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HomeMy WebLinkAboutContract 36193 (2) �atC ;rTi�RY _.C��,Jr��,r.°�,`r ti�O. Y CITY OF FORT WORTH, TEXAS LL(b STANDARD AGREEMENT FOR ENGINEERING SERVICES This AGREEMENT is between the City of Fort Worth (the "CITY"), and Freese and Nichols, Inc., (the "ENGINEER"), for a PROJECT generally described as: Lancaster Pedestrian Bridge — Final Design Article I Scope of Services A. The Scope of Services is set forth in Attachment A. Article II Compensation A. The ENGINEER's compensation is set forth in Attachment B. Article III Terms of Payment Payments to the ENGINEER will be made as follows: A. Invoice and Payment (1) The Engineer shall provide the City sufficient documentation to reasonably substantiate the invoices. (2) The ENGINEER will issue monthly invoices for all work performed under this AGREEMENT. Invoices are due and payable within 30 days of receipt. (3) Upon completion of services enumerated in Article I, the final payment of any balance will be due within 30 days of receipt of the final invoice. (4) In the event of a disputed or contested billing, only that portion so contested 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, including interest. In the event of suspension of sepiees;the ENGINEER shall have no liability to CITY for delays or damage's caused the CITY because of such suspension of services. STANDARD ENGINEERING AGREEMENT(REV 10/06/05) Page 1 of 15 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 standard of care applicable to the ENGINEER's services will be the degree of skill and diligence normally employed in the State of Texas by professional engineers or consultants performing the same or similar services at the time such services are performed. C. Subsurface Investigations (1) The ENGINEER shall advise the CITY with regard to the necessity for subcontract work such as special surveys, tests, test borings, or other subsurface investigations in connection with design and engineering work to be performed hereunder. The ENGINEER shall also advise the CITY conceming 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 plastic film sheets, 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. STANDARD ENGINEERING AGREEMENT(REV 10/06/05) Page 2 of 15 1 E. Engineer's Personnel at Construction Site (1) The presence or duties of the ENGINEER's personnel at a construction site, whether as on-site representatives or otherwise, do not make the ENGINEER or its personnel in any way responsible for those duties that belong to the CITY and/or the CITY's construction contractors or other entities, and do not relieve the construction contractors or any other entity of their obligations, duties, and responsibilities, including, but not limited to, all construction methods, means, techniques, sequences, and procedures necessary for coordinating and completing all portions of the construction work in accordance with the Contract Documents and any health or safety precautions required by such construction work. The ENGINEER and its personnel have no authority to exercise any control over any construction contractor or other entity or their employees in connection with their work or any health or safety precautions. (2) Except to the extent of specific site visits expressly detailed and set forth in Attachment A, the ENGINEER or its personnel shall have no obligation or responsibility to visit the construction site to become familiar with the progress or quality of the completed work on the PROJECT or to determine, in general, if the work on the PROJECT is being performed in a manner indicating that the PROJECT, when completed, will be in accordance with the Contract Documents, nor shall anything in the Contract Documents or the agreement between CITY and ENGINEER be construed as requiring ENGINEER to make exhaustive or continuous on-site inspections to discover latent defects in the work or otherwise check the quality or quantity of the work on the PROJECT. If, for any reason, the ENGINEER should make an on-site observation(s), on the basis of such on-site observations, if any, the ENGINEER shall endeavor to keep the CITY informed of any deviation from the Contract Documents coming to the actual notice of ENGINEER regarding the PROJECT. (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 STANDARD ENGINEERING AGREEMENT(REV 10/06/05) Page 3 of 16 conditions; time or quality of performance by third parties; quality, type, management, or direction of operating personnel; and other economic and operational factors that may materially affect the ultimate PROJECT cost or schedule. Therefore, the ENGINEER makes no warranty that the CITY's actual PROJECT costs, financial aspects, economic feasibility, or schedules will not vary from the ENGINEER's opinions, analyses, projections, or estimates. G. Construction Progress Payments Recommendations by the ENGINEER to the CITY for periodic construction progress payments to the construction contractor will be based on the ENGINEER's knowledge, information, and belief from selective sampling and observation that the work has progressed to the point indicated. Such recommendations do not represent that continuous or detailed examinations have been made by the ENGINEER to ascertain that the construction contractor has completed the work in exact accordance with the Contract Documents; that the final work will be acceptable in all respects; that the ENGINEER has made an examination to ascertain how or for what purpose the construction contractor has used the moneys paid; that title to any of the work, materials, or equipment has passed to the CITY free and clear of liens, claims, security interests, or encumbrances; or that there are not other matters at issue between the CITY and the construction contractor that 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 and Woman Business Enterprise (M/WBE) Participation In accord with City of Fort Worth Ordinance No. 15530, the City has goals for the participation of minority business enterprises and woman business enterprises in City contracts. Engineer acknowledges the M/WBE goal established for this contract and its commitment to meet that goal. 