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HomeMy WebLinkAboutContract 52667 CITY SECRETARY CONTRACT NO. yv _w A CITY OF FORT WORTH, TEXAS U STANDARD AGREEMENT FOR ENGINEERING RELATED PROFESSIONAL SERVICES This AGREEMENT is between the City of Fort Worth, a Texas home-rule municipality ("CITY"), and Jacobs Engineering Group, Inc., authorized to do business in Texas, ("ENGINEER"), for a PROJECT generally described as: Arcadia Trail Connection. Article I Scope of Services The Scope of Services is set forth in Attachment A. Article II Compensation and Term of Agreement A. The ENGINEER's compensation shall be in the amount up to $ 98,900.00 (Ninety-eight Thousand Nine Hundred Dollars) as set forth in Attachment B. B. Unless otherwise terminated pursuant to Article VI. D. herein, this Agreement shall be for a term beginning upon the effective date, as described below, and shall continue until the expiration of funds or completion of the subject matter contemplated herein, whichever occurs first. 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. City of Fort Worth,Texas OFFICIAL REC Uh Standard Agreement for Engineering Related Design Services(Revised Date: 11.11.17) Arcadia Trail Connection CITY SECRETARY Page 1 of 17 FT. WORTH, TX (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 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 City of Fort Worth,Texas Standard Agreement for Engineering Related Design Services(Revised Date:11.11.17) Arcadia Trail Connection Page 2 of 17 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. (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 City of Fort Worth,Texas Standard Agreement for Engineering Related Design Services(Revised Date:11.11.17) Arcadia Trail Connection Page 3 of 17 the agreement between CITY and ENGINEER be construed as requiring ENGINEER to make exhaustive or continuous on-site inspections to 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 City of Fort Worth,Texas Standard Agreement for Engineering Related Design Services(Revised Date:11.11.17) Arcadia Trail Connection Page 4 of 17 the construction contractor that 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 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. 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:11.11.17) Arcadia Trail Connection 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 additional 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: 11.11.17) Arcadia Trail Connection 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. City of Fort Worth,Texas Standard Agreement for Engineering Related Design Services(Revised Date: 11.11.17) Arcadia Trail Connection Page 7 of 17 d. Any failure on part of the CITY to attach the required insurance 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. City of Fort Worth,Texas Standard Agreement for Engineering Related Design Services(Revised Date:11.11.17) Arcadia Trail Connection Page 8 of 17 I. The CITY shall not be responsible for the direct payment of any insurance premiums required by this agreement. m. Subconsultants 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 subconsultants/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 City of Fort Worth,Texas Standard Agreement for Engineering Related Design Services(Revised Date:11.11.17) Arcadia Trail Connection Page 9 of 17 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 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 City of Fort Worth,Texas Standard Agreement for Engineering Related Design Services(Revised Date: 11.11.17) Arcadia Trail Connection Page 10 of 17 required by the CITY in a timely manner in accordance with the project schedule prepared in accordance with Attachment D. 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." City of Fort Worth,Texas Standard Agreement for Engineering Related Design Services(Revised Date: 11.11.17) Arcadia Trail Connection Page 11 of 17 (2) This AGREEMENT gives no rights or benefits to anyone other than the CITY and the ENGINEER and there are no third-party beneficiaries. (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 may secure Builders Risk/installation insurance 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. City of Fort Worth,Texas Standard Agreement for Engineering Related Design Services(Revised Date: 11.11.17) Arcadia Trail Connection Page 12 of 17 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 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. by the City for its convenience upon 30 days' written notice to ENGINEER. 