HomeMy WebLinkAboutContract 52932 CITY SECRETARY
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CITY OF*FORT WORTH, TEXAS CONTRACT No.
STANDARD AGREEMENT FOR PROFESSIONAL SERVICES
This AGREEMENT is between the City of Fort Worth, a Texas home-rule municipality(the
"CITY"), and The Chadwell Group, LP d/b/a ROOFTECH, authorized to do business in
Texas, an independent contractor ("Consultant"), for a PROJECT generally described as:
Convention Center Roof Assessment.
The Agreement documents shall include the following:
1. This Standard Ag.cement for Pro`essional Services;
2. Attachment"A"-- Scope of Services;
3. Attachment"B"—Verification t�of Signature Authority Form.
Attachments "A" and "B", which are attached hereto and incorporated herein, are made a
part of this Agreement for all purposes. In the event of any conflict between the terms and
conditions of Attachments "A" or "B" and the terms and conditions set forth in the body of
this Agreement, the terms and conditions of this Agreement shall control.
Article I
Scope of Services
(1) Consultant hereby agrees to perform as an independent contractor the services
set forth in the Scope of Services attached hereto as Attachment "A". These
services shall be performed in connection with Roof Assessment— Roof Areas A,
B, and C.
(2) Additional services, if any, will be requested in writing by the City. City shall not
pay for any work performed by Consultant or its subconsultants, subcontractors
and/or suppliers that has not been ordered in writing. It is specifically agreed that
Consultant shall not be compensated for any alleged additional work resulting
from oral orders of any person.
Article II
Compensation
Consultant shall be compensated in accordance with the Fee Schedule shown in
Attachment "A". Payment shall be considered full compensation for all labor, materials,
supplies, and equipment necessary to complete the services described in Attachment
"A". However the total fee paid by the City shall not exceed a total of$12,800.00 unless
the City and the Consultant mutually agree upon a fee amount for additional services
and amend this Agreement accordingly.
The Consultant shall provide monthly invoices to the City. Payment for services
rendered shall be due within thirty (30) days of the uncontested performance of the
City of Fort Worth,Texas Standard Agreement for Professional Services
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particular services so ordered and receipt by City of Consultant's invoice for payment of
same.
Acceptance by Consultant of said payment shall operate as and shall release the City
from all claims or liabilities under this Agreement for anything related to, done, or
furnished in connection with the services for which payment is made, including any act
or omission of the City in connection with such services.
Article III
Term
Unless terminated pursuant to the terms herein, this Agreement shall be for a term of 6
months, beginning upon the date of its execution, or until the completion of the subject
matter contemplated herein,whichever occurs first.
Article IV
Independent Contractor
Consultant shall operate hereunder as an independent contractor, and not as an officer,
agent, servant, or employee of the City. Consultant shall have exclusive control of and the
exclusive right to control the details of its work to be performed hereunder and all persons
performing same, and shall be solely responsible for the acts and omissions of its officers,
agents, employees, contractors and subcontractors. The doctrine of respondent superior
shall not apply as between City and Consultant, its officers, agents, employees,
contractors, and subcontractors, and nothing herein shall be construed as creating a
partnership or joint venture between City and Consultant.
Article V
Professional Competence and Indemnification
(1) Work performed by Consultant shall comply in all aspects with all applicable
local, state and federal laws and with all applicable rules and regulations
promulgated by the local, state and national boards, bureaus and agencies.
Approval by the City shall not constitute or be deemed to be a release of the
responsibility and liability of Consultant or its officers, agents, employees,
contractors and subcontractors for the accuracy and competency of its services
performed hereunder.
(2) In accordance with Texas Local Government Code Section 271.904, the
Consultant shall indemnify, hold harmless, and defend the City against
liability for any damage caused by or resulting from an act of negligence,
intentional tort, intellectual property infringement, or failure to pay a
subcontractor or supplier committed by the Consultant or Consultant's
agent, consultant under contract, or another entity over which the
Consultant's exercises control.
