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HomeMy WebLinkAboutContract 38649STATE OF TEXAS § COUNTIES OF TARRANT § DENTON AND WISE § ^!TY ;ECR�'TA r' S&O KNOW ALL BY THESE PRESENTS: CONTRACT FOR PROFESSIONAL CONSULTING SERVICES This Contract is made by the City of Fort Worth, Texas, a municipal corporation situated in Tarrant, Denton and Wise Counties, Texas, hereinafter called "City," and Water Engineering Technologies, Inc., a corporation duly authorized to do business in Texas, hereinafter called "Consultant". 1. Scope of Services. Consultant shall conduct a technical audit and analysis of the City's clients enrolled in the Fort Worth cooling tower evaporation credit program in the years 2006, 2007 and 2008. The objective of the technical audit is to validate the accuracy of the credits issued for this reporting period. The resulting information shall be used to outline the excess credit savings opportunities. In addition, Consultant shall evaluate opportunities to expand the program. A final report will be delivered consisting of the following components: a. Cost analysis of the current program. b. Water conservation, revenue savings and gap analysis of the current program. c. Classification of the customers into four main categories: i. Compliant low cycles: indicating those clients who have the correct credit and that the system is running low cycles thereby offering an opportunity to increase cycles and conserve water. ii. Compliant cycles in range: indicating that the client credit is correct and water conservation is being achieved. ill. Non -compliant: indicates the credit is in error. - --- d. An analysis and identification of defective meters. OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX 0 '-28-0 9 All: ORIGINAL 2. Schedule and Term. The Consultant is authorized to begin work upon execution of this Agreement as directed by the City and shall complete such analysis and final report no later than June 30, 2009. If the Consultant is delayed through no fault of its own, the City shall adjust the due date consistent with the number of days of delay. 3. Compensation. a. The amount to be paid to Consultant for all services performed hereunder shall not exceed nine thousand dollars ($9,000), hereinafter "Consultant's Fee." The Consultant's Fee shall include all expenses incurred by Consultant on an hourly as set out in the fee schedule as Exhibit A attached and incorporated herein, in the accomplishment of Section 1, Scope of Services, above, including any additional copies of Consultant's assessments) requested by the City. b. It is understood that this Contract contemplates the provision of full and complete consulting services for this project, including any and all necessary changes or contingencies to complete the work as outlined in Section 1, for the fee described in this Sectionservice deemed necessary by the Consultant, but beyond the stated Scope of Services must be expressly authorized in writing by the City PRIOR to implementation of that service. c. Full and complete payment shall be due to the Consultant upon completion of services as described herein, to include but not be limited to the provision of the final copies of the Water Conservation Plan as approved by the City. If the Consultant utilizes the services of any other consultant, Consultant shall not be entitled to reimbursement for such consultation. Water Engineering Technologies, Inc. Contract CRRvl 2 4. Data. The City has alight to and shall be the sole proprietor of any and all data compiled, analyses performed and presentations and reports drafted by the Consultant in the fulfillment of the terms of this Contract. 5. Termination. a. City may terminate this Contract at any time for any cause by notice in writing to Consultant. Upon the receipt of such notice, Consultant shall immediately discontinue all services and work and the placing of all orders or the entering into contracts for all supplies, assistance, facilities and materials in connection with the performance of this Contract and shall proceed to cancel promptly all existing contracts insofar as they are chargeable to this Contract. If the City terminates this Contract under this Section S.a., the City shall pay Contractor for services actually performed in accordance herewith prior to such termination, less such payments as have been previously made, in accordance with a final statement submitted by Consultant documenting the performance of such work. b. In the event no funds or insufficient funds are appropriated and budgeted by City in any fiscal period for any payments due hereunder, City will notify Consultant of such occurrence and this Contract shall terminate on the last day of the fiscal period for which appropriations were received without penalty or expense to City of any kind whatsoever, except as to the portions of the payments herein agreed upon for which funds shall have been appropriated and budgeted. c. Upon termination of this Contract for any reason, Consultant shall provide the City with copies of all completed or partially completed documents prepared under this Contract. Water Engineering Technologies, Inc. Contract CRRvl 3 6. Indemnification. Consultant shall release, defend, indemnify and hold harmless City and its officers, agents and employees from and against all damages, injuries (including death), claims, property damages (including loss of use), losses, demands, suits, judgments and costs, including reasonable