HomeMy WebLinkAboutContract 47623 arf.8ECRETAW,CONTRACT M. �,_ ��.....�.
ltP�� ENVIRONMENTAL ACCESS LICENSE AGREEMENT
This Agreement ("License") is between the City of Fort Worth ("Licensor"), and Reed
Engineering Group, Ltd. ("Licensee").
In consideration of the mutual covenants contained herein, the parties agree to the
following:
GENERAL
1. Licensor hereby grants Licensee a non-exclusive license, subject to all rights,
interests, and estates of third parties, and upon the terms and conditions set forth
below, to use the area shown on the attached map (EXHIBIT A) for the specific
purpose of conducting the activities as described in EXHIBIT B, on Licensor's
property situated at 1109 Hemphill Street (QT No. 885) in Fort Worth, Tarrant
County, Texas, more fully described as Block A; Lot 1R; WRAY's SUBDIVISION
("Premises") for the purposes specified in Section 3 below.
2. Licensee shall not disturb any improvements of Licensor or Licensor's existing
lessees, licensees, easement beneficiaries or lien holders or interfere with the use of
such improvements. Licensee shall stay within the areas delineated on the attached
map (Exhibit A).
3. Licensee shall not use or store hazardous substances, as defined by the
Comprehensive Environmental Response, Compensation, and Liability Act, as
amended ("CERCLA") or petroleum products on the premises, other than normal
amounts of fuel and fluids self-contained within its motor vehicles. No refueling is
allowed on the Premises.
4. Any contractors or subcontractors performing work on the Premises, or entering the
Premises on behalf of Licensee, shall be deemed agents of Licensee for purposes of
this License.
TERM
5. This License shall commence on the Effective Date and shall continue until May 31,
2016, subject to prior termination as hereinafter described.
COMPLIANCE WITH LAWS
6. Licensee shall observe and comply with any and all laws, statutes, regulations,
ordinances, orders, covenants, or restrictions relating to the use of the Premises.
7. Licensee shall obtain and comply with all conditions of all required permits and
authorizations by governmental agencies which relate to Licensee's use of the
Premises.
OFFICIAL RECORD
CITY SECRETARY
FT,WORTH,TX
1 of 11
a
LICENSEE'S OPERATIONS
8. Licensee shall notify Licensor at least three (3) business days prior to entering the
Premises. After completion of use of the Premises for the purpose specified in
Section 3, Licensee shall notify Licensor in writing that such use has been
completed.
9. Any open hole, boring or well constructed upon Premises by Licensee shall be safely
covered and secured at all times when Licensee is not working in the actual vicinity
thereof. Following completion of that portion of the work, all holes or borings
constructed on the Premises by Licensee shall be:
(a) filled in to surrounding ground level; or
(b) otherwise secured or retired in accordance with standard practices, any
applicable legal requirements, and as may be directed by Licensor.
10. Upon completion of Licensee's work on the Premises or upon termination of this
License, whichever shall occur first, Licensee shall:
(a) remove all of its equipment from the Premises;
(b) report and restore any damage to the Premises arising from, growing out
of, or connected with Licensee's sole use of the Premises;
(c) remedy any unsafe conditions on the Premises created or aggravated by
Licensee; and
(d) perform any other work to restore the Premises to substantially the same
condition as before Licensee's work on the Premises.
ALTERATIONS
11. Licensee shall not make any alterations of the Premises or permanently affix
anything to the Premises or any buildings or other structures adjacent to the
Premises without Licensor's prior written consent.
TERMINATION
12. This License may be terminated by either party by upon ten (10) days written notice
termination upon the other party. Upon expiration of the time specified in such notice,
this License and all rights of Licensee shall absolutely cease.
NOTICES
13. Any notice to be given by either party shall be deemed to be properly served if
deposited with the United States Postal Service, or other acceptable mailing service,
postage prepaid, addressed to either party, at the addresses and department shown
beneath signature of the parties.
