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HomeMy WebLinkAboutContract 42399 (2)MY OF FORT WORTH, TEXAS STANDAAGRkEilt9T FCO)R E N GIVEM1011G RELATED D CITV SECRETARY Received CONTRACT NO. q 'J� �L SEP 2 9 2011 �SICDV\I Si�i arSEngineers This AGREEMENT is between the City of Fort Worth, a Texas home=rule municipality (the "CITY"), and LANDTEC Engineers, LLC, authorized to do business in Texas, (the "ENGINFHR"), for a PROJI :CT generally described as: Robin Denver Project. Article Scope of Services A. The Scope of Services is set forth in Attachment A. Article II Compensation The ENGINFFR'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 AGREEMENT, to reasonably substantiate the invoices. (2) The ENGINEER will issue monthly invoices for all work performed under this AGREEMENT. Invoices are due and payable within 30 days of receipt. (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) City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO Official Release Date: 7.22.2011 Page 1 of 14 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 ENC i N EER shall have OFFICIAL RECORD CITY SECRETARY FTWORT1E19 TX IN 10-0 6 -1 1 P03:0 0 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: 7.22.2011 Page 2 of 14 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 descnbed 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. 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. City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO Official Release Date: 7.22.2011 Page 3 of 14 (2) In providing opinions of cost, financial analyses, economic feasibility projections, and schedules for the PROJECT, the ENGINEER has no control over cost or price of labor and materials; unknown or latent conditions of existing equipment or structures that may affect operation or maintenance costs; competitive bidding procedures and market conditions time or quality of performance by third parties; quality, type, management, or direction of operating personnel and other economic and operational factors that may materially affect the ultimate PROJECT cost or schedule. Therefore, the ENGINEER makes no warranty that the CITY's actual PROJECT costs, financial aspects, economic feasibility, or schedules will not vary from the ENGINEER's opinions, analyses, projections, or estimates. G. Construction Progress Payments Recommendations by the ENGINEER to the CITY for periodic construction progress payments to the construction contractor will be based on the ENGINEER's knowledge, information, and belief from selective sampling and observation that the work has progressed to the point indicated. Such recommendations do not represent that continuous or detailed examinations have been made by the ENGINEER to ascertain that the construction contractor has completed the work in exact accordance with the Contract Documents; that the final work will be acceptable in all respects that the ENGINEER has made an examination to ascertain how or for what purpose the construction contractor has used the moneys paid; that title to any of the work, materials, or equipment has passed to the CITY free and clear of liens, claims, security interests, or encumbrances; or that there are not other matters at issue between the CITY and 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, 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 City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO Official Release Date: 7.22.2011 Page 4 of 14 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. 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 City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO Official Release Date: 7.22.2011 Page 5 of 14 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 Tess 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. i. ENGINEER waives all rights against the CITY and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by the business auto liability or commercial umbrella liability insurance obtained by ENGINEER pursuant to this agreement or under any applicable auto physical damage coverage. c. Workers' Compensation —ENGINEER shall maintain workers compensation and employers liability insurance and, if necessary commercial umbrella liability insurance with a limit of not less than $100,000.00 each accident for bodily injury by accident or $100,000.00 each employee for bodily injury by disease, with $500,000.00 policy limit. i. ENGINEER waives all rights against the CITY and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by workers compensation and employer's liability or commercial umbrella insurance obtained by ENGINEER pursuant to this agreement. d. Professional Liability — the ENGINEER shall maintain professional liability a claims -made policy, with a minimum of $1,000,000.00 per claim and aggregate The policy shall contain a retroactive date prior to the date of the contract or the first date of services to be performed, whichever is earlier. Coverage shall be maintained for a period of 5 years following the completion of the contract. An annual certificate of insurance specifically referencing this project shall be submitted to the CITY for each year following completion of the contract. City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO Official Release Date: 7.22.2011 Page 6 of 14 (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. 