HomeMy WebLinkAboutContract 46628 (2)Off : I A
=TRACT WOD
A= REEMENT FOR PROFESSIONAL SERVICES
THIS AGREEMENT ("Agreement") is made and entered into between THE i E CITY OF FORT
WORE 'H, a home rule municipal corporation of the State of Texas ("City"), acting by and
through Fernando Costa, its duly authorized Assistant City Manager, and Teague 'Nall and
Perkins, Inc a Texas corporation. ("Contractor").
RECITALS
WHF,REAS, City is in need of acquiring certain interests in real property for the Will
Rogers Memorial Center Multipurpose Arena ("Project"); and
WHEREAS, City desires that Contractor provide preliminary nonexclusive professional
property acquisition services to obtain real property interests for the Project and administer
acquisition activities;
WHEREAS, Contractor has the requisite professional qualifications, abilities and
expertise to provide services in accordance with this Agreement.
NOW, TH ER EF .S RE, in consideration of the mutual covenants herein expressed and
for other good and valuable consideration, the receipt and sufficiency of which are
acknowledged by each party hereto, the parties agree as follows:
AGREEM I ;NT
1 Performance of Services.
a. Contractor covenants and agrees to fully perform, or cause to be performed, with
good faith and due diligence, all objectives described in Exhibit "A", attached and incorporated
herein for all purposes incident to this Agreement ("Services")c
OFFICIAL RECORD
i Ifl SECRETARY
i G"� M9PSR'i N,11'X
b. Contractor affiuus that it will perfonn the Services to the prevailing professional
standards consistent with the level of care and skill ordinarily exercised by members of its
profession, both public and private, currently practicing in the same locality under similar
conditions, including reasonable, informed judgments and prompt, timely action.
c. Contractor guarantees that it has presently or has immediately available for the
performance of the Services, adequate equipment, and skilled personnel experienced in land
acquisition and acquisition negotiators acceptable to the City when and as needed. The
Contractor shall assure that any subcontractors shall comply with this Agreement and that a
request for approval for any subcontractors be first submitted to the City prior to any costs being
expended by or on behalf of any subcontractor.
d. Any personnel assigned to the project may be removed at the written request of
the City if their performance or conduct is unacceptable to the City. City acknowledges that
changes in personnel by Contractor during the teiui of the Contract may be necessary due to
factors such as attrition, termination or transfer. Contractor agrees to replace any assigned
personnel with personnel of similar qualifications and expertise, and City agrees that approval of
any assigned personnel will not unreasonably be withheld.
e. Contractor will designate a director or manager who is authorized to coordinate
all activities between the City and Contractor.
f. It is understood and agreed that no professional services of any nature shall be
undertaken under this Agreement by the Contractor until Contractor is instructed in writing by
the City's City Manager or his designated representative to commence the Services.
2. Term. This Agreement shall be in effect from the effective date of this Agreement and,
unless terminated earlier pursuant to such provisions in this Agreement, shall extend until City
determines the Services have been completed and final payment has been made to the
Contractor.
3. Fee. The maximum amount payable under this Agreement is_$15,000.00
s
The City will reimburse Contractor only for specifically authorized work. City agrees to
compensate Contractor for Services only up to the maximum amount stated above. Payment
from City to Contractor shall be made on aninvoice basis following receipt by City from
Contractor of a signed invoice. The invoice shall be submitted to City, addressed to Deanna
Cody, Interim Assistant Property Management Director, 900 Monroe Street, Suite 404, Fort
Worth, Texas. 76102, no later than the 15th day following the end of the month Nothing in this
Agreement shall require City to pay for any work that is unsatisfactory as determined by City or
which is not submitted in compliance with the terms of this Agreement, nor shall this section
constitute a waiver of any right, at law or in equity, which City may have if Contractor is in
default, including the right to bring legal action for damages or for specific performance of this
Agreement. Waiver of any default under this Agreement shall not be deemed a waiver of any
subsequent default.
4. Termination. Either party may cancel this Agreement at any time and for any reason by
providing the other party with thirty days written notice of termination In the event this
Agreement is terminated prior to expiration of the Teun, City shall pay Contractor only for
Service actually rendered as of the effective date of termination.