Environmental Access License Agreement—Reed Engineering 2 of 11
SURVIVAL
14. Neither termination nor expiration will release either party from any liability or
obligation under this License resulting from any acts, omissions or events occurring
prior to the date of termination or expiration, or, if later, the date when the Premises
are restored to its condition as of the Effective Date.
RECORDATION
15. It is understood and agreed that this License shall not be filed with the County Clerk
for Tarrant County, Texas, for recording.
APPLICABLE LAW
16. All questions concerning the interpretation or application of provisions of this License
shall be decided according to the laws of the State of Texas.
SEVERABILITY
17. To the maximum extent possible, each provision of this License shall be interpreted
in such manner as to be effective and valid under applicable law, but if any provision
of this License shall be prohibited by, or held to be invalid under, applicable law,
such provision shall be ineffective solely to the extent of such prohibition or invalidity,
and this shall not invalidate the remainder of such provision or any other provision of
this License.
INTEGRATION
18. This License is the full and complete agreement between Licensor and Licensee with
respect to all matters relating to Licensee's use of the Premises, and supersedes any
and all other agreements between the parties hereto relating to Licensee's use of the
Premises as described herein.
NOTICES
19. Any notice or communication required in the administration of this License shall be
sent as follows:
If to City: If to Licensee:
Cody Whittenburg, Program Manager Xiaohong Wang, P.G.
Code Compliance Dept. - Environmental Environmental Group Manager
City of Fort Worth Reed Engineering Group Ltd.
1000 Throckmorton St. 2424 Stutz Drive, Suite 4
Fort Worth, TX 76102-6311 Dallas, Texas 75235
Environmental Access License Agreement— Reed Engineering 3 of 11
JURISDICTION AND VENUE
20. Venue of any suit or cause of action under this contract shall lie in Tarrant County,
Texas. The laws of the State of Texas shall apply to this agreement and in the case
of any dispute arising from this agreement.
GOVERNMENTAL POWERS
21. It is understood that by execution of this Agreement, the City does not waive or
surrender any of it governmental powers, rights, or immunities.
INDEMNIFICATION
22. Definitions. The following words and phrases shall be defined as follows:
A. "Environmental Damages" shall mean all damages, losses, diminished values,
claims, judgments, penalties, fines, liabilities, encumbrances, liens, costs,
expenses of investigation, and the defense of any claim, whether or not such
claim is ultimately defeated, results in a judgment or order of any kind, or is
resolved by any good faith settlement, and of whatever kind or nature, direct or
indirect, tangible or intangible, compensatory, exemplary, or punitive, economic
or non-economic, contingent or otherwise, matured or unmatured, foreseeable or
unforeseeable, to the City and any third parties, including without limitation
reasonable attorney's and consultant's fees, any of the foregoing which are
incurred as a result the Contractor's work, or due to negligence, or arising from a
violation of any Environmental Requirements, or arising from strict liability, or an
intentional tort, and whether any of the foregoing are attributable to the
Contractor, a Subcontractor, a vendor, employee, agent, successor, or assignee
and including by way of example but not limited to:
1. Damages for personal injury or death, pain and suffering, mental or emotional
distress, injury to property of any kind or to natural resources,
environmental contamination, or the loss of use or value of property;
2. Fees incurred for the services of attorneys, consultants, engineers,
contractors, experts, laboratories, and investigators related to any studies,
cleanup, remediation, removal, response, abatement, containment, closure,
restoration, monitoring work, civil or criminal defense, or the recovery of any
other costs; and
3. Liability, claims, or judgments to any third persons or governmental agencies
in connection with the items referenced herein.
4. Fines, penalties, costs, agreed orders, or settlements to any federal, state, or
local government for violations of environmental laws, permits, standards, or
regulations.