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 City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO Official Release Date: 7,22,2011 Page 7 of 14 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. 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 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 City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO Official Release Date: 7.22.2011 Page 8 of 14 changes in the permitting authorities' published design criteria and/or practice standards cnteria which are published after the date of this Agreement which the ENGINEER could not have been reasonably aware of, the ENGINEER shall notify the CITY of such changes and an adjustment in compensation will be made through an amendment to this AGREEMENT. P. Schedule ENGINEER shall manage the PROJECT in accordance with the schedule developed per Attachment D to this AGREEMENT. Article V Obligations of the City Amendments to Article V, if any, are included in Attachment C. A. City -Furnished Data ENGINEER may rely upon the accuracy, timeliness, and completeness of the information provided by the CITY. B. Access to Facilities and Property The CITY will make its facilities accessible to the ENGINEER as required for the ENGINEER's performance of its services The CITY will perform, at no cost to the ENGINEER, such tests of equipment, machinery, pipelines, and other components of the CITY s facilities as may be required in connection with the ENGINEER's services. The CITY will be responsible for all acts of the CITY's personnel. C. Advertisements, Permits, and Access Unless otherwise agreed to in the Scope of Services, the CITY will obtain, arrange, and pay for all advertisements for bids; permits and licenses required by local, state, or federal authorities and land, easements, rights -of -way, and access necessary for the ENGINEER's services or PROJECT construction. D. Timely Review The CITY will examine the ENGINEER's studies, reports, sketches, drawings specifications, proposals, and other documents; obtain advice of an attorney, insurance counselor, accountant, auditor, bond and financial advisors, and other consultants as the CITY deems appropriate; and render in writing decisions required by the CITY in a timely manner in accordance with the project schedule prepared in accordance with Attachment D City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO Official Release Date: 7.22.2011 Page 9 of 14 E. Prompt Notice The CITY will give prompt written notice to the ENGINEER whenever CITY observes or becomes aware of any development that affects the scope or timing of the ENGINEER's services or of any defect in the work of the ENGINEER or construction contractors. F. Asbestos or Hazardous Substances Release. (1) CITY acknowledges ENGINEER will perform part of the work at CITY's facilities that may contain hazardous materials, including asbestos containing materials, or conditions, and that ENGINEER had no prior role in the generation, treatment, storage, or disposition of such materials In consideration of the associated risks that may give rise to claims by third parties or employees of City City hereby releases ENGINEER from any damage or liability related to the presence of such materials. (2) The release required above shall not apply in the event the discharge, release or escape of hazardous substances, contaminants, or asbestos is a result of ENGINEER's negligence or if ENGINEER brings such hazardous substance, contaminant or asbestos onto the project. G. Contractor Indemnification and Claims The CITY agrees to include in all construction contracts the provisions of Article IV.E. regarding the ENGINEER's Personnel at Construction Site and provisions providing 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. City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO Official Release Date: 7.22.2011 Page 10 of 14 (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. 1. 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, bnng, 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. 