Service Solicited - 2020 - BRS Architects AIA PA - BRS Architects Service Agrt ARCHITECTURAL SERVICES AGREEMENT
'I '1}I �S ARCHITECTURAL SERVICES AGREEMENT ("Agreement") is made and entered into
this _ I _ � _ day of l • 2020, by and between the City of Eagle, Idaho, an Idaho municipal
corporation ("City") and 13R , Architects A . I .A ., P.A., an Idaho professional service corporation
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("Architect"). City and Architect are sometimes collectively referred to herein as the " Parties."
RECITALS
WHEREAS, City owns and operates the Eagle City Hall located at 660 E. Civic Ln ., Eagle ID
83636 ;
WHEREAS, City is contemplating construction and expansion of City Hall to add an additional
8 ,000 to 10,000 square feet;
WHEREAS, the City desires to retain the services of Architect to develop a site plan, building
elevations and space plan for the contemplated City Hall expansion ; and
WHEREAS, Architect desires to provide City with its professional services as set forth in this
Agreement.
AGREEMENT
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is
hereby acknowledged and agreed, and in consideration of the mutual promises and covenants herein
contained , the parties agree as follows :
1 . Incorporation of Recitals: The above Recitals are a material part of this Agreement and
are incorporated into the Services of this Agreement by reference as though they were fully set forth herein .
2 . Services . Architect shall provide all work identified in Exhibit A attached hereto and
made a part of this Agreement. Architect shall render the services with the professional skill and care
ordinarily provided by architects practicing in the same or similar locality and under the same or similar
circumstances. Architect shall perform its service in a diligent, careful and thorough manner consistent
with good business practice. Architect shall complete all services under this Agreement on or before
Aga__ 31 .12020 .
3 . Compensation and Payment. The City shall pay Architect on an hourly basis with
compensation to Architect under this Agreement to be an not to exceed $ 11 ,000 . Architect shall first obtain
written permission from City before performing any work under this Agreement that will cause
performance under this Agreement to exceed $ 11 ,000 for Architect' s services.
4 . Independent Contractor. At all times during the term of this Agreement, Architect shall
be an independent contractor and shall not be an employee of the City . The City shall have the right to
control Architect only insofar as the results of Architect' s services rendered pursuant to this Agreement.
'l'he City shall not have the right to control the means and methods by which Architect accomplishes
services rendered hereunder. Architect shall indemnify the City against any liability arising out of an
allegation or finding that Architect is not an independent contractor. Architect is not entitled to employee
benefit programs or any protection afforded employees of the City of Eagle. Architect is not prohibited
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from providing the same services for other businesses at any time except times which would present a
conflict in providing City services under this Agreement. As a self-employed person, the Architect will be
solely responsible for payment of all federal and state taxes, will not be an employee of the City for worker' s
compensation or any other purposes, and will not have unemployment insurance benefits .
5 . Indemnification , Insurance and Waiver. Architect and each and all of Architect' s
employees, agents, contractors, officers, servants, guests and/or invitees shall , and hereby does, indemnify,
save and hold harmless, release and forever discharge the City of Eagle, its officers, agents, employees and
volunteers from and for any and all losses, claims, actions, judgments for damages, or injury to persons or
property and losses and expenses caused or incurred by Architect or any employee, agent, contractor,
officer, servant, guest and/or invitee thereof, at or in its use of City property, facilities, or equipment or any
lack of maintenance or repair thereon and not caused by or arising out of the tortious conduct of the City,
regardless of the manner by which such claim may be brought. Architect shall at all times during the term
of this Agreement, at Architect ' s sole cost and expense, obtain and keep in force comprehensive general
insurance, which insurance shall name the City as additional insured . Architect shall provide City a
Certificate of Insurance identifying proof of insurance as set forth herein and identifying the City as an
additional insured no later than June 28, 2019 . If Architect has employees, it shall provide the City proof
of Worker' s Compensation insurance, as required by Idaho law. The City does not insure Architect against
all or any part of Architect ' s liability for injury resulting from an act or omission in the Architect 's
performance of any work or services under this Agreement.
6 . Architect Not Agent. Except as the City may specify in writing, Architect shall have no
authority, express or implied, to act on behalf of the City in any capacity whatsoever as an agent. Architect
shall have no authority, express or implied , pursuant to this Agreement, to bind the City to any obligation
whatsoever.
