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HomeMy WebLinkAboutContract 50776 a CITY SECRETARY CONTRACT NO._. CITY OF FORT WORTH, TEXAS '9 STANDARD AGREEMENT FOR CONTRACTOR SERVICES This AGREEMENT is between the City of Fort Worth, a Texas home-rule municipality ("City"), and Lonestar West Enterprises, LLC., authorized to do business in Texas ("Contractor"), for a PROJECT generally described as: Hydrovac Excavation for subsurface sanitary sewer locates (De-Holes) in various locations within the City for Field Operations.. Article 1 Scope of Services (1) Contractor hereby agrees to perform the professional services set forth in the Scope of Services attached hereto as Attachment "A". These services shall be performed in connection with Hydrovac Excavation for subsurface sanitary sewer locates (De- Holes) in various locations within the City for Field Operations.. (2) Additional services, if any, will be requested in writing by the City. City shall not pay for any work performed by Contractor or its subcontractors, subcontractors and/or suppliers that has not been ordered in writing. It is specifically agreed that Contractor shall not be compensated for any alleged additional work resulting from oral orders of any person. Article II Compensation Contractor shall be compensated an amount up to $49,200.00 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". The Contractor shall provide monthly invoices to the City. 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. Acceptance by Contractor of said payment shall operate as and shall release the City from all claims or liabilities under this Agreement for anything related to, done, or furnished in connection with the services for which payment is made, including any act or omission of the City in connection with such services. Article III Term Unless terminated pursuant to Article VIII herein, this Agreement shall be for a term beginning on the effective date, as described below, and shall continue until the expiration of the funds or completion of the subject matter contemplated herein, whichever occurs first. Article IV LOFFICIAL114=011111) City of Fort Worth,Texas cII �Standard Agreement for Professional Services yam/Revision Date:'''.^4.'6 6 97 47 11.07.17 �1 ,X Page 1 of 10 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 the work to be performed hereunder and of 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. Article V Professional Competence and Indemnification (1) Work performed by Contractor shall comply 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. Approval by the City 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. (2) THE CONTRACTOR, AT NO COST TO THE CITY, AGREES TO DEFEND, INDEMNIFY AND HOLD THE CITY, ITS OFFICERS, AGENTS SERVANTS AND EMPLOYEES, HARMLESS AGAINST ANY AND ALL CLAIMS, LAWSUITS, ACTIONS, COSTS AND EXPENSES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, THOSE FOR PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO CONTRACTOR'S BUSINESS AND ANY RESULTING LOST PROFITS) AND/OR PERSONAL INJURY, INCLUDING DEATH, THAT MAY RELATE TO, ARISE OUT OF OR BE OCCASIONED BY CONTRACTOR'S BREACH OF (i) ANY OF THE TERMS OR PROVISIONS OF THIS AGREEMENT OR (ii) ANY NEGLIGENT ACT OR OMISSION OR INTENTIONAL MISCONDUCT OF CONTRACTOR, ITS OFFICERS, AGENTS, ASSOCIATES, EMPLOYEES, CONTRACTORS (OTHER THAN THE CITr OR SUBCONTRACTORS, RELATED TO THE PERFORMANCE OR NON- PERFORMANCE OF THIS AGREEMENT, THIS SECTION SHALL SURVIVE ANY TERMINATION OR EXPIRATION OF THIS AGREEMENT. (3) Neither party shall be liable to the other for indirect, incidental, consequential, or special damages, including loss of use or lost profits. Article VI Insurance (1) Contractor shall not commence work under this Agreement until it has obtained all insurance required under this Article and the City has approved such insurance, nor shall Contractor allow any subcontractor to commence work on its subcontract until all similar insurance of the subcontractor has been so obtained and approval given City of Fort Worth,Texas Standard Agreement for Professional Services Revision Date:"x'.16 6.07-17 11.07.17 Page 2 of 10 by the City, provided, however, Contractor may elect to add any subcontractor as an additional insured under its liability policies. Commercial General Liability $1,000,000 each occurrence $2,000,000 aggregate Automobile Liability $1,000,000 each accident (or reasonably equivalent limits of coverage if written on a split limits basis). Coverage shall be on any vehicle used in the course of the Project. Worker's Compensation Coverage A: statutory limits Coverage B: $100,000 each accident $500,000 disease - policy limit $100,000 disease - each employee (2) Additional Insurance Requirements a. Except for employer's liability insurance coverage under Contractor's worker's compensation insurance policy, the City, its officers, employees and servants shall be endorsed as an additional insured on Contractor's insurance policies. b. Certificates of insurance shall be attached to this Agreement prior to its execution. c. Any failure on part of the City to attach the required insurance documentation hereto shall not constitute a waiver of the insurance requirements specified herein. d. Each insurance policy shall be endorsed to provide the City a minimum thirty days notice of cancellation, non-renewal, and/or material change in policy terms or coverage. A ten days notice shall be acceptable in the event of non-payment of premium. e. Insurers must be authorized to do business in the State of Texas and have a current A.M. Best rating of A: VII or equivalent measure of financial strength and solvency. f. Other than worker's compensation insurance, in lieu of traditional insurance, City may consider alternative coverage or risk treatment measures