HomeMy WebLinkAboutContract 44509 (2)�
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STANDARD AGREEMENT F�R ENGINEERING RELATED DES[GN SERVICES
This AGREEMENT is between the City of Fort Worth, a Texas home-rule
municipality (the "C1TY"}, and R. L. Woods and Associates, LLC:, Structural and Forensic
Engineering, authorized to do business in Texas (the "ENGINEER"), for a PROJECT
generally described as: Proposed Pads for Collection Services At Three Drap-OfF
Stations, Fort Worth, Texas
Article I
Scope of Services
A. Scape of Services �s set forth in Attachment A.
Ar�icle II
Compensation
A. The ENGINEER'S compensation, ($4,000.00) is se# farth in Attachment A.
Article !11
Terms of Payrnent
Payments to the ENGINEER will be made as follows:
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A.
]nvaice and Payment
(1) The Engineer shall provide the City sufficient dvcumentafion,
inc[uding but not [imited to meeting the requirements set forth in Attachment
A to this AGREEMENT, to reasonably substantiate the invoices.
(2) The ENGINEER will issue manthly invoices for all work performed
under this AGREEMENT. ]nvaices are due and payable within 30 days of
receipt.
campletion of services enumerated in Article 1, the finai
any balance will be due within 30 days of receipt of the finai
(3) Upon
payment af
invoice.
(4) In the event of a disputed or contested billing, only that portion so
contested wiA be wi#hheld from payment, and the undisputed portion will be
paid. The CITY wiEl exercise reasonableness in confesting any bill or
por�ion thereof. No interest will accrue on any contested portion of the
Proposed Pads for Collection Service At 7hree Drop-Off Stations, Fort Worth (May
R.L. Woods and Assocfates, LLC, Structural and Forensic Engineering
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billing until mutuaily resolved.
Obligations of the Engineer
At-ticte [V
Amendments tci Article �IV, if any, are inciuded in Attachment B.
' A. General
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(5) If th� C1TY fai[s to make payment in fuli to ENGWEER for bilfings
contested in good faith within 60 days of fihe 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 sha[I have no liability to CITY for delays or damages caused
#he C(TY because of such suspension of services.
The ENGINEER wi[I serve as the CITY'S professional engineering
representative under this Agreement, providing pro�Fessional engineering
consultation and advice and furnishing customary services incidental
thereto.
Standard of Care
The standard of care applicab(e to the ENGINEER'S services will be the
degree of skil( and diligence norma[ly employed in
professional engine�rs or consu(tants performing
services at the time such services are performed.
SubsurFac� Investigations
the State of Texas by
the same or similar
(1) The ENGINEER shall advise the C[TY with regard to the necessity for
subcontract woric such as sp�cial surveys, tests, test borings, or oth�r
subsurFace investigations in connection with design and engineering
work ta be performed hereunder. The ENG[NEER shail alsa advise
the CITY concerning the results of same. Such surveys, tesfs, 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 signiticant[y
between successive test points and sample intervals and at [ocations
other than where observations, exploration, and investigations have
been made. Because of the inherent uncertainties in subsurface
eva[uations, changed or unanticipated underground conditions may
occur that could affect #he total PROJECT cost and/or execution.
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R.L. Woods and Associates, i.lC, Structural and �orensic Engineering
Page 2 of 16
These conditions and costiexecutian effects are not the responsibi[iiy
of the ENGINEER.
D. Preparation of Engineering Drawings
The ENGWEER will provide t� the CITY the arigina[ drawings of all plans in
ink an reproducible Mylar sheets and electronic files in .pdf format, or as
atherwise approved by CITY, which shall become the property of #he C1TY.
C1TY may use such drawings in any manner it desires; provided, however,
that fihe ENGINEER shalE not be liable for the use of such drawings for any
project other than the PRQJECT described herein.
E. Engineer's Personnel at Construction Site
{1 } The presence or duties of the ENGINEER'S persannel at a
construction site, whether as on-site representatives or. otherwise, do not
make the ENGINEER ar its personnel in any way responsible for those
duties that b�long to the C1TY and/or the CITY'S construction contractors or
other entities, and do nat relieve the construction cantractors or any other
entifiy of fiheir abligations, duties, and responsibiEities, including, bu# not
limited to, ali construction methods, means, techniques, sequences, and
procedures necessary for coordinating and comp[eting all portians of #he
construction woric in accordance with the Contract Documents and any
health or safety precautians required by such construction work. The
ENGINEER and its �ersonnel have no authority ta 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) Excep# to fihe exfient o€ specific site visits expressly detaiied and set
farth in Attachment A, the ENGINEER or its persannel shall have na
obligation or responsibility to visit the constructian site to became fami[iar
with the progress or quality of the completed work on the PROJECT or to
determine, in general, if fihe wor[c on the PROJECT is being perFormed in a
manner indicating thaf the PROJEGT, when completed, will be in
accordance with the Contract Documents, nor shal[ 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 o€ fihe work on the PROJECT. [f the ENGINEER makes
an-site abservation{s) of a deviation from the Cantract Documents, the
ENGINEER shal[ inform the CITY.