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: City of Fort Worth,Texas Standard Agreement for Engineering Related Design Services(Revised Date:11.11.17) Arcadia Trail Connection Page 13 of 17 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'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 to the extent that the damage is 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. 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: 11.11.17) Arcadia Trail Connection Page 14 of 17 I. 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. J. 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. K. Immigration Nationality Act ENGINEER 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, ENGINEER shall provide CITY with copies of all 1-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. ENGINEER 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 ENGINEER employee who is not legally eligible to perform such services. ENGINEER SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY ENGINEER, ENGINEER'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR LICENSEES. CITY, upon written notice to ENGINEER, shall have the right to immediately terminate this Agreement for violations of this provision by ENGINEER. L. Prohibition On Contracts With Companies Boycotting Israel ENGINEER acknowledges that in accordance with Chapter 2270 of the Texas Government Code, the CITY is prohibited from entering into a contract with a City of Fort Worth,Texas Standard Agreement for Engineering Related Design Services(Revised Date:11.11.17) Arcadia Trail Connection Page 15 of 17 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, ENGINEER certifies that ENGINEER's signature provides written verification to the CITY that ENGINEER: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. 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 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 Jacobs Engineering Group, Inc. Fernando Costa Assistant City Manager Date: R (Signatory's Printed Name) Lie-- �� (Signatory's Printed itle) Date: VVIMV17941 &19 City of Fort Worth,Texas Standard Agreement for Engineering Related Design Services(Revised Date: 11.11.17) OFFICIAL RECORD Trail Connection Page 16 of 17 CITY SECRETARY FT. WORTH,TX APPROVAL RECOMMENDED: By: _ j/1"t //'/� /Ii:�4­1 R char Zavala Director, Park & Recreation Department 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. Dwig Taylo Proje NI g APPROVED AS TO FORM AND LEGALITY By: Douglas W. Black Senior Assistant City Attorney 0R ATTEST: �orm 1295 No: N/A -1�Z ' `' ! M&C No: N/A M ay r City Secretary M&C Date: N/A City of Fort Worth,Texas OFFICIAL RECORD Standard Agreement for Engineering Related Design Services(Revised Date:11.11.17) Arcadia Trail Connection CITY SECRETARY Page 17 of 17 FT. WORTH, TX Attachment A Scope of Services PROJECT DESCRIPTON Background A gap of approximately 1135 feet currently exists in Fort Worth's Arcadia Trail located in the Arcadia Trail Park trail system in northeast Fort Worth adjacent to the City of Watauga city limits. Purpose The purpose of this project is to finalize design for a new low water bridge and adjoining spur trails. When construction is completed, the project will connect the existing Fort Worth Arcadia Trail Park 8-mile trail system to the existing Watauga Whites Branch 15-mile trail system. The final design will be based on the recently completed schematic design for the project. Anticipated Project Improvements The new bridge crossing will include cast-in-place concrete abutments, steel I-beam supported single span of approximate 40-foot-length, and wood plank decking and edge curb. The height of bridge above creek flow line will be limited to maximum of thirty inches to eliminate the need for guardrail and minimize the flood profile of the bridge. The adjoining concrete trail spurs will be concrete paved in 8 to 10-foot width (as directed by City). Services Overview Basic services of the project work include preparation of construction documents (plans, specifications, and estimates)for anticipated project improvements. Special services of the project work include geotechnical investigation, floodplain development permit application,TDLR submittal, and contingency services. Schedule Overview The CITY currently anticipates the following overall schedule for completion of the project (including final design phase, bid and award phase, and construction phase): Final Design Phase (12 months) Sep 2019 - Aug 2020 Bid&Award Phase (6 months) Sep 2020 - Feb 2021 Construction Phase (12 months) Mar 2021 - Feb 2022 Attachment A Scope of Services Arcadia Trail Connection Page 1 of 7 BASIC SERVICES ENGINEER shall be responsible for undertaking the following tasks for the project. Submittal deliverables shall be as noted in individual subtask descriptions below. 