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HomeMy WebLinkAboutDLJ CONSULTING FOR HISTORIC RENOVATION PROFESSIONAL SERVICES SPECIAL SERVICES CONTRACT $6,000DLJ Consulting Historic Renovation Professional Services CONTRACT Between AUGUSTA, GEORGIA And DLJ Consulting In the amount of $ 6,000 Funded through The Laney-Walker/Bethlehem Neighborhood Redevelopment Program For Historic Renovation Professional Services Special Services Contract THIS AGREEMENT ( "Contract "), is made and entered into as of the 1st day of June, 2010, ( "the effective date ") by and between Augusta, Georgia, acting through the Housing and Community Development Department (hereinafter referred to as "AHCDD ") - with principal offices at 925 Laney Walker Blvd, Augusta, Georgia, 30901, as party of the first part, hereinafter called "AUGUSTA ", and DLJ Consulting, a sole proprietorship, thereinafter called "DLJ CONSULTING" as party in the second part. AUGUSTA/AHCDD is embarking on a project with city funding called the Laney - Walker /Bethlehem Neighborhood Revitalization Project. An integral part of this project is to restore and renovate historical properties. The party's names above agree that DLJ Consulting shall provide Historic Preservation Professional Services to AUGUSTA through AHCDD through this Special Services Contract under the following terms and conditions: SECTION 1. PROJECT SCOPE OF WORK DLJ consulting will provide AUGUSTA/AHCDD with a recommendation on how to sensitively renovate the historic Penny Savings Bank building for use as city offices. SECTION 2. PROJECT DESCRIPTION The scope of this contract will encompass the following tasks: 1. Meet with Chester Wheeler and other city staff, as appropriate, to learn more about the city's objectives in renovating, and occupying the Penny Savings Bank Building. 2. Meet with Jesse Wiles and the proposed architect for the renovation of the bank building to review and discuss the overall development concept. 3. Tour the bank building and document the architectural details of the interior and exterior of the building. 4. Document the architectural context of the neighborhood surrounding the bank building. Page 1 of 9 DLJ Consulting Historic Renovation Professional Services 5. Meet with the architect to discuss conceptual design alternatives. 6. Make recommendations to Jesse Wiles and Chester Wheeler on the historic preservation potential of the building, including whether or not the building may be eligible for listing on the National Register of Historic Places. 7. Recommendations will include preservation of the buildings architectural integrity within the context of the proposed adaptive re -use. 8. Recommendations will include any applicable historic preservation financial incentives. 9. Provide the City of Augusta with a written report on the historic preservation recommendations. 10. Consult with the project architect on design development through the schematic design phase SECTION 3. APPROACH Denise Johnson of DLJ Consulting will perform the work for this effort. The proposed scope of work includes a two -day visit to Augusta, GA, where Ms. Johnson will visit the site and meet with key project stakeholders. Ms. Johnson will produce a written trip report highlighting the initial analysis and high -level recommendations made during the two -day visit. This Report will be delivered within 10 days of two -day visit to Augusta. Within 30 days of the two -day site visit, Ms. Johnson will produce the second deliverable which will include the final recommendation on the historic preservation of the Penny Savings Bank. SECTION 4. DETAILED TASK LIST The following is a detailed task list and definition of two deliverables for this project: Task 1: Two -day Onsite Visit to Augusta, GA 1. Meet with Chester Wheeler and other city staff, as appropriate, to learn more about the city's objectives in renovating, and occupying the Penny Savings Bank Building. 2. Meet with Jesse Wiles and the proposed architect for the renovation of the bank building to review and discuss the overall development concept. 3. Tour the bank building and document the architectural details of the interior and exterior of the building. 4. Document the architectural context of the neighborhood surrounding the bank building. 5. Meet with the architect to discuss conceptual design alternatives. 6. Document meeting with in Trip Report. Task 1 Deliverable: Trip Report with Initial Analysis 1. The trip report will document the high -level results of the two day visit. This report will capture an initial SWOT (strengths, weaknesses, opportunities, threats) for the renovation of the Penny Savings Bank. In addition, the report will capture any initial architectural ideas about the renovation of the building, including questions and concerns. An initial recommendation will be made as to the feasibility of the renovation of this building in relation to the information presented to DLJ Consulting during their two -day visit. This Deliverable is due within ten days of the completion of the two -day on -site visit. DLJ Consulting may submit with the Deliverable for Task 1 an invoice for $2,500 for project professional services to produce the Deliverable and the actual travel expenses for the two -day trip. All actual travels expenses will be reimbursed according to GSA standards for the city of Augusta. AUGUSTA/AHCDD will not reimburse for costs exceeding GSA per -diem standards or costs not allowed under GSA rules. Page 2 of 9 DLJ Consulting Historic Renovation Professional Services AUGUSTA/AHCDD will approve /request changes /disapprove deliverable within 10 days of receipt of deliverable. Once deliverable is approved as is or with changes, Task 1 invoice will be paid within 45 days of deliverable approval date Task 2: Penny Savings Bank Renovations Analysis and Recommendation 1. Make recommendations to AUGUSTA/AHCDD on the historic preservation potential of the building, including whether or not the building may be eligible for listing on the National Register of Historic Places. 