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 City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO Official Release Date: 7.22.2011 Page 11 of 14 service for this PROJECT, whether the PROJECT is completed or not. Reuse, change, or alteration by the CITY or by others acting through or on behalf of the CITY of any such instruments of service without the written permission of the ENGINEER will be at the CITY's sole risk. The CITY shall own the final designs, drawings, specifications and documents. C. Force Majeure The ENGINEER is not responsible for damages or delay in performance caused by acts of God, strikes, lockouts, accidents, or other events beyond the control of the ENGINEER that prevent ENGINEER s performance of its obligations hereunder. D. Termination (1) This AGREEMENT may be terminated 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: a.) Cost of reproduction of partial or complete studies, plans, specifications or other forms of ENGINEER'S work product; b.) Out-of-pocket expenses for purchasing electronic data files and other data storage supplies or services; c.) The time requirements for the ENGINEER'S personnel to document the work underway at the time of the CITY'S termination for convenience so that the work effort is suitable for long time storage. (3) Prior to proceeding with termination services, the ENGINEER will submit to the CITY an itemized statement of all termination expenses. The CITY'S approval will be obtained in writing prior to proceeding with termination services. E. Suspension, Delay, or Interruption to Work The CITY may suspend, delay, or interrupt the services of the ENGINEER for the convenience of the CITY. In the event of such suspension, delay or interruption, an equitable adjustment in the PROJECT s schedule, commitment and cost of the ENGINEER s personnel and subcontractors, and ENGINEER's compensation will be made. City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO Official Release Date: 7.22.2011 Page 12 of 14 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 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 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 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 City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO Official Release Date: 7.22.2011 Page 13 of 14 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. Attachment; Se nodules, and Si n t ures Articlle VII 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 e Scope of Services Attachment B — Compensation Attachment C u Amendments to Standard Agreement for Engineering Services Attachment D o Project Schedule Attachment F o Location Map Executed and effective this the 28th day of September, 2011. ATTEST: ORpik s Marty 7/, 00000se4,4 \ k_r v--00 Opy: Hendrix r`�,4 ' 0 ��o�0 City Secretary � �,t,r 0 � 210 0 00 °. AA, 0 ,,,, APPROVED AS TO FORM D` ggpy ,oAPPROVAL RECOMMENDED 4iNct //' ;)iyrp,s5),,K,,,Ac> ti--.°4.6.\,� CITY OF FORT WORTH B Doug as W. Black Assistant City Attorney M&C No.: N /A- M&C Date: City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO Official Release Date: 7.22.2011 Page 14 of 14 By: Fernando Costa Assistant City Manager (AS ti Dougla : . Wiersig, P.E. Direct Transportation and Public Works LANDTEC Engineers, LLC By: Thomas D. Baker, P.E., R.P.L.S. Principal [OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Geotechnical & Environmental Engineering Construction Materials Testing Laboratory Testing ATTACHMENT 'A' City Project Number is #00086 Mr. Michael J. Hasler, P.E. Infrastructure Engineering Manager Department of Transportation and Public Works City of Fort Worth 1000 Throckmorton Street, 2nd floor Fort Worth, Texas 76102 Re: Robin Denver Project Dear Mike: September 17, 2011 Proposal No. 3162 (Revised 10-3-2011) In accordance with your request, we are pleased to submit the following proposal to provide the City of Fort Worth with professional geotechnical engineering and environmental services in conjunction with the removal of fill material on the Robin -Denver Project, 1951 Terrace in Fort Worth; Texas. This proposal is based on my site visit and meeting with Mark McFadin and Douglas Dickinson on September 1, 2011 (initial observation of fill material), our meeting at City offices on September 12, 2011; emails and discussions with you on September 15, 16, 28, 29 and 30, 2011. We understand the City is planning on having a City field representative onsite full time during the removal process to count trucks, make general observations of the fill material, handle day to day operations with the contractor and public, and, to contact designated project representatives with progress updates, comments and questions. Preferred method of communication would be email. Based on your email