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CONSULTANT AGREEMENT
THIS CONSULi'ANT AGREEMENT (this "AgreemenY') is enfered into by and between
Jacobs Engineering Group lnc. (hereinafter referred to as the'°Consultant") and the City of Fort
Worth, Texas, a home-rule municipal corporation located in Tarrant, Denton, and Wise Counties,
Texas (hereinafter referred to as the "City"). The Consultant and the City hereinafter are
sometimes referred to individually as a"Part�' and collectively, as "Parties"
In consideration of the folfowing premises and the mutual consents and undertakings
herein, each Party agrees as follows:
The term Consultant shall include all employees, directors, officers, principals, agents,
subcontractors and rspresentatives of Consultant.
The term City shall include all city employess, officers, directors, agents, and authorized
representatives of the city
1. Scope of Services
Subject to the terms and conditions of this Agreement, fhe City hereby engages the
Consultant and the Consultant hereby agrees to perform the services specifically described in
"Appendix A," entitled "Scope of Services," which is attached hereto, incorporated herein and made
part of this Agreement for all purposes. .,
2. Term of Aareement
The term of this engagement shall be for a defined period, which shall be set forth in
"Appendix A' attached hereto.
Compensation
In consideration of the performance by the Consultant or the ConsultanYs duties and
obligations under this Agreement and subject to the terms and conditions set forth in this
Agreement, the City agrees to compensate the Gonsultant a Lump Sum amount of $23,940 as
provided in "Appendix A:' 7he City shall not be liable for costs for any additional services provided
by the Consultant without fhe prior written approval of the Ciry.
4. Termination
(a) The City may terminafe this Agreement at any time, eifher for the City's convenience or
because of the failure of the Consultant to fulfill its obligations hereunto, by wri#fen notice to the
Consuliant. Upon receipt of such notice Consultant shall
(i) Immediately discontinue all services affecfed unless, the notice directs otherwise; and
(ii) lfpon written request of the City, deliver to the City, at no charge to the City, all data,
reports, drawings, estimates, summaries, and such other information and materials as may
have besn accumulated by the Consultant in perForming its obligations under ihis
Agreement, whether completed or in process. If the termination is for the convenience of
the City, the Consultant shafl be paid compensation for services performed up to the date of
termination,
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(b} If fhe termination is due to the failure of the Consultant to fulfill its obligation under this
Agreement, the City may take over the work and pursue the same to completion. The Consultant
shall not be liable for any additional costs occasioned by the failure of the Consultant to fulfill its
obligafions if failure to per�orm arises out of causes beyond its reasonable control. Such causes
may include, but are not limited to, acts of God or of the public enemy, fire, floods, epidemics,
quarantine restrictions, or strikes. In every case, the failure of the Consultant to perform must be
beyond the reasonable control of the Consultant.
(c) If, after notice of termination for failure to fulfill its obligations, it is determined that
Consultant had not so failed, the termination shall be deemed to be efFected for the convenience of
the City.
5. Quality Assurance
(a) The findings and recommendations of the Consultank's research will reflect analyses of
primary and secondary sources of information. Estimates and analyses presented in the
Consultant's report wi(I be based on economic trends, market assumptians, and financial data that
are subject to variation. The Consultant will use sources that the Consultant deems reliable, but will
not guarantee their accuracy. Recommendations will be made from information developed by the
consulting team, provided by analyses, internal databases, and from information provided by the
City.
(b) The Consultant will have no responsibility to update its report unless requested by the
City. for events and circumstances occurring after the date of its report. If substantial events
transpire after issuance of the report, consultant will be paid reasonable costs to prepare such
updates.
(c) The consultant shall carry the following insurance coverage:
■ Commercial General Liabifity with a combined limit of not less than $1,00O,OOd per
occurrence. Such policy shall be endorsed to name the City as an additional
primary insured with respect to the Consultant's negligence.
■ Automobile Liability Insurance with a combined limit of not less that $1,000 000 per
occurrence. Such policy shall be endorsed to name the City as an additional insured
with respect to the Consultant's negligence.
■ Statutory Workers' Compensation and Employers' Liability Insurance requirements
per the amount required by statute.
■ Any other insurance as required by City.
6. Venue; Applicable Law
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 shal! be construed in accordance with the laws of the State of Texas.
7. Indemnification
The Consultant shall indemnify, defend and hold harmless the City, its officers, servants,
employees, and agents from any and all suits, claims, or causes of action for any property loss,
damage or cost, and/or personal injury, including death, to any of the ConsultanYs employees or
agents or to any third persons, including the officers, servants, employees and agents of the City, to
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the extent arising directly out of, or in ihe course of, malfeasance, infentional misconduct or the
negligent performance of the services by Consultant under this Agreement.
Consultant agrees to notify the City promptly upon the receipt of any claim or lawsuii
brought in connection with any injury, death or damages related to this Agreement, Consultant
agrees to make its officers, agents, employees available to fhe City at all reasonable times for the
defense of any claims or litigation for which the City may be responsible hereunder.
