HomeMy WebLinkAboutContract 45481 (2)CITY OF FORT WORTH, TEXAS I/SECRET'
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STANDARD AGREEMENT FOR PROFESSIONAL SFRVICFS �
This AGREEMENT is between the City of Fort Worth, a Texas home -rule municipality
(the "CITY"), and CP&Y, Inc., authorized to do business in Texas, an independent contractor
("Consultant"), for a PROJECT generally described as: General Electrical Engineering
Support.
Article
Scope of Services
(1) Consultant hereby agrees to perform as an independent contractor the services set
forth in the Scope of Services attached hereto as Attachment "A". These services
shall be performed in connection with Specialized Electrical Project
Management/Design.
(2) Additional services, if any, will be requested in writing by the City. City shall not pay
for any work performed by Consultant or its subconsultants, subcontractors and/or
suppliers that has not been ordered in writing. It is specifically agreed that
Consultant shall not be compensated for any alleged additional work resulting from
oral orders of any person.
Article II
Compensation
Consultant shall be compensated in accordance with the Fee Schedule shown in
Attachment "B". Payment shall be considered full compensation for all labor, materials,
supplies, and equipment necessary to complete the services described in Attachment A.
However the total fee paid by the City shall not exceed a total of $200,000.00 unless the
City and the Consultant mutually agree upon a fee amount for additional services and
amend this Agreement accordingly.
The Consultant shall provide monthly invoices to the City. Payment for services rendered
shall be due within thirty (30) days of the uncontested performance of the particular
services so ordered and receipt by City of Consultant's invoice for payment of same.
Acceptance by Consultant of said payment shall operate as and shall release the City from
all claims or liabilities under this Agreement for anything related to, done, or furnished in
connection with the services for which payment is made, including any act or omission of
the City in connection with such services.
City of Fort Worth, Texas
Standard Agreement for Professional Services
PMO Official Release Date: 1/28/2013
Page 1 of 8
OFFICIAL C2ECORD1
CITY SECRETAPY
170 WORTH, TX
RECEIVED APR a 3 Z1114
Article III
Term
Unless terminated pursuant to the terms herein, this Agreement shall be for a term of one
year, beginning upon the date of its execution, or until the completion of the subject matter
contemplated herein, whichever occurs first.
Article IV
Independent Contractor
Consultant shall operate hereunder as an independent contractor, and not as an officer,
agent, servant, or employee of the City. Consultant shall have exclusive control of and the
exclusive right to control the details of its work to be performed hereunder and all persons
performing same, and shall be solely responsible for the acts and omissions of its officers,
agents, employees, contractors and subcontractors. The doctrine of respondent superior
shall not apply as between City and Consultant, its officers, agents employees, contractors,
and subcontractors and nothing herein shall be construed as creating a partnership or joint
venture between City and Consultant.
Article V
Professional Competence and Indemnification
(1) Work performed by Consultant shall comply in all aspects with all applicable local,
state and federal laws and with all applicable rules and regulations promulgated by
the local, state and national boards, bureaus and agencies. Approval by the City
shall not constitute or be deemed to be a release of the responsibility and liability of
Consultant or its officers, agents, employees, contractors and subcontractors for the
accuracy and competency of its services performed hereunder.
(2) In accordance with Texas Local Government Code Section 271.904, the
Consultant shall indemnify, hold harmless, and defend the City against
liability for any damage caused by or resulting from an act of negligence,
intentional tort, intellectual property infringement, or failure to pay a
subcontractor or supplier committed by the Consultant or Consultant's agent,
consultant under contract, or another entity over which the Consultant's
exercises control.
City of Fort Worth, Texas
Standard Agreement for Professional Services
PMO Official Release Date: 1/28/2013
Page 2 of 8
Article VI
Insurance
(1) Consultant shall not commence work under this Agreement until it has obtained all
insurance required under this Article and the City has approved such insurance, nor
shall Consultant allow any subcontractor to commence work on its subcontract until
all similar insurance of the subcontractor has been so obtained and approval given
by the City provided, however, Consultant may elect to add any subconsultant as
an additional insured under its liability policies.
