Res 107-2006 8/15/2006 RESOLUTION NO. IO U�t(�
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WICHITA
FALLS, TEXAS, APPROVING A PROFESSIONAL SERVICES
AGREEMENT WITH GOLFSCAPES, INC. IN THE AMOUNT OF
$250,000 FOR GOLF COURSE ARCHITECT SERVICES; FINDING AND
DETERMINING THAT THE MEETING AT WHICH THIS RESOLUTION
WAS PASSED WAS OPEN TO THE PUBLIC AS REQUIRED BY LAW.
WHEREAS, GolfScapes, Inc. participated in the completion of a Comprehensive
Plan for Weeks Park Golf Course; and
WHEREAS, the 4B Sales Tax Board has awarded a renovation effort at Weeks
Park Golf Course $4.3 million; and
WHEREAS, city staff wishes to continue a professional relationship with
GolfScapes, Inc. to provide Golf Course Architect Services for the Weeks Park Golf
Course Renovation.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF WICHITA FALLS, TEXAS, THAT:
SECTION 1 . The attached Professional Services Agreement in the amount of
$250,000 with GolfScapes, Inc. is hereby approved.
SECTION 2. It is hereby officially found and determined that the meeting at
which this resolution was passed was open to the public as required by law.
PASSED AND APPROVED this the 15 day of August, 2006.
MAYOR
ATTEST:
1 �
ty Cler
Agreement for
Golf Course Design Services
(Hereafter referred to as "Agreement")
Terms and Conditions of Agreement Between
GolfScapes, Inc.
2225 E. Randol Mill Road
Suite 210
Arlington, TX 76011
(Hereafter referred to as "Golf Course ArchitecY')
and
City of Wichita Falls, TX
1300 7th Street, P.O. Box 1431
Wichita Falls, TX 76301
(Hereafter referred to as "Owner")
FOR
Renovation of Weeks Park Golf Course
(Hereafter referred to as "Project")
By BY
Title Title
Date Date
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TABLE OF CONTENTS
Article I Project Information ........................................... 3
Article II Golf Course Architect's Services ................. 3
Article III Supplemental Services .................................14
Article IV Golf Course Architect's Compensation......17
Article V Owner's Responsibilities ..............................17
Article VI Other Provisions ...........................................22
Article VII Suspensions and Termination ................... 23
Article VIII Extent of Agreement ...... Error! Bookmark not
defined.
Article IX Successors and Assigns .............................. 24
Article XAcceptance of Agreement .............................24
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Article I Project Information
1.1 Project Information
This Agreement anticipates the following initial information and assumptions to be true:
1. Pro e
The owner is/or reasonably expect to be legally in possession of certain real property, further described Weeks
Park Golf Course and the Owner desires to construct improvements to said property, generally described as
addin� a practice range short game area reconstructing other golf holes, hereinafter referred to as "Project,"
generaily according to Proposed Routing 3-B in the preliminary report.
2. Financiallnformation:
The Owner has or reasonably expects to have adequate funding to construct improvements.
The Owner's overall budget for the Project, including Site Acquisition and Development, Professional
Fees, Permitting Costs, Golf Course Construction, Facility and Structures Construction, Maturation
and Pre-Opening costs is: $4,300,000.
The Owner's budget for the Cost of Golf Course Construction under the design authority of the Golf
Course Architect, excluding the Golf Course Architect's compensation, is about $3,600,000.
3. Schedule parameters:
The Owner anticipates design and Construction to proceed according to the following schedule:
Service Phase Starting Date Completion Date
L Pre-Design Phase September 2006 October 2006
IL Preliminary Planning Phase October 2006 November 2006
III. Design Development Phase November 2006 December 2006
IV. Permitting Phase
V. Construction Documents Phase December 2006 January 2007
VI. Bidding or Negotiation Phase January 2007 February 2007
VII. Construction Observation Phase February 2007 May 31, 2008
Article II Golf Course Architect's Services
2.1 General Provisions
Project Representatives
The Golf Course Architect shall designate a Project Representative(s) for the Project who shall
have authority to act on behalf of the Project for the Golf Course Architect.
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Coordination with Others
The Golf Course Architect shall periodically consult with the Owner, attend Project meetings, and
communicate with members of the Project team, as necessary for the advancement of the Project. The Golf
Course Architect shall coordinate the services provided by the Golf Course Architect and the Golf Course
Architect's consultants (if any) with services provided by the Owner and the Owner's Consultants.
Design Responsibilities of the Golf Course Architect
The Golf Course Architect is only responsible for the design of the golf course, and not for related
facilities. The extent of the services set forth in Article II include only services customarily performed by
professional golf course architects and do not include unforeseen or extraordinary services, nor any service
which must, by law, be performed by other professionals.
The Golf Course Architect shall endeavor to acquaint himself with design reGuirements of the Project and
respond in the design of the Project to these requirements, using its best judgment as a design professional,
Owner, or its consultants.
The Golf Course Architect shall perform services required in this agreement as expeditiously as is
consistent with professional skill and the orderly progress of the Project.
At appropriate intervals, the Golf Course Architect shall submit design documents or make presentations to
the Owner to explain the current status of the Project for evaluation and approval by the Owner. The Golf
Course Architect shall be entitled to rely on approvals (whether formal or informal) received from the
Owner in the further development of the design.
Professional Conduct and Care
The Golf Course Architect shall abide by the Professional Code of Conduct established by the American
Society of Golf Course Architects.
The Golf Course Architect shall not engage in any activity, or accept any employment, interest,
contribution, gratuity or gift that would reasonably appear to compromise the professional judgement of the
Golf Course Architect with respect to the Project.
Golf Course Architect shall use a standard of care when preparing documents for this Project similar to that
normally employed in the golf course design industry. In the event that there are errors or deficiencies in
the design, drawings, or specifications, the golf course architect shall, without additional compensation,
correct or revise those documents.
Confidentiality
The Golf Course Architect shall maintain confidentiality of information the Owner specifically designates
as proprietary or confidential, unless doing so would violate the law, create significant risk of harm to the
public or prevent the Golf Course Architect from establishing a claim or defense in any legal proceeding.
The Owner shall reciprocate this maintenance of confidentiality, including but not limited to, not disclosing
the Golf Course Architect's fee to any third party.