Neither Party shall be liable for incidental, consequential or other indirect damages,
including, but not limited to loss of revenus, loss of profit, increased operating cosfs, loss of product
or good will, ar other business interruptions, regardless of cause.
Nothing herein shall be deemed to constitute a waiver of any immunity or affirmative
defense, which may be asserted by the City as ta any claim of any third party or create a cause of
action for the benefit to any person not a party to this Agreement
Nothing herein shall be deemed to constitute or to create any rights for the benefit of any
person not a party to this Agreement not ofherwise existing at law.
8. Notices
All written notices required by this Agreement shall be suf#icient if forwarded to the following, or
such other party or address as either party designates in writing, by certified mail, posfage prepaid, or by
hand delivery:
City:
City of Fort Worth
Atin: Director of Public Events
City of Fort Worth
9201 Houston Street
Fort Wo�th, TX 76102
wifh a copy to:
City Attorney
City of Fort Worth
1000 Throckmorton Sfreet
Fort Worth, Texas 76102
9. Entiretv of Agreement
Owner:
Jacobs Engineering Group Inc.
Attn; David J. White III
6688 North Central Expressway
Suite 400, MB 13
Dallas, TX 75206
wifh a copy to:
N/A
This Agreement shall be the entire, full and complete agreement between the Parfies
concerning the subject matter hereof and shall supersede all prior agreements. There are no valid
or binding representations, inducements, promises or agreements, oral or other wise, between the
Parties that are not embodied herein. No amendment, change, or variance of or from this
Agreement shall be binding on either Party unless agreed to in writing signed by both of the Parties.
10. Headin�s not ControllinA
The headings appearing at the beginning of each paragraph of this Agreement are for
convenience only and do not define, limit or construe the contents of any such paragraph. Whether
expressly indicated or not, the singular usage includes the plural, and the neuter usage includes the
masculine or the feminine or both the masculine and the feminine. This Agreement may be
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executed in counterparts, each of which so executed shall be deemed an original and such
counterparts together shall constitute the same agreement.
11. Waiver
The City and the Consultant may waive an obligation of or restriction upon the other under
this Agreement only in writing. No failure, refusal, neglect, delay, forbearance or omission ofi the
City or fhe Consultant to exercise any right or remedy under this Agreement or to insist upon full
compliance by the other with his, her or its obligation hereunder shall constitute a waiver of any
provisions(s) of the Agreement.
12. Severabilitv
Each provision of this Agreement or part thereof shall be severable. If, for any reason, any
provision or part thereof in this Agreement is finally determined to be invalid and confrary to, or in
conflict with, any existing or future law or regulation, such determination shall not impair the
operation or affect the remaining provisions of this Agreement, and such remaining provisions will
continue to be given full force and effect and bind each Party. �ach invalid provision or part thereof
shall be deemed not to be a part of this Agreement.
13. Assiqnment
7he Consultant may not assign or subcontract any of its rights or obligations without the
prior consent of the City, which consent may be withheld in the Ciry's sole and absolute discretion.
14. Riqht to Audit
Consultant agrees that the City shall, unfil the expiration of three (3) years after final payment
under this Agreement, have access to and the right to examine any direct(y pertinent books, documents,
papers and records of the Consultant involving transactions relating to this Agreement. Consuitant
agrees that the City shall have access during normal working hours to all necessary Consultant facilities
and shall be provided adequate and appropriate workspace in order to conduct audits in compliance with
the provisions of this section. The City shall give Consultant reasonable advance natice of intended
audits. lf Consultant subcontracts any of its obligations under this Agreement, subcontractor shall be
bound by the same rights, duties and obligations of the Consultanf.
15. Force Maieure
It is expressly understood and agreed by the Parfies that if the perFormance of any
obligations hereunder is delayed by reason of war; civil commotion; acts of God; inclement weather;
governmental resfrictions, regulations, or interferences; fires; strikes; lockouts, national disasters;
riots; material or labor restrictions; transportation problems; or any other circumstances which are
reasonably beyond the control of the party obligated or permitted under the terms of this Agreement
to do or perform the same, regardless of whether any such circumstance is similar to any of those
enumerated or nof, the party so obligated or permifted shall be excused from doing or performing
the same during such period of delay, so that the time period applicable to such obligafion shall be
extended for a period of time equal to the period such party was delayed.
16. Parfies Bound
This Agreement shall be binding upon the successors and assigns of bofh parties in like
manner as upon the original parties.
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y,OW,jZHEREF RE, th parties have executed this Agreement in multiple originals on this the
�Z' day of � , 2007.
CITY OF FORT WORTH;
ACI
By.
Dat�
JACOBS ENGINEERING GROUP INC:
ACCEPTED:
By;
Warren ean
Group Vice President
Date: �.� dT
ATT T: ATTEST:
B o
Y: � �B �
Y.
