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HomeMy WebLinkAboutContract 43442 (2)CITY OF FQRT WORTH, T STANDARI AGRH,EMEWT FOR ENGIN EKING R `"S CO SktcRETARY/jgz/y CONTRACT ND• .LATE® DLSIGN SERVICES This AGRI EMENT is between the City of Fort Worth, a Texas home -rule municipality (the "CITY"), and Freese and Nichols, Inc., authorized to do business in Texas, (the "ENGINI =R"), for a PROJ =C T generally described as: RAMPP Technical Peer Review. Article 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, including but not limited to meeting the requirements set forth in Attachment D to this AGRFMENT, to reasonably substantiate the invoices. (2) The 1-NGINEER 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. City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO Official Release Date: 11.29.2011 Page 1 of 15 po� 07-27-12 A09 : 02 IN (5) If the CITY fails to make payment in full to ENGINEER for billings contested in good faith within 60 days of the amount due, the ENGINEER may after giving 7 days' written notice to CITY, suspend services under this AGREEMENT until paid in full. In the event of suspension of services, the ENGINEER shall have no liability to CITY for delays or damages caused the CITY because of such suspension of services. Article IV Obligations of the Engineer Amendments to Article IV, if any, are included in Attachment C. A. General The ENGINEER will serve as the CITY's professional engineering representative under this Agreement providing professional engineering consultation and advice and furnishing customary services incidental thereto. B Standard of Care The 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 concerning the results of same. Such surveys, tests, and investigations shall be furnished by the CITY, unless otherwise specified in Attachment A. (2) In soils, foundation, groundwater, and other subsurface investigations, the actual characteristics may vary significantly between successive test points and sample intervals and at locations other than where observations, exploration, and investigations have been made. Because of the inherent uncertainties in subsurface evaluations, changed or unanticipated underground conditions may occur that could affect the total PROJECT cost and/or execution. These conditions and cost/execution effects are not the responsibility of the ENGINEER City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO Official Release Date: 11.29.2011 Page 2 of 15 D. Preparation of Engineering Drawings The ENGINEER will provide to the CITY the original drawings of all plans in ink on reproducible mylar sheets and electronic files in pdf format, or as otherwise approved by CITY, which shall become the property of the CITY. CITY may use such drawings in any manner it desires* provided, however, that the ENGINEER shall not be liable for the use of such drawings for any project other than the PROJECT described herein. E. Engineer's Personnel at Construction Site (1) The presence or duties of the ENGINEER's personnel at a construction site, whether as on -site representatives or otherwise, do not make the ENGINEER or its personnel in any way responsible for those duties that belong to the CITY and/or the CITY's construction contractors or other entities, and do not relieve the construction contractors or any other entity of their obligations, duties, and responsibilities, including, but not limited to, all construction methods, means, techniques, sequences, and procedures necessary for coordinating and completing all portions of the construction work in accordance with the Contract Documents and any health or safety precautions required by such construction work The ENGINEER and its personnel have no authority to exercise any control over any construction contractor or other entity or their employees in connection with their work or any health or safety precautions. (2) Except to the extent of specific site visits expressly detailed and set forth in Attachment A, the ENGINEER or its personnel shall have no obligation or responsibility to visit the construction site to become familiar with the progress or quality of the completed work on the PROJECT or to determine, in general if the work on the PROJECT is being performed in a manner indicating that the PROJECT, when completed, will be in accordance with the Contract Documents, nor shall anything in the Contract Documents or the agreement between CITY and ENGINEER be construed as requiring ENGINEER to make exhaustive or continuous on -site inspections to discover latent defects in the work or otherwise check the quality or quantity of the work on the PROJECT If the ENGINEER makes on -site observation(s) of a deviation from the Contract Documents, the ENGINEER shall inform the CITY. (3) When professional certification of performance or characteristics of materials, systems or equipment is reasonably required to perform the services set forth in the Scope of Services, the