5. Independent Contractor. Contractor shall operate hereunder as an independent contractor
and not as an officer, agent, servant, or employee of City. Contractor shall have exclusive
control of and the exclusive right to control the details of the Services performed hereunder, and
all persons performing same, and shall be solely responsible for the acts and omissions of its
officers, agents, servants, employees, subcontractors and program participants. The doctrine of
respondeat superior shall not apply as between the City and Contractor, its officers, agents,
servants, employees, subcontractors, or program participants, and nothing herein shall be
construed as creating a partnership or joint enterprise between City and Contractor. It is
expressly understood and agreed that no officer, agent, employee, or subcontractor of Contractor
is in the paid service of City.
6. Indemnification.
RIGHT OF WAY CONSULTANT COVENANTS AND AGREES TO INDEMNIFY,
HOLD HARMLESS AND DEFEND, AT ITS OWN EXPENSE, CITY AND ITS OFFICERS,
AGENTS, SERVANTS, AND EMPLOYEES FROM AND AGAINST ANY AND ALL CLAIMS
OR SUITS FOR PROPERTY LOSS OR DAMAGE AND/OR PERSONAL INJURY,
INCLUDING DEATH, TO ANY AND ALL PERSONS, OF WHATSOEVER KIND OR
CHARAC IER ARISING OUT OF OR IN CONNECTION WITH THE ROW
CONSULTANT'S EXECUTION, PERFORMANCE, ATTEMPTED PERFORMANCE OR
NONPERFORMANCE OF THIS AGREEMENT AND/OR THE OPERATIONS, ACTIVITIES
AND SERVICES DESCRIBED HEREIN.; AND ROW CONSULTANT SHALL INDEMNIFY,
HOLD HARMLESS, AND DEFEND THE CITY AGAINST LIABILITY FOR ANY DAMAGE
CAUSED BY OR RESULTING FROM AN ACT OF NEGLIGENCE, INTENTIONAL TORT,
INTELLECTUAL PROPERTY INFRINGEMENT OR FAILURE TO PAY A
SUBCONTRACTOR OR SUPPLIER COMMITTED BY THE ROW CONSULTANT'S
AGENT, CONSULTANT UNDER CONTRACT, OR ANOTHER ENTITY OVER WHICH
THE ROW CONSULTANT EXERCISES CONTROL ROW CONSULTANT LIKEWISE
COVENANTS AND AGREES TO AND DOES HEREBY INDEMNIFY AND HOLD
HARMLESS CITY FROM AND AGAINST ANY AND ALL INJURY, DAMAGE OR
DESTRUCTION OF PROPERTY OF CITY, ARISING OUT OF OR IN CONNECTION WITH
ALL ACTS OR OMISSIONS OF ROW CONSULTANT ITS OFFICERS, MEMBERS,
AGENTS, EMPLOYEES, SUBCONTRACTORS, INVITEES, LICENSEES, OR PROGRAM
PARTICIPANTS.
ROW CONSULTANT AGREES TO AND SHALL RELEASE CITY, ITS AGENTS,
EMPLOYEES, OFFICERS AND LEGAL REPRESENTATIVES FROM ALL LIABILITY FOR
INJURY, DEATH, DAMAGE OR LOSS TO PERSONS OR PROPERTY CAUSED AS A
DIRECT RESULT OF THE ROW CONSULTANTS PERFORMANCE UNDER THIS
AGREEMENT.
Contractor shall require all of its subcontractors to include in their subcontracts a release and
indemnity in favor of City in substantially the same foam. as above.