Commercial General Liability
$1,000,000 each occurrence
$1,000,000 aggregate
Automobile Liability
$1,000,000 each accident (or reasonably equivalent limits of
coverage if written on a split limits basis). Coverage shall be
on any vehicle used in the course of the Project.
Worker's Compensation
Coverage A: statutory limits
Coverage B: $100,000 each accident
$500,000 disease - policy limit
$100,000 disease - each employee
(2) Additional Insurance Requirements
a. Except for employer's liability insurance coverage under Consultant's worker's
compensation insurance policy, the City, its officers, employees and servants shall
be endorsed as an additional insured on Consultant's insurance policies.
b. Certificates of insurance shall be delivered to the Water Department, Attention:
Madelene Rafalko, P E , 1000 Throckmorton, Fort Worth, TX 76102, prior to
commencement of work.
c. Any failure on part of the City to request required insurance documentation shall
not constitute a waiver of the insurance requirements specified herein.
d Each insurance policy shall be endorsed to provide the City a minimum thirty days
notice of cancellation, non -renewal, and/or material change in policy terms or
coverage. A ten days notice shall be acceptable in the event of non-payment of
premium.
City of Fort Worth, Texas
Standard Agreement for Professional Services
PMO Official Release Date: 1/28/2013
Page 3 of 8
e. Insurers must be authorized to do business in the State of Texas and have a
current A.M. Best rating of A: VII or equivalent measure of financial strength and
solvency.
f. Other than worker's compensation insurance, in lieu of traditional insurance, City
may consider alternative coverage or risk treatment measures through insurance
pools or risk retention groups. The City must approve in writing any alternative
coverage.
g.
Workers' compensation insurance policy(s) covering employees employed on the
Project shall be endorsed with a waiver of subrogation providing rights of recovery
in favor of the City.
h. City shall not be responsible for the direct payment of insurance premium costs
for Consultant s insurance.
i. Consultant's insurance policies shall each be endorsed to provide that such
insurance is primary protection and any self -funded or commercial coverage
maintained by City shall not be called upon to contribute to loss recovery.
In the course of the Agreement, Consultant shall report, in a timely manner, to
City s officially designated contract administrator any known loss occurrence which
could give rise to a liability claim or lawsuit or which could result in a property loss.
k. Consultant's liability shall not be limited to the specified amounts of insurance
required herein.
I. Upon the request of City Consultant shall provide complete copies of all
insurance policies required by these Agreement documents.
Article VII
Transfer or Assignment
City and Consultant each bind themselves, and their lawful successors and assigns, to this
Agreement. Consultant, its lawful successors and assigns, shall not assign, sublet or transfer
any interest in this Agreement without prior written consent of the City.
Article VIII
Termination of Contract
(1) City may terminate this Agreement for its convenience on 30 days' written notice.
Either the City or the Consultant for cause may terminate this Agreement if either
Party fails substantially to perform through no fault of the other and does not
City of Fort Worth Texas
Standard Agreement for Professional Services
PMO Official Release Date: 1/28/2013
Page 4 of 8
commence correction of such nonperformance with 5 days of written notice and
diligently complete the correction thereafter
(2) If City chooses to terminate this Agreement under Article 8, upon receipt of notice of
termination, Consultant shall discontinue services rendered up to the date of such
termination and City shall compensate Consultant based upon calculations in Article
2 of this Agreement and Exhibit "B" attached hereto and incorporated herein.
(3) All reports, whether partial or complete, prepared under this Agreement, including
any original drawings or documents, whether furnished by the City its officers
agents, employees, consultants, or contractors, or prepared by Consultant shall be
or become the property of the City, and shall be furnished to the City prior to or at
the time such services are completed, or upon termination or expiration of this
Agreement.
Article IX
Right to Audit
(1) Consultant agrees that the City shall, until the expiration of three (3) years after final
payment under this Agreement, have access to and the right to examine any directly
pertinent books, documents, papers and records of Consultant involving transactions
relating to this Agreement. Consultant agrees that the City shall have access during
normal working hours to all necessary facilities and shall be provided adequate and
appropriate workspace in order to conduct audits in compliance with the provisions of
this section. City shall give Consultant reasonable advance notice of intended audits.