1. Coordination/Management/Communication ENGINEER shall perform the followingtasks: A) Attend one (1) project kick-off meeting(up to two-hour duration)with the CITY to review project scope, schedule, deliverables, and expectations for the project. B) Lead and manage the ENGINEER and sub-consultant design team throughout the project. C) Communicate as appropriate and necessary by email and phone with CITY staff. D) Provide to the CITY a one-page project status report on the last business day of each month throughout the project. E) Participate in meetings with CITY staff as noted specifically in each task described below. 2. Construction Documents(60%/90%/ 100%/Sealed Submittals) ENGINEER shall perform the following tasks: A) Prepare preliminary and final construction documents as described below for all anticipated improvements, incorporating CITY input and guidance from previous tasks. Design for all improvements shall follow applicable current CITY design standards and details unless directed otherwise by CITY. The construction documents shall be prepared and submitted by ENGINEER to CITY for review at the following levels of completion: 60%/90%/ 100%/Sealed. Prepare and submit plans, specifications, and cost opinion submittals in the formats and quantities described below to CITY for review. 1. Plan Requirements The preliminary and final construction document plans shall include, at a minimum, the following in the sheet format provided by CITY and in the order shown below: a. Cover sheet (1 sheet) b. General notes sheet (1 sheet) C. Summary of quantities sheet (show overall quantities, Fort Worth quantities, and Watauga quantities) (1 sheet) Attachment A Scope of Services Arcadia Trail Connection Page 2 of 7 d. Overall site plan (with key map and references to plan sheets as noted below) (1 sheet) e. Plan and detail sheets (as described below; include item quantities table on each plan sheet indicating overall quantities, Fort Worth quantities, and Watauga quantities) (number of plan and detail sheets as required per item for legibility and scalability in both full-size and half-size sheet format;minimum font size 12 point on full-size sheets and 6 point on half- size sheets) (all plan sheets shall clearly indicate Fort Worth — Watauga city limit line for reference, as directed by CITY) 1. Non-bridge Improvement Plan and Detail Sheets a) Tree protection plan and details b) Erosion control plan and details c) Construction site temporary elements plan (and details, as indicated): access point(s), circulation and haul route limits (if any), fencing w/details, equipment and material storage limits(if any), project sign w/details,etc.) d) Site Demolition plan e) Grading/drainage plan and details (w/existing and proposed 1-foot contours; proposed critical spot elevations); proposed drainage features (if any) plan and details (swales, berms, channels, headwalls, flumes, inlets, pipes, etc.); proposed retaining walls or slope protection features(if any) plan and details, (cast-in-place concrete, mechanically-stabilized- earth, stacked stone, boulders, stone lining, etc.) Trail grading will be indicated by contour lines and a chart showing trail centerline finish grades at selected points. (This scope does not include profiles of trail alignment.) f) Dimension control plan (location of benchmarks and reference points, key large-scale layout dimensions for improvements, etc.). Detailed horizontal layout of trail will be indicated on plan and/or chart showing N/E coordinates for trail centerline (or offset) at selected points. g) Trail paving plan and details h) Planting plan for revegetation of disturbed areas of native and/or turf grasses (indicating species-appropriate selection of sod or seed and watering requirements for full grass establishment by contractor) Attachment A Scope of Services Arcadia Trail Connection Page 3 of 7 2. Bridge Improvement Plan and Detail Sheets a) Bridge layout plan (location of abutments, span(s), pier(s), wing wall(s), slope stabilization, etc.) b) East and west bridge abutment/wing wall plan and details c) Upstream/downstream bank stabilization plan and details d) Bridge 'pier and deck' plan and details The preliminary and final construction document plans shall be submitted in 22" x 34" (full size, 8 copies)/11" x 17" (half size, 2 copies) black and white, with black heavy paper stapled binding strip on left side, for each submittal level (60%/90% / 100% / Sealed). (SPECIAL NOTE: At 90% submittal, ENGINEER shall also provide a full-size FINAL mylar cover sheet in format provided by CITY for CITY's internal routing during CITY's internal review of 90%submittal.) 