HomeMy WebLinkAboutContract 26706C�ONT ACT Np Y C� �� (�
CITY OF FORT WORTH, TEXAS
STANDARD AGREEMENT FOR ENGINEERING SERVICES
This AGREEMENT is between the City of Fort Worth (the "CITY"), and Transystems
Corporation, Inc., (the "ENGINEER"), for a PROJECTS generally described as engineering
services for the design of new traffic signals at Sheridan Rd. / Sycamore School Rd. and
Meadowcreek Dr.and Sycamore School Rd.
Article I
Scope of Services
A. The Scope of Services is set forth in Attachment A.
Article II
Compensation
A. The ENGINEER's compensation is set forth in Attachment B.
Article III
Terms of Payment
Payments to the ENGINEER will be made as follows:
A. Invoice and Payment
(1) The ENGINEER shall provide the CITY sufficient documentation to
reasonably substantiate the invoices.
(2) Monthly invoices will be issued by the ENGINEER for all work perFormed
under this AGREEMENT. Invoices are due and payable within 30 days of
recei pt.
(3) Upon completion of services enumerated in Article I, the final payment of
any balance will be due within 30 days of receipt of the final invoice.
(4) In the event of a disputed or contested billing, only that portion so contested
will be withheld from payment, and the undisputed portion will be paid. The
CITY will exercise reasonableness in contesting any bill or portion thereof.
No interest will accrue on any contested portion of the billing until mutually
resolved.
(5) If the CITY fails to make payment in full to the ENGINEER for billings
contested in good faith within 60 days of the amount due, the ENGINEER
may, after giving seven (7) days' written notice to CITY, suspend services
under this AGREEMENT until paid in full, including interest. In the event of
suspension of services, the ENGINEER shall have no liability to CITY for
delays or damages caused the CITY because of such suspension of
services.
- — --� - - —__- - -_,
� _ --
" '�:�'i��1�G0�1� �f�C���C�
-�- �� ��'ti' c�[����� ^ a�
6j � C� J;', ���� U t�a
Article IV
Obligations of the ENGINEER
Amendments to Article IV, if any, are included in Attachment C.
A. General
The ENGINEER will serve as the CITY's professional engineering representative
under this Agreement, providing professional engineering consultation and advice
and furnishing customary services incidental thereto.
B. Standard of Care
The standard of care applicable to the ENGINEER's services will be the degree of
skill and diligence normally employed in the State of Texas by professional
engineers or consultants performing the same or similar services at the time such
services are performed.
C. Subsurface Investigations
(1) The ENGINEER shall advise the CITY with regard to the necessity for
subcontract work such as special surveys, tests, test borings, or other
subsurFace investigations in connection with design and engineering work to
be performed hereunder. The ENGINEER shall also advise the CITY
concerning the results of same. Such surveys, tests, and investigations
shall be furnished by the CITY, unless otherwise specified in Attachment A.
(2) In soils, foundation, groundwater, and other subsurface investigations, the
actual characteristics may vary significantly between successive test points
and sample intervals and at locations other than where observations,
exploration, and investigations have been made. Because of the inherent
uncertainties in subsurface evaluations, changed or unanticipated
underground conditions may occur that could affect the total PROJECT cost
and/or execution. These conditions and cost/execution effects are not the
responsibility of the ENGINEER.
D. Preparation of Engineering Drawings
The ENGINEER will provide to the CITY the original drawings of all plans in ink on
reproducible plastic film sheets, or as otherwise approved by CITY, which shall
become the property of the CITY. CITY may use such drawings in any manner it
desires; provided, however, that the ENGINEER shall not be liable for the use of
such drawings for any project other than the PROJECT described herein.
U����'� ��;,� G'I��G�i�(�� �
/ � r� ..� � 1 r �
I�' N � �,
���'�' ��[�!��1��:��74�;'1�;?�
����� �r'tr`l!'f`:'���,Ja 11�����
—z— __. .. -� � _ -- _ ,.__ _-. .
E. Engineering Personnel at Construction Site
(1) The presence or duties of the ENGINEER's personnel at a construction site,
whether as on-site representatives or otherwise, do not make the
ENGINEER or its personnel in any way responsible for those duties that
belong to the CITY and/or the CITY's construction contractors or other
entities, and do not relieve the construction contractors or any other entity of
their obligations, duties, and responsibilities, including, but not limited to, all
construction methods, means, techniques, sequences, and procedures
necessary for coordinating and completing all portions of the construction
work in accordance with the Contract Documents and any health or safety
precautions required by such construction work. The ENGINEER and its
personnel have no authority to exercise any control over any construction
contractor or other entity or their employees in connection with their work or
any health or safety precautions.