(2) Consultant further agrees to include in all its subcontracts hereunder, a provision to
the effect that the subcontracting consultant agrees that the City shall, until the
expiration of three (3) years after final payment under the subcontract, have access
to and the right to examine any directly pertinent books, documents, papers and
records of such sub -consultant, involving transactions to the subcontract, and
further, that City shall have access during normal working hours to all sub -
consultant facilities and shall be provided adequate and appropriate work space in
order to conduct audits in compliance with the provisions of this article. City shall
give Consultant and any sub -consultant reasonable advance notice of intended
audit.
(3) Consultant and sub -consultants agree to photocopy such documents as may be
requested by the City. The City agrees to reimburse Consultant for the cost of copies
at the rate published in the Texas Administrative Code in effect as of the time copying
is performed.
City of Fort Worth, Texas
Standard Agreement for Professional Services
PMO Official Release Date: 1/28/2013
Page 5of8
Article X
Minority Business and Small Business Enterprise (MBE)(SBE) Participation
In accordance with the City's Business Diversity Enterprise Ordinance No. 20020-12-2011,
as amended, the City has goals for the participation of minority business enterprises and/or
small business enterprises in City contracts. Consultant acknowledges the MBE and SBE
goals established for this Agreement and its accepted written commitment to MBE and SBE
participation. Any misrepresentation of facts (other than a negligent misrepresentation)
and/or the commission of fraud by the Consultant may result in the termination of this
Agreement and debarment from participating in City contracts for a period of time of not less
than three (3) years.
Article XI
Observe and Comply
Consultant shall at all times observe and comply with all federal, state, and local laws and
regulations and with all City ordinances and regulations which in any way affect this
Agreement and the work hereunder, and shall observe and comply with all orders, laws
ordinances and regulations which may exist or may be enacted later by governing bodies
having jurisdiction or authority for such enactment. No plea of misunderstanding or ignorance
thereof shall be considered. Consultant agrees to defend, indemnify and hold harmless City
and all of its officers, agents and employees from and against all claims or liability arising out
of the violation of any such order, law, ordinance, or regulation, whether it be by itself or its
employees.
Article XII
Venue and Jurisdiction
If any action, whether real or asserted, at law or in equity, arises on the basis of any
provision of this Agreement, venue for such action shall lie in state courts located in
Tarrant County, Texas or the United States District Court for the Northern District of Texas
— Fort Worth Division. This Agreement shall be construed in accordance with the laws of
the State of Texas.
Article XIII
Contract Construction
The Parties acknowledge that each party and if it so chooses, its counsel have reviewed
and revised this Agreement and that the normal rule of construction to the effect that any
ambiguities are to be resolved against the drafting party must not be employed in the
City o Fort Worth, Texas
Standard Agreement for Professional Services
PMO Official Release Date: 1/28/2013
Page 6 of 8
interpretation of this Agreement or any amendments or exhibits hereto.
Article XIV
Severability
The provisions of this Agreement are severable, and if any word, phrase, clause,
sentence, paragraph, section or other part of this Agreement or the application thereof to
any person or circumstance shall ever be held by any court of competent jurisdiction to be
invalid or unconstitutional for any reason, the remainder of this Agreement and the
application of such word, phrase, clause, sentence, paragraph, section, or other part of this
Agreement to other persons or circumstances shall not be affected thereby and this
Agreement shall be construed as if such invalid or unconstitutional portion had never been
contained therein.
Article XV
Notices
Notices to be provided hereunder shall be sufficient if forwarded to the other Party by
hand -delivery or via U.S. Postal Service certified mail return receipt requested, postage
prepaid, to the address of the other Party shown below:
City of Fort Worth
Attn: Water Department
1000 Throckmorton
Fort Worth, Texas 76102
Consultant:
CP&Y, Inc
Attn: Timothy Campbell P E
115 West 7th Street, St 1500
Fort Worth, TX 76102
Article XVI
Headings
The headings contained herein are for the convenience in reference and are not intended
to define or limit the scope of any provision of this Agreement
City of Fort Worth, Texas
Standard Agreement for Professional Services
PMO Official Release Date: 1/28/2013
Page 7 of 8
Article XVII
Counterparts
This Agreement may be executed in one or more counterparts and each counterpart shall,
for all purposes, be deemed an original, but all such counterparts shall together constitute
but one and the same instrument.