through insurance pools or risk retention groups. The City must approve in writing any alternative coverage. g. Workers' compensation insurance policy(s) covering employees employed on the Project shall be endorsed with a waiver of subrogation providing rights of recovery in favor of the City. City of Fort Worth,Texas Standard Agreement for Professional Services Revision Date:"Tc ci v'.'6 6.0747 11.07.17 Page 3 of 10 h. City shall not be responsible for the direct payment of insurance premium costs for Contractor's insurance. i. Contractor's insurance policies shall each be endorsed to provide that such insurance is primary protection and any self-funded or commercial coverage maintained by City shall not be called upon to contribute to loss recovery. j. In the course of the Agreement, Contractor shall report, in a timely manner, to City's officially designated contract administrator any known loss occurrence which could give rise to a liability claim or lawsuit or which could result in a property loss. k. Contractor's liability shall not be limited to the specified amounts of insurance required herein. Article VII Transfer or Assignment City and Contractor each bind themselves, and their lawful successors and assigns, to this Agreement. Contractor, its lawful successors and assigns, shall not assign, sublet or transfer any interest in this Agreement without prior written consent of the City. Article VIII Termination of Contract (1) a. City may terminate this Agreement for its convenience on 30 days' written notice to Contractor. b. Either the City or the Contractor, for cause, may terminate this Agreement 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' written notice or thereafter fails to diligently complete the correction. (2) If City chooses to terminate this Agreement, upon receipt of notice of termination, Contractor shall discontinue services rendered up to the date of such termination and City shall compensate Contractor based upon calculations in Article II of this Agreement and Exhibit "B" attached hereto and incorporated herein. (3) All reports, whether partial or complete, prepared under this Agreement, including any original drawings or documents, whether furnished by the City, its officers, agents, employees, consultants, or contractors, or prepared by Contractor, shall be or become the property of the City, and shall be furnished to the City prior to or at the time such services are completed, or upon termination or expiration of this Agreement. Article IX City of Fort Worth,Texas Standard Agreement for Professional Services Revision Date:"� .22.16 6,0717-11.07.17 Page 4 of 10 Right to Audit (1) 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 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. (2) Contractor further agrees to include in all its subcontracts hereunder, a provision to the effect that the subcontractor 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 sub-contractor, involving transactions to the subcontract, and further, that City shall have access during normal working hours to all sub-contractor 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 sub- Contractor reasonable advance notice of intended audit. (3) Contractor and sub-contractors 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 X Minority Business and Small Business Enterprise (MBE)(SBE) Participation In accordance with the City's Business Diversity goals (Chapter 20, Article X of the City's Code of Ordinances a/k/a 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. Contractor acknowledges the MBE and SBE goals established for this Agreement 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 Contractor 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 XI 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, agents and employees from and against all claims or liability arising out City of Fort Worth,Texas Standard Agreement for Professional Services Revision Date:42=4R G 07 47 11.07.17 Page 5 of 10 of the violation of any such order, law, ordinance, or regulation, whether it be by itself or its employees. Article XII Immigration Nationality Act Contractor shall verify the identity and employment eligibility of its employees who perform work under this Agreement, including completing the Employment Eligibility Verification Form (1-9). Upon request by City, Contractor shall provide City with copies of all 1-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Contractor shall adhere to all Federal and State laws as well as establish appropriate procedures and controls so that no services will be performed by any Contractor employee who is not legally eligible to perform such services. CONTRACTOR SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY CONTRACTOR, CONTRACTOR'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR LICENSEES. City, upon written notice to Contractor, shall have the right to immediately terminate this Agreement for violations of this provision by Contractor. Article XIII 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 XIV 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 XV 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 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. City of Fort Worth,Texas Standard Agreement for Professional Services Revision Date:"22.16 6:97.47 11.07.17 Page 6 of 10 Article XVI 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: City of Fort Worth Attn: Roberto C. Sauceda, P.E., Water Department Senior Professional Engineer 200 Texas Street Fort Worth, Texas 76102 Contractor: Lonestar West Enterprises, LLC. Attn: Michael Tunstall 2600 N Central Expressway, Ste 312F Richardson, TX 75080 With a copy to: LoneStar West Enterprises, LLC Attn: General Counsel (Urgent Contract Matter) 42 Longwater Drive Norwell, MA 