(2) Except to the extent of specific site visits expressly detailed and set forth in
Attachment A, the ENGINEER or its personnel shall have no obligation or
responsibility to visit the construction site to become familiar with the
progress or quality of the completed work on the PROJECT or to determine,
in general, if the work on the PROJECT is being performed in a manner
indicating that the PROJECT, when completed, will be in accordance with
the Contract Documents, nor shall anything in the Contract Documents or
the agreement between CITY and ENGINEER be construed as requiring
ENGINEER to make exhaustive or continuous on-site inspections to
discover latent defects in the work or otherwise check the quality or quantity
of the work on the PROJECT. If, for any reason, the ENGINEER should
make an on-site observation(s), on the basis of such on-site observations, if
any, the ENGINEER shall endeavor to keep the CITY informed of any
deviation from the Contract Documents coming to the actual notice of
ENGINEER regarding the PROJECT.
(3) When professional certification or performance or characteristics of
materials, systems or equipment is reasonably required to perForm the
services set forth in the Scope of Services, the ENGINEER shall be entitled
to rely upon such certification to establish materials, systems or equipment
and performance criteria to be required in the Contract Documents.
F. Construction Progress Payments
Recommendations by the ENGINEER to the CITY for periodic construction
progress payments to the construction contractor will be based on the
ENGINEER's knowledge, information, and belief from selective sampling and
observation that the work has progressed to the point indicated. Such
recommendations do not represent that continuous or detailed examinations have
been made by the ENGINEER to ascertain that the construction contractor has
completed the work in exact accordance with the Contract Documents; that the final
work will be acceptable in all respects; that the ENGINEER has made an
examination to ascertain how or for what purpose the construction contractor has
used the moneys paid; that title to any of the work, materials, or equipment has
passed to the CITY free and clear of liens, claims, security interests, or
.,._.. �_�_.._
.. _ —_-.- r=,-a
s �,��'��6':;��,� G'����[�[�
�:r,��\�� cN�rr���� `�7
: i u N� �,��a� � �� t�
—3— C�'. ti �; �, �;���,� � ����;{.
�,F�,,`,,,� ,
��..
G.
;!
encumbrances; or that there are not other matters at issue between the CITY arid
the construction contractor that affect the amount that should be paid.
Record Drawings
Record drawings, if required, will be prepared, in part, on the basis of information
compiled and furnished by others, and may not always represent the exact location,
type of various components, or exact manner in which the PROJECT was finally
constructed. The ENGINEER is not responsible for any errors or omissions in the
information from others that is incorporated into the record drawings.
Right to Audit
(1) ENGINEER 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 and photocopy any directly pertinent books, documents, papers
and records of the ENGINEER involving transactions relating to this
contract. ENGINEER agrees that the CITY shall have access during normal
working hours to all necessary ENGINEER facilities and shall be provided
adequate and appropriate workspace in order to conduct audits in
compliance with the provisions of this section. The CITY shall give
ENGINEER reasonable advance notice of intended audits.
(2) ENGINEER further agrees to include in all its subconsultant agreements
hereunder a provision to the effect that the subconsultant 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 and photocopy
any directly pertinent books, documents, papers and records of such
subconsultant, involving transactions to the subcontract, and further, that
the CITY shall have access during normal working hours to all necessary
subconsultant facilities, and shall be provided adequate and appropriate
work space, in order to conduct audits in compliance with the provisions of
this article together with subsection (3) hereof. CITY shall give
subconsultant reasonable advance notice of intended audits.
(3) ENGINEER and subconsultant agree to photocopy such documents as may
be requested by the CITY. The CITY agrees to reimburse ENGINEER for
the cost of copies at the rate published in the Texas Administrative Code in
effect as of the time copying is performed.
I. ENGINEER'S Insurance
(1) Insurance coverage and limits:
ENGINEER shall provide to the CITY certificate(s) of insurance documenting
policies of the following coverage at minimum limits which are to be in effect prior to
commencement of work on the PROJECT:
Commercial General Liability
$1,000,000 each occurrence
$1,000,000 aggregate
-4-
� i";)Ir I��l'�°��11�; �"�����6��
� �;��� ��C�;';��C���;G`�h�
�rl�� ��� c����'�C�o ���o ___,
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
Professional Liability
$1,000,000 each claimlannual aggregate
(2) Certificates of insurance evidencing that the ENGINEER has obtained all
required insurance shall be delivered to the CITY prior to ENGINEER
proceeding with the PROJECT.
(a) Applicable policies shall be enforced 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.
(b) Certificate(s) of insurance shall document that insurance coverages
specified according to Section I. (1) and I. (2) of this AGREEMENT
are provided under applicable policies documented thereon.
(c) Any failure on part of the CITY to request required insurance
documentation shall not constitute a waiver of the insurance
requirements.