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Article VI
Insurance
(1) Consultant shall not commence work under this Agreement until it has obtained
all insurance required under this Article and the City has approved such
insurance, nor shall Consultant allow any subcontractor to commence work on its
subcontract until all similar insurance of the subcontractor has been so obtained
and approval given by the City; provided, however, Consultant may elect to add
any subconsultant as an additional insured under its liability policies.
Commercial General Liability
$1,000,000 each occurrence
$2,000,000 aggregate
Automobile Liability
$1,000,000 each accident (or reasonably equivalent limits of
coverage if written on a split limits basis). Coverage shall be on
any vehicle used in the course of the Project.
Worker's Compensation
Coverage A: statutory limits
Coverage B: $100,000 each accident
$500,000 disease-policy limit
$100,000 disease-each employee
(2)Additional Insurance Requirements
a. Except for employer's liability insurance coverage under Consultant's worker's
compensation insurance policy, the City, its officers, employees and servants
shall be endorsed as an additional insured on Consultant's insurance policies.
b. Certificates of insurance shall be delivered to the Architectural Services,
Attention: Brian R. Glass, 401 West 13th Street, Fort Worth, TX 76012, prior to
commencement of work.
c. Any failure on part of the City to request required insurance documentation
shall not constitute a waiver of the insurance requirements specified herein.
d. Each insurance policy shall be endorsed to provide the City a minimum thirty
days notice of cancellation, non-renewal, and/or material change in policy terms
or coverage. A ten days notice shall be acceptable in the event of non-payment
of premium.
e. Insurers must be authorized to do business in the State of Texas and have a
current A.M. Best rating of A: VII or equivalent measure of financial strength and
solvency.
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f. Other than worker's compensation insurance, in lieu of traditional insurance,
City may consider alternative coverage or risk treatment measures through
insurance pools or risk retention groups. The City must approve in writing any
alternative coverage.
g. Workers' compensation insurance policy(s) covering employees employed on
the Project shall be endorsed with a waiver of subrogation providing rights of
recovery in favor of the City.
h. City shall not be responsible for the direct payment of insurance premium
costs for Consultant's insurance.
i. Consultant's insurance policies shall each be endorsed to provide that such
insurance is primary protection and any self-funded or commercial coverage
maintained by City shall not be called upon to contribute to loss recovery.
j. In the course of the Agreement, Consultant shall report, in a timely manner, to
City's officially designated contract administrator any known loss occurrence
which could give rise to a liability claim or lawsuit or which could result in a
property loss.
k. Consultant's liability shall not be limited to the specified amounts of insurance
required herein.
I. Upon the request of City, Consultant shall provide complete copies of all
insurance policies required by these Agreement documents.
Article VII
Transfer or Assignment
City and Consultant each bind themselves, and their lawful successors and assigns, to this
Agreement. Consultant, its lawful successors and assigns, shall not assign, sublet or
transfer any interest in this Agreement without prior written consent of the City.
Article Vlll
Termination of Contract
(1) City may terminate this Agreement for its convenience on 30 days' written notice.
Either the City or the Consultant for cause may terminate this Agreement if either
Party fails substantially to perform through no fault of the other and does not
commence correction of such nonperformance with 5 days of written notice and
diligently complete the correction thereafter
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(2) If City chooses to terminate this Agreement under Article 8, upon receipt of notice
of termination, Consultant shall discontinue services rendered up to the date of
such termination and City shall compensate Consultant based upon calculations
in Article II of this Agreement.
(3)All reports, whether partial or complete, prepared under this Agreement,
including any original drawings or documents, whether furnished by the City, its
officers, agents, employees, consultants, or contractors, or prepared by
Consultant, shall be or become the property of the City, and shall be furnished to
the City prior to or at the time such services are completed, or upon termination
or expiration of this Agreement.
