Supporting Document (219e47c9...)

Item 7
cnYewHet
REPORT
*
^9
Meeting Date:
General Plan Element: 
General Plan Goal:
January 13, 2026
Public Services and Facilities
Provide City Service Facilities to meet the needs of the 
community.
ACTION
Authorize Contracts for On-Gail Park Planning Architectural Services for Citywide Transportation 
and Infrastructure projects. Adopt Resolution 13571 authorizing On-Call Architectural Contract No. 
2026-001-COS with Dig Studio, Inc., Contract No. 2026-002-COS with Kimley-Horn and Associates, 
Inc. and Contract No. 2026-003-COS with WERK, LLC for On-Call Park Planning Architectural Services 
throughout the City on an as-needed basis.
BACKGROUND
The purpose of this action is to award contracts to three architectural consulting firms to provide 
park planning architectural services on an as needed basis for various Transportation and 
Infrastructure projects at various locations throughout the City, the initial contract term for each 
contract is for two years with the option for three additional one-year extensions.
Staff envisions using these contracts to accomplish planning tasks associated with projects as part of 
the Parks program and other Transportation and Infrastructure projects as deemed appropriate by 
the City Engineer. For larger individual projects, staff will continue to select architects using 
qualification-based selection procedures and seek Council approval for individual architectural 
contracts.
The maximum limit for the initial two-year term of $3,000,000 per contract is consistent with 
anticipated requirements that would be suitable for execution using these contracts over the next 
two years. No unencumbered funds will roll over from the previous year of the contract into the 
new year.
ANALYSIS & ASSESSMENT
Recent Staff Action
Staff prepared and publicly advertised a Request for Qualifications (RFQ) for On-Call Park Planning 
architectural services on September 22, 2025. Staff received nine responses by the deadline of 
October 24, 2025. A panel of five City staff members evaluated the responses and the three firms
Action Taken: Approved on Consent

City Council Report | 2d26-001-COS, 2026-002-COS, 2026-003-COS On-Call Park Planning 
Architectural Services
the panel selected were Dig Studio, Inc., Kimley-Horn and Associates, Inc. and WERK LLC. The 
attached matrix indicates the Selection Panel's ranking of the firms.
Community Involvement
City Staff will continue to use the same community involvement and notification procedures for 
work orders issued under these contracts that are used when projects are designed using other 
procurement methods to meet the needs of residents and businesses throughout the project areas.
RESOURCE IMPACTS
/
Available funding
Authorization for the award of these contracts does not obligate any funding. Funds will be 
obligated as work orders are awarded for specific tasks.
Staffing, Workload Impact
Existing Transportation and Infrastructure and Parks staff resources are available to provide design 
and construction contract administration, construction management and inspection services for 
these projects. The contract administrator responsible for administration of these On-Ga|l Park 
Planning architectural contracts is Melanie Gibson, Project Coordinator, Transportation and 
Infrastructure.
Future Budget Imiplications
Combined design cost for all projects will not exceed $3,000,000 for the initial two-year term per 
contract. There is no additional operating budget required because of these contracts.
OPTIONS & STAFF RECOMMENDATION 
Recommended Approach
Adopt Resolution 13571 authorizing on-call Architectural Contract No. 2026-001-COS with Dig 
Studio, Inc., Contract No. 2026-002-COS with Kimley-Horn and Associates, Inc. and Contract No. 
2026-003-COS with WERK, LLC for On-Call Park Planning Architectural Services throughout the City 
as needed.
Proposed Next Steps:
Following approval of the on-call contracts, the next Individual projects identified for execution will 
be awarded under the terms of the contract to include the most current cost estimates and cost 
limits.
RESPONSIBLE DEPARTMENT(S)
Transportation and Infrastructure
Page 2 of 3

City Council Report | 2026-001-COS, 2026-002-COS, 2026-003-COS On-Call Park Planning 
Architectural Services
STAFF CONTACTS (S)
Melanie Gibson, Project Coordinator, mgibson(5)scottsdaleaz.gov
APPROVED BY
>
Aiison Tymkiw, Senior Director-City Engineer, 
Transportation and infrastructure 
atvmkiw(a)scottsdalea2.gov (480) 312-7760
Date
ATTACHMENTS
1. Resolution 13571
2. Evaluation Matrix
3. Contract No. 2026-001-COS
4. Contract No. 2026-002-COS
5. Contract No. 2026-003-COS
Page 3 of 3

RESOLUTION NO. 13571
A RESOLUTION OF THE COUNCIL OF THE CITY OF SCOTTSDALE, 
MARICOPA COUNTY. ARIZONA, AUTHORIZING CONTRACT NO. 2026-001- 
COS WITH DIG STUDIO, INC., CONTRACT NO. 2026-002-COS WITH KIMLEY- 
HORN AND ASSOCIATES. INC. AND CONTRACT NO. 2026-003-COS WITH 
WERK, LLC, EACH FOR A TWO-YEAR CONTRACT TO PROVIDE ON-CALL 
PARK PLANNING AND LANDSCAPE ARCHITECTURAL SERVICES IN AN 
AMOUNT NOT TO EXCEED $3,000,000 PER CONTRACT.
WHEREAS, the City desires to contract for architectural services, which includes park 
planning, design and landscape architectural services for Capital Improvement Projects located 
throughout the City on an "as needed” basis; and
WHEREAS, the Contracts are for an initial term of two (2) years in an amount not to 
exceed Three Million Dollars ($3,000,000) per Contract, with the option for three (3) additional 
one (1) year extensions after expiration of the initial term; and
WHEREAS, Dig Studio, Inc., Kimley-Horn and Associates, Inc. and WERK, LLC are 
qualified to render the services desired by the City.
follows:
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Scottsdale as
Section 1. The Mayor is hereby authorized and directed to execute Contract No. 
2026-001-COS with Dig Studio, Inc., Contract No. 2026-002-COS with Kimley-Horn and 
Associates, Inc. and Contract No. 2026-003-COS with WERK, LLC for On-Call Park Planning 
and Landscape Architectural Services with a contract amount not to exceed Three Miilion 
Dollars ($3,000,000) for the initial two (2) year term of each respective Contract.
Section 2. The City Manager, or designee, is hereby authorized to execute such 
other documents and take such other actions as necessary to carry out the intent of this 
Resolution.
PASSED AND ADOPTED by the City Council of the City of Scottsdale this 
______ , 2026.
CITY OF SCOTTSDALE
day of
ATTEST:
an Arizona municipal corporation
Ben Lane, City Clerk
Lisa Borowsky, Mayor
APPROVED AS TO FORM: 
OFFICE OF THE CITY ATTORNEY
Luis'H^ Santaella, Interim City Attorney
By: Lydia Tulin, Assistant City Attorney
18724270
Page 1 of 1
ATTACHMENT 1 
Resolution 13571

Attachment 2 - Page 1 of 1
SOLICITATION FOR ON-CALL PARKS PLANNING SERVICES
26RFSQ024
Company
Rank
DIG STUDIOS 
HUITT-ZOLLERS 
J2 ENGINEERING 
KIMLEY-HORN 
LOGAN SIMPSON 
TERRACON CONSULTANTS 
WERK I URBAN DESIGN 
WESTLAND
HARRINGTON PLANNING + DESIGN
3
1
2
ATTACHMENT 2

Contract No. 2026-001-COS
,4a
IP*r-
?T1
f
r
H!*'
L ■ J
mw
CITY OF SCOTTSDALE 
ARCHITECTURAL SERVICES CONTRACT 
SOLICITATION NO. 26RFSQ024
CONTRACT NO. 2026-001-COS
THIS ARCHITECTURAL SERVICES CONTRACT, (the “Contract") is entered into this 13th day 
of January, 2026, between the City of Scottsdale, an Arizona municipal corporation (the “City"), 
and Dig Studio, Inc., a Colorado corporation (the "Architect").
RECITALS
A. 
The Mayor of the City of Scottsdale is authorized by the City Charter to execute 
contracts for professional services; and
B. 
The City intends to contract for architectural services with Architect for one or more 
individual task orders and Architect has represented to the City the ability to provide or 
procure the required services.
C. 
Architect is qualified to render the services required by the City, therefore, the City 
desires to engage Architect for these services.
FOR AND IN CONSIDERATION of the parties’ mutual covenants and conditions, the City and 
the Architect agree as follows:
1.0 DESCRIPTION, ACCEPTANCE, DOCUMENTATION
1.1 
Scope of Services
Architect will furnish any and all services specified in an individual Task Order for 
which it is issued a Task Order Notice-to-Proceed in accordance with this 
Contract for On-Call Park Planning Landscape Architectural Services for Capital 
Improvement Projects located throughout the City on an “as needed” basis.
Architect must obtain all necessary information to complete the tasks specified in 
Exhibit A. Scope of Work, for the applicable Task Order.
1.2 
Acceptance and Documentation
A.
B.
Each task will be reviewed and approved by the Contract Administrator to 
determine acceptable completion.
The City will provide all necessary information to Architect for timely 
completion of the tasks specified in Section 1.1 above.
18725186
Page 1 of 18
ATTACHMENT 3

Contract No. 2026-001-COS
C. All documents, including but not limited to. data compilations, studies, and 
reports which are prepared in the performance of this Contract are to be 
and remain the property of the City and are to be delivered to the 
Contract Administrator before final payment is made to Architect.
2.0 FEES AND PAYMENTS
2.1 Fee Schedule
The fee for individual tasks performed under this contract will be negotiated on a 
project-by-project basis as Task Orders. The amount paid to Architect under this 
Contract for all Task Orders shall not exceed $3,000,000 for the initial two-year 
contract term and $1,500,000 for any successive one-year contract renewal.
Architect shall be paid at the hourly rates shown in Exhibit A. Task Orders shall 
be negotiated using the rates in effect at the time of this Contract and billed on a 
time and materials basis. No lump sum fee proposals will be allowed.
2.2 
Payment Approval
The time spent for each task must be recorded and submitted to the Contract 
Administrator. Architect must maintain all necessary documents and accounting 
records pertaining to time billed and to costs incurred and make these materials 
available at all reasonable times during the Contract period.
Monthly payments will be made to Architect on the basis of a progress report 
submitted by Architect for tasks completed through the last day of the preceding 
calendar month. Each task is subject to review and approval by the Contract 
Administrator to determine acceptable completion.
The Contract Administrator will prepare a partial payment request document for 
Architect’s acceptance. However, not more than 90% of the total Task Order 
price will be paid before City's final acceptance of a completed Task Order.
The Contract Administrator reserves the exclusive right to determine the amount 
of work performed and payment due Architect on a monthly basis.
All charges must be approved by the Contract Administrator before payment.
2.3 
Payment Terms
The City of Scottsdale’s payment terms for architectural work under State of 
Arizona A.R.S. Title 34 requirements is fourteen (14) days after invoice submittal 
by Architect and the work is certified and approved by the City Contract 
Administrator.
The City has seven (7) days after receipt of the invoice to prepare and issue a 
written finding setting forth those items in detail which are not approved for 
payment under the Contract and which are not certified by the City Contract
18725186
Page 2 of 18

Contract No. 2026-001-COS
Administrator. Until such time as such issues are resolved and certified by the 
City the fourteen (14) day payment term will not have commenced.
2.4 Price Adjustment
Increases in the hourly rates shown in Exhibit A may only be requested by 
Architect thirty (30) days before the annual anniversary date of the Contract. 
Failure to do so may result in the denial of any increase requested.
Price increases will become effective only after approval by the Contract 
Administrator and the Purchasing Director and will be effective for at least one (1) 
year from the date of approval.
Approved price increases will be applied to the unit pricing in the Contract as a 
percentage increase.
The increased rate will be based upon mutual consent of Architect and the 
Contract Administrator; however, the Contract Administrator will evaluate 
Architect’s performance, services and records documentation to determine the 
appropriateness of the increase requested.
The percentage increase in unit pricing may not exceed 5%.
3.0 GENERAL TERMS AND CONDITIONS
3.1 
Contract Administrator
The Contract Administrator for the City will be Melanie Gibson, or designee. The 
Contract Administrator will oversee the performance of this Contract, assist 
Architect in accessing the organization, audit billings, and approve payments. 
Architect must submit all reports and special requests through the Contract 
Administrator. The Contract Administrator has the authority to authorize Change 
Orders that are in accordance with the City’s Procurement Code, as amended.
3.2 
Term of Contract
The initial term of this Contract shall be for a period of two (2) years and will 
commence on or about the 13"’ day of January, 2026 (the “Effective Date”), with 
the option to extend for three (3) additional years in one (1) year increments.
A. 
The option to extend may be exercised based on Architect's successful 
performance and the needs of the City.
B. 
A Contract Modification will be processed for each extension and will 
commence on or about the anniversary date of the Contract. Each 
extension must be authorized by the Contract Administrator and 
Purchasing Director and need not return to the City’s Council for approval.
C. 
The Contract will remain in full force and effect during the performance of 
any Task Order.
18725186
Page 3 of 18

Contract No. 2026-001-COS
3.3 Termination or Cancellation of Contract
The City may terminate this Contract or abandon any portion of a Task Order that 
has not been performed by Architect.
Termination for Convenience: The City has the right to terminate this Contract 
or any part of it for its sole convenience with thirty (30) days written notice. If 
terminated, Architect must immediately stop all work and will immediately cause 
any of its suppliers and Subcontractors to stop all work. As payment in full for 
services performed to the date of the termination, Architect will receive a fee for 
the percentage of tasks actually completed. This fee will be in the amount 
mutually agreed upon by Architect and the City, based on the Task Order and 
Scope of Work.
If there is no mutual agreement, the Contract Administrator will determine the 
percentage of completion of each task detailed in the Task Order and Architect’s 
compensation will be based on this determination. The City will make this final 
payment within sixty (60) days after Architect has delivered the last of the 
partially completed tasks. Architect will not be paid for any work done after 
receipt of the notice of termination or for any costs incurred by Architect’s 
suppliers or Subcontractors, which Architect could reasonably have avoided.
Cancellation for Cause: The City may also cancel this Contract or any part of it 
with seven (7) days notice for cause if Architect defaults, or if Architect fails to 
comply with any of the terms and conditions of this Contract. Unsatisfactory 
performance as determined by the Contract Administrator or failure to provide the 
City, upon request, with adequate assurances of future performance are all 
causes allowing the City to terminate this Contract for cause. Upon cancellation 
for cause, the City will not be liable to Architect for any amount, and Architect will 
be liable to the City for all damages sustained by the default which caused the 
cancellation.
If Architect is in violation of any Federal, State, County or City law, regulation or 
ordinance, the City may terminate this Contract immediately after giving notice to 
Architect.
If the City cancels this Contract or any part of the Contract services, the City will 
notify Architect in writing, and upon receiving notice, Architect must discontinue 
advancing the tasks and proceed to close all operations.
Upon cancellation, Architect must deliver to the City all drawings, special 
provisions, field survey notes, reports, and estimates, entirely or partially 
completed, in any format, including but not limited to written or electronic media, 
together with all unused materials supplied by the City. Use of incomplete data 
will be the City’s sole responsibility.
Architect must appraise the work it has completed and submit its appraisal to the 
City for evaluation.
If Architect fails to fulfill in a timely and proper manner its obligations, or if 
Architect violates any of the terms of this Contract, the City may withhold any 
payments to Architect for the purpose of setoff until the exact amount of
18725186
Page 4 of 18