(3} When professional certification af perfiormance or characteristics of
materials, sysfems or equipmeni is reasonably required to perForm the
services set forth in the Scope of Services, the ENGINEER sha![ be entit[e�
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R.l. Woods and Associates, LI,C, SVuctural and Forensfc Engineering
ta rely upan such certification to establish materials, systems or equipment
and perFormance criteria to be required in the Contract Dacuments.
F. Opinions of Probable Cost, Financial Consid�rations, and Schedules
(1 } 7he ENGINEER shall provide opinions of probable costs based on the
current available information at fihe time of preparation, in accordance
with Attachment A.
(2) In providing opinions of cost, financial analyses, economic feasibility
projecfiions, and schedules for the PROJECT, the ENGINEER has no
control over cost or price of labor and materials; unknown or latenf
conditions of existing equipment or structures that may affect
aperation or main#enance costs; competitive bidding procedures and
. market conditions; time or qua(ity � of performance by third parties;
quality, type, management, or direction of operating personnel; and
ather economic and operational factors that may materiaiEy affect the
uftimate PROJECT cost or schedule. Therefore, the ENGINEER
makes na warraniy ihat the CITY'S actual PROJECT costs, financial
aspects, econamic feasibility, �or schedu(es will not vary from the
ENGINEER'S apinions, analyses, projections, or estimates.
G. Construction Progress Paymen#s
Recommendations by ti�e ENGINEER ta the CITY for periodic construction
progress payments to the constructian contractor will be based on the
ENGINEER'S knowledge, information, and belief from selective sampHng
and observation that the work has progressed to the point indicated. Such
recommendations do not represent that continuous or deiai[ed
examinatians have been made by ihe 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
ar for whafi purpose the construction contractor has used the moneys paid;
that title to any af the work, ma#eria(s, 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 C[TY and the construction
contractor thafi affect the amount that should be paid.
H. Record Drawings
Record drawings, if r�quired, will be prepared, in part; on the basis af
information compiled and furnished by others; and may not always
represent the exact location, type of various components, or exact manner
in which t�e PR4JECT was finally constructed. The ENGINEER is nat
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R.l. Woods and Associates, LIC, Structural and Forensic Engtneering
` responsible for any errors or amissions in the inforrnation from others that is
incorporated into fhe record drawings.
I. Minoriiy and Vtloman business Enterprise {MIWBE} Participation
This paragraph is not applicable for this project.
J. Right to Audit
('I) ENGINEER agrees that the CITY shall, unfil the expiration of five {5)
years after final payment under this contract, have access to and fhe right to
examine and photocopy any directly pertinenf books, documenfs, papers
and records of #he ENGINEER involving transactions reiating to #his
contract. ENGIRlEER agrees that the CITY shall have access during
normal working hours fio all necessary ENGINEER faci!'sties and shall E�e
provided adequate and appropriate work space in arder to conduct audits in
compliance with the provisians of this section. The CITY shall give
ENGINEER reasonable advance notice of intended audifs.
{2) ENGINEER. further agrees to include in all its subcontractor
agreements hereunder a provision to the effec� that the subcontractor
agrees that the CITY shall, until the expiration of five (5) years after final
payment under the subcontract, have access ta and the right to examine
and phatoc�py any direc#Iy pertinent baofcs, documents, papers and
records of such subcontractor, involving transactions to the subcontract,
and further, tha� the C[TY shall have access during normaf working hours to
all subcontractor facilities, and shal( be pravided adequate and appropriate
work space, in order to conduc# audits in compliance with the provisians of
this article together with subsection (3) hereof. CITY shafl give
subconfractor reasonable advance notice af intended audits.
(3) ENGINEER and sUbcontractor agree to photocopy such documents
as may be requested by the CITY. The C(TY agraes to reimburse
ENG[NEER for the cost of copies at the rate published in fihe 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
commercia[ general liability (CGL) and, if necessary, commercial umbre[la
insurance with a limit�of not less than $1,OOO,QOQ.00 per each occurrence
with a$2,oaa,040.00 aggregate. If such Commercial General Liability
insurance cantains a general aggregate limit, it shall apply separately to ihis
PROJECT or lacation.
