HomeMy WebLinkAboutContract 26997 CITY SECRETARY 7
CONTRACT NO.
STATE OF TEXAS
KNOW ALL MEN BY THESE PRESENTS
COUNTY OF TARRANT
THIS AGREEMENT is made and entered by and between the City of Fort Worth, Texas, a municipal corporation
situated in Tarrant County, Texas, hereinafter called the "City", acting herein by and through its duly authorized
Assistant City Manager, and Baird,Hampton&Brown, Inc.,hereinafter called the "Engineer".
WITNESSETH
That for and in consideration of the mutual covenants and agreements herein contained,the parties hereto do hereby
covenant and agree as follows:
SECTION I SERVICES OF THE ENGINEER
1.1 The City hereby contracts with Engineer as an independent contractor, and the Engineer hereby agrees to
perform,within the professional standards normally accepted in the State of Texas, professional services in
connection with the following general scope of work:
Provide engineering design for electrical upgrade of the Will Rogers Auditorium as outlined in the
Engineer's letter of June 8,2001,which is made a part of this agreement.
SECTION I1 CHARACTER OF ENGINEER'S SERVICES
2.1 Engineer shall consult with the City to clarify and define City's requirements relative to the assignments and
review available data.
2.2 Engineer agrees to commit the personnel to each assignment as necessary in order to complete the
assignment in an expeditious manner.
2.3 The Engineer shall advise City as to the necessity of City's providing or obtaining from others services and
data required in connection with the Assignment at City's cost and expense (which services and data
Engineer is not to provide hereunder but on which Engineer may rely in performing services hereunder),
and act as City's representative in connection with any such services of others.
SECTION III SPECIAL SERVICES OF ENGINEER
3.1 If authorized in writing by City, Engineer shall furnish or obtain from others Special Services necessary to
complete the assignments. These services are not included as part of Basic Services as outlined in
SECTION I - SERVICES OF THE ENGINEER and the Engineer's Proposal. These Special Services will
be paid for by City as indicated in Section V.
SECTION IV CITY RESPONSIBILITIES
4.1 Provide all criteria and full information as to City's requirements and designate a person with authority to
act on City's behalf on all matters concerning the Assignment.
4.2 Assist Engineer in obtaining existing studies, reports and other available data and services of others
pertinent to the Assignment and in obtaining additional reports and data as required.
4.3 Upon reasonable notice arrange for access to and make all provisions for Engineer to enter upon public and
private property as may be required for Engineer to perform services hereunder.
4.4 Designate in writing qualified persons who will act as City's representatives with respect to the Assignment
for the purposes of transmitting instructions, receiving information, interpreting and defining City's policies
and decisions with respect to Engineer's services.
4.5 Review all reports, recommendations and other documents and provide written decisions pertaining thereto
within a reasonable time.
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4.6 Upon reasonable notice provide labor and safety equipment to expose structural elements and temporarily
repair same, and to operate mechanical and electrical systems as required by the Engineer in the
development of the design.
4.7 Examine all studies, reports, sketches, drawings, specifications, proposals and other documents presented
by Engineer, obtain advice of an attorney, insurance counselor and other Engineers as it deems appropriate
for such examination and render in writing decisions pertaining thereto within a reasonable time so as not to
delay the services of Engineer.
4.8 Prepare easements and right-of-way acquisition conveyance documents, from description provided by
Engineer, contact owners, negotiate for or condemn all easements and right-of-way,pay all filing and legal
fees associated therewith.
4.9 Provide such legal, accounting, insurance and other counseling services to City as may be required for the
Assignment.
4.5 Pay all permit and review fees.
4.6 Bear all costs incident to compliance with this Section.
SECTION V COMPENSATION TO ENGINEER
5.1 The total compensation for all of the assignments to be performed by Engineer as described in Section II-
CHARACTER AND EXTENT of ENGINEERS hereof shall be
5.1.1 Basic Design Services: Hourly basis not to exceed$8,000.00. Services to be billed at the following rates:
Principal $125 per hour
Engineer $70 per hour
CADD $45 per hoar
Clerical $35 per hAur
5.2.1 For Supplemental Services, Engineer shall be compensated for actual hours worked by'and paid to the
employees engaged in performing the Scope of Work at rates for Basic Design Services.
5.4 Invoice Format for Services:
5.4.1 Monthly invoices shall include a certified list containing the name of each employee engaged in the work,
the total time each employee worked during the invoice period and the hourly rate of each employee. The
City may require a signed time report for any employee engaged in work on this project. Description and
costs of reimbursables being billed shall be shown clearly on each invoice, accompanied by documentation
substantiating each charge. Documentation to substantiate subcontract charges shall also be submitted with
each invoice.