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 three (3) years STANDARD ENGINEERING AGREEMENT(REV 10/06/05) Page 4 of 15 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 three (3) 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 together with subsection (3)hereof. CITY shall give subcon-sultant 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. ENGINEER's Insurance (1) Insurance coverage and limits: ENGINEER shall provide to the City certificate(s) of insurance documenting policies of the following coverage at minimum limits that are to be in effect prior to commencement of work on the PROJECT: Commercial General Liability $1,000,000 each occurrence $2,000,000 aggregate Automobile Liability $1,000,000 each accident on a combined single limit or $250,000 Property Damage $500,000 Bodily Injury per person per occurrence A commercial business policy shall provide coverage on "Any Auto", defined as autos owned, hired and non-owned when said vehicle is used in the STANDARD ENGINEERING AGREEMENT(REV 10/06/05) Page 5 of 15 course of the PROJECT. Worker's Compensation Coverage A: Statutory limits Coverage B: Employer's Liability $100,000 each accident $500,000 disease - policy limit $100,000 disease - each employee Professional Liability $1,000,000 each claim $2,000,000 aggregate Professional liability shall be written on a claims-made basis and 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) Certificates of insurance evidencing that the ENGINEER has obtained all required insurance shall be delivered to the CITY prior to ENGINEER proceeding with the PROJECT. (a) Applicable policies shall be endorsed to name the CITY an Additional Insured thereon, as its interests may appear. The term CITY shall include its employees, officers, officials, agents, and volunteers as respects the contracted services. (b) Certificate(s) of insurance shall document that insurance coverage specified in this agreement are provided under applicable policies documented thereon. (c) Any failure on part of the CITY to request required insurance documentation shall not constitute a waiver of the insurance requirements. (d) A minimum of forty-five (45) 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. Such terms shall be endorsed onto ENGINEER's insurance policies. Notice shall be sent to the respective Department Director (by name), City of Fort Worth, 1000 Throckmorton, Fort Worth, Texas 76102. (e) Insurers for all policies must be authorized to do business in the State of STANDARD ENGINEERING AGREEMENT(REV 10/06/05) Page 6 of 15 Texas and have a minimum rating of A: VII in the current A.M. Best Key Rating Guide or have reasonably equivalent financial strength and solvency to the satisfaction of Risk Management. (f) Deductible limits, or self insured retentions, affecting insurance required herein shall be acceptable to the CITY in its sole discretion; and, in lieu of traditional insurance, any alternative coverage maintained through insurance pools or risk retention groups must be also approved. Dedicated financial resources or letters of credit may also be acceptable to the City. (g) Applicable policies shall each be endorsed with a waiver of subrogation in favor of the CITY as respects the PROJECT. (h) 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. (i) The Commercial General Liability insurance policy shall have no exclusions by endorsements unless the CITY approves such exclusions in writing. Q) For all lines of coverage underwritten on a claims-made basis, other than Professional Liability, the retroactive date shall be 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) The CITY shall not be responsible for the direct payment of any insurance premiums required by this agreement and all insurance required in this section, with the exception of Professional Liability, shall be written on an occurrence basis. (1) Sub consultants and subcontractors to/of the ENGINEER shall be required by the ENGINEER to maintain the same or reasonably equivalent insurance coverage as required for the ENGINEER. When sub consultants/subcontractors maintain insurance coverage, ENGINEER shall provide CITY with documentation thereof on a certificate of insurance. L. Independent Consultant The ENGINEER agrees to perform all services as an independent consultant and not as a subcontractor, agent, or employee of the CITY. M. Disclosure STANDARD ENGINEERING AGREEMENT(REV 10/06/05) Page 7 of 15 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 ENGINEER will, if requested, assist the CITY in obtaining the services of a qualified subcontractor to manage the remediation activities of the PROJECT. O. Permitting Authorities - Design Changes If permitting authorities require design changes so as to comply with published design criteria and/or current engineering practice standards which the ENGINEER should have been aware of at the time this Agreement was executed, the ENGINEER shall revise plans and specifications, as required, at its own cost and expense. However, if design changes are required due to the changes in the permitting authorities' published design criteria and/or practice standards criteria which are published after the date of this Agreement which the ENGINEER could not have been reasonably aware of, the ENGINEER shall notify the CITY of such changes and an adjustment in compensation will be made through an amendment 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 and will provide labor and safety equipment as required by the ENGINEER for such access. The CITY will perform, at no cost to the ENGINEER, such tests of equipment, machinery, STANDARD ENGINEERING AGREEMENT(REV 10/06/05) Page 8 of 15 pipelines, and other components of the CITY's facilities as may be required in connection with the ENGINEER's services. The CITY will be responsible for all acts of the CITY's personnel. C. Advertisements, Permits, and Access Unless otherwise agreed to in the Scope of Services, the CITY will obtain, arrange, and pay for all advertisements for bids; permits and licenses required by local, state, or federal authorities; and land, easements, rights-of-way, and access necessary for the ENGINEER's services or PROJECT construction. D. Timely Review The CITY will examine the ENGINEER's studies, reports, sketches, drawings, specifications, proposals, and other documents; obtain advice of an attorney, insurance counselor, accountant, auditor, bond and financial advisors, and other consultants as the CITY deems appropriate; and render in writing decisions required by the CITY in a timely manner in accordance with the project schedule in Attachment A. 