(d) A minimum of thirty (30) days notice of cancellation, non-renewal 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 ENGINEER's
Insurance policies. Notice shall be sent to the respective
Department Director (by name), City of Fort Worth, 1000
Throckmorton, Fort Worth, Texas 76102.
(e) 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.
(f) Deductible limits, or self insured retentions, affecting insurance
required herein may be acceptable to the CITY at 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.
� �� ��u;��G�.� C'���� (��D
�0�ti' �,[��� ����� H�l
-5- {�q�q�,y� (�«II�I�,i��)�(�j
___.. ,1llp �',J` •Ir�l���p` Vl4(Nn .-- -'
(g) Applicable policies shall each be endorsed with a waiver of
subrogation in favor of the CITY as respects the PROJECT.
(h) The CITY shall be entitled, upon its request and without incurring
expense, to review the ENGINEER's insurance policies including
endorsements thereto and, at the CITY's discretion, the ENGINEER
may be required to provide proof of insurance premium payments.
(i) The Commercial General Liability insurance policy shall have no
exclusions by endorsements unless such are approved by the CITY.
(j) The Professional Liability insurance policy, if written on a claims
made basis shall be maintained by the ENGINEER for a minimum
two (2) year period subsequent to the term of the respective
PROJECT contract with the CITY unless such coverage is provided
the ENGINEER on an occurrence basis.
(k) The CITY shall not be responsible for the direct payment of any
insurance premiums required by this agreement. It is understood
that insurance cost is an allowable component of ENGINEER's
overhead.
(I) All insurance required in Section I., except for the Professional
Liability insurance policy, shall be written on an occurrence basis in
order to be approved by the CITY.
(m) Subconsultants to the ENGINEER shall be required by the
ENGINEER to maintain the same or reasonably equivalent
insurance coverage as required for the ENGINEER. When
insurance coverage is maintained by subconsultants, ENGINEER
shall provide CITY with documentation thereof on a certificate of
insurance. Notwithstanding anything to the contrary contained
herein, in the event a subconsultant's insurance coverage is
canceled or terminated, such cancellation or termination shall not
constitute a breach by ENGINEER of the Agreement.
J. Independent Consultant
The ENGINEER agrees to perform ail services as an independent consultant and
not as a subcontractor, agent, or employee of the CITY.
K. Disclosure
The ENGINEER acknowledges to the CITY that it has made full disclosure in
writing of any existing conflicts of interest or potential conflicts of interest, including
personal financial interest, direct or indirect, in property abutting the proposed
PROJECT and business relationships with abutting property owners. The
ENGINEER further acknowledges that it will make disclosure in writing of any
conflicts of interest which develop subsequent to the signing of this contract and
prior to final payment under the contract.
r... _ ..
s I'�'I�i�u'���'�G �c'C�(j�?Q
� \� r �y
n. n 1�,
�fj N �' u �� h n
��:����� ����!<<?I���l�(?
-6- � � �, ����,"I��,��C�� ����,�q
� 7 �,���1� ��
I..�.._�,_�� -_-�.,:._v ....-.�.
L. Asbestos or Hazardous Substances
(1) If asbestos or hazardous substances in any form are encountered or
suspected, the ENGINEER will stop its own work in the affected portions of
the PROJECT to permit testing and evaluation.
(2) If asbestos or other hazardous substances are suspected, the ENGINEER
will, if requested, assist the CITY in obtaining the services of a qualified
subcontractor to manage the remediation activities of the PROJECT.
M. Permitting Authorities — Design Changes
If permitting authorities require design changes so as to comply with published
design criteria and/or current engineering practice standards which the ENGINEER
should have been aware of at the time this Agreement was executed, the
ENGINEER shall revise plans and specifications, as required, at its own cost and
expense. However, if design changes are required due to the changes in the
permitting authorities' published design criteria and/or practice standards criteria
which are published after the date of this Agreement which the ENGINEER could
not have been reasonable aware of, the ENGINEER shall notify the CITY of such
changes and an adjustment in compensation will be made through an amendment
to this AGREEMENT.
Article V
Obligations of the City
Amendments to Article V, if any, are included in Attachment C.
A. City-Furnished Data
The CITY will make available to the ENGINEER all technical data in the CITY's
possession relating to the ENGINEER's services on the PROJECT. The
ENGINEER may rely upon the accuracy, timeliness, and completeness of the
information provided by the CITY.
B. Access to Facilities and Property
The CITY will make its facilities accessible to the ENGINEER as required for the
ENGINEER's performance of its services and will provide labor and safety
equipment as required by the ENGINEER for such access. The CITY will perform,
at no cost to the ENGINEER, such tests of equipment, machinery, pipelines, and
other components of the CITY's facilities as may be required in connection with the
ENGINEER's services. The CITY will be responsible for all acts of the CITY's
personnel.
