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HomeMy WebLinkAboutContract 49554 rb �1r 1i 9� RECEIVED CITY SECRETARY a pUG 2 42011 CONTRACT NO. CITY OF FORTBY CIT`(SECRETARY ti CITY OF FORT WORTH, TEXAS 1t of ARD AGREEMENT FOR ENGINEERING RELATED PROFESSIONAL SERVICES This AGREEMENT is between the City of Fort Worth, a Texas home-rule municipality (the "CITY"), and Kimley-Hom and Associates, Inc., authorized to do business in Texas, (the "ENGINEER"), for a PROJECT generally described as: Water and Wastewater Installation Policy and Design Criteria Update. Article I Scope of Services The Scope of Services is set forth in Attachment A. Article II Compensation The ENGINEER's compensation shall be in the amount of$199,500 as 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, including but not limited to meeting the requirements set forth in Attachment D to this AGREEMENT, to reasonably substantiate the invoices. (2) The ENGINEER will issue monthly invoices for all work performed under this AGREEMENT. Invoices are due and payable within 30 days of receipt. (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 City of Fort Worth,Texas OFFICIAL RECORD Standard Agreement for Engineering Related Design Services Revised Date:12.22.2016 Page 1 of 17 CITY SECRETARY FT.WORTH,TX 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 ENGINEER for billings contested in good faith within 60 days of the amount due, the ENGINEER may, after giving 7 days' written notice to CITY, suspend services under this AGREEMENT until paid in full. 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. 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 ENGINEER shall perform its services: (1) with the professional skill and care ordinarily provided by competent engineers practicing in the same or similar locality and under the same or similar circumstances and professional license; and (2) as expeditiously as is prudent considering the ordinary professional skill and care of a competent engineer. 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. City of Fort Worth,Texas Standard Agreement for Engineering Related Design Services Revised Date:12.22.2016 Page 2 of 17 (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 mylar sheets and electronic files in .pdf format, 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. E. Engineer's 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 City of Fort Worth,Texas Standard Agreement for Engineering Related Design Services Revised Date:12.22.2016 Page 3 of 17 discover latent defects in the work or otherwise check the quality or quantity of the work on the PROJECT. If the ENGINEER makes on-site observation(s) of a deviation from the Contract Documents, the ENGINEER shall inform the CITY. (3) When professional certification of 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. Opinions of Probable Cost, Financial Considerations, and Schedules (1) The ENGINEER shall provide opinions of probable costs based on the current available information at the time of preparation, in accordance with Attachment A. (2) In providing opinions of cost, financial analyses, economic feasibility projections, and schedules for the PROJECT, the ENGINEER has no control over cost or price of labor and materials; unknown or latent conditions of existing equipment or structures that may affect operation or maintenance costs; competitive bidding procedures and market conditions; time or quality of performance by third parties; quality, type, management, or direction of operating personnel; and other economic and operational factors that may materially affect the ultimate PROJECT cost or schedule. Therefore, the ENGINEER makes no warranty that the CITY's actual PROJECT costs, financial aspects, economic feasibility, or schedules will not vary from the ENGINEER's opinions, analyses, projections, or estimates. G. 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 encumbrances; or that there are not other matters at issue between the CITY and the construction contractor that City of Fort Worth,Texas Standard Agreement for Engineering Related Design Services Revised Date:12.22.2016 Page 4 of 17 affect the amount that should be paid. H. 