HomeMy WebLinkAboutContract 42906CITY SECRETARY
CITY OF FORT WORTH, TEXAS COWRACT H0.
STANDARD AGREEMENT FOR PROFESSIONAL SERVICES
This AGREEMENT is between the City of Fort Worth, a Texas home -rule municipality
(the "CITY"), and Optimatics LLC, authorized to do business in Texas, an independent
contractor ( "Consultant "), for a PROJECT generally described as: Optimization of the Fort
Worth Marine Creek and Big Fossil Collection System Improvement Plan.
Article I
Scope of Services
(1) Consultant hereby agrees to perform as an independent contractor the services set
forth in the Scope of Services attached hereto as Attachment "A ". These services
shall be performed in connection with Optimization of the Fort Worth Marine Creek
and Big Fossil Collection System Improvement Plan.
(2) Additional services, if any, will be requested in writing by the City. City shall not pay
for any work performed by Consultant or its subconsultants, subcontractors and /or
suppliers that has not been ordered in writing. It is specifically agreed that
Consultant shall not be compensated for any alleged additional work resulting from
oral orders of any person.
Article II
Compensation
Consultant shall be compensated in accordance with the Fee Schedule shown in
Attachment "B ". Payment shall be considered full compensation for all labor, materials,
supplies, and equipment necessary to complete the services described in Attachment "A ".
However the total fee paid by the City shall not exceed a total of $49,985 unless the
City and the Consultant mutually agree upon a fee amount for additional services and
amend this Agreement accordingly.
The Consultant shall provide monthly invoices to the City. Payment for services rendered
shall be due within thirty (30) days of the uncontested performance of the particular
services so ordered and receipt by City of Consultant's invoice for payment of same.
Acceptance by Consultant of said payment shall operate as and shall release the City from
all claims or liabilities under this Agreement for anything related to, done, or furnished in
connection with the services for which payment is made, including any act or omission of
the City in connection with such services.
OFFICIA11 RECORD'
City of Fort Worth, Texas CITY ISUCREl"Afty
Standard Agreement for Professional Services Ft' l 4ORT'H, � >_,
PMO Official Release Date 11 /29/2011
Page 1 of 8 _ -
Article III
Term
Unless terminated pursuant to the terms herein, this Agreement shall be for a term of ninety
(90) days, beginning upon the date of its execution, or until the completion of the subject
matter contemplated herein, whichever occurs first.
Article IV
Independent Contractor
Consultant shall operate hereunder as an independent contractor, and not as an officer,
agent, servant, or employee of the City. Consultant shall have exclusive control of and the
exclusive right to control the details of its work to be performed hereunder and all persons
performing same, and shall be solely responsible for the acts and omissions of its officers,
agents, employees, contractors and subcontractors. The doctrine of respondent superior
shall not apply as between City and Consultant, its officers, agents, employees, contractors,
and subcontractors, and nothing herein shall be construed as creating a partnership or joint
venture between City and Consultant.
Article V
Professional Competence and Indemnification
(1) Work performed by Consultant shall comply in all aspects with all applicable local,
state and federal laws and with all applicable rules and regulations promulgated by
the local, state and national boards, bureaus and agencies. Approval by the City
shall not constitute or be deemed to be a release of the responsibility and liability of
Consultant or its officers, agents, employees, contractors and subcontractors for the
accuracy and competency of its services performed hereunder.
(2) In accordance with Texas Local Government Code Section 271.904, the Consultant
shall indemnify, hold harmless, and defend the City against liability for any damage
caused by or resulting from an act of negligence, intentional tort, intellectual
property infringement, or failure to pay a subcontractor or supplier committed by the
Consultant or Consultant's agent, consultant under contract, or another entity over
which the Consultant's exercises control.
City of Fort Worth, Texas
Standard Agreement for Professional Services
PMO Official Release Date 11 /29/2011
Page 2 of 8
Article VI
Insurance
(1) Consultant shall not commence work under this Agreement until it has obtained all
insurance required under this Article and the City has approved such insurance, nor
shall Consultant allow any subcontractor to commence work on its subcontract until
all similar insurance of the subcontractor has been so obtained and approval given
by the City; provided, however, Consultant may elect to add any subconsultant as
an additional insured under its liability policies.