2. Specifications Requirements The preliminary and final construction document specifications shall be submitted in 8-1/2" x 11" black and white, in format provided by CITY, printed one side, as follows: a. 60%Submittal Table of contents page(s) listing all proposed specification sections b. 90%and 100%Submittals 3-ring binder containing front cover(w/project info), back cover,table of contents, front-end documents provided by CITY, bidder proposal form in format provided by CITY, and all technical specification sections C. Sealed Submittal Unbound front cover (w/ project info), back cover, table of contents, front-end documents provided by CITY, bidder proposal form in format provided by CITY, and all technical specification sections 3. Cost Opinion Requirements The ENGINEER's preliminary and final documents opinion of probable construction cost shall be based on the quantities indicated on the ENGINEER's plans and on unit prices current at the time of the cost opinion preparation for Attachment A Scope of Services Arcadia Trail Connection Page 4 of 7 each submittal level.The cost opinion shall be submitted in 8-1/2" x 11" black and white, in format provided by CITY, printed one side. Attend one (1) meeting (anticipated two-hour duration) with the CITY to discuss CITY review comments for each unsealed submittal(60%/90%/100%)and obtain CITY input and guidance prior to proceeding with preparation of next submittal. ENGINEER shall, at request of CITY, transmit to CITY electronic copies of ENGINEER work product components including but not limited to data, photos, images, text, designs, cost opinions, etc. for project-related use by CITY including but not limited to project budgeting, project coordination/communication,etc. SPECIAL SERVICES 1. Special Service-Geotechnical Investigation ENGINEER shall perform the following tasks: A) Conduct geotechnical investigation, analysis, and report preparation as required to provide recommendations as necessary for completion of construction documents for design of low-water bridge (abutments, pier(s), wing wall(s), slope stabilization, etc.) and on-grade trail construction. The following itemized geotechnical services are to be provided: 1. Utilizing a truck-mounted drill rig, and ONLY after CITY's written approval of ENGINEER's proposed boring locations and access routes, drill the following: a. Two(2) borings,one for each proposed bridge abutment,each to a depth of 25 feet, each at or near proposed bridge/trail centerline, each within approximately seventy-five (75) feet or less from the proposed bridge abutment locations (one boring east of creek channel and one boring west of creek channel)to determine design recommendations forbridge abutments/piers and adjacent on-grade trails. 2. Sampling shall be performed continuously to a depth of 10 feet and then at 5- foot intervals until termination depth. If bedrock is encountered, the rock shall be drilled by auger and Texas Cone Penetrometer Testing shall be conducted in lieu of sampling. These borings shall be used to determine site stratigraphy and to obtain samples for laboratory testing. Shelby tube sampling shall be Attachment A Scope of Services Arcadia Trail Connection Page 5 of 7 performed in cohesive soils and split spoon sampling shall be performed in cohesionless soils. 3. Selected laboratory testing shall be conducted on samples that are representative of the materials obtained during the field exploration.The tests shall be used to evaluate and classify the soils and identify subsurface site characteristics. All of the field and laboratory tests shall be performed according to ASTM standards, where applicable, or with other established procedures. 4. A geotechnical report of the study shall be prepared by a Texas-licensed professional engineer specializing in soil mechanics and foundation engineering after reviewing available structural, geological, boring, and laboratory data. In general, the following items shall be included in the report: a. Plan of boring locations b. Table of laboratory results C. Boring logs d. Generalized subsurface conditions e. Groundwater level observations f. Concrete trail pavement recommendations g. Recommendations for design of pavement/base for proposed concrete trail connections h. Recommendations for design of proposed low-water bridge(abutments, pier(s), wing wall(s), slope stabilization,etc.) 2. Special Service-Floodplain Development Permit ENGINEER shall perform the following tasks: A) Prepare and submit a City of Fort Worth Floodplain Development Permit(FDP)application based on ENGINEER's recently completed flood study for the project and on ENGINEER's construction documents for proposed