Article IX
Right to Audit
(1) Consultant agrees that the City shall, until the expiration of three(3) years after final
payment under this Agreement, have access to and the right to examine any
directly pertinent books, documents, papers and records of Consultant involving
transactions relating to this Agreement. Consultant agrees that the City shall have
access during normal working hours to all necessary facilities and shall be provided
adequate and appropriate workspace in order to conduct audits in compliance with
the provisions of this section. City shall give Consultant reasonable advance notice
of intended audits.
(2) Consultant further agrees to include in all its subcontracts hereunder, a provision
to the effect that the subcontracting consultant agrees that the City shall, until the
expiration of three (3) years after final payment under the subcontract, have
access to and the right to examine any directly pertinent books, documents,
papers and records of such sub-consultant, involving transactions to the
subcontract, and further, that City shall have access during normal working hours
to all sub-consultant facilities, and shall be provided adequate and appropriate
work space in order to conduct audits in compliance with the provisions of this
article. City shall give Consultant and any sub-consultant reasonable advance
notice of intended audit.
(3) Consultant and sub-consultants agree to photocopy such documents as may be
requested by the City. The City agrees to reimburse Consultant for the cost of
copies at the rate published in the Texas Administrative Code in effect as of the
time copying is performed.
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Article X
Minority Business and Small Business Enterprise (MBE)(SBE) Participation
In accordance with the City's Business Diversity Enterprise Ordinance No. 20020-12-2011,
as amended, the City has goals for the participation of minority business enterprises
and/or small business enterprises in City contracts. Consultant acknowledges the MBE
and SBE goals established for this Agreement and its accepted written commitment to
MBE and SBE participation. Any misrepresentation of facts (other than a negligent
misrepresentation) and/or the commission of fraud by the Consultant may result in the
termination of this Agreement and debarment from participating in City contracts for a
period of time of not less than three (3)years.
Article XI
Observe and Comply
Consultant shall at all times observe and comply with all federal, state, and local laws and
regulations and with all City ordinances and regulations which in any way affect this
Agreement and the work hereunder, and shall observe and comply with all orders, laws
ordinances and regulations which may exist or may be enacted later by governing bodies
having jurisdiction or authority for such enactment. No plea of misunderstanding or
ignorance thereof shall be considered. Consultant agrees to defend, indemnify and hold
harmless City and all of its officers, agents and employees from and against all claims or
liability arising out of the violation of any such order, law, ordinance, or regulation, whether
it be by itself or its employees.
Article XII
Venue and Jurisdiction
If any action, whether real or asserted, at law or in equity, arises on the basis of any
provision of this Agreement, venue for such action shall lie in state courts located in
Tarrant County, Texas or the United States District Court for the Northern District of
Texas— Fort Worth Division. This Agreement shall be construed in accordance with the
laws of the State of Texas.
Article XIII
Contract Construction
The Parties acknowledge that each party and, if it so chooses, its counsel have
reviewed and revised this Agreement and that the normal rule of construction to the
effect that any ambiguities are to be resolved against the drafting party must not be
employed in the interpretation of this Agreement or any amendments or exhibits hereto.
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Article XIV
Severability
The provisions of this Agreement are severable, and if any word, phrase, clause,
sentence, paragraph, section or other part of this Agreement or the application thereof
to any person or circumstance shall ever be held by any court of competent jurisdiction
to be invalid or unconstitutional for any reason, the remainder of this Agreement and the
application of such word, phrase, clause, sentence, paragraph, section, or other part of
this Agreement to other persons or circumstances shall not be affected thereby and this
Agreement shall be construed as if such invalid or unconstitutional portion had never
been contained therein.