Contract No. 2026-001-COS
damages due the City from Architect is determined by a court of competent 
jurisdiction.
If the City improperly cancels the Contract for cause; the cancellation for cause 
will be converted to a termination for convenience in accordance with the 
provisions of this Section 3.3.
3.4 
Funds Appropriation
If the City Council does not appropriate funds to continue this Contract, the City 
may terminate this Contract at the end of the current fiscal period. The City 
agrees to give written notice of termination to Architect at least thirty (30) days 
before the end of its current fiscal period and will pay to Architect all approved 
charges incurred through the end of that period.
3.5 
Audit
City may audit all of Architect’s records, calculations, and working documents 
pertaining to this work at a mutually agreeable time and place.
Architect's records (hard copy, as well as computer readable data), and any 
other supporting evidence necessary to substantiate any claims related to this 
Contract must be open to inspection and subject to audit and reproduction by the 
City's authorized representative as necessary to permit evaluation and 
verification of the cost of the work, and any invoices, change orders, payments or 
claims submitted by Architect or any of his payees. The City's authorized 
representative must be afforded access, at reasonable times and places, to all of 
Architect’s records and personnel throughout the term of this Contract and for a 
period of three (3) years after the final payment.
Architect must require all Subcontractors and material suppliers (payees) to 
comply with the provisions of this Section by insertion of these requirements in a 
written Contract between Architect and payee. These requirements will apply to 
all Subcontractors.
If an audit discloses overcharges by Architect to the City in excess of one percent 
(1%) of the total Contract billings, the actual cost of the City's audit must be 
reimbursed to the City by Architect. Any adjustments and payments made as a 
result of the audit or inspection of Architect’s invoices and records will be made 
within a period of time not to exceed ninety (90) days from presentation of the 
City's findings to Architect.
This audit provision includes the right to inspect personnel records as required by 
Section 3.22.
3.6 Ownership of Project Documents
All documents, including but not limited to, field notes, design notes, tracings, 
data compilations, studies, and reports in any format, including but not limited to, 
written or electronic media, prepared in the performance of this Contract will 
remain the property of the City and must be delivered to the Contract 
Administrator before final payment is made to Architect.
18725186
Page 5 of 18

Contract No. 2026-001-COS
When the work detail covers only the preparation of preliminary reports or plans, 
there will be no limitations upon the City concerning use of the plans or ideas in 
the reports or plans for the preparation of final construction plans. The City will 
release Architect from any liability for the preparation of final construction plans 
by others.
3.7 
Completeness and Accuracy
Architect will be responsible for the completeness and accuracy of its work, 
including but not limited to survey work, reports, supporting data, and drawings, 
sketches, etc. prepared by Architect and will correct, at its expense, all errors or 
omissions which may be disclosed. The cost to correct those errors will be 
chargeable to Architect. Additional construction added to the project will not be 
the responsibility of Architect unless the need for additional construction was 
created by any error, omission, or negligent act of Architect. The City’s 
acceptance of Architect's work will not relieve Architect of any of its 
responsibilities.
3.8 
Attorney’s Fees
Should either party bring any action for relief, declaratory or otherwise, arising 
out of this Contract, the prevailing party shall be entitled to an award of 
reasonable attorneys’ fees, reasonable costs and expenses as determined by the 
court. All these fees, costs, and expenses will be considered to have accrued on 
the commencement of the action.
3.9 
Successors and Assigns
This Contract will extend to and be binding upon Architect, its successors and 
assigns, including any individual, company, partnership, or other entity with or 
into which Architect will merge, consolidate, or be liquidated, or any person, 
corporation, partnership, or other entity to which Architect will sell its assets. 
Except that services covered by this Contract may not be assigned or sublet in 
whole or in part without first obtaining the written consent of the Purchasing 
Director and Contract Administrator.
3.10 
Subcontractors
Architect may engage Subcontractors as required for the timely completion of 
this Contract. If Architect subcontracts any of the work required by the Contract, 
Architect remains solely responsible for fulfillment of all the terms of this 
Contract.
Architect will pay its Subcontractors within seven (7) calendar days of receipt of 
each progress payment from the City. Architect will pay for the amount of Work 
performed by each Subcontractor as accepted and approved by the City with 
each progress payment. In addition, any reduction of retention, if any, by the City 
will result in a corresponding reduction to Subcontractors who have performed 
satisfactory work. Architect will pay Subcontractors the reduced retention within 
fourteen (14) calendar days of the payment of the reduction of the retention to 
Architect. No Contract between Architect and its Subcontractors may materially
Page 6 of 18

Contract No. 2026-001-COS
alter the rights of any Subcontractor to receive prompt payment and retention 
reduction as provided in this Contract.
If Architect fails to make payments in accordance with these provisions, the City 
may take any of one or more of the following actions:
A.
B.
C.
D.
To hold Architect in default under this Contract;
Withhold future payments including retention until proper payment has 
been made to Subcontractors in accordance with these provisions;
Reject all future offers to perform work for the City by Architect for a 
period not to exceed one (1) year from the completion date of the Task 
Order at issue; or 
Terminate this Contract for cause.
3.11 
Alterations or Additions to Scope of Services
The total Scope of Work to be performed is stated in this Contract and any Task 
Orders issued thereto. Any services requested outside the Scope of Work and 
any Task Orders issued thereto are additional services. Architect will not perform 
these additional services without a written Change Order approved by the City. If 
Architect performs additional services without a written Change Order, Architect 
will not receive any additional compensation.
3.12 
Modifications
Any amendment or modification of the terms of this Contract must be in writing 
and consistent with the City of Scottsdale Procurement Code, as amended.
3.13 
Conflict of Interest
Architect warrants that it has not employed or retained any company or person, 
other than a bona fide employee working solely for the Architect, to solicit or 
secure this Contract, and that it has not paid or agreed to pay any person or 
persons, other than a bona fide employee working solely for the Architect any 
fee, commission, percentage, brokerage fee, gifts or any consideration, 
contingent upon or resulting from the award or making of this Contract. For 
breach or violation of this warranty. City will have the right to annul this Contract 
without liability or in its discretion to deduct from the Contract price or 
consideration, or otherwise recover the full amount of any fee, commission, 
percentage, brokerage fee, gift or contingent fee, together with costs and 
attorney’s fees.
Pursuant to A.R.S. § 38-511, as amended, the City may cancel any contract or 
agreement, without penalty or obligation, if any person significantly involved in 
initiating, negotiating, securing, drafting, or creating the contract on behalf of the 
City’s departments or agencies is, at any time while the contract or any extension 
of the contract is in effect, an employee of any other party to the contract in any 
capacity or a contractor to any other party to the contract with respect to the 
contract’s subject matter. The cancellation will be effective when ail other parties 
to the contract receive the City’s written notice unless the notice specifies a later 
time.
Page 7 of 18

Contract No. 2026-001-COS
Architect will fully reveal in writing any financial or compensatory agreement 
which it has with a prospective bidder before the City’s publication of documents 
for bidding.
3.14 
Force Majeure
Neither party will be responsible for delays or failures in performance resulting 
from acts beyond their control. These acts will include, but not be limited to, acts 
of God, riots, acts of war, epidemics, governmental regulations imposed after the 
fact, fire, communication line failures, or power failures.
3.15 
Taxes
The fee listed in this Contract includes all taxes applicable to the services 
authorized. The City will have no obligation to pay additional amounts for taxes 
of any type.
3.16 
Advertising
No advertising or publicity concerning the City’s use of Architect’s services shall 
be undertaken without prior written approval of such advertising or publicity by 
the City of Scottsdale Contract Administrator and by the City Attorney.
3.17 
Counterparts
This Contract may be executed in one or more counterparts, and each executed 
duplicate counterpart will possess the full force and effect of the original.
3.18 
Entire Agreement
This Contract contains the entire understanding of the parties and no 
representations or agreements, oral or written, made before its execution will 
vary or modify the terms of this Contract.
3.19 
Governing Law and Venue
This Contract will be considered to be made under and wili be construed in 
accordance with and governed by the laws of the State of Arizona. Any action to 
enforce any provision of this Contract or to obtain any remedy with respect to this 
Contract shall be brought in the Superior Court of Maricopa County, Arizona, and 
for this purpose, each party expressiy and irrevocably consents to the jurisdiction 
and venue of that Court.
3.20 
Equai Employment Opportunity
For the duration of this Contract, Architect represents and warrants it will comply 
with all applicable local, state and federal laws governing equal employment 
opportunities, or prohibiting employment or other discrimination based on any 
protected characteristic including but not limited to actual or perceived race, 
color, religion, sex, age, disability, national origin, sexual orientation, gender 
identity, or U.S. military status. City of Scottsdale Revised Code, Chapter 15
Page 8 of 18

Contract No. 2026-001-COS
mandates contractor compliance with the policies contained therein. Architect 
agrees that any violation of provision on the part of Architect, its employees, 
agents or assigns will constitute a material breach of this Contract.
3.21 
No Preferential Treatment or Discrimination
In accordance with the provisions of Article II, Section 36 of the Arizona 
Constitution, the City will not grant preferential treatment to or discriminate 
against any individual or group on the basis of race, sex, color, ethnicity or 
national origin. To avoid the appearance of impropriety, Architect shall not make 
any donation to the City, of any goods or services during the term of this 
Contract, unless it has specifically been approved by the City Manager or 
designee.
3.22 
Compliance with Federal and State Laws
Architect understands and acknowledges the applicability to it of the American 
with Disabilities Act, the Immigration Reform and Control Act of 1986, the Drug 
Free Workplace Act of 1989, Fair Labor Standards Act, Age Discrimination in 
Employment Act, Family and Medical Leave Act, National Labor Relations Act, 
Occupational Safety and Health Act, and other local, state or federal law 
governing Architect’s labor and employment practices. Architect agrees to 
comply with these laws in performing this Contract and to permit the City to verify 
compliance. Architect further agrees that any violation of provision on the part of 
Architect, its employees, agents or assigns will constitute a material breach of 
this Contract.
Under the provisions of A.R.S. §41-4401, Architect warrants to the City that 
Architect and all its Subcontractors will comply with all Federal 
Immigration laws and regulations that relate to their employees and that 
the Architect and ail its Subcontractors now comply with the E-Verify 
Program under A.R.S. §23-214(A).
A breach of this warranty by Architect or any of its Subcontractors will be 
considered a material breach of this Contract and may subject Architect or 
Subcontractor to penalties up to and including termination of this Contract or any 
subcontract.
The City retains the legal right to inspect the papers of any employee of Architect 
or any Subcontractor who works on this Contract to ensure that Architect or any 
Subcontractor is complying with the warranty given above.
The City may conduct random verification of the employment records of Architect 
and any of its Subcontractors to ensure compliance with this warranty. Architect 
agrees to indemnify, defend and hold the City harmless for, from and against all 
losses and liabilities arising from any and all violations of these statutes.
The City will not consider Architect or any of its Subcontractors in material breach 
of this Contract if Architect and its Subcontractors establish that they have 
complied with the employment verification provisions prescribed by 8 USCA 
§1324(a) and (b) of the Federal Immigration and Nationality Act and the E-Verify
Page 9 of 18

Contract No. 2026-001-COS
requirements prescribed by A.R.S. §23-214(A), as amended. The "E-Verify 
Program” means the employment verification pilot program as jointly 
administered by the United States Department of Homeland Security and the 
Social Security Administration or any of its successor programs.
The provisions of this Section must be included in any contract Architect enters 
into with any and all of its Subcontractors who provide services under this 
Contract or any subcontract. “Services” are defined as furnishing labor, time or 
effort in the State of Arizona by a contractor or subcontractor. Services include 
construction or maintenance of any structure, building or transportation facility or 
improvement to real property. Architect will take appropriate steps to assure that 
all Subcontractors comply with the requirements of the E-Verify Program. 
Architect’s failure to assure compliance by all its’ Subcontractors with the E- 
Verify Program may be considered a material breach of this Contract by the City.
3.23 Compliance with Americans with Disabiiities Act
Architect acknowledges that, pursuant to the Americans with Disabilities Act 
(ADA), programs, services and other activities provided by a public entity to the 
public, whether directly or through a contractor, must be accessible to the 
disabled public. Architect will provide the services specified in this Contract in a 
manner that complies with the ADA and any and all other applicable federal, 
state and local disability rights legislation. Architect agrees not to discriminate 
against disabled persons in the provision of services, benefits or activities 
provided under this Contract and further agrees that any violation of this 
prohibition on the part of Architect, its employees, agents or assigns will 
constitute a material breach of this Contract.
3.24 Israel Boycott/Forced Labor Prohibitions
By executing this Contract, Architect certifies that it is not currently engaged in 
and will not for the duration of this contract engage in boycott activity proscribed 
by A.R.S. § 35-393 et seq, as amended.
Pursuant to A.R.S. § 35-394, as amended. Architect warrants and certifies that it 
does not currently, and agrees for the duration of this Contract that it will not use:
1) The forced labor of ethnic Uyghurs in the People’s Republic of China.
2) Any goods or services produced by the forced labor of ethnic Uyghurs in the 
People's Republic of China.
3) Any contractors, subcontractors or suppliers that use the forced labor or any 
goods or services produced by the forced labor of ethnic Uyghurs in the People’s 
Republic of China.
If Architect becomes aware during the term of this Contract that Architect is not in 
compliance with this Section, Architect shall notify the City within five (5) 
business days after becoming aware of the noncompliance. The failure of 
Architect to provide a written certification that Architect has remedied the 
noncompliance within one hundred eighty (180) days after notifying the City of its 
noncompliance will result in automatic termination of this Contract, unless an 
earlier contract termination, cancellation, or expiration date applies.
Page 10 of 18

Contract No. 2026-001-COS
3.25 
Evaluation of Architect’s Performance
Architect will be evaluated regarding its performance of this Contract. This 
evaluation may include, but not be limited to, the following consideration for:
• 
Completeness
• 
Accuracy
• 
Utility Coordination
• 
Technical Expertise
• 
Organization
Appearance of Plans (line work, lettering, etc.)
Working Relationship with City Staff and Others
• 
Availability
• 
Communication Skills (meetings, correspondence, etc.)
This evaluation will be prepared by the staff and used to evaluate the desirability 
to proceed with negotiations for additional services.
3.26 
Notices
All notices or demands required by this Contract must be given to the other party 
in writing, delivered by hand or by registered or certified mail at the addresses 
stated below, or to any other address the parties may substitute by giving written 
notice as required by this Section.
Notice to Architect:
Brandon Sobiech 
Dig Studio, Inc.
3003 North Central Avenue, Suite 800 
Phoenix, AZ 85012
Notice to City: 
Alison Tymkiw
City Engineer, City of Scottsdale 
7447 E. Indian School Road, Suite 205 
Scottsdale. AZ 85251 
(480) 312-7760
If hand delivered. Notices are deemed received on the date delivered. If 
delivered by certified or registered mail. Notices are deemed received on the 
date indicated on the receipt. Notice by facsimile or electronic mail is not 
adequate notice.
3.27 
Independent Contractor
The services Architect provides to the City are that of an Independent Contractor, 
not an employee or agent of the City. Upon request. Architect shall provide the 
required I.R.S. From W-9 which is available from the IRS website at 
www.IRS.gov under its forms section.
3.28 
Ineligible Bidder
The preparer of bid specifications is not eligible to submit a bid or proposal on the 
solicitation for which it prepared the specification, nor is the preparer eligible to
Page 11 of 18