Meetings
Golf Course Architect shall, as part of basic services, conduct and attend:
• Any Site Tour necessary for design team and city staff to become more familiar with the
requirements of the Project and/or to facilitate design.
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. Two (2) public hearings (with duration of not less than 2 hours) at the Owners discretion to share
with interested members of the community the intended layout. Golf Course Architect shall
consider and review all suggestions. However, Golf Course Architect should not necessarily
design any suggestion with express written consent from the Owner. Owner agrees to
compensate Golf Course Architect for travel expenses specified herein.
• Attend all City Council meetings and/or 4B Sales Tax Board meetings at which a renovation to
Weeks Park Golf Course is a topic on the agenda.
• Design Review Meetings with City Staff at:
o thirty percent (30%) design completion to discuss concept plans;
o sixty-five percent (65%) design completion to discuss preliminary working drawings;
and
o Ninety-five percent (95%) completion to discuss final plans.
• A pre-Bid meeting for all interested bidders,
• A Pre- Construction meeting with the selected contractor to discuss the project, and pre-
construction expectations of all parties. Owner may request attendance at the pre-construction
meeting by other city departments and/or consultants associated with the project.
• Regularly Schedu(ed Construction Progress Meetings, generally at two week intervals, and more
often when the Project Requires.
• Up to six (6) site visits, meetings, consultations or presentations to the Owner by the Irrigation
Desi�ner,
• Up to three (3) site visits, meetings, consultations or presentations to the Owner by the
Agronomist.
2.2 Golf Course Architect Services
The Golf Course Architect Services shall consist of the phases of services specified in this Article. The Golf
Course Architect shall provide the services with its own personnel and/or through the following subconsultants:
• Aqua Engineering — Irrigation Consultants
• Jim Faubion - Agronomist
2.3 Pre-Design Phase
Consultation
In the Pre-Design Phase the Golf Course Architect shall Consult with the Owner to confirm:
• Evaluate the Owner's proposed program and schedule requirements, proposed method of contracting
for construction, and budget for the Work, each in terms of the other, and
• The necessity of obtaining services from other consultants and professionals that may be necessary to
complete the Project.
2.4 Preliminary Planning Phase
In the Preliminary Planning Phase the Golf Course Architect shall prepare:
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• A refinement to the Owner's preferred schematic routing alternative to create a Final Routing Plan,
mutually agreeable to Owner and Golf Course Architect. The Final Routing Plan shall depict the
Clubhouse and Maintenance areas, parking lot and entry road, pump station and other related facilities,
but the Golf Course Architect is not responsible for design programming site planning or final design
of these features.
• A Feature Design Study better illustrating proposed feature designs for Golf Course and practice areas,
including the locations and configurations of centerlines, tees, greens, fairways, lakes, hazards and
other features the Golf Course Architect deems necessary.
• A Refined Preliminary Cost Estimate for golf course construction costs, based on information
contained in the preliminary documents, and utilizing area, and/or volume estimates, unit pricing, or
similar conceptual estimating techniques.
As the design process progresses through each phase, Golf Course Architect shall provide his best
estimate of construction cost, advising the Owner of any changes to previous estimates anticipated by
changes in Project requirements or market conditions. All cost estimates provided shall be based on
the Golf Course Architect's best judgment as a golf course design professional familiar with the golf
course construction industry.
In addition, prior to issuing plans, specifications and construction cost estimates for procurement, the
Golf Course Architect shall submit in writing his best estimate of construction cost. All cost estimates
provided shall be based on the Golf Course Architect's best judgment as a golf course design
professional familiar with the golf course construction industry.
However, neither the Golf Course Architect nor the Owner has control over the cost of labor,
materials, or over the Contractor's methods of determining bid prices or over competitive bidding,
market or negotiating conditions. Accordingly, the Golf Course Architect cannot and does not warrant
or represent that bids or negotiated prices will not vary from the Owner's Project budget or from any
cost estimate or evaluation it prepares.
• A structured review for CITY staff at the thirty percent (30%) design completion to discuss concept
plans;
• An Illustrative Rendering when design features are reasonably fixed.
2.5 Design Development Phase
In the Design Development Phase the Golf Course Architect shall prepare Design Development documents
based on the approved Preliminary Design documents. The Design Development Documents shall
endeavor to refine the design for the Project, better establishing golf course design elements with respect to
location, size, and character.
The Design Development documents shall include:
• Preliminary Construction Drawings for clearing, grading, drainage, irrigation sprinkler layout
and grassing, and other necessary construction design elements. The preliminary construction
drawings shall be sufficient in detail, in the opinion of the Golf Course Architect, to
reasonably ascertain scope of construction.
The Design Development documents shall endeavor to meet submittal requirements of
government authorities having jurisdiction over the Project during the permitting process, as
applicable and if known in advance.
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• A Revised Cost Estimate based on the Design Development
Documents for the Project. If this cost estimate exceeds the Owner's
initial budget for the Work, the Golf Course Architect and Owner shall
cooperate to adjust the Project's scope of work, quality or budget,
considering the value of alternate materials and construction methods
in further developing the design for the Project.
• A structured review for CITY staff at the sixty-five percent (65%)
design completion to discuss preliminary working drawings
2.6 Permitting Phase
This Agreement anticipates that the Project will require permits and approvals by federal, state and local
governmental agencies having jurisdiction over this Project, and that the Owner will provide personnel or
consultants knowledgeable and experienced in local permitting requirements at the location of the Project
to oversee the permitting process.
The Owner is responsible for payment of all permitting costs, including but not limited to, payment of
consultants, fees, and mitigation costs that may be imposed by government agencies as a condition of
approval for the Project.
The Owner acknowledges and agrees that the cost of permits and permit conditions imposed on the Project
is beyond the control of both the Owner and the Golf Course Architect.
The Permitting Phase shall begin with the completion of the Design Development documents. It
shall be complete when governmental authorities having jurisdiction over the issue necessary permits for
construction of the golf course.
In the permitting phase, the Golf Course Architect shall:
• Assist the Owner in connection with the Owner's responsibility for filing documents required or
the approval of governmental authorities having jurisdiction over the Project.
• Provide appropriate information and documents by updating and revising Design Development
documents and preparing other required submittals within their expertise as permit requirements
become fixed.
• Attend meetings presentations, public hearin�s, strategy or meeting preparation sessions during
the permitting phase, in connection with the Project.