Article XV
Notices
Notices to be provided hereunder shall be sufficient if forwarded to the other Party by
hand-delivery or via U.S. Postal Service certified mail return receipt requested, postage
prepaid, to the address of the other Party shown below:
City of Fort Worth:
Attn: Brian R. Glass,AIA
Architectural Services Manager
401 West 13t" Street
Fort Worth, Texas 76102
Consultant:
The Chadwell Group, LP d/b/a ROOFTECH
Attn: Cindy L. Chadwell, AIA, RRC
1944 Handley Drive
Fort Worth, Tx 76112
Article XVI
Headings
The headings contained herein are for the convenience in reference and are not
intended to define or limit the scope of any provision of this Agreement.
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Article XVII
Immigration Nationality Act
City actively supports the Immigration & Nationality Act (INA) which includes provisions
addressing employment eligibility, employment verification, and nondiscrimination. Vendor
shall verify the identity and employment eligibility of all employees who perform work under
this Agreement. Vendor shall complete the Employment Eligibility Verification Form (1-9),
maintain photocopies of all supporting employment eligibility and identity documentation
for all employees, and upon request, provide City with copies of all 1-9 forms and
supporting eligibility documentation for each employee who performs work under this
Agreement. Vendor shall establish appropriate procedures and controls so that no
services will be performed by any employee who is not legally eligible to perform such
services. Vendor shall provide City with a certification letter that it has complied with the
verification requirements required by this Agreement. Vendor shall indemnify City from any
penalties or liabilities due to violations of this provision. City shall have the right to
immediately terminate this Agreement for violations of this provision by Vendor.
No Boycott of Israel
If Contractor has fewer than 10 employees or the Agreement is for less than $100,000,
this section does not apply. Contractor acknowledges that in accordance with Chapter
2270 of the Texas Government Code, City is prohibited from entering into a contract
with a company for goods or services unless the contract contains a written verification
from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel
during the term of the contract. The terms"boycott Israel" and "company" shall have the
meanings ascribed to those terms in Section 808.001 of the Texas Government Code.
By signing this Agreement, Contractor certifies that Contractor's signature provides
written verification to City that Contractor: (1) does not boycott Israel; and (2) will not
boycott Israel during the term of the Agreement.
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Article XVIII
Counterparts
This Agreement may be executed in one or more counterparts and each counterpart
shall, for all purposes, be deemed an original, but all such counterparts shall together
constitute but one and the same instrument.
QC�v b-e(
Executed and effective this the I�fih day of-S�be, 2019.
BY: BY:
CITY OF FORT WORTH CONSULTANT
The well Group, /a ROOFTECH
tw—/ ! i +
Kevin Gu6n indy L. ,Vwell, AIA, R
Interim Assistant City Manager ,
Date: /o Date: '
AP�ROlfAL RECOMMENDED:
a
By:
6F�? Director
Property Management Department
Sratf CV 0,44d
APPROVED AS TO FORM AND
LEGALITY
By M&C No.: A
John tron
Assistant City Attorney
M&C Date: (�
ATTES s F` ORT�2
1295 Certification:
a J. er U _
City Secretary
~5
CONTRACT COMPLIANCE MANAGER: By s' A@vaJe`dge that I am the person responsible for the monitoring and
administratio of this contrt,including ensurtng al tnlance and reporting requirements.
By: AAA.
Brian R.Glass,AIA
Architectural Services Manager
The Texas Board of Architectural Examiners,8213 Shoal Creek Boulevard,Suite 107.Austin,Texas,78758,telephone(512)305-9000,
has jurisdiction over individuals licensed under the Architects'Registration Law,Texas Civil Statutes,Article 249a.
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OFFICIAL RECORD
CITY SECRETARY
FT. WORTH,TX
ATTACHMENT"B"
VERIFICATION OF SIGNATURE AUTHORITY
Consultant hereby agrees to provide City with independent audit basic financial statements, but
also the fair presentation of the financial statements of individual funds.
Execution of this Signature Verification Form ("Form") hereby certifies that the following
individuals and/or positions have the authority to legally bind Consultant and to execute any
agreement, amendment or change order on behalf of Consultant. Such binding authority has
been granted by proper order, resolution, ordinance or other authorization of Consultant. City is
fully entitled to rely on the warranty and representation set forth in this Form in entering into any
agreement or amendment with Consultant. Consultant will submit an updated Form within ten
(10) business days if there are any changes to the signatory authority. City is entitled to rely on
any current executed Form until it receives a revised Form that has been properly executed by
Consultant.
