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HomeMy WebLinkAboutContract 44465 (2)r. �. w _; ,���. �� � P•'.f', - - - s � - - - CITY OF FORT WOR.TH, 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 Rodney R. Thornhill d/b/a White Rock Consultants, authorized to do business in Texas, (the "ENGINEER"), for a PROJECT generally described as: Contract Management of Interceptor Condition Assessment Program (ICAP) 2012. Article I Scope of Services A. The Scope of Services is set forth in Attachment A. Article II Compensation I1 The ENGINEER's compensation shall be in the amount of $189,207.00 as set forth in Attachment B. Article III Terms of Payment Payments to the ENGINEER will be made as follows: A. Invoice and Payment (1) The Engineer shall provide the City sufficient documentation, including but not limited to meeting the requirements set forth in Attachment D to this AGREEMENT, to reasonably substantiate the invoices. (2) The ENGINEER will issue monthly invoices for all work performed under this AGREEMENT. Invoices are due and payable within 30 days of receipt. (3) Upon completion of services enumerated in Article I, the final payment of any balance will be due within 30 days of receipt of the final invoice. (4) In the event of a disputed or contested billing, only that portion so contested will be withheld from payment, and the undisputed portion will be paid. The City of Fort Worth, Texas Standard Agreement for Engineering Related PMO OKcial Release Date: t/28/2013 � Page 1 of 16 � ' � ` � T �. � .i '( � � � ' � - � 4 � No interest will resolved. accrue on any contested portion of the biliing until mutually (5) If the CITY fails to make payment in full to ENGINEER for billings contested in good faith within 60 days of the amount due, the ENGINEER may, after giving 7 days' �written notice to CITY, suspend services under this AGREEMENT until paid in full. In the event of suspension of services, the ENGINEER shall have no liability to CITY for delays or damages caused the CITY because of such suspension of services. Article IV Obligations of the Engineer Amendments to Article IV, if any, are included in Attachment C. A. � C. 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. 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. 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 fhe CITY concerning the results of same. Such surveys, tests, and investigations sh�ll be furnished by the CITY, unless athenrvise 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 City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO O�cial Release Date: 1J28/2013 Page 2 of 16 observations, exploration, and investigations have been made. Because of the inherent uncertainties in subsurface evaluations, changed or unanticipated underground conditions may occur that could affect the total PROJECT cost and/or execution. These conditions and cost/execution effects are not the responsibility of the ENGINEER. 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 e�ent 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 af the completed work on the PROJECT or to determine, in general, if fihe wark on the PF20JECT is being performed in a manner indicating �hat the PROJECT, when completed, will be in accardance with the Contract Documents, nor shall anything in the Contract Dacuments or the �greement between CITY and E�IGINEER 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 City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO Official Release Date: 1/28/2013 Page 3 of 16 shall inform the CITY. (3) When professional certification of performance or characteristics of materials, systems or equipment is reasonably required to perform the services set forth in the Scope of Services, the ENGINEER shall be entitled to rely upon such certification to establish materials, systems or equipment and performance criteria to be required in the Contract Documents. F. Opinions of Probable Cost, Financial Considerations, and Schedules (1) The ENGINEER shall provide opinions of probable costs based on the current available information at the time of preparation, in accordance with Attachment A. (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 �n examination to ascertain how or for what purpose the constructian contractor has used the moneys paid; that title to any of the wark, materials, or equipment has passed to the CITY free �nd clear of liens, claims, security interests, or encumbrances; or that there are nat other matters at issue between the CITY and the construction contractor fhat affect the amount that should be paid. H. Ftecord Drawings City of Fort Worth, Texas Standard Agreement for Engineering Retated Design Services PMO Official Release Date: 1/28/2013 Page 4 of 16 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 nat responsible for any errors or omissions in the information from others that is incorporated into the record drawings. I. Minority Business and Small Business Enterprise (MBE)(SBE) Participation In accord with the City of Fort Worth Business Diversity 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. Engineer acknowledges the MBE and SBE goals established for this contract 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 Engineer may result in the termination of this Agreement and debarment from participating in City