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. I. Minority Business and Small Business Enterprise (MBE)(SBE) Participation In accord with the City of Fort Worth Business Diversity Ordinance No. 20020-12-2011, as amended, the City has goals for the participation of minority business enterprises and/or small business enterprises in City contracts. Engineer acknowledges the MBE and SBE goals established for this contract and its accepted written commitment to MBE and SBE participation. Any misrepresentation of facts (other than a negligent misrepresentation) and/or the commission of fraud by the Engineer 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. J. Right to Audit (1) ENGINEER agrees that the CITY shall, until the expiration of five (5) 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 work space 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 five (5) 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 subconsultant facilities, and shall be provided adequate and appropriate work space, in order to conduct audits in compliance with the provisions of this article City of Fort Worth,Texas Standard Agreement for Engineering Related Design Services Revised Date:12.22.2016 Page 5 of 17 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. K. INSURANCE (1) ENGINEER'S INSURANCE a. Commercial General Liability — the ENGINEER shall maintain commercial general liability (CGL) and, if necessary, commercial umbrella insurance with a limit of not less than $1,000,000.00 per each occurrence with a $2,000,000.00 aggregate. If such Commercial General Liability insurance contains a general aggregate limit, it shall apply separately to this PROJECT or location. i. The CITY shall be included as an insured with all rights of defense under the CGL, using ISO additional insured endorsement or a substitute providing equivalent coverage, and under the commercial umbrella, if any. This insurance shall apply as primary insurance with respect to any other insurance or self- insurance programs afforded to the CITY. The Commercial General Liability insurance policy shall have no exclusions or endorsements that would alter or nullify: premises/operations, products/completed operations, contractual, personal injury, or advertising injury, which are normally contained within the policy, unless the CITY specifically approves such exclusions in writing. ii. ENGINEER waives all rights against the CITY and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by the commercial general liability or commercial umbrella liability insurance maintained in accordance with this agreement. b. Business Auto — the ENGINEER shall maintain business auto liability and, if necessary, commercial umbrella liability insurance with a limit of not less than $1,000,000 each accident. Such insurance shall cover liability arising out of "any auto", including owned, hired, and non-owned autos, when said vehicle is used in the course of the PROJECT. If the engineer owns no vehicles, coverage for hired or non-owned is acceptable. City of Fort Worth,Texas Standard Agreement for Engineering Related Design Services Revised Date:12.22.2016 Page 6 of 17 i. ENGINEER waives all rights against the CITY and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by the business auto liability or commercial umbrella liability insurance obtained by ENGINEER pursuant to this agreement or under any applicable auto physical damage coverage. c. Workers' Compensation —ENGINEER shall maintain workers compensation and employers liability insurance and, if necessary, commercial umbrella liability insurance with a limit of not less than $100,000.00 each accident for bodily injury by accident or $100,000.00 each employee for bodily injury by disease, with $500,000.00 policy limit. i. ENGINEER waives all rights against the CITY and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by workers compensation and employer's liability or commercial umbrella insurance obtained by ENGINEER pursuant to this agreement. d. Professional Liability — the ENGINEER shall maintain professional liability, a claims-made policy, with a minimum of $1,000,000.00 per claim and aggregate. The policy shall contain a retroactive date prior to the date of the contract or the first date of services to be performed, whichever is earlier. Coverage shall be maintained for a period of 5 years following the completion of the contract. An annual certificate of insurance specifically referencing this project shall be submitted to the CITY for each year following completion of the contract. (2) GENERAL INSURANCE REQUIREMENTS a. Certificates of insurance evidencing that the ENGINEER has obtained all required insurance shall be attached to this AGREEMENT prior to its execution. b. Applicable policies shall be endorsed to name the CITY an Additional Insured thereon, subject to any defense provided by the policy, as its interests may appear. The term CITY shall include its employees, officers, officials, agents, and volunteers as respects the contracted services. c. Certificate(s) of insurance shall document that insurance coverage specified in this agreement are provided under applicable policies documented thereon. d. Any failure on part of the CITY to attach the required insurance City of Fort Worth,Texas Standard Agreement for Engineering Related Design Services Revised Date:12.22.2016 Page 7 of 17 documentation hereto shall not constitute a waiver of the insurance requirements. e. 