Contract No. 2026-001-COS
supply any product to a bidder or offeror on the solicitation for which it prepared 
the specification.
3.29 Indemnification
To the fullest extent permitted by law, Architect, its successors, assigns and 
guarantors, must defend, indemnify and hold harmless City of Scottsdale, its 
agents, representatives, officers, directors, officials and employees from and 
against all allegations, demands, proceedings, suits, actions, claims, damages, 
losses, expenses, including but not limited to, attorney fees, court costs, and the 
cost of appellate proceedings, and all claim adjusting and handling expense, 
related to, arising from or out of, or resulting from any act or omission, 
negligence, recklessness, or intentional wrongful conduct by Architect in the 
performance of this Contract, including but not limited to, any Subcontractor or 
anyone directly or indirectly employed by any of them or anyone for whose acts 
any of them may be liable and any injury or damages claimed by any of 
Architect’s and Subcontractor’s employees.
Insurance provisions in this Contract are separate and independent from the 
indemnity provisions of this Section and shall not be construed in any way to limit 
the scope and magnitude of the indemnity provisions. The indemnity provisions 
of this Section shall not be construed in any way to limit the scope and 
magnitude and applicability of the insurance provisions.
4.0 INSURANCE
A current Acord Certificate is acceptable.
Failure to provide an appropriate Certificate of Insurance will result in rejection of your
certificate and delay in Contract execution.
Additionally Certificates of Insurance submitted without referencing a Contract
number may be subject to rejection and returned or discarded.
4.1 Insurance Representations and Requirements
A. 
General: Architect agrees to comply with all applicable City ordinances 
and state and federal laws and regulations.
Without limiting any obligations or liabilities of Architect, Architect must 
purchase and maintain, at its own expense, the required minimum 
insurance with insurance companies duly licensed or approved to conduct 
business in the State of Arizona and with an A.M. Best’s rating of B++6 or 
above with policies and forms satisfactory to City. Failure to maintain 
insurance as required may result in cancellation of this Contract at the 
City’s soie discretion.
B. 
No Representation of Coverage Adequacy: By requiring insurance. City 
does not represent that coverage and limits will be adequate to protect 
Architect. The City reserves the right to review any and all of the 
insurance policies and endorsements cited in this Contract but has no
Page 12 of 18

Contract No. 2026-001-COS
C.
obligation to do so. Failure to demand evidence of full compliance with 
the insurance requirements in this Contract or failure to identify any 
insurance deficiency will not relieve Architect from, nor may it be 
considered a waiver of Architect’s obligation to maintain the required 
insurance at all times during the performance of this Contract.
Coverage Term: Architect must maintain all required insurance in full 
force and effect until all work or services are satisfactorily performed and 
accepted by The City of Scottsdale, unless specified otherwise in this 
Contract.
D. 
Claims Made: In the event any insurance policies required by this 
Contract are written on a “claims made" basis, coverage shall continue 
uninterrupted throughout the term of this Contract by keeping coverage in 
force using the effective date of this Contract as the retroactive date on all 
“claims made" policies. The retroactive date for exclusion of claims must 
be on or before the effective date of this Contract and can never be after 
the effective date of this Contract. Upon completion or termination of this 
Contract, the “claims made" coverage shall be extended for an additional 
three (3) years using the original retroactive date, either through 
purchasing an extended reporting option; or by continued renewal of the 
original insurance policies. Submission of annual Certificates of 
Insurance, citing the applicable coverages and provisions specified 
herein, shall continue for three (3) years past the completion or 
termination of this Contract.
E. 
Policy Deductibles and or Self-Insured Retentions: The required policies 
may provide coverage which contain deductibles or self-insured retention 
amounts. Architect is solely responsible for any deductible or self-insured 
retention amount and the City, at its option, may require Architect to 
secure payment of the deductible or self-insured retention by a surety 
bond or irrevocable and unconditional Letter of Credit.
F. 
Use of Subcontractors: If any work is subcontracted in any way, Architect 
must execute a written agreement with Subcontractor containing the 
same Indemnification Clause and Insurance Requirements as the City 
requires of Architect in this Contract. Architect is responsible for 
executing the Contract with the Subcontractor and obtaining Certificates 
of Insurance and verifying the insurance requirements.
G. 
Evidence of Insurance and Required Endorsements: Before commencing 
any work or services under this Contract, Architect must furnish the 
Contract Administrator with Certificate(s) of Insurance, or formal 
endorsements issued by Architect’s insurer(s) as evidence that policies 
are placed with acceptable insurers and provide the required coverages, 
conditions, and limits of coverage and that the coverage and provisions 
are in full force and effect. If a Certificate of Insurance is submitted as 
verification of coverage, the City will reasonably rely upon the Certificate 
of Insurance as evidence of coverage, but this acceptance and reliance 
will not waive or alter in any way the insurance requirements or 
obligations of this Contract. If any of the required policies expire during 
the life of this Contract, Architect’s must forward renewal Certificates to
Page 13 of 18

Contract No. 2026-001-COS
the City within ten (10) days after the renewal date containing all the 
necessary insurance provisions.
Certificates shall specifically cite the following provisions endorsed to Architect's
policy:
1. 
The City of Scottsdale, its agents, representatives, officers, directors, 
officials and employees are named as an Additional Insured under the 
following policies:
a) Commercial General Liability
b) Auto Liability
c) Excess Liability - Follow Form to underlying insurance as required.
2. 
Architect’s insurance must be primary insurance for all performance of 
work under this Contract.
3. 
All policies, except Professional Liability insurance if applicable, waive 
rights of recovery (subrogation) against the City, its agents, 
representatives, officers, directors, officials and employees for any claims 
arising out of work or services performed by Architect under this Contract.
4. 
If Architect receives notice that any of the required policies of insurance 
are materially reduced or cancelled, it will be Architect’s responsibility to 
provide prompt notice of same to the City, unless such coverage is 
immediately replaced with similar policies.
4.2 Required Coverage
A. 
Commercial General Liability: Architect must maintain “occurrence” form 
Commercial General Liability insurance with a limit of not less than 
$1,000,000 for each occurrence, $2,000,000 Products and Completed 
Operations Annual Aggregate, and a $2,000,000 General Aggregate 
Limit. The policy must cover liability arising from premises, operations, 
independent contractors, products-completed operations, and personal 
injury and advertising injury. If any Excess insurance is utilized to fulfill 
the requirements of this Section, the Excess insurance must be “follow 
form” equal or broader in coverage scope than the underlying insurance.
B. 
Professional Liability: Architect must maintain Professional Liability 
insurance covering errors and omissions arising out of the work or 
services performed by Architect, or anyone employed by the Architect, or 
anyone for whose acts, mistakes, errors and omissions the Architect is 
legally liable, with a liability insurance limit of $1,000,000 each claim and 
$2,000,000 all claims, if the Professional Liability insurance policy is 
written on a “claims made" basis, coverage must extend for three (3) 
years past completion and acceptance of the work or services, Architect 
must annually submit Certificates of Insurance citing that the applicable 
coverage is in force and contains the required provisions for a three (3) 
year period.
C. 
Vehicle Liability: If any vehicle is used in the performance of the Scope of 
Work that is the subject of this contract, Architect must maintain Business
Page 14 of 18

Contract No. 2026-001-COS
Automobile Liability insurance with a limit of $1,000,000 each accident on 
Architect’s owned, hired, and non-owned vehicles assigned to or used in 
the performance of Architect’s work or services under this Contract. If 
any Excess insurance is utilized to fulfill the requirements of this 
paragraph, the Excess insurance must be "follow form” equal or broader 
in coverage scope than the underlying insurance.
D. Workers Compensation Insurance: Architect must maintain Workers 
Compensation insurance to cover obligations imposed by federal and 
state statutes applicable to Architect’s employees engaged in the 
performance of work or services under this Contract and must also 
maintain Employers’ Liability Insurance of not less than $100,000 for each 
accident, $100,000 disease for each employee and $500,000 disease 
policy limit. If Architect is a sole proprietor or a single member limited 
liability company with no employees and has elected not to purchase 
Workers’ Compensation Insurance; a completed and signed Workers’ 
Compensation Waiver Form will substitute for the insurance requirement.
5.0 SOFTWARE LICENSES
If Architect provides to the City any software licenses, the following provisions apply:
5.1 Source Code Availability
A. 
Architect must furnish the City, without charge, a single copy of the 
Source Code for the Software immediately upon the occurrence of any of 
the following:
1. Architect becomes insolvent;
2. Architect ceases to conduct business;
3. Architect makes a general assignment for the benefit of creditors; or
4. A petition is filed in Bankruptcy by or against Architect.
B. 
Use of the Source Code may not be subject to any greater restrictions 
than use of the Software itself.
C. The City must have the right to modify the Source Code in any manner 
the City believes is appropriate, provided that the Source Code as 
modified will remain subject to the restrictions of Section 5.1 (B).
5.2 Proprietary Protection
A. 
The City agrees that if Architect informs the City that the Software is 
confidential information or is a trade secret of Architect, the Software is 
disclosed on a confidential basis under this Contract and in accordance 
with the terms of this Contract.
B. 
Architect shall not use or disclose any knowledge, data or proprietary 
information relating to the City obtained in any manner.
Page 15 of 18

Contract No. 2026-001-COS
C. As permitted by Arizona Law, the parties agree that during the term of this 
Contract and of all Licenses granted under this Contract, and for a period 
of seven (7) years after termination of this Contract and of all licenses 
granted by this Contract, to hold each other’s confidential information in 
confidence. The parties agree, unless required by government 
regulations or order of Court, not to make each other's confidential 
information available in any form to any third party or to use each other's 
confidential information for any purposes other than the implementation of 
this Contract. However, if Architect’s confidential information is requested 
to be divulged under the provisions of the Arizona Public Records Act, 
A.R.S., Title 39, as amended. Architect must reimburse the City for the 
full cost of the City’s refusal to release the information, including the costs 
of litigation, the City's attorney fees, fines, penalties or assessments of 
the opposing party’s attorney fees. Each party agrees to take all 
reasonable steps to ensure that confidential information is not disclosed 
or distributed by its employees or agents in violation of the provisions of 
this Contract.
5.3 
Non-Infringement
Architect warrants that the Software provided to the City does not and will not 
infringe upon or violate any patent, copyright, trade secret or other proprietary or 
property right of any person or entity.
In the event of a claim against the City asserting or involving such an allegation. 
Architect will defend, at Architect’s sole expense, and will indemnify and hold 
harmless the City against any loss, cost, expense (including attorney fees) or 
liability arising out of the claim, whether or not the claim is successful. In the 
event an injunction or order is obtained against use of the Software, or if in 
Architect's opinion the Software is likely to become the subject of a claim of 
infringement. Architect will, at its option and its expense:
1. 
Procure for the City the right to continue using the Software;
2. 
Replace or modify the Software so that it becomes non-infringing (this 
modification or replacement must be functionally equivalent to the original); 
or
3. 
if neither 1 nor 2 is practicable, repurchase the Software on a depreciated 
basis utilizing a straight line 5-year period, commencing on the date of 
acceptance.
5.4 
Third Party License
Architect shall sublicense to the City any and all third-party Software required in 
this Contract. The City resen/es the right to accept or reject third-party license 
terms. If the City rejects the terms of a third-party license. Architect shall be 
responsible to negotiate acceptable terms or to supply Software from another 
source with terms acceptable to the City. The City’s acceptance of the third-party 
license terms will not be unreasonably withheld.
Page 16 of 18

Contract No. 2026-001-COS
6.0 
SEVERABILITY AND AUTHORITY
6.1 
Severability
If any term or provision of this Contract is found to be illegal or unenforceable, 
then notwithstanding such illegality or unenforceability, this Contract will remain 
in full force and effect and the term or provision will be considered to be deleted.
6.2 
Authority
Each party warrants that it has full power and authority to enter into and perform 
this Contract, and that the person signing on behalf of each party has been 
properly authorized and empowered to enter into this Contract. Each party 
acknowledges that it has read, understands, and agrees to be bound by the 
terms and conditions of this Contract.
[END OF TEXT- SIGNATURE PAGE TO FOLLOW]
Page 17 of 18

Contract No. 2026-001-COS
THE CITY OF SCOTTSDALE, by its Mayor and City Clerk have subscribed their names 
this____ day of January 2026.
CITY OF SCOTTSDALE, 
an Arizona municipal corporation
ATTEST:
By:
Lisa Borowsky, Mayor
ARCHITECT: Dig Studio, Inc., 
a Colorado corporation
By:.
Ben Lane, City Clerk
By:.
Print Name & Title: 
RECOMMENDED:
By:
Melanie Gibson, City Contract Administrator
By:
Jenn Myers, MPA, CPPO, NIGP-CPP, CPPB 
Purchasing Director
CITY OF SCOTTSDALE REVIEW:
By:
Alison Tymkiw, Senior Director - City Engineer
By:,
George Woods, Safety & Risk Management Director 
APPROVED AS TO FORM:
OFFICE OF THE CITY ATTORNEY
Luis Et^antaella, Interim City Attorney
By: Lydia Tulin, Assistant City Attorney
Page 18 of 18

Dig
i' ' 
) :> i' i jii';
Contract 2026-001-COS Exhibit A 
Page 1 of 1
it's huinanatiire.
2026DLG STUDIO BILLING RATES
Category
Amount
Principal P3
$
250.00
Principal P2
$
227.00
Principal PI
$
205.00
Designer VI
$
175.00
Designer V
$
157.00
Designer IV
$
147.00
Designer III
$
136.00
Designer II
$
126.00
Designer I
$
121.00
Administration
$
147.00
Reimbursables include mileage, printing, postage, advertising, and any project related costs and will be 
billed at cost at rates agreed upon per contract.
Denver | Phoenl.v | Spokane 
DlgStoitin.coni