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 N.E. regarding the ENGINEER's Personnel at Construction Site, and provisions providing contractor indemnification of the CITY and the ENGINEER for contractor's negligence. STANDARD ENGINEERING AGREEMENT(REV 10/06/05) Page 9 of 15 H. Contractor Claims and Third-Party Beneficiaries (1) The CITY agrees to include the following clause in all contracts with construction contractors and equipment or materials suppliers: "Contractors, subcontractors and equipment and materials suppliers on the PROJECT, or their sureties, shall maintain no direct action against the ENGINEER, its officers, employees, and subcontractors, for any claim arising out of, in connection with, or resulting from the engineering services performed. Only the CITY will be the beneficiary of any undertaking by the ENGINEER." (2) This AGREEMENT gives no rights or benefits to anyone other than the CITY and the ENGINEER and there are no third-party beneficiaries. (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 V.H. shall be construed as a waiver of any right the CITY has to bring a claim against ENGINEER. I. CITY's Insurance (1) The CITY may maintain property insurance on certain pre-existing structures associated with the PROJECT. (2) The CITY will ensure that Builders Risk/Installation insurance is maintained at the replacement cost value of the PROJECT. The CITY may provide ENGINEER a copy of the policy or documentation of such on a certificate of insurance. (3) The CITY will specify that the Builders Risk/installation insurance shall be comprehensive in coverage appropriate to the PROJECT risks. J. Litigation Assistance The Scope of Services does not include costs of the ENGINEER for required or requested assistance to support, prepare, document, bring, defend, or assist in litigation undertaken or defended by the CITY. In the event CITY requests such services of the ENGINEER, this AGREEMENT shall be amended or a separate agreement will be negotiated between the parties. K. Changes The CITY may make or approve changes within the general Scope of Services STANDARD ENGINEERING AGREEMENT(REV 10/06/05) Page 10 of 15 in this AGREEMENT. If such changes affect the ENGINEER's cost of or time required for performance of the services, an equitable adjustment will be made through an amendment to this AGREEMENT with appropriate CITY approval. Article VI General Legal Provisions Amendments to Article VI, if any, are included in Attachment C. A. Authorization to Proceed ENGINEER shall be authorized to proceed with this AGREEMENT upon 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. D. Termination (1) This AGREEMENT may be terminated only by the City for convenience on 30 days' written notice. This AGREEMENT may be terminated by either the CITY or the ENGINEER for cause if either party fails substantially to perform through no fault of the other and does not commence correction of such nonperformance with 5 days of written notice and diligently complete the correction thereafter. (2) If this AGREEMENT is terminated for the convenience of the City, the ENGINEER will be paid for termination expenses as follows: a.) Cost of reproduction of partial or complete studies, plans, specifications or other forms of ENGINEER'S work product; b.) Out-of-pocket expenses for purchasing storage containers, microfilm, electronic data files, and other data storage supplies or services; STANDARD ENGINEERING AGREEMENT(REV 10/06/05) Page 11 of 15 c.) The time requirements for the ENGINEER'S personnel to document the work underway at the time 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 (1) The ENGINEER agrees to indemnify and defend the CITY from any loss, cost, or expense claimed by third parties for property damage and bodily injury, including death, caused solely by the negligence or willful misconduct of the ENGINEER, its employees, officers, and subcontractors in connection with the PROJECT. (2) If the negligence or willful misconduct of both the ENGINEER and the CITY (or a person identified above for whom each is liable) is a cause of such damage or injury, the loss, cost, or expense shall be shared between the ENGINEER and the CITY in proportion to their relative degrees of negligence or willful misconduct as determined pursuant to T.C.P. & R. Code, section 33.011(4) (Vernon Supplement 1996). G. Assignment Neither party shall assign all or any part of this AGREEMENT without the prior written consent of the other party. H. Interpretation Limitations on liability and indemnities in this AGREEMENT are business understandings between the parties and shall apply to all the different theories of recovery, including breach of contract or warranty, tort including negligence, strict or statutory liability, or any other cause of action, except for willful misconduct or gross negligence for limitations of liability and sole negligence for indemnification. Parties mean the CITY and the ENGINEER, and their officers, employees, agents, and subcontractors. I. Jurisdiction STANDARD ENGINEERING AGREEMENT(REV 