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HomeMy WebLinkAboutContract 42822CITY SECRETARY CONTRACT NO.ti�Z� CITY OF FORT WORTH, TEXAS STANDARD AGREEMENT FOR ENGINEERING RELATED DESIGN SERVICES This AGREEMENT is between the City of Fort Worth, a Texas home -rule municipality (the "CITY"), and Baird Hampton & Brown, Inc., authorized to do business in Texas (the "ENGINEER "), for a PROJECT generally described as: Electrical Design for Theatrical Lighting in the Auditorium at Will Rogers Memorial Center. Article Scope of Services A. Scope of Services is set forth in Attachment A. Article II Compensation A. The ENGINEER'S compensation is set forth in Attachment A. Article III Terns 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 A 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. OFFICIAL RECORD f Theatrical Lighting Electrical Design in the Auditorium At WRMC (September 2011) CITTCWRY i Baird Hampton a Brown, inc. FT. WORTH, TX (5) If-the CITY fails to make payment in full to ENGINEER for billings contested in good faith within 60 days of the amount due, the ENGINEER may, after giving 7 days' written notice to CITY, suspend services under this AGREEMENT until paid in full. In the event of suspension of services, the ENGINEER shall have no liability to CITY for delays or damages caused the CITY because of such suspension of services. Article IV Obligations of the Engineer Amendments to Article IV, if any, are included in Attachment B. 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 Theatrical Lighting Electrical Design in the Auditorium At WRMC (September 2011) Page z of 16 Baird Hampton & Brown, Inc. of the ENGINEER. D. Preparation of Engineering Drawings The ENGINEER will provide to the CITY the original drawings of all plans in ink on reproducible Mylar sheets and electronic files in .pdf format, or as otherwise approved by CITY, which shall become the property of the CITY. CITY may use such drawings in any manner it desires; provided, however, that the ENGINEER shall not be liable for the use of such drawings for any project other than the PROJECT described herein. E. Engineer's Personnel at Construction Site (1) The presence or duties of the ENGINEER'S personnel at a construction site, whether as on -site representatives or otherwise,- do not make the ENGINEER or its personnel in any way responsible for those duties that belong to the CITY and/or the CITY'S construction contractors or other entities, and do not relieve the construction contractors or any other entity of their obligations, duties, and responsibilities, including, but not limited to, all construction methods, means, techniques, sequences, and procedures necessary for coordinating and completing all portions of the construction work in accordance with the Contract Documents and any health or safety precautions required by such construction work. The ENGINEER and its personnel have no authority to exercise any control over any construction contractor or other entity or their employees in connection with their work or any health or safety precautions. (2) Except to the extent of specific site visits expressly detailed and set forth in Attachment A, the ENGINEER or its personnel shall have no obligation or responsibility to visit the construction site to become familiar with the progress or quality of the completed work on the PROJECT or to determine, in general, if the work on the PROJECT is being performed in a manner indicating that the PROJECT, when completed, will be in accordance with the Contract Documents, nor shall anything in the Contract Documents or the agreement between CITY and ENGINEER be construed as requiring ENGINEER to make exhaustive or continuous on -site inspections to discover latent defects in the work or otherwise check the quality or quantity of the work on the PROJECT. If the ENGINEER makes on -site observation(s) of a deviation from the Contract Documents, the ENGINEER shall inform the CITY. (3) When professional certification of performance or characteristics of materials, systems or equipment is reasonably required to perform the services set forth in the Scope of Services, the ENGINEER shall be entitled to rely upon such certification to establish materials, systems or equipment Theatrical Ughting Electrical Design in the Auditorium At WRMC (September 2011) Page 3 of 16 Baird Hampton & Brown, Inc. 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. (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 Theatrical Lighting Electrical Design in the Auditorium At WRMc (September 2011) Page a of 16 Baird Hampton & Brown, Inc. incorporated into the record drawings. I. Minority and Woman business Enterprise (M1WBE) Participation This paragraph is not applicable for this project. 