Contract No. 2026-002-COS
r .v'"!
CITY OF SCOTTSDALE 
ARCHITECTURAL SERVICES CONTRACT 
SOLICITATION NO. 26RFSQ024
CONTRACT NO. 2026-002-COS
THIS ARCHITECTURAL SERVICES CONTRACT, (the "Contract”) is entered into this 13th day 
of January, 2026, between the City of Scottsdale, an Arizona municipal corporation (the “City”), 
and Kimley-Horn and Associates, Inc., a North Carolina corporation (the "Architect”).
RECITALS
A. 
The Mayor of the City of Scottsdale is authorized by the City Charter to execute 
contracts for professional services; and
B. 
The City intends to contract for architectural services for one or more individual task 
orders and Architect has represented to the City the ability to provide or procure the 
required services.
C. 
Architect is qualified to render the services required by the City, therefore, the City 
desires to engage Architect for these services.
FOR AND IN CONSIDERATION of the parties’ mutual covenants and conditions, the City and 
the Architect agree as follows:
1.0 DESCRIPTION, ACCEPTANCE, DOCUMENTATION
1.1 
Scope of Services
Architect will furnish any and all sen/ices specified in an individual Task Order for 
which is issued a Task Order Notice-to-Proceed in accordance with this Contract 
for On-Call Park Planning and Landscape Architectural Services for Capital 
Improvement Projects located throughout the City on an "as needed” basis.
Architect must obtain all necessary information to complete the tasks specified in 
Exhibit A. Scope of Work, for the applicable Task Order.
1.2 
Acceptance and Documentation 
A.
B.
Each task will be reviewed and approved by the Contract Administrator to 
determine acceptable completion.
The City will provide all necessary information to Architect for timely 
completion of the tasks specified in Section 1.1 above.
18725114
Pagel of 18
ATTACHMENT 4

Contract No. 2026-002-COS
C. All documents, including but not limited to, data compilations, studies, and 
reports which are prepared in the performance of this Contract are to be 
and remain the property of the City and are to be delivered to the 
Contract Administrator before final payment is made to Architect.
2.0 
FEES AND PA YMENTS
2.1 Fee Schedule
The fee for individual tasks performed under this contract will be negotiated on a 
project-by-project basis as Task Orders. The amount paid to Architect under this 
Contract for all Task Orders shall not exceed $3,000,000 for the initial two-year 
contract term and $1,500,000 for any successive one-year contract renewal.
Architect shall be paid at the hourly rates shown in Exhibit A. Task Orders shall 
be negotiated using the rates in effect at the time of this contract and billed on a 
time and materials basis. No lump sum fee proposals will be allowed.
2.2 Payment Approval
The time spent for each task must be recorded and submitted to the Contract 
Administrator. Architect must maintain all necessary documents and accounting 
records pertaining to time billed and to costs incurred and make these materials 
available at all reasonable times during the Contract period.
Monthly payments will be made to Architect on the basis of a progress report 
submitted by Architect for tasks completed through the last day of the preceding 
calendar month. Each task is subject to review and approval by the Contract 
Administrator to determine acceptable completion.
The Contract Administrator will prepare a partial payment request document for 
Architect’s acceptance. However, not more than 90% of the total Task Order 
price will be paid before City's final acceptance of a completed Task Order.
The Contract Administrator reserves the exclusive right to determine the amount 
of work performed and payment due Architect on a monthly basis.
All charges must be approved by the Contract Administrator before payment.
2.2.1 Payment Terms
The City of Scottsdale’s payment terms for Architectural work under State of 
Arizona A.R.S. Title 34 requirements is fourteen (14) days after invoice submittal 
by the Architect and the work is certified and approved by the City Contract 
Administrator.
The City has seven (7) days after receipt of the invoice to prepare and issue a 
written finding setting forth those items in detail which are not approved for 
payment under the Contract and which are not certified by the City Contract
18725114
Page 2 of 18

Contract No. 2026-002-COS
3.0
Administrator. Until such time as such issues are resolved and certified by the 
City the fourteen (14) day payment term will not have commenced.
2.3 Price Adjustment
Increases in the hourly rates shown in Exhibit A may only be requested by 
Architect thirty (30) days before the annual anniversary date of the Contract. 
Failure to do so may result in the denial of any increase requested.
Price increases will become effective only after approval by the Contract 
Administrator and the Purchasing Director and will be effective for at least one (1) 
year from the date of approval.
Approved price increases will be applied to the unit pricing in the Contract as a 
percentage increase.
The increased rate will be based upon mutual consent of Architect and the 
Contract Administrator; however, the Contract Administrator will evaluate 
Architect’s performance, sen/ices and records documentation to determine the 
appropriateness of the increase requested.
The percentage increase in unit pricing may not exceed 5%.
GENERAL TERMS AND CONDITIONS
3.1 
Contract Administrator
The Contract Administrator for the City will be Melanie Gibson, or designee. The 
Contract Administrator will oversee the performance of this Contract, assist 
Architect in accessing the organization, audit billings, and approve payments. 
Architect must submit all reports and special requests through the Contract 
Administrator. The Contract Administrator has the authority to authorize Change 
Orders that are in accordance with the City’s Procurement Code, as amended.
3.2 
Term of Contract
The initial term of this Contract shall be for a period of two (2) years and will 
commence on or about the 13“’ day of January, 2026 (the "Effective Date”), with 
the option to extend for three (3) additional years in one (1) year increments.
A. 
The option to extend may be exercised based on Architect’s successful 
performance and the needs of the City.
B. 
A Contract Modification will be processed for each extension and will 
commence on or about the anniversary date of the Contract. Each 
extension must be authorized by the Contract Administrator and 
Purchasing Director and need not return to the City’s Council for approval.
C. 
The Contract will remain in full force and effect during the performance of 
any Task Order.
18725114
Page 3 of 18

Contract No. 2026-002-COS
3.3 Termination or Canceliation of Contract
The City may terminate this Contract or abandon any portion of a Task Order that 
has not been performed by Architect.
Termination for Convenience: The City has the right to terminate this Contract 
or any part of it for its sole convenience with thirty (30) days written notice. If 
terminated, Architect must immediately stop all work and will immediately cause 
any of its suppliers and Subcontractors to stop all work. As payment in full for 
services performed to the date of the termination, Architect will receive a fee for 
the percentage of tasks actually completed. This fee will be in the amount 
mutually agreed upon by Architect and the City, based on the Task Order and 
Scope of Work.
If there is no mutual agreement, the Contract Administrator will determine the 
percentage of completion of each task detailed in the Task Order and Architect’s 
compensation will be based on this determination. The City will make this final 
payment within sixty (60) days after Architect has delivered the last of the 
partially completed tasks. Architect will not be paid for any work done after 
receipt of the notice of termination or for any costs incurred by Architect’s 
suppiiers or Subcontractors, which Architect could reasonably have avoided.
Canceiiation for Cause: The City may also cancel this Contract or any part of it 
with seven (7) days notice for cause if Architect defaults, or if Architect fails to 
comply with any of the terms and conditions of this Contract. Unsatisfactory 
performance as determined by the Contract Administrator or failure to provide the 
City, upon request, with adequate assurances of future performance are all 
causes allowing the City to terminate this Contract for cause. Upon cancellation 
for cause, the City will not be liable to Architect for any amount, and Architect will 
be liable to the City for all damages sustained by the default which caused the 
cancellation.
If Architect is in violation of any Federal, State, County or City law, regulation or 
ordinance, the City may terminate this Contract immediately after giving notice to 
Architect.
If the City cancels this Contract or any part of the Contract services, the City will 
notify Architect in writing, and upon receiving notice. Architect must discontinue 
advancing the tasks and proceed to close all operations.
Upon cancellation. Architect must deliver to the City all drawings, special 
provisions, field survey notes, reports, and estimates, entirely or partially 
completed, in any format, including but not limited to written or electronic media, 
together with all unused materials supplied by the City. Use of incomplete data 
will be the City’s sole responsibility.
Architect must appraise the work it has completed and submit its appraisal to the 
City for evaluation.
If Architect fails to fulfill in a timely and proper manner its obligations, or if 
Architect violates any of the terms of this Contract, the City may withhold any 
payments to Architect for the purpose of setoff until the exact amount of
18725114
Page 4 of 18

Contract No. 2026-002-COS
damages due the City from Architect is determined by a court of competent 
jurisdiction.
If the City improperly cancels the Contract for cause; the cancellation for cause 
will be converted to a termination for convenience in accordance with the 
provisions of this Section 3.3.
3.4 
Funds Appropriation
If the City Council does not appropriate funds to continue this Contract, the City 
may terminate this Contract at the end of the current fiscal period. The City 
agrees to give written notice of termination to Architect at least thirty (30) days 
before the end of its current fiscal period and will pay to Architect all approved 
charges incurred through the end of that period.
3.5 
Audit
City may audit all of Architect’s records, calculations, and working documents 
pertaining to this work at a mutually agreeable time and place.
Architect’s records (hard copy, as well as computer readable data), and any 
other supporting evidence necessary to substantiate any claims related to this 
Contract must be open to inspection and subject to audit and reproduction by the 
City's authorized representative as necessary to permit evaluation and 
verification of the cost of the work, and any invoices, change orders, payments or 
claims submitted by Architect or any of his payees. The City's authorized 
representative must be afforded access, at reasonable times and places, to all of 
Architect’s records and personnel throughout the term of this Contract and for a 
period of three (3) years after the final payment.
Architect must require all Subcontractors and material suppliers (payees) to 
comply with the provisions of this Section by insertion of these requirements in a 
written Contract between Architect and payee. These requirements will apply to 
all Subcontractors.
If an audit discloses overcharges by Architect to the City in excess of one percent 
(1%) of the total Contract billings, the actual cost of the City's audit must be 
reimbursed to the City by Architect. Any adjustments and payments made as a 
result of the audit or inspection of Architect’s invoices and records will be made 
within a period of time not to exceed ninety (90) days from presentation of the 
City’s findings to Architect.
This audit provision includes the right to inspect personnel records as required by 
Section 3.22.
3.6 
Ownership of Project Documents
All documents, including but not limited to, field notes, design notes, tracings, 
data compilations, studies, and reports in any format, including but not limited to, 
written or electronic media, prepared in the performance of this Contract will 
remain the property of the City and must be delivered to the Contract 
Administrator before final payment is made to Architect.
18725114
Page 5 of 18

Contract No. 2026-002-COS
When the work detail covers only the preparation of preliminary reports or plans, 
there will be no limitations upon the City concerning use of the plans or ideas in 
the reports or plans for the preparation of final construction plans. The City will 
release Architect from any liability for the preparation of final construction plans 
by others.
3.7 
Completeness and Accuracy
Architect will be responsible for the completeness and accuracy of its work, 
including but not limited to survey work, reports, supporting data, and drawings, 
sketches, etc. prepared by Architect and will correct, at its expense, all errors or 
omissions which may be disclosed. The cost to correct those errors will be 
chargeable to Architect. Additional construction added to the project will not be 
the responsibility of Architect unless the need for additional construction was 
created by any error, omission, or negligent act of Architect. The City’s 
acceptance of Architect’s work will not relieve Architect of any of its 
responsibilities.
3.8 
Attorney’s Fees
Should either party bring any action for relief, declaratory or otherwise, arising 
out of this Contract, the prevailing party shall be entitled to an award of 
reasonable attorneys’ fees, reasonable costs and expenses as determined by the 
court. All these fees, costs, and expenses will be considered to have accrued on 
the commencement of the action.
3.9 
Successors and Assigns
This Contract will extend to and be binding upon Architect, its successors and 
assigns, including any individual, company, partnership, or other entity with or 
into which Architect will merge, consolidate, or be liquidated, or any person, 
corporation, partnership, or other entity to which Architect will sell its assets. 
Except that services covered by this Contract may not be assigned or sublet in 
whole or in part without first obtaining the written consent of the Purchasing 
Director and Contract Administrator.
3.10 
Subcontractors
Architect may engage Subcontractors as required for the timely completion of 
this Contract. If Architect subcontracts any of the work required by the Contract, 
Architect remains solely responsible for fulfillment of all the terms of this 
Contract.
Architect will pay its Subcontractors within seven (7) calendar days of receipt of 
each progress payment from the City. Architect will pay for the amount of work 
perforrhed by each Subcontractor as accepted and approved by the City with 
each progress payment. In addition, any reduction of retention, if any, by the City 
will result in a corresponding reduction to Subcontractors who have performed 
satisfactory work. Architect will pay Subcontractors the reduced retention within 
fourteen (14) calendar days of the payment of the reduction of the retention to 
Architect. No Contract between Architect and its Subcontractors may materially
Page 6 of 18

Contract No. 2026-002-COS
alter the rights of any Subcontractor to receive prompt payment and retention 
reduction as provided in this Contract.
If Architect fails to make payments in accordance with these provisions, the City 
may take any of one or more of the following actions:
A.
B.
C.
D.
To hold Architect in default under this Contract;
Withhold future payments including retention until proper payment has 
been made to Subcontractors in accordance with these provisions;
Reject all future offers to perform work for the City by Architect for a 
period not to exceed one (1) year from the completion date of the Task 
Order at issue; or 
Terminate this Contract for cause.
3.11 
Alterations or Additions to Scope of Services
The total Scope of Work to be performed is stated in this Contract and any Task 
Orders issued thereto. Any services requested outside the Scope of Work and 
any Task Orders issued thereto are additional services. Architect will not perform 
these additional services without a written Change Order approved by the City. If 
Architect performs additional services without a written Change Order, Architect 
will not receive any additional compensation.
3.12 
Modifications
Any amendment or modification of the terms of this Contract must be in writing 
and consistent with the City of Scottsdale Procurement Code, as amended.
3.13 
Conflict of Interest
Architect warrants that it has not employed or retained any company or person, 
other than a bona fide employee working solely for the Architect, to solicit or 
secure this Contract, and that it has not paid or agreed to pay any person or 
persons, other than a bona fide employee working solely for the Architect any 
fee, commission, percentage, brokerage fee, gifts or any consideration, 
contingent upon or resulting from the award or making of this Contract. For 
breach or violation of this warranty. City will have the right to annul this Contract 
without liability or in its discretion to deduct from the Contract price or 
consideration, or otherwise recover the full amount of any fee, commission, 
percentage, brokerage fee, gift or contingent fee, together with costs and 
attorney’s fees.
Pursuant to A.R.S. § 38-511, as amended, the City may cancel any contract or 
agreement, without penalty or obligation, if any person significantly involved in 
initiating, negotiating, securing, drafting, or creating the contract on behalf of the 
City’s departments or agencies is, at any time while the contract or any extension 
of the contract is in effect, an employee of any other party to the contract in any 
capacity or a contractor to any other party to the contract with respect to the 
contract’s subject matter. The cancellation will be effective when all other parties 
to the contract receive the City’s written notice unless the notice specifies a later 
time.
Page 7 of 18