ENGINEER shall be entitled to rely upon such certification to establish materials, systems or equipment and performance criteria to be required in the Contract Documents. City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO Official Release Date: 11.29.2011 Page 3 of 15 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 pnce of labor and materials; unknown or latent conditions of existing equipment or structures that may affect operation or maintenance costs; competitive bidding procedures and market conditions, time or quality of performance by third parties; quality type, management, or direction of operating personnel; and other economic and operational factors that may materially affect the ultimate PROJECT cost or schedule. Therefore the ENGINEER makes no warranty that the CITY's actual PROJECT costs, financial aspects, economic feasibility, or schedules will not vary from the ENGINEER's opinions, analyses, projections, or estimates. G. Construction Progress Payments Recommendations by the ENGINEER to the CITY for periodic construction progress payments to the construction contractor will be based on the ENGINEER's knowledge, information, and belief from selective sampling and observation that the work has progressed to the point indicated. Such recommendations do not represent that continuous or detailed examinations have been made by the ENGINEER to ascertain that the construction contractor has completed the work in exact accordance with the Contract Documents; that the final work will be acceptable in all respects that the ENGINEER has made an examination to ascertain how or for what purpose the construction contractor has used the moneys paid; that title to any of the work, materials, or equipment has passed to the CITY free and clear of liens, claims, security interests, or encumbrances; or that there are not other matters at issue between the CITY and 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. City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO Official Release Date: 11.29.2011 Page 4 of 15 Minority and Woman Business Enterprise (M/WBE) Participation In accord with City of Fort Worth Ordinance No. 15530, as amended 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 accepted written commitment to M/WBE participation. Any misrepresentation of facts (other than a negligent misrepresentation) and/or the commission of fraud by the Engineer may result in the termination of this Agreement and debarment from participating in City contracts for a period of time of not less than three (3) years. J. Right to Audit (1) ENGINEER agrees that the CITY shall, until the expiration of five (5) years after final payment under this contract, have access to and the right to examine and photocopy any directly pertinent books, documents, papers and records of the ENGINEER involving transactions relating to this contract ENGINEER agrees that the CITY shall have access during normal working hours to all necessary ENGINEER facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. The CITY shall give ENGINEER reasonable advance notice of intended audits. (2) ENGINEER further agrees to include in all its subconsultant agreements hereunder a provision to the effect that the subconsultant agrees that the CITY shall, until the expiration of five (5) years after final payment under the subcontract, have access to and the right to examine and photocopy any directly pertinent books, documents, papers and records of such subconsultant, involving transactions to the subcontract, and further, that the CITY shall have access during normal working hours to all subconsultant facilities, and shall be provided adequate and appropriate work space, in order to conduct audits in compliance with the provisions of this article together with subsection (3) hereof. CITY shall give subconsultant reasonable advance notice of intended audits. (3) ENGINEER and subconsultant agree to photocopy such documents as may be requested by the CITY The CITY agrees to reimburse ENGINEER for the cost of copies at the rate published in the Texas Administrative Code in effect as of the time copying is performed. City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO Official Release Date: 11.29.2011 Page 5 of 15 K. INSURANCE (1) ENGINEER'S INSURANCE a. Commercial General Liability — the ENGINEER shall maintain commercial general liability (CGL) and, if necessary, commercial umbrella insurance with a limit of not less than $1,000,000 00 per each occurrence with a $2,000,000.00 aggregate. If such Commercial General Liability insurance contains a general aggregate limit, it shall apply separately to this PROJECT or location. i. The CITY shall be included as an insured under the CGL, using ISO additional insured endorsement or a substitute providing equivalent coverage, and under the commercial umbrella, if any This insurance shall apply as primary insurance with respect to any other insurance or self-insurance