This Section 6 shall survive the expiration or termination of this Asreement.,
7 Insurance.
During the term of this Agreement, Contractor shall procure and maintain at all times, in full
force and effect, a policy or policies of insurance that provide the specific coverage set forth in
this Section 7 as well as any and all other public risks related to Contractor's performance of its
obligations under this Agreement Contractor shall specifically obtain the following types of
insurance at the following limits:
® Commercial General Liability:
$1,000,000 per occurrence; providing blanket contractual liability insurance products
and completed operations; independent contractor's liability; and coverage for
property damage to City facilities; and
Errors & Omissions (Professional Liability):
If coverage is written on a claims -made basis, the retroactive date shall be coincident
with or prior to the date of the contractual agreement. The certificate of insurance
shall state that the coverage is claims -made and include the retroactive date. The
insurance shall be maintained for the duration of the contractual agreement and for
five (5) years following completion of the service provided under the contractual
agreement or for the warranty period, whichever is longer. An annual certificate of
insurance submitted to the City shall evidence coverage. Coverage shall be in the
following amounts:
(1) $1,000,000 per occurrence or claim
(2) $2,000,000 aggregate
Contractor shall promptly provide the City with certificates of insurance that verify Contractor's
compliance with the insurance requirements of this Agreement. The City's Risk Manager shall
have the right to review and evaluate Contractor's insurance coverage and to make reasonable
requests or revisions pertaining to the types and limits of that coverage. Contractor shall comply
which such requests or revisions as a condition precedent to the effectiveness of this Agreement.
8. Assignment. Contractor shall not assign or subcontract all or any part of its rights,
privileges or duties under this Agreement without the prior written consent of City, and any
attempted assignment of subcontract of same without such prior written approval shall be void
and constitute a breach of this Agreement
9. Compliance with Law. Contractor, its officers, agents, employees and subcontractors,
shall abide by and comply with all laws, federal, state and local, including all ordinances, rules
and regulations of City. It is agreed and understood that, if City calls to the attention of
Contractor any such violation on the part of Contractor or any of its officers, agents, employees
or subcontractors, then Contractor shall immediately desist from and correct such violation.
10. Non -Discrimination. Contractor, in the execution, performance or attempted
performance of this contract and Agreement, will not discriminate against any person or persons
because of disability, age, familial status, sex, race, religion, color or national origin, nor will
Contractor peinnit its officers, agents, employees, or subcontractors to engage in such
discrimination.
This Agreement is made and entered into with reference specifically to Chapter 17,
Article III, Division 3, of the City Code of the City of Fort Worth ("Discrimination in
Employment Practices"), and Contractor hereby covenants and agrees that Contractor, its agents,
employees and subcontractors have fully complied with all provisions of same and that no
employee or employee -applicant has been discriminated against by either Contractor, its agents,
employees or subcontractors.
11. Riaht to Audit. Contractor agrees that the City shall, until the expiration of three (3)
years after final payment under this Agreement, have access to and the right to examine any
directly pertinent books, documents, papers and records of the Contractor involving transactions
relating to this Agreement. Contractor agrees that the City shall have access during normal
working hours to all necessary Contractor facilities and shall be provided adequate and
appropriate workspace in order to conduct audits in compliance with the provisions of this
section The City shall give Contractor reasonable advance notice of intended audits.
Contractor further agrees to include in all of its subcontractor agreements hereunder a
provision to the effect that the subcontractor agrees that the City shall, until the expiration of
three (3) years after final payment under the subcontract, have access to and the right to examine
any directly pertinent books, documents, papers and records of such subcontractor involving
transactions to the subcontract, and further that City shall have access during normal working
hours to all subcontractor facilities and shall be provided adequate and appropriate workspace in
order to conduct audits in compliance with the provisions of this paragraph. City shall give
subcontractor reasonable advance notice of intended audits.
This Section 11 shall survive the expiration or termination of this Agreement.
12. Fiscal Funding In the event no funds or insufficient funds are appropriated by the City
in any fiscal period for any payments hereunder, City will notify Contractor of such occurrence
and this Agreement shall terminate on the last day of the fiscal period for which appropriations
were received without penalty or expense to City of any kind whatsoever, except as to the
portions of the payments herein agreed upon for which funds shall have been appropriated.
13. Entire Agreement This written instrument constitutes the entire agreement by the parties
hereto concerning the work and services to be performed hereunder and any prior or
contemporaneous, oral or written agreement, which purports to vary from the terms hereof shall
be void.
14. Venue and Jurisdiction. Should any action, whether real or asserted, at law or in equity,
arise out of the execution, performance, attempted perfouunance of this Agreement, venue for
said action shall he in Tarrant County, Texas.