Contract No. 2026-002-COS
Architect will fully reveal in writing any financial or compensatory agreement 
which it has with a prospective bidder before the City’s publication of documents 
for bidding.
3.14 
Force Majeure
Neither party will be responsible for delays or failures in performance resulting 
from acts beyond their control. These acts will include, but not be limited to, acts 
of God, riots, acts of war, epidemics, governmental regulations imposed after the 
fact, fire, communication line failures, or power failures.
3.15 
Taxes
The fee listed in this Contract includes all taxes applicable to the sen/ices 
authorized. The City will have no obligation to pay additional amounts for taxes 
of any type.
3.16 
Advertising
No advertising or publicity concerning the City’s use of Architect’s services shall 
be undertaken without prior written approval of such advertising or publicity by 
the City of Scottsdale Contract Administrator and by the City Attorney.
3.17 
Counterparts
This Contract may be executed in one or more counterparts, and each executed 
duplicate counterpart will possess the full force and effect of the original.
3.18 
Entire Agreement
This Contract contains the entire understanding of the parties and no 
representations or agreements, oral or written, made before its execution will 
vary or modify the terms of this Contract.
3.19 
Governing Law and Venue
This Contract will be considered to be made under and will be construed in 
accordance with and governed by the laws of the State of Arizona. Any action to 
enforce any provision of this Contract or to obtain any remedy with respect to this 
Contract shall be brought in the Superior Court of Maricopa County, Arizona, and 
for this purpose, each party expressly and irrevocably consents to the jurisdiction 
and venue of that Court.
3.20 
Equal Employment Opportunity
For the duration of this Contract, Architect represents and warrants it will comply 
with all applicable local, state and federal laws governing equal employment 
opportunities, or prohibiting employment or other discrimination based on any 
protected characteristic including but not limited to actual or perceived race, 
color, religion, sex, age, disability, national origin, sexual orientation, gender 
identity, or U.S. military status. City of Scottsdale Revised Code, Chapter 15
Page 8 of 18

Contract No. 2026-002-COS
mandates contractor compliance with the policies contained therein. Architect 
agrees that any violation of provision on the part of Architect, its employees, 
agents or assigns will constitute a material breach of this Contract.
3.21 
No Preferential Treatment or Discrimination
In accordance with the provisions of Article II, Section 36 of the Arizona 
Constitution, the City will not grant preferential treatment to or discriminate 
against any individual or group on the basis of race, sex, color, ethnicity or 
national origin. To avoid the appearance of impropriety. Architect shall not make 
any donation to the City, of any goods or services during the term of this 
Contract, unless it has specifically been approved by the City Manager or 
designee.
3.22 
Compliance with Federal and State Laws
Architect understands and acknowledges the applicability to it of the American 
with Disabilities Act, the Immigration Reform and Control Act of 1986, the Drug 
Free Workplace Act of 1989, Fair Labor Standards Act, Age Discrimination in 
Employment Act, Family and Medical Leave Act, National Labor Relations Act, 
Occupational Safety and Health Act, and other local, state or federal law 
governing Architect’s labor and employment practices. Architect agrees to 
comply with these laws in performing this Contract and to permit the City to verify 
compliance. Architect further agrees that any violation of provision on the part of 
Architect, its employees, agents or assigns will constitute a material breach of 
this Contract.
Under the provisions of A.R.S. §41-4401, Architect warrants to the City that 
Architect and aii its Subcontractors wiii compiy with ail Federal 
Immigration laws and regulations that relate to their employees and that 
the Architect and all its Subcontractors now comply with the E-Verify 
Program under A.R.S. §23-214(A).
A breach of this warranty by Architect or any of its Subcontractors will be 
considered a material breach of this Contract and may subject Architect or 
Subcontractor to penalties up to and including termination of this Contract or any 
subcontract.
The City retains the legal right to inspect the papers of any employee of Architect 
or any Subcontractor who works on this Contract to ensure that Architect or any 
Subcontractor is complying with the warranty given above.
The City may conduct random verification of the employment records of Architect 
and any of its Subcontractors to ensure compliance with this warranty. Architect 
agrees to indemnify, defend and hold the City harmless for, from and against all 
losses and liabilities arising from any and all violations of these statutes.
The City will not consider Architect or any of its Subcontractors in material breach 
of this Contract if Architect and its Subcontractors establish that they have 
complied with the employment verification provisions prescribed by 8 USCA 
§1324(a) and (b) of the Federal Immigration and Nationality Act and the E-Verify
Page 9 of 18

Contract No. 2026-002-COS
requirements prescribed by A.R.S. §23-214(A), as amended. The “E-Verify 
Program" means the employment verification pilot program as jointly 
administered by the United States Department of Homeland Security and the 
Social Security Administration or any of its successor programs.
The provisions of this Section must be included in any contract Architect enters 
into with any and all of its Subcontractors who provide services under this 
Contract or any subcontract. "Services" are defined as furnishing labor, time or 
effort in the State of Arizona by a contractor or subcontractor. Services include 
construction or maintenance of any structure, building or transportation facility or 
improvement to real property. Architect will take appropriate steps to assure that 
all Subcontractors comply with the requirements of the E-Verify Program. 
Architect’s failure to assure compliance by all its’ Subcontractors with the E- 
Verify Program may be considered a material breach of this Contract by the City.
3.23 Compliance with Americans with Disabilities Act
Architect acknowledges that, pursuant to the Americans with Disabilities Act 
(ADA), programs, services and other activities provided by a public entity to the 
public, whether directly or through a contractor, must be accessible to the 
disabled public. Architect will provide the services specified in this Contract in a 
manner that complies with the ADA and any and all other applicable federal, 
state and local disability rights legislation. Architect agrees not to discriminate 
against disabled persons in the provision of services, benefits or activities 
provided under this Contract and further agrees that any violation of this 
prohibition on the part of Architect, its employees, agents or assigns will 
constitute a material breach of this Contract.
3.24 Israel Boycott/Forced Labor Prohibitions
By executing this Contract, Architect certifies that it is not currently engaged in 
and will not for the duration of this contract engage in boycott activity proscribed 
by A.R.S. § 35-393 et seq, as amended.
Pursuant to A.R.S. § 35-394, as amended. Architect warrants and certifies that it 
does not currently, and agrees for the duration of this Contract that it will not use:
1) The forced labor of ethnic Uyghurs in the People's Republic of China.
2) Any goods or services produced by the forced labor of ethnic Uyghurs in the 
People's Republic of China.
3) Any contractors, subcontractors or suppliers that use the forced labor or any 
goods or services produced by the forced labor of ethnic Uyghurs in the People's 
Republic of China.
If Architect becomes aware during the term of this Contract that Architect is not in 
compliance with this Section, Architect shall notify the City within five (5) 
business days after becoming aware of the noncompliance. The failure of 
Architect to provide a written certification that Architect has remedied the 
noncompliance within one hundred eighty (180) days after notifying the City of its 
noncompliance will result in automatic termination of this Contract, unless an 
earlier contract termination, cancellation, or expiration date applies.
Page 10 of 18

Contract No. 2026-002-COS
3.25 
Evaluation of Architect’s Performance
Architect will be evaluated regarding its performance of this Contract. This 
evaluation may include, but not be limited to, the following consideration for:
• 
Completeness
• 
Accuracy 
Utility Coordination 
Technical Expertise
• 
Organization
• 
Appearance of Plans (line work, lettering, etc.)
• 
Working Relationship with City Staff and Others
• 
Availability
• 
Communication Skills (meetings, correspondence, etc.)
This evaluation will be prepared by the staff and used to evaluate the desirability 
to proceed with negotiations for additional services.
3.26 
Notices
All notices or demands required by this Contract must be given to the other party 
in writing, delivered by hand or by registered or certified mail at the addresses 
stated below, or to any other address the parties may substitute by giving written 
notice as required by this Section.
Notices to Architect;
David Rutkowski 
Kimley-Horn and Associates, Inc 
14648 North Scottsdale Road, Suite 200 
Scottsdale, AZ 85254
Notices to City: 
Alison Tymkiw
City Engineer, City of Scottsdale 
7447 E. Indian School Road, Suite 205 
Scottsdale, AZ 85251 
(480) 312-7760
If hand delivered. Notices are deemed received on the date delivered. If 
delivered by certified or registered mail, Notices are deemed received on the 
date indicated on the receipt. Notice by facsimile or electronic mail is not 
adequate notice.
3.27 
Independent Contractor
The services Architect provides to the City are that of an Independent Contractor, 
not an employee, or agent of the City. Upon request. Architect shall provide the 
required I.R.S. From W-9 which is available from the IRS website at 
www.IRS.gov under its forms section.
3.28 
Ineligible Bidder
The preparer of bid specifications is not eligible to submit a bid or proposal on the 
solicitation for which it prepared the specification, nor is the preparer eligible to
Page 11 of 18

Contract No. 2026-002-COS
supply any product to a bidder or offeror on the solicitation for which it prepared 
the specification.
3.29 Indemnification
To the fullest extent permitted by law, Architect, its successors, assigns and 
guarantors, must defend, indemnify and hold harmless City of Scottsdale, its 
agents, representatives, officers, directors, officials and employees from and 
against all allegations, demands, proceedings, suits, actions, claims, damages, 
losses, expenses, including but not limited to, attorney fees, court costs, and the 
cost of appellate proceedings, and all claim adjusting and handling expense, 
related to, arising from or out of, or resulting from any act or omission, 
negligence, recklessness, or intentional wrongful conduct by Architect in the 
performance of this Contract, including but not limited to, any Subcontractor or 
anyone directly or indirectly employed by any of them or anyone for whose acts 
any of them may be liable and any injury or damages claimed by any of 
Architect’s and Subcontractor’s employees.
Insurance provisions in this Contract are separate and independent from the 
indemnity provisions of this section and shall not be construed in any way to limit 
the scope and magnitude of the indemnity provisions. The indemnity provisions 
of this section shall not be construed in any way to limit the scope and magnitude 
and applicability of the insurance provisions.
4.0 INSURANCE
A current Acord Certificate is acceptable.
Failure to provide an appropriate Certificate of Insurance will result in rejection of your
certificate and delay in Contract execution.
Additionally Certificates of Insurance submitted without referencing a Contract
number may be subject to rejection and returned or discarded.
4.1 Insurance Representations and Requirements
A. 
General: Architect agrees to comply with all applicable City ordinances 
and state and federal laws and regulations.
Without limiting any obligations or liabilities of Architect, Architect must 
purchase and maintain, at its own expense, the required minimum 
insurance with insurance companies duly licensed or approved to conduct 
business in the State of Arizona and with an A.M. Best’s rating of B++6 or 
above with policies and forms satisfactory to City. Failure to maintain 
insurance as required may result in cancellation of this Contract at the 
City’s sole discretion.
B. 
No Representation of Coverage Adequacy: By requiring insurance, City 
does not represent that coverage and limits will be adequate to protect 
Architect. The City reserves the right to review any and all of the 
insurance policies and endorsements cited in this Contract but has no
Page 12 of 18

Contract No. 2026-002-COS
C.
obligation to do so. Failure to demand evidence of full compliance with 
the insurance requirements in this Contract or failure to identify any 
insurance deficiency will not relieve Architect from, nor may it be 
considered a waiver of Architect’s obligation to maintain the required 
insurance at all times during the performance of this Contract.
Coverage Term: Architect must maintain alt required insurance in full 
force and effect until all work or services are satisfactorily performed and 
accepted by The City of Scottsdale, unless specified otherwise in this 
Contract.
D. 
Claims Made: In the event any insurance policies required by this 
Contract are written on a “claims made” basis, coverage shall continue 
uninterrupted throughout the term of this Contract by keeping coverage in 
force using the effective date of this Contract as the retroactive date on all 
"claims made" policies. The retroactive date for exclusion of claims must 
be on or before the effective date of this Contract and can never be after 
the effective date of this Contract. Upon completion or termination of this 
Contract, the “claims made" coverage shall be extended for an additional 
three (3) years using the original retroactive date, either through 
purchasing an extended reporting option; or by continued renewal of the 
original insurance policies. Submission of annual Certificates of 
Insurance, citing the applicable coverages and provisions specified 
herein, shall continue for three (3) years past the completion or 
termination of this Contract.
E. 
Policy Deductibles and or Self-Insured Retentions: The required policies 
may provide coverage which contain deductibles or self-insured retention 
amounts. Architect is solely responsible for any deductible or self-insured 
retention amount and the City, at its option, may require Architect to 
secure payment of the deductible or self-insured retention by a surety 
bond or irrevocable and unconditional Letter of Credit.
F. 
Use of Subcontractors: If any work is subcontracted in any way. Architect 
must execute a written agreement with Subcontractor containing the 
same Indemnification Clause and Insurance Requirements as the City 
requires of Architect in this Contract. Architect is responsible for 
executing the Contract with the Subcontractor and obtaining Certificates 
of Insurance and verifying the insurance requirements.
G. 
Evidence of Insurance and Required Endorsements: Before commencing 
any work or services under this Contract, Architect must furnish the 
Contract Administrator with Certificate{s) of Insurance, or formal 
endorsements issued by Architect's insurer(s) as evidence that policies 
are placed with acceptable insurers and provide the required coverages, 
conditions, and limits of coverage and that the coverage and provisions 
are in full force and effect. If a Certificate of Insurance is submitted as 
verification of coverage, the City will reasonably rely upon the Certificate 
of Insurance as evidence of coverage, but this acceptance and reliance 
will not waive or alter in any way the insurance requirements or 
obligations of this Contract. If any of the required policies expire during 
the life of this Contract, Architect’s must forward renewal Certificates to
Page 13 of 18

Contract No. 2026-002-COS
the City within ten (10) days after the renewal date containing all the 
necessary insurance provisions.
Certificates shall specifically cite the followino provisions endorsed to the
Architect's policy:
1.
2.
3.
4.
The City of Scottsdale, its agents, representatives, officers, directors, 
officials and employees are named as an Additional Insured under the 
following policies;
a) Commercial General Liability
b) Auto Liability
c) Excess Liability - Follow Form to underlying insurance as required.
Architect’s insurance must be primary insurance for all performance of 
work under this Contract.
All policies, except Professional Liability insurance if applicable, waive 
rights of recovery (subrogation) against the City, its agents, 
representatives, officers, directors, officials and employees for any claims 
arising out of work or services performed by Architect under this Contract
If Architect receives notice that any of the required policies of insurance 
are materially reduced or cancelled, it will be Architect’s responsibility to 
provide prompt notice of same to the City, unless such coverage is 
immediately replaced with similar policies.
4.2 Required Coverage
A. 
Commercial General Liability: Architect must maintain “occurrence" form 
Commercial General Liability insurance with a limit of not less than 
$1,000,000 for each occurrence, $2,000,000 Products and Completed 
Operations Annual Aggregate, and a $2,000,000 General Aggregate 
Limit. The policy must cover liability arising from premises, operations, 
independent contractors, products-completed operations, and personal 
injury and advertising injury. If any Excess insurance is utilized to fulfill 
the requirements of this Section, the Excess insurance must be “follow 
form" equal or broader in coverage scope than the underlying insurance.
B. 
Professional Liability: Architect must maintain Professional Liability 
insurance covering errors and omissions arising out of the work or 
services performed by Architect, or anyone employed by the Architect, or 
anyone for whose acts, mistakes, errors and omissions the Architect is 
legally liable, with a liability insurance limit of $1,000,000 each claim and 
$2,000,000 all claims. If the Professional Liability insurance policy is 
written on a “claims made” basis, coverage must extend for three (3) 
years past completion and acceptance of the work or services. Architect 
must annually submit Certificates of Insurance citing that the applicable 
coverage is in force and contains the required provisions for a three (3) 
year period.
C. 
Vehicle Liability: If any vehicle is used in the performance of the Scope of 
Work that is the subject of this contract. Architect must maintain Business
Page 14 of 18