B. "Environmental Requirements" shall mean the allowable or permissible levels,
concentrations, or amounts of materials; all applicable present and future
statutes, regulations, rules, permits, plans, or authorizations of all governmental
Environmental Access License Agreement—Reed Engineering 4 of 11
agencies, departments, commissions, boards, bureaus, or instrumentalities of the
United States, states, and political subdivisions thereof; and all applicable
judicial, administrative, and regulatory decrees, judgments, and orders; and all
common law causes of action; all of the above relating to the protection of human
health or the environment and being inclusive of, but not limited to:
1. All requirements, including, but not limited to, those pertaining to reporting,
licensing, permitting, facilities, sites, operations, emissions, discharges,
releases, or threatened releases of wastes, substances, materials, pollutants,
contaminants, hazardous wastes, petroleum products, toxic substances,
materials, , or other any other regulated or harmful substances whether solid,
liquid, or gaseous into the air, surface water, groundwater, stormwater, or
land, or relating to the manufacture, processing, distribution, use, treatment,
storage, disposal, transport, or handling of elements, compounds, materials,
substances, pollutants, contaminants, or hazardous or toxic materials,
substances, or wastes, whether solid, liquid, or gaseous in nature; and
2. All requirements, including, but not limited to, those pertaining to reporting,
licensing, permitting, facilities, sites, operations, emissions, discharges,
releases, or threatened releases of radioactive materials.
3. All requirements pertaining to the protection of the environment, natural
resources, the health and safety of employees or the public; and
4. Citizen suits authorized by any federal or state law; and
5. All common law causes of action related to health, safety, natural resources,
and the environment.
23. Environmental Indemnification. CONTRACTOR AGREES TO INDEMNIFY,
HOLD HARMLESS, RELEASE, REIMBURSE, AND DEFEND, THE CITY, ITS
OFFICERS, AGENTS, AND EMPLOYEES AGAINST ANY AND ALL:
a) ENVIRONMENTAL DAMAGES, AS DEFINED HEREIN, THAT ARE RELATED
TO ANY ENVIRONMENTAL REQUIREMENTS AS DEFINED HEREIN,
INCLUDING ANY ACTS, OMISSIONS, OR LIABILITIES (INCLUDING STRICT
LIABILITY) AND
b) VIOLATIONS, ALLEGED VIOLATIONS, SUITS, OR CLAIMS RELATED TO
ANY ENVIRONMENTAL REQUIREMENTS AS DEFINED HEREIN, INCLUDING
ANY ACTS, OMISSIONS, OR LIABILITIES (INCLUDING STRICT LIABILITY).
24. General Indemnification. CONTRACTOR AGREES TO INDEMNIFY, RELEASE,
HOLD HARMLESS, REIMBURSE, AND DEFEND, THE CITY, ITS OFFICERS,
AGENTS, AND EMPLOYEES FROM AND AGAINST ANY AND ALL DAMAGES,
LIABILITY, CLAIMS, SUITS, DEMANDS, OR CAUSES OF ACTION THAT ARISE
FROM THE CONTRACTOR'S OPERATIONS UNDER THIS AGREEMENT WHEN
SUCH ARE CAUSED BY ANY ACT OR OMISSION OF CONTRACTOR, ITS
OFFICERS, AGENTS, EMPLOYEES, OR SUBCONTRACTORS, SUCCESSORS,
OR ASSIGNS AND WHETHER ARISING FROM NEGLIGENCE, INTENTIONAL
TORT, VIOLATION OF A LAW OR DUTY TRIGGERING STRICT LIABILITY, OR
Environmental Access License Agreement— Reed Engineering 5 of 11
BY THE INFRINGEMENT OF ANY PERSON'S PROPERTY, LEGAL, OR
CONSTITUTIONAL RIGHT. THIS INDEMNIFICATION EXCLUDES, HOWEVER,
DAMAGES WHICH ARE CAUSED BY CLAIMS OR LIABILITIES THAT RESULT
SOLELY FROM THE NEGLIGENT ACTS OR OMISSIONS OF THE CITY OR ITS
EMPLOYEES.