contracts for a period of time of not less than three (3) years. J. Right to Audit (1) ENGINEER agrees that the CITY shall, until the expiration of five (5) years after final payment under this contract, have access to and the right to examine and photocopy any directly pertinent books, documents, papers and records of the ENGINEER involving transactions relating to this contract. ENGINEER agrees that the CITY shall have access during normal working hours to all necessary ENGINEER facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. The CITY shall give ENGINEER reasonable advance notice of intended audits. (2) ENGINEER further agrees to include in all its subconsultant agreements hereunder a provision to the effect that the subconsultant agrees that the CITY shall, until the expiration of five (5) years after final payment under the subcontract, have access to and the right to examine and photocopy any directly pertinent baoks, documents, papers �nd recnrds nf such subcansultant, involving transactians to the subcontract, and further, that the CITY shall have access during normal working hours to all �ubcc�nsultant facilities, and shall be provided adequate and appropriate order to conduct audits in compliance with the provision together with subsection (3) hereof. CITY shall give reasonable advance notice of intended audits. work space, in s of this article subconsultant City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO Official Release Date: 1/28/2013 Page 5 of 16 (3) ENGINEER and subconsultant agree to photocopy such documents as may be requested by the CITY. The CITY agrees to reimburse ENGINEER for the cost of copies at the rate published in the Texas Administrative Code in effect as of the time copying is performed. K. INSURANCE (1) ENGINEER'S INSURANCE a. Commercial General Liability — the ENGINEER shall maintain commercial general liability (CGL) and, if necessary, commercial umbrella insurance with a limit of not less than $1,000,000.00 per each occurrence with a$2,000,000.00 aggregate. If such Commercial General Liability insurance contains a general aggregate limit, it shall apply separately to this PROJECT or location. i. The CITY shall be included as an insured under the CGL, using ISO additional insured endorsement or a substitute providing equivalent coverage, and under the commercial umbrella, if any. This insurance shall apply as primary insurance with respect to any other 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 af nat less than $1,000,004 each accident. Such insurance shall cover liability arising out of "any auto", including owned, hired, and non-�wned autos, when said vehicle is used in the caurse 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 City oF Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO O�cial Release Date: 1l28/2013 Page 6 of 16 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. ENGINEER waives all rights against the CITY and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by workers compensation and employer's liability or commercial umbrella insurance obtained by ENGINEER pursuant to this agreement. i2) d. Professional Liability — the ENGINEER shall maintain professional liability, a claims-made policy, with a minimum of $1,000,000.00 per claim and aggregate. The policy shall contain a retroactive date prior to the date of the contract or the first date of services to be performed, whichever is earlier. Coverage shall be maintained for a period of 5 years following the completion of the contract. An annual certificate of insurance specifically referencing this project shall be submitted to the CITY for each year following completion of the contract. 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 seniices. c. Gertificate(s) of insurance sh�ll document that insur�nce coverage specified in this agreement �re provided under applicable policies documented thereon. d. Any failure on part af the CITY to request required insurance documentation shall not constitute a waiver of the insurance requirements. City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO Official Release Date: 1/28/2013 Page 7 of 16 e. A minimum of thirly (30) days notice of cancellation or material change in coverage shall be provided to the CITY. A ten (10) days notice shall be acceptable in the event of non-payment of premium. Notice shall be sent to the respective Department Director (by name), City of Fort Worth, 1000 Throckmorton, Fort Worth, Texas 76102. f. Insurers for all policies must be authorized to do business in the State of Texas and have a minimum rating of A:V or greater, in the current A.M. Best Key Rating Guide or have reasonably equivalent financial strength and solvency to the satisfaction of Risk Management. g. Any deductible or self insured retention in excess of $25,000.00 that would change or alter the requirements herein is subject to approval by the CITY in writing, if coverage is not provided on a first-dollar basis. The CITY, at it sole discretion, may consent to alternative coverage maintained through insurance pools or risk retention groups. Dedicated financial resources or letters of credit may also be acceptable to the C ITY. h. Applicable policies shall each be endorsed with a waiver of subrogation in favor of the CITY as respects the PROJECT. i. The CITY shall be entitled, upon its request and without incurring expense, to review the ENGINEER's insurance policies including endorsements thereto and, at the CITY's discretion; the ENGINEER may be required to provide proof of insurance premium payments. j. Lines of coverage, claims-made basis, prior to the date insurance shall stat claims-made. other shall of the e both than Professional Liability, underwritten on contain a retroactive date coincident with contractual agreement. The certificate the retroactive date and that the coverage .