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HomeMy WebLinkAboutContract 45899 CITY SECRETAW CITY OF FORT WORTH, TEXAS CONTRACT NO. S STANDARD AGREEMENT FOR PROFESSIONAL SERVICES This AGREEMENT is between the City of Fort Worth, a Texas home-rule municipality (the "CITY"), and Gary Paul Kutilek d/b/a The Landscape Alliance, authorized to do business in Texas, an independent contractor ("Consultant"), for a PROJECT generally described as: TPWD Grant Application for Northwest Community Park. 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 TPWD Grant Application for Northwest Community Park. (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 If 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 $9,850.00 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. O City of Fort Worth,Texas Standard Agreement for Professional Services Page 1of Official Release Date:1/28/2013 AUG 2 6 YU Article III Term Unless terminated pursuant to the terms herein, this Agreement shall be for a term of 60 Calendar 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:1/28/2013 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 Parks and Community Services Department, Attention: Joel McElhany, 4200 South Freeway, Ste. 2200, Fort Worth, TX 76115, 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 AVorth,Texas Standard Agreement for Professional Services PMO Official Release Date:1/28/2013 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. i. 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:1/28/2013 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: 1/28/2013 Page 5 of 8 Article X Minority Business and Small Business Enterprise (MBE)(SBE) Participation In accordance with the City's Business Diversity Enterprise Ordinance No. 20020-12-2011, as amended, the City has goals for the participation of minority business enterprises and/or small business enterprises in City contracts. Consultant acknowledges the MBE and SBE goals established for this Agreement and its accepted written commitment to MBE and SBE participation. 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 City of Fort Worth,Texas Standard Agreement for Professional Services PMO Official Release Date:1/28/2013 Page 6 of 8 interpretation of this Agreement or any amendments or exhibits hereto. 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: Parks and Community Services Department 4200 South Freeway, Ste. 2200 Fort Worth, Texas 76115 Consultant: The Landscape Alliance Attn: Gary Kutilek 951 W. Pipeline Road, Ste. 410 Hurst, Texas 76053 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 PIVIO Official Release Date:1/2812013 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 th ay 004, 20/� BY: BY: CITY OF FORT WORTH ENGINEER Gary Paul Kutilek d/b/a The Landscape Alliance Su an Alanis eAktu &616V ssistant City Manager Gary tilek Principal Date: 8 C Iq Date: APPROVAL RECOMMENDE By: chard Zavala Vector, Parks and Community Services Department APPROVED AS TO FORM AND LEGALITY M&C No.: N/A By: 6- M&C Date: N/A Douglas W. Bla Assistant City Attorney ..; 00000, j. ATTEST: I 6- 0 V$ 0� D O O y ar J. Kay X000000000 City Secreta FXAS City of Fort Worth,Texas OFFICIAL RECORD Standard Agreement for Professional Services PMO Official Release Date:1/28/2013 CITY SECRETARY Page 8 of 8 FT.WORTH,TX ATTACHMENT A The Landscape Alliance a S site planning landscape architecture irrigation July 31,2014 Joel McElhany Parks and Community Services Department City of Fort Worth 4200 South Freeway, Suite 2200 Fort Worth, Texas 76115-1499 Re: Urban Outdoor Recreation Grant Application Northwest Community Park Phase II Dear Joel: I appreciate the opportunity to submit The Landscape Alliance's (TLA) proposal to provide professional services related to the preparation of an Urban Outdoor Recreation Grant to be submitted to the State Parks and Wildlife Department for project funding. It has been represented that the intent is to prepare an application for a second phase of development for Northwest Community Park to meet the August 31 g` deadline. As in past grant endeavors, we will be using the services of Elaine Dill to assist in this effort. Ms. Dill is retired from the Texas Parks and Wildlife Grants in Aid Section and will be instrumental in styling the application to maximize it's ranking when reviewed by the State. Per our meeting,the project scope will include: Grant Preparation. TLA will prepare a grant application for the referenced project. This effort will include: • Site visit and documentation of project features • Preparation of applicable maps and application forms. • Preparation of program narratives • Coordinate with the City staff to assure necessary and available information is assembled. • Coordination with TRWD Urban Biologist to secure site report. • Preparation of Environmental Assessment and Checklist • Preparation of schematic development plans and related budget information. • General estimates to reflect proposed improvements related to prepared budget. • A public hearing will be required,which can presumably be an upcoming Park Board or Council meeting. TLA will be available to make presentations or answer questions during the public meeting. • Preparation of revisions or supplemental information as required by TPWD review. 951 W. Pipeline Rd., Suite 410, Hurst,Texas 76053 Metro: (817) 589-8909 Due to our contacts within the TPWD,it is not anticipated that a trip to Austin will be required by our team members. Ms. Dill resides in Austin and can make the necessary contact throughout this process. If a trip is desired by the FWP&CSD,related expenses for time,travel,and lodging will be considered an additional expense to be reimbursed TLA. Products will include applications ready for submittal to the State in electronic form and one bound copy and electronic files for the City. Additional copies, if requested,will be considered a reimbursable expense. Per our meeting, it will be essential that TLA and it's consultants have unrestricted access to key staff members, including yourself, during this process to assure access to departmental files and related information and to receive timely decisions. Much of the information prepared by the park staff and used in the first grant with municipally maintained demographics and related items will be reused in this effort and should limit the work effort by the P&CSD. TLA will endeavor,with the assistance and input of FWP&CSD staff, to prepare a grant that will maximize the probability of approval and funding. Nothing within this proposal should be construed as an assurance or guarantee that the application will be approved and funded by the State. Fees The proposed fee for the services outlined above is $ 9,850.00 This fee includes all primary services described in the phase outline,to be provided by TLA and its consultants. Fees will be billed on an hourly basis, based on services actually rendered. The City of Fort Worth will be advised in advance of any anticipated changes in services which will impact the fee.Included in the proposed fee are costs associated with reproduction and travel related to the production of the contract products. Items not specifically included in the estimated fee include: 1. Printing,reproduction and delivery costs beyond described deliverables. 2. Time and travel costs associated with a trip to Austin if required. 3. Additional services or other items not referenced or inferred herein will be charged as an additional service cost if required and approved by the City. A statement of charges for services will be submitted by the V of each month for the previous months services and will be payable within thirty days by the City. It is understood that this agreement may be cancelled at any time by the City and payment shall be due based on the above method of computation only on work performed or expenses incurred to the date of cancellation. The Texas Board of Architectural Examiner's has jurisdiction over a professional's practice and may be contacted at P.O. Box 12337,Austin, Texas 78701-2337,(512)305-9000. If this agreement meets with your approval,please initiate preparation of a standard contract agreement at your convenience. Please call if you have any questions concerning any of the items herein or specifically omitted. Given the compressed schedule, we have initiated the effort. Sincerely, The Landscape Alliance I 44ravw"� Gary P. Kutilek, RLA GPKIcb 951 W. Pipeline Rd., Suite 410,Hurst, Texas 76053 Metro: (817) 589-8909 2 ATTACHMENT B COMPENSATION Project Name TPWD Application for Northwest Community Park Firm Primary Responsibility Fee Amount % Prime Consultant Gary Paul Kutilek d/b/a The Landscape Alliance Grant Application Preparation $ 9,850.00 100% TOTAL $ 9,850.00 100%