programs afforded to the CITY. The Commercial General Liability insurance policy shall have no exclusions by endorsements that would alter or nullify premises/operations, products/completed operations, contractual, personal injury, or advertizing injury, which are normally contained within the policy, unless the CITY approves such exclusions in writing. ii ENGINEER waives all rights against the CITY and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by the commercial general liability or commercial umbrella liability insurance maintained in accordance with this agreement. b Business Auto — the ENGINEER shall maintain business auto liability and, if necessary, commercial umbrella liability insurance with a limit of not less than $1 000,000 each accident. Such insurance shall cover liability arising out of 'any auto', including owned, hired, and non -owned autos, when said vehicle is used in the course of the PROJECT. If the engineer owns no vehicles, coverage for hired or non -owned is acceptable. ENGINEER waives all rights against the CITY and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by the business auto liability or commercial umbrella liability insurance obtained by ENGINEER pursuant to this agreement or under any applicable auto physical damage coverage. City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO Official Release Date: 11.29.2011 Page 6 of 15 c. Workers' Compensation —ENGINEER shall maintain workers compensation and employers liability insurance and, if necessary, commercial umbrella liability insurance with a limit of not less than $100,000.00 each accident for bodily injury by accident or $100,000.00 each employee for bodily injury by disease, with $500,000.00 policy limit. i ENGINEER waives all rights against the CITY and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by workers compensation and employer's liability or commercial umbrella insurance obtained by ENGINEER pursuant to this agreement. d. Professional Liability — the ENGINEER shall maintain professional liability, a claims -made policy, with a minimum of $1,000,000.00 per claim and aggregate The policy shall contain a retroactive date prior to the date of the contract or the first date of services to be performed, whichever is earlier. Coverage shall be maintained for a period of 5 years following the completion of the contract. An annual certificate of insurance specifically referencing this project shall be submitted to the CITY for each year following completion of the contract. (2) GENERAL INSURANCE REQUIREMENTS a. Certificates of insurance evidencing that the ENGINEER has obtained all required insurance shall be delivered to the CITY prior to ENGINEER proceeding with the PROJECT. b. 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. c. Certificate(s) of insurance shall document that insurance coverage specified in this agreement are provided under applicable policies documented thereon d. Any failure on part of the CITY to request required insurance documentation shall not constitute a waiver of the insurance requirements. e. A minimum of thirty (30) days notice of cancellation or material change in coverage shall be provided to the CITY. A ten (10) days notice shall be acceptable in the event of non-payment of premium. Notice shall be sent to the respective Department Director (by name), City of Fort Worth, 1000 Throckmorton, Fort Worth, Texas 76102 City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO Official Release Date: 11,292011 Page 7 of 15 f. Insurers for all policies must be authorized to do business in the State of Texas and have a minimum rating of A:V or greater, in the current A.M. Best Key Rating Guide or have reasonably equivalent financial strength and solvency to the satisfaction of Risk Management. g. Any deductible or self insured retention in excess of $25,000.00 that would change or alter the requirements herein is subject to approval by the CITY in writing, if coverage is not provided on a first -dollar basis. The CITY, at it sole discretion, may consent to alternative coverage maintained through insurance pools or risk retention groups. Dedicated financial resources or letters of credit may also be acceptable to the CITY. h. Applicable policies shall each be endorsed with a waiver of subrogation in favor of the CITY as respects the PROJECT. i. The CITY shall be entitled upon its request and without incurring expense, to review the ENGINEER's insurance policies including endorsements thereto and, at the CITY's discretion; the ENGINEER may be required to provide proof of insurance premium payments. j• Lines of coverage, other than Professional Liability, underwritten on a claims -made basis, shall contain a retroactive date coincident with or prior to the date of the contractual agreement The certificate of insurance shall state both the retroactive date and that the coverage is claims -made. k. Coverages, whether written on an occurrence or claims -made basis, shall be maintained without interruption nor restrictive modification or changes from date of commencement of the PROJECT until final payment and termination of any coverage required to be maintained after final payments. I. The CITY shall not be responsible for the direct payment of any insurance premiums required by this agreement. m. 