� or of is 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. fihe CITY shall not be responsible for the direct payment r�f any insurance premiums required by this agreement. m. Sub consultants and subcontractors to/of the ENGINEER shall be required by the ENGINEER to maintain the same or reasonably equivalent insurance coverage as required for the ENGINEER. When City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO O�cial Release Date: 1/28/2013 Page 8 of 16 sub consultants/subcantractors ENGINEER shali provide CITY certificate of insurance. L. M. N. O. � maintain insurance coverage, with documentation thereof on a Independent Consultant The ENGINEER agrees to perform all services as an independent consultant and not as a subcontractor, agent, or employee of the CITY. Disclosure The ENGINEER acknowledges to the CITY that it has made full disclosure in writing of any existing conflicts of interest or potential conflicts of interest, including personal financial interest, direct or indirect, in property abutting the proposed PROJECT and business relationships with abutting property cities. The ENGINEER further acknowledges that it will make disclosure in writing of any conflicts of interest that develop subsequent to the signing of this contract and prior to final payment under the contract. Asbestos or Hazardous Substances (1) If asbestos or hazardous substances in any form are encountered or suspected, the ENGINEER will stop its own work in the affected portions of the PROJECT to permit testing and evaluation. (2) If asbestos or other hazardous substances are suspected, the CITY may request the ENGINEER to assist in obtaining the services of a qualified subcontractor to manage the remediation activities of the PROJECT. 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 de�ign �riteria and/or practice standards criteria which are published after the date af this Agr�ement which the ENGINEER ceuld not have been reasanably aware c�f, the ENGINEER shall notify the CITY of such changes and an adjustment in compensation will be made through an amendment to this AGREEMENT. � City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO O�cial Release Date: 1/28/2013 Page 9 of 16 ENGINEER shall manage the PROJECT in accordance with the schedule developed per Attachment D to this AGREEMENT. Article V Obligations of the City Amendments to Article V, if any, are included in Attachment C. A. � C. � C� City-Furnished Data ENGINEER may rely upon the accuracy, timeliness, and completeness of the information provided by the CITY. Access to Facilities and Property The CITY will make its facilities accessible to the ENGINEER as required for the ENGINEER's performance of its services. The CITY will perform, at no cost to the ENGINEER, such tests of equipment, machinery, pipelines, and other components of the CITY's facilities as may be required in connection with the ENGINEER's services. The CITY will be responsible for all acts of the CITY's personnel. Advertisements, Permits, and Access of-way, and construction. 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- access necessary for the ENGINEER's services or PROJECT Timely Review The CITY will examine the ENGINEER's studies, reports, sketches, drawings, specifications, proposals, and other documents; obtain advice of an attorney, insurance c�unselor, accountant, auditor, bond and financial advisors, and other consultants �s the CITY deems appropriate; and render in writing decisions required by the CITY in a timely manner in accordance with the project schedule prepared in accordance with Attachment D. Prampt Notice The CITY will give prompt written notice to the ENGINEER whenever CITY City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO O�cial Release Date: 1/28/2013 Page 10 of 16 F. G. H. observes or becomes aware of any development that affects timing of the ENGINEER's services or of any defect in the ENGINEER or construction contractors. Asbestos or Hazardous Substances Release. the scope or work of the (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. Contractor Indemnification and Claims The CITY agrees to include in all construction contracts the provisions of Article IV.E. regarding the ENGINEER's Personnel at Construction Site, and provisions providing contractor indemnification of the CITY and the ENGINEER for contractor's negligence. Contractor Claims and Third-Party Beneficiaries (1) The CITY agrees to include the following clause in all construction contractors and equipment or materials suppliers: contracts with "Contractors, subcontractors and equipment and materials suppliers on the PROJECT, or their sureties, shall maintain no direct action against the ENGINEER, its o�cers, 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 giv�s no rights or benefits