HomeMy WebLinkAboutContract 49564 CITY SECRETARY ` L
CONTRACT N0. Jj
CONTRACT FOR PROVISION OF PROFESSIONAL SERVICES
FOR ENVIRONMENTAL AND ENGINEERING
DESIGN AND CONSULTING FOR
THE MITIGATION OF BACTERIA (E. COLO WITHIN THE
SYCAMORE CREEK WATERSHED, FORT WORTH,TEXAS
ENV 17-03: SYC
STATE OF TEXAS §
§ KNOWN ALL BY THESE PRESENTS:
COUNTY OF TARRANT §
This Contract is entered into by and between the City of Fort Worth ("City"), a home-rule
municipality located within Tarrant, Denton, Parker, and Wise Counties, Texas, acting
through Fernando Costa, its duly authorized Assistant City Manager, and Atkins North
America, Inc., an Florida corporation ("Contractor"), acting through Brett Sachtleben, its
duly authorized Project Director. City and Contractor may be referred to herein
individually as a Party, or collectively as the Parties.
WITNESSETH:
That for and in consideration of mutual covenants and agreements herein contained, the
Parties hereto mutually agree as follows:
ARTICLE 1.
DEFINITIONS
City means the City of Fort Worth.
Chancre Order means an officially authorized and executed written amendment to this
contract or to a Task Order, issued by the City.
Contract Documents means the Request for Qualifications, attachments, pre-bid
amendments, and appendices to the Request for Qualifications, the Contractor's
response to the Request for Qualifications, and all ancillary documents submitted with
the Contractor's response to the Request for Qualifications.
Contractor means Atkins North America, Inc.
Notice to Proceed means the official letter issued by the City, pursuant to the Code of
the City of Fort Worth and City ordinances and policies that authorizes Contractor to
begin work.
Task Order means an officially authorized and executed written description and
specification directing the Contractor to perform specific services within the scope of this
contract, issued by the City. QtJ1 2 3 4
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ARTICLE 2.
SERVICES
Contractor hereby agrees to perform as an independent contractor the services set forth
in the Scope of Work attached hereto as Attachment"A".
This contract is to provide the City of Fort Worth with professional services for
environmental and engineering consulting projects during the term of the agreement.
There is no guarantee of work granted by this contract and nothing in this contract is to
be construed as an exclusive agreement with the contractor to provide the City with
professional services of this type, or as an agreement by the City to guarantee the
Contractor any specific projects or quantities of work. THERE IS NO MINIMUM
GUARANTEE OF ANY WORK UNDER THIS CONTRACT.
Individual projects will be authorized on a Task Order basis when the City elects to
proceed with each specific effort. City shall not pay for any work performed by
Contractor or its subcontractors and/or suppliers that has not been specifically ordered
by the City in writing on a duly executed Task Order or Change Order. Contractor shall
not be compensated for any work that is verbally ordered by any person and shall rely
only upon written authorization to conduct work.
ARTICLE 3.
COMPENSATION
Section 1.
Fee Schedule.
City and Contractor agree to the unit prices, employee labor rates, and other costs as
specified in this contract. Contractor 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 be in the
amount of ninety-nine thousand nine hundred twenty-two dollars and sixty-six
cents ($99,922.66) and the City will not be liable for any Contractor fees, costs, or other
remuneration in excess of this amount unless the City has signed and issued a formal
modification to this contract.
Section 2.
Task Orders.
City will issue a Task Order to Contractor that details the work to be performed by the
Contractor. Task Orders will include at a minimum a unique Task Order Number, project
address, scope of work, date to commence work, time period to complete work and the
not to exceed payment amount for the task.
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Section 3.
Invoice and Payment.
The Contractor shall provide monthly invoices to the City. All invoices must reflect the
City Task Order number. Invoices shall contain a detailed breakdown to include: labor
including employee name, functional title, date and hours of work performed; internal
supplies and services provided; and external supplies and services provided.
Contractor shall submit a final, comprehensive invoice within 30 days of the completion
of work performed for each Task Order. The final invoice shall include all charges
related to work performed under the Task Order including subcontracted work. The
City's preference is that the final invoice be submitted concurrently with the delivery of
the final report or other deliverable, as applicable.
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 Contractor's
invoice for payment of same. In the event of a disputed or contested billing, only that
portion so contested may be withheld from payment, and the undisputed portion will be
paid. No interest will accrue on any contested portion of the billing until mutually
resolved. City will exercise reasonableness in contesting any billing or portion thereof.
The Contractor shall also provide the City with quarterly updates showing the total and
itemized costs incurred to the City for each task ordered and the amount remaining in
the contract not-to-exceed amount.
Contractor shall receive no additional compensation for work delays or hindrances
except when direct and unavoidable extra costs to the Contractor are caused by the
City's gross negligence.
ARTICLE 4.