Commercial General Liability
$1,000,000 each occurrence
$1,000,000 aggregate
Automobile Liability
$1,000,000 each accident (or reasonably equivalent limits of
coverage if written on a split limits basis). Coverage shall be
on any vehicle used in the course of the Project.
Worker's Compensation
Coverage A: statutory limits
Coverage B: $100,000 each accident
$500,000 disease - policy limit
$100,000 disease - each employee
(2) Additional Insurance Requirements
a. Except for employer's liability insurance coverage under Consultant's worker's
compensation insurance policy, the City, its officers, employees and servants shall
be endorsed as an additional insured on Consultant's insurance policies.
b. Certificates of insurance shall be delivered to the Fort Worth Water Department,
Attention: Nick Dons, 1000 Throckmorton Street, Fort Worth, TX 76102, prior to
commencement of work.
c. Any failure on part of the City to request required insurance documentation shall
not constitute a waiver of the insurance requirements specified herein.
d. Each insurance policy shall be endorsed to provide the City a minimum thirty days
notice of cancellation, non - renewal, and /or material change in policy terms or
coverage. A ten days notice shall be acceptable in the event of non - payment of
premium.
City of Fort Worth. Texas
Standard Agreement for Professional Services
PMO Official Release Date 11/29/2011
Page 3 of 8
e. Insurers must be authorized to do business in the State of Texas and have a
current A.M. Best rating of A: VII or equivalent measure of financial strength and
solvency.
f. Other than worker's compensation insurance, in lieu of traditional insurance, City
may consider alternative coverage or risk treatment measures through insurance
pools or risk retention groups. The City must approve in writing any alternative
coverage.
g. Workers' compensation insurance policy(s) covering employees employed on the
Project shall be endorsed with a waiver of subrogation providing rights of recovery
in favor of the City.
h. City shall not be responsible for the direct payment of insurance premium costs
for Consultant's insurance.
Consultant's insurance policies shall each be endorsed to provide that such
insurance is primary protection and any self- funded or commercial coverage
maintained by City shall not be called upon to contribute to loss recovery.
j. In the course of the Agreement, Consultant shall report, in a timely manner, to
City's officially designated contract administrator any known loss occurrence which
could give rise to a liability claim or lawsuit or which could result in a property loss.
k. Consultant's liability shall not be limited to the specified amounts of insurance
required herein.
I. Upon the request of City, Consultant shall provide complete copies of all
insurance policies required by these Agreement documents.
Article VII
Transfer or Assignment
City and Consultant each bind themselves, and their lawful successors and assigns, to this
Agreement. Consultant, its lawful successors and assigns, shall not assign, sublet or transfer
any interest in this Agreement without prior written consent of the City.
Article VIII
Termination of Contract
(1) City may terminate this Agreement for its convenience on 30 days' written notice.
Either the City or the Consultant for cause may terminate this Agreement if either
Party fails substantially to perform through no fault of the other and does not
City of Fort Worth, Texas
Standard Agreement for Professional Services
PMO Official Release Date 11/29/2011
Page 4 of 8
commence correction of such nonperformance with 5 days of written notice and
diligently complete the correction thereafter
(2) If City chooses to terminate this Agreement under Article 8, upon receipt of notice of
termination, Consultant shall discontinue services rendered up to the date of such
termination and City shall compensate Consultant based upon calculations in Article
2 of this Agreement and Exhibit "B" attached hereto and incorporated herein.
(3) All reports, whether partial or complete, prepared under this Agreement, including
any original drawings or documents, whether furnished by the City, its officers,
agents, employees, consultants, or contractors, or prepared by Consultant, shall be
or become the property of the City, and shall be furnished to the City prior to or at
the time such services are completed, or upon termination or expiration of this
Agreement.
Article IX
Right to Audit
(1) Consultant 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 Consultant involving transactions
relating to this Agreement. Consultant agrees that the City shall have access during
normal working hours to all necessary facilities and shall be provided adequate and
appropriate workspace in order to conduct audits in compliance with the provisions of
this section. City shall give Consultant reasonable advance notice of intended audits.