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 subcontractor agreements hereunder a provision to the effect that the subcontractor 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 subcontractor, involving transactions to the subcontract, and further, that the CITY shall have access during normal working hours to all subcontractor 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 subcontractor reasonable advance notice of intended audits. (3) ENGINEER and subcontractor 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 Theatrical Lighting Electrical Design In the Auditorium At WRMC (September 2011) Page 5 of 16 Baird Hampton & Brown. Inc. ISO additional insured endorsement or a substitute providing equivalent coverage, and under the commercial umbrella, if any. This insurance shall apply as primary insurance with respect to any other insurance or self- insurance programs afforded to the CITY. The Commercial General Liability insurance policy shall have no exclusions by endorsements that would alter or nullify: premises/operations, products /completed operations, contractual, personal injury, or advertizing injury, which are normally contained within the policy, unless the CITY approves such exclusions in writing. , ii. ENGINEER waives all rights against the CITY and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by the commercial general liability or commercial umbrella liability insurance maintained in accordance with this agreement. b. Business Auto - the ENGINEER shall maintain business auto liability and, if necessary, commercial umbrella liability insurance with a limit of not less than $1,000,000 each accident. Such insurance shall cover liability arising out of "any auto ", including owned, hired, and non -owned autos, when said vehicle is used in the course of the PROJECT. If the engineer owns no vehicles, coverage for hired or non -owned is acceptable. 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 employers liability or commercial umbrella insurance obtained by ENGINEER pursuant to this agreement. d. Professional Liability — the ENGINEER shall maintain professional Theatrical Ughting Electrical Design in the Auditorium At WRMC (September 2011) Page 6 of 16 Baird Hampton & Brown, Inc. liability, a claims -made policy, with a minimum of $1,000,000.00 per claim and aggregate. The policy shall contain a retroactive date prior to the date of the contract or the first date of services to be performed, whichever is earlier. Coverage shall be maintained for a period of 5 years following the completion of the contract. An annual certificate of insurance specifically referencing this project shall be submitted to the CITY for each year following completion of the contract. (2) GENERAL INSURANCE REQUIREMENTS a. Certificates of insurance evidencing that the ENGINEER has obtained all required insurance shall be delivered to the CITY prior to ENGINEER proceeding with the PROJECT. b. Applicable policies shall be endorsed to name the CITY an Additional Insured thereon, as its interests may appear. The term CITY shall include its employees, officers, officials, agents, and volunteers as respects the contracted services. c. Certificate(s) of insurance shall document that insurance coverage specified in this agreement are provided under applicable policies documented thereon. d. Any failure on part of the CITY to request required insurance documentation shall not constitute a waiver of the insurance requirements. e. A minimum of thirty (30) days notice of cancellation or material change In coverage shall be provided to the CITY. A ten (10) days notice shall be acceptable in the event of non - payment of premium. Such terms shall be endorsed onto ENGINEER'S insurance policies. 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. Theatrical Lighting Electrical Design in the Auditorium At WRMC (September 2011) Page 7 of 16 Baird Hampton & Broom. Inc. h. Applicable policies shall each be endorsed with a waiver of subrogation in favor of the CITY as respects the PROJECT. The CITY shall be entitled, upon its request and without incurring expense, to review the ENGINEER'S insurance policies including endorsements thereto and, at the CITY'S discretion; the ENGINEER may be required to provide proof of insurance premium payments. j. Lines of coverage, other than Professional Liability, underwritten on a claims -made basis, shall contain a retroactive date coincident with or prior to the date of the contractual agreement. The certificate of insurance shall state both the retroactive date and that the coverage is claims -made. k. Coverages, whether written on an occurrence or claims -made basis, shall be maintained without interruption nor restrictive modification or changes from date of commencement of the PROJECT until final payment and termination of any coverage required to be maintained after final payments. The CITY shall not be responsible for the direct payment of any insurance premiums required by this agreement. m. 