TERM
Unless terminated pursuant to the terms herein, this Agreement shall be for the term of
the Capital Improvement Project, beginning upon the date of its execution.
ARTICLE 5.
INDEPENDENT CONTRACTOR
Contractor shall operate hereunder as an independent contractor, and not as an officer,
agent, servant, or employee of the City. Contractor 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
respondeat superior shall not apply as between City and Contractor, its officers, agents,
employees, contractors, and subcontractors, and nothing herein shall be construed as
creating a partnership or joint venture between City and Contractor.
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ARTICLE 6.
PROFESSIONAL COMPETENCE AND INDEMNIFICATION
Work performed by Contractor shall comply with the Standard of Care and 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.
Approvals issued by the City or another entity shall not constitute or be deemed to be a
release of the responsibility and liability of Contractor or its officers, agents, employees,
contractors and subcontractors for the accuracy and competency of its services
performed hereunder, which shall be performed in accordance with the applicable
professional standard of care. Contractor will perform its services in a manner
consistent with that level of care and skill ordinarily exercised by other members of
Contractor's profession practicing in the same locality, under similar conditions and at
the date the services are provided ("Standard of Care"). Contractor makes no
representation, guarantee or warranty, express or implied, regarding the services, or any
communication (oral or written), certification, report, opinion, or instrument of service
provided pursuant to this Agreement.
In accordance with Texas Local Government Code Section 271.904, the Contractor shall
indemnify, hold harmless the City against liability for any damage to the proportionate
extent resulting from an act of negligence, intentional tort, intellectual property
infringement, or failure to pay a subcontractor or supplier committed by the Contractor or
Contractor's agent, contractor under contract, or another entity over which the
Contractor's exercises control.
ARTICLE 7.
INTELLECTUAL PROPERTY
Section 1.
Rights in data.
The City shall have unlimited rights in all data delivered under this contract, and in all
data first produced in the performance of this contract.
Section 2.
Intellectual property rights and ownership.
All work product developed by Contractor under this contract shall be the sole property
of the City and the City shall have unlimited rights in such work product. All work
product developed by Contractor under this contract shall be considered "work for hire"
and rights, title, and interests to all intellectual property shall vest in the City. Contactor
affirmatively, by executing this contract, disclaims all such intellectual property interests
in favor of the City. All re-use of or reliance on Contractor's documents outside the
intended scope or project shall be at the user's sole risk and without liability to
Contractor.
In the event that any rights, title, or interest shall by operation of law or otherwise fail to
vest in the City or become void or voidable, Contractor shall a) transfer all rights, title,
and interest to intellectual property to the City; or alternatively and at the discretion of the
City the Contractor shall b) grant an unlimited and exclusive license for publication, sale,
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reproduction, or use by the City and its authorized sublicensees of all intellectual
property developed under this contract. Contractor agrees to timely execute any
documents or take any other actions as may reasonably be necessary, or as the State
may reasonably request, to perfect the State's ownership, license, or other rights to any
work product.
Contractor shall not use, sell, transfer, or authorize a third party to use any work product,
copyrights, trademarks, or other intellectual property (or derivatives thereof) of the work
product developed under this contract without the express written consent of the City.
ARTICLE 8.
INDEMNIFICATION
Section 1.
Definitions.
In this paragraph, the following words and phrases shall be defined as follows:
Environmental Damages shall mean all claims, judgments, damages, losses, penalties,
fines, liabilities, encumbrances, uncontested payment liens costs, and expenses of
investigation and defense of any claim, and of any good faith settlement of judgment,
contingent or otherwise, including without limitation reasonable attorney's fees and
disbursements and consultant's fees, any of which are incurred as a result of the
existence of a violation of environmental requirements pertaining to work performed
under this contract or by the operations of the Contractor and Subcontractors, and
including without limitation:
a. Damages for personal injury and death, or injury to property or natural
resources;
b. Reasonable fees incurred for the services of attorneys, consultants,
contractors, experts, laboratories and investigation or remediation of the
monitoring wells or any violation of environmental requirements, related to the
scope of services for this project, including, but not limited to, the preparation
of any feasibility studies or reports of the tank closure, or monitoring work
required by any federal, state or local governmental agency or political
subdivision, or otherwise expended in connection with the existence of such
monitoring wells or violations or environmental requirements, and including
without limitation reasonable attorney's fees, costs and expenses incurred in
enforcing this contract or collecting any sums due hereunder; and
c. Liability to any third person or governmental agency to indemnify such person
or agency for costs expended in connection with the items referenced in
subparagraph (b) herein.