to anyone other than the CITY and the ENGINEER and there are no third-party beneficiaries. (3) The CITY will include in each agreement it enters into with any other entity or person regarding the PROJECT a provision that such entity or person shall have no third-party beneficiary rights under this Agreement. City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO O�cial Release Date: 1/28/2013 Page 11 of 16 (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. I. CITY's Insurance (1) The CITY may maintain property insurance on certain pre-existing structures associated with the PROJECT. (2) The CITY will ensure that Builders Risk/Installation insura at the replacement cost value of the PROJECT. The ( ENGINEER a copy of the policy or documentation of such insurance. �ce is maintained ITY may provide on a certificate of (3) The CITY will specify that the Builders Risk/Installation insurance shall be comprehensive in coverage appropriate to the PROJECT risks. J. K. Litigation Assistance The Scope of Services does not include costs of the ENGINEER for required or requested assistance to support, prepare, document, bring, defend, or assist in litigation undertaken or defended by the CITY. In the event CITY requests such services of the ENGINEER, this AGREEMENT shall be amended or a separate agreement will be negotiated between the parties. 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 . . . -r: ` • • Amendments to Article VI, if any, ar� included in Attachment C. . . �- � � . � .� ENGINEER shall be authorized to proceed with this AGREEMENT upon receipt of a written Notice to Proceed from the CITY. City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO Official Release Date: 1/28/2013 Page 12 of 16 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 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 rsquirements 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. ihe CITY'S approval will be obtained in writing prior to proceeding with termination services. City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO O�cial Release Date: 1/28l2013 Page 13 of 16 E. Suspension, Delay, or Interruption to Work The CITY may suspend, delay, or interrupt the services of the ENG(NEER 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. 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 �ny litigatian related to this AGREEMENT shall be Tarrant County, Texas. City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO Official Release Date: 1/28/2013 Page 14 of 16 J K. Severability and Survival If any of the provisions contained in this AGREEMENT are held for any reason to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability will not affect any other provision, and this AGREEMENT shall be construed as if such invalid, illegal, or unenforceable provision had never been contained herein. Articles V.F., VI.B., VI.D., VI.F., VI.H., and VI.I. shall survive termination of this AGREEMENT for any cause. 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 changed by a written amendment executed by both parties. The following attachments and schedules are hereby made a part of this AGREEMENT: Attachment A- Scope of Services Attachment B — Compensation Attachment C- Amendments to Standard Agreement for Engineering Services Attachment D - Project Schedule Attachment E - Location Map City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO O�cial Release Date: 1/28I2013 Page 15 of 16 Executed and effective this the BY: CITY OF FORT WORTH BY: ENGINEER Rodney R. Thornhill d/b/a White Rock Consultants� �� day of ���, �i �� , 2013. � . ., Fernando Costa Assistant City Manager Date: S Z2 /3 APPROV, By:.� RECOMMENDED: f r�� S. Frank Crumb, P.E. Director, Water Department APPROVED AS TO FORM AND LEGALITY Rod Thornhill President Date: �oll 3 M&C: C-26228 M&C Date: gy. �� L�,u �i� � 11 (( ,.�:,� � Douglas W. Black � � � � i< � � � , ��t�,< Assistant City Attorney 0 ,/ - 1 �( - ?-,� � ; - Mar�/J. Kayser City Secretary City of Fort Worth, Texas Standard Agreement for Engineering Related Design Services PMO OFficial Release Date: 1/28/2013 Page 16 of 16 M 7. 2013 t� , . '% '. 1 r ; � :� .�.v��"'_ �' �� •, ATTACHMENT A ��(��� IPSn C�� � . � CONTRACT MANAGEMENT OF INTERCEPTOR CONDITION ASSESSMENT PROGRAM (ICAP) ICAP Scope of Work Descriation The City of Fort Worth selected White Freese and Nichols to provide engineering and Contract 2. Rock Consuitants and sub-consultant services and manage ICAP Contract 1 Deliverables of the project include the following and they are described in details elsewhere in this document; • Develop a work plan and tracking procedures for the ICAP • Provide monthly status reports and monitor ICAP progress � Provide Engineering reports for ICAP work orders • Prepare executive briefing on ICAP program status and findings • Integrate findings and recommendations into the current Wastewater Master Plan now underway by Freese and Nichols and including any modifications to Cap Plan Document procedures and methodologies for use in long term interceptor assessment and planning. 