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. Notice shall be sent to the respective Department Director (by name), City of Fort Worth, 1000 Throckmorton, Fort Worth, Texas 76102. f. Insurers for all policies must be authorized to do business in the State of Texas and have a minimum rating of A:V or greater, in the current A.M. Best Key Rating Guide or have reasonably equivalent financial strength and solvency to the satisfaction of Risk Management. g. Any deductible or self insured retention in excess of $25,000.00 that would change or alter the requirements herein is subject to approval by the CITY in writing, if coverage is not provided on a first-dollar basis. The CITY, at it sole discretion, may consent to alternative coverage maintained through insurance pools or risk retention groups. Dedicated financial resources or letters of credit may also be acceptable to the CITY. h. Applicable policies shall each be endorsed with a waiver of subrogation in favor of the CITY as respects the PROJECT. i. 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. j. Lines of coverage, other than Professional Liability, underwritten on a claims-made basis, shall contain a retroactive date coincident with or prior to the date of the contractual agreement. The certificate of insurance shall state both the retroactive date and that the coverage is claims-made. k. Coverages, whether written on an occurrence or claims-made basis, shall be maintained without interruption nor restrictive modification or changes from date of commencement of the PROJECT until final payment and termination of any coverage required to be maintained after final payments. I. The CITY shall not be responsible for the direct payment of any insurance premiums required by this agreement. City of Fort Worth,Texas Standard Agreement for Engineering Related Design Services Revised Date:12.22.2016 Page 8 of 17 m. Sub consultants and subcontractors to/of the ENGINEER shall be required by the ENGINEER to maintain the same or reasonably equivalent insurance coverage as required for the ENGINEER. When sub consultants/subcontractors maintain insurance coverage, ENGINEER shall provide CITY with documentation thereof on a certificate of insurance. L. Independent Consultant The ENGINEER agrees to perform all services as an independent consultant and not as a subcontractor, agent, or employee of the CITY. The doctrine of respondeat superior shall not apply. M. 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 cities. The ENGINEER further acknowledges that it will make disclosure in writing of any conflicts of interest that develop subsequent to the signing of this contract and prior to final payment under the contract. N. 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 CITY may request the ENGINEER to assist in obtaining the services of a qualified subcontractor to manage the remediation activities of the PROJECT. O. 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 reasonably aware of, the ENGINEER shall notify the CITY of such changes and an adjustment in compensation will be made through an City of Fort Worth,Texas Standard Agreement for Engineering Related Design Services Revised Date:12.22.2016 Page 9 of 17 amendment to this AGREEMENT. P. Schedule ENGINEER shall manage the PROJECT in accordance with the schedule developed per Attachment D to this AGREEMENT. Article V Obligations of the City Amendments to Article V, if any, are included in Attachment C. A. City-Furnished Data 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. 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. C. 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. D. 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 prepared in accordance with Attachment D. City of Fort Worth,Texas Standard Agreement for Engineering Related Design Services Revised Date:12.22.2016 Page 10 of 17 E. Prompt Notice The CITY will give prompt written 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. F. Asbestos or Hazardous Substances Release. (1) CITY acknowledges ENGINEER will perform part of the work at CITY's facilities that may contain hazardous materials, including asbestos containing materials, or conditions, and that ENGINEER had no prior role in the generation, treatment, storage, or disposition of such materials. In consideration of the associated risks that may give rise to claims by third parties or employees of City, City hereby releases ENGINEER from any damage or liability related to the presence of such materials. (2) The 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 ENGINEER brings such hazardous substance, contaminant or asbestos onto the project. G. 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 for contractor indemnification of the CITY and the ENGINEER for contractor's negligence. H. 