Environmental requirements shall mean all applicable present and future statutes,
regulations, rules, plans, authorizations, concessions, franchises, and similar items, of all
governmental 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
relating to the protection of human health or the environment, including without limitation:
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a. All requirements, including, but not limited to, those pertaining to reporting,
licensing, emissions, discharges, releases, or threatened releases of
hazardous materials, pollutants, contaminants or hazardous or toxic
substances, materials, or wastes whether solid, liquid, or gaseous in nature,
into the air, surfacewater, groundwater, stormwater, or land, or relating to the
manufacture, processing, distribution, use, treatment, storage, disposal,
transport, or handling of pollutants, contaminants, or hazardous or toxic
substances, materials, or wastes, whether solid, liquid, or gaseous in nature;
and
b. All requirements pertaining to the protection of the health and safety of
employees or the public.
Section 2.
General Indemnification. CONTRACTOR DOES HEREBY RELEASE, INDEMNIFY,
REIMBURSE, AND HOLD HARMLESS THE CITY, ITS OFFICERS, AND
EMPLOYEES, FROM AND AGAINST ANY LIABILITY, CLAIMS, SUITS, DEMANDS,
OR CAUSES OF ACTIONS DUE TO ANY LOSS OR DAMAGE TO PERSONAL
PROPERTY, OR PERSONAL INJURY, AND/OR DEATH, OCCURRING AS A RESULT
OF THE CONTRACTOR'S OPERATIONS UNDER THIS AGREEMENT, WHEN SUCH
INJURIES, DEATH, OR DAMAGES ARE CAUSED BY THE SOLE NEGLIGENCE OF
CONTRACTOR, ITS OFFICERS, AGENTS, EMPLOYEES, OR CONTRACTORS, OR
THE JOINT NEGLIGENCE OF CONTRACTOR, ITS OFFICERS, AGENTS,
EMPLOYEES, OR CONTRACTORS AND ANY OTHER PERSON OR ENTITY.
Section 3.
Environmental Indemnification. CONTRACTOR DOES HEREBY RELEASE,
INDEMNIFY, REIMBURSE, AND HOLD HARMLESS THE CITY, ITS OFFICERS,
AND EMPLOYEES, AGAINST ANY ENVIRONMENTAL DAMAGES AND THE
VIOLATION OF ANY ENVIRONMENTAL REQUIREMENTS RESULTING FROM
CONTRACTOR'S OPERATIONS UNDER THIS AGREEMENT WHEN SUCH
ENVIRONMENTAL DAMAGES OR VIOLATION OF ENVIRONMENTAL
REQUIREMENTS ARE CAUSED BY THE CONTRACTOR'S NEGLIGENCE OR THE
NEGLIGENCE OF ITS OFFICERS, AGENTS, EMPLOYEES, OR CONTRACTORS, OR
THE JOINT NEGLIGENCE OF CONTRACTOR, ITS OFFICERS, AGENTS,
EMPLOYEES, OR CONTRACTORS AND ANY OTHER PERSON OR ENTITY.
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Section 4.
Upon learning of a claim, lawsuit, or other liability which Contractor is required hereunder
to indemnify, City shall provide Contractor with reasonable timely notice of same.
All Contractors under this contract agree that they assume joint and several liability for
any claim by the City or for a third party claim against the City for general or
environmental damages caused by any of the Contractors herein.
The obligations of the Contractor under this paragraph shall survive the expiration or
termination of this Agreement and the discharge of all other obligations owed by the
parties to each other hereunder.
ARTICLE 9.
INSURANCE
Section 1.
Insurance coverage and limits
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.
1. Commercial General Liability
$5,000,000 each occurrence
$5,000,000 aggregate
2. Professional Liability
$2,000,000 each claim, or
$5,000,000 aggregate
The retroactive date shall be coincident with or prior to the date of this
contract and the certificate of insurance shall state that the coverage is
claims-made and the retroactive date. The insurance coverage shall be
maintained for the duration of this contract and for five (5) years following
completion of the contract (Tail Coverage). An annual certificate of
insurance shall be submitted to the City for each year following completion
of this contract.
3. Automobile Liability
$1,000,000 each accident or
$250,000 property damage / $500,000 bodily injury per person per
accident
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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.
4. Worker's Compensation
Coverage A: statutory limits
Coverage B: $100,000 each accident
$500,000 disease- policy limit
$100,000 disease-each employee
5. Environmental Impairment Liability(EIL) and/or Pollution Liability
$4,000,000 per occurrence
EIL coverage(s) must be included in policies listed in subsections 1 and 2
above; or, such insurance shall be provided under separate policy(s).
Section 2.
Additional Insurance Requirements
1. 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, and officials, as respects the Contracted services.
2. Certificate(s) of Insurance shall document that insurance coverage specified
herein are provided under applicable policies documented thereon.
3. Any failure on part of the City to request required insurance
documentation shall not constitute a waiver of the insurance requirements
specified herein.
4. 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, 200 Texas Street, Fort Worth, Texas 76102.
5. 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.
6. 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.