15. Notices. Notices to be provided hereunder shall be sufficient if forwarded to the other
party by hand -delivery or via U.S. Postal Service certified mail, postage prepaid, to the address
of the other party shown below:
1 CITY:
Copy To:
Deanna Codv, Interim Assistant Director
Property Management Department
City of Fort Worth
900 Monroe Street, Suite 404
Fort Worth, TX 76102
Leann Guzman, Assistant City Attorney
Law Department
1000 Throckmorton Street
Fort Worth, TX 76102
2. CONTRACTOR: W L Wimberley, P.E.
Teague Nall and Perkins, Inc.
1100 Macon Street
Fort Worth, Texas 76102
16. Non -Waiver. The failure of City or Contractor to insist upon the performance of any
term or provision of this Agreement or to exercise any right herein conferred shall not be
construed as a waiver or relinquishment to any extent of City's or District's right to assert or rely
upon any such term or right on any future occasion.
17. Disclosure of Conflicts. Contractor hereby warrants to the City that Contractor has
made full disclosure in writing of any existing or potential conflicts of interest related to
Contractor's services and proposed services with respect to the Project. In the event that any
conflicts of interest arise after the Effective Date of this Agreement, Contractor hereby agrees
immediately to make full disclosure to the City in writing.
The City acknowledges that Contractor may use products, materials or methodologies
proprietary to Contractor. The City agrees that Contractor's provision of services under this
Agreement shall not be grounds for the City to have or obtain any rights in such proprietary
products, materials or methodologies unless the parties have executed a separate written
agreement with respect thereto. Notwithstanding the foregoing, Contractor understands and
agrees that the City is subject to various public information laws and regulations, including, but
not limited to, the Texas Open Records Act. Contractor, for itself and its officers, agents and
employees, further agrees that it shall treat all information provided to it by the City as
confidential and shall not disclose any such information to any third party without the prior
written approval of the City.
18. Severability. If any provision of this Agreement is held to be invalid, illegal or
unenforceable, the validity, legality and enforceability of the remaining provisions shall not in
any way be affected or impaired
19. Force Majeure. The City and Contractor shall exercise their best efforts to meet their
respective duties and obligations as set forth in this Agreement, but shall not be held liable for
any delay or omission in performance due to force majeure or other causes beyond their
reasonable control, including, but not limited to, compliance with any government law,
ordinance or regulation acts of God, acts of omission, fires, strikes, lockouts, national disasters,
wars, riots, material or labor restrictions by any governmental authority, transportation problems
and/or any other similar causes.
20. Headings not Controlling,. Headings and titles used in this Agreement are for reference
purposes only and shall not be deemed a part of this Agreement.
[SIGNATURES APPEAR ON FOLLOWING PAGE ]
executed this Agreement
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parties hereto have exec
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effective as of
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APPROVED AS TO AND LE
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Assistant City Attorney
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CITY OF FOR
OR.
OR
Teague
all �� Perkins., Inc.
EXHIBIT "A"
SERVICES
To:
Project:
PROPOSAL OF ROW SERVICES
CITY OF FORT WORTH
WILL ROGERS MEMORIAL CENTER EXPANSION
Deanna Cody
Manager
Transportation and Public Works Department
900 Monroe Street, Suite 404
City of Fort Worth
Bodycote USA, Inc.
2005 Montgomery Street
Lots 1-7, Block 13 and Lots 1-2, Ross Heights Addition
GENERAL SCOPE:
TNP will provide negotiation and closing services with respect to the City of Fort Worth's
intent to acquire the subject property to support the expansion of the Will Rogers Memorial
Center. Services will comply with City of Fort Worth Standards and the requirements of
Texas Senate Bill 18. TNP will coordinate the Acquisition Process with Relocation
Assistance process to ensure clarity of the combined processes with the property owner.
SPECIFIC SCOPE:
1.1 Project Administration
1.1.1 Communication
1.1.1.1 Prepare and deliver monthly invoice for each active Work Authorization to
City Staff. Prepare invoices utilizing City standard payment submissions
forms with supporting documentation.
1.1.1.2 Attend status meetings with appropriate City Staff. Date, time and location
are determined by City Staff.
1.1.1.3 Provide bi-monthly written report to City Staff on the status of service tasks
completed and service tasks remaining in order to bring the parcel into
possession of the City. The reporting format will be determined by the City
Staff.