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: "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 rights or benefits to anyone other than the CITY and the ENGINEER and there are no third-party beneficiaries. City of Fort Worth,Texas Standard Agreement for Engineering Related Design Services Revised Date:12.22.2016 Page 11 of 17 (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 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. Changes The CITY may make or approve changes within the general Scope of Services in this AGREEMENT. If such changes affect the ENGINEER's cost of or time required for performance of the services, an equitable adjustment will be made through an amendment to this AGREEMENT with appropriate CITY approval. 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 City of Fort Worth,Texas Standard Agreement for Engineering Related Design Services Revised Date:12.22.2016 Page 12 of 17 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 CITY shall own the final designs, drawings, specifications and documents. C. 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 that prevent ENGINEER's performance of its obligations hereunder. D. Termination (1) This AGREEMENT may be terminated a.) for convenience only by the City on 30 days' written notice. b.) by either the CITY or the ENGINEER for cause if either party fails substantially to perform through no fault of the other and the nonperforming party does not commence correction of such nonperformance within 5 days of written notice or thereafter fails to diligently complete the correction. (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 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 of 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 of Fort Worth,Texas Standard Agreement for Engineering Related Design Services Revised Date:12.22.2016 Page 13 of 17 CITY'S approval will be obtained in writing prior to proceeding with termination services. E. 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 In accordance with Texas Local Government Code Section 271.904, the ENGINEER shall indemnify or hold harmless the CITY against liability for any damage committed by the ENGINEER or ENGINEER's agent, consultant under contract, or another entity over which the ENGINEER exercises control, other than liability for damage to the extent caused by or resulting from an act of negligence, intentional tort, intellectual property infringement, or failure to pay a subcontractor or supplier. CITY is entitled to recover its reasonable attorney's fees in proportion to the ENGINEER's liability. G. Assignment Neither party shall 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 mean 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. City of Fort Worth,Texas Standard Agreement for Engineering Related Design Services Revised Date:12.22.2016 Page 14 of 17 J. 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.F., VI.H., and VI.I. shall survive termination of this AGREEMENT for any cause. K. Observe and Comply ENGINEER shall at all times 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. Article VII Attachments, Schedules and Counterparts This AGREEMENT, including its attachments and schedules, constitutes the entire AGREEMENT, which supersedes all prior written or oral understandings, and may only be changed by a written amendment executed by both parties. 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. The following attachments and schedules are hereby made a part of this AGREEMENT: Attachment A- Scope of Services Attachment B - Compensation Attachment C -Amendments to Standard Agreement for Engineering Services Attachment D - Project Schedule Attachment E - Location Map City of Fort Worth,Texas Standard Agreement for Engineering Related Design Services Revised Date:12.22.2016 Page 15 of 17 Duly executed by each party's designated representative to be effective on the date subscribed by the City's designated Assistant City Manager. BY: BY: CITY OF FORT WORTH ENGINEER Kimley-Horn and Associates, Inc. Jesus J. Chapa Glenn A. Gary, P.E. Assistant City Manager Sr. Vice-President Date: � a d 'l Date: 17 APPROVAL MENDE By: KaraShuror Acting Dir ct , Water 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 requirements. L�I -W Wendy i-Babulal, EMBA, P.E. Planning and Development Engineering Manager, Water Department FFIGtAL kkOURD CITY SECRETARY City of Fort Worth,Texas FT.WORTH,TX Standard Agreement for Engineering Related Design Services Revised Date:12.22.2016 Page 16 of 17 APPROVED AS TO FORM AND LEGALITY By: 4?