceable provision that comes as close as possible to expressing the intention of the stricken provision. 10. Notices: Any notice required under this Agreement will be in writing, addressed to the appropriate party at the address which appears on the signature page to this Agreement (as modified in writing from time to time by such party) and given personally, by registered or certified mail, return receipt requested, by facsimile or by a nationally recognized overnight courier service. All notices shall be effective upon the date of receipt. 11, Successors and Assigns: The Client and Consultant each is hereby boW\d and the partners, successors, executors, administrators. legal representatives and assigns of Client and Consultant are hereby bOlUld to the other party to this Agreement and to the partners, successors, executors, administrators, legal representatives and assigns of such other party in respect of all covenants and obligations of this Agreement. Neither the Client nor the Consultant may assign, sublet, or transfer any rights under or interest (including, but without limitation, moneys that are due or may become due) in this Agreement without the written consent of the other, except to the extent that any aliliignment, subletting or transfer is mandated by law or the effect of this limitation may be restricted by law. Unless specifically stated to the contrary in any S,lt l)I)a'.\l'llPAC\Wl'C'n.OPOI.~IMllKM.IST -13- hllllll"/::I'lN. MAY 11 'S8 13 :53 FRGA: BIYR KCMO 8163630027 T-248 P.03/03 F-585 written consent to an assignment, no assignment will release or discharge the assignor from any duty or responsibility under this Agreement. 12. Bucher, Willis &t Ratliff Project Team: Ronald A. Williamson, AICP ............................................................ PrincipaHn-Charge Scott Michie, AICP ................................................................................... Project Manager Sean A. Ackerson ........................................................................................ Project Planner ShelU Barr ...................................................................................................... Project Planner Ping Yu, PE .......................................................................Project Transportation Planner Kevin Newman, PE ...............................................,...... ........... ................... Project Enginetr IN WITNESS WHEREOF, said parties have caused this Agreement to be signed by their duly authorized officers in two (2) counterparts, each of which shall be deemed an original, on the day and year firtt above written. CONSULTANT: CITY: BUCHER, WILLIS Be RA TUFF CORPORATION CITY OF PARIS, TEXAS By: Ronald A. Williamson, AICP Executive Vice-President Mayor A TrEST: City Clerk APPROVED AS TO FORM: City Attorney S~I~PO~.'^C\Wi'CIP~OI'OS.U\.l(iRa.IST -14- JlIWJ to I"'