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HomeMy WebLinkAboutContract 45544 Aft U_ITY 11 1 SECRETARY CITY OF FORT WORTH, TE S(; " RACT STANDARD AGREEMENT FOR PROFESSIONAL SERVICE This, AGREEMENT is between the City of Fort Worth, a Texas home rule TUunicipiality (the '"CI ''"), and RJN Group, Inc, authorized to do business in Texas, an independent. contractor "Consultant" , fdr, a PROJECT generally described as: Wastewater Flow Monitoring . 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 heret o as Attachment "A". These services shall be performed in connection with Wastewater Flow Monitoring. (2) Additional services, if any, will be requested ested in writing by the City. City shall not pay for any work performed by Consultant or, its subcons,ultants, 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 11 Compensafion 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 ribed in Attachment "A". However the total fee paid by the City shall not exceed a total of $491,096.00 unless, the Cite and the Consultant mutually agree upon a fee amount for additional services and ameind th ins Agreement accordingly. The Consultant shall provide monthly invoices to, the City. Payment for services rendered shall be dare within th�i�rt 3 days of the uncontested tested p rf rmanc of the particular 1 services so ordered and receipt by City of Consultant's invoice for payment of earns. r rn 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 erniissien of the City in connection with such services. OFFICIAL gb oR'D uiW r �rt� �i SECRIET City o"��o Wdrth T�'xc�5 Standard Agreement for Professional Services PMO Official Release Date: 11/29/2011 TX11 Page 1 of 8 ORI Mimiomoimuooiomomioimwmmuommawo+umommimmmuii�!ormmumimuioii a ypy�k;MOIfIiNS!'.' InINWWfIVNdINOmlmiuNUltlIIM101� ArtJ*c1e III Term Unless terminated pursuant to the terms herein, this Agreement shall be for a term of 120, days, beginning upon the date of its execution, or unitill 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 cointro:l, 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 subcontra�ctors. The doctrine of respondent superior shall not apply as between City and Consultant, its officers, agents, employees, contractors, and subcontractors, and nothing h�erelli�n, shall be construed as creating a partnership or joint venture between City and Consultant. Article V Professilonall Competence and Indemnificati"on (1) Work performed by Consultant shall c,om,p,lay in all aspects with all applicable local, state and federal laws and with all applicabile rules and regu�la�ti ns promulgated by the local, state and national boards, bureaus and agencies. Approval by the City all not constitute or be delem�ed 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,l 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. 111/29/2011 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 app:roved such iinsurance, nor shall Consultant, allow any subcontractor to commence work on its subcontract until al�l 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,,0010 each occurrence $1,000,000 aggregate Automo bill e Li'abil'ity $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 pa l'icy l�imi't $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 CItyI its, officers, employees and servants shall be endorsed as an additional insured, on Consultant's insurance policies. b. Certificates lof' insuirainice shall be delivered to the Fort Worth Water Department,, Attention-, Nicolas Dons, 1000 Throckmorton Street, Fort Worth, TX 76102, prior to commencement of work. Any failure on part of the City to request required insurance documentation shall I not constitute a waiver of the insurance require tints s,pec,ified 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., e., Insurers must be a�uthori�zed to do business in the State of Texas and have a current A.M. Best rating of A: VII or equivalent measure of f'inan�cial strength and solvency. City of Fort WoAh,Texas Stan!der ld Agreement for Professional Services P Offi c,ial Release Date- 11/29/2011 Page 3 of 8 f. Other than woirkeir's, compensation iflisurance,, in lieu of traditional insurance, City ay si 'der alternative coverage or risk treatment measures through insurance m con pools or risk retentiionl groups. The City must approve in writing any alternative coverage. Workers' colrnplenlsaltilon insurance polio) covering employees, employed on the Project shall be endorsed with a waiver of subrogation providing rights of recovery in I n favor of the City. h. City shall not be responsible for the direct payment of insurance premiuml costs for Consultant's insurance. i. Consultant's insurance policies shall each be endorsed to provide that such insurance is primary protection and any self-fun d+ 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. 