2. Recommendations will include preservation of the buildings architectural integrity within the context of the proposed adaptive re -use. 3. Recommendations will include any applicable historic preservation financial incentives. 4. Provide AUGUSTA/AHCDD with a written report on the historic preservation recommendations within 30 business days of two -day onsite visit. Task 2: Deliverable: Penny Savings Bank Historical Preservation Recommendation The Historical Preservation Recommendation Deliverable will contain the following: 1. Recommendations on the historic preservation potential of the building, including whether or not the building may be eligible for listing on the National Register of Historic Places. 2. Define the preservation of the buildings architectural integrity within the context of the proposed adaptive re -use. 3. Define applicable historic preservation financial incentives. 4. Provide AUGUSTA/AHCDD with this Deliverable within 30 days of the days of two -day onsite visit. 5. AUGUSTA/AHCDD will approve /request changes /disapprove deliverable within 10 days of receipt of deliverable. Once deliverable is approved as is or with changes, Task 2 invoice will be paid within 45 days of deliverable approval date. DLJ Consulting may submit with the Deliverable for Task 2 the final invoice for $2,500 for project professional services to produce the Deliverable. All travels expenses will be reimbursed according to GSA standards for the city of Augusta. AUGUSTA/AHCDD will not reimburse for costs exceeding GSA per -diem standards or costs not allowed under GSA rules SECTION 5. DETAILED BUDGET FOR PROJECT Total Budget for this Contract is not to exceed $6,000 and is proposed as follows: Professional Services: $5,000 Travel Expenses: Actual costs not to exceed $1,000 ** ** All travels expenses will be reimbursed on an actual basis according to GSA standards for the city of Augusta. AUGUSTA/AHCDD will not reimburse for costs exceeding GSA per -diem standards or costs not allowed under GSA rules. Estimated travel expenses must be approved by AUGUSTA/AHCDD via email prior to travel occurring. Page 3 of 9 DLJ Consulting Historic Renovation Professional Services SECTION 6. CONTRACT TERMINATION Termination of this contract may be made by either party upon five (5) days written notice of the other. All correspondence should be made in writing and sent via direct mail to AUGUSTA/AHCDD, 925 Laney Walker Blvd., Suite 200, Augusta, GA 30901. SECTION 7. CONTRACT GUIDANCE This contract, together with all exhibits referenced herein, constitutes the entire contract between AUGUSTA/AHCDD and DLJ Consulting and supersedes all other proposal, oral, or written between the parties on this subject. This contract may be modified only in writing and with the mutual consent of the parties hereto. This contract shall be construed and regulated by the laws of the State of Georgia. In all cases, the parties agree to use all reasonable effort to carry out the letter and spirit of this Contract and to use good faith and commercial reasonableness in their dealing with one another. All claims, disputes and other matters in question between AUGUSTA/AHCDD and DLJ Consulting arising out or relating to this contract, or the breach thereof, shall be decided in the Superior Court of Richmond County, Georgia. DLJ Consulting by executing this contract, specifically consents to venue in Richmond County and waive any right to contest the venue in the Superior court of Richmond County, Georgia. The parties agree that they are not joint ventures or partners for any purposes, but that DLJ Consulting acts as an independent contractor of AUGUSTA/AHCDD. AUGUSTA/AHCDD acknowledges and agrees that it cannot and shall not control the time, method, and/or manner of performance under this contract. SECTION 8. BUDGET AND METHOD OF PAYMENT AUGUSTA/AHCDD agrees to pay DLJ Consulting a maximum of $6,000 under this agreement for professional services and project expenses incurred as outlined in Section 5 and in compliance with all terms and conditions of this agreement and the procedures for documenting expenses and activities as set forth in Section 4 and 9. AUGUSTA/AHCDD will monitor the progress of the project and performance on a daily basis with regards to the production of housing units and the overall effectiveness of project. If no deliverables as stated in Section 4 are produced, AUGUSTA/AHCDD will reserve the right to withhold payment of invoices until receipt of such deliverables are made to AUGUSTA/AHCDD and accepted. AUGUSTA/AHCDD will reimburse up to $1,000 in actual travel expenses. All travels expenses will be reimbursed on an actual basis according to GSA standards for the City of Augusta. AUGUSTA/AHCDD