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R.L. Woods and Associates, LLC, Structnral and Forensic Engineering
The CITY shall be inc[uded as an insured under the CGL, using
ISO additionaE insured endorsement or a substitute praviding
equivalent coverage, and under the commercial umbrella, if any.
This insurance shall apply as primary insurance with respect to
any oth�r irisurance or self-inscarance programs afforcied fio the
C17Y. The Commercial Genera[ L.iability insurance palicy shall
have no exclusions by endorsements that wou(d alter or nullify:
premises/operations, productslcompleted operations, contractual,
persanal 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 emplayees for recavery of damages to the
extent th�se damages are cov�red by the commercia{ general
liability or commercial umbrella liability insurance maintained in
accordance with this agreement.
b. Business Auto - the ENGINEER shal) maintain business auto - liability
and, if necessary, commercial umbrella I�ability insurance with a[imit of
not less than $'[,OQ0,040 each accident. Such insurance shall cover
liabiliiy arising out of "any auto", including owned, hir�d, and non-owned
autos, when said vehicle is used in the course of the PROJECT. !f the
engineer owns no vehic[es, coverage for hired or non-owned is
accepfable. �
i. ENGINEER waives a[I 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 umbre[[a liability insurance obfiained by
ENGfNEER pursuant to this agreernent 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 insuranc� with a limit of not less than
$100,OOd.OQ each accident for bodily injury by acc[dent or $100,000.00
each employee for bodily injury by disease, . with $5��,00a.00 policy
limi#.
ENGINEER waives all rights against the CITY and its agents,
officers, directors and employees for recovery of damages ta fhe
extent these damages are covered by work�rs campensation and
employer's Iiability or commercia[ umbrella insurance obtained by
ENGINEER pursuant to this agreement.
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R.L. Woods and Associates, LLC, Structura( and Forensic Engineering
d. Professional l.iability -- the ENGINEER shall maintain professional
.liability, a claims-made poficy, with a minimum of $1,OQQ,000.00 per
claim and aggregate. The policy shal� contain a retroactive date prior to
the date of the cantract or the first date of services to be performed,
whichever is �arlier. Cov�rage shafl be maintained for a period of 5
years following the completion of the contract. An annual certificate af
insurance specifica[ly referencing this project shall be submitted fo the
C1TY for each year following completion of the contract.
(2) GENERAL. INSURANCE REQUfREMENTS
a. Certificates of insurance evidencing thaf the ENGINEER has obtained
all required insurance shall be delivered to the CITY prior ta ENGINEER
proceeding with the PROJECT.
.•-���b. Appiicable policies shall be en�orsed to name the CITY an Additional
[nsured thereon, as its interests may appear. The term CITY shall
include its employees, officers, officials, agents, and volunteers as
respecfis the cantracted services.
c. Certificafie(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
dacumentatian shall nofi canstitute a waiver of the insurance
requirements.
e. A minimum of thirty (30} days notice of cancellation or material change
in coverage shal( be provided to the CITY. A ten (10) days notice shall
be acceptable in the event of nan-payment of premium. Such fierms
shall be endorsed onto ENGINEER'S insurance policies. Notice shall
be sent to the respective Department Director-{by name), City of For�
Worth, 1000 Throckmar�on, Fort Worth, Texas 7�102.
f. Insurers far all polic�es must b� authorized to do business in the State of
Texas and have a rninimum rating of A:V or greater, in fhe curren# A.M.
Best Key Rating Guide ar have reasonably equivalent �nancial strength
and salvency ta the satisfaction of Risk Management.
g. Any deduct�ble or seff insured retention in excess of $25,000.00 that
wocald 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 a[so be accep�able to the
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R.L.. Woods and Associates, LLC, Stnrctaral and Forensi� Engineering
CITY.
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h. Applicable palicies shall each be endorsed with a waiver of subrogation
in favor of the ClTY as respecfis the PROJECT.
i. The CITY shal( be entitEed, upon its request and without Encurring
expense, to review the ENGfNEER'S insurance policies including
endorsements thereto and, at the CITY'S discretion; the ENGINEER
may be required ta provide proof of insurance premium payments.
j. Lines of coverage, other than Professinnal Liabi[ity, underwritten on a
claims-made basis, shall contain a retroactive date caincident with or
prior to #he date ofi the contractual agreement. The certificate of
insurance shall state both the refiroactive date and that the coverage is
claims-made.
k. Coverages, whether written an an occurrence or claims-made basis,
shall be maintained without interruption nor restrictive madification or
- changes from date of commencement of the PR(7JECT t�ntil fnal
payment and terrnination of any coverage required to be maintained
after fnal payments.