Executed and effective this the gdlisday of M*.'4, 20111.
BY:
CITY OF FORT WORTH
Fernando Costa
Assistant City Manager
Date: 4244
APPROVAL RECOMMENDED:
///1
r
By:. y I
Frank Crumb, P E.
Director, Water Department
APPROVED AS TO FORM AND LEGALITY
B
CYouglas W. Black
Assistant City Attorney
ATTES
Mary J. Kayser
City Secretary
City of Fort Worth, Texas
Standard Agreement for Professional Services
PMO Official Release Date: 1/28/2013
Page8of8
BY:
ENGINEER
CP&Y, Inc.
David Hays
Chief Financial Officer
Date: 3/2o'IafJItf
M&CNo.: 0.20fif
M&C Date: 3/It"2t4f
ATTACHMENT A
DESIGN SERVICES FOR
GENERAL ELECTRICAL ENGINEERING SUPPORT
CITY PROJECT NO.: NONE
ATTACHMENT A
Scope for Enaineerina Design Related Services for Water and/or Sanitary Sewer
Improvements
DESIGN SERVICES FOR
GENERAL ELECTRICAL ENGINNERING SUPPORT
CITY PROJECT NO.: NONE
The scope set forth herein defines the work to be performed by the ENGINEER in
completing the project. Both the CITY and ENGINEER have attempted to clearly define the
work to be performed and address the needs of the Project.
SERVICES
At the CITY'S request, the ENGINEER shall make available time, personnel, and resources
necessary to complete solutions relating to, but not limited to:
• Water Treatment
• Wastewater Treatment
• Pump Stations
• Lift Stations
• Water and Sewer Pipelines
• Electrical Systems
• Emergency Services
• Instrumentation Services
• Other professional services as needed
Professional services will be provided as needed to address situations encountered by the
CITY that are not covered by other Professional Services contracts. Services may include
but are not limited to:
• Preparation of plans and specifications for long term infrastructure solutions,
• Evaluation of alternative solutions and written letters of recommendation,
• Other professional services as necessary.
City of Fort Worth, Texas
Attachment A
PMO Release Date: 07.23.2012
Page 1 of 3
ATTACHMENT A
DESIGN SERVICES FOR
GENERAL ELECTRICAL ENGINEERING SUPPORT
CITY PROJECT NO.: NONE
This contract may be renewed for up to two additional general engineering support phases
at the CITY's option.
SCOPE OF WORK
It is expected that the scope of work will be determined by the individual tasks developed by
the Water Department and Issued to the ENGINEER through work orders similar to the
attached sample These tasks/work orders are expected to be in response to emergencies
or other short duration situations encountered by the Water Department.
City of Fort Worth, Texas
Attachment A
PMO Release Date: 07.23.2012
Page 2 of 3
ATTACHMENTA
DESIGN SERVICES FOR
GENERAL ELECTRICAL ENGINEERING SUPPORT
CITY PROJECT NO.: NONE
GENERAL ELECTRICAL ENGINEERING SUPPORT
CP&Y, Inc
WORK ORDER
Engineer is hereby authorized to proceed with the work indicated below and more fully
described in the attached proposal in accordance with City Secretary Contract
No. approved by M&C C- on
Work Order Number Description Date
Authorized by
Project Manager
Water Department
City of Fort Worth, Texas
Attachment A
PMO Release Date: 07.23,2012
Page 3 of 3
I. Compensation
EXHIBIT "B-1"
ENGINEER INVOICE
(Supplement to Attachment B)
Design Services for
General Electrical Engineering Support
City Project No. NONE
Time and Materials with Multiplier Project
A. The ENGINEER shall be compensated for personnel time, non -labor expenses,
and subcontract expenses in performing services enumerated in Attachment A
as follows:
Personnel Time. Personnel time shall be compensated based upon hours
worked directly in performing the PROJECT multiplied by Direct Salaries
multiplied by a factor of 3.1.