�� 1��� �� OG!�� G��� ���D
� �l,f r�;� r������G��
( � �u r r.4 � , r
�,: I �a�r�•,.FA1�; �.
_ - - f''' �t_ i�C���
—7' �jf�o L������J%�� r��1�. 5
C.
�J
E.
F
G.
;!
Advertisements, Permits, and Access
Unless otherwise agreed to in the Scope of Services, the CITY will obtain, arrange,
and pay for all advertisements for bids; permits and licenses required by local,
state, or federal authorities; and land, easements, rights-of-way, and access
necessary for the ENGINEER's services or PROJECT construction.
Timely Review
The CITY will examine the ENGINEER's studies, reports, sketches, drawings,
specifications, proposals, and other documents; obtain advice of an attorney,
insurance counselor, accountant, auditor, bond and financial advisors, and other
consultants as the CITY deems appropriate; and render in writing decisions
required by the CITY in a timely manner in accordance with the project schedule in
Attachment D.
Prompt Notice
The CITY will give prompt notice to the ENGINEER whenever CITY observes or
becomes aware of any development that affects the scope or timing of the
ENGINEER's services or of any defect in the work of the ENGINEER or
construction contractors.
Asbestos or Hazardous Substances and Indemnification
(1) To the maximum extent permitted by law, the CITY will indemnify and
release ENGINEER and its officers, employees, and subcontractors from all
claims, damages, losses, and costs, including, but not limited to, attorney's
fees and litigation expenses arising out of or relating to the presence,
discharge, release, or escape of hazardous substances, contaminants, or
asbestos on or from the PROJECT. Nothing contained herein shall be
construed to require the CITY to levy, assess or collect any tax to fund this
indemnification.
(2) The indemnification and release required above shall not apply in the event
the discharge, release or escape of hazardous substances, contaminants,
or asbestos is a result of ENGINEER's negligence or if such hazardous
substance, contaminant or asbestos is brought onto the PROJECT by
ENGINEER.
Contractor Indemnification and Claims
The CITY agrees to include in all construction contracts the provisions of Article
IV.E. regarding the ENGINEER's Personnel at Construction Site, and provisions
providing contractor indemnification of the CITY and the ENGINEER for
contractor's negligence.
Contractor Claims and Third-Party Beneficiaries
(1) The CITY agrees to include the following clause in all contracts with
construction contractors and equipment or materials suppliers:
�- = =..r=--
Ij �`I ( �(r-��j�
� ''.^)lU`'lr�� �G�e9 Uc� �; `^\��U1�
� I(-���� ��I��.l ����1'���:;a�l(U
-8- ; c:
r,_s';� ��h-:: ��:,'i��t..� �'II'��\�
i 6 L i`;;1�1%,` ))'�! : �J V�I IJ l� t!'� n
� �.__- '�.. _,,,..Q_ ._ . --- —
"Contractors, subcontractors and equipment and materials suppliers on the
PROJECT, or their sureties, shall maintain no direct action against the
ENGINEER, its officers, employees, and subcontractors, for any claim
arising out of, in connection with, or resulting from the engineering services
performed. Only the CITY will be the beneficiary of any undertaking by the
ENGINEER."
(2) This AGREEMENT gives no right or benefits to anyone other than the CITY
and the ENGINEER and there are no third-party beneficiaries.
(3) The CITY will include in each agreement it enters into with any other entity
or person regarding the PROJECT a provision that such entity or person
shall have no third-party beneficiary rights under this AGREEMENT.
(4) Nothing contained in this section V.H. shall be construed as a waiver of any
right the CITY has to bring a claim against ENGINEER.
I. CITY's Insurance
(1) The CITY may maintain property insurance on certain pre-existing
structures associated with the PROJECT.
(2) The CITY will ensure that Builders Risk/Installation insurance is maintained
at the replacement cost value of the PROJECT. The CITY may provide
ENGINEER a copy of the policy or documentation of such on a certificate of
insurance.
(3) The CITY will specify that the Builders Risk/installation insurance shall be
comprehensive in coverage appropriate to the PROJECT risks.
J. Litigation Assistance
The Scope of Services does not include costs of the ENGINEER for required or
requested assistance to support, prepare, document, bring, defend, or assist in
litigation undertaken or defended by the CITY. In the event CITY requests such
services of the ENGINEER, this AGREEMENT shall be amended or a separate
agreement will be negotiated between the parties.