late Friday September 16, Mario Sinaloca & Sons Excavating will be selected to remove and dispose of the fill material and haul to suitable locations acceptable to the City of Fort Worth. At this time of writing, LandTec Engineers does not know the contractors schedule to remove the fill material. Therefore, the timeframe for our work is anticipated to be over a two week time period or Tess. 1. SCOPE OF BASIC SERVICES LANDTEC proposes the following Basic Services to perform professional geotechnical engineering and field services for this project. Task 1: Engineering and Field Services • Provide geotechnical engineering consultation to the City during the fill removal process. • Attend a pre -construction kick-off meeting with City representatives, City's full time "Site Representative" and the Contractor to plan the fill removal process. One trip is anticipated. LANDTEC ENGINEERS, LLC 1700 Robert Road Suite 101 Mansfield, Texas 76063 817.572.2818 Fax 817.453.9984 3162 Robin Denver Fill Project.doc • Consult with the City "Site Representative" and the Contractor to confirm and/or revise the excavation plan based on site observations, weather conditions and the Contractors input. • Monitor the fill removal to determine the presence of the original slope before fill was placed and make recommendations when to stop excavating It is anticipated that site visits will be made every other day, approximately 3 times per week if Sinacola is working Monday through Saturday. • Perform selected sampling of soil materials to generally classify the soils and determine type of materials removed. A total of 5 samples are anticipated. • Provide recommendations for placement and compaction of fill material that could be needed to adjust the final slope, especially near existing residential structures and utilities. • Provide recommendations for the erosion mat, which is anticipated to be needed on the final slope. The goal would be to have a general final slope on approximately a 4 horizontal to 1- vertical (4H:1V) slope angle or flatter if possible, but to also return the slope to the original slope angle in place prior to the filling. Task 2: Field Exploration & Testing • Drill up to five (5) soil sample borings within the existing fill material to evaluate the consistency of the fill. Borings will be drilled to the depth of fill/natural soil interface and to additional depth as determined in the field by the project geotechnical engineer. • Obtain soil samples and perform SPT and TCP tests as appropriate for the soils encountered. • Observe for groundwater seepage during drilling and record level. • Backfill boreholes with soil cuttings upon completion. • Perform moisture/density relationships (standard Proctor), Atterberg Limits (liquid and plastic limits) on existing fill material • Perform compaction tests using a nuclear density device (Troxler gauge). Determine the density and moisture content, percent compaction on existing fill material Laboratory Testing Laboratory testing will be conducted on samples that are considered to be reasonably representative of the materials obtained from the field exploration The tests will evaluate and classify the soils, identify subsurface site characteristics, and provide data for analysis. The tests include: • Atterberg limits (liquid and plastic limits) tests • Sieve Analysis 3162 Robin Denver Fill Project.doc 2 LANDTEC ENGINEERS Engineering Analysis and Reports An engineering analysis and evaluation of the field and laboratory data will be performed for the project Information to be provided is as follows: • Plan of borings illustrating the approximate location of each boring and scale to which the drawing is made • A log of each boring indicating the boring number, location, depth of each strata, soil description, field penetration tests including Standard Penetration tests (SPT's) and/or Texas Cone Penetrometer (TCP) , laboratory tests, and groundwater information • Description of the field exploration and laboratory testing program • Laboratory test results and analysis of results • Discussion of subsurface soil conditions including existing fill characteristics • Recommendations for placement of fill material including soil type, compaction & placement • Four (4) copies of the geotechnical report plus a PDF version 2. ADDITIONAL SERVICES The following services are not included in the Basic Services and will be considered as Additional Services, if and when required or requested: • Special testing and studies for slope design • Installation and monitoring of piezometers or slope indicators • Slope stability analysis • Drainage studies/modeling • Environmental Analytical Laboratory Tests (City may want to perform or subcontract