2.7 Construction Documents Phase
When Project requirements are reasonably fixed, the Golf Course Architect shall provide Construction
Documents based on the approved design development documents, any conditions imposed by permits issued
far the Project, and adjustments in the scope, quality and budget for the work reasonably requested by the
Owner.
The Construction Documents shall be of a format and graphic character deemed appropriate by Golf
Course Architect. Such documents shall be sufficient for a contractor experienced and knowledgeable in golf
course construction to provide a qualified bid and complete the work.
The documents shall endeavor to include special Project requirements reasonably required by the Owner.
Construction Documents shall include:
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• Construction Plans
• Staking Plan showing proposed centerlines of each golf hole
• Clearing Plan, where applicable
• Grading Plan
• Golf Course Drainage Plan (coordinated with master drainage plan, designed
by others, where applicable)
• Grassing Plan
• Green Details at a scale of not less that 1"=40.0 feet
• Construction Details
• Irrigation Plans (see below)
• Construction Specifications
The specifications shall set forth in detail the requirements for construction of the Project, including
the quality levels of materials and workmanship, and responsibilities of the Owner, Golf Course
Architect and Contractor during construction of the Project.
With approval of the Owner, the specifications may require others, including the contractor, to
provide professional or supplier design of common elements of Golf Course Construction (such as
bridges or pumping units, for example).
The specifications will require the contractor to provide "Drawings of Record," or, "As-Built
Drawings" as part of their responsibilities.
• Biddin� Documents, including:
• Bidding and procurement information, bidding, and proposal forms.
• Final Cost Estimate based on the Construction Documents, if requested by Owner.
The Golf Course Architect and Owner may agree on a fixed limit of construction cost for the project.
The Golf Course Architect and Owner together shall work together to:
1. Determine materials, equipment, and construction methods to be included in the contract
documents;
2. Make reasonable adjustments in project scope of the to attain such fixed limit; and,
3. Provide for contractor's "alternate bids" to adjust construction cost to such fixed limit.
• A structured review for CITY staff at the ninety-five percent (95%) completion to discuss
�nal plans.
Plans Not Included in the Construction Documents
The Construction Documents shall not include any plans or the work of any consultants enumerated
in Article 3, or any plan not specifically enumerated in this Article 2.
Work by Others
The following Plans and/or Specifications completed by others in connection with the Project shall
be made a portion of the Construction Documents for the purpose of obtaining a bid for the
construction of the Project. Such plans shall clearly identify the consultant preparing the plan. Plans
and specifications of others are included in the Bidding or Contract Documents for the sole
convenience of the Owner, and acknowledged and agreed by the Owner that the Golf Course
Architect is not responsible for the design, performance or construction evaluation of any such
Work.
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L Irrigation Design
Engineerin� Services and Plans - A qualified Golf Course Inigation Designer shall prepare
irrigation plans to a similar level of completeness as the golf course plans, including:
• Preliminary Sprinkler Layout and Pipe Routing for Review
• Final Sprinkler Layout and Pipe Routing for Review
• Irrigation control and wiring diagram
• Construction Details, Specifications and Bidding Documents for both irrigation system and
Pump Station (excluding slab design and enclosure, which shall be provided by Owner)
Construction Services
• Pre-Construction Conference
• Provide Field Staking of Irrigation System over Six Visits
• Participate in determination of Completion and Final Completion Regarding the Irrigation
Svstem and Pump Station
Post Construction Services
• Using Original Drawings and As Built Drawings provided by Contractor, create a digital site
map within the Irrigation Central Control System, including organizing layers and linking image
elements to the central controller.
• Build Initial Hydraulic Programming and Central Control Program for Superintendent
• Provide One Day system overview with the Course Superintendent
• Collect Operations Manuals and Distribute to Owner
2. Agronomic ConsultinQ
The golf course architect's Agronomic Consultant shall provide 72 Hours of Agronomic Consulting
during the duration of this Agreement, specifically providing the following services:
• Take Soil Samples and Submit to Labs for Testing for Analysis.
• Review Soils Reports and prepare initial recommendations for inclusion
in the bid package regarding:
1. fertilizer and amendments
2. Grass Types and Planting Rates and Methods
• Make Recommendations regarding the Owners initial grow in practices
• Review and Make Recommendations regarding the Owners approved
recommendations for "Putting Green Construction" as obtained from a
qualified laboratory, as described further in Article VI "Other
Provisions"
Within the service time limits described, the Agronomic Consultant shall also be generally available
to the Owner during the planning and construction phases to assist the golf course architect and
Owner in making evaluations regarding soil and turf issues generally related to Construction. The
Owner may, at its discretion, retain the Agronomist under separate Agreement (or Sub Contract
Agreement with Sirius Advisors) for consulting services related to golf course maturation, general
golf course maintenance, equipment procurement, operations, etc. outside the scope of this
Agreement. If so, all billings and reports will be kept separately by consultant.
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3. Cart Path Construction Documents
The cart path depicted on Golf Course Architect's plans shall designate only the general location and
quantity of cart path contemplated for the Project, considering only matters customarily within the
expertise of the Golf Course Architect including golf circulation, accessibility, concealment and
aesthetics. The golf course architect does not warrant the safety of any path built from these plans.
The Owner may provide final construction documents and field location of all cart paths with the
assistance of a qualified professional engineer.
2.8 Construction Procurement Phase
Obtaining Bids or Negotiated Proposals
Following the Owner's approval of the Construction Documents, the Golf Course Architect, shall
assist the Owner in obtaining either bids or negotiated proposals for golf course construction, and in
awarding a contract or contracts for the construction of the Project.
If bids the lowest bona fide bid exceeds 105% of an agreed upon fixed limit of construction cost,
then the Owner shall take one or more of the following actions:
1. Give written approval of an increase in such fixed limit,
2. Authorize re-bidding the project within a reasonable time, or Suspension of the Project.
3. Cooperate in revising the scope and quality of the project as necessary to reduce the probable
construction cost.
If the project is revised pursuant to clause 3, the Golf Course Architect, shall, to the extent possible,
modify the drawings and specifications as necessary to bring the probable construction cost within at
least 105% of the fixed limit.
Providing this service shall be the limit of the Golf Course Architect's responsibility in this regard,
and having done so, the Golf Course Architect shall be entitled to fees in accordance with this
Agreement, whether or not a construction contract is awarded or construction of the project
commences.