K. Additional Work, Changes in Work, Supplemental Agreements
If the ENGINEER is of the opinion that any work it has been directed to perform is
beyond the scope of this agreement and constitutes extra work, it shall promptly
notify the CITY in writing. In the event the CITY finds that such work does
constitute extra work and exceeds the maximum amount payable, the CITY shall so
advise the ENGINEER and a written supplemental agreement will be executed
between the parties as provided in this Article. The ENGINEER shall not perform
any proposed additional work or incur any additional costs prior to the execution, by
both parties, of a supplemental agreement. The CITY shall not be responsible for
actions by the ENGINEER or any costs incurred by the ENGINEER relating to
additional work not directly associated with the performance of the work authorized
in this contract or as amended.
,. �
,���l��Gi�'.�.D;�:� f�u'�!�'cc>>(�� �� l
� ;� � ti' � I��."-���(�1�1 f �
-9- _ �, .
�. ���r.,� ��_;" ,��.
-.
�'�o ��'J't�'l�.il�� ���y
If the CITY finds it necessary to request changes to previously satisfactorily
completed work or parts thereof which involve changes to the original scope of
services or character of work under the contract, the Engineer shall make such
revisions if requested and as directed by the CITY. This will be considered as
additional work and paid for as specified in this Article.
The ENGINEER shall make such revisions to the work authorized in this contract
which has been completed as are necessary to correct errors appearing therein,
when required to do so by the CITY. No additional compensation shall be paid for
this work.
The terms of this contract may be modified by supplemental agreement if the CITY
determines that there has been a significant change in (1) the scope, complexity or
character of the services to be performed as noted in Attachment A, Section I.; or
(2) the duration of the work. Additional compensation, if appropriate, shall be
identified.
In the event the CITY decides that additional services, as noted in Attachment A,
Section II, are required, specific scope(s) of services and appropriate compensation
shall be determined.
Both parties must execute any supplemental agreement. It is distinctly understood
and agreed that no claim for extra work done or materials furnished shall be made
by the ENGINEER until full execution of the supplemental agreement and
authorization to proceed is granted by the CITY. The CITY reserves the right to
withhold payment pending verification of satisfactory work performed.
Article VI
General Legal Provisions
Amendments to Article VI, if any, are included in Attachment C.
A. Authorization to Proceed
ENGINEER shall be authorized to proceed with this AGREEMENT upon receipt of
a written Notice to Proceed from the CITY.
B. Reuse of Project Documents
All designs, drawings, specifications, documents, and other work products of the
ENGINEER, whether in hard copy or in electronic form, are instruments of service
for this PROJECT, whether the PROJECT is completed or not. Reuse, change, or
alteration by the CITY or by others acting through or on behalf of the CITY of any
such instruments of service without the written permission of the ENGINEER will be
at the CITY's sole risk. The final designs, drawings, specifications and documents
shall be owned by the CITY.
[ -9- , - �. I
1 II f`� 5f a1��4ID
.���l�f � �s :r�i� l��,L��� � ,. �
� ji� r�� �N '�,,I-��C�`� [ �q
� �:� i� u�p N!���^4,C���`� U�Ud lf
� —� �1;�.� ' ,_'s�� �L��UUa
-10- ��1� �R;;��"��.`�,��
C
��
E.
Force Majeure
The ENGINEER is not responsible for damages or delay in perFormance caused by
acts of God, strikes, lockouts, accidents, or other events beyond the control of the
ENGINEER.
Termination
(1) This AGREEMENT may be terminated only by the City for convenience on
30 days' written notice. This AGREEMENT may be terminated by either the
CITY or the ENGINEER for cause if either party fails substantially to
perform through no fault of the other and does not commence correction of
such nonperformance within five (5) days of written notice and diligently
complete the correction thereafter.
(2) If this AGREEMENT is terminated for the convenience of the CITY, the
ENGINEER will be paid for termination expenses as follows:
(a) Cost of reproduction of partial or complete studies, plans,
specifications or other forms of ENGINEER's work product;
(b) Out-of-pocket expenses for purchasing storage containers,
microfilm, electronic data files, and other data storage supplies or
services;
(c) The time requirements for the ENGINEER's personnel to document
the work underway at the time the CITY's termination for
convenience so that the work effort is suitable for long time storage.
(3) Prior to proceeding with termination services, the ENGINEER will submit to
the CITY an itemized statement of all termination expenses. The CITY's
approval will be obtained in writing prior to proceeding with termination
services.
Suspension, Delay, or Interruption to Work
The CITY may suspend, delay, or interrupt the services of the ENGINEER for the
convenience of the CITY. In the event of such suspension, delay, or interruption,
an equitable adjustment in the PROJECT's schedule, commitment and cost of the
ENGINEER's personnel and subcontractors, and ENGINEER's compensation will
be made.
F. Indemnification
(1) The ENGINEER agrees to indemnify and defend the CITY from any loss,
cost, or expense claimed by third parties for property damage and bodily
injury, including death, caused solely by the negligence or willful misconduct
of the ENGINEER, its employees, officers, and subcontractors in connection
with the PROJECT.