I. �The C1TY shall not be resportsible for the
insurance premiums required by fihis agreement.
direct paymeni of any
m. Subcontractors to/of the ENGINEER shalf be required by the
ENG[NEER to maintain the same or reasonably eqcaivalent insurance
coverage as required for the ENGfNEER. When sub subcontractors
maintain insurance coverage, ENGINEER shal[ pravide CITY with
documentation thereof on a certificate of insurance.
Ind�*pendent Engineer
The ENGINEER agrees to perform aIl services as an independent
ENGINEER and not as a subcontractor, agent, or emplayse of the C(TY.
Disclosure
The ENGINEER acknowiedges to the CiTY that it has made full disclosure
in writing af any existing canflicts of interest or potential conflicts of interest,
inc[udirig personal financia[ interest, direct or indirect, in property abutting
the propased PR4JECT and business relationships with abutting proper�y
cities. The ENG[NEER further acknowiedges that it will make disclosure in
wrifiing of any conflicts af interest that develop subseguent to the signing of
this contraci and prior to final payment under #he contract.
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R.L. Woods anH Associates, LLC, Siructural and Forenslc Eng(neering
N. Asbestos or Hazardous Substances
(1) if asbestos or hazardous substances in any farm are encountered or
suspected, the ENGINEER wi(I stop its own work in the affected portions
of the PR4JECT to permit tesfiing and evaluation.
(2) [f asbestos ar other hazardous substances are suspected, the CITY
may request the ENG[NEER to assist in obtaining the services of a
qualified subcontractar to manage the remediation activities of � the
PROJEGT.
O. Permitting Authorities - Design Changes
[f permitting authorities require design c�anges so as to comply with
ptablished design cri#eria and/or current engineering �� practice standards
which the ENGINEER should have been aware of at the time fihis
Agreement was executed, the ENGINEER sha[[ 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 authorifies`
published design criteria and/or practice standards criteria which are
published after the date af this Agreement which the ENG[NEER could not
have be�n reasonably aware of, the ENG[NEER shall notify the CITY of
such changes and an adjustment in compensation will be made ihrough an
amendment to this AGREEMENT.
P. Scheduie
ENGINEER shall manage the PROJECT in accordance with the schedule
developed per Attachment A to #his AGREEMENT.
Article V
�bligations of the City
Arnendments #o Article V, i# any, are included in Attachment B.
A. City-Furnished Data
ENGINEER may rely upon the accuracy, time(in�ss, and completeness of
the information provided by the CITY.
B. Access to Facilities and Property
The C1TY will make its fiacilities access�ble to #he ENGINEER as required
for the ENGINEER'S perfarmance of its services. The C[TY wi[[ perfarm, at
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R.L. Woods and Associates, LLC, Structural and Forensic Engineering
no cost to the ENGINEER, such tests of equipment, machinery, pipelines,
and other components of the CITY'S facilities as may be required in
connection with the ENGINEER'S services. The CITY will be responsible for
all acts of the CITY`S personnel.
C. Advertisements, P�rmits, and Access
Unless othenrvise agreed to in the Scope of Services, the CITY will obtain,
arrange, and pay for all adver�isements for bids; permits and licenses
required by lacal, state, or federal authorities; and [and, easements, rights-
of-way, and access necessary far ihe .ENGINEER'S services or PR�JECT
canstruction.
D. Timely Review
The CITY will examine the ENGINEER'S studiss, reports, sketches,
drawings, speci�cations, proposals, and other documents; obtain advice of
an attorney, insurartce counselor, accouniant, auditor, bond and financial
advisors, and other consultants as the CITY deems appropriate; and render
in wrifing decisions required by the CITY in a tirnely manner in accordance
with the project schedule prepared in acc�rdance wiih Attachment A.
E. Prompt Notice
The CITY will give prompt written notice to the ENGINEER whenever CiTY
abserves or becomes aware of any development thai affects the scope or
timing of the ENGINEER'S services or of any defect in the woric of the
ENGINEER or construction contractors.
F. Asbestos or Hazardous Substances Releas�.
(9 ) C1TY acknawledges ENGINEER will perForm part of the work at
C[TY'S facilities that may contain hazardous materials, inciuding asbestos
containing materials, or conditions, and that ENGINEER had no prior role
in the genera#ion, freatment, storage, or disposition of such materials. In
consideration of the associated risks that may give rise to c[aims by third
parties or emplayees of City, City hereby releases ENGINEER from any
damage or liabi(ify related to the presence of such materials.
(2) The release required above shall not apply in the event the
discharge, release ar 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 Indemnificaiion and Claims
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R.L. Woods and Associates, LIC, Slructural and Forensi� Engineering
The ClTY agrees to include in all construction cantracts the provisions ofi
Arkicle IV.E. regarding the ENGINEER'S Personnel at Construction Site,
and provisians providing contractor indemnificatian of the C[TY and the
ENGf NEER for contractor's negligence.