improvements within the FEMA effective 100-yr floodplain of Whites Branch (site grading, concrete trail, low-water bridge,etc.). B) Attend a meeting(up to two-hour duration)with CITY staff from Floodplain Management and Park & Recreation departments to review the ENGINEER's plans (including ENGINEER's requested use of pre-fabricated low-water bridge system), ENGINEER's project flood study indicating 0.0' rise impact, and ENGINEER's FPD application.Timing of this meeting relative Attachment A Scope of Services Arcadia Trail Connection Page 6 of 7 to overall project duration shall be determined and scheduled by CITY and coordinated with ENGINEER. C) Assumptions: 1. No hydrologic or hydraulic modeling will be performed on Whites Branch. 2. This scope of work assumes that the previously approved flood study achieved 0.0' rise and a Conditional Letter of Map Revision is not required. 3. A Letter of Map Revision (LOMR) and as-built survey are not included in thisscope. 4. The FDP expires after 2 years if no work has commenced, additional submittals can be provided with additional services. 3. Special Service-TDLR Submittal ENGINEER shall perform the following tasks: A) Concurrent with ENGINEER's submittal of 90%construction documents to CITY for review, ENGINEER shall submit 90%sealed construction document plans to TDLR (Texas Department of Licensing and Regulation) for project registration and TAS (Texas Accessibility Standards) design review. 4. Special Service-Contingency Services A) if requested by CITY and agreed to by CITY and ENGINEER in writing prior to ENGINEER's performance, ENGINEER shall provide additional assistance to the CITY related to the BASIC SERVICES and SPECIAL SERVICES already being provided. This service will be provided on an hourly basis at established rates and an agreed upon scope of work and deliverable. CLARIFICATIONS AND EXCLUSIONS 1. Any services and/or work products by ENGINEER beyond those specifically described above are not included in the project unless mutually agreed to by CITY and ENGINEER in writing prior to performance of such services. 2. CITY shall provide review, coordination, and submittals related to historic and/or cultural resources. 3. CITY shall provide review, coordination, and submittals related to CITY tree preservation ordinance. End of Scope Attachment A Scope of Services Arcadia Trail Connection Page 7 of 7 Attachment B Compensation The services described in Attachment A Scope of Services shall be provided within the overall fee total amount indicated below. The overall fee total shown shall not be exceeded without prior written authorization from the CITY. Payment for the services described in Attachment A Scope of Services shall be invoiced to the CITY on a monthly basis. Invoice amount by task shall be based upon percentage completed for each lump sum task. Below is a fee breakdown by task for the services described in Attachment A Scope of Services: Task Fee BASIC SERVICES 1. Coordination/Management/Communication $ 13,000 2. Construction Documents (60%/90%/100%/Sealed Submittals) 65,700 Subtotal $ 78,700 SPECIAL SERVICES 1. Special Service—Geotechnical Borings $ 9,200 2. Special Service—Floodplain Development Permit $ 5,300 3. Special Service—TDLR Submittal $ 1,700 4. Special Service—Contingency Services 4,000 Subtotal 20,200 Total Fee for Services $ 98,900 Attachment B Compensation Arcadia Trail Connection Page 1 of 1 Attachment C Amendments to Standard Agreement for Engineering Related Professional Services Add the following to Article IV, Paragraph I: The CITY has established a small business enterprise (SBE) goal of 10%for this contract. Add the following to Article VI, General Legal Provisions: M. Interpretation Limitations on liability and indemnities in this AGREEMENT are business understandings between 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. N. Changes of Work The ENGINEER shall make such revisions in the work included in this AGREEMENT which has been completed as are necessary to correct errors appearing therein when required to do so by the City without undue delays and without additional cost to the CITY. If the CITY finds it necessary to request changes to previously satisfactorily completed work or parts thereof, the ENGINEER shall make such revisions if requested and as directed by the CITY. This will be considered as additional work and paid for as specified under Additional Work. Attachment C Amendments to Standard Agreement for Engineering Related Professional Services(Revised Date:11.11.17) Arcadia Trail Connection Page 1 of 3 O. Additional Work Work not specifically described under"Scope of Services" must be approved by supplemental