—,0D ug as W. Black Assistant City Attorney Form 1295 No. 2017-235102 ATTEST: M&C No.: C-28333 ary J. K City Secre ary F T,Gy M&C Date: 08/15/2017 A. U jLXP,S City of Fort Worth,Texas OFFICIAL RECORD Standard Agreement for Engineering Related Design Services CITY SECRETARY Revised Date:12.22.2016 Page 17 of 17 FT.WORTH,TX ATTACHMENT A DESIGN SERVICES FOR WATER AND WASTEWATER INSTALLATION POLICY AND DESIGN GUIDELINES UPDATE ATTACHMENT A DESIGN SERVICES FOR WATER AND WASTEWATER INSTALLATION POLICY AND DESIGN GUIDELINES UPDATE The scope set forth herein defines the work to be performed by the ENGINEER in completing the project. Both the CITY and ENGINEER have attempted to clearly define the work to be performed and address the needs of the Project. The CITY requests the ENGINEER to review and revise its Water and Wastewater Installation Policy and Design Guidelines. This project will consist of the following phases: Phase 1 - Evaluation Evaluate the CITY's current Policies and Procedures for Processing Water and Wastewater Projects for Design and Construction and Policy for the Installation of Community Facilities manuals. Also, evaluate design standards in use by other governmental entities that might provide a good template and comparison for the revised city standards. Phase 2 - Recommendation Based upon the results of the Evaluation phase, identify existing standards to keep or revise, and what new standards need to be developed. Also, review and comment on how the new Design Guidelines and Policy may affect existing ordinances. Phase 3 - Development Develop the revised and new design guidelines and policy recommended in the previous phase. Phase 4 - Concurrence Provide outreach to the development, engineering, and construction communities to introduce the new, draft engineering design guidelines and request their review and comment. This phase includes evaluating, addressing and incorporating comments received. PHASE 1 - Evaluation 1.1 Project Management 1.1.1 Project Communication A. Conduct up to two (2) meetings with CITY staff, starting with the project's kick-off meeting to gather CITY input and existing CITY mark-ups on the existing standards B. Prepare and e-mail monthly progress reports to the project team (CITY and ENGINEER) City of Fort Worth,Texas Attachment A PMO Release Date:07.23.2012 Pagel of 5 ATTACHMENT A DESIGN SERVICES FOR WATER AND WASTEWATER INSTALLATION POLICY AND DESIGN GUIDELINES UPDATE 1.1.2 Develop project schedule and interim milestones (coordinate with CITY staff at the project kick-off meeting) 1.1.3 Identify stakeholders (coordinate with CITY at the project kick-off meeting) 1.1.4 Project correspondence and coordination 1.1.5 Document Control A. Develop a document format template and provide document use instructions to production team B. Establish quality assurance and quality control standards for document production and organization, including electronic posting and storage on BuzzSaw, if preferred by the City. All draft design standards will be posted, reviewed, commented upon and updated throughout the execution of the project. 1.1.6 Administration (accounting, correspondence, filing, invoicing) 1.2 Data Collection 1.2.1 Policy for the Installation of Community Facilities 1.2.2 Policies and Procedures for Processing Water and Wastewater Projects for Design and Construction 1.2.3 Ordinances addressing engineering design standards 1.2.4 CITY comments/mark-ups on the standards 1.2.5 Collect sample engineering design standards from up to three (3) other Texas cities for comparison 1.3 Evaluate Existing Policies and Ordinances 1.3.1 Policy for the Installation of Community Facilities 1.3.2 Ordinances addressing engineering design standards "Policies and Procedures for Processing Water and Wastewater Projects for Design and Construction" 1.3.3 Subdivision Ordinance 1.3.4 CITY comments/mark-ups on the standards A. Conduct up to four (4) meetings within the Water Department to gather information on recommended revisions to the Policy. 1.3.5 Identify Items that the City currently regulates, or wishes to regulate, but lacks a current standard or policy requirement. 1.3.6 Develop comparison mechanism/spreadsheet to evaluate existing CITY guidelines vs. guidelines from three (3)other municipalities A. Meet with CITY up to two (2) times to review differences from other municipal guidelines. 