Direct Salaries are the amount of wages or salaries paid ENGINEER's
employees for work directly performed on the PROJECT, exclusive of all payroll -
related taxes, payments, premiums, and benefits.
ii. Non -Labor Expenses. Non -labor expenses shall be reimbursed as Direct
Expenses at invoice or internal office cost
Direct Expenses (non -labor) include, but are not limited to, mileage, travel and
lodging expenses mail, supplies, printing and reproduction services, other direct
expenses associated with delivery of the work, plus applicable sales, use, value
added, business transfer gross receipts, or other similar taxes.
ill. Subcontract Expenses. Subcontract expenses and outside services shall
be reimbursed at cost to ENGINEER plus a markup of ten percent (10%).
iv. Budgets. ENGINEER will make reasonable efforts to complete the work
within the budget and will keep the City informed of progress toward that end so
that the budget or work effort can be adjusted if found necessary.
ENGINEER is not obligated to incur costs beyond the indicated budgets, as may
be adjusted, nor is the City obligated to pay ENGINEER beyond these limits.
If ENGINEER projects, in the course of providing the necessary services, that the
PROJECT cost presented in Article 2 of this Agreement will be exceeded, whether
by change in scope of the project, increased costs or other conditions, the
ENGINEER shall immediately report such fact to the City and, if so instructed by
the City, shall suspend all work hereunder.
When any budget has been increased, ENGINEER's excess costs expended prior
to such increase will be allowable to the same extent as if such costs had been
incurred after the approved increase.
EXHIBIT "B-1"
ENGINEER INVOICE
(Supplement to Attachment B)
B. The ENGINEER shall be paid monthly payments as described in Section II -
Method of Payment.
II. Method of Payment
A. The ENGINEER shall be paid by the City based upon an invoice created on the
basis of statements prepared from the books and records of account of the
ENGINEER, based on the actual hours and costs expended by the ENGINEER
in performing the work.
B. Each invoice shall be verified as to its accuracy and compliance with the terms of
this Agreement by an officer of the ENGINEER
C. ENGINEER shall prepare and submit invoices in the format and including content
as presented in Exhibit B-1.
D. Payment of invoices will be subject to certification by the City that such work has
been performed.
III. Progress Reports
A. The ENGINEER shall prepare and submit to the designated representative of the
Water Department monthly progress reports and schedules in the format
required by the City.
EXHIBIT "B-1"
ENGINEER INVOICE
(Supplement to Attachment B)
IV. Summary of Total Project Fees
A. In no event shall the payment by the City for all work and services performed
hereunder exceed the sum of $200,000.
Firm
Prime Consultant
CP&Y, Inc.
P rimary Responsibility
P roject Management and
P rofessional Engineering
S ervices
Proposed MBE/SBE Sub -Consultants
MBroh Engineering, Inc.
Non-MBE/SBE Consultants
Real Power
Technology
Project Number & Name
General Electrical Engineering Support
(No Project Number)
TOTAL
Total Fee
$200,000
Fee Amount
$150,000 75
$20,000 10
$10,000 5
$ 100%
MBE/SBE Fee MBE/SBE
%
$20,000 10%
City MBE/SBE Goal = 10% Consultant Committed Goal = 10 %
Professional Services Payment Request Project Manager.
Project:
City Project #:
City Sec Number: Consultant Instructions:
Company Name:
Summary
Fill in green cells Including Invoice Number, From and To Dates and the included worksheets.
When your Invoice is complete, save and close, start Buzzsaw and Add your invoice to the
Consultant folder within Project's folder.
Consultant's PM: email:
Vendor Invoice #: Office Address: office address
Payment Request #: Telephone: telephone
From Date: Fax: fax
To Date:
Invoice Date: Remit remit address
Sheet
Work Type 1
Work Type 2
Work Type 3
Work Type 4
Work Type 5
Work Type 6
FAC and Work Type Description
Totals This Payment Request
Agreement
Agreement Amendment Amount to Amount Percent ($) Invoiced Current Remaining
Amount Amount Date Spent Spent Previously Invoice Balance
Overall Percentage Spent:
ATTACHMENT "C"
CHANGES AND AMENDMENTS TO STANDARD AGREEMENT
Design Services for
Specialize Electrical Engineering Support
City Project No. NONE
None. No changes to the Standard Agreement.