1. Upon the request of City, Consultant shall provide complete copies of all insurance pol�icies required by these Agreement, documents. Article VIII 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 a,ssign, sublet or transfer any interest in this Agreement without prior written consent of the City,. Arl'I'cle VIII Termination of Contract (1) City may terminate this Agreement for its convenience on 30 da:ys' w,ritten notice. Either the City or the Consultant for cause may terminate this Agreement 'if either Party fails substanti�allly to perform through no fault of the other and does not commence correction of such nonperformance with 5 days of written notice and diligently complete the correction thereafter City of Fort Worth,Texas Standard Agreement for Professional Services PMO Official Release Date- 11129/2011 IPage 4 of 8 (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 I I termination and City shall compensate Consultant based upon calculations, in Article 2 of this Agreement and Exhibit "B91 attached hereto and incorporated herein. (3) All reports, whether partial or complete, prepared under this Agreement, includ'i'ng any original drawings or documents, whether furnished by the City, pits officers, agents,, employees, coin�su�ltants, or, contractors,, or prepared by Consuiltant, 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. Arti"cle IX Might 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 ins 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 p,erti�nienit books, docu ments, 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 fac1lities, 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 uonsultant 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. of of Fort Worth,,Texas, Standarld Agreement for Professional Services PMO Official Release Date:11/29/2011 Page 5 of 8 Article, X Minority and Women Business Enterprise (M/WB,E) Participation In accordance with City Ordinance No. 15530, the City has goals for the participation of minority business enterprises and woman business enterprises ("MIWBE") in City contracts. Consultant actin o�w led gyes the M/WBE goal established for this Agreement and 'Its commitment to meet that goal. Any misrepresentation of facts (other than a negl'igent misrepresentation) and/or the commission of fraud by the Consultant may result in the termination of this Agreemeilt and debarment from participating in City, contracts for a period of time of not less than three (3) years. Article, XI Observe and' Compl'Y 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 hereu�nder,, 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 h�armle s 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, ord inn ance, or regulation, whether it be by itself or Its employees. Article X11 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 Divilsion�. This Agreement shall be construed i 000rd roe with the laws of the State of Texas. Article X111 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 amb�iguities are to be resolved against the d rafting party must not be employed in the 4 interpretation of this Agreement or any amendments or exhibits hereto. City of Fort Worth,Texas Standard Agreement for Professional Services P,MO Official Release Date-11/2912011 Page 6 of 8 AIR, Am Article XIV Se ire rabil'�iter The provisions, of this Agreement are severable, and if any word, phrase, clause, sentence, paragraph, section or other part of this Agreement oir the appl�icatioln theireolf'to, any p�ers,oin or circumstance shall ever be held by any court of competent jurisdiction to, be invalid or unconistitutional for any reason, the remainder of this Agreement and the application of such word, phrase, clause, sentence, p�arag�raph, section, o!r other part of this, Agreement to other persons or circumstances shaill not be affected thereby and th,is Agreement shall be construed as if such invalid or unconstitutional portion had never been contained therein. Article XV Notices, Notices to be pirovided