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. City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO Official Release Date: 11.29.2011 Page 8 of 15 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 The ENGINEER acknowledges to the CITY that it has made full disclosure in writing of any existing conflicts of interest or potential conflicts of interest, including personal financial interest, direct or indirect, in property abutting the proposed PROJECT and business relationships with abutting property cities. The ENGINEER further acknowledges that it will make disclosure in writing of any conflicts of interest that develop subsequent to the signing of this contract and prior to final payment under the contract. N. Asbestos or Hazardous Substances (1) If asbestos or hazardous substances in any form are encountered or suspected, the ENGINEER will stop its own work in the affected portions of the PROJECT to permit testing and evaluation. (2) If asbestos or other hazardous substances are suspected, the CITY may request the ENGINEER to assist in obtaining the services of a qualified subcontractor to manage the remediation activities of the PROJECT. O. Permitting Authorities - Design Changes If permitting authorities require design changes so as to comply with published design criteria and/or current engineering practice standards which the ENGINEER should have been aware of at the time this Agreement was executed, the ENGINEER shall revise plans and specifications, as required at its own cost and expense. However, if design changes are required due to the changes in the permitting authorities' published design criteria and/or practice standards criteria 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. Schedule ENGINEER shall manage the PROJECT in accordance with the schedule developed per Attachment D to this AGREEMENT. City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO Official Release Date: 11.29.2011 Page 9 of 15 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. Access to Facilities and Property The CITY will make its facilities accessible to the ENGINEER as required for the ENGINEER's performance of its services The CITY will perform, at no cost to the ENGINEER, such tests of equipment, machinery, pipelines, and other components of the CITY's facilities as may be required in connection with the ENGINEER's services. The CITY will be responsible for all acts of the CITY s personnel. C. Advertisements, Permits, and Access Unless otherwise agreed to in the Scope of Services, the CITY will obtain, arrange and pay for all advertisements for bids; permits and licenses required by local, state, or federal authorities; and land, easements, rights - of -way, and access necessary for the ENGINEER's services or PROJECT construction. D. Timely Review The CITY will examine the ENGINEER's studies, reports, sketches, drawings, specifications, proposals, and other documents; obtain advice of an attorney, insurance counselor, accountant, auditor, bond and financial advisors, and other consultants as the CITY deems appropriate, and render in writing decisions required by the CITY in a timely manner in accordance with the project schedule prepared in accordance with Attachment D. E. Prompt Notice The CITY will give prompt written notice to the ENGINEER whenever CITY observes or becomes aware of any development that affects the scope or timing of the ENGINEER's services or of any defect in the work of the ENGINEER or construction contractors. City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO Official Release Date: 11.29.2011 Page 10 of 15 F. Asbestos or Hazardous Substances Release. (1) CITY acknowledges ENGINEER will perform part of the work at CITY's facilities that may contain hazardous materials, including asbestos containing materials, or conditions, and that ENGINEER had no prior role in the generation, treatment, storage, or disposition of such materials. In consideration of the associated risks that may give rise to claims by third parties or employees of City City hereby releases ENGINEER from any damage or liability related to the presence of such materials. (2) The release required above shall not apply in the event the discharge, release or escape of hazardous substances, contaminants, or asbestos is a result of ENGINEER's negligence or if ENGINEER brings such hazardous substance, contaminant or asbestos onto the project. G Contractor Indemnification and Claims The CITY agrees to include in all construction contracts the provisions of Article IV E regarding the ENGINEER's Personnel at Construction