Marty Hendri Bi I arkley
City Secretary Corporate Secretary
APPROVED AS TO FORM AND LEGALITY:
y: � � ��
Ass�City Aftorney
,
CONTRACT AUiTHORIZATION:
M&C:
Date
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qppROVED
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APPENDIX "A"
SCOPE OF SERVICES
OBJECTIVE
Jacobs Engineering Group, Inc. ("Consultant) will complefe a study and provide recommendations
relative to the City of Fort Worth's (hereinafter "Client" or "City'} current parking conditions in the Fort
Worth Cultural District.
PROJECT UNDERSTANDING
Consultant understands that the City's parking supply at the Wifl Rogers Coliseum Complex often times
limits the number and type of events that can be planned for the facilities at this complex as well as for
the other destinations in the surrounding Cultural District. In addition, excess parking offen expands into
surrounding neighborhoods and results in complaints to the City. It is the City's desire to quantify the
magnitude of this parking deficit and be presented with options expfaining how this deficit might be
accommodated.
SCOPE OF SERVICES
Scope of services will be as follows:
TASK 1— REVIEW OF AVAILABLE DATA AND SITE RECONNAISSANCE
Consultant will review avai�able parking and traffic data including the Carter and Burgess 1997 and
2000 Parking Studies provided to us by the City of �ort Worfh.
Consultant will spend several days on-site ta observe the parking characteristics of the area and in
the vicinity of the site.
Consultant will interview event operators and managers to determine the current parking demand
throughout the Fort Worfh Cultural District at the foilowing locations:
Will Rogers Memorial Center
— Will Rogers Auditorium
— Amon G. Carter, Jr. Exhibits Hall
— Will Rogers Coliseum
— Burnett Building
— James L. & Eunice West Arena
— John Justin Arena
— Richardson-Bass Building
— WR Watt Arena
— Charlie & Kit Moncrief Building
— Livestock Barns
Fort Worth Museum of Science and History
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• National Cowgirl Museum and Hall of Fame
• Casa Manana
• Kimbell Art Museum
• Modern Art Museum of Fort Worth
• Amon Carter Museum
• Proposed Fort Worth National Archives Museum
• Stock Show
• Western Heritage Group
Consultant assumes that these interviews will occur in one large meeting or several smaller
sequential meetings over one day and that the City will be responsible for coordinating the date,
time, and location for this/these meeting(s).
TASK 2— PARKIfVG DEMAND AND SUPI'LY CALCULATIONS
From the information gathered in Task 1, Consultant will estimate the parking demand for different
times of the day and different days of the week. This demand estimation will be based on the data
provided by the stakeholders listed above and the ITE Parking Generation Manual for similar uses.
Consultant assumes that the City will provide the latest parking supply information in the form of total
parking available by lot within the confines of the City property. Consultant will combine this supply
informafion with the supply informafion from the surrounding Cultural District museums to determine
the total parking supply.
TASK 3— PARKING FAC1LlTY LOCATION ANALYSIS
Consultant will conduct a location analysis to determine suitable locations for providing a proposed
parking structure or structures to accommodate fhe current and future parking needs within the Fort
Worth Cultural District. Based on the required parking demand obtained fram Task 9 and Task 2,
Consultant will determine if the parking demand can be reasonably accomrnodated with one parking
structure or if an additional parking strucfure will be necessary. Consultant will also determine the
required number of parking levels that should be provided for the garage(s).
TASK 4 — BUDGETARY ANALYSIS
Based on the recommendations of Task 3, Consultant will develop budgetary estimates for parking
solution alternatives. These estimates will provide a rough order of magnitude cost for City planning
purposes.
TASK 5 — REPORT WRITING
Consultan# will summarize its findings and recommendations in a narrative report.
EXCLUSIONS
Traffic analysis or studies are not provided as a part of fhis report.
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SCHEDULE
Upon execuiion of the Consultant Agreement, Consultant will be available to begin whenever the Cify
can arrange the meeting wifh all of the pertinent stakeholders listed in 7ASK 1 above. Consultant
anticipates being abfe to deliver a draft reporf to the City fior their review and comment approximately 4
weeks after this stakeholder meeting. The final report and recommendations can be completed wifhin
fwo weeks after Consultant receives comments from the City on the draft report.
FEE
For the scope of services described above, Consultant will be paid a Lump Sum amount of twenty three
thousand nine hundred forty dollars ($23,940) including all direct costs including any travel and
accommodations.
Consultant will submit monthfy invoices for compensafion. Payments will be due within 30 days after
receipt of invoices and may be made by electronic funds transfer to fhe bank and account designated in
fhe invoice. Past due amounts wilf accrue interest at one percent (1%) per month, without limiting other
remedies.
WARRANTY OF SERVICES
Consultanf makes no guarantees other than fhat its services will be performed in accordance with
generally recognized professional sfandards. If the services faii to conform to these standards,
Consultant will re-perForm its deficient services at no cost to the Client, but Consultant shall not be liable
for any repair or replacement of materials ar construction rework.
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