1.1.2 File Management
1.1.5.1 Primary project and parcel files will be kept in the TNP Office with
permanent records transferred to the City as Office of Permanent Record.
The format for type of file folders and document order and placement are
determined by City Staff.
1.1.2.2 Maintain records of all payments including, but not limited to, warrant
number, amount, date paid, etc.
1.1.2.3 Maintain copies of all correspondence and contacts with property owners.
1.2 Title and Closing Services (combined)
1.2.1 Secure preliminary title commitment or preliminary title search, and 5-year sales
data from Title Company that will be providing title insurance. The charges from
the Title Company for the preliminary title commitments will be paid for by the City.
1.2.2 Secure title commitment updates in accordance with insurance rules and
requirements for parcel payment submissions
1.2.3 Secure title insurance for all parcels acquired, insuring acceptable title to the City.
Written approval by the City required for any exception.
1.2.4 The curative services necessary to provide clear title to the City is the responsibility
of the Provider.
1.2.4.1 Cost of curative services must be included in the negotiated fee schedule
for this service.
1.2.4.2 Curative services do not include costs/expenses that qualify as payment
of incidental expenses to transfer real property to the City.
1.2.5 The Provider has the responsibility of direct contact with the Title Company to
obtain an updated title commitment along with other forms and certified copy of the
instrument of conveyance necessary when requesting the Parcel Payment from
City Staff.
1.2.6 The Provider provides closing services in conjunction with the Title Company and
will be required to attend closings.
1.2.7 Any fee related to obtaining certified court documents and fees for recording same
which are not collected at the closing of the parcel shall be direct pass through
fees at the exact cost supported by the county court house receipts
1.2.8 Provider shall cause the recordation all original instruments immediately after
closing at the respective County Clerk's Office,. The cost of the recording fees
and filing fees are paid by City and must not be included in the Provider's
negotiated fee schedule.
1.3 Negotiation Services
1.3.1 Analyze preliminary title report to determine potential title problems, propose and
inform City Office of methods to cure title deficiencies. This includes analysis of
access easements.
1.3.2 Analyze appraisal and appraisal review reports and confirm the City's approved
value prior to making offer for each parcel.
1.3.3 Prepare and send the letter transmitting the Landowners' Bill of Rights by Certified
Mail -Return Receipt Requested (CMRRR).
1.3.4 Prepare the initial offer letter, memorandum of agreement, instruments of
conveyance, and any other documents required or requested by the City on
applicable City forms.
1.3.5 The written offer, appraisal report and required brochures must be sent to each
property owner or the property owner's designated representative through
CMRRR. Maintain follow-up contacts and secure the necessary instruments upon
acceptance of the offer for the closing. Retain copies of the unsigned CMRRR
receipt and the appraisal as support for billing purposes.
1.3.6 Respond to property owner inquiries verbally and in writing within two (2) business
days.
1.3.7 Prepare a separate negotiator contact report for each parcel, per contact.
1.3.8. Copies or working and final file documents may be kept by the Provider. Parcel
files of original documentation related to the purchase of the real property or
property interests will be maintained
1.3.9 Receive any counteroffers from the property owner. Evaluate all counters and
submit and discuss them with the City s Project Manager.
1.3.10 After concurrence of City Project Manager, prepare final offer letter, and mail the
documents of conveyance by CMRRR.
1.3.11 Appear and provide Expert Witness testimony as a Provider when requested.
1.3.12 Issue Property Owner's Survey to the property owner.
1.3.13 Securing a Right of Entry or Possession and Use Agreement is part of general
Negotiation Services.
TNP proposes to provide the above described services to the City of Fort Worth for a fee not to
exceed $8500.00. Services will be billed at the hourly rate of the various staff disciplines necessary
to complete the work. The rates will be in accordance with the attached hourly rate schedule. Upon
acceptance of this proposal of work, a contract between the City of Fort Worth and TNP will be
prepared and executed
2-1110 S-
Bill Wimberley Date Deanna Cody Date
ATTACHMENT 'A'
TEAGUE NALL AND PERKINS, INC.