-11-
t_ _z _ ,._ ,� ��__��.. --
� , h
U��� ������ ��'(��ci7� °�(�
� �p����r �(�;�� �Gri`�iu�Gh�l�
q e a .�_; r� ;
���-, r � • �,�
V�� i�i'=: i, �1 ���n�
� --a- �J�l,������ �( �
-�—<,�.,__�,,.:� .,..,_,e,
(2) If the negligence or willful misconduct of both the ENGINEER and the CITY
(or a person identified above for whom each is liable) is a cause of such
damage or injury, the loss, cost, or expense shall be shared between the
ENGINEER and the CITY in proportion to their relative degrees of
negligence or willful misconduct as determined pursuant to T.C.P. & R.
Code, section 33.011(4) (Vernon Supplement 1996).
G. Assignment
Neither party will assign all or any part of this AGREEMENT without the prior
written consent of the other party.
H. Interpretation
Limitations on liability and indemnities in this AGREEMENT are business
understandings between the parties and shall apply to all the different theories of
recovery, including breach of contract or warranty, tort including negligence, strict
or statutory liability, or any other cause of action, except for willful misconduct or
gross negligence for limitations of liability and sole negligence for indemnification.
Parties means the CITY and the ENGINEER, and their officers, employees, agents,
and subcontractors.
I. Jurisdiction
The law of the State of Texas shall govern the validity of this AGREEMENT, its
interpretation and performance, and any other claims related to it. The venue for
any litigation related to this AGREEMENT shall be Tarrant County, Texas.
J. Alternate Dispute Resolution
(1) All claims, disputes, and other matters in question between the CITY and
ENGINEER arising out of, or in connection with this AGREEMENT or the
PROJECT, or any breach of any obligation or duty of CITY or ENGINEER
hereunder, will be submitted to mediation. If inediation is unsuccessful, the
claim, dispute or other matter in questions shall be submitted to arbitration if
both parties acting reasonably agree that the amount of the dispute is likely
to be less than $50,000, exclusive of attorney's fees, costs and expenses.
Arbitration shall be in accordance with the Construction Industry Arbitration
Rules of the American Arbitration Association or other applicable rules of
the Association then in effect. Any award rendered by the arbitrators less
than $50,000, exclusive of attorney's fees, costs and expenses, will be final,
judgement may be entered thereon in any court having jurisdiction, and will
not be subject to appeal or modification except to the extent permitted by
Sections 10 and 11 of the Federal Arbitration Act (9 U.S.C. Sections 10 and
11)
(2) Any award greater than $50,000, exclusive of attorney's fees, costs and
expenses, may be litigated by either party on a de novo basis. The award
shall become final ninety (90) days from the date same is issued. If
litigation is filed by either party within said ninety (90) day period, the award
shall become null and void and shall not be used by either party for any
purpose in the litigation.
� ��)����� °,� �?�CCJG1�
-12- � �o� �r��:�������a��
1��, � j f�;��i i' :�����
K. Severability and Survival
If any of the provisions contained in this AGREEMENT are held for any reason to
be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or
unenforceability will not affect any other provision, and this AGREEMENT shall be
construed as if such invalid, illegal, or unenforceable provision had never been
contained herein. Articles V.F., VI.B, VI.D, VI.H, and VI.J shall survive termination
of this AGREEMENT for any cause.
L. Observe and Comply
ENGINEER shall at all time observe and comply with all federal and State 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. ENGINEER 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.
���������Q��,� r�r���o;��-
U�V N ��t7�; �,�IF'N1`II�/_h1` �1�1`'I
\: �.:`l� f�/ L�1 Il
—13— � �' ?c�r5 j9.l� �f%�( r.
d - f�'��' �' �! lip U l:�,'r,���
°-
Article VII
Attachments, Schedules, and Signatures
This AGREEMENT, including its attachments and schedules, constitutes the entire AGREEMENT,
supersedes all prior written or oral understandings, and may only be changed by a written
amendment executed by both parties. The following attachments and schedules are hereby made
a part of this AGREEMENT.
Attachment A— Scope of Services
Attachment B — Compensation
EXECUTED on this the
County, Texas.
ATTEST:
� "7 �L./t� day of
� /�^ _ ,
'--�%vu�i
loria Pearso �_�,�_��
City Secretary
APPROVED AS TO FORM
AND L GALITY
��
Gary S ' rger
Assistant City Attorney
ATTEST:
`��' ��'l ��L %��` _ �1_��
Contract Authorization
Uate
_ ��
CITY OF FORT WORTH
in Fort Worth, Tarrant
i
�
G
I/��
v
Mike Groomer
Assistant City Manager
APPROVAL RECOMMENDED
���t.