will not reimburse for costs exceeding 2010 GSA per -diem standards or costs not allowed under GSA rules. Please reference GSA website for current 2010 per -diem costs. All expenses must be estimated and approved by AUGUSTA/AHCDD prior to occurring. Payment of invoices will be made within 45 days of the associated deliverable acceptance date. Invoice payment details are stated in Section 4. Page 4 of 9 DLJ Consulting Historic Renovation Professional Services SECTION 9. RECORD KEEPING, REPORTING AND MONITORING REQUIREMENTS A. DLJ Consulting will keep accurate records of all expenses and provide additional financial information to AUGUSTA/AHCDD about any invoices within 10 business days of request. B. DLJ Consulting shall prepare and submit two deliverables; the first will be a Detailed Trip Report that is due within 10 days after the two day visit; the second will be the Final Recommendation Report that will be delivered 30 days after two -day visit. These deliverables are defined in Section 4. C. DLJ Consulting shall maintain books and records in accordance with generally accepted accounting principles. Documents shall be maintained in accordance with practices that sufficiently and properly reflect all expenditure of funds provided by AUGUSTA/AHCDD under this Agreement. D. DLJ Consulting shall make all records for this project available to AUGUSTA/AHCDD or their duly authorized representatives for the purpose of making audits, examinations, excerpts and transcriptions. E. In compliance with OMB Circular A -110 regarding retention and custodial requirements for records, DLJ Consulting shall maintain financial records, supporting documents, statistical records, and all other records pertinent to this Agreement for a period of three years, with the following qualifications: F. If any litigation, claim or audit is started before the expiration of the 3 -year period, the records shall be retained until all litigation, claims, or audit findings involving the records have been resolved. G. Records for non - expendable personal property acquired with NSP grant funds shall be retained for three years after its final disposition. Non - expendable personal property means tangible personal property having a useful life of more than one year and an acquisition cost of $300 or more per unit. H. Open Records Disclosure DLJ Consulting records related to this Agreement and the services to be provided under the grant may be a public record subject to Georgia's Open Records Act (O.C.G.A. § 50- 18 -70). DLJ Consulting agrees to comply with the Open Records Act should a request be submitted to it. SECTION 10. ADMINISTRATIVE REQUIREMENTS A. Conflict oflnterest This conflict of interest applies to any person who is an employee, agent, consultant, officer, or elected official or appointed official of DLJ Consulting. No person described above who exercises, may exercise or has exercised any functions or responsibilities with respect to the project activities supported under this contract; or who are in a position to participate in a decision - making process or gain inside information with regard to such activities, may obtain any financial interest or benefit from the activities, or have a financial interest in any contract, sub - contract, or agreement with respect to the contract activities, either for themselves or those with whom they have business or family ties, during their tenure or for one year thereafter. Page 5 of 9 DLJ Consulting Historic Renovation Professional Services For the purpose of this provision, "family ties ", as defined in the above cited volume and provisions of the Code of Federal Regulations, include those related as Spouse, Father, Mother, Father -in -law, Mother -in -law, Step - parent, Children, Step - children, Brother, Sister, Brother -in -law, Sister -in -law, Grandparent, Grandchildren of the individual holding any interest in the subject matter of this Agreement. DLJ Consulting in the persons of Directors, Officers, Employees, Staff, Volunteers and Associates such as Contractors, Sub - contractors and Consultants shall sign and submit a Conflict of Interest Affidavit. (Affidavit form attached as part in parcel to this Agreement) B. Augusta may, from time to time, request changes to the scope of this agreement and obligations to be performed hereunder by DLJ Consulting. In such instances, DLJ Consulting shall consult with AUGUSTA/AHCDD on any changes that will result in substantive changes to this Agreement. All such changes shall be made via written amendments to this Agreement and shall be approved by the governing bodies of both AUGUSTA/AHCDD and DLJ Consulting. SECTION 11. OTHER REQUIREMENTS A. Publicitv a. Any publicity generated by DLJ Consulting for the project funded pursuant to this Agreement, during the term of this Agreement or for one year thereafter, will make reference to the contribution of Augusta - Richmond County in making the project possible. The words "Augusta- Richmond County Department of Housing and Community Development" will be explicitly stated in any and all pieces of publicity; including but not limited to flyers, press releases, posters, brochures, public service announcements, interviews, and newspaper articles. B. Assiwiment of Contract a. DLJ Consulting shall not assign any interest in this contract or transfer any interest in the contract. C. Travel a. DLJ Consulting