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HomeMy WebLinkAboutContract 52299 CITY SECRETARY CFh�, CONTRACT NO. °1cl CITY OF FORT WORTH, TEXAS Coysq�. `��9 STANDARD AGREEMENT FOR PROFESSIONAL SERVICES This AGREEMENT is between the City of Fort Worth, a Texas home-rule municipality ("City"), and Black and Veatch Corporation, authorized to do business in Texas ("Consultant"), for a PROJECT generally described as: Village Creek WRF Aeration System Assessment. Article I Scope of Services (1) Consultant 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 Village Creek WRF Aeration System Assessment. (2) Additional services, if any, will be requested in writing by the City. City shall not pay for any work performed by Consultant or its subconsultants, subcontractors and/or suppliers that has not been ordered in writing. It is specifically agreed that Consultant shall not be compensated for any alleged additional work resulting from oral orders of any person. Article II Compensation Consultant shall be compensated an amount up to $ 84,840.00 (Eighty Four Thousand Eight Hundred and Forty Dollars and Zero Cents) in accordance with the Fee Schedule shown in Attachment "B" unless the City and the Consultant mutually agree upon a fee amount for additional services and amend this Agreement accordingly. Payment shall be considered full compensation for all labor, materials, supplies, and equipment necessary to complete the services described in Attachment "A". The Consultant 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 Consultant's invoice for payment of same. Acceptance by Consultant 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 of 45 weeks, 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. - City of Fort Worth,Texas 1-10 L RECORD Standard Agreement for Professional Services ( • + ���"I'AR1� Revision Date:11.07.17 CR Page 1 of 9 WORTH, Article IV Independent Contractor Consultant shall operate hereunder as an independent contractor, and not as an officer, agent, servant, or employee of the City. Consultant 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 Consultant, its officers, agents, employees, contractors, and subcontractors, and nothing herein shall be construed as creating a partnership or joint venture between City and Consultant. Article V Professional Competence and Indemnification (1) Work performed by Consultant 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 Consultant or its officers, agents, employees, contractors and subcontractors for the accuracy and competency of its services performed hereunder. (2) THE CONSULTANT, 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 CONSULTANT'S BUSINESS AND ANY RESULTING LOST PROFITS) AND/OR PERSONAL INJURY, INCLUDING DEATH, THAT MAY RELATE TO, ARISE OUT OF OR BE OCCASIONED BY CONSULTANT'S BREACH OF (I) ANY OF THE TERMS OR PROVISIONS OF THIS AGREEMENT OR (II) ANY NEGLIGENT ACT OR OMISSION OR INTENTIONAL MISCONDUCT OF CONSULTANT, ITS OFFICERS, AGENTS, ASSOCIATES, EMPLOYEES, CONTRACTORS (OTHER THAN THE CITY) OR SUBCONTRACTORS, RELATED TO THE PERFORMANCE OR NON- PERFORMANCE OF THIS AGREEMENT. THIS SECTION SHALL SURVIVE ANY TERMINATION OR EXPIRATION OF THIS AGREEMENT, Article VI Insurance (1) Consultant 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 Consultant allow any subcontractor to commence work on its subcontract until all similar insurance of the subcontractor has been so obtained and approval given by the City; provided, however, Consultant may elect to add any subconsultant as an additional insured under its liability policies. City of Fort Worth,Texas Standard Agreement for Professional Services Revision Date:11.07.17 Page 2 of 9 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 Consultant's worker's compensation insurance policy, the City, its officers, employees and servants shall be endorsed as an additional insured on Consultant'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:11.07.17 Page 3 of 9 h. City shall not be responsible for the direct payment of insurance premium costs for Consultant's insurance. i. Consultant'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, Consultant 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. Consultant's liability shall not be limited to the specified amounts of insurance required herein. I. Upon the request of City, Consultant shall provide complete copies of all insurance policies required by these Agreement documents. Article VII Transfer or Assignment City and Consultant each bind themselves, and their lawful successors and assigns, to this Agreement. Consultant, 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 Consultant. b. Either the City or the Consultant, 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, Consultant shall discontinue services rendered up to the date of such termination and City shall compensate Consultant 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 Consultant, 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. City