with City's approved laboratory if tests are needed) • Surveying services • The services of specialty sub consultants or other special outside services other than those described in Basic Services • Coordination with regulatory agencies other than that described in Basic Services • Any other services not specifically included in Basic Services 3162 Robin Denver Fill Project.doc 3 IANDTEC ENGINEERS 3. PROJECT ASSUMPTIONS / ADDITIONAL INFORMATION TO CONSIDER The following assumptions and additional information are outlined and apply to the project: • The stability and overall general condition of the current fill slope and the original slope prior to fill being placed is unknown. A geotechnical engineering investigation was not conducted for this project Soil borings, laboratory tests, and analysis have not been performed. General conditions of the fill material on the slope have been estimated only, and the City has been informed likewise. • Instruments called "Slope Indicators" can be installed and monitored to determine if the slope moves. Since slope indicators are designed and manufactured for site specific use, it is anticipated ordering, receiving and installing them would require at least 4 weeks. They would be costly to install in the fill and rubble material • The City should consider what happens if removal of the fill causes some type of damage (real or unreal) to the existing residences, garages, drives utilities, etc. It is not unheard of for property owners to claim the contractor's work has caused damage to their property. The City may want to consider obtaining some type of legal release from the property owners. • We also understand the City has put together a legal document (waiver) with signature of all property owners which will protect the City, Contractor and Consultants from future claims arising from removal of the fill material and subsequent final condition of the slope. • Once the fill is removed and the condition of the original slope and ground can be observed, it is anticipated the slope will need to be stabilized with one or more of the following* drainage berms, letdowns, erosion mats grass, etc. to limit and control drainage down the slope. Consideration should be to return the slope to the drainage pattern existing prior to the fill being placed, if at all possible. 4. COST ESTIMATE LANDTEC proposes to perform the Basic Services outlined herein on a Time and Materials basis at a total cost not to exceed $17 920. The fee is valid for 60 days from the date of this proposal. Estimated costs for the scope of services are itemized in the attached Resource Allocation Estimate. These costs represent our best estimate at this time and may change subject to future developments during the project. At this point we do not have a time schedule from the contractor. It is possible that some of the estimated manpower requirements for specific task items may increase while others may not require the entire anticipated effort. This provides us a greater degree of confidence in the overall project estimate, rather than in any given particular task. If unforeseen circumstances should arise which indicate that more time is required, LandTec will provide a written estimate of additional required time and cost. LandTec will not proceed with work beyond the not to exceed figure without a written authorization from your office Charges to the project will be made for actual time spent on the project at the rates indicated on the cost estimate. 3162 Robin Denver Fill Project.doc 4 LANDTEC ENGINEERS Client and LANDTEC may subsequently agree in writing to provide for additional services to be rendered under this agreement for additional, negotiated compensation. Services provided by LANDTEC will be consistent with the engineering standards prevailing at the time and in the area that the work is performed; no other warranty, express or implied, is intended. 5. ANTICIPATED SCHEDULE We are prepared to begin the engineering consulting and field work within one day of receiving written approval, a Notice to Proceed, or purchase order from your office. We appreciate the opportunity to submit this letter agreement and look forward to providing engineering services. If additional information is needed or if you have questions, please call. Sincerely, LANDTEC ENGINEERS, LLC 14495744A0eactzw Thomas D Baker, P.E., R. P. L.S Project Manager/Principal TBPE Firm No. F-000329 TBPLS Firm No. 100956-00 Distribution: Mr. Mike Nasser, P.E. - via email only Mr. Patrick Buckley, P.E. — via email only Attachments: Cost Estimate; Terms and Conditions 3162 Robin Denver Fill Project.doc 5 LANDTEC ENGINEERS PROPOSAL NO: 3162 CLIENT: City of Fort Worth JOB TITLE: Robin Denver