HomeMy WebLinkAboutContract 31932 CITY SECRETARY
CONTRACT NO. f
PROFESSIONAL SERVICES AGREEMENT
This PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and
entered into by and between the CITY OF FORT WORTH (the "City"), a home rule
municipal corporation situated in portions of Tarrant, Denton and Wise Counties,
Texas, acting by and through Richard Zavala, its duly authorized Acting Assistant City
Manager, and SEACOR PAINTING CORPORATION ("Consultant") a Ohio
corporation acting by and through Nick D. Frangos, its duly authorized President.
1. SCOPE OF SERVICES.
Consultant hereby agrees to provide the City with professional painting
services. Such services are addressing City of Fort Worth communication towers and
monopoles. Attached hereto and incorporated for all purposes incident to this
Agreement is Exhibit A describing the scope of work and Exhibt B FAA Regulations. -
2. TERM.
This Agreement shall commence upon the date that both the City and Consultant
have executed this Agreement ("Effective Date") and shall continue in full force and
effect until terminated in accordance with the provisions of this Agreement or when the
City provides Consultant with written notice that Consultant has fulfilled its obligations
under this Agreement and that Consultant's services are no longer required.
3. COMPENSATION.
The City shall pay Consultant an amount not to exceed $49,700 in accordance
with the provisions of this Agreement. Consultant shall not perform any additional
services for the City not specified by this Agreement unless the City requests and
approves in writing the additional costs for such services. The City shall not be liable
for any additional expenses of Consultant not specified by this Agreement unless the
City first approves such expenses in writing.
4. TERMINATION.
4.1. Written Notice.
The City or Consultant may terminate this Agreement at any time and for
any reason by its providing the other party with 30 days' written notice of
termination.
4.2 Non-appropriation of Funds.
In the event no funds or insufficient funds are appropriated by the City in
any fiscal period for any payments due hereunder, City will notify Consultant of
such occurrence and this Agreement shall terminate on the last day of the fiscal
period for which appropriations were received without penalty or expense to the
City of any kind whatsoever, except as to the portions of the payments herein
agreed upon for which funds shall be been appropriated.
4.3 Duties and Obligations of the Parties.
In the event that this Agreement is terminated prior to the Expiration
Date, the City shall pay Consultant for services actually rendered as of the
effective date of termination and Consultant shall continue to provide the City
with services requested by the City and in accordance with this Agreement up to
the effective date of termination.
5. DISCLOSURE OF CONFLICTS AND CONFIDENTIAL INFORMATION.
Consultant hereby warrants to the City that Consultant has made full disclosure
in writing of any existing or potential conflicts of interest related to Consultant's services
and proposed services with respect to the Scope of Services. In the event that any
conflicts of interest arise after the Effective Date of this Agreement, Consultant hereby
agrees immediately to make full disclosure to the City in writing. Consultant, for itself
and its officers, agents and employees, further agrees that it shall treat all information
provided to it by the City as confidential and shall not disclose any such information to
a third party without the prior written approval of the City.
6. RIGHT TO AUDIT.
Consultant agrees that the City shall, until the expiration of three (3) years after
final payment under this contract, have access to and the right to examine at
reasonable times any directly pertinent books, documents, papers and records of the
consultant involving transactions relating to this Contract. Consultant agrees that the
City shall have access during normal working hours to all necessary Consultant
facilities and shall be provided adequate and appropriate work space in order to
conduct audits in compliance with the provisions of this section. The City shall give
Consultant reasonable advance notice of intended audits.
Consultant further agrees to include in all its subcontractor agreements
hereunder a provision to the effect that the subcontractor agrees that the City shall,
until expiration of three (3) years after final payment of the subcontract, have access to
and the right to examine at reasonable times any directly pertinent books, documents,
papers and records of such subcontractor involving transactions related to the
subcontract, and further that City shall have access during normal working hours to all
subcontractor facilities and shall be provided adequate and appropriate work space in
order to conduct audits in compliance with the provisions of this paragraph. City shall
give subcontractor reasonable notice of intended audits.