Hugo . langa, P.E., Dir c r
Transportation and Public Works
-14-
TRANSYS�TEMS��CORPORATION
1 ;'
_ � !` -�
-� `�-
Raul I�ena I,II, P.E.
Vice President
� �'.;!}����,!i,�i; Ov`�:�� Gc��S�JhS�
�r, �.�
� ��` �!l� ��� ��L�� �� � ° �`�
�t —,�, ,,..,. r,�p ��5��
; j:—�i �i�,,s: y��,i�7j�.I �
__ � i:� i;;��'�s,.u�• �
Attachment A
SCOPE OF SERVICES
TRAFFIC SIGNAL DESIGN SERVICES FOR:
(1) Sheridan Rd. / Svcamore School Rd.
(2) Meadowcreek Dr. / Svcamore School Rd.
IN FORT WORTH, TEXAS
PROJECT PARAMETERS
The following assumptions pertain to the provision of Basic Services:
A. The PROJECT will consist of the following activities, as requested by the CITY:
Task 1.0 Traffic signal designs and special specifications (if required) for the following
intersections:
Intersection No.1: Sheidan Rd. / Svcamore School Rd.
Intersection No. 2: Meadowcreek Dr. / Sycamore School Rd.
B. PROJECT is located within the City of Fort Worth, Texas.
C. Record Drawings prepared by others (CITY or representative, TxDOT) will be used as the
basis for any designs associated with the PROJECT. It is assumed that no CADD files will
be available and all base files will be recreated from hard copies of record drawings made
available by the CITY.
D. All intersections will be prepared separately to allow packaging in construction contracts to
be determined by the CITY. The plans, standards and any special specifications will be
prepared using English units.
E. Existing specifications and standards supplied by the CITY will be used for design plans,
unless otherwise requested by the CITY in writing. These include:
• City of Fort Worth Transportation and Public Works "Traffic Signal Design Guidelines."
•"Traffic Signal Plan MicrostationT"' Guidelines", symbol libraries, and sample border
layouts.
• Example plan set illustrating desired format for each type of plan sheet to be developed
by the Engineer.
• Example Specifications and Contract Documents illustrating traffic signal specifications.
F. CITY will provide traffic accident data for up to three years, if available.
G. CITY will provide determination for provision of a cable TV drop and Opticom equipment.
H. CITY will review plans and provide recommendations in a timely manner.
^ ����
�;:;!UU�':��Ol�'!:�� �r'�G�
A-1 '�;���' �"�fr�������
� �;1��
� , �.
1�� �'V ; %'��'?���o �����
— ti.,:.._..,
I. All intersections will be designed to accommodate existing or future pedestrian activity,
including sidewalk ramps, crosswalks, push buttons, and pedestrian heads as requested by
the CITY.
J. The following items will not be required by ENGINEER, but will be supplied by the CITY or
its representative to produce a complete set of plans construction bid use.
• Cover Sheet
• Estimate Summary Sheet
• General Notes Sheet
• Standard Detail Sheets
K. All intersection designs will be completed within 45 calendar days after the CITY issues the
Notice to Proceed.
TASK 1.0 TRAFFIC SIGNAL DESIGNS
The following items will apply for each intersection described above.
This table specifies the requirement for the consultant to provide the following tasks within this
project:
Intersection 1 Intersection 2
Yes
❑
�
❑
❑�
No
�
❑
✓❑
�
A. General Tasks
Yes
❑
�
❑
�❑
No
�
❑
�
✓❑
Consultant collects 24-hour approach counts.
Consultant collects peak hour turning movement counts.
Consultant performs capacity analysis.
Consultant prepares existing conditions layout.
1. Collect all available existing record drawings and file information of the intersections
from CITY files. This should include but not be limited to existing TPW traffic signal
plans, data in traffic signal file, location file, Dept. of Engineering record roadway
plans, Development Dept. right-of-way information, Water Dept. utility maps, and if
applicable, TxDOT roadway plans.
2. If noted above, collect 24-hour approach counts for each approach.
3. If noted above, collect peak hour turning movement counts for at least three peak
periods (peak periods may be determined following the 24-hour approach counts)
including pedestrians. The peak period counts shail be eight consecutive 15-minute
periods at typicai peak periods: A.M. 7a.m.-9 a.m., NOON: 11:30 a.m. — 1:30 p.m.,
P. M. 4:30 p. m. — 6:30 p. m.
A_2
{:—__...-. . —ze.___,�_._�-�-�i_
� � ������1'� � G���u�lD
C�� ����:���>�il�a G�,�
r� ������ ,����
h
�r �
� `%!�__�1�� ��v��a
4. Prepare accident diagram for latest 3 years of data from accident reports if supplied
by the CITY.