1.3.7 Identify required updates to regulatory references. City of Fort Worth,Texas Attachment A PMO Release Date:07.23.2012 Page 2 of 5 ATTACHMENT A DESIGN SERVICES FOR WATER AND WASTEWATER INSTALLATION POLICY AND DESIGN GUIDELINES UPDATE PHASE 2 - Recommendation 2.1 Project Management 2.1.1 Project Communication A. Conduct up to two (2) meetings/workshops with CITY staff to facilitate recommendation phase B. Prepare and e-mail monthly progress reports to the project team 2.1.2 Project correspondence and coordination 2.1.3 Administration (accounting, correspondence, filing, invoicing) Compile CITY comments/mark-ups to capture undocumented policies and proced u res 2.2 Identify development policy and procure ordinances to be revised. Develop methodology for revision and approval of"Policy for the Installation of Community Facilities" and "Policies and Procedures for Processing Water and Wastewater Projects for Design and Construction". Develop outline/table of contents for updated design guidelines. Anticipated sections include: 2.2.1 Introduction 2.2.2 Procedure Summary 2.2.3 General Requirements for Water and Wastewater Projects 2.2.4 Water Design Criteria 2.2.5 Wastewater Design Criteria 2.2.6 Easement Requirements 2.2.7 Backflow Requirements 2.2.8 Development Project Requirements A. New Development B. Re-development and Overlay Areas (TRV, Downtown, Urban Villages) C. Extensions D. Reimbursement mechanisms 2.2.9 Pre-Qualification Requirements 2.2.10 Variance Process 2.3 Identify conflicts and overlap between DRAFT documents described above and existing policy documents 2.4 Prepare list of ordinances to recommend the CITY revises to be consistent with the new draft standards 2.5 Prepare prioritized list of new design standards to develop and which existing standards require revision. Prioritization will be performed jointly with CITY staff. City of Fort Worth,Texas Attachment A PMO Release Date:07.23.2012 Page 3 of 5 ATTACHMENT DESIGN SERVICES FOR WATER AND WASTEWATER INSTALLATION POLICY AND DESIGN GUIDELINES UPDATE Phase 3 - DEVELOPMENT 3.1 Project Management 3.1.1 Project Communication A. Conduct up to nine (9) progress meetings/workshops with CITY B. Prepare and e-mail progress reports to the project team 3.1.2 Project correspondence and coordination 3.1.3 Develop and document process for revisions and updates 3.1.4 Quality Control (internal reviews) 3.1.5 Administration (accounting, correspondence, filing, invoicing) 3.2 Develop a WaterM/astewater Design Guidelines manual in accordance with the table of contents developed during the Recommendations phase. nine (9)Sections are anticipated to be revised, updated, or developed. 3.3 Conduct quality assurance/quality control review of each section's initial draft 3.4 Meet with CITY to review section 3.5 Address CITY comments on each section's initial draft 3.6 Conduct final quality review of each section and submit final draft to CITY in preparation of Concurrence phase 3.7 Submittal (all electronic) 3.7.1 Submit DRAFT documents to CITY for review and approval. Deliverables shall include: A. WaterM/astewater Design Guidelines Manual 3.7.2 Address one (1) round of CITY review comments for each section/submittal 3.7.3 Resubmit DRAFT documents to CITY for use during Concurrence Phase. PHASE 4 - CONCURRENCE 4.1 Project Management 4.1.1 Project Communication A. Conduct up to three (3) meetings with CITY staff B. Prepare and e-mail monthly summary reports to the project team 4.1.2 Project correspondence and coordination 4.1.3 Administration (accounting, correspondence, filing, invoicing) 4.2 Hold planning sessions with the CITY to establish consensus building program 4.2.1 Identify Stakeholders (DAC, ITC) 4.2.2 CITY to schedule meetings with necessary CITY staff, Development Advisory Committee members, consultants, and other Stakeholders to gather input 4.2.3 ENGINEER will attend meetings and gather input for necessary revisions City of Fort Worth,Texas Attachment A PMO Release Date:07.23.2012 Page 4 of 5 ATTACHMENT A DESIGN SERVICES FOR WATER AND WASTEWATER INSTALLATION POLICY AND DESIGN GUIDELINES UPDATE 4.2.4 ENGINEER to incorporate input into deliverables 4.3 Incorporating stakeholder input, submit REVISED DRAFT documents to CITY for review and approval. Deliverables shall include: 4.3.1 WaterANastewater Design Guidelines Manual 4.4 Address one (1) round of CITY review comments 4.5 Submit FINAL documents to CITY. City of Fort Worth,Texas Attachment A PMO Release Date:07.23.2012 Page 5 of 5 Attachment "B" Design Services for Water and Wastewater Installation Policy and Design Time and Materials with Rate Schedule Project I. Compensation A. The ENGINEER shall be compensated for personnel time, non-labor expenses, and subcontract expenses in performing services enumerated in Attachment A as follows: i. Personnel Time. Personnel time shall be compensated based upon hours worked directly in performing the PROJECT multiplied by the appropriate Labor Category Rate for the ENGINEER's team member performing the work. Labor Category Rate as presented in the rate schedule table below is the rate for each labor category performing the work and includes all direct salaries, overhead, and profit. Labor Category Rate ($/hour) Senior Profession 1 $240 -$265 Senior Professional 11 $180 -$250 Professional $160 -$210 Analyst $105 -$175 Senior Technical Support $115 -$190 Technical Support $70 - $100 Support Staff $75 -$115 ii. Non-Labor