H.
Contractor Claims and Third-Party Beneficiaries
(1) The CITY agrees to include the fal(owing clause in all contracts with
construction contractors and equipment or materials suppliers:
"Cantrac#ors, 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 #rom the engineering
servicss perFormed. Only the C1TY will be ihe beneficiary
of any undertaking by the ENGINEER."
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(2} This AGREEMENT gives no rights or benefits to anyone other than
the CITY and fihe ENGINEER and there are no third-party beneficiaries.
(3) The CITY will include in each agreement it enfiers infio with any other
entity or person regarding the PROJECT a provision that such entity or
person sl�all have na 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.
Ciiy's Insurance
(1) The CETY may maintain property insurance on cer�ain pre-existing
structures associated with the PRC}JECT.
(2} The CITY will ensure that Bui[ders Risk/lnstallation insurance is
maintained at the replacement cost va(ue af the PROJECT. The CITY may
provide ENGINEER a copy of the �policy or documentation of scach on a
cer�ificate of insurance. �
(3) The CITY wili specify that the Builders Risk/lnstallation insurance
shal[ be comprehensive in coverage appropriate to the PR�JECT risks.
Litigation Assistance
The Scope of Services does not include costs of the ENGINEER for
required or requested assisiance to support, prepare, documenfi, bring,
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R.L. Woods and Associates, LLC, 5tructurat and Forensic Engineering
defend, or assist in litigatior� candertaken or defended by the CITY. Iri the
event C[TY requests such services of the ENGINEER, this AGREEMENT
sha[I be amended or a separate agreemeni will be negotiated be#ween the
parties.
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Changes
The CITY may make or approve changes within the general Scope of
Services in this AGREEMENT. [f such changes affect the ENGINEER'S
cast of or time required far performanc� of the services, an equitab(e
adjustment will be made through an amendment to this AGREEMENT wifih
appropriate C[TY approval.
Artic[e VI
Gen�;ral Legal Provisions
Amendments to Article VI, if any, are included in Attachment B.
A.
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Authoriza#ion to Proceed
ENGINEER shall be authorized to proceed wifih this AGREEMENT upon
receipt of a written Notice to Procesd from the C1TY.
Reuse of Project Documents
All designs, drawings, specifications, documents, and other work products
of the ENGINEER, whefiher in hard copy or in electronic farm, are
instruments of service for this PROJECT, whether the PROJECT is
comp[eted or nofi. Reuse, change, or altera#ion by fihe CITY or by others
acting through or on behalfi of the CITY of any such instrumen#s of service
without the written permission of the ENGINEER wi[I be at the CITY's sole
risk. The C[TY shali own the final designs, drawings, specifications and
dacuments.
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
obligatians hereunder.
Termination
(1) This AGREEMENT may be terminated
only by the City for
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R.L, Waods and Assoclates, LLC, Struciural and Forens'sc Engineering
canvenience on 30 days` written notice. This AGREEMENT may be
terminatecf by either the CITY or the ENGINEER for cause if either parly
fails substantial[y to perform through na fault of the other and does not
commence correction of such nonperformance with in 5 days of written
notice and diligently camplete #he 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 partiai or complete studies, plans,
specificafiions or other forms of ENGINEER'S work product;
b.) Out-of-pocEcet expenses for purchasing electronic data files
and other data storage supplies or services;
c.} The time requirements far the ENGINEER'S personnel to
document the wark underway at the time of the CITY'S termination
for convenience so that the work effor� is suitable for long time
storage.
{3) Prior to proceeding with termination services, the ENG[NEER will
submit ta the CITY an itemized statement af al[ termination expenses. The
CITY'S approval will be obtained in writing prior to proceeding wi#h
termination services.
E. Suspension, Delay, or In#erruption to Work
The CITY may suspend, delay, or interrupt the services of the ENGINEER
for the convenience of the CITY. In the evenfi of such suspension, delay, or
interru�fiion, an equitable adjustment in the PRaJECT'S schedule,
commitment and cost of the ENGINEER'S .persannel and subcontractors,
and ENGINEER'S campensation will be made.
F. Indemnification
In accordance with Texas Local Government Code Section 271.904, the
ENGINEER shaEf indemnify, hold harmfess, and defend the C1TY against
liabi[ity for any damage caused by or resulting fram an act of neg(igence,
intentional tort, intellectual properiy infringement, ar fai)ure to pay a
subcontractor ar supplier committed by the ENGIhlEER or ENGINEER'S
agent, consultant under contract, or another entity over which the
ENGINEER exercises control.