(2) Consultant further agrees to include in all its subcontracts hereunder, a provision to
the effect that the subcontracting consultant 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 sub - consultant, involving transactions to the subcontract, and
further, that City shall have access during normal working hours to all sub -
consultant 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 Consultant and any sub - consultant reasonable advance notice of intended
audit.
(3) Consultant and sub - consultants agree to photocopy such documents as may be
requested by the City. The City agrees to reimburse Consultant for the cost of copies
at the rate published in the Texas Administrative Code in effect as of the time copying
is performed.
City of Fort Worth. Texas
Standard Agreement for Professional Services
PMO Official Release Date 11 /29/2011
Page 5 of 8
Article X
Minority and Women Business Enterprise (M/WBE) Participation
In accordance with City Ordinance No. 15530, the City has goals for the participation of
minority business enterprises and woman business enterprises ( "M/WBE ") in City contracts.
Consultant acknowledges the M/WBE goal established for this Agreement and its
commitment to meet that goal. Any misrepresentation of facts (other than a negligent
misrepresentation) and /or the commission of fraud by the Consultant may result in the
termination of this Agreement and debarment from participating in City contracts for a period
of time of not less than three (3) years.
Article XI
Observe and Comply
Consultant shall at all times observe and comply with all federal, state, and local 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. Consultant agrees to defend, indemnify and hold harmless City
and all of 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.
Article XII
Venue and Jurisdiction
If any action, whether real or asserted, at law or in equity, arises on the basis of any
provision of this Agreement, venue for such action shall lie in state courts located in
Tarrant County, Texas or the United States District Court for the Northern District of Texas
— Fort Worth Division. This Agreement shall be construed in accordance with the laws of
the State of Texas.
Article XIII
Contract Construction
The Parties acknowledge that each party and, if it so chooses, its counsel have reviewed
and revised this Agreement and that the normal rule of construction to the effect that any
ambiguities are to be resolved against the drafting party must not be employed in the
interpretation of this Agreement or any amendments or exhibits hereto.
City of Fort Worth, Texas
Standard Agreement for Professional Services
PMO Official Release Date 11/29/2011
Page 6 of 8
Article XIV
Severability
The provisions of this Agreement are severable, and if any word, phrase, clause,
sentence, paragraph, section or other part of this Agreement or the application thereof to
any person or circumstance shall ever be held by any court of competent jurisdiction to be
invalid or unconstitutional for any reason, the remainder of this Agreement and the
application of such word, phrase, clause, sentence, paragraph, section, or other part of this
Agreement to other persons or circumstances shall not be affected thereby and this
Agreement shall be construed as if such invalid or unconstitutional portion had never been
contained therein.
Article XV
Notices
Notices to be provided hereunder shall be sufficient if forwarded to the other Party by
hand - delivery or via U.S. Postal Service certified mail return receipt requested, postage
prepaid, to the address of the other Party shown below:
City of Fort Worth
Attn: S. Frank Crumb, P.E. Director
1000 Throckmorton Street
Fort Worth, Texas 76102
Consultant:
Optimatics LLC
Attn: Brad Pierce, PE, Senior Engineer
920 S. Main St., Suite 191
Grapevine, TX 76051
Article XVI
Headings
The headings contained herein are for the convenience in reference and are not intended
to define or limit the scope of any provision of this Agreement
City of Fort Worth Texas
Standard Agreement for Professional Services
PMO Official Release Date 11/29/2011
Page 7 of 8
Article XVII
Counterparts
This Agreement may be executed in one or more counterparts and each counterpart shall,
for all purposes, be deemed an original, but all such counterparts shall together constitute
but one and the same instrument.