Contract No. 2026-002-COS
Automobile Liability insurance with a limit of $1,000,000 each accident on 
Architect’s owned, hired, and non-owned vehicles assigned to or used in 
the performance of Architect’s work or services under this Contract. If 
any Excess insurance is utilized to fulfill the requirements of this 
paragraph, the Excess insurance must be “follow form’’ equal or broader 
in coverage scope than the underlying insurance.
D. Workers Compensation Insurance: Architect must maintain Workers 
Compensation insurance to cover obligations imposed by federal and 
state statutes applicable to Architect’s employees engaged in the 
performance of work or services under this Contract and must also 
maintain Employers’ Liability Insurance of not less than $100,000 for each 
accident, $100,000 disease for each employee and $500,000 disease 
policy limit. If Architect is a sole proprietor or a single member limited 
liability company with no employees and has elected not to purchase 
Workers’ Compensation Insurance; a completed and signed Workers’ 
Compensation Waiver Form will substitute for the insurance requirement.
5.0 SOFTWARE LICENSES
If Architect provides to the City any software licenses, the following provisions apply:
5.1 
Source Code Availability
A. 
Architect must furnish the City, without charge, a single copy of the 
Source Code for the Software immediately upon the occurrence of any of 
the following:
1. Architect becomes insolvent; or
2. Architect ceases to conduct business; or
3. Architect makes a general assignment for the benefit of creditors; or
4. A petition is filed in Bankruptcy by or against Architect.
B. 
Use of the Source Code may not be subject to any greater restrictions 
than use of the Software itself.
C. 
The City must have the right to modify the Source Code in any manner 
the City believes is appropriate, provided that the Source Code as 
modified will remain subject to the restrictions of Section 5.1(B).
5.2 
Proprietary Protection
A. 
The City agrees that if Architect informs the City that the Software is 
confidential information or is a trade secret of Architect, the Software is 
disclosed on a confidential basis under this Contract and in accordance 
with the terms of this Contract.
B. 
Architect shall not use or disclose any knowledge, data or proprietary 
information relating to the City obtained in any manner.
Page 15 of 18

Contract No. 2026-002-COS
C. As permitted by Arizona Law, the parties agree that during the term of this 
Contract and of all Licenses granted under this Contract, and for a period 
of seven (7) years after termination of this Contract and of all licenses 
granted by this Contract, to hold each other’s confidential information in 
confidence. The parties agree, unless required by government 
regulations or order of Court, not to make each other’s confidential 
information available in any form to any third party or to use each other's 
confidential information for any purposes other than the implementation of 
this Contract. However, if Architect’s confidential information is requested 
to be divulged under the provisions of the Arizona Public Records Act, 
A.R.S., Title 39, as amended, Architect must reimburse the City for the 
full cost of the City’s refusal to release the information, including the costs 
of litigation, the City’s attorney fees, fines, penalties or assessments of 
the opposing party’s attorney fees. Each party agrees to take ail 
reasonable steps to ensure that confidential information is not disclosed 
or distributed by its employees or agents in violation of the provisions of 
this Contract.
5.3 
Non-Infringement
Architect warrants that the Software provided to the City does not and will not 
infringe upon or violate any patent, copyright, trade secret or other proprietary or 
property right of any person or entity.
In the event of a claim against the City asserting or involving such an allegation, 
Architect will defend, at Architect’s sole expense, and will indemnify and hold 
harmless the City against any loss, cost, expense (including attorney fees) or 
liability arising out of the claim, whether or not the claim is successful. In the 
event an injunction or order is obtained against use of the Software, or if in 
Architect's opinion the Software is likely to become the subject of a claim of 
infringement, Architect will, at its option and its expense:
1. 
Procure for the City the right to continue using the Software;
2. 
Replace or modify the software so that it becomes non-infringing (this 
modification or replacement must be functionally equivalent to the original); 
or
3. 
If neither 1 nor 2 is practicable, repurchase the Software on a depreciated 
basis utilizing a straight line 5-year period, commencing on the date of 
acceptance.
5.4 
Third Party License
Architect shall sublicense to the City any and all third-party Software required in 
this Contract. The City reserves the right to accept or reject third-party license 
terms. If the City rejects the terms of a third-party license, Architect shall be 
responsible to negotiate acceptable terms or to supply Software from another 
source with terms acceptable to the City. The City’s acceptance of the third-party 
license terms will not be unreasonably withheld.
Page 16 of 18

Contract No. 2026-002-COS
6.0 
SEVERABILITY AND AUTHORITY
6.1 
Severability
If any term or provision of this Contract is found to be illegal or unenforceable, 
then notwithstanding such illegality or unenforceability, this Contract wili remain 
in full force and effect and the term or provision will be considered to be deleted.
6.2 
Authority
Each party warrants that it has full power and authority to enter into and perform 
this Contract, and that the person signing on behalf of each party has been 
properly authorized and empowered to enter into this Contract. Each party 
acknowledges that it has read, understands, and agrees to be bound by the 
terms and conditions of this Contract.
[END OF TEXT- SIGNATURE PAGE TO FOLLOW]
Page 17 of 18

Contract No. 2026-002-COS
THE CITY OF SCOTTSDALE, by its Mayor and City Clerk have subscribed their names 
this____ day of January 2026.
CITY OF SCOTTSDALE, 
an Arizona municipal corporation
ATTEST:
By;
Lisa Borowsky, Mayor
ARCHITECT: Kimley-Horn and Associates, Inc., 
a North Carolina corporation
By:.
Ben Lane, City Clerk
By:.
Print Name & Title: 
RECOMMENDED:
By:
Melanie Gibson, City Contract Administrator
By:
Jenn Myers, MPA, CPPO, NIGP-CPP, CPPB 
Purchasing Director
CITY OF SCOTTSDALE REVIEW:
By;
Alison Tymkiw, Senior Director - City Engineer
By:
George Woods, Safety & Risk Management Director 
APPROVED AS TO FORM:
OFFICE OF THE CITY ATTORNEY
Luis E. Santaella, Interim City Attorney 
By: Lydia Tulin, Assistant City Attorney
Page 18 of 18

Contract 2026-002-COS Exhibit A 
Page 1 of 1
Kimley»>Horn
Solicitation No. 26RFSQ024, On-Call Park Planning Sen/ices
HOURLY RATE SCHEDULE
Senior Professional
$280
Professional
$200
Analyst/Designer
$150
Administrative/Accounting
$140
kimley-horn.com I 14648 North Scottsdale Road, Suite 200, Scottsdale, AZ 85254
602-906-1153

Contract No. 2026-003-COS
4a
r r y
IL ' J
f'c
t
CITY OF SCOTTSDALE 
ARCHITECTURAL SERVICES CONTRACT 
SOLICITATION NO. 26RFSQ024
CONTRACT NO. 2026-003-COS
THIS ARCHITECTURAL SERVICES CONTRACT, (the “Contract”) is entered into this 13th day 
of January, 2026, between the City of Scottsdale, an Arizona municipal corporation (the "City"), 
and WERK, LLC, an Arizona limited liability company (the "Architect”).
RECITALS
A. 
The Mayor of the City of Scottsdale is authorized by the City Charter to execute 
contracts for professional services; and
B. 
The City intends to contract for architectural services for one or more individual task 
orders and Architect has represented to the City the ability to provide or procure the 
required services.
C. 
Architect is qualified to render the services required by the City, therefore, the City 
desires to engage Architect for these services.
FOR AND IN CONSIDERATION of the parties’ mutual covenants and conditions, the City and 
Architect agree as follows;
1.0 DESCRIPTION, ACCEPTANCE, DOCUMENTATION
1.1 
Scope of Services
Architect will furnish any and all services specified in an individual Task Order for 
which is issued a Task Order Notice to Proceed in accordance with this Contract 
for On-Call Park Planning Landscape Architectural Services for Capital 
Improvement Projects located throughout the City on an "as needed” basis.
The Architect must obtain all necessary information to complete the tasks 
specified in Exhibit A. Scope of Work, for the applicable Task Order.
1.2 
Acceptance and Documentation 
A.
B.
Each task will be reviewed and approved by the Contract Administrator to 
determine acceptable completion.
The City will provide all necessary information to Architect for timely 
completion of the tasks specified in Section 1.1 above.
18725090
Pagel of 18
ATTACHMENT 5

Contract No. 2026-003-COS
C. All documents, including but not limited to, data compilations, studies, and 
reports which are prepared in the performance of this Contract are to be 
and remain the property of the City and are to be delivered to the 
Contract Administrator before final payment is made to Architect.
2.0 
FEES AND PA YMENTS
2.1 
Fee Schedule
The fee for individual tasks performed under this contract will be negotiated on a 
project-by-project basis as Task Orders. The amount paid to Architect under this 
Contract for all Task Orders shall not exceed $3,000,000 for the initial two-year 
contract term and $1,500,000 for any successive one-year contract renewal.
Architect shall be paid at the hourly rates shown in Exhibit A. Task Orders shall 
be negotiated using the rates in effect at the time of this contract and billed on a 
time and materials basis. No lump sum fee proposals will be allowed.
2.2 
Payment Approval
The time spent for each task must be recorded and submitted to the Contract 
Administrator. Architect must maintain all necessary documents and accounting 
records pertaining to time billed and to costs incurred and make these materials 
available at all reasonable times during the Contract period.
Monthly payments will be made to Architect on the basis of a progress report 
submitted by Architect for tasks completed through the last day of the preceding 
calendar month. Each task is subject to review and approval by the Contract 
Administrator to determine acceptable completion.
The Contract Administrator will prepare a partial payment request document for 
Architect’s acceptance. However, not more than 90% of the total Task Order 
price will be paid before City's final acceptance of a completed Task Order.
The Contract Administrator reserves the exclusive right to determine the amount 
of work performed and payment due Architect on a monthly basis.
All charges must be approved by the Contract Administrator before payment.
2.2.1 Payment Terms
The City of Scottsdale’s payment terms for architectural work under State of 
Arizona A.R.S. Title 34 requirements is fourteen (14) days after invoice submittal 
by Architect and the work is certified and approved by the City Contract 
Administrator.
The City has seven (7) days after receipt of the invoice to prepare and issue a 
written finding setting forth those items in detail which are not approved for 
payment under the Contract and which are not certified by the City Contract
18725090
Page 2 of 18

Contract No. 2026-003-COS
Administrator. Until such time as such issues are resolved and certified by the 
City the fourteen (14) day payment term will not have commenced.
2.3 Price Adjustment
Increases in the hourly rates shown in Exhibit A may only be requested by 
Architect thirty (30) days before the annual anniversary date of the Contract. 
Failure to do so may result in the denial of any increase requested.
Price increases will become effective only after approval by the Contract 
Administrator and the Purchasing Director and will be effective for at least one (1) 
year from the date of approval.
Approved price increases will be applied to the unit pricing in the Contract as a 
percentage increase.
The increased rate will be based upon mutual consent of Architect and the 
Contract Administrator; however, the Contract Administrator will evaluate the 
Architect’s performance, services and records documentation to determine the 
appropriateness of the increase requested.
The percentage increase in unit pricing may not exceed 5%.
3.0 GENERAL TERMS AND CONDITIONS
3.1 
Contract Administrator
The Contract Administrator for the City will be Melanie Gibson, or designee. The 
Contract Administrator will oversee the performance of this Contract, assist 
Architect in accessing the organization, audit billings, and approve payments. 
Architect must submit all reports and special requests through the Contract 
Administrator. The Contract Administrator has the authority to authorize Change 
Orders that are in accordance with the City’s Procurement Code, as amended.
3.2 
Term of Contract
The initial term of this Contract shall be for a period of two (2) years and will 
commence on or about the ^3'^ day of January, 2026 (the “Effective Date”), with 
the option to extend for three (3) additional years in one (1) year increments.
A. 
The option to extend may be exercised based on Architect’s successful 
performance and the needs of the City.
B. 
A Contract Modification will be processed for each extension and will 
commence on or about the anniversary date of the Contract. Each 
extension must be authorized by the Contract Administrator and 
Purchasing Director and need not return to the City’s Council for approval.
C. 
The Contract will remain in full force and effect during the performance of 
any Task Order.
18725090
Page 3 of 18

Contract No. 2026-003-COS
3.3 
Termination or Cancellation of Contract
The City may terminate this Contract or abandon any portion of a Task Order that 
has not been performed by Architect.
Termination for Convenience: The City has the right to terminate this Contract 
or any part of it for its sole convenience with thirty (30) days written notice. If 
terminated, Architect must immediately stop all work and will immediately cause 
any of its suppliers and Subcontractors to stop all work. As payment in full for 
services performed to the date of the termination, Architect will receive a fee for 
the percentage of tasks actually completed. This fee will be in the amount 
mutually agreed upon by Architect and the City, based on the Task Order and 
Scope of Work.
If there is no mutual agreement, the Contract Administrator will determine the 
percentage of completion of each task detailed in the Task Order and Architect’s 
compensation will be based on this determination. The City will make this final 
payment within sixty (60) days after Architect has delivered the last of the 
partially completed tasks. Architect will not be paid for any work done after 
receipt of the notice of termination or for any costs incurred by Architect’s 
suppliers or Subcontractors, which Architect could reasonably have avoided.
Canceiiation for Cause: The City may also cancel this Contract or any part of it 
with seven (7) days notice for cause if Architect defaults, or if Architect fails to 
comply with any of the terms and conditions of this Contract. Unsatisfactory 
performance as determined by the Contract Administrator or failure to provide the 
City, upon request, with adequate assurances of future performance are all 
causes allowing the City to terminate this Contract for cause. Upon cancellation 
for cause, the City will not be liable to Architect for any amount, and Architect will 
be liable to the City for all damages sustained by the default which caused the 
cancellation.
If Architect is in violation of any Federal, State, County or City law, regulation or 
ordinance, the City may terminate this Contract immediately after giving notice to 
Architect.
If the City cancels this Contract or any part of the Contract services, the City will 
notify Architect in writing, and upon receiving notice. Architect must discontinue 
advancing the tasks and proceed to close all operations.
Upon cancellation. Architect must deliver to the City all drawings, special 
provisions, field survey notes, reports, and estimates, entirely or partiaHy 
completed, in any format, including but not limited to written or electronic media, 
together with all unused materials supplied by the City. Use of incomplete data 
will be the City’s sole responsibility.
Architect must appraise the work it has completed and submit its appraisal to the 
City for evaluation.
If Architect fails to fulfill in a timely and proper manner its obligations, or if 
Architect violates any of the terms of this Contract, the City may withhold any 
payments to Architect for the purpose of setoff until the exact amount of
18725090
Page 4 of 18