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 subcontractors maintain insurance coverage, ENGINEER shall provide CITY with documentation thereof on a certificate of insurance. L. Independent Engineer The ENGINEER agrees to perform all services as an independent ENGINEER 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. Theatrical Lighting Electrical Design in the Auditorium At WRMC (September 2011) Page a of 16 Baird Hampton & Brown, Inc. N. Asbestos or Hazardous Substances (1) If asbestos or hazardous substances in any form are encountered or suspected, the ENGINEER will stop its own work in the affected portions of the PROJECT to permit testing and evaluation. (2) If asbestos or other hazardous substances are suspected, the CITY may request the ENGINEER to assist in obtaining the services of a qualified subcontractor to manage the remediation activities of the PROJECT. O. Permitting Authorities - Design Changes If permitting authorities require design changes so as to comply with published design criteria and /or current engineering practice standards which the ENGINEER should have been aware of at the- time this Agreement was executed, the ENGINEER shall revise plans and specifications, as required, at its own cost and expense. However, if design changes are required due to the changes in the permitting authorities' - published design criteria and /or practice standards criteria which are published after the date of this Agreement which the ENGINEER could not have been reasonably aware of, the ENGINEER shall notify the CITY of such changes and an adjustment in compensation will be made through an amendment to_this AGREEMENT. P. Schedule ENGINEER shall manage the PROJECT in accordance with the schedule developed per Attachment A to this AGREEMENT. Article V Obligations of the City Amendments to Article V, if any, are included in Attachment B. 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, Theatrical Lighting Electrical Design In the Auditorium At WRMC (September 2011) Page 5 of 16 Baird Hampton & Brown, Inc. 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 A. 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 Theatrical lighting Electrical Design in the Auditorium At WRMC (September 2011) Page to of 16 Baird Hampton & Brown, Inc. Article IV.E. regarding the ENGINEER'S Personnel at Construction Site, and provisions providing contractor indemnification of the CITY and the ENGINEER for contractor's negligence. H. Contractor. Claims and Third -Party Beneficiaries (1) The CITY agrees to include the following clause in all contracts with construction contractors and equipment or materials suppliers: "Contractors, subcontractors and equipment and materials suppliers on the PROJECT, or their sureties, shall maintain no direct action against the ENGINEER, its, officers, employees, and subcontractors, for any claim arising out of, in connection with, or resulting from the engineering services performed. Only the: CITY will be the beneficiary of any undertaking by the ENGINEER." (2) This AGREEMENT gives no rights or benefits to anyone other than the CITY and the ENGINEER and there are no third -party beneficiaries. (3) The CITY will include in each agreement it enters into with any other entity or person regarding the PROJECT a provision that such entity or person shall have no third -party beneficiary rights under this Agreement. (4) Nothing contained in this section V.H. shall be construed as a waiver of any right the CITY has to bring a claim against ENGINEER. 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, bring, defend, or assist in litigation undertaken or defended by the CITY. In the Theatrical Ughting Electrical Design in the Auditorium At WRMC (September 2011) Page 11 of 16 Baird Hampton S Brown. Inc. 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 B. A. Authorization to Proceed ENGINEER shall be authorized to proceed with this AGREEMENT upon receipt of a written Notice to Proceed from the CITY. B. Reuse of Project Documents All designs, drawings, specifications, documents, and other work products of the ENGINEER, whether in hard copy or in electronic form, are instruments of service for this PROJECT, whether the PROJECT is completed or not. Reuse, change, or alteration by the CITY or by others acting through or on 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 Theatrical Lighting Electrical Design in the Auditorium At WRMC (September 2011) Page 12 of 16 Baird Hampton & Brown, Inc. 