Expenses. Non-labor expenses shall be reimbursed as Direct Expenses at invoice or internal office cost. 4.6% will be added to each invoice to cover certain other internal office cost expenses as to these tasks, such as in-house duplicating, local mileage, telephone calls, facsimiles, postage, and word processing. Direct Expenses (non-labor) include, but are not limited to, mileage, travel and lodging expenses, mail, supplies, printing and reproduction services, other direct expenses associated with delivery of the work; plus applicable sales, use, value added, business transfer, gross receipts, or other similar taxes. Direct reimbursable expenses such as express delivery services, fees, travel, and other direct expenses will be billed at 1.10 times the cost. iii. Subcontract Expenses. Subcontract expenses and outside services shall be reimbursed at cost to ENGINEER plus a markup of ten percent (10%). iv. Budgets. ENGINEER will make reasonable efforts to complete the work within the budget and will keep the City informed of progress toward that end so that the budget or work effort can be adjusted if found necessary. ENGINEER is not obligated to incur costs beyond the indicated budgets, as may be adjusted, nor is the City obligated to pay ENGINEER beyond these limits. If ENGINEER projects, in the course of providing the necessary services, that the PROJECT cost presented in Article 2 of this Agreement will be exceeded, whether by change in scope of the project, increased costs or other conditions, the ENGINEER shall immediately report such fact to the City and, if so instructed by the City, shall suspend all work hereunder. When any budget has been increased, ENGINEER's excess costs expended prior to such increase will be allowable to the same extent as if such costs had been incurred after the approved increase. B. The ENGINEER shall be paid monthly payments as described in Section II - Method of Payment. II. Method of Payment A. The ENGINEER shall be paid by the City based upon an invoice created on the basis of statements prepared from the books and records of account of the ENGINEER, based on the actual hours and costs expended by the ENGINEER in performing the work. B. Each invoice shall be verified as to its accuracy and compliance with the terms of this Agreement by an officer of the ENGINEER. C. ENGINEER shall prepare and submit invoices in the format and including content as presented in Exhibit B-1. D. Payment of invoices will be subject to certification by the City that such work has been performed. III. Progress Reports A. The ENGINEER shall prepare and submit to the designated representative of the Water Department monthly progress reports and schedules in the format required by the City. IV. Summary of Total Project Fees Firm Primary Responsibility Fee Amount* % Prime Consultant Kimley-Horn Design Guidelines Update $199,500 100% Phase 1 Evaluation $32,300 Phase 2 Recommendation $29,900 Phase 3 Development $111,800 Phase 4 Concurrence $25,500 Proposed MBE/SBE Sub-Consultants None Non-MBE/SBE Consultants None TOTAL $ 199,500 100% Project Number& Name Total Fee MBE/SBE Fee MBE/SBE Water and Wastewater Design Policy 199,500 $ 0 0 % and Design Guidelines Update City MBE/SBE Goal = 0% Consultant Committed Goal = 0 % * ENGINEER understands that City's FY Budget is $150,000. Using the rates established in Section 1. Compensation, ENGINEER will provide services on the tasks identified in Attachment A until FY Budget is met. ENGINEER will not proceed with further services unless a budget amendment is provided to allow for completion of the project as directed by the CITY. ATTACHMENT "C" CHANGES AND AMENDMENTS TO STANDARD AGREEMENT Design Services for Water and Wastewater Installation Policy and Design Guidelines Update No changes to the Standard Agreement. City of Fort Worth,Texas Attachment C PMO Release Date:05.19.2010 Page I of 1 ATTACHMENT "D" SCHEDULE Design Services for Water and Wastewater Installation Policy and Design Guidelines Update Tasks 1-3 The Consultant anticipates completion of the Draft Policies and Procedures Update for CITY review within 6 months of Notice to Proceed. Task 4 (partial) Rollout to the stakeholders is anticipated within 1-2 Months after completion of the draft. Task 4 (remainder) Finalization of the new manual is anticipated to be completed within 9 months of Notice to Proceed. City of Fort Worth,Texas Attachment C PMO Release Date:05.19.2010 Page 1 of 1 ATTACHMENT "E" LOCATION MAP Design Services for Water and Wastewater Installation Policy and Design Guidelines Update N/A THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK City of Fort Worth,Texas Attachment C PMO Release Date:05.19.2010 Page 1 of 1 CERTIFICATE OF INTERESTED PARTIES FORM 1295 loft 7-7 Complete Nos.1-4 and 6 if there are interested parties. OFFICE USE ONLY Complete Nos.1,2,3,5,and 6 if there are no interested parties. CERTIFICATION OF FILING 1 Name of business entity filing form,and the city,state and country of the business entity's place Certificate Number: of business. 