shall obtain prior written approval from AUGUSTA/AHCDD for any travel cost that will be reimbursed with project funds. All Federal Travel Regulations are applicable and GSA Rates must be followed in order to be reimbursed. All travel costs are part of the overall contract budget in Section 5. Estimated travel costs should be emailed to dwickes ,augu_ staga.gov for approval. SECTION 12. SUSPENSION AND TERMINATION A. In the event DLJ Consulting materially fails to comply with any terms of this agreement, including the timely completion of activities as described in the timetable and /or contained in Scope of Services, or the provisions of this Contract, AUGUSTA/AHCDD may withhold cash payments until DLJ Consulting cures any breach of the agreement. If DLJ Consulting fails to cure the breach, AUGUSTA/AHCDD may suspend or terminate the current contract upon giving five (5) days notice. Page 6 of 9 DLJ Consulting Historic Renovation Professional Services B. Notwithstanding the above, DLJ Consulting shall not be relieved of its liability to AUGUSTA/AHCDD for damages sustained as a result of any breach of this agreement. In addition, to any other remedies it may have at law or equity, AUGUSTA/AHCDD may withhold any payments to DLJ Consulting for the purposes of set off until such time as the exact amount of damages is determined. C. In the best interest of the program and to better serve the people in the target areas and fulfill the purposes of the Act, either party may terminate this Agreement upon giving five (5) days notice in writing of its intent to terminate, stating its reasons for doing so. In the event AUGUSTA/AHCDD terminates the Agreement, AUGUSTA/AHCDD shall pay DLJ Consulting for documented committed eligible costs incurred prior to the date of notice of termination. D. Notwithstanding any termination or suspension of this Agreement, DLJ Consulting shall not be relieved of any duties or obligations imposed on it within this agreement with respect to funds previously disbursed or income derived there from. SECTION 12. NOTICES Whenever either party desires to give notice unto the other, such notice must be in writing, sent by certified United States mail, return receipt requested, addressed to the party for whom it is intended, at the place last specified, and the place for giving of notice shall remain such until it shall have been changed by written notice. AUGUSTA/AHCDD will receive all notice at the address indicated below: Augusta Housing and Community Department 925 Laney Walker Blvd., 2 nd Floor Augusta, Georgia 30901 DLJ Consulting will receive all notices at the address indicated below: DLJ Consulting Attn. Denise L. Johnson 1438 S Street, N.W. Washington, DC 20009 SECTION 13. INDEMNIFICATION DLJ Consulting will at all times hereafter indemnify and hold harmless AUGUSTA/AHCDD, its officers, agents and employees, against any and all claims, losses, liabilities, or expenditures of any kind, including court costs, attorney fees and expenses, accruing or resulting from any or all suits or damages of any kind resulting from injuries or damages sustained by any person or persons, corporation or property, by virtue of the performance of this Agreement. By execution of this Agreement, DLJ Consulting specifically consents to jurisdiction and venue in the Superior Court of Richmond County, Georgia and waives any right to contest jurisdiction or venue in said Court. Page 7 of 9 DLJ Consulting Historic Renovation Professional Services SECTION 14. INSURANCE AND BONDING DLJ Consulting shall have and maintain in full force and effect for the duration of this Agreement, insurance insuring against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work by DLJ Consulting, its agents, representatives, employees, or sub - consultants SECTION 15. PRIOR AND FUTURE AGREEMENTS This document incorporates and includes all prior negotiations, correspondence, conversations, agreements or understandings applicable to the matters contained herein and the parties agree that there are no commitments, agreements, or understandings concerning the subject matter of this agreement that are not contained in this document. Accordingly, it is agreed that no deviation from the terms hereof shall be predicated upon any prior representations or agreements whether oral or written. AUGUSTA/AHCDD is not obligated to provide funding of any kind to DLJ Consulting beyond the term of this Agreement. SECTION 16. COUNTERPARTS This agreement is executed in three (3) counterparts — each of which shall be deemed an original and together shall constitute one and the same Agreement with one counterpart being delivered to each party hereto. IM WITNESS WHEREOF, the parties have set their hands and seals as of the date first written above: ATTEST: AUGUSTA, GEORGIA (AUGUSTA/AHCDD) SEAL By 1414 David S. Copenhaver f' /l As Its Mayor Lena onner Clerk of Commission ATTEST: DLJ Consulting (DLJ Consulting) L. Johnson, C Frederick L. Russell City Administrator Page 8 of 9 DLJ Consulting Historic Renovation Professional Services Chester A. Wheeler, III, Director Augusta Housing & Community Development Department General Counsel Andrew G. MacKenzie Page 9 of 9 AUGUSTA - RICHMOND COUNTY, GEORGIA DOES NOT OPERATE A DBE, MBE OR WBE PROGRAM BUT RATHER PURSUANT TO ITS CODE OF ORDINANCES, THIS LOCAL GOVERNMENT OPERATES INSTEAD, A LOCAL SMALL BUSINESS OPPORTUNITY PROGRAM.