5.4.2 Engineer shall be reimbursed for work actually performed by subconsultants at a multiple of 1.10 times the
actual cost of such services. Documentation is to be provided with invoice. Where the term
"subconsultant" is used in this document, it is understood to refer to all subcontractors and other parties
rendering services to the Engineer under a written agreement for the execution of the Assignment.
5.6 The City and the Engineer shall agree in writing on the scope and compensation for the performance of
Special Services prior to the commencement of such Special Services. For Special Services performed
under Section III the Engineer will be compensated at the same rates and methods as outlined in this Section
V.
5.7 Responsibility for Construction Costs:
5.7.1 The Construction Budget for this Project will be determined during the Schematic Design Phase and will
include all site work,utility relocation and utility connection fees.
5.7.2 The Engineer shall inform the City in writing of the probable construction cos
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SECTION VI METHOD OF PAYMENT
6.1 The Engineer shall be paid not more frequently than once per month on the basis of statements prepared
from the books and records of account of the Engineer, such statements to be verified as to accuracy and
compliance with the terms of this Agreement by an officer of the Engineer. Payment according to
statements will be subject to certification by the Director, Transportation and Public Works Department or
his duly authorized representative that such work has been performed.
6.2 The above charges are on the basis of prompt payment of bills rendered and continuous progress of the
work on the Assignment until completion. If City fails to make any agreed to payment due Engineer for
services and out-of-pocket expenses within thirty days after approval of Engineer's statement thereof,
Engineer may, after giving seven days' written notice to City, suspend services under this Agreement until
Engineer has been paid in full all amounts due for services actually performed and out-of-pocket expenses
actually incurred.
SECTION VII PROCEDURES FOR PROVIDING DESIGN SERVICES
7.1 City shall notify the Engineer when it is appropriate to proceed with the services.
7.2 The Engineer shall visit the site and make himself familiar with the scope of the assignment
7.3 Engineer shall prepare the drawings and technical specifications as follows:
7.4 Provide a written evaluation of the existing electrical distribution system to determine the implications of
adding two 400 amp,3 phase services on the auditorium stage. This service will include review of available
record drawings and options available to the project for upgrade.
7.5 All project information and designs shall become the property of the city and may be used by the City in
any manner it wishes. The Engineer shall not be liable for the use of such design information on other
projects.
SECTION VIII TERMINATION
8.1 The City may terminate this Agreement at any time for convenience or for any cause by notice in writing to
the Engineer. Upon receipt of such notice, the Engineer shall immediately discontinue all services and
work and the placing of all orders or the entering into Contracts for supplies, assistance, facilities and
materials in connection with the performance of this Agreement and shall proceed to cancel promptly all
existing contracts insofar as they are chargeable to this Agreement.
8.2 If the City terminates this Agreement under the foregoing paragraph, the City shall pay the Engineer for
services performed in accordance herewith prior to such termination, less such payments having been
previously made. Such payment shall be based upon the work completed up to the date of termination of the
Agreement in accordance with the method of compensation prescribed in Sections V and VI hereof.
Engineer shall also be compensated for all termination-related expenses such as meeting attendance,
document reproduction,transfer of records, etc.
8.3 Upon early termination or conclusion of this Agreement, the Engineer shall provide the City with
reproducible copies of all completed or partially completed engineering documents prepared under this
Agreement which shall become the property of the City.
SECTION IX INDEMNITY AND INSURANCE
9.1 Approval by the City of contract documents shall not constitute or be deemed to be a release of the
responsibility and liability of the Engineer, its officers, agents, employees and Subconsultants, for the
accuracy and competency of the services performed under this Agreement, including but not limited to
surveys, location of subsurface investigations, designs, working drawings and specifications and other
Engineering documents.
9.2 Such approval shall not be deemed to be an assumption of such responsibility and liability by the City for
any negligent act, error or omission in the conduct or preparation of the subsurface investigations, surveys,
designs, working drawings and specifications and other design related documents by the Engineer, its
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officers, agents, employees and Subconsultants, it being the intent of the parties that approval by the City
signifies the City's approval of only the general design concept of the improvements to be constructed.
9.3 In this connection the Engineer shall indemnify and hold the City and all its officers, agents, servants and
employees harmless from any loss, damage, liability or expenses, on account of damage to property and
injuries, including death, to all persons, including but not limited to officers, agents, or employees of the
Engineer or Subcontractor, and all other persons performing any part of the work and improvements,which
may arise out of any negligent act, error or omission in the performance of the Engineer's professional
services or in the Engineer's preparation of designs,working drawings,specifications,and other documents.