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7. Applicable policies, with the exception of Professional Liability, shall each
be endorsed with a waiver of subrogation in favor of the City as respects
the Contract.
8. 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.
9. The Commercial General Liability insurance policy shall have no
exclusions by endorsements unless the City approves such exclusions.
10. The City shall not be responsible for the direct payment of any insurance
premiums required by the contract. It is understood that insurance cost is
an allowable component of Contractor's overhead.
11. All insurance required above, except Professional Liability insurance,
shall be written on an occurrence basis in order to be approved by the
City.
12. 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.
ARTICLE 10.
LICENSES AND PERMITS
Contractor shall have and maintain all of the applicable current, valid, and appropriate
federal, state, and local licenses and permits necessary for the provision of services
under this contract.
Contractor also certifies that if it uses any subcontractor in the performance of this
contract, that such subcontractor shall have and maintain all of the current, valid, and
appropriate federal, state, and local licenses and permits necessary for the provision of
services under this contract.
ARTICLE 11.
TRANSFER OR ASSIGNMENT
City and Contractor each bind themselves, and their lawful successors and assigns, to
this Agreement. Contractor has been engaged as a consequence of Contractor's
specific and unique skills; Assignment will only be granted under unusual circumstances
and at the sole discretion of the City. Contractor, its lawful successors and assigns,
shall not assign, sublet or transfer any interest in this Agreement without prior written
consent of the City.
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ARTICLE 12.
RIGHT TO AUDIT
(a) Contractor 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
non-proprietary and project-specific pertinent books, documents, papers and records
of Contractor involving transactions relating to this Agreement. Contractor 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 Contractor
reasonable advance notice of intended audits.
(b) Contractor further agrees to include in all its subcontracts hereunder, a provision to
the effect that the subcontracting contractor 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 subcontractor, involving transactions 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 article. City shall give Contractor and
any subcontractor reasonable advance notice of intended audit.
(c) Contractor and subcontractors agree to photocopy such documents as may be
requested by the City. The City agrees to reimburse Contractor for the cost of copies at
the rate published in the Texas Administrative Code in effect as of the time copying is
performed.
ARTICLE 13.
DIVERSITY BUSINESS ENTERPRISE
(DBE) PARTICIPATION
In accordance with the City's Business Diversity Enterprise (BDE) Ordinance No. 20020-
12-2011, the City has established goals for the participation of BDEs in City contracts.
Unless a waiver of DBE goals has been authorized by the City, Contractor hereby
acknowledges the BDE goals established in the Contract Documents for this project and
affirms its contractually enforceable agreement to achieve those goals. 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 14.
NON-DISCRIMINATION
During the performance of this contract, Contractor shall not discriminate in its
employment practices and shall comply with all applicable provisions of Chapter 17,
Article III of the Code of the City of Fort Worth.
Contractor agrees not to discriminate against any employee or applicant for employment
because of because of age, race, color, religion, sex, disability, national origin, sexual
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orientation, transgender, gender identity or gender expression in any manner involving
employment, including the recruitment of applicants for employment, advertising, hiring,
layoff, recall, termination of employment, promotion, demotion, transfer, compensation,
employment classification, training and selection for training or any other terms,
conditions or privileges of employment.
Contractor agrees to post in conspicuous places, available to employees and applicants
for employment, notices setting forth the provisions of the non-discrimination clause.
Contractor also agrees that in all solicitations or advertisements for employees placed by
or on behalf of this contract, that Contractor is an equal opportunity employer.
Notices, advertisements, and solicitations placed in accordance with federal law, rule or
regulation shall be deemed sufficient for the purpose of meeting the requirements of this
section.
ARTICLE 15.
OBSERVE AND COMPLY
Contractor 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. Contractor agrees to defend, indemnify and hold
harmless City and all of its officers, 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 16.
DEFAULT
If Contractor fails to begin work or to complete work within the time specified in a Task
Order City shall have the right to take charge of and complete the work in such a manner
as it deems appropriate. If the City exceeds the costs detailed herein or in the Task Order,
City may deliver to Contractor a written itemized statement of the excess costs and
Contractor shall reimburse the City for such excess costs without delay.
If at any time during the terms of this contract, the work of the Contractor fails to meet the
specifications of the Contract Documents or to meet the standards of duty, care, or
proficiency of a reasonable and competent Contractor, City may notify the Contractor of the
deficiency in writing. Failure of the Contractor to correct such deficiency and complete the
work required under this contract or a Task Order to the satisfaction of the City within ten
(10) days after written notice shall constitute default, and shall result in termination of this
contract.
Contractor shall not be deemed to be in default because of any failure to perform under this
contract if the failure arises from causes beyond the control of the Contractor and without
any fault or negligence by the Contractor. Such causes shall include acts of God, acts of
war or terrorism, fires, floods, epidemics, quarantine restrictions, labor strikes, freight
embargoes, and events of unusually severe weather.