Site, and provisions providing contractor indemnification of the CITY and the ENGINEER for contractor's negligence. H. Contractor Claims and Third -Party Beneficiaries (1) The CITY agrees to include the following clause in all contracts with construction contractors and equipment or materials suppliers: "Contractors, subcontractors and equipment and materials suppliers on the PROJECT, or their sureties, shall maintain no direct action against the ENGINEER, its officers, employees, and subcontractors for any claim arising out of, in connection with, or resulting from the engineering services performed. Only the CITY will be the beneficiary of any undertaking by the ENGINEER " (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 City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO Official Release Date: 11.29.2011 Page 11 of 15 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 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 City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO Official Release Date: 11.29.2011 Page 12 of 15 behalf of the CITY of any such instruments of service without the written permission of the ENGINEER will be at the CITY's sole risk. The CITY shall own the final designs, drawings, specifications and documents. C. Force Majeure The ENGINEER is not responsible for damages or delay in performance caused by acts of God strikes, lockouts, accidents, or other events beyond the control of the ENGINEER that prevent ENGINEER's performance of its obligations hereunder. D. Termination (1) This AGREEMENT may be terminated 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 in 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: (3) a.) Cost of reproduction of partial or complete studies, plans, specifications or other forms of ENGINEER'S work product; b.) Out-of-pocket expenses for purchasing electronic data files and other data storage supplies or services; The time requirements for the ENGINEER'S personnel to document the work underway at the time of the CITY'S termination for convenience so that the work effort is suitable for long time storage. 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. City cif Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO Official Release Date: 11.29.2011 Page 13 of 15 F. Indemnification In accordance with Texas Local Government Code Section 271.904, the ENGINEER 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 ENGINEER or ENGINEER's agent, consultant under contract, or another entity over which the ENGINEER exercises control. 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 u nderstandings between the parties and shall apply to all the different theories of recovery, including breach of contract or warranty, tort including n egligence, strict or statutory liability, or any other cause of action, except for willful misconduct or gross negligence for limitations of liability and sole n egligence for indemnification. Parties mean the CITY and the ENGINEER, and their officers, employees, agents, and subcontractors. I. Jurisdiction The law of the State of Texas shall govern the validity of this AGREEMENT, its interpretation and performance, and any other claims related to it. The venue for any litigation related to this AGREEMENT shall be Tarrant County, Texas. J. Severability and Survival If any of the provisions contained in this AGREEMENT are held for any reason to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability will not affect any other provision, and this AGREEMENT shall be construed as if such invalid, illegal, or unenforceable provision had never been contained herein. Articles V.F., VI B , VI D , VI.F., VI.H., and VI.I. shall survive termination of this AGREEMENT for any cause. K. 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 City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO Official Release Date: 11.29.2011 Page 14 of 15 observe and comply with all orders, laws ordinances and regulations which may exist or may be enacted later by governing bodies having jurisdiction or authority for such enactment. No plea of misunderstanding or ignorance thereof shall be considered. ENGINEER agrees to defend, indemnify and hold harmless CITY and all of its officers, agents and employees from and against all claims or liability arising out of the violation of any such order, law, ordinance, or regulation, whether it be by itself or its employees. Article VII Attachments, Schedules, and Signatures This AGREEMLNT, 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 Attachment C - Amendments to Standard Agreement for Engineering Services Attachment D - Project Schedule Attachment E - Location Map Executed and effective this the r d/ day o Mary J. Kayser City Secretary APPROVED AS TO FORM A 2012. CI T Y OF FORT WORTH 4.a-o�FOL:11 abu�qi„5,0• go000.07.,2,tici witr 0 ©T Fernando Costa 4 Assistant City Manager o a� €4,1'Or A.: PROVAL RECOMMENDED B Doug as W. Black Assistant City Attorney M&C