1.0 1.1 ICAP PROGRAM IMPLEMENTATION AND MANAGEMENT Project Management of ICAP A. Perform general administration duties during the project, including progress monitoring, scheduling, general correspondence, office administration, and invoicing. B. Conduct quarterly progress meetings on ICAP with Field Operations and Engineering to review progress, discuss data needs, benefits of ICAP and any topics of special concern. The project team will develop the presentation for each of the quarterly meetings. The results of these meeting will be provided in the Monthly Status Report. C. Monthly Status Report will b� submitted, summarizing progress against specific tasks and scheduled tasks to be accomplished in the upcoming mon#h; outlining upcoming key decisions which will require input from, or discussion with, City staff; �nd listing any problems or unresolved issues. Attachment A City of Fort Worth, Texas Standard Agreement (or Engineering Services PMO Official Release Date: 05/04/2012 Page 1 of 5 1.2 Implementation of ICAP Work Pian A. Prioritize and review work orders including initial quantities, project limits and special procedures necessary including exhibits identifying beginning and ending stations and project location. B. Conduct attribute data review of each sewer line segment identified in each work order to determine initial pipe wall thickness and other critical data needed for ICAP geodatabase. The project team will research the following data sources: GIS, As- Builts, As-Design, Pipe Manufacturer, project files, vault records, FVWVD engineering old water construction files, etc. C. Populate wall thickness data, location of reinforced steel and hydraulic modeling results for each of the pipeline segments in each ICAP work order to ICAP geodatabase. D. Confirm that Contractor has completed an Initial Review of CCTV and Sonar Inspection to determine quality of inspections and completeness of inspections. E. Update ICAP geodatabase to track each work order assignment including project status, quantities performed for inspection and cleaning activities performed conditions, and data corrections. F. Conduct full engineering analysis of CCTV, sonar, and laser profiling inspection data including interpretation of laser profile results to determine completeness of inspections and to assess structural condition of pipeline segment. G. Correct defect coding where necessary using software specified by FW1ND and communicate to contractor any recurring errors that crews are making. H. Based on review of sonar data, initiate any required pipeline cleaning work orders inctuding quantities and project limits, with exhibits under cleaning contract. Review post cleaning sonar inspection for adequacy and issue work order for inspection as necessary. Review pay requests from contractor by comparing actual work approved to work invoiced and recommend either payment to the contractor or follow-up work by contractor to camplete the work. J. Use inspection results and physical data on sewer interceptors to develop remaining useful life (RUL) estimates for each pipeline segment. Populate ICAP geodatabase with identified RUL score for each pipeline segment. Create a map book that graphically displays an RUL score for each of the pipeline segment. K. Scan and hyperlink shop drawing data to sewer line assets within ICAP geodatabase. Attachment A City of Fort Worth, Texas Standard Agreement for Engineering Services PMO Official Release Date: 05l04/2012 Page 2 of 5 L. Prepare Draft Engineering Report with CIP recommendations for areas of rehabilitation and identify overall condition for each pipe segment The report will also include CCTV, sonar required areas of cleaning, payment information, any defects requiring immediat RUL estimates. ��� and laser profiling results, quantities, geodatabase e repairs and assignment of M. Meet with City to review Draft Engineering Report findings and present recommendations (up to 3 meetings). N. Finalize Engineering Report after receiving comments from City Staff. INCORPORATION OF WASTEWATER CIP INTO ICAP RECOMENDATIONS Upon request, the ENGINEER will provide additional engineering services that are not described in the Tasks above. For any such work, ENGINEER will first furnish a written scope, fee estimate, and revised schedule that the CITY will approve in writing before the ENGINEER may proceed with the work. A. Develop master planning level cost estimates for replacement for capital improvement projects for pipe RUL score of 4 or 5.The project team will incorporate the ICAP report. rehabilitation segments with cost estimates or a in B. Incorporate Wastewater Master Plan Capital Improvements into ICAP recommendations for pipe segments with a RUL score of 4 or 5. C. Provide FWWD with a memorandum that flags areas that require hydraulic modeling refinements. These areas will include discrepancies between hydraulic modeling results (dry weather) and ICAP field inspections (HDTV, sonar and laser data). Life of contract It is contemplated that work will be issued to the EGINEER for work to be performed under this Contract for not to exceed 365 calendar days following the date of the Notice to Proceed or expenditure of $189,207 whichever should occur first. If the cost of the work performed under this Contract is less than $189,207 at the end of the 365 calendar day period, at the City's option and the ENGINEER's concurrence, the Project may be extended to $189,207maximum price. Option to renew The City has the right to renew this coniract for THREE (3) one year termslexpenditures under the same