of Fort Worth,Texas Standard Agreement for Professional Services Revision Date:11.07.17 Page 4 of 9 Article IX Right to Audit (1) Consultant 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 Consultant involving transactions relating to this Agreement. Consultant 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 Consultant reasonable advance notice of intended audits. (2) Consultant further agrees to include in all its subcontracts hereunder, a provision to the effect that the subcontracting consultant 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-consultant, involving transactions to the subcontract, and further, that City shall have access during normal working hours to all sub- consultant 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 Consultant and any sub-consultant reasonable advance notice of intended audit. (3) Consultant and sub-consultants agree to photocopy such documents as may be requested by the City. The City agrees to reimburse Consultant 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. Consultant 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 Consultant may result in the termination of this Agreement and debarment from participating in City contracts for a period of time of not less than three (3) years. Article XI Observe and Comply Consultant 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 City of Fort Worth,Texas Standard Agreement for Professional Services Revision Date:11.07.17 Page 5 of 9 thereof shall be considered. Consultant 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 XII Immigration Nationality Act Consultant 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, Consultant shall provide City with copies of all 1-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Consultant 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 Consultant employee who is not legally eligible to perform such services. CONSULTANT SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY CONSULTANT, CONSULTANT'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR LICENSEES. City, upon written notice to Consultant, shall have the right to immediately terminate this Agreement for violations of this provision by Consultant. 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 City of Fort Worth,Texas Standard Agreement for Professional Services Revision Date:11.07.17 Page 6 of 9 Agreement shall be construed as if such invalid or unconstitutional portion had never been contained therein. 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: Russell Redder, P.E. 4500 Wilma Ln Arlington, Texas 76012 Consultant: Black and Veatch Corporation Attn: Randal D. Romack, P.E. 1300 Summit Ave, Suite 400 Fort Worth, TX 76102 Article XV11 Prohibition On Contracts With Companies Boycotting Israel Consultant 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, Consultant certifies that Consultant's signature provides written verification to the City that Consultant: (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 to define or limit the scope of any provision of this Agreement City of Fort Worth,Texas Standard Agreement for Professional Services Revision Date:11.07.17 Page 7 of 9 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 - Project Schedule 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 CONSULTANT Black and Veatch Corporation Jesus J. Chapa Randal D. Romack, P.E. Assistant City Manager Vice President Date: 2j�`" I Date: APPROVAL RECOMMENDED: By: cle �IL Christopher Harder, P.E. Director, Water Department City of Fort Worth,Texas Standard Agreement for Professional Services OFFICIAL RECORD Revision Date:11.07.17 Page 8 of 9 CITY SECRETARY FT WORTH,TIC 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 Form 1295 No. A req i ements. M C No.: Russell Redder, P.E. M&C Date: Senior Professional Engineer r, APPROVED AS TO FORM AND LEGALITY ATTEST) FOR ' By: ouglas W. Black Ma J. Kayser Assistant City Attorney City Secretary �XA� OFFICIAL RECORD City of Fort Worth,Texas [CITY SECRETARY Standard Agreement for Professional Services Page Revision Date:11.07.17 9 of 9 FT, WORTH,TX WATER AND WASTEWATER DESIGN PROJECTS Page 1 of 3 ATTACHMENT A— SCOPE OF SERVICES 4/12/2019 ATTACHMENT A Attachment A is part of the agreement between Black and Veatch Corporation, "the ENGINEER" and the City of Fort Worth, "the OWNER" for a project generally discussed as: VILLAGE CREEK WRF AERATION SYSTEM ASSESSMENT ARTICLE I SCOPE OF SERVICES BASIC ENGINEERING SERVICES A. Project Description The Scope of Services described in this attachment is to be performed for the Village Creek WRFAeration System Assessment project. The facilities included in the evaluation include: • Aeration Blowers • Aeration Piping • Aeration Control System The focus of Task 1 of this project is a high level risk analysis for the aeration system at the Village Creek WRF. Subsequent Tasks develop an aeration piping model (Task 2), evaluate options to upgrade the aeration system(Task 3), and look at the potential benefits of advanced control (Task 4). An optional Task 5 is included for miscellaneous services. Tasks 4 and 5 are both additional services. B. Scope of Services Description The services provided by the ENGINEER following the Project Initiation meeting are organized in four tasks: Task 1 —Risk Analysis 1.1 Data Gathering Review plant records, blower maintenance and typical blower operation ranges (SCADA) data provided to inCTRL and determine if additional data is needed. 