G. AssTgnment
Neither party sha[[ assign all or any part of this AGREEMENT without #he
Proposed Pads for Collection Service At Three Drop-Of€ Siations, Fort Worth {May 2013} Page 13 of 16
R.L. Woods and Assoclates, LLC, Structurat and Forensic Engineering
prior written consent of the other party.
H. [n#erpretation
Limitations on [iabi(ity and ind�mni#ies in this AGREEMENT are business
understandings betvireen the parties and shall apply to all the different
theories of recavery, including breach of contract or warranty, tort including
negligence, stricfi or statutory liability, ar any other ca�tse of action, except
for willful misconduct or gross negligence for limitatians of liabi[ity and sole
negligence for indemnification. Parties mean the C[TY and the ENGINEER,
and their officers, employe�s, agents, and subcontractors.
1. Jurisdiction
The law of the State of Texas shall govern the validity of this AGREEMENT,
�� ifis interpr�tation and performance, and any ather claims related to it. The
vencae for any litigation related to this AGREEMENT shall be Tarrant
County, Texas.
J. Severability and Survival
[f any of fihe provisions contained in this AGREEMENT are helci for any
reason.to be invalid, illega[, or unenforceabEe in any respect, such invalidity,
i(legality, or unenforceabi(ity will not affect any other provision, and this
AGREEMENT shall be construed as if such invalid, illegai, or unenforceabfe
pravision had never been contained herein. Articles V.F., VI.B., V[.D., VI.F.,
V(.H., and VI.I. shall survive terminat9an of this AGREEMENT for any cause.
K. �bserve and Comply
ENGINEER shal[ at all times observe and comply with ali federal and State
laws and regulations and with a[l City ardinances and regulations which in
any way affect this AGREEMENT and the work hereunder, and shal[
observe and comply with all orders, laws ordinances and regulations which
may exist ar may be enacted later by governing bodies having jurisdiction ar
authority for such enactment. No plea of misunderstanding or ignorance
thereof sha([ be consider�d. ENGfNEER agrees ta defend, indemnify and
hold harmless C1TY and all of its officers, agents and employees from and
against all claims or liability arising out of the vio(ation of any such order,
law, ordinance, or regulation, whether it be by itself ar its employees.
Article V11
Attachments, Schedules, and Signatures
This AGREEMENT, including its attachments and sch�dules, constitutes the entire
Proposed Pads for Collection Service At Thres Drop-Off Stations, Fort Workh (May 2013) Page 14 of 16
R.L. Woods and Assoctates, LLC, Structural and Forensic Engineering
AGREEMENT, supersedes all prior written or orai understandings, and
changed by a written amendment executed by both parties. The following
and schedules are hereby made a part of this AGREEMENT:
Attachment A- Scope of Services, Compensation, and Schedule
'�
Execufed an� effectiv� this the `'�f1 day of ��1���- , 20 �.
ATTEST: �� CITY OF FORT WORTH:
By: ���.
Mary J. Kay:
City Secreta
�,���
0
APPR�VED AS TO FORM AND
�
By: ; � - u �� . BY:
De�glas W:��ek .� � . �. �,. � �.. ;� 1. ,�,-t j� G--%�-,�L'
Assistant City Attorney
M&C No.: M&C Not Required
M&C Date:
City Manager
may only be
attachments
OVAL RECOMMENDED:
L.� . �.i
Doug�s W. Wiersig, PE �
Director, Transportation ai
Public Works Department
ENGINEER:
By:
Re ah� L
Principal
, PE
, � . � , �.
, � . x .. i
� . � � � '' �
Proposed Pads for Collection Service At Three Drop-Off Stations, Fort Worth (May 2013) ��3��� �' Pege 7.5 of a.6
R.L. Woods and Associates, LLC, Structural and Forensic Engineering
��,ernando Costa
ATTACHMENT A- SCOPE OF SERVICES, COMPENSATiUN, SCHEDULE
Refer to the attached R. L. Waods and Associates, LLC., Structural and Forensic
Engineering, letter dated May 9, 2013, subject: Proposed Pads for Collection Services
At Three Citizen Drop-Off Stations, Fort Worth, Texas. If any conflict arises between the
Attachments/Exhibits and the Agreement, the terms of ihe Agreement shall contro[.