attorneys fees and expenses, in any way arising out of, related to, or resulting from the performance of the work or caused by the negligent act or omission of Consultant, its officers, agents, employees, or subcontractors. '7. Independent Contractor. Consultant shall perform all work and services hereunder as an independent contractor and not as an officer, agent or employee of the City. Consultant shall have exclusive control of, and the exclusive right to control, the details of the work performed hereunder and all persons performing same and shall be solely responsible for the acts and omissions of its officers, agents, employees and subcontractors. Nothing herein shall be construed as creating a partnership or j oint venture between the City and the Consultant, its officers, agents, employees and subcontractors; and the doctrine of respondeat superior shall have no application as between the City and the Consultant. 8. Disclosure of Conflicts. Consultant warrants to the City that it has made full disclosure in writing of any existing or potential conflicts of interest related to the services to be performed hereunder. Consultant further warrants that it will make prompt disclosure in writing of any conflicts of interest that develop subsequent to the signing of this Contract. 9. Right to Audit. Consultant agrees that the City shall, until the expiration of three (3) years after final payment under this Contract, have access to and the right to examine any directly pertinent books, documents, Water Engineering Technologies, Inc. Contract CRRvl 4 papers and records of the Consultant involving transactions relating to this Contract. Consultant agrees that the City shall have access during normal working hours to all necessary Consultant facilities and shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the provisions of this section. The City shall give Consultant reasonable advance notice of intended audits. Consultant further agrees to include in all its subcontractor agreements hereunder a provision to the effect that the subcontractor 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 subcontractor involving transactions to the subcontract, and further that City shall have access during normal working hours to all subconhactor facilities and shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the provisions of this paragraph. City shall give subcontractor reasonable advance notice of intended audits. 10. Prohibition of Assignment. Neither party hereto shall assign, sublet or transfer its interest herein without the prior written consent of the other parry, and any attempted assignment, sublease or transfer of all or any part hereof without such prior written consent shall be void. 11. Choice of Law; Venue. This Contract shall be construed in accordance with the internal law of the State of Texas. Should any action, whether real or asserted, at law or in equity, arise out of the terms of this Contract; venue for any action arising under the terms and conditions of this Agreement shall lie in the state courts located in Tarrant County, Texas or the United States District Court for the Northern District of Texas, Fort Worth Division. Water Engineering Technologies, Inc. Contract CRRvl 5 12. Severability of Provisions. If any of the Provisions contained in this Agreement shall be held, for any reason, to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or u.LI%W IS e%w ity, shall be construed as if such invalid, illegal, or unenforceable provision had never been contained herein. 13. Sole Agreement. This Agreement constitutes the sole and only agreement of the parties hereto and supersedes any prior understanding or written or oral agreements between the parties respecting the subject matter. 14. Notices. All notices required or permitted under this Contract maybe given to a party personally or by mail, addressed to such party at the address stated below or to such other address as one party may from time to time notify the other in writing. Any notice so given shall be deemed received when deposited in the United States mail so addressed with postage prepaid: CITY: DEPARTMENT OF WATER, CITY OF FORT WORTH FRANK CRUMB, DIRECTOR 1 OOO THROCKMORTON STREET FORT WORTH, TEXAS 76102 1 VI110 O• IIJies i1 I1 This Contract shall be binding upon the successors and assigns of both parties in like manner upon the original parties. Water Engineering Technologies, Inc. Contract CRRvl 6 EXECUTED on this, the CITY OF FORT WORTH Fernando Costa Assistant City Manager day of , 2009. WATER APPROVED AS TO FORM AND LEGALITY: Christa R. 'Reynolds Assistant City Attorney Marty Hendrix, secretary Water Engineering Technologies, Inc. Contract C1tRv1 TECHNO Loy A W President Witness L�1►`[lilILl 00 km IILLNJ IE �, IIN C. OFFICIAL RECORD CITY �CRETARY FT. WORTH, TX Exhibit A Compensation Schedule Hourly Tasks Description Hours Rate 1 Analyze evaporation credit for fiscal years 2006 - 2008. 35 $100 2 Evaluate current business practices 10 $100 3 Comparison to known "Best Practices" 4 $100 4 Review current evaporation credit ordinance 3 $100 5 Report preparation and review 10 $100 6 Gap analysis 8 $100 7 Estimated annual savings review 3 $100 8 Document review legal 5 $100 9 Overhead 6 $100 10 Travel/Lodging 6 $100 Total $9,000 Deliverables 1 Five hard copies of final report 2 One electronic copy of final report Schedule All work to be completed by June 30th, 2009. Water Engineering Technologies, Inc. Contract CRRvl 8