25. The obligations of the Contractor related to this general and environmental
indemnification shall include, but not be limited to, the burden and expense of
reimbursing the City for all fees and costs for defending all claims, suits, and
administrative proceedings, even if such claims, suits or proceedings are groundless,
false, or fraudulent, and conducting all negotiations of any description, and paying
and discharging, when and as the same become due, any and all judgments,
settlements, penalties or other sums due against such indemnified persons.
26. Upon learning of a claim, lawsuit, or other liability which Contractor is required
hereunder to indemnify, contractor shall provide City with timely notice of same.
27. The obligations of the Contractor related to this indemnification shall survive the
expiration or termination of this Agreement and the discharge of all other obligations
owed by the parties to each other hereunder.
INSURANCE
28. The Contractor certifies it has, at a minimum, current insurance coverage as detailed
below and will maintain it throughout the term of this Contract. Prior to commencing
work, the Contractor shall deliver to City, certificates documenting this coverage. The
City may elect to have the Contractor submit its entire policy for inspection.
A. Insurance coverage and limits
Commercial General Liability Insurance
$1,000,000 each occurrence; $2,000,000 aggregate
Automobile Liability Insurance
Coverage on vehicles involved in the work performed under this contract:
$1,000,000 per accident on a combined single limit basis or: $500,000 bodily
injury each person; $1,000,000 bodily injury each accident; and $250,000
property damage.
The named insured and employees of Contractor shall be covered under this
policy. The City of Fort Worth shall be named an Additional Insured, as its
interests may appear. Liability for damage occurring while loading, unloading and
transporting materials collected under the Contract shall be included under this
policy.
Worker's Compensation
Coverage A: statutory limits
Coverage B: $100,000 each accident
Environmental Access License Agreement—Reed Engineering 6 of 11
$500,000 disease -policy limit
$100,000 disease -each employee
Environmental Impairment Liability (EIL) and/or Pollution Liability
$2,000,000 per occurrence. EIL coverage(s) must be included in General
Commercial Liability policies above; or, such insurance shall be provided under
separate policy(s). Liability for damage occurring while loading, unloading and
transporting materials collected under the contract shall be included under the
Automobile Liability insurance or other policy(s).
B. Insurance general requirements
1. Certificates of Insurance evidencing that the Contractor has obtained all
required insurance shall be delivered to the City prior to Contractor
proceeding with the Contract.
2. Applicable policies 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. .
3. Certificate(s) of Insurance shall document that insurance coverage specified
herein are provided under applicable policies documented thereon.
4. Any failure on part of the City to request required insurance documentation
shall not constitute a waiver of the insurance requirements.
5. A minimum of thirty (30) days' notice of cancellation 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 Contractor's insurance policies. Notice shall be sent to
Department of Financial Management Services - Risk Management Division,
City of Fort Worth, 1000 Throckmorton Street, Fort Worth, Texas 76102.
6. 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.
7. Deductible limits, or self-insured retentions, affecting insurance required
herein shall be acceptable to the City in 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.
8. Applicable policies shall each be endorsed with a waiver of subrogation in
favor of the City as respects the Contract.
9. The City shall be entitled, upon its request and without incurring expense, to
review the Contractor's insurance policies including endorsements thereto
and, at the City's discretion; the Contractor may be required to provide proof
of insurance premium payments.
Environmental Access License Agreement— Reed Engineering 7 of 11
10. The Commercial General Liability insurance policy shall have no exclusions by
endorsements unless the City approves such exclusions.
11. The City shall not be responsible for the direct payment of any lInsurance
premiums required by the contract. It is understood that insurance cost is an
allowable component of Contractor's overhead.
12. All insurance required above shall be written on an occurrence basis in order to
be approved by the City.
Subcontractors to the Contractor shall be required by the Contractor to maintain the
same or reasonably equivalent insurance coverage as required for the Contractor. When
subcontractors maintain insurance coverage, Contractor shall provide City with
documentation thereof on a certificate of insurance. Notwithstanding anything to the
contrary contained herein, in the event a subcontractor's insurance coverage is canceled
or terminated, such cancellation or termination shall not constitute a breach by
Contractor of the contract.