2.9 Construction Evaluation Phase
General
• Contract Administration
The Owner shall provide a project representative to answer questions of the Contractor, Golf Course
Architect and others on the Project. This Agreement presumes that the Golf Course Superintendent
or another witl be on site more or less full time and shall, to the extent practical, observe the
Contractor and evaluate its work.
The Golf Course Architect shall consult and assist the Owner through the duration of the
Construction Phase of the Project, generally to arrange, conduct and provide minutes of any
construction conferences or meetings, maintain a job record and issue and distribute communications
necessary for the Project.
The Golf Course Architect shall have the authority to act on behalf of the Owner only to the extent
provided in this agreement unless otherwise mutually agreed by the Owner and the Golf Course
Architect.
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• The Contract Documents
The Contract Documents shall consist of the Construction Contract (including the agreement
between the Owner and the Contractor and the conditions to such Agreement), the Drawings, the
Specifications, and change orders.
• Definitions
As used herein, the terms "Contractor" and "Construction Contract" shall, in the appropriate context,
mean the singular or plural forms of such terms. The term "Work" shall mean the construction
required by the Contract Documents and shall include all labor, materials, equipment and course
accessories to be incorporated into any construction designed under the Authority of the Golf Course
Architect.
Duration
The Golf Course ArchitecYs responsibility to provide Construction Phase Services under this
Agreement commences with the award of the initial Construction Contract far the Wark and
terminates at the issue of a certificate for final payment with respect to the Project, providing it is no
later than May 31, 2008.
The Golf Course Architect's Responsibilities During The Construction Phase
General
The Golf Course Architect's responsibilities during the construction phase shall consist of making
design and construction evaluations on the basis of periodic site visits, and providing periodic
assistance to the Owner in connection with Owner's Contract Administration for the Project.
The Golf Course Architect's duties, responsibilities and limitations of authority under this
Agreement shall not be restricted, modified, or extended without written agreement of the Owner
and the Golf Course Architect. If any part of the Contract Documents differ from this Agreement
concerning the Golf Course Architect's duties, responsibilities and limitations of authority, they shall
be enforceable only to the extent that they are consistent with this Agreement or are approved in
writing by the Golf Course Architect.
Design Review and Construction Evaluation
1. The Golf Course Architect shall have access to the Project whenever it is in progress, and
shall visit the site at intervals appropriate to Construction, and as frequently as necessary
(or as otherwise agreed by the Owner and Golf Course Architect) to become generally
familiar with the progress and quality of Work completed. The Golf Course Architect
shall not be required to make exhaustive or continuous on-site inspections to check the
quality or quantity of the Work.
A site visit is defined as four (4) to a maximum of ten (10) hours on the actual project site
or in related meetings on a single calendar day for the purpose of providing Construction
Evaluation services or assisting the Owner in Contract Administration.
2. The Golf Course Architect shall have the authority to make changes to the Work for the
purpose of enhancing and adapting the design for site conditions, such as vegetation,
terrain and subsurface geology. All changes are subject to the approval of the Owner. ''�
If deemed necessary or appropriate by the Golf Course Architect, he shall prepare
supplemental drawings or field sketches as information for the Contractor.
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3. On the basis of on-site observations, the Golf Course Architect shall, in order to protect
the Owner's interests in the Project:
• Evaluate if the Work is being performed substantially in accordance with the
Contract Documents
• Keep the Owner informed of observations concerning the progress and quality of
Work, reporting to the Owner any observed significant deficiencies in the Work, or
deviations from the Contract Documents or Construction schedule.
However, by providing these periodic construction evaluations, the Golf Course Architect shall
not be deemed responsible for the actions of the CITY'S contractor to perform the
construction of the improvements covered under this Agreement, or for its acts or omissions,
as such actions remain solely the Contractor's rights and responsibilities.
Processing Contractor's Payment Applications
The Golf Course Architect shall assist the Owner in review and authorization of the Contractor's
payment applications. The Golf Course Architect's authorization of a payment application shall
constitute only a representation to the Owner, based on the Golf Course Architect's evaluations of
the Work, and on data in the Contractor's Application for Payment, that to the best of their
knowledge and belief:
• The Work has progressed to the point indicated in such application
• The quality of the Work is in accordance with the Contract Documents subject to:
o An evaluation of the Project for conformance with the Contract Documents
upon Substantial Completion,
o The results of any subsequent tests or inspections required by or performed
under the Contract Documents,
o Correction of minor deviations from the Contract Documents prior to
Substantial or Final Completion and
o Any specific qualifications stated or expressed by the Golf Course Architect;
• The Contractor is entitled to payment approximately in the amount stated in the application
for payment.
If the Owner requests the Golf Course Architect to execute any Certificates of Payment, proposed
language of such certificates shall be submitted to the Golf Course Architect for review at least 14
days prior to the requested dates of execution. The Golf Course Architect shall not be required to
execute certificates of any kind that would require knowledge, services or responsibilities beyond
the scope of this Agreement, and shall have right of approval of any language contained in such
certificates.
Issuing Instructions to the Contractor
The Golf Course Architect shall consult and assist the owner in issuing advice and instructions to
the Contractor, but all such instruction shall be issued through the Owner, unless otherwise
instructed by the Owner.
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Interpreting Contract Requirements
The Golf Course Architect shall review timely requests by the Contractor for additional
information about the Contract Documents.
The Golf Course Architect shall endeavor to interpret the requirements of the Contract Documents
to assist the Owner in evaluating the performance of the Contractor. The Golf Course Architect
shall make recommendations, when requested, on claims of the Owner or Contractor relating to
the Project.
Interpretations and recommendations of the Golf Course Architect shall be consistent with the
intent of, and reasonably inferable from the Contract Documents by persons knowledgeable about
golf course construction. When making such interpretations and recommendations, the Golf
Course Architect shall not show partiality to either Owner or Contractor.
Whenever he deems it necessary or advisable, the Golf Course Architect retains the
right, but not the duty to advise the Owner of the need to (1) reject Work that does not
conform to the Contract Documents, or (2) request inspection or testing of Work in
accordance with appropriate provisions of the Contract Documents, whether or not such
Work is fabricated, installed or completed.
No recommendation or interpretations made in good faith by the Golf Course Architect,
including any recommendation to reject or not reject, or request any inspection or testing
of portions of the Work shall give rise to a duty or responsibility of the Golf Course
Architect for the consequences to the Owner, Contractor, Subcontractors, material and
equipment suppliers, their agents or employees or other persons or entities performing
portions of the Work.