9.4 The Engineer shall defend at its own expense any suits or other proceedings brought against the City, its
officers, agents, servants and employees, or any of them on account thereof, and shall pay all expenses and
satisfy all judgments which may be incurred by or rendered against them arising our of indemnification;
provided and except, however, that this indemnification provision shall not be construed as requiring the
Engineer to indemnify or hold the City or any of its officers, agents, servants or employees harmless from
any loss, damages, liability or expense, on account of damage to property or injuries to person caused by
defects or deficiencies in design criteria and information furnished Engineer by City, or any deviation in
construction from Engineer's designs,working drawings,specifications or other documents.
9.5 Without limiting the above indemnity, Engineer shall maintain a policy of comprehensive general liability
insurance coverage with carriers acceptable to City,such insurance to be in at least the following amounts:
Commercial General Liability $1,000,000
Employers Liability Insurance
Bodily Injury $500,000 Each Accident
$500,000 Policy Limit
$500,000 Bodily Injury by Disease,each employee
Workers Compensation
Coverage A: Statutory limits
Coverage B: Employer's Liability
$100,000 each accident
$500,000 disease-policy limit
$100,000 disease-each employee
Business Automobile
Combination Single limits $500,000 each accident
Personal Injury $2,500 each person
Uninsured $500,000 each accident
Professional Liability Insurance
(Errors and Omissions) $1,000,000 Policy limit
9.6 Engineer shall furnish City a Certificate of Insurance in at least the above amounts. Certificate shall contain
a provision that such insurance cannot be canceled without 30 days prior written notice to City. The City
reserves the right to revise insurance requirements specified in this agreement to the best interests of the
City.
9.7 General Insurance Requirements
9.7.1 The Commercial General Liability policy shall be endorsed to name the City an Additional Insured thereon,as
its interests may appear. The term City shall include its employees,officers,officials,agents,and volunteers as
respects the contracted services. ,,���_DID
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9.7.2 Certificate(s) of insurance shall document that insurance coverages specified are provided under applicable
policies documented thereon.
9.7.3 Any failure on part of the City to request required insurance documentation shall not constitute a waiver of the
insurance requirements.
9.7.4 A minimum of thirty (30) days notice of cancellation, non-renewal or material change in coverage shall be
provided to the City. A ten(10)days notice shall be acceptable in the event of non-payment of premium. Such
terms shall be endorsed onto Engineer's insurance policies. Notice shall be sent to the Director,Transportation
and Public Works Department,City of Fort Worth, 1000 Throckmorton,Fort Worth,Texas 76102.
9.7.5 Insurers for all policies must be authorized to do business in the state of Texas or be otherwise approved by the
City;and,such insurers shall be acceptable to the City in terms of their financial strength and solvency.
9.7.6 Deductible limits, or self-insured retentions, affecting insurance required herein may be acceptable to the City
at its sole discretion; and, in lieu of traditional insurance, any alternative coverage maintained through
insurance pools or risk retention groups must be also approved. Dedicated financial resources or letters of
credit may also be acceptable to the City.
9.7.7 Workman's Compensation Insurance policy shall each be endorsed with a waiver of subrogation in favor of the
City as respects the Project.
9.7.8 The City shall be entitled, upon its request and without incurring expense, to review the Engineer's insurance
policies including endorsements thereto and, at the City's discretion, the Engineer may be required to provide
proof of insurance premium payments.
9.7.9 The City shall not be responsible for the direct payment of any insurance premiums required by this agreement.
It is understood that insurance cost is an allowable component of Engineer's indirect overhead
9.7.10 All insurance, except for the Professional Liability insurance policy,shall be written on an occurrence basis in
order to b-approved by the City
9.7.11 The Pro?essional Liability insurance policy, if written on a claims made basis, shall be maintained by the
Engineer for a minimum two year period subsequent to the term of the contract with the City unless such
coverage is provided the Engineer on an occurrence basis.
9.7.12 Subconsultants to the Engineer shall be required by the Engineer to maintain the same or reasonably equivalent
insurance coverage as required for the Engineer. When subconsultants maintain insurance coverage,Engineer
shall provide City with documentation thereof on a certificate of insurance. Notwithstanding anything to the
contrary contained herein, in the event a subconsultant's insurance coverage is canceled or terminated, such
cancellation or termination shall not constitute a breach by Engineer of the Agreement.