terms, conditions, and unit prices. The City shall give the Contractor at least sixty (60) days notice prior to the expiration of one year from the date of the Notice to Proceed if it chooses to execute the option to renew. Attachment A City of Fort Worth, Texas Standard Agreement for Engineering Services PMO Official Release Date: 05/04/2012 Page 3 of 5 Proiect Team Roles The prime firm is White Rock Consultants and the sub-consultant is Freese and Nichois. The Contractor awarded the project is Ace Pipeline Cleaning, Inc., for ICAP Contract 1 and Contract 2. RESPONSIBILITIES OF CITY: CITY shall perform the following in a timely manner so as not to delay the services of Engineer: A. Designate in writing a person to act as CITY's representative with respect to the services to be rendered under this AGREEMENT. Such person shall have contract authority to transmit instructions, receive information, interpret and define CITY's policies and decisions with respect to Engineer's services for the Project. B. The CITY will provide its GIS integration code to assign unique identifier numbers to asset-based data. C. Provide all criteria and full information as to CITY's requirements for the Project, including design objectives and constraints, space, capacity and performance requirements, flexibility and expandability, and any budgetary limitations; and furnish copies of all design and construction standards which CITY will require to be included in the drawings and specifications. D. Assist Engineer by placing at ENGINEER's disposal all available information pertinent to the Project including previous reports and any other data relative to design or construction of the Project. E. Assist ENGINEER regarding access to and provisions for ENGINEER to enter upon public and private property as required for ENGINEER to perform services under this AGREEMENT. F. Examine all studies, reports, sketches, drawings, specifications, proposals and other documents presented by ENGINEER, obtain advice of an attorney, insurance counselor and other consultants as CITY deems appropriate for such examination and render in writing decisions pertaining thereto within a reasonable time so as not to delay the services of ENGINEER. G. Furnish approvals and permits from a(! governmental �uthorities having jurisdiction �ver the Project �nd such approvals and �onsents from athers as may be necessary for completion of the Project. H. Provide such accounting, independent cost estimating and insurance counseling services as may be required for the Project, such legal services as CITY may require or ENGINEER may reasonably request with regard to Attachment A City of Fort Worth, Texas Standard Agreement for Engineering Services PMO Official Refease Date: 05/04l2012 Page 4 of 5 legal issues pertaining to the Project including any that may be raised by Contractor(s), such auditing service as CITY may require to ascertain how or for what purpose any Contractor has used the moneys paid under the construction contract, and such inspection services as CITY may require to ascertain that Contractor(s) are complying with any law, rule, regulation, ordinance, code or order applicable to their furnishing and performing the work. CITY will have the opportunity to review all contractor submittals prior to ENGINEER's approvals. CITY shall make prompt reviews. J. Give prompt written notice to otherwise becomes aware of a timing of ENGINEER's services, work of any Contractor. K. Furnish, or direct ENGINEER in Attachment A, Article 1 required. L M ENGINEER whenever CITY observes or ny development that affects the scope or or any defect or nonconformance of the to provide, Additional Services as stipulated of this AGREEMENT or other services as Provide easement acquisition. Provide all archeological services required for the project. N. Provide notifications to all environmental permitting authorities and negotiations for environmental permit applications. END OF SECTION Attachment A City of Fort Worth, Texas Standard Agreement for Engineering Services PMO Official Release Date: 05/04/2012 Page 5 of 5 ATTACHMENT B COMPENSATION A. Basic Services: Compensation to ENGINEER for the Basic Services in Attachment A shall be at a cost plus with a maximum fee of $189,207 as set forth in Exhibit B-1. If ENGINEER sees the Scope of Services changing so that additional seroices are needed, including but not limited to those services described as Additional Services in Attachment A, ENGINEER will notify CITY for CITY's approval before proceeding. Additional Services shall be computed based on the Schedule of Charges. Direct Expenses Actual Cost Times Multiplier of 1.05 Other direct expenses shall include outside printing and reproduction expense, communication expense, travel, transportation and subsistence away from Fort Worth and other miscellaneous expenses directly related to the work, including costs of laboratory analysis and testing. Other work required to be done by independent consultants other than staff members will be billed at cost times a multiplier of 1.10. For CAD services performed In-house by non-ENGINEER employees where ENGINEER provides workspace and equipment to pertorm such services, these services will be billed at cost times a multiplier of 2.0. This markup approximates the cost to ENGINEER if an ENGINEER