02061 Article XVII Prohibition On Contracts With Companies Boycotting Israel Contractor acknowledges that in accordance with Chapter 2270 of the Texas Government Code, the City is prohibited from entering into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms "boycott Israel" and "company" shall have the meanings ascribed to those terms in Section 808.001 of the Texas Government Code. By signing this contract, Contractor certifies that Contractor's signature provides written verification to the City that Contractor: (1) does not boycott Israel; and(2) will not boycott Israel during the term of the contract. Article XVIII Headings The headings contained herein are for the convenience in reference and are not intended City of Fort Worth,Texas Standard Agreement for Professional Services Revision Date:12.22.'6 6.97 11.07.17 Page 7 of 10 to define or limit the scope of any provision of this Agreement. y City of Fort Worth,Texas Standard Agreement for Professional Services Revision Date:1 x'.16 6 4717 11.07.17 Page 8 of 10 Article XIX Attachments, Schedules and 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. 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 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 CONTRACTOR Lonestar West Enterprises, LLC. Jesus J. Chaps Dustin Culverhouse Assistant City Manager VP US Daylighting Date: ��+� 4� Date: April 12, 2018 APPROVAL RECOMMENDED: By: ell,/ 1.1 �C Chris Harder, P.E. Interim Director, Water Department City of Fort Worth,Texas Standard Agreement for Professional Services Revision Date:12.22.4v2.46 6 977 11.07.17 Page 9 of 10 Contract Compliance Manager: By signing, I acknowledge that I am the person responsible for the monitoring and administration of this contract, including eAensuring all performance an eporting Form 1295 No. requiremen M&C No.: N/A berto auceda, .E. M&C Date: N/A Senior Professional Engineer APPROVED AS TO FORM AND LEGALITY ATTEST: c By: S�� - A' Douglas W. Black Mary J. Kayser Senior Assistant City Attorney `City Secretary FOFFICIALRECORDRETARYCity of Fort Worth,TexasStandard Agreement for Professional Services 'TX Revision Date:42.22.�o'.16 6.07.17 11.07.17 Page 10 of 10 17 Attachment A • To provide Hydrovac Excavation and Restoration Services for Subsurface Utility Locate (Test Hole) Quality Level A. • Pricing Table 1 —SEE ATTACHEMENT B 1) Pricing Includes: Test hole, backfill crew, concrete removal crew, concrete repair crew, haul trucks, back fill material,concrete material. a) All items listed will be as requested by clients direction. 2) Test Holes a) If utility is not found under the utility mark, Lonestar West will conduct a 12" sweep in attempt to locate the utility. If the utility is not found, Lonestar West will continue excavating at clients direction a new test hole in order to visually verify the utility. Special note on duct banks. Some duct banks due to width may require two potholes to locate the edges if the width of the duct bank is required. b) Ground conditions are considered to be average free of rock 6" in diameter or larger. Larger obstructions greater than 6"in diameter will be considered out of scope. c) Lonestar West will make every effort to work with the facility owner to correctly mark the facility. Any hole with no utility found is still considered a hole. 3) Delays outside of Lonestar West control are considered out of scope. Any unusual ground conditions would also be considered out of scope which could include: brick, rail lines, manholes, large rocks or any other unknown obstructions, roads under roads, high water tables, sloughing sand, etc. Any cars parked on the side of the road that may interfere with potholing operations are out of Lonestar West control and will be considered out of scope. 4) Inclement weather: For safety, weather is a factor and has to be favourable to work. Lonestar West is not responsible for weather delays or added expense. 5) All crews expect to work unimpeded without client delay. 6) Payment is expected no later than 30 days from receipt of invoice with zero percent (0%) retainage withheld. 7) Pricing is valid for thirty (30)days. ZaE TwIlloU e � ATTACHMENT B RATE SHEET - CITY OF FORT WORTH Attn: Robert.Sauceda@fortworthtexas.gov GENERAL PRICING ON RATE HYDROVAC UNIT(2—man crew) PER HOUR. $ 245.00 ADDITIONAL PRICING DESCRIPTION e MOBILIZATION PER HOUR $ 125.00 LONESTAR WEST SUE PER HOUR $ 125.00 Backfill Crew PER HOUR $ 175.00 Backfill Mob PER HOUR $ 125.00 General Notes & Conditions: 1. It is assumed unless otherwise told that a dump site shall be available at or near the jobsite. Client will be charged cost plus 10%for all dump fees if not able to dump onsite. 2. It is assumed that water will be available on site at the clients expense. Please advise if alternate arrangements will need to be made. 3. Any additional third party services provided by Lonestar outside of our typical hydrovac activities like a water truck shall be charged out at cost plus 10% 4. Terms of Payment-Net 30 days from date of invoice. 5. Client is responsible for all permits and permission from property owners,utilities,and government agents. 6. All surface locates,survey marks and traffic control,if needed unless agreed to in writing prior will be charged at cost plus 10%. 7. Breaking,removal,and restoration of asphalt and or concrete unless agreed to in writing prior will be charged at cost plus 10%. 8. Backfill and site restoration unless agreed to in writing prior to completing work will be charged at cost plus 10%. 9. Shoring,maintenance and barricading if requested will be charged at cost plus 10%. 10. Client must notify Lonestar of any of the following:Certified payrolls,OCIP requirements,Prevailing wage requirements,additional insurance requirements over what Lonestar already has in place.