10/06/05) Page 12 of 15 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. J. Alternate Dispute Resolution (1) All claims, disputes, and other matters in question between the CITY and ENGINEER arising out of, or in connection with this Agreement or the PROJECT, or any breach of any obligation or duty of CITY or ENGINEER hereunder, will be submitted to mediation. If mediation is unsuccessful, the claim, dispute or other matter in question shall be submitted to arbitration if both parties acting reasonably agree that the amount of the dispute is likely to be less than $50,000, exclusive of attomey's fees, costs and expenses. Arbitration shall be in accordance with the Construction Industry Arbitration Rules of the American Arbitration Association or other applicable rules of the Association then in effect. Any award rendered by the arbitrators less than $50,000, exclusive of attorney's fees, costs and expenses, will be final, judgment may be entered thereon in any court having jurisdiction, and will not be subject to appeal or modification except to the extent permitted by Sections 10 and 11 of the Federal Arbitration Act (9 U.S.C. Sections 10 and 11). (2) Any award greater than $50,000, exclusive of attorey's fees, costs and expenses, may be litigated by either party on a de novo basis. The award shall become final ninety (90) days from the date same is issued. If litigation is filed by either party within said ninety (90) day period, the award shall become null and void and shall not be used by either party for any purpose in the litigation. K. 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.H., VI.I., and VI.J. shall survive termination of this AGREEMENT for any cause. L. 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 STANDARD ENGINEERING AGREEMENT(REV 10/06/05) Page 13 of 15 regulation, whether it be by itself or its employees. Article vii Attachments, Schedules, and Signatures This AGREEMENT, including its attachments and schedules, constitutes the entire AGREEMENT, supersedes all prior written or oral understandings, and may only be changed by a written amendment executed by both parties. The following attachments and schedules are hereby made a part of this AGREEMENT: Attachment A - Scope of Services Attachment B-Compensation (REMAINDER OF PAGE INTENTIONALLY LEFT BLANK) Executed this thec,-�day of , 2007. STANDARD ENGINEERING AGREEMENT(REV 10/06/05) Page 14 of 15 ATTEST: CITY.PF FORT WORTH B Marty Hendrix ibby Watson City Secretary Assistant City Manager APPROVAL RECOMMENDED Ri to hard Zavala, Direcr P_rks and Community Services Department APPR AS OR AND GALITY ista it" ttor ATTEST: ENGINEER: Freese and Nichols, Inc. By: STANDARD ENGINEERING AGREEMENT(REV 10/06105) Page 15 of 15 5 r ATTACHMENT A TO AGREEMENT FOR ENGINEERING SERVICES BETWEEN THE CITY OF FORT WORTH (OWNER) AND FREESE AND NICHOLS, INC. FOR LANCASTER PEDESTRIAN BRIDGE - FINAL DESIGN GENERAL SCOPE OF SERVICES November 20, 2007 SECTION 1 - DESCRIPTION OF PROJECT AND AGREEMENT This Project consists of the final design of a pedestrian bridge crossing the Trinity River just south of the existing Lancaster Avenue bridge near downtown Fort Worth. The final design will involve the development of construction documents and construction phase services for the bridge. This final design is Phase II of the overall project, with Phase I being the conceptual design. SECTION 2 - BASIC SERVICES This section describes the services FNI will provide as Basic Services. I. PARK ACCESS STUDY a. Provide an exhibit showing the preferred access route from the So7th development to the pedestrian bridge. b. Construction documents for the access route are not included in this scope of services. 111. DESIGN PHASE a. Prepare drawings, specifications, and Construction Contract Documents for a pedestrian bridge crossing the Trinity River based on the conceptual design approved during Phase I of this project. b. Perform a geotechnical investigation of the site as described in Attachment B. c. Perform a hydraulic analysis of the bridge to determine the impact the bridge has on the ability of the local floodplain to pass floods. i. Prepare a CDC permit submittal for the CITY to submit for approval. The CDC permit will require approval from the USACE and conformance from the other member CDC member cities. ii. Prepare recommendations for mitigation of anticipated floodplain-related problems such as FEMA or CDC compliance. We anticipate that compliance with FEMA and CDC criteria will not require FEMA map revisions, channel improvement, or requests for variances. This analysis does not include applications for FEMA Conditional Letters of Map Revision or Letters of Map Revision or Requests for Variance to FEMA Attachment A-1 T:\Contract\Final designand CA phase\Attachment A-Pedestrian Bridge Final Design Scope rev2.doc NFIP criteria. These items, if needed, can be provided as an Additional Service. iii. Provide three (3) copies of the CDC permit and fifteen (15) CDC executive summaries to the CITY for distribution to the USACE, NCTCOG, and the member cities. d. Prepare an opinion of probable construction cost. e. Prepare bidder's proposal forms (project quantities) of the improvements to be constructed. f. At each review phase, furnish OWNER four (4) sets of copies of drawings (on 11"x 17" paper), specifications, and bid proposals marked "Preliminary" for approval by OWNER. Upon final approval by OWNER at the 100% phase, FNI will provide OWNER ten (10) sets of copies of"Final" drawings. III. BID PHASE a. The Tarrant Regional Water District (TRWD), in an interlocal agreement with the City of Fort Worth, will oversee the bid phase. b. Assist TRWD in securing bids. Issue a Notice to Bidders to prospective contractors and vendors listed in FNI's database of prospective bidders, and to selected plan rooms. Provide a copy of the notice to bidders for TRWD to use in notifying construction news publications and publishing appropriate legal