City of Fort Worth, Texas
Attachment C
PMO Release Date: 05.19.2010
Page 1 of l
Consulting Contract Schedule Specifications
City of Fort Worth Capital Improvement Program
FORT WORTH
Attachment D - Project Schedule
This PROTECT DOES NOT require a schedule as defined herein • and in the Citv's Schedule
Guidance Document.
Di. CONSULTING SERVICES SCHEDULE DEVELOPMENT: The CONSULTANT will not
develop a schedule for the General Electrical Engineering Support Contract due to the
nature of the contract. The General Electrical Engineering Support Contract consists of a
series of Tasks issued by Work Orders individually by the Water Department. Each Task
(Work Order) shall consist of an independent scope, fee and schedule.
City of Fort Worth, Texas
Attachment D
PMO Release Date: 02.15.2011
Page 1 of 1
ATTACHMENT "E"
LOCATION MAP
Design Services for
Specialize Electrical Engineering Support
City Project No. NONE
Project Tasks will be located at various locations to be determined by the Water
Department depending on the individual tasks.
City of Fort Worth, Texas
Attachment E
Page I of 1
JVI&C Review Page 1 of 2
ti V 07117CIL AGENDA
DATE:
CODE:
SUBJECT:
COUNCIL ACTION: Approved on 3/18/2014
3/18/2014 REFITRNNCE
NO.:
C TYPE:
**C-26714 LOG NAME:
Official site of the City of Fort Worth, Texas
FORT WoRTII
60ELECTRICAL GENERAL
SUPPORT
CONSENT PUBLIC NO
HEARING:
Authorize Execution of an Engineering Agreement with CP&Y, Inc., in the Amount of
$200,000.00 for General Electrical Engineering Support Services for the Water
Department at Locations to be Determined (ALL COUNCIL DISTRICTS)
RECOMMENDATION:
It is recommended that the City Council authorize the City Manager to execute an Engineering
Agreement with CP&Y, Inc., in the amount of $200,000.00 for general electrical engineering support
services for the Water Department at locations to be determined.
DISCUSSION:
The Fort Worth Water Department has a need for general electrical engineering support to provide
assistance and expertise with in-house design projects. Such projects will include lift stations, water
pump stations, wholesale customer meter stations and other electrical engineering evaluations. In
addition, a general electrical engineering support contract is needed to provide the ability to respond
to critical and emergency situations swiftly.
This contract will be structured as a task -work order format and does not have a defined scope. The
contract will provide on -call services for a variety of potential assignments using available electrical
engineering expertise for requested services that may include:
Water and Wastewater Treatment Electrical and Instrumentation Design;
Lift Station and Water Pump Station Design;
SCADA Design;
Emergency Services; and
Other Professional Engineering or Construction Services
As electrical engineering work is required, the Contract Engineer will be issued an assignment from
the City for which a cost determination must be prepared, submitted and approved prior to any work
beginning.
M/WBE Office - CP&Y, Inc., is in compliance with the City's BDE ordinance by committing to 10
percent SBE participation. The City's SBE goal on this project is 10 percent.
This Agreement may be renewed for up to two additional general electrical engineering support
phases at the City's option. Execution of the renewal option does not require specific City Council
approval, provided that the City Council has appropriated sufficient funds to satisfy the City's
obligation during the renewal phase.
FISCAL INFORMATION/CERTIFICATION:
The Financial Management Services Director certifies that funds were not specifically budgeted for
this contract in the Fiscal Year 2014 adopted budget; however, the department has identified current
year savings to offset the full cost.
TO Fund/Account/Centers FROM Fund/Account/Centers
http://apps.cfwnet.org/council packet/rnc_review.asp?ID=19423&councildate=3/18/2014 3/19/2014
M&C Review Page 2 of 2
PE45 531200 0602501 $100.000.00
PE45 531200 0702501 $100.000.00
Submitted for City Manager's Office bv: Fernando Costa (6122)
Originating Department Head: S. Frank Crumb (8207)
Additional Information Contact: S. Mir (8404)
ATTACHMENTS
http://apps.cfwnet.org/counckpacket/me review.asp?ID=19423&councildate=3/18/2014 3/19/2014