1. Name: 64M)m cl'A
Position:
Sign ture
2. Name:
Position:
Signature
3. Name:
Position:
Signature
Name:
Sig tur4re
ent/ O
Other itDate: • .
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ROOFTECH ROOFING and WATERPROOFING SPECIALISTS
1844 Handley Drive,Fort Worth,Texas 76112 8151 Broadway,Ste.1oll-b,San Antonio,Tx 782M
PROPOSAL FOR PROFESSIONAL SERVICES
August 1, 2019
Mr. Ronald Clements
Registered Architect
Property Management Department
401 West 13t'Street
Fort Worth, Texas 76102
817.392.8014 Office
ronald.clements(a-)fortworthtexas.gov
Project: Roof Assessment—Roof Areas A, B, and C
Convention Center
Fort Worth,TX
Re: Letter of Proposal for Professional Services
WE PROPOSE TO PROVIDE THE FOLLOWING PROFESSIONAL SERVICES:
• Review as-built drawings of the building if available.
• Review performance history of the roof with facility maintenance personnel.
• View the underside of the roof deck where reasonably accessible.
• Perform a thorough visual inspection of the roofs on the building.
• Take roof cores to determine existing roof assembly and current R-value.
• Perform an infrared scan (at night) of the roof to determine if there is any wet insulation
and/or roof membrane. Mark the roof where any wet materials are found.
• Verify identified wet areas with an electrical capacitance meter, Tramex moisture meter,
and/or cores the following day.
• Take photographs of deficiencies on the roof.
• Evaluate the slope of the roof to ensure that the roof properly drains.
• Evaluate roof drainage and adequacy of roof drainage devices.
• Provide a report documenting the findings.
• Recommend appropriate general scope of work for repairs for 3 to 5 years.
• Recommend appropriate general scope of work for replacement after 5 years.
• Provide an opinion of probable construction cost with an escalation rate.
PROPOSAL FOR CONSULTING SERVICES PAGE 1 Fort Worth Convention Center
WE PROPOSE TO PROVIDE THE SCOPE OF WORK DESCRIBED ABOVE ACCORDING TO
THE FOLLOWING FEE SCHEDULE:
Work will be provided for a lump sum fee of Twelve Thousand Eight Hundred Dollars and
No/100's($12,800.00) including reimbursable expenses. The fee shall be paid based upon
completion.
Thank you for considering Rooftech, and we look forward to working with you in solving your
roofing problems. Please read the attached Conditions of the Contract before signing this
proposal.
Respectfully Submitted By
CI ,
Rooftech, President/CEO
PROPOSAL FOR CONSULTING SERVICES PAGE 2 Fort Worth Convention Center
CONDITIONS OF THE CONTRACT
1. Cost estimates are made on the bases of experience and represent our best estimates.
ROOFTECH,cannot, and does not,guarantee that proposals, bids or actual Project or Construction
Costs will not vary from opinions of probable cost prepared by us.
2. All documents, including Drawings and Specffications, prepared by ROOFTECH are instruments of
service in respect to this Project and are not intended, or represented to be suitable for reuse by
Owner or others on extensions of the Prood or any other project.
3. ROOFTECH shall not be responsible for the means,methods,techniques,sequences or procedures
of construction selected by Contractor(s)or the safety precautions and programs incident to the work
of the Contractor(s).
4. Jobsite observations shall be made as specified within this document. During such observations,
ROOFTECH, shall keep the Owner advised as to the progress, shall endeavor to guard Owner
against defects and deficiencies in such work, and may disapprove or reject work failing to conform
to the Contract Documents. ROOFTECH shall not be responsible for the failure of the Contractor(s)
to perform the work in accordance with the Contract Documents.