7. INDEPENDENT CONTRACTOR.
It is expressly understood and agreed that Consultant shall operate as an
independent contractor as to all rights and privileges granted herein, and not as agent,
representative or employee of the City. Subject to and in accordance with the
conditions and provisions of this Agreement, Consultant shall have the exclusive right
to control the details of its operations and activities and be solely responsible for the
acts and omissions of its officers, agents, servants, employees, contractors and
subcontractors. Consultant acknowledges that the doctrine of respondeat superior
shall not apply as between the City, its officers, agents, servants and employees, and
Consultant, its officers, agents, employees, servants, contractors and subcontractors.
Consultant further agrees that nothing herein shall be construed as the creation of a
partnership or joint enterprise between City and Consultant.
8. LIABILITY AND INDEMNIFICATION.
CONSULTANT SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL
PROPERTY LOSS, PROPERTY DAMAGE ANDIOR PERSONAL INJURY,
INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER,
WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT
ACT(S) OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF
CONSULTANT, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES.
CONSULTANT COVENANTS AND AGREES TO, AND DOES HEREBY,
INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY, ITS OFFICERS,
AGENTS, SERVANTS AND EMPLOYEES, FROM AND AGAINST ANY AND ALL
CLAIMS OR LAWSUITS FOR EITHER PROPERTY DAMAGE OR LOSS
(INCLUDING ALLEGED DAMAGE OR LOSS TO CONSULTANT'S BUSINESS AND
ANY RESULTING LOST PROFITS) ANDIOR PERSONAL INJURY, INCLUDING
DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER
REAL OR ASSERTED, ARISING OUT OF OR IN CONNECTION WITH THIS
AGREEMENT, TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS OR
OMISSIONS OR MALFEASANCE OF CONSULTANT, ITS OFFICERS, AGENTS,
SERVANTS OR EMPLOYEES.
9. ASSIGNMENT AND SUBCONTRACTING.
Consultant shall not assign or subcontract any of its duties, obligations or rights
under this Agreement without the prior written consent of the City. If the City grants
such consent, the assignee or subcontractor shall execute a written agreement with the
City under which the assignee or subcontractor agrees to be bound by the duties and
obligations of Consultant under this Agreement.
10. COMPLIANCE WITH LAWS, ORDINANCES, RULES AND REGULATIONS.
Consultant agrees to comply with all federal, state and local laws, ordinances,
rules and regulations. Specifically, Consultant shall adhere to the FAA Guidelines
'ADVISORY CIRUCULAR AC 70/7460-1 K OBSTRUCTION MARKING AND
LIGHTING' as set forth in Exhibit B, attached hereto and made a part of this
Agreement for all purposes herein. If the City notifies Consultant of any violation of
such laws, ordinances, rules or regulations, Consultant shall immediately desist from
and correct the violation.
11. NON-DISCRIMINATION COVENANT.
Consultant, for itself, its personal representatives, assigns, subcontractors and
successors in interest, as part of the consideration herein, agrees that in the
performance of Consultant's duties and obligations hereunder, it shall not discriminate
in the treatment or employment of any individual or group of individuals on any basis
prohibited by law. If any claim arises from an alleged violation of this non-discrimination
covenant by Consultant, its personal representatives, assigns, subcontractors or
successors in interest, Consultant agrees to assume such liability and to indemnify and
defend the City and hold the City harmless from such claim.
12. NOTICES.
Notices required pursuant to the provisions of this Agreement shall be
conclusively determined to have been delivered when (1) hand-delivered to the other
party, its agents, employees, servants or representatives, (2) delivered by facsimile
with electronic confirmation of the transmission, or (3) received by the other party by
United States Mail, registered, return receipt requested, addressed as follows:
To THE CITY: To CONSULTANT:
City of Fort Worth/IT Solutions Seacor Painting Corporation
1000 Throckmorton P.O. Box 588
Fort Worth TX 76102-6311 98 Creed Circle
Campbell, Ohio 44405
Facsimile: (817) 871-8654 Facsimile: (330) 750-1407
4
13. SOLICITATION OF EMPLOYEES.
Neither the City nor Consultant shall, during the term of this agreement and
additionally a period of one year after its termination, solicit for employment or employ,
whether as employee or independent contractor, any person who is or has been
employed by the other during the term of this agreement, without the prior written
consent of the person's employer.