Submittals
The Golf Course Architect shall review and make recommendations to the Owner regarding
Contractor's submittals such as Shop Drawings, Product Data and Samples, only for the limited
purpose of checking for conformance with information and design concepts expressed in the
Contract Documents. Such review shall not be for the purpose of determining the accuracy and
completeness of details such as dimensions and quantities, or for substantiating installation
instructions or performance standards, all of which remains the responsibility of the Contractor.
The Golf Course Architect's review shall not constitute approval of safety
precautions or of any construction means, methods, techniques, sequences or
procedures. The Golf Course Architect's approval of a specific item shall not
indicate approval of an assembly of which the item is a component.
Shop Drawings and other submittals related to Work designed or certified by the Contractor's
design professionals shall bear such professional's written approval when submitted to the Golf
Course Architect.
Change Orders
The Golf Course Architect shall have authority to arder minor changes in the Work which
are consistent with the intent of the Contract Documents, and not involving an adjustmentin the
Contract Sum or an extension of the Contract Time.
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The Golf Course Architect shall assist the Owner in reviewing and making recommendations on
properly prepared, timely requests by the Contractor for Change Orders. A properly prepared
request for a Change Order shall be accompanied by sufficient supporting information to permit
the Golf Course Architect to make a reasonable determination without extensive investigation or
preparation of additional drawings or specifications.
Project Completion
The Golf Course Architect shall assist the Owner to determine the date(s) of Substantial
Completion and Final Completion.
The Golf Course Architect shall participate in a Substantial Completion inspection with the Owner
to assist him in checking conformance of the Work with the requirements of the Contract
Documents. He shall assist in preparing a"Punch List" of items to be completed or corrected.
The Golf Course Architect shall participate in a Final Completion inspection with the Owner's
Contract Administrator or Designated Representative to assist in reviewing the "Punch LisY' to
verify that necessary items have been be completed or corrected.
As Builts and Prolect manuals
The Golf Course Architect shall obtain from the construction contractor at least (1) reproducible
set of and two (2) sets of prints, and deliver to the OWNER of:
• All manufacturers' warranties or bonds on materials and equipment incorporated in the
Project for which such warranties or bonds were requested by the specifications.
• "As-Built" construction drawings prepared by the Contractor
• "Irrigation As-Builts" (prepared by its irrigation sub consultant)
• Operations and maintenance (O & M) documents on equipment incorporated in the
Project for which such documents were requested by the specifications. O& M
documents are to be bound into volumes not more than two (2) inches in thickness and
are to be fully indexed and tabbed. All sheets will be folded, as required, to not larger
than 8-1/2 x 11 inch size. O& M documents are to be original copy in the number of
copies specified.
Article III Supplemental Services
3.1 Supplemental Services
The Golf Course Architect shall provide only services specifically enumerated in Article II. However, the
Golf Course Architect may agree to provide Supplemental Services, such as, but not limited to, those
enumerated in this Article, through its own personnel or subconsultants, to the Owner after execution of
this Agreement, without invalidating the Agreement.
The Golf Course Architect shall not provide any Sppplemental Service without the prior consent and
approval of the Owner regarding scope of work and fees. Providing approved Supplemental Services shall
entitle the Golf Course Architect to an adjustment in compensation, schedule and reimbursable expenses on
a mutually agreeable basis.
However, any additional services required of the Golf Course Architect due to the fault of the Golf Course
Architect shall not be considered Supplemental Services, and the Owner shall not be required to pay
additional compensation for these services.
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The services listed below are not provided under Article II —"Golf Course Architect's Services".
1. Pre Design Studies
Providing services or consultants to assist in the development of special studies often
required in the purchase and development of a site, but not directly related to golf course
design and construction, including, but not limited to:
• Financial or market analysis, pro formas or other feasibility studies.
• Evaluations or comparative studies of alternate prospective sites.
• Historical or environmental studies including wetlands delineation, Phase I EAW,
EIS reports, and IPM Plans, etc.
• Pre Desiqn Enqineerinq studies including Soil Testing,
Hydroloav Studies, Geo Technical Services, or TrafFic
Studies or reports.
• Surveying existing conditions before construction when required for planning
• Surveying during or after construction to verify construction quantities.
• Providing promotional material including scale models, videos or brochures.
• Obtaining permits for the Project of any kind
2. Providing Consultants
Providing services or consultants for design and construction documentation of Work
outside the expertise of a Golf Course Architect, unless enumerated in Article II,
including but not limited to:
• NPDES Erosion Control Plan and Permitting
• Design, Engineering or Construction Documents for:
o Cart Path
o Landscape Plans
o Roads, Parking, or Traffic Planning
o Dams and Lakes, Weirs, Channels, or Detention Basins Flood Control,
Master Project Drainage
• Utility services such as:
o Wastewater Treatment
o Electric, Gas, Sewer, Water or Cable
o:'Irrigation Water Supply and Delivery Systems
o Lightning Protection
o Lighting
o Hazardous Waste Disposal or Mitigation Plans
• Site Plans or Building Plans for:
o Clubhouse and Cart Storage Building
o Maintenance Building(s)
o Shelter(s), other structure or related facilities
o Pump Station Pad and Structure
o Tennis, Pool, or other Sports Facilities
is
4. Other Services not Provided Under this AQreement
Preparing or Providin�:
• Professional Services after May 31, 2008, unless the Project is delayed by actions of
the golf course architect.
• Comparative designs
• Detailed "alternate bids" documents, other than those easily provided, by modification
of small portions of the specifications or bid forms.
• Consultation or professional services concerning replacement of any part of the Project
damaged by casualty or other cause during construction.
• Construction Evaluations or Contract Administration services days after Substantial
Completion has been exceeded by more than beyond sixty (60), through no fault of the
Golf Course Architect.
Record or "As-Built Drawings" based on the Golf Course Architect's own field measurements or
data furnished by the Contractar.
• Services as a witness in any public hearing, arbitration proceeding, or the proceedings
of a court of record.
• Proiect Administration Services for Consultants who are not under Agreement to the
golf course architect for this Project, overall Contract Administration, Project
Representative or Design Build Services in connection with this Project.
• USGA (or other method) greens testing or mix design.