5. ROOFTECH shall not be responsible for the acts or omissions of any Contractor,or subcontractor,
or any of the Contractor(s)'or subcontractor(s)' agents or employees or any other persons (except
ROOFTECH's own employees and agents).
6. All claims,counterclaims,disputes,and other matters in question between the parties hereto,arising
out of or relating to this Agreement or the breach thereof, may be decided by arbitration, in
accordance with the Construction Industry Arbitration Rules of the American Arbitration Association.
7. ALL DEMANDS FOR ARBITRATION AND ALL ANSWERING STATEMENTS THERETO WHICH
INCLUDE ANY MONETARY CLAIM MUST CONTAIN A STATEMENT THAT THE TOTAL SUM
OR VALUE IN CONTROVERSY, AS ALLEGED, BY THE PARTY MAKING SUCH DEMAND OR
ANSWERING STATEMENT, IS NOT MORE THAN$100.000.00.
8. Below are the costs for our standard reimbursable expenses:
Copies/Print(8 Mix 11) 2.50 per sheet
Copies/Print(11 x 17) 5.00 per sheet
C.D. 25.00 each
USB Flash Drive(2-4g) 25.00 each
USB Flash Drive(8-16g) 50.00 each
Mylar Sepias 3.25 per square foot
Plotting Bond 1.50 per square foot
Plotting Vellum 2.00 per square foot
Travel Current IRS Mileage Rate
Air Fare Direct Cost
Parking Direct Cost
Taxi Direct Cost
Car Rental Direct Cost
Hotel Direct Cost
Meals Direct Cost
Express Mail/Courier Direct Cost
Postage Direct Cost
Core Repair Direct Cost
Outside Consukants/Engineers/Architects Direct Cost
Other Outside Services Direct Cost
'Direct Cost expenses shall be billed on a cost plus 10%basis,
PROPOSAL FOR CONSULTING SERVICES PAGE 3 Fort Worth Convention Center
9. The cost of the work provided shall be based upon the following rates:
Expert Witness 275.00 dollars per hour
Principal Engineer 160.00 dollars per hour
Principal Architect 160.00 dollars per hour
Sr.Construction Consultant 160.00 dollars per hour
Project Manager 160.00 dollars per hour
Certified Infrared Thermographer 160.00 dollars per hour
Registered Roof Consultant 160.00 dollars per hour
Laboratory Technician 125.00 dollars per hour
CAD Designer I 115.00 dollars per hour
CAD Designer II 95.00 dollars per hour
Contract Administrator 100.00 dollars per hour
Roof Observer 88.00 dollars per hour
Full-Time Roof Observer 88.00 dollars per hour
Clerical/Report Processor 75.00 dollars per hour
These rates are based upon 8-hour workdays and 40-hour workweeks, including travel time.
Overtime shall be charged in the event that either the 8-hour workday or the 40-hour workweek is
exceeded. Overtime shall be charged in the amount of 1.5 times the hourly rate and for services
performed on Saturdays. Overtime shall be charged in the amount of 2.0 times the hourly rate for
services performed on Sundays and on holidays. A minimum of 4 hours shall be billed for any
observation time or consulting works out of the office.
10. Additional services,beyond the original agreed upon Scope of Work, shall be provided based on the
reimbursable expenses and hourly rates provided in Sections 8 and 9 listed above.
11. Invoices shall be submitted monthly,and payment is due 30 days from receipt of the Invoice.
12. This Agreement may be terminated by either Party upon 7 days written notice. The Owner agrees to
pay for all Services rendered to the date of termination including all Reimbursable Expenses and
Termination Expenses.
13. Severability and Survival: If any of the provisions contained in this Contract 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 Contract will be construed as if such,
invalid,illegal or unenforceable provision had never been contained herein.
PROPOSAL FOR CONSULTING SERVICES PAGE 4 Fort Worth Convention Center