14. GOVERNMENTAL POWERS.
It is understood and agreed that by execution of this Agreement, the City does
not waive or surrender any of its governmental powers.
15. NO WAIVER.
The failure of the City or Consultant to insist upon the performance of any term
or provision of this Agreement or to exercise any right granted herein shall not
constitute a waiver of the City's or Consultant's respective right to insist upon
appropriate performance or to assert any such right on any future occasion.
16. CONSTRUCTION.
This Agreement shall be construed in accordance with the internal laws of the State of
Texas. If any action, whether real or asserted, at law or in equity, is brought on the basis
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.
17. SEVERABILITY.
If any provision of this Agreement is held to be invalid, illegal or unenforceable,
the validity, legality and enforceability of the remaining provisions shall not in any way
be affected or impaired.
18. FORCE MAJEURE.
The City and Consultant shall exercise their best efforts to meet their respective
duties and obligations as set forth in this Agreement, but shall not be held liable for any
delay or omission in performance due to force majeure or other causes beyond their
reasonable control (force majeure), including, but not limited to, compliance with any
government law, ordinance or regulation, acts of God, acts of the public enemy, fires,
strikes, lockouts, natural disasters, wars, riots, material or labor restrictions by any
governmental authority, transportation problems and/or any other similar causes.
19. HEADINGS NOT CONTROLLING.
Headings and titles used in this Agreement are for reference purposes only and
shall not be deemed a part of this Agreement.
20. REVIEW OF COUNSEL.
The parties acknowledge that each party and its counsel have reviewed and
revised this Agreement and that the normal rules of construction to the effect that any
ambiguities are to be resolved against the drafting party shall not be employed in the
interpretation of this Agreement or exhibits hereto.
20. ENTIRETY OF AGREEMENT.
This Agreement, including the schedule of exhibits attached hereto and any
documents incorporated herein by reference, contains the entire understanding and
agreement between the City and Consultant, their assigns and successors in interest,
as to the matters contained herein. Any prior or contemporaneous oral or written
agreement is hereby declared null and void to the extent in conflict with any provision
of this Agreement.
IN WITNE F WHEREOF, the parties hereto have executed this Agreement in
multiples this 'da of u-Q _ , 2005.
CITY OF FORT WORTH: SECOR PAIN-PING CORPORATION
�C]L&
Q
By: By:_
Ri hard Zavala Nick D. Frangos
Acting Assistant City Manager President
ATTEST: ATTEST:
By: y V6id By
City Secretary CS
APPROVED AS TO FORM AND
LEGALITY.-
il_i�IoLLa
Assistant City Attorney ,&
a(c 015-
77.
EXHIBIT A
2.0 TOWERS AND MONOPOLES
Listed are the towers and monopoles that need to be painted. The City is under no
obligation to have ALL the listed structures painted, and reserves the right to remove
any of the structures from the list at any time.
MILESTONE SITE NAME AND STRUCTURE TYPE STRUCTURE COST
ADDRESS HEIGHT
1 Bolt Street Guyed Tower 62 m $6,000.00
3000 W. Bolt Street
Fort Worth, TX
2 Holly Guyed Tower 111 m $11,300.00
1519 11"'Avenue
Fort Worth, TX
3 Levee Guyed Tower 126 m $12,200.00
699 Congress
Fort Worth TX
4 Rolling Hills Guyed Tower 129 m $13,400.00
2500 SE Loop 820
Fort Worth, TX
5 South Side Service Guyed Tower 67 m $6,800.00
Center
4100 Columbus Trail
Fort Worth, TX
2.0 MILESTONE PAYMENTS
Payments will be made once a tower is completed and inspected.
EXHIBIT B
Referring to FAA documents for specifics related to the painting of communication
structures:
2.0 FAA Guidelines ('ADVISORY CIRCULAR AC 70/7460-1K OBSTRUCTION MARKING
AND LIGHTING
2.1 PURPOSE
This Chapter provides recommended guidelines to make certain structures
conspicuous to pilots during daylight hours. One way of achieving this
conspicuity is by painting and/or marking these structures. Recornmendations on
marking structures can vary depending on terrain features, weather patterns,
geographic location, and in the case of wind turbines, number of structures and
overall layout of design.