Executed and effective this the /511day of
ATTEST: a� FO. � 4aCITY OF FORT WORTH
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APPROVED S TO FORM AND`R
By: gbj��-
116uglas W. Black
Assistant City Attorney
M &C No.:
M &C Date:
City of Fort Worth Texas
Standard Agreement for Professional Services
PMO Official Release Date 11 /29/2011
Page 8 of 8
0
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rV �� i�s%�1�i ♦;�I�.r
o rd Fernando Costa
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Assistant City Manager
APPROVAL RECOMMENDED
By:
'1 Vi
S. Frank Crumb, P.E.
Director, Fort Worth Water Department
Optimatics LLC
By:
'JotTTG.'Cowan
Chief Executive Officer
OFFICIAL RECORD
CITY St RFTARY
rr, WORTH, rX
ATTACHEMENT "A"
SCOPE OF SERVICES
Optimatics LLC, Attachment "A" 1 Optimization of Marine Creek & Big Fossil
CS Improvement Plans
Attachment A
Optimization of the Fort Worth Marine Creek and Big Fossil Collection System
Improvement Plan
1.0 Overview
The purpose of the Marine Creek and Big Fossil Collection System Improvement Plan Optimization is to
determine the least -cost combination of system improvements which will eliminate sanitary sewer overflows
for the 1 in 5 -year design storm event. In developing the least -cost solution, consideration is to be given to
asset condition and project implementation schedule.
The project will be completed in two phases. The first phase will address the City's primary objectives and
will provide a clear indication of which improvement options provide the greatest opportunity for cost savings.
The second phase is optional and will include a more detailed optimization and refinement of the solution and
will address the City's other objectives such as optimizing project implementation staging, asset condition and
sensitivity analyses.
The primary objectives of the strategic planning optimization will be addressed as follows:
• Perform cost optimization of feasible improvement options, which will include new relief sewers,
pump station upgrades, inter -basin transfers and flow control facilities.
• Provide an Optimization Memorandum which describes the least -cost capital improvement plan
based on the optimization inputs, and recommends further actions to ensure the best long -term
planning strategy is achieved.
Upon completion of the scope of work the City will have a clear indication of the primary opportunities for
achieving significant cost savings. The Optimization Memorandum will describe specific capital improvement
projects which offer the greatest potential for cost savings.
Optimatics LLC, Attachment "A" 2 Optimization of Marine Creek & Big Fossil
CS Improvement Plans
2.0 Optimization Scope of Work
The scope of work for the Marine Creek and Big Fossil collection system optimization is illustrated in the
Project Activity Flow Diagram in Figure 1. The tasks include collection of pertinent data; review of the
hydraulic model and preparation of the model for optimization; formulation of the optimization model;
performance of the optimization runs; development of memoranda; attendance of project workshops; and
proper communication during each step of the process.
The project phases and key deliverables in each phase are:
• Phase 1 a - Data collection and model preparation
• Phase 1 b - Formulate optimization model, perform optimization runs and prepare the Phase 1
Optimization Memorandum.
Figure 1— Project Activity Flow Diagram
Optimatics LLC, Attachment "A" 3 Optimization of Marine Creek & Big Fossil
CS Improvement Plans
2.1 Data Collection
The City will provide Optimatics with the following:
• the hydraulic model of the existing system in InfoWorks CS format;
• the hydraulic model of the current solution in InfoWorks CS format;
• guidance to identify all allowable improvement alternatives;
• guidance on the design criteria for the allowable surcharge in existing sewers;
• guidance on the design criteria for the allowable surcharge in new sewers;
• guidance on the maximum allowable velocity in new force mains;
• GIS tables (sewer mains, manholes, pump stations, roads, properties, waterways, etc)
• pertinent background information about the system;
• reports from recent planning studies; and
• other relevant information.
A Project Kick -off Workshop will be held during the data collection phase of the hydraulic evaluation to
provide clarity about the data required, to establish lines of communication, and to discuss the project
schedule.
Unit cost rates (including capital costs and life -cycle operations and maintenance costs) for relief sewer
construction, new pump stations and pump station upgrades will be based on Optimatics data library from
past projects.
2.2 Hydraulic Model Review and Preparation for Optimization
The optimization will be run using EPA SWMM Version 5.0 hydraulic modeling package. The Fort Worth
collection system is currently modeled in InfoWorks CS. The InfoWorks CS model will be converted to
SWMM using a process which has been customized for the purpose of optimization projects. The converted
model will be verified against the original InfoWorks CS model. The City will provide Optimatics with a work
station and InfoWorks license to perform the model conversion.