No.: Ailk M&C Date: City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO Official Release Date: 11.29.2011 Page 15 of 15 d, (NJ By: Douglas Wiersig, P.E. Directo Departmen Directo , Transportation/ Public Works Freese and Nichols, Inc. By: John Dewar, P.E. Principal t of ATTACHMENT A SCOPE OF SERVICES City of Fort Worth RAMPP Technical Peer Review This project consists of a technical peer review of the Preliminary Hydrologic and Hydraulic models under development by the FEMA RAMPP team. FNI will perform the following services in association with the Project: BASIC SCOPE OF SERVICES 1. Project Management and Communications a. General project coordination and communications with the City b. Monthly status reporting and invoicing c. Up to three (3) meetings with the City and RAMPP d. Up to three (3) meetings with solely City staff including one (1) client kickoff meeting 2. The following models will be reviewed: a. Sycamore Creek • HEC-HMS model of 37 square mile watershed (21 sub -basins) • HEC-RAS model from confluence with Trinity River to McCart Avenue (15.6 river miles) Big Fossil Creek • HEC-HMS model of 76 square mile watershed (42 sub -basins) • HEC-RAS model from confluence with West Fork Trinity River to Buffalow Hollow Court (21.4 river miles) c. West Fork of the Trinity River • HEC-RAS model of the Main Stem from Roy Orr Boulevard to confluence with Hurricane Creek (10.5 river miles) • HEC-RAS model of the 157 split (2 river miles) • HEC-RAS model of the 360 split (0.5 river miles) d. Dry Branch • HEC-HMS model of 3.4 square mile watershed (2 sub basins) • HEC-RAS model from West Fork Trinity River to Grace Avenue (3 river miles) Technical review will include the hydraulic models and TSDN (Technical Support Data Notebook) including review of watershed delineations, parameter development, methodology, model construction, results, and other pertinent information provided by RAMPP team. FNI will make comparisons to readily available information such as published FIS data or other models Page 11 ATTACHMENT A SCOPE OF SERVICES provided by the City to evaluate if the results are reasonable. FNI will rely on City GIS data for storm drains and record drawings of drainage infrastructure if necessary for verifying watershed delineations. 4. The review will consist primarily of a desktop analysis using the information stated above. Up to one (1) full day site visit will be conducted by FNI staff to verify parameters in the model. 5. The technical review will be conducted using FNI QC checklists. These checklists have been developed by FNI based on industry standards and project experience. Copies of the completed checklists will be provided to the City if requested. 6. FNI will review the FEMA Mapping standards and evaluate the compliance of the models with published FEMA standards. FNI will use the "Guidelines and Specifications for Flood Hazard Mapping Partners' (November 2009), with special emphasis on "Appendix C: Guidance for Riverine Flooding Analyses and Mapping", as the documented FEMA standards, unless other guidance is provided by the City or RAMPP. 7. FNI will provide a written summary of the comments on each model. In the event that the FEMA guidance is vague or not clear with respect to a comment FNI will provide supporting justification based on technical references if necessary. Technical references will include HEC Users Manuals, industry manuals, and textbooks. 8. FNI will review RAMPP's responses to the FNI comments and the revised models. The models will be reviewed up to two (2) times including the initial review conducted by FNI. It is assumed that the first review will be detailed and the second review will be a cursory review, primarily focusing on changes to the models. FNI will issue responses to RAMPP's responses. 9. In the event that comments must be substantiated by developing revised models, FNI will perform limited revisions to the models to support the comments. Up to 2 days of modeling time is included in this contract. Modeling effort in excess of this amount will be considered an additional service. 10. Field Survey — limited field survey to verify or confirm model parameters such as cross section geometry or hydraulic structures such as bridges and culverts. ADDITIONAL SERVICES Additional Services to be performed by the Engineer, if authorized by the City, which are not included in the above described basic services, are described below. These services will be performed according to the Engineer standard rate schedule: 1) Coordination with other agencies or public meetings besides the FEMA RAMPP team as noted in Basic Services. 2) Additional reviews of the models beyond those outlined in scope of work. 3) Field surveying or Sub -Surface utility engineering 4) Preparation of property, boundary and right-of-way surveys preparation of easement and deed descriptions, including title search and examination of deed records. Page 12 ATTACHMENT A SCOPE OF SERVICES 5) Revisions to drawings, specifications or other documents when such revisions are 1) not consistent with approvals or instructions previously given by the City or 2) due to other causes not solely within the control of the Engineer. 