• Services for another Project
• Services when Project conditions beyond the Golf Course ArchitecYs control
that require substantially more work by the Golf Course Architect, including:
• The information contained in Article I of this Agreement changes
substantially during the project,
• Revising previously approved Drawings, Specifications or other documents to
accomplish changes not initiated by the Golf Course Architect.
• Project requires more meetings, site visits, or presentations by the Golf
Course Architect or its consultants to the Owner or its consultants,
•'The Permitting Phase services above those limits enumerated below.
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Article IV Golf Course Architect's Compensation
4.1 Compensation
The Owner shall compensate the Golf Course Architect, in accordance
with the provisions of this Agreement, by payment of a stipulated sum.
The Owner shall make a non-refundable initial payment according to the payment schedule below.
Subsequent payments shall be made monthly, based on Golf Course Architect's Invoices, whose amounts
shall be proportional to services performed, and shall increase the total payments for Basic Services to the
following amounts at the completion of each Project phase:
Basic Service Compensation Stipulated Fee or
Method Estimate
Initial Payment $20,000 Stipulated Fee
Pre Design $10,000 Stipulated Fee
Preliminary Design $15,000 Stipulated Fee
Design Development $30,000 Stipulated Fee
Permitting $4,000 Estimate
Construction Documents $70,000 Stipulated Fee
Construction Procurement $5,000 Stipulated Fee
Construction Evaluation $40,000 Stipulated Fee
Supplemental Services
with known scope Negotiated
with unknown scope Hourly
Other Services included in this Agreement
Sub-Consultants
1. Irrigation Design $ 9,000
2. Irrigation Staking $13,800
3. Irrigation As Builts and Programming $11,000
4. Agronomy $ 7,200 Hourly — 72 Hours
@ $100/HR
Total Fee $235,000
4.2 Definitions
1. Stipulated Sum
Where the Method of Compensation is a Stipulated Sum Where the Method of Compensation is a fixed fee,
payable in U.S. Dollars shall be made.
2. Hourlv and Per Diem Rates for Services
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Where the Method of Compensation for any Services including Supplemental Services to be
provided is an Hourly or Per Diem basis, the Golf Course Architect will keep a record of time
expended for Professional Service on behalf of the Project. The fee shall be based on the Golf
Course Architect's record and rates listed below:
a) Principals' time at the fixed rate of Two Hundred Dollars ($200) per hour, or Twelve
Hundred Dollars ($1200) per Day.
b) Senior Associates' time at a fixed rate of One Hundred Twenty Five Dollars ($125)/Hour, or
Nine Hundred Dollars ($900) per Day.
c) Associates' time at a fixed rate of Seventy Five Dollars ($75)/Hour, or Five Hundred Fifty
Dollars ($550) per Day.
d) Secretarial/Clerical time at a fixed rate of Fifty Dollars ($50)/Hour, or Three Hundred Fifty
Dollars ($350) per Day.
e) Sub-Consultant time at a fixed rate of One Hundred Dollars ($100)/Hour, or Seven Hundred
Fifty Dollars ($750) per Day.
4.3 Reimbursable Expenses
In addition to Service Fees, Client shall compensate the Golf Course Architect at a multiple of 100% of
actual cost for expenditures made on behalf of the Project made by the Golf Course Architect's employees
in the interest of the Project for the following:
• Travel expense, including transportation, meals and lodging, car expense (rentals, gas and insurance),
airport parking fees, mileage and/or taxi expense to the airport, and miscellaneous costs, such as tips.
Airfare shall be lowest fare available to the Golf Course Architect or it's Sub-Consultants. Personal or
corporate automobiles shall be reimbursed at $0.50 per mile.
• Reproduction Costs, including in-house and contracted blueprints, computer plots, and other copies or
reproductions in connection with the Project.
• Postage and Courier Expenses, for delivery of Instruments of Service.
• Expense of additional professional liability insurance, if requested by the Client in excess of that normally
carried by the Golf Course Architect.
• Services of consultants or testing services required by the Project, and approved by Client, if retained in
accordance by the Golf Course Architect for the Project.
• Compensation for any taxes, if the Project is in a state, city or county that requires sales ar other specific
taxes on professional services. If, during the course of the Project, any government authority enacts new or
additional sales or specific taxes, surcharges or fees on professional services, Client shall also compensate
the Golf Course Architect through an adjustment of the hourly and per diem rates.
• Cost of Making topo�raphical information AutoCAD ready, if not supplied by the Owner in such form,
including any required scanning, and making contours "3-D" compatible.
• Fees paid bv the Golf Course Architect for securing approval of authorities having jurisdiction over the
Project, if any.
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• Renderings models and mock-ups, above and beyond those provided for in this agreement, and if
requested by Owner.
4.4 Late Payments
Payments due the Golf Course Architect under this Agreement are due thirty (30) days from the date of the
invoice. No allowances shall be made for delayed mail, or any other cause.
Late payments shall be subject to Interest Charges, charged at 9% per annum. Whenever interest charges
are due under this Agreement, and current payment does not fully cover the total invoice amount, these
partial payments shall be credited first to interest in full, then to expenses and lastly, to professional fees.
Golf Course Architect will not provide drawings for any phase of this Project under the terms of this
Agreement until all previously outstanding invoices for the Project have been paid in full.
4.5 Deductions
No deductions shall be made from the Golf Course Architect's compensation on account of penalties,
liquidated damages or other sums withheld from payments to the Contractor.
4.6 Automatic Escalator
Professional fees, limits or allowances for uncompleted services, Reimbursable Expenses, Hourly and Per
Diem rates, Consultants Fees and other applicable charges in this Agreement shall increase automatically
on the date stipulated in Article I for fmal completion of the Golf Course Architects Services. The increase
shall be 3%, and 3% per annum thereafter, if applicable.
Article V Owner's Responsibilities
5.1 Owner's Representative
The Owner shall designate a representative authorized to act on their behalf with
respect to the Project during the design phases. This representative shall examine
documents submitted by the Golf Course Architect and shall render decisions promptly,
and shall coordinate all members of the Project Team.
The Owner shall designate a representative authorized to act on their behalf with
respect to the Project during the construction phase.
5.2 Project and Site Information
The Owner shall furnish full and complete information required for the design of the Project, including but
not limited to:
A Design Pro�ram for the Project.