Project Task Description , 1 Meeting on 9/12/11 2 Pre -Construction Meeting 3 Surveying 4 Engineering/Coordination 5 Site Visits / Sampling 6 Meetings (Local) Subtotal Hourly Total Direct Labor Other Direct Costs ATTACHMENT 'B' RESOURCE ALLOCATION ESTIMATE Date: 10/3/2011 Project Project Field Engineer Project Manager Engineer Surveyor Tech CADD Admin Total 2 4 22 24 8 60 4 4 4 4 $130 $110 $125 $7,800 $440 $500 Field Sampling (Core Drilling) Soil Testing Transportation Office Expenses/ Printing Subtotal Other Direct Costs Contingency @ 0 % $1,500 Proctor, AL, Sieve $0.65 per mile 2000 Miles GRAND TOTAL ESTIMATED COST 4 40 44 8 8 6 6 $50 $70 $45 $2,200 $560 $270 Amount $3,200 $1,500 $1,300 $150 2 8 4 40 64 8 126 $260 $720 $500 $4,130 $5,120 $1,040 $ 11,770 $11,770 $6,150 $17,920.00 3162 Robin Denver Fill Project Cost Estimate.xisx 1 LANDTEC ENGINEERS LANDTEC ENGINEERS, LLC GENERAL TERMS AND CONDITIONS ATTACHMENT `B' 1 PROFESSIONAL RESPONSIBILITY. LANDTEC shall perform services consistent with skill and care ordinarily exercised by other professional consultants under similar circumstances at the time services are performed, subject to any limitations established by CLIENT as to degree of care, time or expense to be incurred or other limitations of this Agreement. No other representation, warranty or guaranty, express or implied, is mcluded in or intended by LANDTEC's services, proposals, agreements or reports. 2 DISPUTE RESOLUTION. Any claims or disputes made during design, construction or post -construction between the Client and LANDTEC shall be submitted to non -binding mediation. Client and LANDTEC agree to include a similar mediation agreement with all contractors, subcontractors, subconsultants, suppliers and fabricators, thereby providing for mediation as the primary method for dispute resolution between all parties 3 BILLING/PAYMENTS. Invoices for LANDTEC S services shall be submitted, at LANDTEC'S option, either upon completion of such services or on a monthly basis. Invoices shall be payable within 30 days after the invoice date. If the invoice is not paid within 30 days, LANDTEC may, without waiving any claim or right against the Client, and without liability whatsoever to the Client, terminate the performance of the service. Retainers shall be credited on the final invoice. 4 LATE PAYMENTS. Accounts unpaid 60 days after the invoice date may be subject to a monthly service charge of 1.5% (or the legal rate) on the then unpaid balance. 5 INITIATION. LANDTEC is authorized to proceed upon receipt of an executed copy of the Agreement or Notice to Proceed. If verbal notice to proceed is given, the terms of these provisions will apply whether or not a signed agreement is returned. Client shall provide LANDTEC right -of -entry to property. Client shall notify LANDTEC of all known health and safety hazards on the site. Client shall correctly identify the location of known subsurface structures and utilities. LANDTEC shall not be responsible for damage to underground structures or utilities. 6 LIMITATION OF LIABILITY. In consideration of potential liabilities which may be disproportionate to the fees to be earned by LANDTEC, CLIENT agrees to limit the liability of LANDTEC its officers, directors, shareholders, employees agents, and representatives to CLIENT for all claims or legal proceedings of any type arising out of or relating to the performance of services under this Agreement (including but not limited to LANDTEC's breach of the Agreement, its professional negligence, errors and omissions and other acts) to the greater of $25,000 or the amount of LANDTEC's fee. Failure of CLIENT to give written notice to LANDTEC of any claim of negligent act, error or omission within one (1) year of performance shall constitute a waiver of such claim by CLIENT. Neither party shall be liable for any indirect, special or consequential loss or damages arising from this Agreement 7 INDEMNIFICATION. Subject to the limitation of liability above, to the extent permitted by law each party agrees to indemnify, defend and hold harmless the other from any claim, suit liability, damage injury, cost or expense, including attorneys fees (hereafter collectively called ' Loss') arising out of a) breach of this Agreement or b) willful misconduct or negligence in connection with the performance of this Agreement. 