6) Preparation of data and reports for assistance to the City 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 7) Assistance in preparing for or appearing at litigation, mediation, arbitration, dispute review boards, or other legal and/or administrative proceedings in the defense or prosecution of claims disputes with Contractor(s). 8) Geotechnical investigations, studies and reports. 9) Visits to the project areas or City facilities in excess of the number of trips, coordination meetings or contract completion activities as defined in Basic Services. 10) Coordination of environmental investigations with environmental resource agencies, jurisdictional determinations, and state or federal permitting. 11) Basic or additional services on an accelerated time schedule. The scope of this service includes cost for overtime wages of employees and consultants, inefficiencies in work sequence and plotting or reproduction costs directly attributable to an accelerated time schedule directed by the City. Page 13 ATTACHMENT B COMPENSATION Engineering Services for RAMPP Technical Peer Review City Project No. FP-12-060-FS Lump Sum Project 1. Compensation A. The ENGINEER shall be compensated a total lump sum fee of $49,670 00 as summarized in Exhibit B-1 — Engineer Invoice and Section IV — Summary of Total Project Fees. The total lump sum fee shall be considered full compensation for the services described in Attachment A, including all labor materials, supplies, and equipment necessary to deliver the services. B. The ENGINEER shall be paid monthly payments as described in Section II Method of Payment. II. Method of Payment A. Partial payment shall be made to the ENGINEER monthly upon City's approval of an invoice prepared and submitted by the ENGINEER in the format and including content as presented in Exhibit B-1, Progress Reports as required in item III. of this Attachment B, and Schedule as required in Attachment D to this Agreement. B. The estimated current physical percent complete as required on the invoice shall be calculated from the progress schedule as required in Attachment D to this Standard Agreement and according to the current version of the City of Fort Worth's Schedule Guidance Document. C. The cumulative sum of such monthly partial fee payments shall not exceed the total current project budget including all approved Amendments. D. Each invoice shall be verified as to its accuracy and compliance with the terms of this Agreement by an officer of the ENGINEER 111. Progress Reports A. The ENGINEER shall prepare and submit to the designated representative of the Transportation and Public Works Department monthly progress reports and schedules in the format required by the City. City of Fort Worth, Texas Attachment B PMO Official Release Date: 5,19.2010 Page 1 of 3 B-1 ATTACHMENT B COMPENSATION IV. Summary of Total Project Fees Firm P rime Consultant Freese and Nichols, Engineering Inc. P roposed M/WBE Sub -Consultants S pooner and Survey Associates N on-M/WBE Consultants N/A Primary Responsibility Fee Amount $46,670.00 94% $3,000.00 6% TOTAL $49.670.00 100% Project Number & Name Total Fee M/WBE Fee M/WBE % FP-12-060-FS — RAMPP Technical $49.670.00 $3,000.00 6% Peer Review City M/WBE Goal = 5% Consultant Committed Goal = 6% City of Fort Worth, Texas Attachment B PMO Official Release Date: 5.19.2010 Page 2 of 3 B-2 EXHIBIT "B-1" ENGINEER INVOICE (Supplement to Attachment B) Insert required invoice format following this page, including negotiated total budget and allocations of budgets across work types and work phases. City of Fort Worth, Texas Attachment B PMO Official Release Date: 5.19.2010 Page 3of3 Professional Services Payment Request Project Manager ICIair Davis, P.E. I Summary Project: 1RAMPP Technical Peer Review City Project #: IFP-12-060-FS City Sec Number: Company Name: Freese and Nichols, Inc. Consultant Instructions: Fill in green cells Including Invoice Number, From and To Dates and the Included worksheets. When your Invoice Is complete, save and close, start Buzzsaw and Add your Invoice to the Consultant folder within Project's folder. Consultant's a #: Scott Hubiey, P.E. Office Address: 4055 Inematonal Pl tom ..,,.a. al Plaza, Suite 200, Fort Worth, TX 76109 Payment Request #: I Telephone: 817-735-7300 From Date: 1 Fax: 817-735-7491 To Date: I Invoice Date: I Sheet Work Type 1 Work Type 2 Work Type 3 Work Type 4 Work Type 5 Work Type 6 Remit Address: PO Box 980004, Fort Worth, TX 76198-0004 FAC and Work Type Description LOCK UNLOCK Agreement Agreement Amendment Amount to Completed Percent ($) Invoiced Current Remaining Amount Amount Date Amount Completed Previously Invoice Balance $49,670.00 $49,670.00 $49,670.00 Totals This