Optimatics will review the hydraulic model to gain an understanding of overall system hydraulics and the
existing- system surcharge and overflow locations, and to help determine the range of improvement options to
be included in the optimization analysis. Once the improvement options have been identified, Optimatics will
prepare the options within the hydraulic model and verify the model stability. Areas of the model which are
outside of the hydraulic evaluation will be removed from the model and replaced with time series inflow
boundary conditions.
2.3 Optimization Formulation and Preliminary Runs
2.3.1 General Formulation
The optimization model will be formulated based on the optimization input data collected. The
optimization model will be tailored specifically for the allowable planning alternatives, unit cost rates, and
performance criteria established for this hydraulic evaluation.
Optimatics LLC, Attachment "A" 4 Optimization of Marine Creek & Big Fossil
CS Improvement Plans
Based on our understanding of the project requirements, we believe the optimization problem can be
summarized as follows:
Table 1. Summary of Marine Creek -Big Fossil Optimization Problem
1. Select infrastructure
2. Minimize capital
3. Satisfy design criteria,
improvements and
and O &M costs:
operational limitations and
operational settings:
system performance
constraints:
Location and size for new gravity
New gravity sewer costs
Satisfy minimum freeboard criteria
sewers and force mains
of 1 foot for existing sewers during
Location and size for new inter-
New force main costs
design storm event
basin transfers
No surcharge (or minimal
Ca
Capacity of upgraded pump
Pump upgrade costs
surcharge) of new gravity sewers
during the design storm event
stations
Location and size for new flow
New flow control facility
Satisfy maximum force main
velocity criteria of 8 fps
control facilities
costs
Pump station operating settings
Pumping energy costs
2.3.2 Preliminary Runs
A series of trial optimization runs will be conducted to make sure the model is performing properly. The
model formulation and various parameters will be adjusted to ensure the optimization search process
proceeds in the most efficient and comprehensive manner.
Optimatics will communicate the early optimization trends observed during the preliminary optimization
runs.
2.4 Optimization and Report
Once the optimization model is formulated and several preliminary runs are completed, Optimatics will carry
out optimization runs. The runs will identify the least -cost solution based on the optimization inputs. The
solution will be presented in the Optimization Memorandum for discussion with the City and other key
members of the project team.
The solutions will be presented in the form of one -page system maps. Preliminary cost estimates for the
solutions will be provided, along with critical hydraulic data summarized in a tabular format. The Optimization
Memorandum will highlight the major features of the solutions that are recurring in the series of optimization
runs, and will possibly present solutions with different features that could be of interest. The solutions will not
be refined in every detail, but will satisfy the primary constraints and objectives.
A Solution Workshop will be held for Optimatics to present the optimization solution and discuss the results
with the City After receiving feedback on the hydraulic solution and identifying opportunities to further refine
the solution, the Optimization memo will be revised and finalized.
Optimatics LLC, Attachment "A" 5 Optimization of Marine Creek & Big Fossil
CS Improvement Plans
EXHIBIT "B"
SCOPE OF SERVICES
Optimatics LLC, Exhibit "B" 6 Optimization of Marine Creek & Big Fossil
CS Improvement Plans
Fee Structure
The fee structure and project schedule for the Marine Creek and Big Fossil Optimization is shown below.
Project billing will occur at the end of each month and will be based on percentage complete. A detailed
summary of sub -task fees are provided in the Fee Estimate spreadsheet.
We have reduced our engineering rates and waived the software access fee and cloud computing processing
costs, for a total cost of $49,985.
Task
Description
Reduced
Cost
1
Data Collection
$3,210
2
Model Review and Preparation
$11,320
3
Optimizer Formulation and Preliminary Runs
$14,455
4
Optimization and Report
$21,000
Sub -Total
$49,985
Direct Costs
Software Access Fee (1 month)
-
Cloud Computing Processing Costs
-
Total
$49,985
Optimatics LLC, Exhibit "B" 7 Optimization of Marine Creek 8 Big Fossil
CS Improvement Plans