notice. The cost for publications shall be paid by TRWD. c. Print Bid Documents and distribute to selected plan rooms, and to prospective bidders that respond to the Notice to Bidders. d. Maintain information on entities that have been issued a set of bid documents. Distribute information on plan holders to interested contractors and vendors on request. e. Assist TRWD by responding to questions and interpreting bid documents. Prepare and issue addenda to the bid documents to plan holders if necessary. f. At TRWD request, FNI will assist TRWD in the opening, tabulating, and analyzing the bids received. Review the qualification information provided by the apparent low bidder to determine if, based on the information available, they appear to be qualified to construct the project. Recommend award of contracts or other actions as appropriate to be taken by TRWD. Pre-qualification of all prospective bidders and issuing a list of eligible bidders prior to the bid opening is an additional service. g. Assist the TRWD in conducting a pre-bid conference for the construction projects and coordinate responses with TRWD. Response to the pre-bid conference will be in the form of addenda issued after the conference. h. Assist TRWD in the preparation of Construction Contract Documents for construction contracts. Provide ten (10) sets of Construction Contract Documents which include information from the apparent low bidder's bid documents, legal documents, and addenda bound in the documents for execution by TRWD and construction contractor. Additional sets of documents can be provided as an additional service. Attachment A-2 T:\Contract\Final designand CA phase\Attachment A-Pedestrian Bridge Final Design Scope rev2.doc IV. CONSTRUCTION PHASE a. TRWD, in an interlocal agreement with the City of Fort Worth, will oversee the construction phase. b. Upon completion of the bid phase services, FNI will proceed with the performance of construction phase services as described below. FNI will endeavor to protect OWNER in providing these services however, it is understood that FNI does not guarantee the Contractor's performance, nor is FNI responsible for supervision of the Contractor's operation and employees. FNI shall not be responsible for the means, methods, techniques, sequences or procedures of construction selected by the Contractor, or any safety precautions and programs relating in any way to the condition of the premises, the work of the Contractor or any Subcontractor. FNI shall not be responsible for the acts or omissions of any person (except its own employees or agents) at the Project site or otherwise performing any of the work of the Project. c. Assist TRWD in conducting pre-construction conference(s) with the Contractor(s), review construction schedules prepared by the Contractor(s) pursuant to the requirements of the construction contract. d. Review contractor's submittals, including, requests for information, modification requests, shop drawings, schedules, and other submittals in accordance with the requirements of the construction contract documents for the projects. e. Make up to 16 visits to the site (approximately twice per month, as distinguished from the continuous services of a Resident Project Representative) to observe the progress and the quality of work and to attempt to determine in general if the work is proceeding in accordance with the Construction Contract Documents. In this effort FNI will endeavor to protect TRWD against defects and deficiencies in the work of Contractors and will report any observed deficiencies to TRWD. Visits to the site in excess of the specified number are an Additional Service. f. Notify the contractor of non-conforming work observed on site visits. Review quality related documents provided by the contractor such as test reports, installation reports or other documentation required by the Construction contract documents. g. Interpret the drawings and specifications for TRWD and Contractor(s). Investigations, analyses, and studies requested by the Contractor(s) and approved by OWNER, for substitutions of equipment and/or materials or deviations from the drawings and specifications is an additional service. h. Process contract modifications and negotiate with the contractor on behalf of the TRWD to determine the cost and time impacts of these changes. Prepare change order documentation for approved changes for execution by the TRWD. Documentation of field orders, where cost to TRWD is not impacted, will also be prepared. Investigations, analyses, studies or design for substitutions of equipment or materials, corrections of defective or deficient work of the contractor or other deviations from the construction contract documents requested by the contractor and approved by TRWD are an additional service. Substitutions of materials or equipment or design modifications requested by TRWD are an additional service. Attachment A-3 T:\Contract\Final designand CA phase\Attachment A-Pedestrian Bridge Final Design Scope rev2.doc i. Prepare documentation for contract modifications required to implement modifications in the design of the project. Receive and evaluate notices of contractor claims and make recommendations to TRWD on the merit and value of the claim on the basis of information submitted by the contractor or available in project documentation. Endeavor to negotiate a settlement value with the Contractor on behalf of the TRWD if appropriate. Providing these services to review or evaluate construction contractor(s) claim(s), supported by causes not within the control of FNI are an Additional Service. j. Conduct, in company with TRWD's representative, a final review of the Project for conformance with the design concept of the Project and general compliance with the Construction Contract Documents. Prepare a list of deficiencies to be corrected by the contractor before recommendation of final payment. Assist TRWD in obtaining legal releases, permits, and