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. 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. Theatrical Lighting Electrical Design In the Auditorium At WRMC (September 2011) Page 13 of 16 Baird Hampton d Brown. Inc. 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., V1.D., VI.F., VI.H., and VI.l. 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 considered. ENGINEER agrees to defend, indemnify and hold harmless CITY and all of its officers, agents and employees from and against all claims or liability arising out of the violation of any such order, law, ordinance, or regulation, whether it be by itself or its employees. Article VII Attachments, Schedules, and Signatures This AGREEMENT, including its attachments and schedules, constitutes the entire AGREEMENT, supersedes all prior written or oral understandings, and may only be Theatrical Lighting Electrical Design In the Auditorium At WRMC (September 2011) Page is of 16 Baird Hampton & Brown. Inc. changed by a written amendment executed by both parties. The following attachments and schedules are hereby made a part of this AGREEMENT: Attachment A - Scope of Services, Compensation, and Schedule Attachment B - Amendments to Standard Agreement for Engineering Services Executed and effective this the Z ATTEST: By: City Secretary day of 'M)OYI W\A , 20 \1 . APPROV TO FORM AND LEGALITY: By: Douglas W. Black Assistant City Attorney M &C No.: M &C Not Required M &C Date: ITY OF FORT WORTH: = emando Costa Assistant City Manager APPROVAL RECOMMENDED: -��A By: li , Gj C-ocq Dougla . Wiersig, PE Director, Transportation and Public Works Department ENGINEER: :MAS� en Randall, PE Principal Theatrical Lighting Electrical Design in the Auditorium At WRMC (September 2011) Baird Hampton & Brown, Inc. OFFICIAL RECORD, !' CITY SECRETARY , FT. WORTH, TX Page 15 of 16 ATTACHMENT A - SCOPE OF SERVICES, COMPENSATION, SCHEDULE Refer to the attached Baird Hampton & Brown, Inc. letter dated January 11, 2012, subject: Will Rogers Memorial Center Auditorium, Theatrical Lighting Design. If any conflict arises between the Attachments /Exhibits and the Agreement, the terms of the Agreement shall control. ATTACHMENT B - AMENDMENTS TO AGREEMENT NONE Theatrical Lighting Electrical Design in the Auditorium At WRMC (September 2011) Page 16 of 16 Baird Hampton & Brown, Inc. �'-TTA -CH M F..^A,`, r)A„ a o ►� Baird Hampton & Brown Inc. 0 0 Engineering g & Surveying January 11, 2012 Mr. Dalton Murayama City of Fort Worth T /PW Facilities 401 West 13th Street Fort Worth, Texas 76102 RE: WILL ROGERS MEMORIAL CENTER AUDITORIUM THEATRICAL LIGHTING ELECTRICAL DESIGN FORT WORTH, TEXAS BHB PROJECT 2011.013.090 Mr. Murayama: We appreciate the opportunity to offer our proposal to provide the mechanical and electrical design for the referenced project as we discussed at the project site on November 15, 2011 and as I discussed with Alex Robertson, Schuler Shook, on January 11, 2012. The project consists of providing the electrical design to support the theatrical lighting upgrades to the auditorium. Mr. Robertson has informed us that the new theatrical design will include distributed dimming for new incandescent lighting instruments and that the existing house lighting with its associated dimming system to remain in place. Our design efforts will include the following tasks: 1. Analysis of the existing electrical distribution system to determine the ability to provide new electric service to the distributed dimming equipment using the existing circuit breakers serving the existing theatrical lighting dimming system. BNB evaluated the existing auditorium electrical service in 2001 to determine adequate capacity to add a second road show panel on stage. While this project was not constructed, we propose to use this recorded peak demand load for this project. We have found no indication that there have been any modifications to the use of the building or to the electrical distribution system since this recording was performed. 2. Coordination with Schuler Shook for the theatrical lighting system. 3. Electrical design for the new theatrical lighting distribution system. 