A recent scale aerial photo�raph and topo�raphy map for the site of the Project. This information shall be supplied
in digital and paper format and all contour lines shall be provided with 3D capability in CAD format, as specified by
Golf Course Architect.
Property Surveys including adjoining property; rights-of-way, restrictions, easements,
encroachments, zoning, deed restrictions, boundaries; complete data pertaining to
existing buildings, improvements and trees.
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Utilitv Information, including available and planned service and utility lines both public and private, above and
below grade, including inverts and depths.
Legal information, as applicable, such as zoning restrictions, deed restrictions, or other land use restrictions on the
site.
Environmental information including any Phase I EAW, wetlands delineations, floodplain and hydrological
information relating to the site, information concerning toxic or hazardous materials, and any other environmental
studies completed or required by law for this site.
5.3 Testing and Supporting Services
The Owner shall furnish laboratory tests, inspections or reports required by law or the Contract Documents. The
Owner shall furnish the services of consultants when the Golf Course Architect reasonably deems such services
necessary. Unless otherwise stipulated, all consultants shall be employed directly by Owner.
The Owner shall furnish such legal, accounting and insurance counseling services necessary for the Project,
including such auditing services he may require to ascertain how or for what purposes the Contractor has used the
moneys paid to him under the Construction Contract.
5.5 Surveying
Owner shall provide necessary surveying and control point staking for the Project, if
requested by the Golf Course Architect, including:
• Boundary surveying and staking prior to preliminary design,
• Staking of approved preliminary routing for field reviews by the Golf Course Architect.
• Surveying and staking of control points of the final design for Contractor's use, including control points
with benchmarks at tees, greens, and doglegs and several additional benchmarks. The specifications for
construction shall stipulate, however, that the Contractor is responsible for maintenance of such points at
their cost.
5.4 Reliability and Timeliness of Information
The services, information, surveys and reports required by Section 5.1 — 5.5 shall be furnished at the Owner's
expense, and the Golf Course Architect shall be entitled to rely upon their accuracy and completeness. The Owner
shall furnish information and services required of him as expeditiously as necessary for the orderly progress of the
Project.
5.5 Notification of Golf Course Architect in Case of Faults or Defects
If the Owner observes or otherwise becomes aware of any fault or defect in the Project or any nonconformance of
the Project with the Contract Documents, he shall give prompt written notice thereof to the Golf Course Architect.
If the Owner observes or otherwise becomes aware of any fault in the performance of the Golf Course Architect
with respect to the Project, he shall give prompt written notice to the Golf Course Architect. The Owner shall allow
Golf Course Architect an opportunity to remedy such faults in performance. If Golf Course Architect fails to provide
satisfactory remedy, then Owner and Golf Course Architect shall pursue Mediation, as provided in this Agreement.
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5.6 Promotional Material and Opportunities
'The Owner shall provide reasonable amounts of promotional materials, brochures, photographs,
newsletters, scorecards, articles, video and taped materials to the Golf Course Architect, but is not obligated
to produce such materials solely for benefit of the Golf Course Architect.
5.7 Indemni�cation and Limitations of Golf Course Architect's Liability
• All construction contracts executed by Owner for the Project shall provide legal protections for the Golf
Course Architect to the greatest extent provided by law, and shall not differ from this Agreement
concerning the Golf Course Architect's duties, responsibilities and limitations of authority. If they differ,
they shall be enforceable only to the extent that they are consistent with this Agreement or are approved in
writing by the Golf Course Architect.
• Owner shall limit the Golf Course Architect's professional liability for negligent acts, errors or omissions,
to a total maximum aggregate liability of $1,000,000.
• The Owner shall indemnify and hold harmless the Golf Course Architect for any unauthorized use of any
plans or specifications produced under this Agreement. This indemnification shall include, but is not
limited to, use of drawings before such drawings are approved by governmental agencies having
jurisdiction over this project, use of documents without construction evaluation services of the Golf Course
Architect on this Project, and any use of the drawings for other projects.-
• The Owner agrees and acknowledges that applicable statutes of limitations shall commence to run not later
than the earliest of (1) the date of Substantial Completion or (2) the date of issuance of the final Certificate
for Payment. In no event shall such statutes of limitations commence to run any later than the date when
the Golf Course Architect's services are substantially completed.
• In the event of any breach by GOLF COURSE ARCHITECT of any provision or obligation of this
Agreement, or the event of at the assertion by other parties of any claim or lien against Owner, or the
Owner's premises, arising out of GOLF COURSE Architect's performance of this Agreement, Owners
shall have the right to retain out of any payment due or to become to GOLF COURSE ARCHITECT an
amount sufficient to completely protect the Owner from any and all loss, damage or expenses therefrom,
untii the breach, claim or lien has been satisfactorily remedied or adjusted by the GOLF COURSE
ARCHITECT.
• Proper pre-opening and ongoing maintenance (including performance of greens), operation and use of the
golf course and related facilities, (or portions thereo fl are entirely the Owner's responsibility, whether
performed by Owner's employees, agents or subcontractors.
• The GOLF COURSE ARCHITECT hereby agrees to protect, indemnify and hold harmless the CITY, their
officers, agents, servants and employees (hereinafter individually and collectively referred to as
"Indemnitees"), from and against suits, actions, claims, losses, liability or damage of any character, and
from and against costs and expenses, including, in part, attorney fees incidental to the defense of such suits,
actions, claims, losses, damages or liability on account of injury, disease, sickness, including death, to any
person or damage to property including, in part, the loss of use resulting therefrom, arising from any
negligent act, error, or omission of the GOLF COURSE ARCHITECT, its officers, employees, servants,
agents or subcontractors, or anyone else under the GOLF COURSE ARCHITECT'S, direction and control,
and arising out of, resulting from, or caused by the performance or failure of performance of any work or
services called for by this Agreement, or from conditions created by the performance or non-performance
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of said work or services. In the event one or more of the Indemnitees is determined by a court of law to be
jointly or derivatively negligent or liable for such damage or injury, the GOLF COURSE ARCHITECT
shall be obligated to indemnify Indemnitees(s) as provided herein on a proportionate basis in accordance
with the final judgment, after all appeals are exhausted, determining such joint or derivative negligence or
liability.