warranties from the contractor. Review and comment on the certificate of completion and the recommendation for final payment to the Contractor(s). Visiting the site to review completed work in excess of two trips are an Additional Service. k. Revise the construction drawings in accordance with the information furnished by construction Contractor(s) reflecting changes in the Project made during construction. Two (2) sets of prints of"Record Drawings" shall be provided by FNI to TRWD. SECTION 3—Texas Department of Transportation (TxDOT) COORDINATION This section describes the services FNI will provide in developing the project in conformance with TxDOT requirements. I. TxDOT COORDINATION a. Review TxDOT requirements, meet with TxDOT personnel, and prepare the construction documents in accordance with TxDOT standards. b. Submit drawings, specifications, and Construction Contract Documents to the TxDOT for approval at the bridge layout, 60%, 90%, and 100% design level stages. c. Address TxDOT review comments on the construction documents. d. Prepare and submit a Categorical Exclusion (CE) following the TxDOT Fort Worth District's current Environmental Guidelines. i. Conduct a site visit to make observations in the proposed project area in order to describe the existing environmental conditions and assist with assessing project impacts. The presence and locations of jurisdictional waters of the U.S., including wetlands; any potential threatened/endangered species habitat; vegetation; and other environmental resources will be identified at the location of the proposed construction. ii. Prepare a draft CE following TxDOT guidelines and will include the following topics as applicable: 1. Description of Existing Facility Attachment A-4 TXontractTinal designand CA phaseWtachment A-Pedestrian Bridge Final Design Scope rev2.doc 2. Proposed Facility 3. Purpose and Need for Proposed Project 4. Alternatives Including Proposed Action 5. Environmental Impacts 6. Conclusion 7. Attachment 1. Project Location Map 8. Attachment 2. USGS Topographical Map 9. Attachment 3. Aerial Photo 10. Attachment 4 Bridge Layout 11. Attachment 5. Photos iii. The draft CE will be submitted to the TxDOT Fort Worth District for review. Incorporate the District's comments into the CE and submit the revised document to the District and other required agencies for review and comment. Revise and submit the document up to two (2) additional times based on TxDOT comments following the initial draft submittal. iv. Attend up to three (3) meetings with Fort Worth District TxDOT and/or the Client as required for environmental review and coordination. SECTION 4 -ADDITIONAL SERVICES ADDITIONAL SERVICES: Additional Services to be performed by FNI, if authorized by OWNER, which are not included in the above described basic services, are described as follows: A. Design of the Rotary Park trailhead on the east bank of the river adjacent to the bridge. B. Field layouts or the furnishing of construction line and grade surveys. C. GIS mapping services or assistance with these services. D. Making property, boundary and right-of-way surveys, preparation of easement and deed descriptions, including title search and examination of deed records. E. Providing renderings, model, and mock-ups requested by the OWNER. F. Making revisions to drawings, specifications or other documents when such revisions are 1) not consistent with approvals or instructions previously given by OWNER or 2) due to other causes not solely within the control of FNI. G. Preparing applications and supporting documents for government grants, loans, or planning advances and providing data for detailed applications. H. Providing shop, mill, field or laboratory inspection of materials and equipment. Observe factory tests of equipment at any site remote to the project or observing tests required as a result of equipment failing the initial test. I. Preparing data and reports for assistance to OWNER in preparation for hearings before regulatory agencies, courts, arbitration panels or any mediator, giving testimony, personally or by deposition, and preparations therefore before any regulatory agency, court, arbitration panel or mediator. J. Furnishing the services of a Resident Project Representative to act as OWNER's daily on-site representative during the Construction Phase. K. Reviewing Payment Requests and supporting documentation submitted by Contractor and determining the amount Contractor is to be paid on monthly and final estimates. L. Coordinating the work of testing laboratories and inspection bureaus required for the Attachment A-5 T:\Contract\Final designand CA phase\Attachment A-Pedestrian Bridge Final Design Scope rev2.doc testing or inspection of materials, witnessed tests, factory testing, etc. for quality control of the Project. The cost of such quality control shall be paid by OWNER and is not included in the services to be performed by FNI. M. Performing investigations, studies and analyses of substitutions of equipment and/or materials or deviations from the drawings and specifications. N. Assisting OWNER in the defense or prosecution of litigation in connection with or in addition to those services contemplated by this AGREEMENT. Such services, if any, shall be furnished by FNI on a fee basis negotiated by the respective parties outside of and in addition to this AGREEMENT. O. Performing investigations, studies, and analysis of work proposed by construction contractors to correct defective work. P. Design, contract modifications, studies or analysis required to comply with local, State, Federal or other regulatory agencies that become effective after the date of this agreement. Q. Services required to resolve bid protests or to rebid the projects for any reason. R. Visits to the site in excess of the number of trips specified for periodic site visits, coordination meetings, or contract completion activities. S. Any services required as a result of