5. If noted above, for intersections currently signalized, an existing conditions diagram
will be prepared.
6. Create base plan sheets for signal plans from record drawings.
7. Consultant shall meet with City's representative at each intersection for the site
investigation. Perform reconnaissance of the intersections with respect to visible,
above-ground features to confirm record drawings and determine existing pavement
widths, lane configurations and traffic control devices. Locate power service and
CATV. Determine all utility locations from site investigation and existing City and
State plans.
8. If noted above, perForm capacity analysis indicating level of service for each
movement at the intersection. A capacity analysis report using the Synchror"'
analysis software is preferred, however other capacity methods are acceptable.
9. Evaluate and design phasing with consideration of capabilities of current City
controller hardware and software operation functions.
10. Prepare and submit a"short report" to City for review and approval. The report shall
include:
• a discussion of current conditions, layout diagram of intersection, photo-log of
intersection approaches;
• recommendations for signal design, phasing, and operations;
• address any unusual conditions and provide recommendations to resolve
these conditions;
• traffic counts;
• collision diagram; and
• capacity analysis.
Provide a separate report for each intersection.
11. PS&E for the above work shall be prepared in accordance with the applicable
requirements for City of Fort Worth plans, details, specifications, standards, and
manuals. The consultant should identify any design exceptions to City of Fort Worth
Standards in the design phase.
B. Plan Development Tasks - Deliverables
1. Develop construction plan sheets including:
• Existing Conditions Layout (for currently signalized intersections) showing
traffic signal poles, detector loops, illumination, conduit runs, wiring diagram, and
signal face locations.
ic:!��u;��f�� G'� �JG?D
r 0� ti' ���������Q�
A—J N M� F%��'��lil�l'��i{ll� �L��o
� _� _ - _ _ . _ _ _ . _--
• Traffic Signal Design Layout showing existing utilities, proposed traffic signal
poles and mastarms, pedestrian signal poles, pedestrian signals, controllers,
signal heads, street lights, detector loops or other detectors, conduit, ground
boxes, power sources, cable television connections, wiring diagrams, pavement
markings, signal phasing plan, hazard identification beacons, Opticom phase
selectors, and all other items required for the complete construction of the
signals.
Signing & Markings Layout showing existing signs, proposed signs, existing
striping, and proposed striping.
• Sidewalk Ramp Layout showing existing and proposed sidewalks and ramps.
Geometric Modification Layout (if applicable) showing intersection
improvements and demolition items.
CITY will prepare record drawings following the completion of the construction based
upon information provided by the Contractor.
2. Develop quantity estimate spreadsheet prepared in Microsoft Excel to illustrate each
intersection.
3. Review General Notes, traffic signal specifications, and Standard General Provisions
supplied by the CITY for applicability and modify (if necessary) for the respective
intersections.
4. Review Meetings: two meetings with the CITY are anticipated. The first meeting
following the submission of the "short report", and a second following the submission
of the nearly completed final plans. It is anticipated that all signal projects of the
Engineer will be covered in the same meetings.
5. Preliminarv plans: provide one set of 11" x 17" paper drawings - including quantity
estimate spreadsheet and any revisions for Item 3 above.
6. Final plans: provide one set of 11" x 17" mylar drawings and three sets of 11" x 17"
paper drawings. Provide MicroStation electronic files.
�T�-�:_ _-=_x__.-..�-== -�.
' ,����f ������C1[� G� c � o ��D
� �� ti� ��C��� G?����
�I}'� M��^^ rr„S7,� �IIC)
� u Ile •,!�����_i�l�' �.Irti` � �tl���lio
t.—_:_ _ �� –� �—_ ..-i_�— �.. �_s-. _—.. ,� ,
A-4
Attachment B
COMPENSATION
The Engineer shall be compensated a total lump sum fee of $14,900.00 for the project.
Payment of the lump sum fee shall be considered full compensation for the services described
in Attachment A for all labor, materials, supplies, and equipment necessary to complete the
services.
If applicable, significant design of geometric modifications will be considered additional services
and beyond the lump sum amount described above. A fee for this additional service will be
negotiated as a supplemental agreement.
The Engineer shall submit monthly invoices to the City for all work perFormed under this
agreement set forth in Article III, Terms of Payment. The monthly invoices will contain the City
of Fort Worth contract number, project name, a description of the tasks performed for that
particular month, percent complete for each task, amount budgeted for each task, portion of
budget amount expended, previous billing totals, and totals for invoice.
�_--_ _ F -�_�.. T.��_Y�----�
u�U��6'�����,� ;.'L!G�G'D
�0 �� c���::G����G'��
���,�; „�:.�?r�� ����
o l'+� �,,;;� o : ,. :r, � ! L�1�—�
:_