ATTACHMENT B� AMENDtVIENTS TO AGREEMENT
= N�NE
Proposed Pads for Colfection Service At Three Drop-Off Stations, Fort Worth (May 2013) Page 16 of i 6
R.L. Woods and Associates, LLC, Struciural and Forensic Engfneering
R. L. �oadls & Assoei�tes, LLC
� Strucfural and Forensic Engineering
1151 \b'. ]'ioneer Pl.-�4�r ArIington, Texas 76013 v. $17-277-6686 f. 817-277-66$$ nvoads-rlv�-oods cr flash.net
May 9, 2013
Mr. Ronald Clements
T/PW Architectural Services Section
City of Fort Worth
401 West 13't` Street
Fort Worth, TX 76102
Reference: Proposed Pads for Collection Services
At Three Citizen Drop-Off Stations
Fort Worth, Texas
Dear Mr. Clements:
R L Woods & Associates is pleased to provide this proposal to you for engineering services
r�lated ta the design and detailing of 100 k'T. x 35 FT' collectian pads to be consttucted at the
following three Citizen Drop-Off' Stations:
1. Southeastern Service Center
2. Brennan Avenue.
3. Old Hemphill Rd.
The design of each pad will be based on paving design recommendations as provided in the
geotechnical reports provided by Owner for the three sites. The pads will incorporate a I foot tall
curb along three sides. �
Based upon our understanding of the project requirements, we propose the following Scope of
Sezvices and Basis of Compensation:
I. SC4PE -- Basic Se�rvices
A. Review geotechnical reports.
B. Visit each site io view site conditions is proposed area of pads.
C. Provide Construction Documents for pads.
D. Provide Opinion of Probable Cost for pads. - �
E, Provide limited Construction Administration to include responding to RFI's and
review of shop drawings.
II. LIMITATI�N O�' SCOPE
The scope of our services does not include:
A. Destructive testing of any nature.
B. Any other services no# speci�cally listed in the scope of services above.
C. Construction observation is NOT provided as part of Basic Services,.but may be
provided, if requested, as an additional service.
III. PROPOSAL ASSUMPTIONS:
A. We plan ta perform our services between 8:d0 am and S:QO pm on weekdays.
IV. COMPENSATION:
We propose to perform these services for a stipulated sum of $4000.00
Additional Services, if requested wiil be biIled in accordance with aur standard hourly rate
schedule (attached). .
If you are in agreement with this proposal and ihe agreemen# for engineering services, you may
authorize us to proceed by signing the agreement for engineering services and reiurning it to our
of�ice for our �iles.
We look forward to working with your office on this project. Please do not hesitate to contact our
office if you have any questions regarding the proposed Scope of Setvices or if you need any
additional information.
Sincerely,
R L Woods & Associates
� � ��
Renate' �.. Woods, P.E.
Principal
CONTRA.CT FOR ENGINEERTNG SERVIC�S
City of Fort Worth as CLTENT engages R. L. Woods & Associates, LLC as ENGINEER to perform Engineering
Services under the following canditions:
1. BNGTNEER agrees to provide Engineering Services for GLIENT based on the foltowing descriptions, terms and
conditions:
Services wil] be in accordance with the attached proposal Ietter for:
1'roposed Pads for Collection Services At Three Citizen Drap-Off Stations, Fort Worth, Texas
2. CLIENT agrees to pay ENGINEER for above described services based on the follawing descriptions, definitions,
terms and conditions:
Fees will be in accordance with fhe attached proposal letter for:
Proposed pads for Collection Services At Three Citizen Drop-QfFStations, Fort Worth, Texas
3. ENGINEER will invoice CLIENT monthly in amounts based on ENGINEER'S estimate of the portion of the
Basic Services completed, plus charges for Additional Servioes performed. CLTENT agrees ta pay ENGINEER, the
fuil amount of each such invoice within 4��days from date of invoice. A service charge will be charged at 1.5% (or
the legal rate) per month on the unpaid balance. In the event any portion or all of an account remains uripaid 60
days a$er bilting, the CLIENT shalI pay eost of coIiection, including reasonable attorney's fees, and ENGINEER
shall have the right to withhofd any further services or deliverables/reports until paid_in fulI.
4. The effective period ofthis Agreement shall be for the duration ofthe project.
5. Since ENGINEER has no control over the cost of labor, materials, equipment or services furnished by others or
over the eontraetor(s)' methods o�determining priees, or over competitive biddiag or market conditions, his opinions
af probable project cost as provided for herein are to be made on the basis of his experienee and qualifieations and
represent his best jadgment as an experienced and quaIified professional engineer familiar with the industry.
ENGINEER cannot and does not guarantee that estimates, proposals, bids or actual project cost wi11 not vary from
the opinion of probabte project cast prepared by him.
6. AII documents, incfuding drawings and specifications prepared by ENGINEER pursuant to this Agreement, are
instruments of service in respect to the Project. They are not intended or represented to be suitable for reuse by
CLIENT or others on extensions of the Project or on any other project. Any reuse withoui wril#en verification or
adaptation by ENGINEER for the specific purpose intended will be at CLIENT'S sole r3sk and withaut liabitity or
legal exposure to BNGINEEl7., and CLIENT shall indemnify and hoid harmiess �NGINEER fram all claims,
damages, losses and expenses, including attorney's fees arising out of or resuIting therefram. Any such variation or
adaptation wilI entitle ENGINEER to fi►rther compensation at rates to be agreed upon by CLIENT and ENGINEER.