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ARTICLE 17.
TERMINATION
City may terminate this contract without cause by giving thirty (30) days written notice to
Contractor. In the event of termination, any work in progress will continue to completion
unless otherwise specified in the notice of termination. If the City terminates this contract
under this provision, City shall pay Contractor for all services performed prior to the
termination. Termination shall be without prejudice to any other remedy the City may have.
All data and completed or partially completed documents prepared under this contract shall
be promptly turned over to the City upon termination of this contract.
ARTICLE 18.
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 19.
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
interpretation of this Agreement or any amendments or exhibits hereto.
ARTICLE 20.
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.
ARTICLE 21.
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.
ARTICLE 22.
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
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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 23.
RIGHTS AND REMEDIES NOT WAIVED
In no event shall the making by the City of any payment to Contractor constitute or be
construed as a waiver by the City of any breach of covenant, or any default which may
then exist, on the part of Contractor, and the making of any such payment by the City
while any such breach or default exists shall in no way impair or prejudice any right or
remedy available to the City with respect to such breach or default. Any waiver by either
party of any provision or condition of the contract shall not be construed or decreed to be
a waiver of any other provision or condition of this Contract, nor a waiver of a
subsequent breach of the same provision or condition, unless such waiver be expressed
in writing by the party to be bound.
All costs and attorneys fees incurred by the City in the enforcement of any provision of this
contract shall be paid by the Contractor.
The remedies provided for herein are in addition to any other remedies available to the City
elsewhere in this contract and by law.
ARTICLE 24.
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:
If to the City: City of Fort Worth
Cody Whittenburg, Environmental Manager
Code Compliance Department
200 Texas Street
Fort Worth, Texas 76102-6311
If to the Contractor: Chad Richards
Senior Project Manager
Atkins North America
17220 Katy Freeway
Build 1, Suite 2000
Houston, Texas 77094
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ARTICLE 25.
WARRANTY
Except for unknown physical conditions at the work site, of an unusual nature, differing
materially from those ordinarily encountered and generally recognized as inherent in
work of the character provided herein, Contractor warrants that it understands the
currently known hazards and suspected hazards which are presented to persons,
property and the environment by contaminated soils, both generally and with specific
regard to this project. However, Contractor shall be entitled to rely upon the accuracy
and completeness of the information provided by the City.
Contractor further warrants that it will perform all services in accordance to the Standard
of Care and under this Contract in a safe, efficient and lawful manner using industry
accepted practices, and in full compliance with all applicable state and federal laws
governing its activities and is under no restraint or order which would prohibit
performance of services under this Contract.
ARTICLE 26.
NO THIRD-PARTY BENEFICIARIES
This Agreement shall inure only to the benefit of the parties hereto and third persons not
privy hereto shall not, in any form or manner, be considered a third party beneficiary of
this Agreement. Each party hereto shall be solely responsible for the fulfillment of its
own contracts or commitments.
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ARTICLE 27.
ENTIRETY
This contract, the contract documents, and any other documents incorporated by
reference herein are binding upon the parties and contain all the terms and conditions
agreed to by the City and Contractor, and no other contracts, oral or otherwise,
regarding the subject matter of this contract or any part thereof shall have any validity or
bind any of the parties hereto. In the event of any conflict between this contract and any
other contract documents, then the terms of this contract shall govern.
ARTICLE 28.
SITE ACCESS
The City shall, as may be required by Contractor for the successful and timely completion
of Services, provide unimpeded and timely access to the site, including third party sites, if
required.
ARTICLE 29
WARRANTY OF TITLE, WASTE OWNERSHIP
This section is not applicable per this contract.
ARTICLE 30
MUTUAL WAIVER OF CONSEQUENTIAL DAMAGES
Neither party shall be liable to the other for consequential damages, including but not
limited to loss of profits, loss of use, incidental, indirect, collateral, punitive, exemplary,
multiple or other special damages.
The Remainder of This Page is Intentionally Left Blank
Professional Services Contract Page 15 of 25
Atkins North America, Inc.
ATTACHMENT A.