4. Mechanical design for supplemental air conditioning of the existing dimmer room. We anticipate using a small ductless split system to serve this room. 5. Opinion of probable cost of the electrical system. Our design efforts may require upgrade of the existing main electrical distribution board if the existing circuit breakers cannot support the new distributed dimming equipment. I have identified a separate fee for this effort if required. Our construction administration efforts will include the following tasks: 1. Attendance at the pre -bid and pre - construction meetings. 2. Review of equipment submittals and shop drawings. 3. Responses to Contractor requests for information. 4. Two site visits to review the construction progress. 6300 Ridglea Place, Ste 700, Fort Worth, Texas 76116 Tel: 817- 338 -1277, Fax: 817 - 338 -9245, E -Mail: mail@bhbinc.com Mr. Dalton Murayama WRMC Theatrical Lighting January 11, 2012 Page 2 5. Preparation of record drawings in AutoCad format based upon Contractor field notes. Our fee proposal makes the following assumptions: • We understand that the entire project will be designed at one time; no phasing of design has been included. • Theatrical lighting design will be performed by Schuler Shook. • We understand that this project will not be LEED certified. • Our scope does not include sound system or audio /visual system design. Rough -in conduits will be included as required as defined by the Owner's sub - contractor. • Our scope will not include energy calculations for the lighting system as the house lighting will not be modified as part of this project. • Our fee proposal is based upon producing the Contract Documents using AutoCad. We propose to provide the mechanical and electrical engineering design for the referenced project in sufficient detail to receive construction bids from subcontractors, sufficient detail to receive building permit and in sufficient detail to install the systems in accordance with applicable codes. Deliverables will include original drawings (CADD Plots) and specifications prepared for binding separately. Deliverables will not include detailed cost estimates. Drawings will be sealed by a Registered /Licensed Professional Engineer. Furthermore, the design will be in accordance with criteria and guidance received from the City of Fort Worth and Schuler Shook. Criteria will also include the following: One copy of existing building floor plans in AutoCAD format. We will obtain these drawings from Schuler Shook. In consideration for the scope described above we propose the following stipulated sum fees: Contract Documents $6,500.00 Construction Administration 3,000.00 Total Fee $5,500.00 Electric Service Modification $1,500.00 (if required) Invoices will be forwarded to your office based upon the percentage of design completed during each billing period and will be due upon receipt of each invoice. Stipulated sum includes cost of long distance telephone calls, telephone faxes and mailing costs. Stipulated sum includes travel expenses for travel to and parking at the project site, but does not include reproduction expenses, other than single copy originals for final drawings. Travel expenses, plotting and reproduction expenses, other than those identified above will not be incurred without your prior approval, at which point these expenses will be reimbursed at cost plus 10 %, payable under the same conditions as the stipulated sum. Services performed by BHB under this proposal will be conducted in a manner consistent with that level of care and skill ordinarily exercised by members of the profession currently practicing-in the same locality under similar conditions. No other representation, expressed or implied, and no warranty or guarantee is included or intended in this proposal, or in any report, opinion, document, etc., prepared by BHB. Hourly rates for Additional Services, such as revisions to previously approved work, work outside of the scope itemized herein or special studies, if requested, will be performed at the following rates, plus direct expenses, payable under the same conditions as the stipulated sum: Mr. Dalton Murayama WRMC Theatrical Lighting January 11, 2012 Page 3 Principal Project Manager Sr. Engineer Engineer - PE Engineer - EIT Sr. Designer Designer CADD/ Drafting Clerical $175 per hour $150 per hour $125 per hour $100 per hour $85 per hour $90 per hour $80 per hour $60 per hour $50 per hour If you agree with the terms of this proposal, please indicate your approval by signing below and returning to our office. Thank you for the opportunity to work with you on this project. Sincerely, BAIRD, HAMPTON & BROWN, INC. Ken Randall, P.E., LEED AP Principal, Electrical Engineer APPROVED FOR THE CITY OF FORT WORTH BY: Signature Date Receipt of this signed agreement will be considered our Notice -to- Proceed.