Contract No. 2026-003-COS
damages due the City from Architect is determined by a court of competent 
jurisdiction.
If the City improperly cancels the Contract for cause; the cancellation for cause 
will be converted to a termination for convenience in accordance with the 
provisions of this Section 3.3.
3.4 
Funds Appropriation
If the City Council does not appropriate funds to continue this Contract, the City 
may terminate this Contract at the end of the current fiscal period. The City 
agrees to give written notice of termination to Architect at least thirty (30) days 
before the end of its current fiscal period and will pay to Architect all approved 
charges incurred through the end of that period.
3.5 
Audit
City may audit all of Architect’s records, calculations, and working documents 
pertaining to this work at a mutually agreeable time and place.
Architect’s records (hard copy, as well as computer readable data), and any 
other supporting evidence necessary to substantiate any claims related to this 
Contract must be open to inspection and subject to audit and reproduction by the 
City's authorized representative as necessary to permit evaluation and 
verification of the cost of the work, and any invoices, change orders, payments or 
claims submitted by Architect or any of his payees. The City's authorized 
representative must be afforded access, at reasonable times and places, to all of 
Architect’s records and personnel throughout the term of this Contract and for a 
period of three (3) years after the final payment.
Architect must require all Subcontractors and material suppliers (payees) to 
comply with the provisions of this Section by insertion of these requirements in a 
written Contract between Architect and payee. These requirements will apply to 
all Subcontractors.
If an audit discloses overcharges by Architect to the City in excess of one percent 
(1%) of the total Contract billings, the actual cost of the City’s audit must be 
reimbursed to the City by Architect. Any adjustments and payments made as a 
result of the audit or inspection of Architect’s invoices and records will be made 
within a period of time not to exceed ninety (90) days from presentation of the 
City's findings to Architect.
This audit provision includes the right to inspect personnel records as required by 
Section 3.22.
3.6 
Ownership of Project Documents
All documents, including but not limited to, field notes, design notes, tracings, 
data compilations, studies, and reports in any format, including but not limited to, 
written or electronic media, prepared in the performance of this Contract will 
remain the property of the City and must be delivered to the Contract 
Administrator before final payment is made to Architect.
18725090
Page 6 of 18

Contract No. 2026-003-COS
When the work detail covers only the preparation of preliminary reports or plans, 
there will be no limitations upon the City concerning use of the plans or ideas in 
the reports or plans for the preparation of final construction plans. The City will 
release Architect from any liability for the preparation of final construction plans 
by others.
3.7 
Completeness and Accuracy
Architect will be responsible for the completeness and accuracy of its work, 
including but not limited to survey work, reports, supporting data, and drawings, 
sketches, etc. prepared by Architect and will correct, at its expense, all errors or 
omissions which may be disclosed. The cost to correct those errors will be 
chargeable to Architect. Additional construction added to the project will not be 
the responsibility of Architect unless the need for additional construction was 
created by any error, omission, or negligent act of Architect. The City’s 
acceptance of Architect’s work will not relieve Architect of any of its 
responsibilities.
3.8 
Attorney’s Fees
Should either party bring any action for relief, declaratory or otherwise, arising 
out of this Contract, the prevailing party shall be entitled to an award of 
reasonable attorneys’ fees, reasonable costs and expenses as determined by the 
court. All these fees, costs, and expenses will be considered to have accrued on 
the commencement of the action.
3.9 
Successors and Assigns
This Contract will extend to and be binding upon Architect, its successors and 
assigns, including any individual, company, partnership, or other entity with or 
into which Architect will merge, consolidate, or be liquidated, or any person, 
corporation, partnership, or other entity to which Architect will sell its assets. 
Except that services covered by this Contract may not be assigned or sublet in 
whole or in part without first obtaining the written consent of the Purchasing 
Director and Contract Administrator.
3.10 
Subcontractors
Architect may engage Subcontractors as required for the timely completion of 
this Contract. If Architect subcontracts any of the work required by the Contract, 
Architect remains solely responsible for fulfillment of all the terms of this 
Contract.
Architect will pay its Subcontractors within seven (7) calendar days of receipt of 
each progress payment from the City. Architect will pay for the amount of work 
performed by each Subcontractor as accepted and approved by the City with 
each progress payment, in addition, any reduction of retention, if any, by the City 
will result in a corresponding reduction to Subcontractors who have performed 
satisfactory work. Architect will pay Subcontractors the reduced retention within 
fourteen (14) calendar days of the payment of the reduction of the retention to 
Architect. No Contract between Architect and its Subcontractors may materially
Page 6 of 18

Contract No. 2026-003-COS
alter the rights of any Subcontractor to receive prompt payment and retention 
reduction as provided in this Contract.
If Architect fails to make payments in accordance with these provisions, the City 
may take any of one or more of the following actions:
A.
B.
C.
D.
To hold Architect in default under this Contract;
Withhold future payments including retention until proper payment has 
been made to Subcontractors in accordance with these provisions;
Reject all future offers to perform work for the City by Architect for a 
period not to exceed one (1) year from the completion date of the Task 
Order at issue; or 
Terminate this Contract for cause.
3.11 
Alterations or Additions to Scope of Services
The total Scope of Work to be performed is stated in this Contract and any Task 
Orders issued thereto. Any services requested outside the Scope of Work and 
any Task Orders issued thereto are additional services. Architect will not perform 
these additional services without a written Change Order approved by the City. If 
Architect performs additional services without a written Change Order, Architect 
will not receive any additional compensation.
3.12 
Modifications
Any amendment or modification of the terms of this Contract must be in writing 
and consistent with the City of Scottsdale Procurement Code, as amended.
3.13 
Conflict of Interest
Architect warrants that it has not employed or retained any company or person, 
other than a bona fide employee working solely for the Architect, to solicit or 
secure this Contract, and that it has not paid or agreed to pay any person or 
persons, other than a bona fide employee working solely for the Architect any 
fee, commission, percentage, brokerage fee, gifts or any consideration, 
contingent upon or resulting from the award or making of this Contract. For 
breach or violation of this warranty, City will have the right to annul this Contract 
without liability or in its discretion to deduct from the Contract price or 
consideration, or otherwise recover the full amount of any fee, commission, 
percentage, brokerage fee, gift or contingent fee, together with costs and 
attorney's fees.
Pursuant to A.R.S. § 38-511, as amended, the City may cancel any contract or 
agreement, without penalty or obligation, if any person significantly involved in 
initiating, negotiating, securing, drafting, or creating the contract on behalf of the 
City’s departments or agencies is, at any time while the contract or any extension 
of the contract is in effect, an employee of any other party to the contract in any 
capacity or a contractor to any other party to the contract with respect to the 
contract’s subject matter. The cancellation will be effective when all other parties 
to the contract receive the City’s written notice unless the notice specifies a later 
time.
Page 7 of 18

Contract No. 2026-003-COS
Architect will fully reveal in writing any financial or compensatory agreement 
which it has with a prospective bidder before the City’s publication of documents 
for bidding.
3.14 
Force Majeure
Neither party will be responsible for delays or failures in performance resulting 
from acts beyond their control. These acts will include, but not be limited to, acts 
of God, riots, acts of war, epidemics, governmental regulations imposed after the 
fact, fire, communication line failures, or power failures.
3.15 
Taxes
The fee listed in this Contract includes all taxes applicable to the services 
authorized. The City will have no obligation to pay additional amounts for taxes 
of any type.
3.16 
Advertising
No advertising or publicity concerning the City’s use of Architect’s services shall 
be undertaken without prior written approval of such advertising or publicity by 
the City of Scottsdale Contract Administrator and by the City Attorney.
3.17 
Counterparts
This Contract may be executed in one or more counterparts, and each executed 
duplicate counterpart will possess the full force and effect of the original.
3.18 
Entire Agreement
This Contract contains the entire understanding of the parties and no 
representations or agreements, oral or written, made before its execution will 
vary or modify the terms of this Contract.
3.19 
Governing Law and Venue
This Contract will be considered to be made under and will be construed in 
accordance with and governed by the laws of the State of Arizona. Any action to 
enforce any provision of this Contract or to obtain any remedy with respect to this 
Contract shall be brought in the Superior Court of Maricopa County, Arizona, and 
for this purpose, each party expressly and irrevocably consents to the jurisdiction 
and venue of that Court.
3.20 
Equal Employment Opportunity
For the duration of this Contract, Architect represents and warrants it will comply 
with all applicable local, state and federal laws governing equal employment 
opportunities, or prohibiting employment or other discrimination based on any 
protected characteristic including but not limited to actual or perceived race, 
color, religion, sex, age, disability, national origin, sexual orientation, gender 
identity, or U.S. military status. City of Scottsdale Revised Code, Chapter 15
Page 8 of 18

Contract No. 2026-003-COS
mandates contractor compliance with the policies contained therein. Architect 
agrees that any violation of provision on the part of Architect, its employees, 
agents or assigns will constitute a material breach of this Contract.
3.21 
No Preferential Treatment or Discrimination
In accordance with the provisions of Article II, Section 36 of the Arizona 
Constitution, the City will not grant preferential treatment to or discriminate 
against any individual or group on the basis of race, sex, color, ethnicity or 
national origin. To avoid the appearance of impropriety. Architect shall not make 
any donation to the City, of any goods or services during the term of this 
Contract, unless it has specifically been approved by the City Manager or 
designee.
3.22 
Compliance with Federal and State Laws
Architect understands and acknowledges the applicability to it of the American 
with Disabilities Act, the Immigration Reform and Control Act of 1986, the Drug 
Free Workplace Act of 1989, Fair Labor Standards Act, Age Discrimination in 
Employment Act, Family and Medical Leave Act, National Labor Relations Act, 
Occupational Safety and Health Act, and other local, state or federal law 
governing Architect’s labor and employment practices. Architect agrees to 
comply with these laws in performing this Contract and to permit the City to verify 
compliance. Architect further agrees that any violation of provision on the part of 
Architect, its employees, agents or assigns will constitute a material breach of 
this Contract.
Under the provisions of A.R.S. §41-4401, Architect warrants to the City that 
Architect and all its Subcontractors will comply with all Federal 
Immigration laws and regulations that relate to their employees and that 
the Architect and all its Subcontractors now comply with the E-Verify 
Program under A.R.S. §23-214{A).
A breach of this warranty by Architect or any of its Subcontractors will be 
considered a material breach of this Contract and may subject Architect or 
Subcontractor to penalties up to and including termination of this Contract or any 
subcontract.
The City retains the legal right to inspect the papers of any employee of Architect 
or any Subcontractor who works on this Contract to ensure that Architect or any 
Subcontractor is complying with the warranty given above.
The City may conduct random verification of the employment records of Architect 
and any of its Subcontractors to ensure compliance with this warranty. Architect 
agrees to indemnify, defend and hold the City harmless for, from and against all 
losses and liabilities arising from any and all violations of these statutes.
The City will not consider Architect or any of its Subcontractors in material breach 
of this Contract if Architect and its Subcontractors establish that they have 
complied with the employment verification provisions prescribed by 8 USCA 
§1324(a) and (b) of the Federal Immigration and Nationality Act and the E-Verify 
requirements prescribed by A.R.S. §23-214(A), as amended. The “E-Verify
Page 9 of 18

Contract No. 2026-003-COS
Program" means the employment verification pilot program as jointly 
administered by the United States Department of Homeland Security and the 
Social Security Administration or any of its successor programs.
The provisions of this Section must be included in any contract Architect enters 
into with any and all of its Subcontractors who provide services under this 
Contract or any subcontract. "Services” are defined as furnishing labor, time or 
effort in the State of Arizona by a contractor or subcontractor. Services include 
construction or maintenance of any structure, building or transportation facility or 
improvement to real property. Architect will take appropriate steps to assure that 
all Subcontractors comply with the requirements of the E-Verify Program. 
Architect’s failure to assure compliance by all its’ Subcontractors with the E- 
Verify Program may be considered a material breach of this Contract by the City.
3.23 
Compliance with Americans with Disabilities Act
Architect acknowledges that, pursuant to the Americans with Disabilities Act 
(ADA), programs, services and other activities provided by a public entity to the 
public, whether directly or through a contractor, must be accessible to the 
disabled public. Architect will provide the services specified in this Contract in a 
manner that complies with the ADA and any and all other applicable federal, 
state and local disability rights legislation. Architect agrees not to discriminate 
against disabled persons in the provision of services, benefits or activities 
provided under this Contract and further agrees that any violation of this 
prohibition on the part of Architect, its employees, agents or assigns will 
constitute a material breach of this Contract.
3.24 
Israel Boycott/Forced Labor Prohibitions
By executing this Contract, Architect certifies that it is not currently engaged in 
and will not for the duration of this contract engage in boycott activity proscribed 
by A.R.S. § 35-393 et seq, as amended.
Pursuant to A.R.S. § 35-394, as amended. Architect warrants and certifies that it 
does not currently, and agrees for the duration of this Contract that it will not use;
1) The forced labor of ethnic Uyghurs in the People's Republic of China.
2) Any goods or services produced by the forced labor of ethnic Uyghurs in the 
People’s Republic of China.
3) Any contractors, subcontractors or suppliers that use the forced labor or any 
goods or services produced by the forced labor of ethnic Uyghurs in the People's 
Republic of China.
If Architect becomes aware during the term of this Contract that Architect is not in 
compliance with this Section, Architect shall notify the City within five (5) 
business days after becoming aware of the noncompliance. The failure of 
Architect to provide a written certification that Architect has remedied the 
noncompliance within one hundred eighty (180) days after notifying the City of its 
noncompliance will result in automatic termination of this Contract, unless an 
earlier contract termination, cancellation, or expiration date applies.
Page 10 of 18

Contract No. 2026-003-COS
3.25 
Evaluation of Architect’s Performance
Architect will be evaluated regarding its performance of this Contract. This 
evaluation may include, but not be limited to, the following consideration for:
• 
Completeness
• 
Accuracy
• 
Utility Coordination
• 
Technical Expertise
• 
Organization
• 
Appearance of Plans (line work, lettering, etc.)
• 
Working Relationship with City Staff and Others
• 
Availability
• 
Communication Skills (meetings, correspondence, etc.)
This evaluation will be prepared by the staff and used to evaluate the desirability 
to proceed with negotiations for additional sen/ices.
3.26 
Notices
All notices or demands required by this Contract must be given to the other party 
in writing, delivered by hand or by registered or certified mail at the addresses 
stated below, or to any other address the parties may substitute by giving written 
notice as required by this Section.
Notice to Architect:
Brian Sager 
WERK, LLC
7520 East 2^^ Street, Suite 1004 
Scottsdale, AZ 85251
Notice to City: 
Alison Tymkiw
City Engineer, City of Scottsdale 
7447 E. Indian School Road, Suite 205 
Scottsdale, AZ 85251 
(480) 312-7760
If hand delivered, Notices are deemed received on the date delivered. If 
delivered by certified or registered mail. Notices are deemed received on the 
date indicated on the receipt. Notice by facsimile or electronic mail is not 
adequate notice.
3.27 
Independent Contractor
The services Architect provides to the City are that of an Independent Contractor, 
not an employee, or agent of the City. Upon request, Architect shall provide the 
required l.R.S. From W-9 which is available from the IRS website at 
www.IRS.gov under its forms section.
3.28 
Ineligible Bidder
The preparer of bid specifications is not eligible to submit a bid or proposal on the 
solicitation for which it prepared the specification, nor is the preparer eligible to
Page 11 of 18