Standard Rate Schedule for Time and Expense Contracts
Effective January 1, 2015 to December 31, 2015*
Enaineerina /Landscaoe Architecture/ROW
Principal
Team Leader
Senior Project Manager
Project Manager
Senior Engineer
Project Engineer
Engineer III/IV
Engineer I/II
Landscape Architect / Planner
Landscape Designer
Senior Designer
Designer
Senior CAD Technician
CAD Technician
IT Consultant
Environmental Planner
Clerical
Resident Project Representative
ROW Manager
S enior ROW Agent
ROW Agent
Relocation Agent
Senior Utility Coordinator
Utility Coordinator
Intern
Surveying
S urvey Manager
Registered Professional Land Surveyor (RPLS)
Field Coordinator
S .I.T. or Senior Survey Technician
S urvey Technician
1-Person Field Crew w/Equipment**
2-Person Field Crew w/Equipment**
3 Person Field Crew w/Equipment**
4-Person Field Crew w/Equipment**
Flagger
Abstractor (Property Deed Research)
Subsurface Utility Enaineerina (SUE)
S UE Project Manager
S UE Engineer
Sr Utility Location Specialist
Utility Location Specialist
1 Person Designator Crew w/Equipment
2-Person Designator Crew w/Equipment
2-Person Vacuum Excavator Crew w/Equipment
S UE QL-A Test Hole (0<4ft)***
S UE QL-A Test Hole (>4 < 6 ft)***
S UE QL-A Test Hole (>6 < 8 ft)***
S UE QL-A Test Hole (>8 < loft)***
S UE QL-A Test Hole (>10 < 12ft)***
S UE QL-A Test Hole (>12 < 14ft)***
From
$190
$155
$160
$110
$180
$95
$105
$ 85
$110
$70
$105
$100
$85
$60
$95
$80
$50
$75
$95
$90
$75
$85
$85
$70
$40
$150
$130
$90
$65
$65
$120
$145
$165
$190
$40
$85
110
441
To
$240
$220
$225
$175
$225
$160
$125
$105
$190
$100
$130
$120
$110
$100
$155
$100
$80
$120
$130
$125
$100
$110
$115
$95
$60
$200
$160
$110
$110
$100
Hourly Rate
$185
$160
$ 95
$ 75
$115
$135
$220
$900
$1,100
$1,310
$1,530
$1,770
$2,000
Per Hour
Per Hour
Per Hour
Per Hour
Per Hour
Per Hour
Per Hour
Per Hour
Per Hour
Per Hour
Per Hour
P er Hour
Per Hour
Per Hour
P er Hour
Per Hour
Per Hour
Per Hour
Per Hour
Per Hour
Per Hour
Per Hour
Per Hour
Per Hour
Per Hour
Per Hour
Per Hour
Per Hour
Per Hour
Per Hour
Per Hour
Per Hour
Per Hour
Per Hour
Per Hour
Per Hour
(Travel and Stand-by)
per hole
per hole
per hole
per hole
per hole
per hole
All subcontracted and outsourced services shall be billed at rates comparable to TNP's billing rates above or cost times a multiplier of 1.10.
* Rates shown are for calendar year 2015 and are subject to change in subsequent years.
** Equipment may include Truck, ATV, Robotic Total Station, GPS Units and Digital Level.
*** Pricing includes 2-Person crew, designating for excavation, vehicle costs, and field supplies.
1
ATTACHMENT 'A'
TEAGUE NALL AND PERKINS, INC.
Standard Rate Schedule for Time and Expense Contracts
Reimbursed Direct Cost Items
Effective January 1, 2015 to December 31, 2015*
Direct Cost Reimbursables
P hotocopies:
Prints:
P lots:
Mileage
P lans on CD
$0.154/sf
$0.7701 /sf
$0.154/sf
$0.7701 /sf
$0.154/sf
$0.7701/sf
$0.501sf
$1.00/sf
$0.575/mile
$20/each
letter, legal and 11" x 17" size bond paper, B&W
letter, legal and 11" x 17 bond paper, color
letter, legal and 11" x 17" bond paper, B&W
letter, legal and 11" x 17" bond paper, color
letter, legal and 11" x 17" bond paper, B&W
letter, legal and 11" x 17 bond paper, color
22' x 34" and larger bond paper or vellum, B&W
22' x 34" and larger mylar or acetate, B&W
2