1.2 Initial Risk Assessment Develop failure mode list for the various machines and carry out an initial assessment of likelihood and consequence of each failure mode. 1.3 Risk Workshop Carry out a workshop to discuss failure modes, likelihood and consequence. 1.4 Develop an Emergency Plan Water Proprietary and Confidential Page 1 of 3 CONTROLLED when read online WTR-FM-PM-0510,dtd,41412017 Printed copy is UNCONTROLLED WATER AND WASTEWATER DESIGN PROJECTS Page 2 of 3 ATTACHMENT A— SCOPE OF SERVICES 4/12/2019 Develop an emergency plan to mitigate the consequences of identified high risks. Include sources, availability and cost estimate of temporary equipment. 1.5 Develop specification for temporary equipment Develop a specification for temporary aeration equipment including options for lease and lease to own equipment. 1.6 Technical Memorandum A technical memorandum (TM 1) will be produced to document Task 1 Deliverables: • Emergency Plan • Technical memorandum (TM 1) Task 2 —Aeration Piping Model 2.1 Data Gathering Gather and review piping drawings, and blower, valve, and diffuser specifications and curves. 2.2 Develop Piping Network Model Develop a model of the piping network in SIMBA#. 2.3 Incorporate Blower Curves Add the blower curves for the existing blowers along with any new blowers to be considered into the SIMBA#model. Link Aeration Model to Process Model 2.4 Link the piping network model with the previously developed process model in SIMBA#. 2.5 Assess Current Air Demands (with and without air flow to chlorine contact basins at peak diurnal conditions and accounting for known air leaks). Run dynamic simulations with a diurnal influent at low and high temperatures to determine the current range of air demands. 2.6 Technical Memorandum A technical memorandum (TM2) will be produced to document Task 2. Deliverables: • Aeration Piping and Process Model • Technical memorandum (TM2) Task 3—Evaluation of Options to Upgrade Aeration System 3.1 Establish Envelope of Air Demands. Develop likely range of airflows based on current demands (including air leaks) and potential to reduce air demand with improved piping. 3.2 Develop up to 4 Blower System Improvement Options. Include: (1) new blower(s) using established technology; (2) new blower(s) using emerging or innovative technology; (3) refurbish existing blowers. Consider Water Proprietary and Confidential Page 2 of 3 CONTROLLED when read online WTR-FM-PM-0510,dtd,41412017 Printed copy is UNCONTROLLED WATER AND WASTEWATER DESIGN PROJECTS Page 3 of 3 ATTACHMENT A— SCOPE OF SERVICES 4/12/2019 redundancy requirements for each option. 3.3 Carry Out a Business Case Evaluation (BCE) for Options from Task 3.2 3.4 Blower Workshop Carry out a workshop to present BCE and gain feedback from stakeholders 3.5 Technical Memorandum A technical memorandum (TM3) will be produced to document Task 3 and provide recommendations for blower and aeration system improvements. Deliverables: • Technical memorandum (TM3) C. Project Administration Provide administration and management of project. Review ongoing activities. Monitor schedule and budget. Review progress with OWNER on a regular basis. Discuss issues with the OWNER as they are noted. 1) Project Initiation Conduct a project initiation meeting to clarify OWNER'S requirements for the project, review pertinent available data, review project staffing and organization, present initial work plan, and present initial work schedule. 2) Progress Review Participate in informal meetings with the OWNER to review progress and exchange ideas and information. 3) OWNER Provided Information OWNER to assist with data gathering and provide the following: i. Gather historical plant data ii. Provide maintenance logs iii. Provide other plant historical documents D. Fee Schedule See Attachment B E. Project Schedule See Attachment C Water Proprietary and Confidential Page 3 of 3 CONTROLLED when read online WTR-FM-PM-0510,dtd,41412017 Printed copy is UNCONTROLLED Page 1 of 2 ATTACHMENT B—FEE SCHEDULE 4/12/2019 ATTACHMENT B—FEE SCHEDULE Basic Engineering Services Task 1 - Risk Analysis $ 24,708 Task 2 - Aeration Piping Model $ 35,488 Task 3 - Evaluation of Option to Upgrade Aeration System $ 24,644 Total $84,840 er _L Nm C0 Y C N Ln �r 3 m Y ,L N tio N Q �C ei Y ul �C �r Y 7 N Q� CIA O N �a to- w = m Y � r w ^� S: LU i� d � Y U Z Y = d. Q S nl W 3: Q x v � N U ° W .r ti a, O Q v a i Q U � Z) f U M O o � o cu ~ OL x 2 Y -` o U O _o t O " ra O O > — u i w Q 3 w u Y E .-i N M ,u d ~ w CO O