employee was performing the same or similar services. Rates for In-house Services Comauter $10.00 per hour Printinq Black and White $0.10 per copy Plotter Bond Special $ 2.50 per plot $ 5.00 per plot Color $0.50 per copy c . � $5.75 per book Attachment B City of Fort Worth, Texas Standard Agreement for Engineering Services PMO OfTicial Release Date: OSl04/2012 Page 1 of 1 � EYHIIIIT B-1 . Schedule of Costs CONTKAC'T MANAGLNIENT OF INTERCEPTOR CONDITION ASSESSMENT PROGRAM (ICAP) 2012 Task ��NTRACT MANAG�MEIYT OF IIVTEI2CEPTOR CONDTTI�N Project Assist�nt ProJect Project Word Totat �stimuted AS3ESS141E1vT FROGRAM {iCAi�! Manager Mans�ger Engineer �Is Processor Hours Tota1 Fee l.l ProjectManagemenYofICAP� � � Perform geneial ndmirustmtion duties during the project, including progrese A ino�utoring, echedulvig, general cornespondence, office adminiatration, and 42 4 24 A 74 $11,617 invoicuig. Conduct quartedy progress meetinga on ICAP wiUt Field Operatione and Engineeiing to revie�v progresa, discusa daffi needa, benefits ofICAP and any B topica ofspecial concern. The project team will develop the presentation for 48 S 36 8 2 102 $16,28'7 each of the quarterly meetings. 1'he results of these meeting will be provided in the Monthiy Status Report. Monthly Status Report will be submitted, siunmarizing progress against C apecific tasks and scheduled taeke to be accomplished in the upcoming month; IZ 2 g 22 $3,614 outlining upcoming key deciaions which will require input &om, or diacussion with, City staff; and listing any pmblems or waesolved issues. 1.2 Implementation of ICAP Work Plan Prioritize and review work orders including initial quantitiea, project limits A and epecial procedures itecessary i�iclud'utg exhibits identifying begitttting and 2 16 12 4 34 $4,813 ending slntions and project location. Conduct attribute data reviery of each sewer line segment identified in each B �vork order to determine initial pipe wall thicknese and other critical data 4 125 32 4 16S $26,230 needed for ICAPgeodatabase. Populate wall thickness data, location of reinforced steel and hydraulic C modeling results for each of the pipeline segnents in each ICAP work otdet to 2 48 16 2 68 $10,679 ICAP geaiatabase. Confirm thaY Contractnr has completed an Inifial Review of CCI'V and Sonar D Inspection to detarmine quality of'v�spections and completeness of 12 12 $1,800 inspections. Upcla6e ICAP geodatabase to track each work order asaigrunent incluciing E project shatus, quantitiea perfonned for inspection and cleaning activifies 4 2 8 ld $2,414 perfonned conditions, and data corrections. Conduct full engineering annlysis ofCCI'V, sonar, and laserprofiling F inspection data including interpretaaon of laser profile reaul� to determine ZZp 220 �33,000 completeness ofinspections and to assess struchaal condition ofpipeline segment. G Correct defect coding where necessary using sofhvare specified by FWWD 32 32 $4,800 nnd communicsite tn contrnctDr any recurririg errors thnt crews are making. Based on review of sonar data, initiate any required pipeline cleaning work H orders including quantities and pmject limi�, with e�ibits under cleaning 30 30 $4,500 conhact. Review post cleaning sonar inepection for adequacy and ieaue work order for utspection as necessazy. Review pay requeats from crnihactor by compxring actual work approved to I work invoiced and remmmend either payment to the conhactot or follo�v-up 18 18 $2,700 work by conhactor to complete the work. Use u�spection reRults arid physical data on yewer intercepto�s to develop remaining usafiil life (FLUL) estimat� for each pipeline segment Populate J ICAP ge�ciaffibase �vith identified RUL score for each pipeline segment 18 I 40 t6 74 �11,392 Cre�te n roap buok that giaplucally displays :m RUI, score for each ofUie pipeline segment. K Scan and hyperlink shop ctrawi�ig data to sewex line assefs within ICAP 1 10 S 52 �8,646 geodalabase. Pregare Draft Engineeivig Report with CIP recommendations for areas of rehabilitation and idenrify overall condition For each pipe segmenk T}te report L will also include CGTV, sonaz and luser profiling results, required arees of 33 8 24 4 69 �l 1,207 cleaning, payment quantitiea, geodatnbaae infonnelion, eny defects requinng �immediate re�irs and asaignment o£RUL eetimates. ----- — -- -- ----- - --t— — -- --- Attachment B-1 City of Fort Worth, Texas Standard Agreement tor Engineering Services PUIG v^Yiciai Ralease Gai�: "u5iO4i2092 r�ge 1 bf = � N � EYHIF3IT B-1 ������ Schedule of Costs CONTRACT i�1ANAGEI�IENT OF INTERCEPTOR CONDITION ASSESS1b1ENT PROGRt1vi (ICAP) 2012 Meet wiUi City to review Draft Engineeruig Report flndings �id present reconvnendatioi�s (up to 3 meerings). 16 12 8 q 40 F'in�ilize �v�gineering Report for eaclt ICAP work arder wit}un two weeks uf�er mceiving co�nmertts from City Stnff. 