default of the contractor(s) or the failure, for any reason, of the contractor(s) to complete the work within the contract time. T. Providing services made necessary because of unforeseen, concealed, or differing site conditions or due to the presence of hazardous substances in any form. U. Providing services to review or evaluate construction contractor(s) claim(s), provided said claims are supported by causes not within the control of FNI. V. Providing value engineering studies or reviews of cost savings proposed by construction contractors after bids have been submitted. W. Provide follow-up professional services during Contractor's warranty period. X. Environmental Additional Services a. Revision efforts beyond three (3) draft submittals. b. Presence/absence surveys for federally listed threatened/endangered species. c. Preparation of an individual 404 permit application. d. Application for General Land Office easements. e. Coordination (i.e., letters of notification or meetings) with appropriate agencies, as required, which may include the U.S. Army Corps of Engineers (USACE), U.S. Fish and Wildlife Service (USFWS), Texas Council on Environmental Quality (TCEQ),Texas Parks and Wildlife Department (TPWD), Federal Emergency Management Agency (FEMA), and the North Central Texas Council of Governments (NCTCOG). f. Additional field investigations or analysis required to respond to public or regulatory agency comments. g. Consultation with the USFWS under Section 7 of the Endangered Species Act. h. Expert representation at legal proceedings or at contested hearings. i. Archeological/cultural resource investigations. j. Mitigation monitoring if required by permit conditions. k. Monitoring compliance with permit conditions. 1. Preparation for and/or attendance at public meetings or public hearings. Attachment A-6 T:\Contract\Final designand CA phase\Attachment A-Pedestrian Bridge Final Design Scope rev2.doc SECTION 5—TIME OF COMPLETION TIME OF COMPLETION: FNI is authorized to commence work on the Project upon execution of this AGREEMENT and agrees to complete the services in accordance with the following schedule: A. Submittal of bridge layout drawings: 6 weeks after notice to proceed. B. Submittal of 60% construction documents: 4 weeks after receiving comments on the bridge layout drawings from all parties, or 12 weeks after submitting bridge layout drawings, whichever occurs later. C. Submittal of 90% construction documents: 4 weeks after receiving comments on the 60% submittal from all parties, or 12 weeks after submitting 60% construction documents, whichever occurs later. D. Submittal of 100% construction documents: 4 weeks after receiving comments on the 90% submittal from all parties. If FNI's services are delayed through no fault of FNI, FNI shall be entitled to adjust contract schedule consistent with the number of days of delay. These delays may include but are not limited to delays in OWNER or regulatory reviews,delays on the flow of information to be provided to FNI, governmental approvals, etc. These delays may result in an adjustment to compensation. SECTION 6—RESPONSIBILITIES OF OWNER RESPONSIBILITIES OF OWNER: OWNER shall perform the following in a timely manner so as not to delay the services of FNI: A. Designate in writing a person to act as OWNER's representative with respect to the services to be rendered under this AGREEMENT. Such person shall have contract authority to transmit instructions, receive information, interpret, and define OWNER's policies and decisions with respect to FNI's services for the Project. B. Provide all criteria and full information as to OWNER's requirements for the Project, including design objectives and constraints, space, capacity and performance requirements, flexibility and expandability, and any budgetary limitations; and furnish copies of all design and construction standards which OWNER will require to be included in the drawings and specifications. C. Assist FNI by placing at FNI's disposal all available information pertinent to the Project including previous reports and any other data relative to design or construction of the Project. D. Arrange for access to and make all provisions for FNI to enter upon public and private property as required for FNI to perform services under this AGREEMENT. E. Examine all studies, reports, sketches, drawings, specifications, proposals and other documents presented by FNI, obtain advice of an attorney, insurance counselor and other consultants as OWNER deems appropriate for such examination and render in writing decisions pertaining thereto within a reasonable time so as not to delay the services of FNI. F. Furnish approvals and permits from all governmental authorities having jurisdiction over the Project and such approvals and consents from others as may be necessary for completion of the Project. Attachment A-7 T:\Contract\Final designand CA phase\Attachment A-Pedestrian Bridge Final Design Scope revIdoc G. Provide such accounting, independent cost estimating and insurance counseling services as may be required for the Project, such legal services as OWNER may require or FNI may reasonably request with regard to legal issues pertaining to the Project including any that may be raised by Contractor(s), such auditing service as OWNER may require to ascertain how or for what purpose any Contractor has used the moneys paid under the construction contract, and such inspection services as OWNER may require to ascertain that Contractor(s) are complying with any law, rule, regulation, ordinance, code or order applicable to their furnishing and performing the work. SECTION 7—DESIGNATED REPRESENTATIVES FNI and OWNER designate the following representatives: OWNER's Designated Representative— Mike Ficke, RLA 4200 South Freeway, Suite 2200 Fort Worth, TX 76115-1499 Phone: (817) 871-5746 Fax: (817) 871-5724 E-mail: mike.ficke@fortworthgov.org FNI's Project Manager— John Dewar, P.E., S.E. 4055 International