Payment Request $49,670.00 $49,670.00 $49,670.00 Overall Percentage Complete: ATTACHMENT "C" CHANGES AND AMENDMENTS TO STANDARD AGREEMENT Design Services for RAMPP Technical Peer Review City Project No. FP-12-060-FS <List any changes to the Standard Agreement> None City of Fort Worth, Texas Attachment C PMO Release Date: 05.19.2010 Page 1 of 1 Consulting Contract Schedule Specifications City of Fort Worth Capital Improvement Program Attachment D - Project Schedule FORT WORTH This PROTECT requires a Tier 2 schedule as defined herein and in the Citti's Schedule Guidance Document. D1. CONSULTING SERVICES SCHEDULE DEVELOPMENT: The CONSULTANT shall prepare schedules for consulting services that meet the requirements described in this specification, showing by Critical Path Method (CPM) the planned sequence and timing of the Work associated with the Agreement. All submittals shall be submitted in PDF format, and schedule files shall also be submitted in native file format (i.e. file formats associated with the scheduling software). The approved scheduling software systems for creating the schedule files are: Primavera (Version 6.1 or later or approved by CITY) - Primavera Contractor (Version 6.1 or later or approved by CITY) - Microsoft Project (Version 2003/2007 or later or approved by CITY)(PHASING OUT) D2. BASELINE CONSULTING SERVICES SCHEDULE: Following notice -to -proceed, the CONSULTANT shall develop, submit and review the draft detailed baseline consulting services schedule with the CITY to demonstrate the CONSULTANT's understanding of the Agreement requirements and approach for performing the work. The CONSULTANT will prepare the final detailed baseline consulting services schedule based on CITY comments, if any, and submit to the CITY no later than the submittal of the first project invoice. The following guidelines shall be adhered to in preparing the baseline schedule, and as described in further detail in the CITY's Schedule Guidance Document. a. The scope shall be subdivided by work breakdown structure (WBS) representing the tasks, subtasks, and activities associated with delivering the work. b. The schedule shall accurately describe the major work activities, key milestones, and dependencies/relationships as appropriate to the work. c. The schedule should include appropriate meetings, review periods, critical decision points, including third party utility dependencies and reviewing agencies. D3. PROGRESS CONSULTING SERVICES SCHEDULE: The CONSULTANT shall prepare and submit monthly to the CITY for approval the updated schedule in accordance with D1 and D2 and the CITY's Schedule Guidance Document inclusive. As the Work progresses, the CONSULTANT shall enter into the schedule and record actual progress as described in the CITY's Schedule Guidance Document. The updated schedule submittal shall also include a concise schedule narrative that highlights the following, if appropriate and applicable: City of Fort Worth, Texas Attachment D PMO Release Date: 02.15.2011 Page 1 of 2 Consulting Contract Schedule Specifications City of Fort Worth Capital Improvement Program FORT WORTH • Changes in the critical path, • Expected schedule changes, • Potential delays, • Opportunities to expedite the schedule, • Coordination issues the CITY should be aware of or can assist with, • Other schedule -related issues that the CONSULTANT wishes to communicate to the CITY. D4. PERFORMANCE AND CONSULTING SERVICES SCHEDULE: If the work accomplished falls behind that scheduled due to factors within the CONSULTANT's control, the CONSULTANT shall take such action as necessary to improve the progress of the Work. In addition, the CITY may require the CONSULTANT to submit a revised schedule demonstrating the proposed plan to make up the delay in schedule progress and to ensure completion of the Work within the allotted Agreement time. D5. SCHEDULE TIERS SPECIAL INSTRUCTIONS: The requirements for the schedule are determined based on the nature and needs of the project. The schedule tier for this project is stated at the top of this document. CONSULTANT shall submit each schedule relying on the CITY's current Schedule Guidance Document. D6. SCHEDULE SUBMITTAL AND PAYMENT: As stated in III.A.(1). of the Agreement, CONSULTANT shall provide the information required by Attachment D. CONSULTANT's monthly invoices will not be accepted and processed for payment without monthly schedule updates that are submitted in the time and manner required by Attachment D and the CITY's current Schedule Guidance Document. City of Fort Worth, Texas Attachment D PMO Release Date: 02.15.2011 Page 2 of 2 FORT WORTH® Location Map RAMMP Technical Review Fort Worth, Texas JOHNSON 303 ATTACHMENT E °irk NTON CO 114 Project Locations TARR 3 67 O FREESE 4055 Intemah000l Plaza Ste. 200 '1 INICHOLS Fort Worth, Texas 76109-4895 P: 817-735-7300 F: 817-735-7491 0 1 2 4 Miles JOB: OFF12041 DATE: JULY 17, 2012 FILE: HAFortWorth1RAMPP Technical Review