ARTICLE X. INDEMNITY PERTAINING TO HAZARDOUS MATERIALS
10.1 City acknowledges s Engineer will perform part of the work at City's facilities that may contain hazardous
materials, including asbestos containing materials, or conditions, and that Engineer had no prior role in the
generation, treatment, storage, or disposition of such materials. In consideration of the associated risks that
may give rise to claims by third parties or employees of City, City agrees in so far as permitted by law, to
indemnify Engineer from any and all losses, damages, claims, or actions brought by third party or
employees of City against Engineer or Engineer's employees, agents, officers, or directors, in any way
arising out of the presence of hazardous materials or conditions at City's facilities, except for claims shown
by final judgment to arise out of the sole negligence of Engineer. The City shall defend at its own expense
any suits of other proceedings brought against the Engineer and its officers, agents, servants,and employees
or any of them on account thereof. Nothing herein shall be construed so as to require the City to levy or
assess any tax.
10.2 In connection with hazardous waste, including petroleum products, City agrees to the maximum extent
permitted by law to defend, hold harmless and indemnify Engineer from and against any and all claims and
liabilities resulting from City's violation of any federal, state or local statute, regulation or ordinance
relating to the disposal of hazardous substances or constituents. Nothing herein shall be construed so as to
require the City to levy or assess any tax. rp p �� r�
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10.3 The requirements contained in Sections 10.1 and 10.2 shall not apply if the Engineer introduces the
hazardous materials or conditions.
SECTION XI RIGHT TO AUDIT
11.1 Engineer agrees that the City shall, until the expiration of three (3) years after final payment under this
Agreement, have access to and the right to examine any directly pertinent books, documents, papers and
records of the Engineer involving transactions relating to this Agreement. Engineer agrees that the City
shall have access during normal working hours to all necessary Engineer facilities and shall be provided
adequate and appropriate workspace in order to conduct audits in compliance with the provisions of this
section. The City shall give Engineer reasonable advance notice of intended audits.
11.2 Engineer further agrees to include in all its subcontracts hereunder a provision to the effect that the
subconsultant agrees that the City shall, until the expiration of three (3)years after final payment under the
subcontract, have access to and the right to examine any directly pertinent books, documents, papers and
records of such subconsultant, involving transactions to the subcontract, and further, that City shall have
access during normal working hours to all subconsultant facilities, and shall be provided adequate and
appropriate work space, in order to conduct audits in compliance with the provisions of this article. City
shall give subconsultant reasonable advance notice of intended audits.
11.3 Engineer and Subconsultants agree to photocopy project related documents as may be requested by the
City. The City agrees to reimburse Engineer and Subconsultant for the costs of copies at the rate published
in the Texas Administrative Code.
SECTION XII SUCCESSORS AND ASSIGNS
12.1 The City and the Engineer each bind themselves, their successors and assigns, to the other parry to this
Agreement and to the successors and assigns of each other party in respect to all covenants of this
Agreement.
SECTION XIII ASSIGNMENT
13.1 Neither parry hereto shall assign, sublet or transfer its interest herein without prior written consent of the
other party, and any attempted assignment, sublease or transfer of all or any part hereof without such prior
written consent shall be void.
SECTION XIV INDEPENDENT ENGINEER
14.1 Engineer shall perform all work and services hereunder as an independent Engineer, and not as an officer,
agent, servant or employee of the City. Engineer shall have exclusive control of, and the exclusive right to
control the details of the work performed hereunder, and all persons performing same, and shall be solely
responsible for the acts and omissions of its officers,agents,employees and Subconsultants. Nothing herein
shall be construed as creating a partnership or joint venture between the City and the Engineer, its officers,
agents, employees and Subconsultants, and doctrine of respondent superior has no application as between
the City and the Engineer.
SECTION XV OBSERVE AND COMPLY
16.1 Engineer shall at all times observe and comply with all Federal and State laws and regulations and with all
City ordinances and regulations which in any way affect this agreement and the work hereunder, and shall
observe and comply with all orders, laws, ordinances and regulations which may exist or may be enacted
later by governing bodies having jurisdiction or authority for such enactment. No plea of misunderstanding
or ignorance thereof shall be considered. Engineer agrees to defend, indemnify and hold harmless City and
all its officers, agents and employees from and against all claims or liability arising out of the violation of
any such order, law, ordinance,or regulation,whether it be by itself or its employees.
SECTION XVII VENUE
17.1 Venue of any suit or cause of action under this Agreement shall lie in Tarrant County,Texas.
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IN TE TIMONYTHEREOF,the parties hereto have caused this instrument to be signed in triplicate on the
day of��( „ ' ,2001,each of which is deemed an original.
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Baird,Hampton&Brown Inc. City of Fort h
By: By:
ame: •E• ike Groomer
Title: V(CP— PRle41 0ENr Assistant City Manager
APPROVAL OMMENDED: ATTEST:
By: By:
I-IPO%langa Gloria Pea on
Transportation and Public Works Director City Secr ary
APPROVED AS O AND LEGALITY:
By: Date:
Assistant City ttorney
Contract Authorization
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