7 . Compliance with Laws. Architect agrees to comply with all local , State and Federal laws
when performing services under this Agreement.
8 . Pronrietary RiEhts . Architect agrees that all work product created solely or jointly by
Architect, its employees, associates or subcontractors, arising from work performed hereunder, or
previously conceived in anticipation of consulting work to be performed in regard to the City' s engagement
of Architect, shall be deemed "work made for hire" and constitutes property of the City . Architect shall
cause all of its employees, associates, or subcontractors assisting in creating the work product to execute a
similar acknowledgment that the work product is "work made for hire." "Work Product" shall mean all
documentation , creative works, know-how, and information created on behalf of the City in whole or part
by Architect and all of his employees, associates or subcontractors assisting in creating the work product
within the scope of this Agreement, whether or not copyrightable or otherwise protectable.
9 . Records . Architect shall keep full and accurate records of all work performed under this
Agreement . All records, sketches, drawings, prints, computations, charts, reports and other documentation
made in the course of the work performed hereunder, or in anticipation of the work to be performed in
regard to this Agreement, shall at all times remain the sole property of the City . Architect shall turn over
to the City all copies of such documents on request of the City . Architect shall abide by the Idaho Public
Records Act and coordinate any requests with the City Clerk and City Attorney .
10 . Notice. Communication between the Parties regarding day-to-day matters shall occur via
e-mail or telephone. For Clarification on or direction regarding day-to-day matters, the point of contact for
the City shall be the Eagle City Clerk ' s office, Sharon Bergmann . All other notices required to be given by
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either of the Parties shall be in writing and be deemed communicated when personally served , or mailed in
the United States mail, addressed as follows
City of Eade Architect
Attn : Eagle City Clerk Attn : Trent Koci
Em ail : sbergmann@cityofeagle.org Email : trent@brsarchitects.com
Phone : (208 ) 939-2669 Phone : (208) 336-8370
I I . Assignment. This Agreement may not be assigned or delegated by either party without
prior written consent of the other party .
12 . Attorney ' s Fees . The prevailing party in any claims or disputes arising out of this
Agreement shall be entitled to recover reasonable attorney ' s fees in addition to other relief which a court
of competent jurisdiction may award .
13 . Governing Law. This Agreement will be construed in accordance with the laws of the
State of Idaho . The Parties submit to the jurisdiction of Idaho courts and agree that proper venue for any
suit concerning this Agreement shall be in the Fourth Judicial District of the State of Idaho, in and for Ada
County .
14 . Entire Agreement. This Agreement constitutes the entire agreement between the Parties
relative to the subject matter hereof. Statements or representations of any kind not embodied herein shall
be of no force or effect . This Agreement may only be modified in writing.
15 . Heirs and Assigns. This Agreement and the terms and conditions hereof shall apply to
and are binding upon the heirs, executors, administrators and assigns of the Parties hereto .
16 . Severability. If any provision of this Agreement, or the application of such provision to
any person or circumstance, shall be held invalid , the remainder of this Agreement, or the application of
such provision to persons or circumstances other than those as to which it is held invalid, shall not be
affected thereby .
17 . Approval . The City and Architect each acknowledge that this Agreement, even though
agreed upon by the City ' s representatives, is not binding upon the City until such time as the Eagle City
Council approves this Agreement and authorizes the Mayor to execute this Agreement on behalf of the
City .
[this space intentionally left blank]
Architectural Services Agreement
Page 3 of 6
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first
above written .
CITY OF EAGLE : ARCHITECT:
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BRS A thitects, A. I .A . P.A .
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Architectural Services Agreement
Page 4 of 6
EXHIBIT A
Description of Work or Additional Services Requested :
Provide space planning and schematic design services for a new 8 ,000 square foot to 10,000
square foot building addition .
The new addition is to be located and configured on the site as generally indicated on the
attached marked up floor plan received via email 4 -26 -20 .
The space plan is to be based upon the client supplied building program identifying projected
space needs , relationships and functional requirements.
t ime is included for producing a series of 2 to 3 progressively refined space plans with
associated review meetings and plan modifications as required to arrive at the final , approved
space plan .
Building addition exterior elevation design is to be an extension of materials & elements
established by the existing City Hall Design
Deliverables to include : Finalized Space Plan, Site Plan and Building Elevations
Not Included : Statement of Probable Construction or Project Costs , Design Review Elements .
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