SCOPE OF WORK
THERE IS NO GUARANTEE OF ANY WORK UNDER THIS CONTRACT, however the
types of work which the Contractor will perform upon specific written authorization by the
Cshall include the following, and related environmental and engineering consulting
services:
Bacteria Management Plan and Mitigation Strategies
The work required under this contract includes, but is not limited to, the following tasks:
Task 1 — Initial Data Review
The CFW will provide Atkins with documentation, GIS data and analyses that have
already been collected for the Sycamore Creek watershed to be examined. This is
anticipated to include the following (as available):
• Documents and records from CFW associated with previous efforts and historical
• sampling
• Local GIS records pertaining to land use, infrastructure (e.g., septic tanks,
sanitary
• sewer, stormwater), historical sampling locations, soils, sanitary sewer overflows,
and
• topography
• Information and records from CFW regarding previously identified sources and
corrective actions performed
• Existing mitigation strategies/Best Management Practices (BMPs) and costs
• Rainfall and flow data
• Wastewater permit information, including permit limits, self-reported effluent
quality data, violations, and inspection reports
The Atkins team will contact the following parties to obtain additional information, as
necessary, which is anticipated to include (as available):
• TAIER TMDL development data
• TCEQ documents and records of water quality sampling efforts related to the
Clean
• Rivers Program and Total Maximum Daily Load (TMDL) program
• TCEQ wastewater permit information (non CFW)
• USGS rainfall and flow data
• NCTCOG Implementation Plan
The Atkins team will provide a Summary Report that evaluates historical data and
potential hot spots, identifies remaining data gaps, and identifies any suspected sources.
Information obtained during initial data review will be used to assess probable sources
and migration pathways.
Deliverables: Atkins will provide a draft Summary Report including maps in PDF format
and address one round of comments. The final Summary Report materials will be used
at the Workshop.
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Atkins North America, Inc.
Task 2— Kick-off Meeting
The project kick-off meeting will include key Atkins team members and required CFW
representatives. The kick-off meeting will serve to review the approved project scope,
schedule and budget and what has resulted from the initial data review efforts. Atkins will
facilitate a discussion regarding the identification of known data gaps. Attendees will
discuss workshop objectives, content and format. Atkins will coordinate with the
necessary parties to schedule the workshop.
Deliverables: Atkins will provide draft meeting minutes in Microsoft Word format and
address one round of comments. Atkins will provide a draft project schedule at the kick-
off meeting and provide an updated project schedule based upon the results of the
meeting.
Task 03—Coordination of Interviews with Key Staff
CFW will be responsible for initiating contact with CFW personnel regarding participation
in the workshop (see Task 04). Atkins anticipates that CFW will be required to
coordinate with the following CFW departments:
1) Code Compliance Environmental Management
2) Water Engineering and Regulatory Compliance and Water Field Operations
3) Transportation and Public Works Environmental Management and Stormwater
Management
Atkins will coordinate with the CFW project manager to identify additional information
sources and data requirements. The CFW will be responsible for coordinating requests
and obtaining data from relevant internal CFW departments.
Deliverables: Atkins will have no deliverables under this task.
Task 04—Workshop
The Atkins team will facilitate a Workshop to involve stakeholders identified in the project
kickoff meeting. The objectives of the workshop will be to discuss: 1) a summary of the
initial data review results; 2) ideas regarding identification of suspected sources; 3)
identification of existing BMPs; and 4) a proposed strategy for watershed
reconnaissance. Preliminary tools for monitoring, evaluation, and mitigation phases of
the project will be introduced. The Atkins team will support the Workshop by preparing
and distributing meeting agendas, materials, and summaries. The CFW will be required
to secure the meeting venue and devices (e.g., projector, screen, large writing
pads/easels) and provide meeting room set-up.
Deliverables: Atkins will provide up to 12 plotted maps and a Powerpoint presentation for
the Workshop. Atkins will provide a draft Workshop Summary Report in PDF format and
address one round of comments in a final report.
Task 05—Watershed Reconnaissance
The watershed reconnaissance visit will be facilitated by the Atkins team and will include
walking major portions of the Sycamore Creek watershed armed with the knowledge
gained through the initial data review and workshop. The watershed reconnaissance will
be performed with CFW key staff and other stakeholders identified at the Workshop who
have knowledge of the watershed.
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Atkins North America, Inc.
The objective of the watershed reconnaissance will be to utilize information obtained
from the initial data review and workshop to assess and verify probable sources and
migration pathways (e.g., identify sites with possible direct inputs such as septic systems
with old drainfields, wastewater outfalls, fields with cattle, dog parks). If the need for
further investigation of a potential bacteria source located on private property arises
during the watershed reconnaissance visit, Atkins staff will notify the City project
manager within 72 hours to determine whether access can be obtained.
Deliverables: Atkins will provide a draft Reconnaissance Report in PDF format and
address one round of comments in a final report.
Task 06— Bacteria Management Plan
The Atkins team will develop a Bacteria Management Plan outlining:
• Identify causes or sources of bacteria into Sycamore Creek.
• Identify and prioritize bacteria mitigation strategies.
• An estimate of the costs associated with implementing up to 10 strategies for
addressing priority causes/sources.
• Guidance regarding technical and financial assistance for implementing the
strategies.
Deliverables: Atkins will provide a draft Bacteria Management Plan in PDF format and
address one round of comments in a final plan.
Task 07— Project Management
Project accounting, management, invoicing, quality assurance and control, and health
and safety activities will be conducted.
• Act as oversight and liaison with subcontractors to ensure proper and timely
execution of required services; and
• Provide detailed invoices no more often than once per month that include an
itemized breakdown of the tasks completed that month.