agreement to this AGREEMENT by the CITY before it is undertaken by the ENGINEER. If the ENGINEER is of the opinion that any work he has been directed to perform is beyond t he scope of this agreement and constitutes extra work, he shall promptly notify the CITY in writing. In the event the CITY finds that such work does constitute extra work, then the CITY shall so advise the ENGINEER, in writing, and shall provide extra compensation to the ENGINEER for doing this work on the same basis as covered under Compensation and as provided under a supplemental agreement. The lump sum fee shall be adjusted if additional work is approved by supplemental agreement and performed by the ENGINEER. P. Consequential Damages Notwithstanding any other provision of this AGREEMENT to the contrary, the parties hereto mutually agree that neither party shall be liable to the other for any indirect, incidental, consequential, exemplary, punitive or special damages or loss of income, profit or savings of any party, including third parties, arising directly or indirectly from the parties' relationship under this AGREEMENT or applicable law. Q. Limit to Use Hard Copies As a component of the Services provided under this AGREEMENT, ENGINEER may delivery electronic copies of certain documents or data (the "Electronic Files") in addition to printed copies (the "Hard Copies") for the convenience of the CITY. The CITY and its consultants, contractors and subcontractors may only rely on the Hard Copies furnished by the ENGINEER to the CITY. If there is any discrepancy between Electronic File and the corresponding Hard Copy, the Hard Copy controls. Attachment C Amendments to Standard Agreement for Engineering Related Professional Services(Revised Date:11.11.17) Arcadia Trail Connection Page 2 of 3 R. Acceptance Procedure The CITY acknowledges that Electronic Files can be altered or modified without the ENGINEER's authorization, can become corrupted and that errors can occur in the transmission of such Electronic Files. The CITY agrees that it will institute procedures to preserve the integrity of the Electronic Files received from ENGINEER until acceptance. The CITY further agrees that it will review the Electronic Files immediately upon receipt and conduct acceptance tests within thirty (30) days, after which period the CITY shall be deemed to have accepted the Electronic Files as received. The ENGINEER will undertake commercially reasonable efforts to correct any errors in the Electronic Files detected with in the 30-day acceptance period. The ENGINEER shall not be responsible to maintain the Electronic Files after acceptance by the CITY. S. Warranty of Compatibility The ENGINEER does warrant and represent that the Electronic Files will be compatible with or useable or readable by systems used by the C I TY and its consultants, contractors and subcontractors. The ENGINEER is not responsible for any problems in the interaction of the Electronic Files with other software used by the CITY or its consultants, contractors andsubcontractors. Attachment C Amendments to Standard Agreement for Engineering Related Professional Services(Revised Date:11.11.17) Arcadia Trail Connection Page 3 of 3 Attachment D Schedule The services described in Attachment A Scope of Services shall be provided within the overall time schedule indicated below. The project is anticipated to be completed within approximately twelve (12) months (approximately 52 weeks). Below is a schedule breakdown by task for the services described in Attachment A Scope of Services: Task Duration BASIC SERVICES 1. Coordination/Management/Communication (during Basic Task z below) N/A 2. Construction Documents (60%/90%/100%/Sealed Submittals) 52 Weeks Subtotal 52 Weeks SPECIAL SERVICES 1. Special Service—Geotechnical Borings(during Basic Task z above) N/A 2. Special Service—Floodplain Development Permit(during Basic Task above) N/A 3. Special Service—TDLR Submittal (during Basic Task 2 above) N/A 4. Special Service—Contingency Services(during Basic Task 2 above) N/A Subtotal N/A Total Project Duration 52 Weeks Attachment D Schedule Arcadia Trail Connection Page 1 of 1 Attachment E Project Location Map Project location is shown below. i. � Y I 4 i r Arcadia Trail Connection Located 2 miles east of 1-35W and 1-112 miles north of 1-820 in north Fort Worth, the Arcadia Trail Connection project will eliminate a 114 mile length gap in the 8-mile Arcadia Trail Park trail system. The project will also provide a low-water bridge crossing over Whites Branch creek and connect to 15 miles of trails and parks in Watauga and Haltom City. Attachment E Project Location Map Arcadia Trail Connection Page 1 of 1