7. If this Agreeinent is not executed by CLIENT within sixty (60} days of the date tendered, it shaIl become invalid
unless ENGTNEER extends the time in writing.
S. This Agreement may be terminated for substantial failure by the other party to perform (through no fault of the
terminating party) at any time prior to campletion of ENGINEER'S serviees either by CLIEN'I' or by ENGINEER
upon thirty day's written notice to the other at the address of record. Termination shali release each party from all
obligations of this Agreement. On termination by either CLIENT or ENGINEER, CLIENT shatl pay ENGINEER,
an amount by applying the rates speci�ed for the individuals working on the project, for atl services performed to
the date of termination, Up ta the authorized amount.
9. The CLIENT recognizes that the ENGINEER'S fee includes alIawance for funding a variety of risks which affect
the ENGINEER by virtue of his or her agreeing to perform services on the CLIENT'S behalf. One of these risks
stems from the ENGINEER'S potential for human error. In order for the CLIENT to obtain the benefcts of a fee
which includes a lesser allowance for risk funding, the CI.IENT agrees to limit the ENGINEER'S Tiability to the
CLIENT arising from the ENGINEBR'S professional acts, errors or omissions, such that the total aggregate tiability
af the ENGINEER shall not exceed the Iesser of $S,OQ� or the ENGINBER'S #otal fee for the services rendered on
this project. .
Proposed Pads for Collection Services
At Three Citizen Drop-Off Stations
Fort Worth, Texas
10. CLIENT and ENGINEER each binds himself, and his parh�ers, successors, executors, administrators and
assigns to the other party of this Agreement and to parh7ers, successors, executors, administrators and assigns of
such ather party in respect to all covenants of this Agreement. Neither CLIENT nor ENGINEBR shall assign, sublet
or transfer his interests in this Agreement wikhout the written consent of the other. Nothing herein shall be
construed as giving any rights or benefits hereunder to anyone other than CLIENT and ENGINEER.
11. The ENGINEER sha11 not be required to sign any documents, no matter by whom requested, that wauld result
in the ENGINEER'S having to certify, guarantee or warrant the existence of conditions whose existence the
ENGINEER cannot ascertain. The CLIENT also agrees not to make resolution of any dispute with the ENGINEER
or payment of any amount due to the fiNGINEER in any w�ay contingent upon the ENGINEER'S signing any such
certificate. .
12. The ENGINEER shall not be required to execute any documents subsequent to the signing of this Agreement
that in any way might, in the sole judgment of the ENGTNEER, increase the ENGINEER'S contractual or legal
obiigations or risks, or the availability or cost of his or her professional or general liability insurance.
13. No one has authority to make modifications or additions to terms of this Agreement on behaIf of ENGINEER or
CLIENT other than a person duly authorized by the party's appropriate authority; and then onty in writing signed by
him.
14. ENGINEER will not initiate service without formal agreement on General Conditions and other terms and
conditions set forth in this agreement. For purposes of convenience, CLIENT may choose ta accept this agreement
oratly ar to orally authorize to initiate services. In that event, CLIENT specifically agrees that, as a materi al element
of the consideration ENGINEER requires to execute the services indicated herein, oral acceptance or authorization
to initiate services shall be considered by both parties to constitute formal acceptance of all terms and conditions of
this agreement. Unilateral modification of this .agreement subsequent to ENGINEER's initiation of service is
expressly prohibited.
15. ENGINEER will take reasonable precautions to minimize damage to land and other property caused by our
operations, but we have not included in our fee the cost af repairing such damage. If CLIENT desires us to repair
and/or pay for damages, we will undertake the repairs and add the cast to our fee.
l 6. This Agreement is to be governed by the law of the state ��here ENGINEER' S services are performed.
ACCEPTED AND AI'PROVED WITH
NO'I'ICE TO 1'ROCEED:
City of Fort Worth
m
TITLE:
DATE:
R. L. Woods & Associates, LI.0
' � �. trt/ �
BY:
TI'['I�E:
DAT�:
Principal
QS/09/2413
Proposed Pads for Collection Services
At Three Citizen Drop-Off Stations
Fort Worth, Texas
R. L. Woods & Associates
Hourly Billing {non-forensic) Rates
January l, 2013
Regular
I\ � � A
SENIOR ENGINEER
GRA.DUATE ENGINEER I
TECHNICIAN/DRAFTER
CLERICALIADM]NISTRATION
$144.00
$120.00
E, :� ��
$ b5.00
$ 64.00