2.2 PAINT COLORS
Alternate sections of aviation orange and white paint should be used as they
provide maximum visibility of an obstruction by contract in colors.
2.3. PAINT STANDARDS
The following standards should be followed. To be effective, the paint used
should meet specific color requirements when freshly applied to a structure.
Since, all outdoors paints deteriorate with time and it is not practical to give a
maintenance schedule for all climates, surfaces should be repainted when the
color changes noticeably or its effectiveness is reduced by scaling oxidation,
chipping, or layers of contamination.
2.3.1 Materials and Application. Quality paint and material should be
selected to provide extra years of service. The paint should be compatible
with the surfaces to be painted, including any previous coatings, and
suitable for the environmental conditions. Surface preparation and paint
application should be in accordance with manufacturer's
recommendations.
2.3.2 Surfaces Not Requiring Paint. Ladders, decks, and walkways of steel
towers and similar structures need not be painted if a smooth surface
presents a potential hazard to maintenance personnel. Paint may also be
omitted from precision critical surfaces if it would have an adverse effect
on the transmission or radiation characteristics of a signal. However, the
overall marking effect of the structure should not be reduced.
j 2
2.3.3 Skeletal Structures. Complete all marking/painting prior to or
immediately upon completion of construction. This applies to catenary
support structures, radio and television towers, and similar skeletal
structures. To be effective, paint should be applied to all inner and outer
surfaces of the framework.
2.4 Paint Patterns
Paint patterns of various types are used to mark structures. The pattern to be
used is determined by the size and shape of the structure. The following
patterns are recommended.
2.4.1 Alternate Bands. Alternate bands of aviation orange and white are
normally displayed on the following structures:
1. Communication towers and catenary support structures.
2. Poles.
3. Smokestacks
4. Skeletal framework of storage tanks and similar structures.
5. Structures which appear narrow from a side view, that are 10.5 feet
(3.2m) or more across and the horizontal dimension is less than the
vertical dimension.
6. Wind turbine generator support structures including the nacelle or
generator housing.
7. Coaxial cable, conduits, and other cables attached to the face of a
tower.
2.4.2 Color Band Characteristics. Bands for structures of any height should
be:
1. Equal in width, provided each band is not less than 1 1/2 feet
(0.5m) or more than 100 feet (31m) wide.
2. Perpendicular to the vertical axis with the bands at the top and
bottom ends colored orange.
3. An odd number of bands on the structure.
_„ 3
4. Approximately one-seventh the height if the structure is 700 feet
(214m) AGL or less. For each additional 200 feet (61m) or fraction
thereof, add one (1) additional orange and one (1) additional white
band.
5. Equal and in proportion to the structure's height AGL.
Structure Height to Bandwidth Ratio
If a Structure is:
Greater Than __ But Not More Than Band Width
10.5 feet 700 feet 1/7 of height
3.2m)
701 feet 900 feet 1/9 of height
214m 275m)
901 feet 1,100 feet 1/11 of height
275m 336m _
1,100 feet 1,300 feet 1/13 of height
336m) 397m
2.5 Unusual Complexities
The FAA may also recommend appropriate marking in an area where
obstructions are so grouped as to present a common obstruction to air
navigation.
3.0 MARKING AND LIGHTING EQUIPMENT AND INFORMATION
3.1 PURPOSE
This Chapter lists documents relating to obstruction marking and lighting systems
and where they may be obtained.
3.2 PAINT STANDARD
Paint and aviation colors/gloss, referred to in this publication should conform to
Federal Standard FED-STD-595. Approved colors shall be formulated without the
use of Lead, Zinc Chromate or other heavy metals to match International
Orange, White and Yellow. All coatings shall be manufactured and labeled to
meet Federal Environmental Protection Act Volatile Organic Compound(s)
guidelines, including the National Volatile Organic Compound Emission Standards
for architectural coatings.
3.2.1 Exterior Acrylic Waterborne Paint. Coating should be a ready
mixed, 100% acrylic, exterior latex formulated for application
directly to galvanized surfaces. Ferrous iron and steel or non-
galvanized surfaces shall be primed with a manufacturer
recommended primer compatible with the finish coat.