Contract No. 2026-003-COS
supply any product to a bidder or offeror on the solicitation for which it prepared 
the specification.
3.29 Indemnification
To the fullest extent permitted by law, Architect, its successors, assigns and 
guarantors, must defend, indemnify and hold harmless City of Scottsdale, its 
agents, representatives, officers, directors, officials and employees from and 
against all allegations, demands, proceedings, suits, actions, claims, damages, 
losses, expenses, including but not limited to, attorney fees, court costs, and the 
cost of appellate proceedings, and all claim adjusting and handling expense, 
related to, arising from or out of, or resulting from any act or omission, 
negligence, recklessness, or intentional wrongful conduct by Architect in the 
performance of this Contract, including but not limited to, any Subcontractor or 
anyone directly or indirectly employed by any of them or anyone for whose acts 
any of them may be liable and any injury or damages claimed by any of 
Architect’s and Subcontractor’s employees.
Insurance provisions in this Contract are separate and independent from the 
indemnity provisions of this Section and shall not be construed in any way to limit 
the scope and magnitude of the indemnity provisions. The indemnity provisions 
of this Section shall not be construed in any way to limit the scope and 
magnitude and applicability of the insurance provisions.
4.0 INSURANCE
A current Acord Certificate is acceptable.
Failure to provide an appropriate Certificate of Insurance will result in rejection of your
certificate and delay in Contract execution.
Additionally Certificates of Insurance submitted without referencing a Contract
number may be subject to rejection and returned or discarded.
4.1 insurance Representations and Requirements
A. 
General: Architect agrees to comply with all applicable City ordinances 
and state and federal laws and regulations.
Without limiting any obligations or liabilities of Architect, Architect must 
purchase and maintain, at its own expense, the required minimum 
insurance with insurance companies duly licensed or approved to conduct 
business in the State of Arizona and with an A.M. Best’s rating of B++6 or 
above with policies and forms satisfactory to City. Failure to maintain 
insurance as required may result in cancellation of this Contract at the 
City’s sole discretion.
B. 
No Representation of Coverage Adequacy: By requiring insurance. City 
does not represent that coverage and limits will be adequate to protect 
Architect. The City reserves the right to review any and all of the 
insurance policies and endorsements cited in this Contract but has no
Page 12 of 18

Contract No. 2026-003-COS
obligation to do so. Failure to demand evidence of full compliance with 
the insurance requirements in this Contract or failure to identify any 
insurance deficiency will not relieve Architect from, nor may it be 
considered a waiver of Architect’s obligation to maintain the required 
insurance at all times during the performance of this Contract.
C. 
Coverage Term: Architect must maintain all required insurance in fuil 
force and effect until all work or services are satisfactorily performed and 
accepted by The City of Scottsdale, unless specified othen/vise in this 
Contract.
D. 
Claims Made: In the event any insurance policies required by this 
Contract are written on a “claims made” basis, coverage shall continue 
uninterrupted throughout the term of this Contract by keeping coverage in 
force using the effective date of this Contract as the retroactive date on all 
“claims made" policies. The retroactive date for exclusion of claims must 
be on or before the effective date of this Contract and can never be after 
the effective date of this Contract. Upon completion or termination of this 
Contract, the “claims made” coverage shall be extended for an additional 
three (3) years using the original retroactive date, either through 
purchasing an extended reporting option; or by continued renewal of the 
original insurance policies. Submission of annual Certificates of 
Insurance, citing the applicable coverages and provisions specified 
herein, shall continue for three (3) years past the completion or 
termination of this Contract.
E. 
Policy Deductibles and or Self-Insured Retentions: The required policies 
may provide coverage which contain deductibles or self-insured retention 
amounts. Architect is solely responsible for any deductible or self-insured 
retention amount and the City, at its option, may require Architect to 
secure payment of the deductible or self-insured retention by a surety 
bond or irrevocable and unconditional Letter of Credit.
F. 
Use of Subcontractors: If any work is subcontracted in any way. Architect 
must execute a written agreement with Subcontractor containing the 
same indemnification Clause and Insurance Requirements as the City 
requires of Architect in this Contract. Architect is responsible for 
executing the Contract with the Subcontractor and obtaining Certificates 
of Insurance and verifying the insurance requirements.
G. 
Evidence of Insurance and Required Endorsements: Before commencing 
any work or services under this Contract, Architect must furnish the 
Contract Administrator with Certificate(s) of Insurance, or formal 
endorsements issued by Architect’s insurer(s) as evidence that policies 
are placed with acceptable insurers and provide the required coverages, 
conditions, and limits of coverage and that the coverage and provisions 
are in full force and effect. If a Certificate of Insurance is submitted as 
verification of coverage, the City will reasonably rely upon the Certificate 
of Insurance as evidence of coverage, but this acceptance and reliance 
will not waive or alter in any way the insurance requirements or 
obligations of this Contract. If any of the required policies expire during 
the life of this Contract, Architect’s must forward renewal Certificates to
Page 13 of 18

Contract No. 2026-003-COS
the City within ten (10) days after the renewal date containing all the 
necessary insurance provisions.
Certificates shall specifically cite the following provisions endorsed to the
Architect’s policy.
1. 
The City of Scottsdale, its agents, representatives, officers, directors, 
officials and employees are named as an Additional Insured under the 
following policies;
a) Commercial General Liability
b) Auto Liability
c) Excess Liability - Follow Form to underlying insurance as required.
2. 
Architect’s insurance must be primary insurance for all performance of 
work under this Contract.
3. 
All policies, except Professional Liability insurance if applicable, waive 
rights of recovery (subrogation) against the City, its agents, 
representatives, officers, directors, officials and employees for any claims 
arising out of work or services performed by Architect under this Contract.
4. 
If Architect receives notice that any of the required policies of insurance 
are materially reduced or cancelled, it will be Architect’s responsibility to 
provide prompt notice of same to the City, unless such coverage is 
immediately replaced with similar policies.
4.2 Required Coverage
A. 
Commercial General Liability: Architect must maintain “occurrence" form 
Commercial General Liability insurance with a limit of not less than 
$1,000,000 for each occurrence, $2,000,000 Products and Completed 
Operations Annual Aggregate, and a $2,000,000 General Aggregate 
Limit. The policy must cover liability arising from premises, operations, 
independent contractors, products-completed operations, and personal 
injury and advertising injury. If any Excess insurance is utilized to fulfill 
the requirements of this Section, the Excess insurance must be “follow 
form" equal or broader in coverage scope than the underlying insurance.
B. 
Professional Liability: Architect must maintain Professional Liability 
insurance covering errors and omissions arising out of the work or 
services performed by Architect, or anyone employed by the Architect, or 
anyone for whose acts, mistakes, errors and omissions the Architect is 
legally liable, with a liability insurance limit of $1,000,000 each claim and 
$2,000,000 all claims. If the Professional Liability insurance policy is 
written on a "claims made" basis, coverage must extend for three (3) 
years past completion and acceptance of the work or services. Architect 
must annually submit Certificates of Insurance citing that the applicable 
coverage is in force and contains the required provisions for a three (3) 
year period.
C. 
Vehicle Liability: If any vehicle is used in the performance of the Scope of 
Work that is the subject of this contract. Architect must maintain Business
Page 14 of 18

Contract No. 2026-003-COS
5.0
Automobile Liability insurance with a limit of $1,000,000 each accident on 
Architect’s owned, hired, and non-owned vehicles assigned to or used in 
the performance of Architect’s work or services under this Contract. If 
any Excess insurance is utilized to fulfill the requirements of this 
paragraph, the Excess insurance must be "follow form” equal or broader 
in coverage scope than the underlying insurance.
D. Workers Compensation Insurance: Architect must maintain Workers 
Compensation insurance to cover obligations imposed by federal and 
state statutes applicable to Architect's employees engaged in the 
performance of work or services under this Contract and must also 
maintain Employers’ Liability Insurance of not less than $100,000 for each 
accident, $100,000 disease for each employee and $500,000 disease 
policy limit. If Architect is a sole proprietor or a single member limited 
liability company with no employees and has elected not to purchase 
Workers’ Compensation Insurance; a completed and signed Workers’ 
Compensation Waiver Form will substitute for the insurance requirement.
SOFTWARE LICENSES
If Architect provides to the City any software licenses, the following provisions apply:
5.1 
Source Code Availability
A. 
Architect must furnish the City, without charge, a single copy of the 
Source Code for the Software immediately upon the occurrence of any of 
the following:
1. Architect becomes insolvent;
2. Architect ceases to conduct business;
3. Architect makes a general assignment for the benefit of creditors; or
4. A petition is filed in Bankruptcy by or against Architect.
B. 
Use of the Source Code may not be subject to any greater restrictions 
than use of the Software itself.
C. 
The City must have the right to modify the Source Code in any manner 
the City believes is appropriate, provided that the Source Code as 
modified will remain subject to the restrictions of Section 5.1 (B).
5.2 
Proprietary Protection
A. 
The City agrees that if Architect informs the City that the Software is 
confidential information or is a trade secret of Architect, the Software is 
disclosed on a confidential basis under this Contract and in accordance 
with the terms of this Contract.
B. 
Architect shall not use or disclose any knowledge, data or proprietary 
information relating to the City obtained in any manner.
Page 15 of 18

Contract No. 2026-003-COS
C. As permitted by Arizona Law, the parties agree that during the term of this 
Contract and of ali Licenses granted under this Contract, and for a period 
of seven (7) years after termination of this Contract and of all licenses 
granted by this Contract, to hold each other’s confidential information in 
confidence. The parties agree, unless required by government 
regulations or order of Court, not to make each other’s confidentiai 
information available in any form to any third party or to use each other’s 
confidentiai information for any purposes other than the implementation of 
this Contract. However, if Architect's confidential information is requested 
to be divulged under the provisions of the Arizona Public Records Act, 
A.R.S., Title 39, as amended. Architect must reimburse the City for the 
full cost of the City’s refusal to release the information, including the costs 
of iitigation, the City’s attorney fees, fines, penalties or assessments of 
the opposing party’s attorney fees. Each party agrees to take aii 
reasonable steps to ensure that confidential information is not disclosed 
or distributed by its employees or agents in violation of the provisions of 
this Contract.
5.3 Non-Infringement
Architect warrants that the Software provided to the City does not and will not 
infringe upon or violate any patent, copyright, trade secret or other proprietary or 
property right of any person or entity.
in the event of a claim against the City asserting or involving such an aliegation. 
Architect will defend, at Architect’s sole expense, and will indemnify and hold 
harmless the City against any loss, cost, expense (including attorney fees) or 
liability arising out of the claim, whether or not the claim is successful. In the 
event an injunction or order is obtained against use of the Software, or if in 
Architect’s opinion the Software is likely to become the subject of a claim of 
infringement. Architect wili, at its option and its expense;
1. 
Procure for the City the right to continue using the Software;
2. 
Replace or modify the Software so that it becomes non-infringing (this 
modification or repiacement must be functionaliy equivalent to the original); 
or
3. 
If neither 1 nor 2 is practicable, repurchase the Software on a depreciated 
basis utiiizing a straight iine 5-year period, commencing on the date of 
acceptance.
5.4 Third Party License
Architect shall sublicense to the City any and all third-party Software required in 
this Contract. The City reserves the right to accept or reject third-party license 
terms. If the City rejects the terms of a third-party license. Architect shall be 
responsible to negotiate acceptable terms or to supply Software from another 
source with terms acceptable to the City. The City’s acceptance of the third-party 
license terms will not be unreasonably withheld.
Page 16 of 18

Contract No. 2026-003-COS
6.0 
SEVERABILITY AND AUTHORITY
6.1 
Severability
If any term or provision of this Contract is found to be illegal or unenforceable, 
then notwithstanding such illegality or unenforceability, this Contract will remain 
in full force and effect and the term or provision will be considered to be deleted.
6.2 
Authority
Each party warrants that it has full power and authority to enter into and perform 
this Contract, and that the person signing on behalf of each party has been 
properly authorized and empowered to enter into this Contract. Each party 
acknowledges that it has read, understands, and agrees to be bound by the 
terms and conditions of this Contract.
[END OF TEXT- SIGNATURE PAGE TO FOLLOW]
Page 17 of 18

Contract No. 2026-003-COS
THE CITY OF SCOTTSDALE, by its Mayor and City Cierk have subscribed their 
names this____ day of January 2026.
CITY OF SCOTTSDALE.
an Arizona municipal corporation
By:_______________________
Lisa Borowsky, Mayor
ARCHITECT: WERK, LLC, 
an Arizona limited liability company
By:_______________________
Print Name & Title: 
RECOMMENDED;
By:___________
ATTEST:
By:.
Ben Lane, City Clerk
Melanie Gibson, City Contract Administrator
By:
Jenn Myers, MPA, CPPO, NIGP-CPP, CPPB 
Purchasing Director
CITY OF SCOTTSDALE REVIEW:
By:
Alison Tymkiw, Senior Director - City Engineer
By:__________________________
^_____
George Woods, Safety & Risk Management Director
APPROVED AS TO FORM:
OFFICE OF THE CITY ATTORNEY
Luis E. Santaella, Interim City Attorney 
By: Lydia Tulin. Assistant City Attorney
Page 18 of 18

WERK
ur-ban 1 design
Contract 2026-003-COS Exhibit A 
Page 1 of 1
2026 PERSONNEL HOURLY RATES 
The rates below represent WERK's hourly rates for 2026.
DESIGN TEAM PERSONNEL
Principal
HOURLY RATES
Senior Landscape Architect
$180.00
Landscape Architect
$165.00
Landscape Designer
$145.00
Landscape Analyst
$130.00
$100.00
2027-2028 PERSONNEL HOURLY RATES 
The rates below represent WERK's hourly rates for 2027-2028.
DESIGN TEAM PERSONNEL
HOURLY RATES
Principal
$190.00
Senior Landscape Architect
$175.00
Landscape Architect
$150.00
Landscape Designer
$135.00
Landscape Analyst
$105.00
2029-2030 PERSONNEL HOURLY RATES 
The rates below represent WERK's hourly rates for 2029-2030.
DESIGN TEAM PERSONNEL
HOURLY RATES
Principal
$200.00
Senior Landscape Architect
$185.00
Landscape Architect
$160.00
Landscape Designer
$140.00
Landscape Analyst
$110.00
7520 E. 2"^ street. Suite 1004 Scottsdale, AZ 85251 
Phone:(602)429-9922 www.WERKurbandesign.coni