hereunder shall be suffici�ent�, if forwarded to the other Party by hand-delivery or via U.S. Postal Service certified ma�il return receipt requl�ested, postage prepaid, to the address of the other Palrty shown below: City of Fort Worth Attn: Nicolas Dons, Water Department 1000 Th roc kmortoin Street Fort Worth, Texas 76102 Consultant: RJiN Giroup, Inc. Attn1: Huigh M Kelso 6701 B,rentwoold Stair Rd., S,ul�ite 100"x'' Fort Worth, TX 76112-3363 Article XV1 Headi ngs, The headings contained herein are for the convenience in reference and are not intended to define, or limit the scope of a�ny provision of this Agreement City of Fort Worth,Texas Standard,Agreement for Professional Services PIMO Official Release,Date: 11/29/X1111 Page 7 of 8 �P II I I Counterparts `his Agreement may be executed 'in one or more counterparts and each coun r IN, TO,, osies, be deemed an original, but all such counterparts shall together constitute oF e same instrument". 0 0 ective this the,�N11'(day 2 Oil 4. ITT T WORTH 14 OLW�i a, N W Fernando Costa C y Secretary Assistant City Manager APPROVED AS TO FORM AND LEGALITY APPROVAL RECOMMENDED B jL y. B Assistant City Attorney Director, Fort 'epartment N .- j I............I Group, Inc. Date y HugVA. Kelso Vice President �»>WWUmNUriu�rumi�dv ��wroyuooWN�f�l u��l�m�drovdn imniwmuv°�uwuuuOiMSrowN9N?VWNivOVUWI00NIUW9n�wiutw�ulVM�11�16tli0V7�UIVYUifiN0000VfulmlmhmNroUWO�!�W'V,' O RECORD� 'ITY SECRI111"ARY City of I i Fort Worth,Texas FlIs RTH 9 T Xf , Standard Agreement for Professional Services P O Official Release Date. 11/29/2011 �ul�allfir Y�dr�W�mdwiofrn(Uf�dwrRr���rwu i rudrdroetam dm our dRmFamircaaucrudem�wdm imROamroe umm�mdm�� oiioou omm Page 8 of 8 ATTACHMENT A SCOPE' OF SERVICES FORT W0RTH WATER DEPARTMENT FLOW MoN IT O I NG The Fort Worth Water Department desires to monitor wastewater-I'lows from its collection system that is tributary to the TRA Northern Region Interceptor sewers and is retaining RJiN Group,, Inc. to perform the following services: RJN Group, Ind.'s responsi"'bilities include field services, analysis, reporting, and assistance to the FORT WORTH WATER DEPARTMENT' as described below: 1.1 PROJECT ADMINISTRATION AND MANAGEMENT A. PROJEC TAD MINISTRATION Prepare final schedule of work activities,. Perform general consultation with appointed FORT WORTHS WATER DEPARTMENT representative on an as-needed basis. Provide general overview opportunitiI es for FORT WORTH WATER DEPARTMENT personnel for observing regularly scheduled field inspection and testing activities. Perform internal project control procedures on a monthly basis in�cliuding schedule and budget control, quality control review, and monthly progress reports. B. DATA MAN�IAG,EM ENT/REVIEW Obtain existing information provided by FORT'WORTH WATER DEPARTMENT' including maps and other pertinent information. FORT WORTH WATER DEPARTIVIEN'Twill provide GIS shape,files of the wastewater collection system. 2. FLOW MONITORING The flow monitoring program is intended to collect both dry- and wet-weather flows for a 60-day period. It is anticipated that a total of 8 RJN meters will be utilized during the projject. Review the existing, collection system maps to identify the flow monitoring locations. Prepare and submit to FORT WORTH WATER DEPARTMENT a map that shows the proposed flow monitoring sites. A. METER INSTALLATION Prepare flow metering equipment for field installation, conducting a series of' performance and calibration tests to verify equipment meets operating standards. Inspect the monitoring locations to determine their suitability for installation of ti If a location is identified as being unsuitable, then alternative sites, 4/21/2014 A-1 RJN Grouip, Inc. ATTACHM ENT' B COMPENSATION FORT WORTH WATER DEPARTMENT FL01 ON�ITORI�N�G In coinsider�atio�n of the services to be pe�rfo�rmed under this,Agreement, RJN GROUiP, INC. shall be paid as per the following compensation schedule: Unit Rate Toltal Cost T' s DESCRIPTION Units $ $1 I., PROJECT ADMINISTRATION AND MANAGEMENT Project Administration Lump Sum 23000.00 2�,O�00 SUBTOTAL $2,111000 2. FLOW MONITORING S, i e Site Investigation / Meter Installation 8 Metrs 800.00 6101001 I Melte�r Maintenance / Removal (60, Days) 480 Meter Days 613.20 30�)336 Rainfall Monitoring 2 Gauges 5810.00 1,160 Flow E,ditin g anal /Technical Lum�p Sum 9160�0.00 91)6100 Memorandum SUBTOTAL $471096 TOTAL $14,91096 4/21/2014 B-1 RJAN Group, Inc.