3.2.2 Exterior Solvent Borne Alkyd Based Paint. Coating should be
ready mixed, alkyd-based, exterior enamel for application
directly to non-galvanized surfaces such as ferrous iron and
steel. Galvanized surfaces shall be primed with a manufacturer
primer compatible with the finish coat.
Paint Standards Color Table _
COLOR_ NUMBER
Orme _ 12197
White 17875
Yellow 13538
Note —
1. Federal specification T1-P-59, aviation surface paint, ready mixed
international orange.
2. Federal specification T1-102, aviation surface paint, oil titanium zinc.
3. Federal specification T1-102, aviation surface paint, oil exterior, ready mixed,
white and light tints.
4.0 AVAILABILITY OF SPECIFICATIONS
Federal specifications describing the technical characteristics of various paints
and their application techniques may be obtained from:
GSA — Specification Branch
470 L'Enfant Plaza
Suite 8214
Washington, DC 20407
Telephone: (202) 619-8925
City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION: Approved on 4/26/2005
DATE: Tuesday, April 26, 2005
LOG NAME: 13PO4-0159 REFERENCE NO.: **P-10123
SUBJECT:
Authorize a Purchase Agreement with Seacor Painting Corporation for Painting Services for
Communication Towers and Monopoles for the Information Technology Solutions Department
RECOMMENDATION:
It is recommended that the City Council authorize the City Manager to enter into a purchase agreement with
Seacor Painting Corporation for painting services for the City's communication towers and monopoles for a
total cost of$49,700.00.
DISCUSSION:
The City of Fort Worth is obligated by Federal Aviation Administration (FAA) guidelines (re: obstruction
marking and lighting) to maintain the paint on its communication towers. The communication tower
structures must be visibly conspicuous to pilots during daylight hours. Additionally, painting the towers
helps to maintain and extend the life of the tower by sealing out the elements from the steel structure thus
lowering the oxidation rate that would weaken the structure.
An Invitation to Bid (ITB) for the procurement of tower painting services was issued in August 2004. The
scope of the procurement listed towers that may need to be painted per FAA guidelines. The FAA
guidelines include the type of paint that will be used, the surfaces that should be painted and application of
the paint to provide the highest level of visibility. Only one vendor, Seacor Painting Corporation responded
to the ITB. Seacor has extensive experience painting steel transmission towers, poles, and microwave
towers.
The proposed agreement is for Seacor to paint the following communication towers:
Site Cost
Bolt Street $6,000.00
Holly Treatment Plant $11,300.00
Levee $12,200.00
Rolling Hills $13,400.00
Southside Service Center $6,800.00
Total $49,700.00
As each tower is completed and then inspected by the City of Fort Worth's Information Technology
Solutions Department (IT Solutions), payment to Seacor will be made.
BID ADVERTISEMENT — The Invitation to Bid was advertised in the Commercial Recorder_ on August 18
and 25, 2004.
Logname: 13PO4-0159 Pagel of 2
M/WBE- The ITB did not include M/WBE requirements. After bid opening, Seacor Painting Corporation
was provided the required M/WBE documents and submitted its M/WBE commitment and forms to the City
within 5 days of receipt of the M/WBE requirement. Seacor Painting Corporation committed to 7.4%
M/WBE participation. Supply opportunities are limited to purchasing paint, which Seacor has arranged
with a certified M/WBE from the City's database. Both the Department of Law and the M/WBE Office have
reviewed and approved this action.
FISCAL INFORMATION/CERTIFICATION:
The Finance Director certifies that funds are available in the current operating budget, as appropriated, of
the Information Systems Fund.
BQN\04-0159\LGS
TO Fund/Account/Centers FROM Fund/Account/Centers-
P168 539120 0046020 $49,700.00
Submitted for City Manager's Office by: Richard Zavala (Acting) (6222)
Originating Department Head_ Jim Keyes (8517)
Pete Anderson (8781)
Additional Information Contact: Robert Combs (8357)
Pete Anderson (8781)
Logname: 13PO4-0159 Page 2 of 2