6 `� 2� 30 I.ubor Cost Snbtotul 493 38 AO] 100 24 1,056 Subcousidts�ut �xpenses (3eneral Expenaes $5� PmthnA & Plothn¢ _ _ C3enernl E�cpertse Priiiting & Plotti penscs Subtotal 1 2 0 1NCURYORATION OF WASTEWATER CIP INTO lCAP RECOMMENDATIONS Develop master planning level cost estimates for rehabilitation or replacement A for capital improvement projects for pipe segments tvith a RUL acore of 4 or S.The project team will incorporate cost estimates in the ICAP repork B Incorporate Wastervater Master Plan Capital Improvements into ICAP recommendations for pipe segmettts with a RUL score of 4 or 5. Provide N'WWD with a metnorandum that flage areas that require hydraulic c modeling refinements. These azeas will include discrepancies between hyclraulic modeling resiilts (dry weather) and ICAP field inspections (HDTV, sonar and laser data). Labor Cost Subtotal Subcousidtank Expenses General E�enses Pruttin� & Plattine General Expense penses Subtotal ?ORATION OF ATER C] � � � 16 32 24 16 8 �� `,�/1 ,•�� $5,747 $5,200 �164.64� � �� 44 $7,601 28 $4,972 2 30 6 102 $500 $2,500 $400 $4,787 'E�rl Attachme�t B-1 City of Fort Worth, Texas Standard Agreement for Engineering Services PM(] (lt(ini�� Ro�Aase �ate; 05/Q4l20?2 FadG � ui 2 ATTACHMENT C CHANGED AND AMENDMENTS TO STANDARD AGREEMENT FOR ENGINEERING SERVICES NONE Attachment C City of Fort Worth, Texas Standard Agreement for Engineering Services PMO Official Release Date: 05/Od/2012 Page 1 ot 1 ATTACHMENT D PROJECT SCHEDULE ENGINEER is authorized to commence work on the Project upon execution of this AGREEMENT and agrees to complete the seniices as defined in Attachment A and shall be dictated by work flow and/or as work pertormed and submitted as defined in the contract specifications associated ICAP Contract 1 and Contract 2. CITY review of milestone review submittals will be no longer than three weeks. CITY review of minor submittals will be no longer than two weeks. Additional time may be granted to ENGINEER if review times are exceeded. If ENGINEER's services are delayed through no fault of ENGINEER, ENGINEER shall be entitled to adjust the contract schedule consistent with the number of days of delay. These delays may include but are not limited to delays in CITY or regulatory reviews, delays on the flow of information to be provided to ENGINEER, governmental approvals, etc. These delays may result in an adjustment to compensation as outlined on the face of this AGREEMENT and in Attachment B. Attachment D City of Fort Worth, Texas Standard Agreement for Engineering Services PMO Official Release Date: 05/04/2012 Page 1 of 1 M&C Review � � ! , Page 1 of 2 Official site of the City of Fort Worth, %xas Fo�_�ri.� COUNCIL ACTION: Approved on 5/7/2013 DATE: CODE: SUBJECT: 5/7/2013 REFERENCE NO.: **G26228 LOG NAME: 601CAP12-WRC C TYPE: CONSENT PUBLIC HEARING: NO Authorize Execution of an Engineering Agreement with Rodney R. Thornhill d/b/a White Rock Consultants in the Amount of $189,207.00 for Contract Management of the interceptor Condition Assessment Program 2012 (ALL COUNCIL DISTRICTS) RECOMMENDATION: It is recommended that the City Council authorize the execution of an engineering Agreement with Rodney R. Thornhill d/b/a White Rock Consultants in the amount of $189,207.00 for the management of a Citywide sanitary sewer Interceptor Condition Assessment Program (ICAP) 2012. DISCUSSION: On April 30, 2007, the City submitted its Sanitary Sewer Overflow Corrective Action Plan to the Texas Commission on Environmental Quality (TCEQ). The plan provided for preventive maintenance cleaning and condition assessment of large diameter sanitary sewer mains, known as the Interceptor Condition Assessment Prograrn (ICAP). This citywide proactive program, currently being overseen by Water Department Field Ops, has goals of identifying and eliminating potential operation and maintenance issues and pipe structural failures before they occur. Within the Fort Worth wastewater collection system, there are approximately 263 miles of large diameter pipes that are equal to or greater than 24-inch diameter. It is anticipated that a seven-year program will be required to complete the assessment of all large diameter interceptors. White Rock Consultants was originally selected pursuant to a Request for Qualifications (RFQ). The City has independent contracts with at least one entity to perform work under this program. The engineering services to be performed by White Rock Consultants consist of managing the City's contractor's activities and developing work plans, procedures, methodologies and criteria to assess the pipe condition. The engineer will integrate his findings and assessment results with the Wastewater Master Plan capacity recommendation into a multi-year capital improvements plan. M/WBE Office: A waiver of the goal for MBE/SBE subcontracting requirements was requested by the Department and approved by the M/WBE O�ce, in accordance with the M/WBE or BDE Ordinance, because the purchase of goods or services from source(s) where subcontracting or supplier opportunities exist are negligible. This Agreement may be renewed at the City's option three additional times. This project affects ALL COUNCIL D15iRICTS. : �- . � - . � The Financial Mlanagement Services Director certifies that funds are available in the current operating budget, as appropriated, of the Water and Sewer Fund. TO Fund/Account/Centers FROM Fund/AccountlCenters PE45 539120 0707001 $189,207.00 http://apps.cfwnet.org/council packet/mc review.asp?ID=18249&councildat... 5/8/2013 M&C Review Submitted for City Manager's Office by: Originating Department Head: Additional Information Contact: ATTACHMENTS Fernando Costa (6122) S. Frank Crumb (8207) Roberto Sauceda (2387) Page 2 of 2 http://apps.cfwnet.org/council_packet/mc_review.asp?ID=18249&councildat... 5/8/2013