Plaza, Suite 200 Fort Worth, Texas 76109-4895 Phone: (817) 735-7431 Fax: (817) 735-7491 E-mail: jfd@freese.com FNI's Accounting Representative— Sharon James 4055 International Plaza, Suite 200 Fort Worth, Texas 76109-4895 Phone: (817) 735-7298 Fax: (817) 735-7491 E-mail: sdj@freese.com Attachment A-8 T:\Contract\Final designand CA phase\Attachment A-Pedestrian Bridge Final Design Scope rev2.doc ATTACHMENT B COMPENSATION LUMP SUM WITH ADDITIONAL WORK BASED ON COST TIMES MULTIPLIER AND COST TIMES MULTIPLIER WITH MAXIMUM FEE LIMIT OPTION A. Compensation to FNI for the Basic Services in Attachment A (exclusive of Section 3 — TxDOT Coordination) shall be the lump sum of two hundred ninety eight thousand, five hundred and one dollars ($298,501). Compensation to FNI for the Section 3 — TxDOT Coordination in Attachment A shall be computed on the basis of the Schedule of Charges but shall not exceed fifty thousand dollars ($50,000). If FNI sees the Scope of Services changing so that additional services are needed, including but not limited to those services described as Additional Services in Attachment A, FNI will notify OWNER for OWNER'S approval before proceeding. Additional Services shall be computed based on the Schedule of Charges. B. Schedule of Charges for Additional Work: Staff Member Salary Cost Times Multiplier of 2.02 Resident Representative Salary Cost Times Multiplier of 2.0 Salary Cost is defined as the cost of payroll of engineers, draftsmen, stenographers, surveymen, clerks, laborers, etc., for the time directly chargeable to the project, plus social security contributions, unemployment compensation insurance, retirement benefits, medical and insurance benefits, longevity payments, sick leave, vacation and holiday pay applicable thereto. (Salary Cost is equal to 1.632 times payroll. This factor is adjusted annually). Other Direct Expenses Actual Cost Times Multiplier of 1.05 Other direct expenses shall include outside printing and reproduction expense, communication expense, travel, transportation and subsistence away from Fort Worth and other miscellaneous expenses directly related to the work, including costs of laboratory analysis, test, and other work required to be done by independent persons other than staff members. For CAD services performed In-house by non-FNI employees where FNI provides workspace and equipment to perform such services, these services will be billed at cost times a multiplier of 2.0. This markup approximates the cost to FNI if an FNI employee was performing the same or similar services. Rates for In-house Services Computer Printing $10.00 per hour Black and White $0.10 per copy Plotter Color Bond $2.50 per plot $0.50 per copy Special $ 5.00 per plot Binding $5.75 per book Page 1 of 2 City of Fort Worth, Texas Mayor and Council Communication COUNCIL ACTION: Approved on 11/6/2007 DATE: Tuesday, November 06, 2007 LOG NAME: 80LANCASTER REFERENCE NO.: **C-22510 SUBJECT: Authorize the Execution of a Professional Services Agreement with Freese and Nichols, Inc., for Final Design of the Lancaster Pedestrian Bridge RECOMMENDATION: It is recommended that the City Council authorize the City Manager to execute a professional services agreement with Freese and Nichols, Inc., in the amount of $348,501.00 for the final design and preparation of construction documents for the Lancaster Pedestrian Bridge. DISCUSSION: In November 2001, the City was notified that the South of Seventh project had been selected for funding under the Transportation - Land Use Joint Venture Grant Program established by the North Central Texas Council of Governments. On January 28, 2003, (M&C C-19453) the City Council approved an Economic Development Program Agreement with So7,L.P. outlining the proposed expenditures of those funds. A portion of those funds, $1,078,243, was earmarked for the design and construction of a pedestrian bridge connecting Trinity Park to the downtown Central Business District. Statement of Interests were solicited from various firms for project design. Interviews were held in February 2006 and Freese and Nichols, Inc., was selected to provide design services for this project. On July 11, 2006, (M&C C-21566) City Council approved award of contract to Freese and Nichols, Inc., in the amount of$64,300 for the conceptual design of the bridge. Multiple stakeholder meetings held from September through December 2006 to review and select the preferred design concept for the bridge. Out of three different designs reviewed, the concrete "stressed ribbon" bridge design was selected as the preferred option. Upon resolution of various design issues with the Corps of Engineers, a public meeting was held in May 2007 for citizen review and comment on the selected concrete stressed ribbon bridge design. Based on the favorable public response, staff entered into negotiations with Freese and Nichols, Inc., for final design and preparation of construction documents for the bridge. The negotiated fee amount of $348,501.00 as submitted by Freese and Nichols, Inc., is considered a fair and reasonable fee for the scope of services requested. M/WBE - Freese and Nichols, Inc. is in compliance with the City's M/WBE Ordinance by committing 28 percent M/WBE participation. The City's goal on this project is 25 percent. The Lancaster Pedestrian Bridge project is physically located in COUNCIL DISTRICT 9; however, it will serve all citizens. http://www.cfwnet.org/council_packet/Reports/mc_print.asp 11/7/2007 Page 2 of 2 FISCAL INFORMATION/CERTIFICATION: The Finance Director certifies that funds are available in the current capital budget, as appropriated, in the Grants Fund. TO Fund/Account/Centers FROM Fund/Account/Centers GR76 531200 017302898010 $348,501.00 Submitted for City Manager's Office by: Libby Watson (6183) Originating Department Head: Richard Zavala (5704) Additional Information Contact: Mike Ficke (5746) http://www.cfwnet.org/council_packet/Reports/mc_print.asp 11/7/2007