Acceptance and approval of the final plans by the CITY shall not constitute nor be deemed a release of this
responsibility and liability of GOLF COURSE ARCHITECT, its employees, associates, agents and
consultants for the accuracy or competency of their designs, working drawings and specifications, or other
documents and work; nor shall such approval be deemed to be an assumption of such responsibility by the
CITY for any defect in the designs, working drawings and specifications, or other documents prepared by
GOLF COURSE ARCHITECT, its employees, contractor, agents and consultants.
5.11 Water and Utility Supply
Owner shall provide water rights, permits for, and design of, any connection to and delivery mechanism for, a
reliable water supply for irrigation. Utilities for operation of the pump station, clubhouse and other structures shall
be secured in sufficient time to fill the Irrigation Lake and test of the irrigation system in advance of grassing dates
agreed upon for the Project.
Article VI Other Provisions
6.1 Instruments of Service
Drawings, specifications and other documents, including those in electronic form, prepared by the Golf Course
Architect and the Golf Course Architect's consultants are Instruments of Service for use solely with respect to this
Project. The Golf Course Architect and the Golf Course Architect's consultants shall be deemed the authors and
owners of their respective Instruments of Service and shall retain all common law, statutory and other reserved
rights, including copyrights.
Upon execution of this Agreement, the Owner has nonexclusive rights to reproduce the Instruments of Service
solely for purposes of constructing, using and maintaining the Project, provided that the Owner shall comply with all
obligations, including prompt payment of all sums when due, under this Agreement. Any termination of this
Agreement prior to completion of the Project shall terminate Owner's rights to make further reproductions of
Instruments of Service.
No other right to use Instruments of Service shall be deemed granted or implied under this Agreement. The Owner
shall not use the Instruments of Service for future additions or alterations to this Project or for other Projects, unless
the Owner obtains the prior written Agreement of the Golf Course Architect and the Golf Course Architect's
consultants. Any unauthorized use of the Instruments of Service shall be at the Owner's sole risk and without
liability to the Golf Course Architect and the Golf Course Architect's consultants.
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. ,
6.2 Putting Green Construction
The Golf Course Architect shall advise the Owner regarding generally recognized methods of putting green
construction, and shall assist the Owners in selection of qualified testing laboratories in the testing of materials for
"Putting Green Construction".
This lab shall test submitted materials and determine recommend materials, construction and quality control
methods for "Putting Green Construction", considering unique site conditions (regional climate, microclimates,
water quantity and quality, and turf types), together with cost, availability and likely performance of root zone
materials and amendments regarding particle size, percolation rate, retained moisture, bulk density, porosity and
other factors they deem applicable.
Based on their information and analysis, the Owner shall approve materials and determine the preferred construction
method (either USGA Recommendations for Putting Green Construction, California Method or other construction
method) for the Project.
The Golf Course Architect shall include Owners approved construction and material recommendations in the
construction documents for the sole purpose of obtaining a bid for construction of the Project, and shall advise the
Owner and their consultants regarding the procurement, installation and quality control monitoring of the root zone
materials, but shall not be responsible for evaluating, approving, or for the satisfactory performance of the root zone
material or greens.
Owner acknowledges that characteristics of root zone material meeting
applicable Project specifications at the time of installation will vary over time, that future
materials testing may yield different values, and that root zone materials may not
conform to changes in USGA or other recommendations for "Putting Green
Construction" occurring after the design of the Project. Neither these conditions nor any
other condition shall give rise to any liability of the Golf Course Architect to the Owner
for the perFormance of the greens or turf.
Article VII Suspensions and Termination
This Agreement may be terminated by either party upon 30 days written notice should the other party fail
substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the
termination.
The Owner upon may terminate or suspend the Agreement for convenience and without cause.
Upon receipt of a notice of termination and prior to the effective date of the termination, the GOLF COURSE
ARCHITECT shall, unless the notice otherwise directs, immediately begin to phase-out and discontinue all service
in connection with the performance of this Agreement and shall proceed to promptly cancel all existing orders and
contracts insofar as such orders and contracts are chargeable to this Agreement. Within thirty (30) days after receipt
of the notice of termination, the GOLF COURSE ARCHITECT shall submit a statement, showing in detail the
services performed under this Agreement prior to the effective date of termination.
Copies of all completed or partially completed specifications and reproducibles of all completed or partially
completed design and plans prepared under this Agreement prior to the effective date of termination shall be
delivered to the OWNER as a pre-condition to final payment. These documents shall be subject to the restrictions
and conditions set forth in IV above.
Upon the above conditions being met, the OWNER shall promptly pay the CONSULTANT that proportion of the
prescribed fee which the services actually perfor►ned under this Agreement bear to the total services called for under
this Agreement, less previous payment of the fee.
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Failure by the GOLF COURSE ARCHITECT to comply with the submittal of the statement and documents as
required above shall constitute a waiver by the GOLF COURSE ARCHITECT of any and all rights or claims to
collect monies that GOLF COURSE ARCHITECT may rightfully be entitled to for services performed under this
Agreement.
Before resuming services after a suspension, the Golf Course Architect shall be paid all expenses incurred in the
interruption and resumption of the Golf Course Architect's services. The Golf Course Architect's fees, reimbursable
expenses and schedules for the remaining services shall be equitably adjusted. If the Golf Course Architect elects
terminate services, the Golf Course Architect shall give 30 days written notice to the Owner.
Article VIII Extent of Agreement
This Agreement represents the entire and integrated Agreement between the Owner and the Golf Course Architect
and supersedes all prior negotiations, representations, or agreements either written or oral.
This Agreement may be amended, if mutually agreed by the Owner and the Goif Course
Architect, only in a written supplement to this Agreement, executed and delivered to
both parties.
Article IX Successors and Assigns
The Owner and the Golf Course Architect each binds himself, their partners, successors, assigns and legal
representatives to the other party to the Agreement and to the partners, successors, assigns and legal representatives
of such other party in respect of all covenants of this Agreement. Neither the Owner nor the Golf Course Architect
shall assign or transfer their interest in this Agreement without the written consent of the other.
Article X Acceptance of Agreement
This Agreement must be accepted and signed by the Owner, with one executed copy and the initial payment
returned to the Golf Course Architect within 60 days of signature by Golf Course Architect. After this time period,
this offer is null and void and a new Agreement will be offered, if desired.
THIS AGREEMENT SHALL BE GOVERNED BY THE LAW OF THE STATE OF
TEXAS. ANY LEGAL ACTION ARISING FROM THIS CONTRACT MUST BE
BROUGHT IN WICHITA County, Texas.
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