Environmental Access License Agreement—Reed Engineering 8 of 11
EXHIBIT A
SITE MAP OF AREAS OF AUTHORIZED USE
UNDER THIS ENVIRONMENTAL ACCESS LICENSE AGREEMENT
I I t ate.Y'
6 0-
iman
P'"
� ate. �,� #r 4L•: .r• re...
_ I
I
58.4
fi a 3
I ria
as ERNE
•
r
LEGENC
■ Property Boundary •sat Boring Installed Ey Reed W-foully
B Pemtartent Monitor well •Proposed Soil Boring Location
9npr+I.. [+re.ilrl:s.e�t
S461irfaae Soli Invwwatwi REEEDI ENSINEFRI NG
Qi.ATnpMurvwM5 r.,.., .,v41raiM GROUP
1101 Ksaiphll Street
Fo±1'F ort Texas
q I[t7
VCP No.2514 2424 .r47f CRUS 9jrrE d!Qg fA LJ .ra 75.2.5 1
+ca pmt No 1610223 . . .
�
Environmental Access License Agreement—Reed Engineering 9 of 11
EXHIBIT B
DESCRIPTION OF WORK ACTIVITIES TO BE PERFORMED
UNDER THIS ENVIRONMENTAL ACCESS LICENSE AGREEMENT
Protocol for the Installation and Plugging the Soil Boring B-5:
The proposed soil boring B-5 will be installed to the depths of approximately 15 feet
below the ground surface (bgs) within the City of Fort Worth's property.
Prior to drilling, Reed will call Texas 811 to mark all the potential utilities located at the
area first. After Texas 811 clears all the utilities at the area, a private utility locator will be
hired to clear all the utilities at the area again. Based on the utilities located at the area,
Reed will determine final soil boring B-5 location in the field. During the soil boring B-5
installation, Reed will use both hand auger and rig to install the soil boring slowly in order
to avoid any utility lines located underneath the subsurface area. General traffic safety
precautions are to be met in order to ensure the safety of the workers in and around the
vicinity of the project site including the all traffic utilizing the roadway. A traffic control
permit and traffic safety plan may be required. Utilization of safety barricades, safety
cones, signage, and/or flag personnel to alert oncoming traffic will be required as per the
traffic safety plan. Soil sample will be collected at the depths intervals of 2 to 4 feet bgs,
4 to 6 feet bgs, and 13 to 15 feet bgs, respectively from the soil boring B-5 and analyzed
for dieldrin. The soil boring will be plugged by the soil cuttings generated during soil
boring B-5 installation right after completion of soil sample collections from the soil
boring B-5. The area around soil boring B-5 will be restored into its original condition.
The length of time required for this activity is approximately within two hours.
Remainder of Page Left Intentionally Blank
Environmental Access License Agreement—Reed Engineering 10 of 11
SIGNATURE PAGE
ENVIRONMENTAL ACCESS LICENSE AGREEMENT
LICENSOR LICENSEE
City of Fort Worth Reed Engineering Group, Ltd.
� l
Fernando Costa Xiaohong Wang
Environmental Group Manager
Assistant City Mana er
Date Signed: K-2
RECOMMENDED: WITNESS:
"JzA
C dyI . ittenburg (Name)
Enviror6fiental Progr Manager
Environmental Management Division ef- CATHERINE D. IS
MY COMMISSION EXPIRES
November 18,2016
APPROVED AS TO FORM
AND LEGALITY:
Arthur N. Bashor
Assistant City Attorney
ATTEST: ®�V-0Rr
V � °
Mary se $° ,o
000a°°°
City Secr tary x ,
Date Signed: �� r
OFFICIAL RETpRY
CITY SECRE
FT,WORTH,TX
NO M&C REQUIRED
Environmental Access License Agreement—Reed Engineering 11 of 11