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Professional Services Contract Page 18 of 25
Atkins North America, Inc.
ATTACHMENT B.
FEE SCHEDULE
Prices for professional services rendered under this contract will be as specified in the
schedule provided by the Contractor, which follows in this attachment. The total fee for
services under this contract shall not exceed $99,922.66.
Atkins North America cost proposal detail is included below.
ATKINS
Atkins North America
Cost Proposal-By Task and Cost Type
Sycamore Creek Bacteria Management Plan
City of Fort Worth
*ENV 17-03:SVC
Submittal Date: J -23-2017
Tarb Ornlplko labor EVAN-rt Trawl 000 Arear laN Tod►rka
0100 Initial Data Review 8,307.31 10,273.00 - 1&580.31
0200 kickgN Meeting 4,359.19 - - 320.75 - 4,679.94
0300 SUB Interviews 633.71 - 633.71
O400 Workshop 11,30795 11000.00 - - 2,600.75 - 14,906.60
0500 Watershed Reconnaissance 23,621.43 10,000.00 - - 8,123.26 - 41,74499
0600 Bacterid Management Plan 16,595.89 - - 100.00 - 1699599
0700 project Management 2,679.51 - - - - 2.67951
Tad _ PA" 11:1401" ILU4.n NABfY
lelr/�wgeg*aY
Professional Services Contract Page 19 of 25
Atkins North America, Inc.
ATKINS
Atkins North America
Cost Proposal-Detail
Sycamore Geek Bacteria Management Plan
City of Fan Worth
NEN1l 17-03:SVC
Submittal Date, 1tNk23.2017
TWO thaotaaa 0- 111 11 will Qnf LIMB a" ilifte"PAN
CnY Pad
am Irlltld Data%"la r
Labor
Sr Project Manager Home 158,43 Hr 4.0 633.71
Sr Engineer 1 Home 128.12 Hr 11.0 3,409.34
Engineer I Home 95.12 Hr - -
Sr Scientist 111 Home 136.62 Hr 5.0 683.10
Scientist II Home 8355 Hr 10.0 835.49
GIS Analyst 0 Home 7352 Hr 46.0 3,3BL69
Ldmyatal tM 8„w u
11CAo i 12" 1
ENV Scientist 102.0 hr 24.0 2,448.00
Technician 9LO hr 75.0 6,825.00
CADD 50.0 hr 20.0 1,000.00
AionpNlct ad O ww T" 10xam
UN kOd Naga Aniew I"
0300 wain tw
Labor
Sr Project Manager Home 158.43 Hr 10.0 LSB4.27
Sr Engineer I Home 128.12 Hr LO 128.12
Sr Scientist 111 Home 136.62 Hr 9.0 1,22957
Scientist It Home 83.55 Hr 5.0 417.75
Sr Scientist II Home 155.15 Hr 4.0 620.60
Scientist Home 75.76 Hr 5.0 376.89
LOwTold 54 4.#51.1!
,a< AIM l31.Sf
Mileage 0.5 Mile 450.0 240.75
Trills 20.0 Per Toll LO 20.00
Meals 60.0 Day LO 60.00
Professional Services Contract Page 20 of 25
Atkins North America, Inc.
ATKI N S
Atkins North America
Cwt Proposal-Detail
Sycamore Creek Bacteria Management Plan
Otyof Fort Worth
NEM!17413:SYC
Submittal Date: Jun-23.2017
To" WNW 9411110111111 t WN 1181! 118k qty bum"I"
Cie"" PON
Subcontract rd 61MaMei TMd Sam"
0200 O&WMIgNTOW
0000 i1M k11atMI8tAlt
Labor
Sr Project Manager Home 158.43 Hr 4.0 633.71
Scientist II Home 83.55 W - -
Sr Scientist 11 Home 155.15 Hr - -
GIS Analyst B Home 7352 Hr -
LOWTieel 4 433.71
ODCa
Mileage 05 Mae - -
ittYoertllretaltl[t818aaeTMd
01104 Stag ttsUttdatas Tod 433.71
0400
Labor
Sr Project Manager Home 15&43 Hr 26.0 4,119.10
Sr Engineer I Home 128.12 Hr &0 1,02498
ENineer I Home 95.12 Hr &0 760.96
Sr Scientist III Home 136.62 Hr 34.0 4,645.05
Scientist I Home 75.78 Hr 10.0 757.77
GIS Analyst 8 Home 7352 W
LdpwTVW M 1t.397�I
coca 1.8473
Akfare 700.0 Hight LO 1,400.00
Mileage 0.5 Mile 450.0 240.75
Professional Services Contract Page 21 of 25
Atkins North America, Inc.