8 CERTIFICATIONS. Guarantees and Warranties: LANDTEC shall not be required to execute any document that would result in its certifying, guaranteeing or warrantmg the existence of conditions whose existence LANDTEC cannot ascertain. Page 1 of 2 LANDTEC-GenTermsConditions.doc LANDTEC ENGINEERS, LLC 9 CHANGED CONDITIONS. If, during the course of the performance of Services, conditions or circumstances develop or are discovered which were not contemplated by LANDTEC and which materially affect LANDTEC's ability to perform or which would materially increase the costs to LANDTEC of performing, then LANDTEC will notify CLIENT in writmg, and LANDTEC and CLIENT shall renegotiate in good faith the terms of this Agreement within thirty (30) days Alternatively, either party shall thereupon have the right to terminate the Agreement, provided, however that upon any such termination LANDTEC shall be compensated for services rendered to the date of termination. 10 HAZARDOUS OR UNSAFE CONDITIONS. CLIENT has fully informed LANDTEC of, and shall immediately inform LANDTEC when it becomes aware of any new information regarding, the type, quantity and location of any hazardous, toxic or dangerous materials or unsafe or unhealthy conditions known or suspected at all real property where services are to be performed (' the Project Site"). Fees shall be adjusted to compensate LANDTEC if conditions require LANDTEC to take emergency measures to protect the health and safety of the parties the public or the environment. 11 NO THIRD PARTY BENEFICIARIES. There are no third party beneficiaries of this Agreement entitled to rely on any work performed or reports prepared by LANDTEC hereunder for any purpose. CLIENT shall indemnify and hold LANDTEC harmless against any liability for any Loss arising out of or relating to reliance by any third party on any work performed or reports issued hereunder. 12 TERMINATION OF SERVICES. This agreement may be terminated by the Client or LANDTEC should the other fail to perform its obligations hereunder. In the event of termination the Client shall pay LANDTEC for all services rendered to the date of termination, all reimbursable expenses, and reimbursable termination expenses. 13 OWNERSHIP OF DOCUMENTS. All documents produced by LANDTEC under this agreement shall remain the property of LANDTEC and may not be used by the Client for any other endeavor without the written consent of LANDTEC. 14 APPLICABLE LAW. All general terms and conditions shall be governed by the laws of the State of Texas. 15 SAMPLE DISPOSAL. LANDTEC will retain samples transported to the geotechnical laboratory for testing for a period of thirty (30) days following submission of the report covering those samples. Further storage or transfer of samples can be made at CLIENT'S expense upon CLIENT'S prior written request. 16 MONITORING. If LANDTEC is retained by CLIENT to provide a site representative for the purpose of monitoring specific portions of construction work or other field activities as set forth in the PROPOSAL, then this phrase applies. For the specified assignment, LANDTEC will report observations and professional opmions to CLIENT. No action of LANDTEC or LANDTEC'S site representative can be construed as altering any AGREEMENT between CLIENT and others. LANDTEC will report to CLIENT any observed geotechnically-related work which in LAND 1 EC'S professional opinion, does not conform with plans and specifications LANDTEC has no right to reject or stop work of any agent of the CLIENT. Such rights are reserved solely for CLIENT. Furthermore, LANDTEC'S presence on site does not in any way guarantee the completion or quality of the performance of the work of any party retained by CLIENT to provide field or construction -related services. LANDTEC will not be responsible for and will not have control or charge of specific means, methods, techniques, sequences or procedures of construction or other field activities selected by any agent or agreement or CLIENT, or safety precautions and programs incident thereto. Page 2 of 2 LANDTEC-GenTermsConditions.doc LANDTEC ENGINEERS, LLC ATTACHMENT "C" CHANGES AND AMENDMENTS TO STANDARD AGREEMENT Design Services for Robin Denver Project Construction Materials Testing & Observation City Project No. 00086 <List any changes to the Standard Agreement> None City of Fort Worth, Texas Attachment C PMO Release Date: 05.19.2010 Page 1 of t Consulting Contract Schedule Specifications City of Fort Worth Capital Improvement Program Attachment D = Project Schedule FORT WORTH This PROTECT requires a Tier 1 schedule as defined herein and in the Citly'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 folio :Ting 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: • 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, City of Fort Worth, Texas Attachment D PMO Release Date: 02.15.2011 Page 1 of 2 • 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 RE- CALMONT 1>�U LI MAYOR AND CUNC 1- CAMOBA 4/ ) fko CURZON PA COMMUNICAT mpiniat , ♦combiamPts ,♦� DENNIS I ON MAP J1 � rl r■ SEMINARY 1500 3000 6000 Irt CITY PROJECT/1 00086 •