2017-210876 Kirnfey-Horn and Associates,Inc. Dallas,TX United States Date Filed: 2 Name of governmental entity or state agency that is a party to the contract for which the form is 05/22/2017 being filed. City of Fort Worth,Texas Date AcknoVjed e 3 Provide the identification number used by the governmental entity or state agency to track or Identify the contract,and provide a description of the services,goods,or other property to be provided under the contract. 100558 Development of a new traffic engineefing manual 4 Nature of interest Name of Interested Party City,State,Country(place of business) (check applicable) Controlling I Intermediary Atz,John Dallas,TX United States X Peed,Brooks Dallas,TX United States X Schiller,Mike Dallas,TX United States X Wilson,Mark Dallas,TX United States X 6 Check only if there is NO Interested Party. ❑ 6 AFFIDAVIT I swear,or affirm,under penalty of perjury,that the above disclosu true and correct. MIRIAM CASTILLEJA IM Notary Public,State of Texas r— 0 v= Comm.Expires 03.13.2021 ° u��` Notary ID 131041344 Signatur thorize agent of contracting busin ss entity AFFIX NOTARY STAMP/SEAL ABOVE �r (�� Sworn and subscribed before me,by the said Somh V nd t+Q1(��Vj}W ,this the * day of . 20 ,to certify which,witness my hand and seal of office. w"Al 6 AC(Dun h n m �'► Signature officer administering oath Printed name of officer adminiskring oath Tide of officer adrAinistering oath Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.0.883 M&C Review Page 1 of 2 Official site of the City of Fort Worth,Texas CITY COUNCIL AGENDA COUNCIL ACTION: Approved on 8/15/2017 REFERENCE , 60W WW INSTALLATION DATE: 8/15/2017 NO.: C-28333 LOG NAME: POLICY AND DESIGN CRITERIA UPDATE CODE: C TYPE: CONSENT PUBLIC NO HEARING: SUBJECT: Authorize Execution of an Engineering Agreement with Kimley-Horn and Associates, Inc., in an Amount Not to Exceed $199,500.00 for the Update of Water and Wastewater Installation Policy and Design Criteria (ALL COUNCIL DISTRICTS) RECOMMENDATION: It is recommended that the City Council authorize the execution of an Engineering Agreement with Kimley-Horn and Associates, Inc., in an amount not to exceed $199,500.00 to update the Water and Wastewater Installation Policy and Design Criteria DISCUSSION: The Water Department is updating the Water and Wastewater Installation Policy and Design Criteria for development and redevelopment. The scope of work includes four phases. Phase 1 is to review the Water Department's Installation Policy and Design Criteria and compare with those of other utilities. Phase 2 is to assess the standards needing to be updated and determine how those polices and criteria affect other existing city policies and ordinances. Phase 3 is to develop the revised design criteria and policies. Phase 4 is to seek input from the stakeholders and incorporate comments into a draft design criteria and policy update. The work is expected to start in August 2017 and be complete by July 2018. Kimley-Horn and Associates, Inc., was selected from the respondents to a Request for Qualifications for the Update of the Water and Wastewater Installation Policy and Design Guidelines issued in March 2017. Kimley-Horn and Associates, Inc., was selected from a pool of three qualified applicants. A waiver of the goal for MBE/SBE subcontracting requirements was requested by the Department and approved by the M/WBE Office, in accordance with M/WBE or BDE Ordinance, because the purchase of goods or services from source(s)where subcontracting or supplier opportunities are negligible. FISCAL INFORMATION/CERTIFICATION: The Director of Finance certifies that funds are available in the current operating budget, as appropriated, and funds will be made available in the Fiscal Year 2018 operating budget of the Water and Sewer Fund. Prior to an expenditure being made, the department has the responsibility to validate the availability of funds. TO Fund Department Account Project I Program Activity Budget Reference# Amount ID I I ID I Year Chartfield 2 http://apps.cfwnet.org/council_packet/mc review.asp?ID=24914&councildate=8/15/2017 8/22/2017 M&C Review Page 2 of 2 FROM Fund Department Account Project Program Activity Budget I Reference# Amount ID ID Year Chartfield 2 Submitted for City Manager's Office by: Jay Chapa (5804) Originating Department Head: Kara Shuror(8819) Additional Information Contact: Wendy Chi-Babulal (8242) ATTACHMENTS 60W WW Installation Policy and Design Criteria Update Form 1295.pdf http://apps.cfwnet.org/council_packet/mc review.asp?ID=24914&councildate=8/15/2017 8/22/2017