ATKI N S
Atkins North America
Cost Proposal-Detail
Sycamore Geek Bacteria Management Plan
City of Fort Worth
#EW 17-03:SYC
Submittal Date: Xc43-2017
Tai/ PAN@ o Daollpdm 0/14 Raft Will: Ole? bum"Pd-
Pod
Tolls 20.0 Per Toll LO 20.00
Meals 60.0 Day 4.0 240.00
70004
Copies&Prints 100.0 Per Print LO 100.00
Lodging 150.0 Per Day 4.0 600.00
•culwRatb lA 4~8UM
George Di Giovanni 1,000.0 Day LO 1,0000)
ltlMttllMoti j" Ttld !
0000 Wwbiop Told MOM
0600 MgOeeI-
Labor
Sr Engineer 1 tome 128.12 W 82.0 10,506.00
Sr Scientist III tome 136.62 W 46.0 13,115.42
UMxTMd 17a 29AnA
4AR0.00
Airfare 700.0 Flight 4.0 2,800.00
Mteage 0-5 Mile 1,800.0 963.00
Meals 60.0 Day 18.0 1,080.00
11106— Tau "us
Lodging 150.0 Per Day 20.0 3,000.00
•CINVAIIlttlOt 34.0 160004A4
George Di Giovanni 1,000.0 Day 10.0 M000.00
Sukataadand EaptwesTotd 1O.1t3.716
0100 MN/agltiIlleconaelassamTolM 41,7""
Professional Services Contract Page 22 of 25
Atkins North America, Inc.
ATK1 N S
Atkins North America
Cost Proposal-Detail
Sycamore Creels Bacteria Management Plan
City of Fort Worth
#ENV 17-03;SVC
Submittal Date. Arm23-2117
TIN" IWaurott Dii=* m *A 110" MMC cm son"P"
o n"P"
AMf7M1/ ftd
Labor
Project Director Home 207.70 Hr CLS 103.85
Sr Project Manager Home 158.43 Hr 5.0 79214
Sr Engineer I Home 12&12 Hr 26.0 3,33117
Engineer 1 Home 95.12 Hr 20.0 1,902.40
Sr Scientist Ili Home 136.62 Hr 68.0 9,290.09
GIS Analystd Home 7352 Hr 16.0 1,17624
latnrllslM 1� lfirlfi,M
Le 2M/O
Copia&Prints 100.0 Per Print LO 100.00
ftia o w"O" vold 10iA0
0000 no Tom
om "*a mossama
Labor
Sr Project Manager Home 158.43 Hr 15.0 Z376A1
Scientist I Home 75.78 Hr 4.0 303.11
Lebw
01M TOW 2,07lu
T41M fxlwiM hilt "iia ii
Professional Services Contract Page 23 of 25
Atkins North America, Inc.
PROJECT ASSIGNMENT/ STRAIGHT TIME OVERTIME
TITLE RATE ($/HR) FACTOR
Project Director $207.70 1.0
Sr Project Manager $158.43 1.0
Sr Engineer $128.12 1.0
Engineer 1 $95.12 1.0
Sr Scientist III $136.62 1.0
Scientist II $83.55 1.0
Scientist 1 75.78 1.0
GIS Analyst II $73.52 1.0
ENV Scientist $102 1.0
Technician $91 1.0
CADD $50 1.0
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Professional Services Contract Page 24 of 25
Atkins North America, Inc.
CONTRACT FOR PROVISION OF PROFESSIONAL SERVICES FOR
ENVIRONMENTAL AND ENGINEERING DESIGN AND CONSULTING FOR THE
MITIGATION OF BACTERIA (E. COLO WITHIN THE SYCAMORE CREEK
WATERSHED, FORT WORTH,TEXAS
ENV 17-03: SYC
IN WITNESS THEREOF, the parties hereto have made and executed this Agreement in
multiple originals on the dates written below, in Fort Worth, Tarrant County, Texas.
CITY OF FORT WORTH CONTRACTOR
AtkiXachtlebe;2
rica, Inc.
BY: / Co�L BY: ..
Fernando Costa Bret
Assistant City Manager Project Director
Date Signed: /7
WITNESS:
RECO MEND
OF F�i4�,
Cody Whi enburg SEAL: Ly
Envirogm ntal Progra'ml4anager V .O
Code C6mpliance
APPROVED AS TO FORM ATTEST: `�[AS• ''
AND LEGALITY:
rist Lopez-Rey olds Mary J. ser
Senior Assistant City Attorn City Secreta
Date:
CITY OF FORT WORTH
CONTRACT COMPLIANCE MANAGER
By signing I acknowledge that I am the person responsible for the monitoring and
administration of this contract, including ensuring all performance and reporting
requirr~ments.
r.
Christina Osterlund
Environmental Supervisor
Professional Services Contract OFFICIAL RECORD Page 25 of 25
Atkins North America, Inc. CITY SECRETARY
FT.WORTH,TX